1 IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 358 OF 2011. In the matter of the Companies Act 1 of 1956); AND In the matter of Section 391 to 394 read with Sections 100 to 105 of the Companies Act, 1956; AND In the matter of Scheme of Arrangement between MERINT INFRASTRUCTURE LIMITED AND MERINT DEVELOPERS PRIVATE LIMITED AND MERINT MOLECULAR IMAGING PRIVATE LIMITED. MERINT INFRASTRUCTURE LIMITED, a company incorporated under the Companies Act, 1956 having its registered office at Diago – D Ground Floor Off. Carter Road Bandra (West) Mumbai – 400 050. ) ) ) ) ) … Applicant Company. Called for Summons for Direction Coram: S. J. Kathawalla, J. Date: 24th June, 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 25th April, 2011 and further Affidavit 8th June, 2011 of Mr. Rakeshkumar 2 Pathak, Director of the Applicant Company, in support of the Summons for Direction and the Exhibits therein referred to, IT IS ORDERED:- 1. That the convening and holding the meeting of the Equity Shareholders of the Applicant Company to consider and approve the proposed Scheme of Arrangement between MERINT INFRASTRUCTURE LIMITED, the Applicant / Demerged Company and MERINT DEVELOPERS PRIVATE LIMITED, the First Resulting Company and MERINT MOLECULAR IMAGING PRIVATE 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-9” to the affidavit in support of the Summons for Direction. 2. That the convening and holding the meeting of the Secured Creditors of the Applicant Company to consider and approve the proposed Scheme of Arrangement between MERINT INFRASTRUCTURE LIMITED, the Applicant / Demerged Company and MERINT DEVELOPERS PRIVATE LIMITED, the First Resulting Company and MERINT MOLECULAR IMAGING PRIVATE LIMITED, the Second Resulting Company is dispensed with in view of the consent given by the sole Secured Creditor of the Applicant Company, which is annexed as Exhibit “2” to the further Affidavit in support of the Summons for Direction. 3. That the convening and holding of the meeting of the Unsecured Creditor of the Applicant Company to consider and approve the proposed Scheme of 3 Arrangement between MERINT INFRASTRUCTURE LIMITED, the Applicant / Demerged Company and MERINT DEVELOPERS PRIVATE LIMITED, the First Resulting Company and MERINT MOLECULAR IMAGING PRIVATE LIMITED, the Second Resulting Company is dispensed with in view of the averments made in paragraph 21 of the Affidavit in support of the Summons for Direction. The Applicant undertakes to give individual notice of date of hearing of Petition by Registered Post A. D. to all its 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. J. Kathawalla, J.)