1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICITON COMPANY APPLICATION NO.421 OF 2009 In the matter of Companies Act, 1956 (1 of 1956) AND In the matter of Section 391 & 394 of the Companies Act, 1956; AND In the matter of Scheme of Scheme of Amalgamation of Viwa Chem Private Limited with General Pharmaceuticals Private Limited and their respective members. General Pharmaceuticals Private Limited, a } Company incorporated under the provisions } of companies Act, 1956 having its registered } office at J-326, M.I.D.C, Bhosari, Pune 411026 } …Applicant Company Called Summons for Direction CORAM: A.M. KHANWILKAR J DATE: 9th April 2009 Mr. Hemant Sethi i/b Hemant Sethi & Co. Advocates for Applicant 2 MINUTES OF THE ORDER UPON the application of the Applicant Company abovenamed by a Summons for Directions AND UPON HEARING Mr. Hemant Sethi Advocates for the Applicant Company, AND UPON READING the Affidavit dated 30th day of March 2009 of Mr. Firoz A. Vakil, Director of the Applicant Company in support of Summons for Directions, IT IS ORDERED:- 1. That the convening and holding of the meeting of the members holding Equity Shares of the Applicant Company, for the purpose of considering, and if thought fit, approving, with or without modification, the Scheme of Amalgamation of Viwa Chem Private Limited, the Transferor Company with General Pharmaceuticals Private Limited, the Applicant/Transferee Company and their respective members is dispensed with in view of averments made in paragraph twenty of the affidavit in support of Summons for Direction. Applicant undertakes to issue individual notices of the date of hearing of petition to remaining surviving Shareholders whose consents could not be obtained. The said undertaking is accepted. 2. That the Convening and holding of the meeting of the Unsecured Creditors of the Applicant Company for the purpose of considering, and if thought fit, approving, with or without modification, the Scheme of Amalgamation of 3 Viwa Chem Private Limited, the Transferor Company with General Pharmaceuticals Private Limited, the Applicant/Transferee Company and their respective members is dispensed with in view of averment made in paragraph twenty one of the affidavit in support of Summons for Direction. Applicant Company undertakes to give individual notices by RPAD to all its Unsecured Creditors of the date of hearing of Petition and also publish notices in two local newspapers. The Undertaking is accepted. (A.M. KHANWILKAR, J)