M/S. Strategic Portfolio Advisory Company Pvt. Ltd. v. -

IN THE HIGH COURT OF JUDICATURE AT BOMBAY

ORIDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTIONS NO.331 OF 2015 In the matter of the Companies Act 1 of 1956;

AND In the matter of Sections 391 to 394 of the Companies Act, 1956;

AND In the matter of Scheme of Amalgamation and Arrangement of Avakash Consultants Private Limited AND Strategic Trading Private Limited AND Colva Tradeplace Private Limited, AND Strategic Portfolio Advisory Company Private Limited WITH Growell Consultants Private Limited and Their Respective Shareholders And Creditors.

Strategic Portfolio Advisory Company Private ) Limited,A company incorporated under ) provisions of Companies Act, 1956, ) having registered office at, ) Strategic House, 44 Mint Road, Fort ) Mumbai, Maharashtra-400001 ) ..Applicant Company

Called Summons for Direction for hearing Mr. Rahul Oak, Advocate for the Applicant Coram: S. J. Kathawalla, J.

Date : 24th April 2015 MINUTES OF THE ORDER UPON the application of the Applicant Company abovenamed by a Summons for Direction AND UPON HEARING Mr. Rahul Oak, Advocate for the Applicant Company, AND UPON READING the Affidavit Dated 24th March 2015 of Mr. Sudesh Kudnekar, Authorised Signatory of the Applicant Company, in support of the Summons for Direction and the Exhibits therein referred to, 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(s), the proposed Scheme of Amalgamation and Arrangement of Avakash Consultants Private Limited, Strategic Trading Private Limited, Colva Tradeplace Private Limited and Strategic Portfolio Advisory Company Private Limited with Growell Consultants Private Limited and their respective shareholders and creditors, is dispensed with in view of the consents given by both the Equity Shareholders of the Applicant Company, which are annexed as Exhibits "D-1" and "D-2" to the Affidavit in support of Summons for Direction.

2.

There are no Secured Creditors and unsecured Creditors of the Applicant Company as stated in paragraphs 23 and 24 of the Affidavit in support of Summons for Direction respectively. Hence, the question of

convening and holding the meeting of Secured Creditors and unsecured Creditors does not arise.

(S. J. Kathawalla, J.)