1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO 515 OF 2010 In the matter of Companies Act, 1956 (1 of 1956) AND In the matter of Sections 391 & 394 of the Companies Act, 1956; AND In the matter of Scheme of Arrangement between Nirmal Lifestyle (India) Private Limited and Nirmal Lifestyle Limited and Nirmal Lifestyle City Development Corporation Private Limited and their respective shareholders. Nirmal Lifestyle (India) Private Limited } a Company incorporated under the provisions of the } Companies Act, 1956 having its registered office at } Nirmal Lifestyle, Opposite Nirmal Nagar } L.B.S Marg, Mulund – West, Mumbai – 400 080 }…Applicant Company MINUTES OF ORDE R Called Summons for Direction CORAM: S. J. VAZIFDAR J DATE: 30th July , 2010 Mr. Hemant Sethi i/b Hemant Sethi & Co. Advocates for Applicant MINUTES OF ORDER UPON the application of the Applicant Company abovenamed by Company Summons for Directions AND UPON HEARING Mr. Hemant Sethi i/b. Hemant Sethi & Co., advocates for the Applicant Company, AND UPON READING the Affidavit dated July 9, 2010 of Mr. Chandrakant H Shah, Authorised Representative of the Applicant Company in support of Company Summons for Directions, IT IS ORDERED THAT : 1. The convening and holding of the meeting of the Equity Shareholders of Nirmal Lifestyle (India) Private Limited, the Applicant Company for the purpose of considering and, if thought fit, approving, with or without modification(s), the arrangement embodied in the proposed Scheme of 2 Arrangement between Nirmal Lifestyle (India) Private Limited the Applicant Company and Nirmal Lifestyle Limited and Nirmal Lifestyle City Development Corporation Private Limited and their respective shareholders (“Scheme”) is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits D1 & D2 to the affidavit in support of Company Summons for Direction. 2. The convening and holding of the meetings of the Secured and Unsecured Creditors of Nirmal Lifestyle (India) Private Limited, the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification(s), the arrangement embodied in the proposed Scheme of Arrangement between Nirmal Lifestyle (India) Private Limited, the Applicant Company and Nirmal Lifestyle Limited and Nirmal Lifestyle City Development Corporation Private Limited and their respective shareholders (“Scheme”) is dispensed with in view of averments made in paragraph twenty seven of affidavit in support of Company Summons for Direction. Applicant Company undertakes to serve individual notices upon all its Secured and Unsecured Creditors by RPAD. The said undertaking is accepted. (S.J. VAZIFDAR J)