IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANYSUMMONS FOR DIRECTION NO 77 OF 2010 In the matter of Section 391 & 394 of the Companies Act, 1956; And In the matter of Scheme of Amalgamation between Serum International and Serum Institute of India Limited and their Respective Shareholders Serum International Limited, a company ) Incorporated under the provisions of Companies ) Act, 1956, having its registered office at 212/2, Off ) Soli Poonawalla Road, Hadapsar, Pune 411028 )……………Applicant CORAM : S.J. KATHAWALLA J DATE: 29th JANUARY2010 Mr. Hemant Sethi i/b Hemant Sethi & Co. Advocates for Applicant MINUTES OF ORDER UPON the application of the Applicant Company abovenamed by a Summons for Directions AND UPON HEARING Mr. Hemant Sethi i/b. Hemant Sethi & Co. advocates for the Applicant Company, AND UPON READING the Affidavit dated 21st day of January 2010 of Ms. Sunder Lata A Kavitkar, Authorised Signatory of the Applicant Company in support of Summons for Directions, IT IS ORDERED THAT : 1. 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 Arrangement embodied in the Scheme of Amalgamation between Serum International Limited, the Applicant/Transferor Company and Serum Institute of India Limited, the Transferee Company and their Respective Shareholders (“Scheme”) is dispensed with in view of consents given by all the Equity Shareholders of the Applicant Company which are annexed as Exhibits „C1‟ to ‟C8‟ to the affidavit in support of the Summons for Directions. 2. The convening and holding of the meetings of the Secured and Unsecured Creditors of the Applicant Company, for the purpose of considering, and if, thought fit approving, with or without modification, the proposed Arrangement embodied in the Scheme of Amalgamation between Serum International Limited, the Applicant/Transferor Company and Serum Institute of India Limited, the Transferee Company and their Respective Shareholders (“Scheme”) is dispensed with in view of averments made in paragraph twenty of the affidavit in support of Summons for Directions. Applicant undertakes to give individual notices by RPAD to all its Secured and Unsecured Creditors of the date of hearing of petition. The said undertaking is accepted. ( S.J. KATHAWALLA J)