1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 533 OF 2011 In the matter of the Companies Act. 1956 (1 of 1956): AND In the matter of Sections 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Amalgamation OF Yutaka Autoparts Pune Private Limited WITH Faurecia Emissions Control Technologies India Private Limited AND their respective shareholders Yutaka Autoparts Pune Private Limited, a ) company incorporated under the provisions ) of Companies Act. 1956 having its ) Registered Office at Gat No. 316, Village ) Kasaramboli, OFF Urawade Road, Pirangut ) Taluka. Mulshi District, Pune -412 111 ) …………. Applicant Company Called Summons for Direction Coram: S. C. DHARMADHIKARI, J DATE: 9TH SEPTEMBER, 2011 Mr. Hemant Sethi i/b. Hemant Sethi & Co., Advocates for the Applicant. MINUTES OF THE ORDER UPON the Application of the Applicant Company above named by a Company Summons for Direction AND UPON HEARING Mr. Hemant Sethi instructed by Hemant Sethi & Co., Advocates for the Applicant Company, AND UPON READING the Affidavit dated 18th August 2011 of Mr. Mahendra Killedar, Authorised Representative of the Applicant Company, in support of Company Summons for Direction and the Exhibits therein referred to, IT IS ORDERED: 2 1. That the convening and holding of 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 Yutaka Autoparts Pune Private Limited, the Applicant/ Transferor Company with Faurecia Emissions Control Technologies India Private Limited, the Transferee Company is dispensed with in view of consents given by both the Equity Shareholders of the Applicant Company which are annexed as Exhibits “H1” and “H2” to the Affidavit in support of Company Summons for Direction. 2. That the convening and holding of the meeting of Secured Creditor 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 Yutaka Autoparts Pune Private Limited, the Applicant/ Transferor Company with Faurecia Emissions Control Technologies India Private Limited, the Transferee Company is dispensed with in view of consent given by the Sole Secured Creditor of the Applicant Company which is annexed as Exhibit “I” to the Affidavit in support of Company Summons for Direction. 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 modification(s), the proposed Scheme of Amalgamation of Yutaka Autoparts Pune Private Limited, the Applicant/ Transferor Company with Faurecia Emissions Control Technologies India Private Limited, the Transferee Company is dispensed with in view of averments made in paragraph seventeen of the Affidavit in support of Company Summons for Direction. The Applicant Company undertakes to serve individual notice of the hearing of the petition by R.P.A.D. to all its Unsecured Creditors. The Applicant Company also undertakes to publish the notice of hearing of the petition in one issue each of a daily newspaper viz „Indian Express‟ in English 3 language and „Loksatta in Marathi language, both circulated in Pune. The said undertaking is accepted. (S.C. DHARMADHIKARI, J)