1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO.285 OF 2010 In the matter of Companies Act, 1956 (1 of 1956) And In the matter of the Sections 391 to 394 and other applicable provisions of the Companies Act, 1956; And In the matter of Allcargo Global Logistics . Ltd. a company incorporated under the provisions of the Companies Act, 1956 having its registered office at 5th floor, Diamond Square, Kalina, Santacruz (E), Mumbai 400 098. And In the matter of Scheme of Arrangement between Sealand Terminals Private Ltd. and Allcargo Global Logistics Ltd. and their respective shareholders and creditors. Sealand Terminals Private Ltd. ) a company incorporated under the provisions) of the Companies Act, 1956 having its ) registered office at 5th floor, ) Diamond Square, Kalina, Santacruz (E), ) Mumbai 400 098. ) ..……Applicant Company Called Summons for Direction Coram: S. J. Kathawalla, J. Dated : 22nd April 2010. 2 Ms. Sanidha Vedpathak i/b Maneksha & Sethna, Advocates for Applicant. MINUTES OF THE ORDER UPON the application of the Applicants Company abovenamed by a Summons for Direction and upon hearing Sanidha Vedpathak, Counsel instructed by Maneksha & Sethna, Advocates for the Applicant Company and upon reading the Affidavit dated 30th March 2010 of Mr.Shailesh Dholakia, the Authorised Signatory of the Applicant Company in support of Summons for Direction and the Exhibits referred therein, IT IS ORDERED:- (1) THAT the convening and holding the meeting of the Equity Shareholders of the Applicant Company, for the purpose of approving, with or without modifications, the Arrangement embodied in the Scheme of Arrangement between Sealand Terminals Pvt. Ltd., the Applicant/Transferor Company and Allcargo Global Logistics Ltd., the Transferee Company, and their respective shareholders and creditors, is dispensed with, in view of the written consent letters given by all Equity Shareholders of the Applicant Company, which are annexed as Exhibits B and B1 to the Affidavit in support of the Summons for Direction. (2) AND THAT a meeting of the Secured Creditors of the Applicant Company for the purpose of approving with or without modifications, the Arrangement embodied in the Scheme of Arrangement between Sealand Terminals Pvt. Ltd., i.e. the Applicant/Transferor Company and Allcargo Global Logistics Ltd., the Transferee Company and their respective shareholders and creditors, is dispensed with, in view of the written consent given by the sole Secured Creditor of the Applicant 3 Company, which is annexed as Exhibit (C-1) to the Affidavit in support of the Summons for Direction. (3) AND THAT a meeting of the Unsecured Creditors of the Applicant Company for the purpose of approving with or without modifications, the Arrangement embodied in the Scheme of Arrangement between Sealand Terminals Pvt. Ltd., the Applicant/Transferor Company and Allcargo Global Logistics Ltd., the Transferee Company and their respective shareholders and creditors, is dispensed with, in view of the written consent given by all the Unsecured Creditors of the Applicant Company, which are annexed as Exhibits D1 to D3 to the Affidavit in support of the Summons for Direction. (S. J. Kathawalla, J.)