1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANYSUMMONS FOR DIRECTION NO 591 OF 2010 IN THE MATTER OF THE COMPANIES ACT, 1956 AND IN THE MATTER OF SECTION 391 AND 394 OF THE COMPANIES ACT, 1956 AND IN THE MATTER OF DOLEX INVESTMENT PRIVATE LIMITED AND IN THE MATTER OF SCHEME OF AMALGAMATION OF DOLEX INVESTMENT PRIVATE LIMITED; PANAMA GOMANTAK POLYMERS PRIVATE LIMITED; PERFECT FINANCE AND EXPORTS PRIVATE LIMITED AND CONSOLIDATED TRADING AND FINANCE PRIVATE LIMITED WITH RUNGTA INFRASTRUCTURE PRIVATE LIMITED Dolex Investment Private Limited a Company duly incorporated under ) the Companies Act, 1956 and having ) 2 its Registered Office at 401, Raheja ) Chambers, 213, Nariman Point, ) Mumbai – 400 021 ) APPLICANT Called Summons for Direction Coram: - S. J. Kathawalla, J. Dated: 27th August, 2010 Ms. Manisha Menon i/b M/s. Halai & Co., Advocates for Applicant MINUTES OF ORDER UPON the Application of the Applicant Company abovementioned by a Summons for Direction AND UPON hearing, Ms. Manisha Menon i/b M/s. Halai & Co., Advocates for the Applicant Company and UPON READING the Affidavit dated 5th August, 2010 of Mr. Nirmal Kumar Rugta, Director of the Applicant Company, in support of the Summons for Direction and the exhibits referred to therein, IT IS ORDERED: 3 1) That the convening and holding the Meeting of Equity Shareholders of the Applicant Company, for the purpose of considering and, if thought fit, Approving, with or without modification(s), the proposed Scheme of Amalgamation of Dolex Investment Private Limited, Panama Gomantak Polymers Private Limited , Perfect Finance and Exports Private Limited and Consolidated Trading and Finance Private Limited with Rungta Infrastructure Private Limited is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits “A-1” to “A-5” to the Affidavit in support of Summons for Direction. 2) There are no Secured Creditors, Preference Shareholders and Debenture holders of the Applicant Company as mentioned in paragraph No. 25 of the Affidavit in Support of Summons for Direction, and hence, the Question of convening and holding the meeting of the Secured Creditors, Preference Shareholders and Debenture holders does not arise. 4 3) That the convening and holding the Meeting of Unsecured Creditors of the Applicant Company, for the purpose of considering and, if thought fit, Approving, with or without modification(s), the proposed Scheme of Amalgamation of Dolex Investment Private Limited, Panama Gomantak Polymers Private Limited , Perfect Finance and Exports Private Limited and Consolidated Trading and Finance Private Limited with Rungta Infrastructure Private Limited is dispensed with in view of the consent given by the sole Unsecured Creditor of the Applicant Company which is annexed as Exhibit “C-1” to the Affidavit in support of Summons for Direction. (S. J. Kathawalla, J.)