Securities Analysis (India) Pvt. Ltd. v. -

IN THE HIGH COURT OF JUDICATURE AT BOMBAY

ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 376 OF 2016 In the matter of the Companies Act, 1956 AND In the matter of Sections 391 to 394 of the Companies Act, 1956.

AND In the matter of the Scheme of Amalgamation of M/S SCIL VENTURES LIMITED - TRANSFEROR COMPANY NO. 1;

SECURITIES ANALYSIS (INDIA) PRIVATE LIMITED - TRANSFEROR COMPANY NO.

2;

WITH SECURITIES RESEARCH & ANALYSIS PRIVATE LIMITED - TRANSFEREE COMPANY And their respective shareholders and creditors.

SECURITIES ANALYSIS (INDIA) PRIVATE LIMITED a Private Limited Company incorporated under the Companies Act, 1956 and having its Registered Office at 505/506, Laxmi Plaza, Laxmi Industrial Estate, New Link Road, Andheri (West), Mumbai-400053.

) ) ) ) ) ) ) ) )... Applicant/Transferor Company No. 2 Called Summons for Direction for hearing Mr. Sanjay Udeshi a/w Darshan Ashar i/b Sanjay Udeshi & Co, Advocate(s) for Applicant.

Coram: S.C. Gupte J, Dated: 4th May, 2016 MINUTES OF ORDER Upon the application of the above-named Applicant Company by a Summons for Direction AND upon hearing Shri Sanjay Udeshi, Advocate for the Applicant AND upon reading Affidavit dated 3rd March, 2016 of Rajashekar Iyer, the Director/ Authorised Signatory of the Applicant Company of Mumbai in support of the Summons for Direction, and the Exhibits therein referred to, IT IS ORDERED That:

1.

The convening and holding the meeting of the Equity Shareholders of the Applicant Company, for the purpose of considering and, if thought fit, approving, with or without modification(s), the Scheme of Amalgamation of M/S SCIL VENTURES LIMITED - TRANSFEROR COMPANY NO. 1; SECURITIES ANALYSIS (INDIA) PRIVATE LIMITED - TRANSFEROR COMPANY NO. 2; WITH SECURITIES RESEARCH & ANALYSIS PRIVATE LIMITED - TRANSFEREE COMPANY and their respective shareholders and creditors is dispensed with in view of the Consent given by all the three Equity Shareholders of the Applicant Company which are annexed as Exhibits 'C1 to C3' to the Affidavit in Support of Summons for Directions. 2.

There are no secured and unsecured creditors in the Applicant Company as mentioned in paragraph 14 and 15 of the Affidavit in support of Company Summons for Direction. Hence the question of convening and holding the meeting of secured and unsecured creditors does not arise. (S.C. Gupte, J) Certificate I Certify that this Order uploaded is true and correct copy of original signed order Uploaded by: Shri Shankar Gawade, Stenographer