Brett Plastics Pvt. Ltd. v. -

IN THE HIGH COURT OF JUDICATURE AT BOMBAY

ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 865 OF 2016 In the matter of Companies Act, 1956 (1 of 1956);

And In the matter of Sections 391 and 394 of the Companies Act, 1956; (1 of 1956) And In the matter of Scheme of Amalgamation of Sony Mike's Holdings Limited with Brett Plastics Private Limited and their respective Shareholders.

Brett Plastics Private Limited a company incorporated ) under the Companies Act, 1956 and having its ) Registered Office at 5, Kitab Mahal, 192, Dr. D.N. ) Road, Fort, Mumbai - 400 001 ) ...Applicant Company Called for Direction Mr. Mayank Bagla i/b M/s. Kanga & Company, Advocates for the Applicant Company. Coram: A.K. Menon, J Date : 27th October 2016 MINUTE OF THE ORDER Upon the application of the Applicant Company abovenamed by a Summons for Direction and UPON HEARING Mr. Mayank Bagla instructed by M/s. Kanga & Company, Advocates for the Applicant and UPON READING the Affidavit dated 18th August 2016 of Mr. Trilok Singh Bisht, Authorized Signatory of the Applicant Company in support of the Company Summons for Direction and exhibits referred therein. IT IS ORDERED:

1. That the convening and holding the meeting of the Equity Shareholders of the Applicant Company for the purpose of considering and if thought fit and approving with or without modification(s) the proposed Scheme of Amalgamation of Sony Mike's Holdings Limited, the Transferor Company with Brett Plastics Private Limited, the Transferee Company, is hereby dispensed with, in view of consents given by all the five Equity Shareholders of the Applicant Company, which are annexed as Exhibits I1 to I-5 to the Affidavit in Support of the Company Summons for Direction.

2. That there are no Secured Creditors or Unsecured Creditors of the Applicant Company as stated in paragraph 19 of the Affidavit in Support of Summons for Direction. Hence, the question of convening and holding the meeting of Secured Creditors or Unsecured Creditors does not arise.

3. That the convening and holding the meeting of the four Sundry Creditors of the Applicant Company for the purpose of considering and if thought fit and approving with or without modification(s) the proposed Scheme of Amalgamation of Sony Mike's Holdings Limited, the Transferor Company with Brett Plastics Private Limited, the Transferee Company, is hereby dispensed with, in view of consents given by all the four Sundry Creditors of the Applicant Company, which are annexed as Exhibits K-1 to K-4 to the Affidavit in Support of the Company Summons for Direction. (A.K. Menon J.)

CERTIFICATE I certify that this Order uploaded is a true and correct copy of original signed order. Uploaded by: Shankar Gawde, Stenographer