1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 374 OF 2011 IN THE MATTER of Sections 391 to 394 read with Section 100 to 103 of the Companies Act, 1956; AND IN THE MATTER of Alanoushka Finlease and Investments Private Limited; AND IN THE MATTER of Scheme of Arrangement of Alanoushka Finlease and Investments Private Limited with Morgan Stanley India Securities Private Limited and their respective Shareholders and Creditors. Alanoushka Finlease and Investments Private Limited ) a Company incorporated under the provisions of ) the Companies Act, 1956 and having its ) Registered Office at 18F/19F, One Indiabulls Centre, ) Tower 2, Jupiter Mills Compound, Elphinstone Road, ) Mumbai – 400013, Maharashtra, India ) … Applicant/ Transferor Company 2 Called Summons for Direction Coram: S. J. Kathawalla, J. Dated: 24th June, 2011 Ms. Renuka Shetty i/b M/s. Crawford Bayley & Co., Advocates for the Applicant MINUTES OF THE ORDER Upon the Application of the Applicant abovenamed by a Summons for Direction, AND UPON hearing Ms. Renuka Shetty i/b M/s Crawford Bayley & Co., Advocates for Applicant AND UPON reading the Affidavit dated 27th April, 2011of Mr. Anil Rajput, Director of the Applicant, in support of Summons for Direction and the Exhibits therein referred to, IT IS ORDERED:- 1. That the 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 modification, the proposed Scheme of Arrangement of Alanoushka Finlease and Investments Private Limited with Morgan Stanley India Securities Private Limited and their respective Shareholders and Creditors is dispensed with in view of the consents given by all 3 the Equity Shareholders of the Applicant Company which are annexed as Exhibits D1 and D2 to the Affidavit in support of Summons for Direction. 2. There are no Secured Creditors of the Applicant Company as stated in paragraph 26 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 the convening and holding of the meeting of the Unsecured Creditors of the Applicant Company for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Arrangement of Alanoushka Finlease and Investments Private Limited with Morgan Stanley India Securities Private Limited and their respective Shareholders and Creditors is dispensed with in view of the consents given by all the Unsecured Creditors of the Applicant Company which are annexed as Exhibits E1 to E3 to the Affidavit in support of Summons for Directions. (S. J. KATHAWALLA, J.)