Radha Krishna Properties Pvt Ltd v. --

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IN THE HIGH COURT OF JUDICATURE AT BOMBAY

ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTION NO. 900 OF 2016 In the matter of the Companies Act, 1956;

And In the matter of Section 391 to 394 of the Companies Act, 1956;

And In the matter of the Scheme of Amalgamation of Aryaman Properties and Investments Private Limited and Arjuna Agencies Private Limited with Radha Krishna Properties Private Limited.

Radha Krishna Properties Private Limited.

a Company incorporated under the Companies Act 1956 and having its registered office at 4th Floor,Raheja Centre Point,294,Vidya Nagri Marg, C.S.T Road,Kalina,Santacruz (East),Mumbai-400 098 ...Applicant Company Called for Summons for Direction Mr. Ramesh Saraogi, Advocate for the Applicant Coram : S.C. Gupte J Date :- 25 th November, 2016

- 2 - MINUTES OF THE ORDER Upon the Application of the Company above named by a Summons for Direction AND UPON HEARING Mr. Ramesh Saraogi, Advocate for the Applicant Company AND UPON READING the Affidavit in Support dated 28-9-2016 of Mr N.Balakrishnan, Authorized Signatory of the Applicant Company in support of the Summons for Direction and the Exhibits therein referred to, IT IS ORDERED THAT:-

1. That 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 proposed Scheme of Amalgamation of Aryaman Properties and Investments Private Limited and Arjuna Agencies Private Limited with Radha Krishna Properties Private Limited is dispensed with in view of the consent given by all the four Equity Shareholders of the Applicant Company, which is annexed as Exhibit - "B-1" to "B-4" to the Affidavit in Support of the Summons For Directions.

2. That question of convening and holding the meeting of the secured creditors of the Applicant Company for the purpose of considering, and if thought fit approving with or without modifications the proposed Scheme of Amalgamation of Aryaman Properties and Investments Private Limited and Arjuna Agencies Private Limited with Radha Krishna Properties Private Limited does not arise in view of the averment made in para 21 of the affidavit in support of Summons for Directions as the Applicant Company does not have any secured creditors.

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3. That convening and holding the meeting of the Unsecured Creditors of the Applicant Company for the purpose of considering and if thought fit approving with or without modifications the proposed Scheme of Amalgamation of Aryaman Properties and Investments Private Limited and Arjuna Agencies Private Limited with Radha Krishna Properties Private Limited is dispensed with in view of the averment made in para 22 of the affidavit in support of Summons for Directions interalia stating that the interests of the Unsecured Creditors of the Applicant Company will not be affected as no compromise is sought with any of the Unsecured Creditors of the Applicant Company. The Applicant undertakes to issue the individual notice of date of hearing of the Company Scheme Petition by RPAD to all its unsecured creditors and will also publish the date of hearing of the Petition in the two local newspapers i.e. Free Press Journal in English language and translation thereof in Navshakti in Marathi language both having circulation in Mumbai. The said undertaking is accepted.

(S.C.Gupte J.) CERTIFICATE I certify that the order uploaded is a true copy of original signed order. Uploaded by: Shankar Gawade, Stenographer.