IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO. 1403 OF 2008 In the matter of Section 391 to 394 of the Companies Act, 1956 (1 of 1956) And In the matter of Linium Management Consultancy Services Private Limited And In the matter of Scheme of Amalgamation of Latasha Advisory Services Private Limited, Ligure Management Consultancy Services Private Limited, Linium Management Consultancy Services Private Limited, Lonicera Management Consultancy Services Private Limited And Lusitania Management Consultancy Services Private Limited With Delta Infosolutions Private Limited and their respective Shareholders and Creditors Linium Management Consultancy Services ) Private Limited, a private company ) incorporated under the Companies Act, ) 1956 (1 of 1956) having its registered office ) at Knowledge Centre, Plot No.58, ) Street No.17, MIDC, Mumbai –400 093. ) …Applicant/Third Transferor Company Called Summons for Direction CORAM : A. M. Khanwilkar, J. DATE : October, 2008 Ms. Madhavi Chaudhari i/b. Dave & Girish & Co. for Applicant MINUTES OF ORDER UPON the application of the Applicant Company abovenamed by a Summons for Directions AND UPON HEARING Ms. Mona Bhide instructed by Dave & Girish & Co., Advocates for the Applicant Company, AND UPON READING the Affidavit dated 18th day of September, 2008 of Ms. Divya Kumat, the Authorised Signatory of the Applicant Company, in support of Summons for Directions, IT IS ORDERED: (1) that the convening and holding of the meeting of the Equity Shareholders of the Applicant Company, for the purpose of considering, and if thought fit, approving, with or without modification/s, the Scheme of Amalgamation of Latasha Advisory Services Private Limited, Ligure Management Consultancy Services Private Limited, Linium Management Consultancy Services Private Limited, the Applicant Company, Lonicera Management Consultancy Services Private Limited and Lusitania Management Consultancy Services Private Limited with Delta Infosolutions Private Limited and their respective Shareholders and Creditors under Sections 391 to 394 and other applicable provisions of the Companies Act, 1956, 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-5” to the Affidavit in support of Summons for Direction. (2) there are no Preference Shareholders, Debentureholders, Secured Creditors and Unsecured Creditors of the Applicant Company as mentioned in paragraphs 36(ii), 36(iii), 36(iv) and 36(v) of the Affidavit in support of Summons for Direction. Hence, the question of convening and holding the meeting of the Preference Shareholders, Debentureholders, Secured Creditors and Unsecured Creditors does not arise. (3) that the convening and holding of the meeting of the Sundry Creditors of the Applicant Company, for the purpose of considering, and if thought fit, approving, with or without modification/s, the Scheme of Amalgamation of for the purpose of considering, and if thought fit, approving, with or without modification/s, the Scheme of Amalgamation of Latasha Advisory Services Private Limited, Ligure Management Consultancy Services Private Limited, Linium Management Consultancy Services Private Limited, the Applicant Company, Lonicera Management Consultancy Services Private Limited and Lusitania Management Consultancy Services Private Limited with Delta Infosolutions Private Limited and their respective Shareholders and Creditors under Sections 391 to 394 and other applicable provisions of the Companies Act, 1956, is dispensed with in view of the consent given by the sole Sundry Creditor of the Applicant Company which is annexed as Exhibit “F” to the Affidavit in support of Summons for Direction. (4) Issuance of certified copy is expedited. Company Judge IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO. OF 2008 In the matter of Section 391 to 394 of the Companies Act, 1956 (1 of 1956) And In the matter of Linium Management Consultancy Services Private Limited And In the matter of Scheme of Amalgamation of Latasha Advisory Services Private Limited, Ligure Management Consultancy Services Private Limited, Linium Management Consultancy Services Private Limited, Lonicera Management Consultancy Services Private Limited, and Lusitania Management Consultancy Services Private Limited With Delta Infosolutions Private Limited and their respective Shareholders and Creditors Linium Management Consultancy Services Private Limited … Applicant/ Third Transferor Company MINUTES OF ORDER Dated this day of October 2008 DAVE & GIRISH & CO., Advocates for the Applicant 1st Floor, Sethna Building 55, Maharshi Karve Road, Marine Lines, Mumbai- 400 002. [MB/ MC/AP/SSJAY] /home/nic/dailyupload/original/Thu/2008/CA100908031008.sxw