IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY APPLICATION NO. 1598 OF 2008. In the matter of the Companies Act 1 of 1956); AND In the matter of Section 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Amalgamation of SHIRUP IMPEX PRIVATE LIMITED with RONTGEN SAWS PRIVATE LIMITED SHIRUP IMPEX PRIVATE LIMITED, a comp any incorporated under the Companies Act, 1956 having its registered office at A-338, TTC Industrial Area, Shil Mahape Road, Mahape, Navi Mumbai – 400 710. ) ) ) ) ) … Applicant Company. Called for Summons for Direction Coram : A. M. Khanwilkar, J. Date : 5th December, 2008 Mr. Rajesh Shah i/b M/s. Rajesh Shah & Co., for the Applicant MINUTES OF THE ORDER IT IS ORDERED:- UPON the application of the Applicant Company abovenamed by a Summons for Directions AND UPON HEARING M/s. Rajesh Shah instructed by Rajesh Shah & Co., Advocate for the Applicant Company, AND UPON READING the Affidavit dated 24th day of November, 2008 of Mr. Devesh. Shah, Director of the Applicant Company, in support of the Summons for Directions IT IS ORDERED 1. That the convening and holding the meeting of the Equity Shareholders of the Applicant Company to consider and approve the proposed Arrangement embodied in the Scheme of Amalgamation of SHIRUP IMPEX PRIVATE LIMITED, the Applicant / Transferor Company with RONTGEN SAWS PRIVATE LIMITED, the Transferee Company is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company as on date, which are annexed as Exhibit “B-1” to “B-2” to the affidavit dated 24th November, 2008 of Mr. Devesh. Shah, Director of the Applicant Company in support of the Summons for Direction. 2. There are no Secured Creditors of the Applicant Company as mentioned in paragraph 15 of the Affidavit in support of Summons for Directions, hence, the question of convening and holding the meeting of Secured Creditors does not arise 3. That convening and holding the meeting of the sole Unsecured Creditor of the Applicant Company, to consider and approve the proposed Arrangement embodied in the Scheme of Amalgamation of SHIRUP IMPEX PRIVATE LIMITED, the Applicant / Transferor Company with RONTGEN SAWS PRIVATE LIMITED, the Transferee Company is dispensed with in view of the consent given by the sole Unsecured Creditor of the Applicant Company, which are annexed as Exhibits “C” to the affidavit dated 24th day of November, 2008 of Mr. Devesh. Shah, Director of the Applicant Company in support of the Summons for Direction COMPANY JUDGE