IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO.800 OF 2010 Aditya Thermal Energy Private Limited ) Incorporated and registered under ) the Companies Act, 1956 ) having its Registered office at ) F.P.145, Ram Mandir Road, ) Gurukul Co-Op Housing Society Ltd, ) Third Floor, Vile Parle East, ) Mumbai 400057. ) ..Applicant In the matter of the Companies Act, 1956 AND In the matter of Sections 391 to 394 of the Companies Act, 1956. AND In the matter of Aditya Thermal Energy Private Limited having its Registered Office at F.P.145, Ram Mandir Road, Gurukul Co-Op Housing Society Ltd, Third Floor, Vile Parle East, Mumbai 400057 AND In the matter of the Scheme of Amalgamation of – Aditya Thermal Energy Private Limited with Alfa Infraprop Private Limited. 2 Called Summons for Direction Coram: S. J. Vazifdar, J Date : 10th December, 2010 Mr. Sanjay Udeshi i/b M/s. Sanjay Udeshi & Co., Advocates for Applicant. MINUTES OF ORDER Upon the Application of the Applicant above named by a Summons for Direction AND upon hearing Mr. Sanjay Udeshi i/b M/s. Sanjay Udeshi & Co., Advocates for Applicant, AND upon reading the Affidavit dated 16th November, 2010 of Mr. Shripati Nanda, Authorised Representative of the Applicant Company in support of the Summons for Direction and the Exhibits therein referred to, IT IS ORDERED: - 1. That convening and holding the meeting of the Equity Shareholders of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification, the Scheme of Amalgamation of Aditya Thermal Energy Private Limited with Alfa Infraprop Private Limited is dispensed with in view of the Consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits D-1 to D-16 to the Affidavit in Support of Summons for Direction. 2. That there are no Secured Creditors of the Applicant Company as stated in paragraph 23 of the Affidavit in support of the Summons for Direction. Hence, the question of convening and holding the 3 meeting of Secured Creditors for the purpose of considering and, if thought fit, approving, the proposed Scheme of Amalgamation, does not arise. 3. That convening and holding 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 Aditya Thermal Energy Private Limited with Alfa Infraprop Private Limited, is dispensed with in view of the Consents given by all the Unsecured Creditors of the Applicant Company which are annexed as Exhibits F-1 to F-8 to the Affidavit in Support of Summons for Direction. (S. J. Vazifdar, J)