IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 133 OF 2011. In the matter of the Companies Act 1 of 1956); AND In the matter of Sections 391 to 394 of the Companies Act, 1956; AND In the matter of sections 78, 100 to 105 of the Companies Act, 1956; AND In the matter of Scheme of Arrangement between PRO-TECH SPORTS AND SAFETY PRODUCTS PRIVATE LIMITED and SELECTION AGRO PRIVATE LIMITED SELECTION AGRO PRIVATE LIMITED, a company incorporated under the Companies Act, 1956 having its Registered Office at Astarc House, 76/79, Makwana Lane, Takpada, Off. Andheri Kurla Road, Marol, Andheri (East), Mumbai – 400 059. ) ) ) ) ) ) ) …Applicant Company. Called for Summons for Direction Coram: S. C. Dharmadhikari, J. Date: 25th February, 2011 Mr. Rajesh Shah i/b M/s. Rajesh Shah & Co., Advocate for the Applicant. MINUTES OF ORDER UPON the application of the Applicant Company above named by a Summons for Direction AND UPON HEARING Mr. Rajesh Shah instructed by M/s. Rajesh Shah & Co., Advocate for the Applicant Company, AND UPON READING the Affidavit dated 15th day of February, 2011 of Mr. Ganesh Tawde, Authorised Signatory of the Applicant Company, in support of the Summons for Direction and the exhibit therein referred to, IT IS ORDERED:- 1 1) That the convening and holding of the meeting of the Equity Shareholders of the Applicant Company to consider and approve the proposed Scheme of Arrangement between Pro-Tech Sports and Safety Products Private Limited, the Demerged Company and Selection Agro Private Limited, the Applicant Company is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company, which is annexed as Exhibits “I-1” and “I-2” to the affidavit in support of the Summons for Directions. 2) That there are no Secured Creditors of the Applicant Company as stated in paragraph 15 of the Affidavit in support of the 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 to consider and approve the proposed Arrangement embodied in the Scheme of Arrangement between Pro-Tech Sports and Safety Products Private Limited, the Demerged Company and Selection Agro Private Limited, the Applicant Company is dispensed with in view of the averment made in paragraph 16 of the Affidavit in support of the Summons for Directions. The Applicant undertakes to issue notice of date of hearing of Petition to all its Unsecured Creditors by Registered Post A.D. and also to publish the same in “Free Press Journal”, in English and “Maharashtra Times”, in Marathi. The said undertaking is accepted. (S. C. Dharmadhikari, J.) 2