1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICITON COMPANY APPLICATION NO.1373 OF 2008 In the matter of Sections 391 & 394 of the Companies Act, 1956; And In the matter of Scheme of Amalgamation of Indus Fabricons Private Limited and Technoplast Corporation Limited with Mojj Engineering Systems Limited and their respective members Indus Fabricons Private Limited, } a company incorporated, under the } provisions of Companies Act, 1956 } having its Registered office at 113/1 } MIDC, S Block, Bhosari, Pune 411026. } …Applicant Company Called for Summons for Direction Coram: S. A. BOBDE J Date: 19 th September 2008 Mr. Hemant Sethi i/b M/s. Hemant Sethi & Co. for Applicant. MINUTES OF THE ORDER IT IS ORDERED THAT: (a) That the convening and holding of the meeting of the members holding Equity Shares of the Applicant Company, for the 2 purpose of, considering, and if, thought fit, approving, with or without modification, the Scheme of Amalgamation of Indus Fabricons Private Limited, the Applicant Company and Technoplast Corporation Limited with Mojj Engineering Systems Limited, the transferee company and their respective members is dispensed with in view of consents given by 11 out of 14 equity shareholders aggregating 99.99% of the issued, subscribed and paid up Share Capital as per their original letters of consent annexed at Exhibit C- 1 to C-11 to the affidavit dated 9th day of September 2008 of Mr. Balraj Bapusaheb Pol, Director of the Applicant Company in support of Summons for Direction. Applicant undertakes to give individual notices to remaining 3 equity shareholders whose consents have not been obtained of the date of hearing of petition. Undertaking is accepted. (b) That convening and holding of the meetings of Secured and 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 Indus Fabricons Private Limited, the Applicant Company and Technoplast Corporation Limited with Mojj Engineering Systems Limited, the Transferee Company and their respective members is dispensed 3 with in view of averments made in paragraph twenty eight of affidavit dated 9th day of September 2008 of Mr. Balraj Bapusaheb Pol, Director of the Applicant Company in support of Summons for Direction. Applicant Company undertakes to give individual notices to all its Secured and Unsecured Creditors and also publish notices in newspapers of the date of hearing of petition. The said undertaking is accepted. COMPANY JUDGE