1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 514 OF 2010 In the matter of the Companies Act, 1956 (1 of 1956); AND In the matter of Sections 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Arrangement between Reliance Money Infrastructure Limited (“RMIL” or “the Demerged Company”) AND Reliance Capital Asset Management Limited (“RCAM” or “the Resulting Company”) AND Their respective Shareholders RELIANCE MONEY INFRASTRUCTURE LIMITED, a Company incorporated under the provisions of the Companies Act, 1956 and having its registered office at 570 Rectifier House, Naigaum Cross Road, Wadala, Mumbai 400 031. ) ) ) ) ) ) ) )……..Applicant Company 2 Called Summons for Direction Coram: S. J. Vazifdar, J. Date: 30th July, 2010 Mr. Rajesh Shah i/b. M/s.Rajesh Shah & Company, Advocates for the Applicant. MINUTES OF THE ORDER UPON the application of the Applicant Company above named by a Summons for Direction AND UPON HEARING Mr. Rajesh Shah instructed by M/s Rajesh Shah & Company, Advocates for the Applicant Company, AND UPON READING the Affidavit dated 21st day of July, 2010 and further affidavit dated 28th day of July, 2010 of Mr. Ashish Turakhia, Authorised Representative of the Applicant Company, in support of Summons for Direction and the Exhibits therein referred to, IT IS ORDERED: 1. That convening and holding of the Meeting of the Equity Shareholders of Reliance Money Infrastructure Limited, the Applicant Company for the purpose of considering and, if 3 thought fit, approving, with or without modification(s), the arrangement embodied in the proposed Scheme of Arrangement between Reliance Money Infrastructure Limited, the Demerged / Applicant Company and Reliance Capital Asset Management Limited, the Resulting Company and their respective Shareholders, is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company, which are annexed as Exhibits ‘H1’ to ‘H11’ to the Affidavit in support of the Summons for Direction. 2. That convening and holding of the meeting of the Preference Shareholders of Reliance Money Infrastructure Limited, the Applicant Company for the purpose of considering and, if thought fit, approving, with or without modification, the proposed Scheme of Arrangement between Reliance Money Infrastructure Limited, the Demerged / Applicant Company and Reliance Capital Asset Management Limited, the Resulting Company and their respective Shareholders is dispensed with in view of the consents given by both the Preference 4 Shareholders of the Applicant Company which are annexed as Exhibits ‘I1’ and ‘I2’ to the affidavit in support of the Summons for Direction. 3. There are no Secured Creditors of the Applicant Company as mentioned in paragraph 17 of the affidavit in support of the Summons for Direction, hence, the question of convening and holding of the Meeting of Secured Creditors does not arise. 4. That convening and holding the Meeting of the Unsecured Creditors of Reliance Money Infrastructure Limited, the Applicant Company, to consider and, if thought fit, approve, with or without modifications, the proposed Scheme of Arrangement between Reliance Money Infrastructure Limited, the Demerged / the Applicant Company and Reliance Capital Asset Management Limited , the Resulting Company and their respective Shareholders be dispensed with in view of the consents given by two out of thirty four unsecured creditors, which are annexed as Exhibits ‘2’ to ‘3’ to the further 5 Affidavit in support of the Summons for Direction and in view of the averments made in Paragraph 3 of the said Affidavit. The Applicant Company undertakes to serve individual notice of the hearing of the Petition by R.P.A.D. to its remaining Unsecured Creditors whose consents are not obtained and also to publish the same in two local newspapers i.e. Free Press Journal, in English and Maharashtra Times, in Marathi both having circulation in Mumbai. The undertaking is accepted. (S. J. Vazifdar , J.)