IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO.190 OF 2010. In the matter of the Companies Act I of 1956 AND In the matter of Section 391 to 394 read with sections 78,100 to 103 of the Companies Act, 1956 AND In the matter of the Scheme of Arrangement between VARROC ENGINEERING PRIVATE LIMITED AND VARROC POLYMERS PRIVATE LIMITED VARROC POLYMERS PRIVATE LIMITED, a Company ) incorporated under the Companies Act, 1956 ) and having its Registered Office at Gut No.99, ) Village Pharola,Takula Paithan, Aurangabad 431 105 ) …….. APPLICANT Called Summons for Direction CORAM : S.J.KATHAWALLA.J DATE : 26 TH MARCH, 2010 Mr. Hemant Sethi i/b Hemant Sethi & Co, Advocates for the Applicant Company MINUTES OF ORDER Upon the application of the Applicant abovenamed by a Summons for Direction AND UPON hearing Mr. Hemant Sethi i/b Hemant Sethi & Co, Advocate for the Applicant Company, AND UPON reading the Affidavit dated 17th March,2010 of Mr Anil Ghatiya,Compnay Secretary of the Applicant Company in support of Summons for Direction and the Exhibits referred to therein, IT IS ORDERED :- 1. That convening and holding of the meeting of the Equity Shareholders of the Applicant Company, for the purpose of considering, and if thought fit, approving, with or without modifications, the Scheme of Arrangement between Varroc Engineering Private Limited, the Demerged Company and Varroc Polymers Private Limited, the Applicant/Resulting Company is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibit “G-1 to G-8” to the Affidavit in Support of Summons for Direction. 2. That the convening and holding of the meeting of Secured Creditors of the Applicant Company, for the purpose of considering, and if thought fit, approving, with or without modifications, the Scheme of Arrangement between Varroc Engineering Private Limited, the Demerged Company and Varroc Polymers Private Limited, the Applicant/Resulting Company is dispensed with in view of averments made in paragraphs 17 and 23 of the Affidavit in Support of Summons for Direction .The Applicant Company undertakes to issue individual notice of the date of hearing of the Petition by Registered Post A.D to all its Secured Creditors. The said undertaking is accepted. 3. That the convening and holding of the meeting of Unsecured Creditors of the Applicant Company, for the purpose of considering, and if thought fit, approving, with or without modifications, the Scheme of Arrangement between Varroc Engineering Private Limited, the Demerged Company and Varroc Polymers Private Limited, the Applicant/Resulting Company is dispensed with in view of averments made in paragraph 17 and 24 of the Affidavit in Support of Summons for Direction. The Applicant Company undertakes to issue individual notice of the date of hearing of the Petition by Registered Post A.D. to its Unsecured Creditors having outstanding balance of Rs.50,000/- and above. The said undertaking is accepted. (S. J. KATHAWALLA,J)