IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO 555 OF 2010. 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 the Scheme of Amalgamation of Ras Al Khaimah Ceramics (India) Private Limited with R.A.K. Ceramics India Private Limited and their Respective Shareholders. RAS AL KHAIMAH CERAMICS (INDIA) PRIVATE LIMITED ) a Company incorporated under the Companies Act, 1956) and having its Registered Office at 325 3rd Floor ) Dheeraj Heritage Junction of Milan Subway & S.V.Road ) Santacruz (West), Mumbai- 400 054 )…..APPLICANT Called Summons for Direction CORAM : S.J.KATHAWALLA ,J DATE : 27th AUGUST, 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 Company 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 16th August,2010 of Mr Sunil Malesha,Managing Director of the Applicant Company in support of Company 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 Amalgamation of Ras Al Khaimah Ceramics (India) Private 2 Limited ,the Applicant/Transferor Company with R.A.K. Ceramics India Private Limited, the Transferee Company is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits “G-1 to G-7” to the Affidavit in Support of Company 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 Amalgamation of Ras Al Khaimah Ceramics (India) Private Limited ,the Applicant/Transferor Company with R.A.K. Ceramics India Private Limited, the Transferee Company is dispensed with in view of averments made in paragraphs 17 and 23 of the Affidavit in Support of Company 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, approvi ng, with or without modifications, the Scheme of Amalgamation of Ras Al Khaimah Ceramics (India) Private Limited, the Applicant/Transferor Company with R.A.K. Ceramics India Private Limited, the Transferee Company is dispensed with in view of averments made in paragraph 17 and 24 of the Affidavit in Support of Company 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 50,001 and above. The said undertaking is accepted. (S. J. KATHAWALLA, J)