IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 540 OF 2011. In the matter of the Companies Act 1 of 1956); AND In the matter of Section 391 to 394 of the Companies Act, 1956; AND In the matter of Scheme of Arrangement between MAPRO INDUSTRIES LIMITED AND MAPRO GASES LIMITED AND MAPRO VENTURES LIMITED MAPRO GASES LIMITED, a company incorporated under the Companies Act, 1956 having its registered office at 154A, “A” Wing, Mittal Court, Nariman Point, Mumbai-400 021. ) ) ) ) … Applicant Company. Called for Summons for Direction Coram: S. C. Dharmadhikari, J. Date: 16th September, 2011 Mr. Rajesh Shah i/b M/s. Rajesh Shah & Co., Advocate for the Applicant MINUTES OF THE ORDER UPON the application of the Applicant Company abovenamed 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 26th August, 2011 of Mr. Mr. Sanjay G. Somani, Dierector of the Applicant Company, in support of the Summons for Direction and the Exhibits 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 of between MAPRO INDUSTRIES LIMITED, the Demerged Company and MAPRO GASES LIMITED, the Applicant / First Resulting Company and MAPRO VENTURES LIMITED, the Second Resulting Company, is dispensed with in view of the consents given by all the Equity Shareholders of the Applicant Company, which are annexed as Exhibits “C-1” to “C -7” to the affidavit in support of the Summons for Direction. 2. That there are no Secured Creditors of the Applicant Company as stated in paragraph 22 the Affidavit in support of Summons for Direction. 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 Scheme of Arrangement of between MAPRO INDUSTRIES LIMITED, the Demerged Company and MAPRO GASES LIMITED, the Applicant / First Resulting Company and MAPRO VENTURES LIMITED, the Second Resulting Company is dispensed with in view of the averments made in paragraph 23 of the Affidavit in support of the Summons for Direction. The Applicant undertakes to give an individual notice of date of hearing of Petition by Registered Post A. D. to its all Unsecured Creditors and also to publish the same in two local news papers viz., “Free Press Journal”, in English language and translation thereof in “Maharashtra Times”, in Marathi language, both having circulation in Mumbai. The said undertaking is accepted. (S. C. Dharmadhikari, J.) 2