1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 713 OF 2010 In the matter of Sections 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Amalgamation between Infratech Builders and Agro Private Ltd (“IBAPL” or the “Transferor Company”) and Lodha Crown Buildmart Private Limited (“LCBPL” or “the Transferee Company”) and their respective Shareholders Infratech Builders And Agro Private Ltd., ) a company incorporated under the Companies ) Act, 1956 and having its registered office at ) 216, Shah & Nahar Industrial Estate, ) Dr. E. Moses Road, Worli, Mumbai – 400 018 ) …Applicant Company Called Summons for Direction CORAM: S.J. KATHAWALLA J. DATE : 29th October 2010 Mr. Mahek Kamdar, i/b Kanga and Company, Advocate for the Applicant 2 MINUTES OF ORDER UPON the application of the Applicant Company abovenamed by a Summons for Direction AND UPON HEARING Mr. Mahek Kamdar, Advocate instructed by Kanga and Company, Advocates for the Applicant Company, AND UPON READING the Affidavit dated 20th October 2010 of Mr. Sandeep Saxena, a Director of the Applicant Company, in support of the Company Summons for Direction and the Exhibits therein referred to, IT IS ORDERED :- 1. That the convening and holding of the meeting of the Equity shareholders of the Applicant Company to consider and approve the proposed Scheme of Amalgamation of the Applicant Company with Lodha Crown Buildmart Private Limited, the Transferee Company is dispensed with as all the seven shareholders of the Applicant Company have given their consents in writing to the proposed scheme which are annexed as Exhibits “C-1” to “C-7” to the Affidavit in support of the Summons for Direction; 2. There are no Secured Creditors of the Applicant Company as stated in Paragraph 9 of the Affidavit in support of the Summons for Directions, hence the question of convening and holding the meeting of the Secured Creditors does not arise. 3 3. That the convening and holding of the meeting of the Unsecured Creditors of the Applicant Company to consider and approve the proposed arrangement embodied in the Scheme be dispensed with in view of the averment made in paragraph 10 of the Affidavit in support of the Summons for Direction. The Applicant Company undertakes to give individual notices of the date of the hearing of the petition by Registered Post A.D. to all its Unsecured Creditors. The undertaking is accepted. (S. J. KATHAWALLA J.)