IN THE HIGH COURT OF JUDICATURE AT BOMBAY ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 63 OF 2010 In the matter of Sections 391 to 394 of the Companies Act, 1956 And In the matter of Thirteenth Land Developers Private Limited And In the matter of Scheme of Amalgamation between ABG Resources Pvt. Ltd. and Tenth Estate & Properties Private Limited and Twelfth Land Developers Private Limited and Thirteenth Land Developers Private Limited with Second Land Developer Pvt. Ltd. Thirteenth Land Developers Private Limited ) an existing company under the Companies ) Act, 1956 having its registered office at ) 5th Floor, Bhupati Chambers, 13, Mathew ) Road, Opera House, Mumbai 400 004 )…. Applicant Called Summons for Direction Coram: S. J. Kathawalla J. Dated: 29 January 2010 Mr. Walter Lewis i/b. M/s. Mulla & Mulla & Cragie Blunt and Caroe for Applicant. MINUTES OF THE ORDER UPON the application of Thirteenth Land Developers Private Limited, the Applicant above named by Summons for Direction AND UPON hearing 2 Mr. Walter Lewis Advocate for the Company and upon reading the Affidavit dated 15th day of January, 2010 of Imtiaz Iqbal Khan, Authorised Signatory in support of the Summons for Direction and the Exhibits therein referred to (Exhibit ‘C’ being a copy of the Proposed Scheme of Amalgamation) IT IS ORDERED: 1. That convening and holding of the Meeting of the Equity Shareholders, of the Applicant / Transferor Company, for the purpose of Considering and, if thought fit, approving, with or without modification(s), the arrangement embodied in the Scheme of Amalgamation between ABG Resources Pvt. Ltd., Tenth Estate & Properties Pvt. Ltd, Twelfth Land Developers Pvt. Ltd. and Thirteenth Land Developers Pvt. Ltd. with Second Land Developers. Pvt. Ltd), the Transferee Company is dispensed in view of the consents given by both the Equity Shareholders of the Applicant / Transferor Company, which are annexed as Exhibits ‘H-1 and H-2 ’ to the Affidavit – in – Support of the Summons for directions. 2. There are no Secured or Unsecured Creditors of the Applicant / Transferor Company, as mentioned in paragraph 19 of the Affidavit in Support of Summons for Direction. Hence, the question of convening and holding the meetings of Secured and Unsecured Creditors does not arise. ( S. J. Kathawalla J. )