IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO.306 OF 2009 In the matter of Sections 391 and 394 of the Companies Act, 1956; (1 of 1956) And In the matter of Scheme of Amalgamation of The National Art Silk Mills Private Limited, Chinai Investment & Trading Private Limited and Everest Shipping Company Private Limited with Piramal Sons Private Limited Chinai Investment & Trading Private Limited ) a Company incorporated under the Companies ) Act, 1956 and having its Registered office at ) 1004, Embassy Centre, 207, Nariman Point, ) Mumbai 400 021, ) … Applicant Called Out Summons For Directions CORAM: S.J. VAZIFDAR J DATE 6th March 2009 Ms. Alpana Ghone i/b Kanga and Company for the Applicant MINUTES OF ORDER 1 Upon the application of the Applicant Company abovenamed by a Summons for Directions AND UPON HEARING Ms. Alpana Ghone instructed by Kanga and Company, Advocate for the Applicant Company, AND UPON READING the Affidavit dated 6th day of February 2009 of Mr. Samir M. Chinai, Director of the Applicant Company, in Support of the Summons for Directions IT IS ORDERED:- 1. That convening and holding of the meeting of the Equity Shareholders of the Applicant Company, to consider and approve the proposed Scheme of Amalgamation between the Applicant Company, The National Art Silk Mills Private Limited and Everest Shipping Company Private Limited, the Transferor Companies with Piramal Sons Private Limited, the Transferee Company is hereby dispensed with in view of the fact that all the Equity Shareholders of the Applicant Company have given their consent in writing to the proposed Scheme of Amalgamation by their letters, the originals whereof are annexed as Exhibits - “B-1” to “B-3 ” to the Affidavit of Mr. Samir M. Chinai, the Director of the Applicant affirmed on 6th February 2009 in support of the Summons for Direction. 2. There are no Secured or Unsecured Creditors of the Applicant Company as mentioned in paragraph 26 of the Affidavit in support of the Summons for Directions. Hence, the question of convening and holding the meetings of Secured and Unsecured Creditors does not arise. 2 COMPANY JUDGE 3