IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 706 OF 2010 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 Precise Labels & Papers Limited having its Registered Office at 2B, Citi Mall, 2nd Floor, New Link Road,, Andheri (W), Mumbai – 400053. AND In the matter of Rushabh Investment Private Limited having its Registered Office at 2B, Citi Mall, 2nd Floor, New Link Road,, Andheri (W), Mumbai – 400053. AND In the matter of the Scheme of Amalgamation of Precise Labels & Papers Limited with Rushabh Investment Private Limited. Precise Labels & Papers Limited ) Incorporated and registered under ) Companies Act, 1956, having its ) Registered office at 2B, Citi Mall, 2nd Floor, ) New Link Road,,Andheri (W), ) Mumbai–400053. )…Applicant/ Transferor Company 2 Called Summons for Direction Coram: S. J. Kathawalla J Date : 22nd October, 2010 Mr. Sanjay Udeshi i/b M/s. Sanjay Udeshi & Co., Advocate 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., Advocate for Applicant, AND upon reading the Affidavit dated 31st August, 2010 of Mr. Anantrai Parmanandas Mehta, Director 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 Precise Labels & Papers Limited with Rushabh Investment 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-12 to the Affidavit in Support of Summons for Directions. 3 2. 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 Precise Labels & Papers Limited with Rushabh Investment Private Limited, is dispensed with in view of the Consents given by 86% in value of the Unsecured Creditors of the Applicant Company which are annexed as Exhibits F -1 to F-7 to the Affidavit in Support of Summons for Direction. The Applicant undertakes to obtain the consents of the remaining Unsecured Creditors and to annexed the same to Company Scheme Petition and to give individual Notice of Petition by R.P.A.D. upon those Unsecured Creditors whose consents are not obtained. The said undertaking is accepted. 3. There are no Secured Creditors of the Applicant Company, as stated in paragraph 21 of Affidavit in support of Summons for Direction. Hence, the question of convening and holding the meeting of Secured Creditors does not arise. (S. J. Kathawalla, J)