IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO.923 OF 2009 In the matter of the Companies Act, 1956 (1 of 1956) AND In the matter of Section 100 to 104 of the Companies Act, 1956; AND In the matter of the Reduction of Equity Share Capital of Midpoint Software & Electro Systems Limited having its Registered Office at D-22/8, MIDC, TTC Industrial Area, Thane Belapur Road, Turbhe, Navi Mumbai- 400 705 Midpoint Software & Electro Systems Limited incorporated under the Companies Act, 1956 and having its Registered Office at D-22/8, MIDC, TTC Industrial Area, Thane Belapur Road, Turbhe, Navi Mumbai- 400 705 ……… Applicant Company Coram: - S. J. Kathawalla, J Date: - 11th September 2009 UPON THE APPLICATION of abovenamed Applicant Company by summons for Direction And UPON HEARING Mr. Vivek Shiralkar / Mr. Sushant Chavan instructed by Shiralkar & Co., Advocate(s) for the Applicant Company and UPON READING the Affidavit dated 27th August, 2009 of Mr. Apoorva Shah, Chairman and Managing Director of the Applicant Company in support of Summons for Direction AND the Applicant Company having passed a Special Resolution at an Annual General Meeting of the Equity Shareholders of the Applicant Company held on 14th day of August, 2009 and in view of the averments made in paragraphs 8(f), 18 to 20 of the said Affidavit inter alia that the reduction of Share Capital does not involve either diminution of any liability in respect of unpaid Share Capital or payment to any Shareholder of any paid up Share Capital of Applicant Company, the provisions of and the procedure prescribed under Section 101(2) of the Companies Act,1956 is not applicable and the same is dispensed with. COMPANY JUDGE