Bristol Boats Ltd. v. -

IN THE HIGH COURT OF JUDICATURE AT BOMBAY

ORDINARY ORIGINAL CIVIL JURISDICTION COMPANY SUMMONS FOR DIRECTIONS NO. 127 OF 2016 In the matter of Companies Act, 2013 And In the matter of Sections 391 to 394 of the Companies Act, 1956.

And In the matter of Bristol Boats Private Limited And In the matter of The Scheme of Arrangement (Demerger) between Chika Private Limited And Bristol Boats Private Limited, Bristol Boats Private Limited, ) a Company incorporated under the ) Companies Act, 1956 and having its ) Registered Office at B-34/35, 3rd Floor, ) Paragon Condominium, Pandurang Budhkar ) Marg, Worli, Mumbai - 400 013.

) .. Applicant Company.

CALLED COMPANY SUMMONS FOR DIRECTION Mr. Sarosh Bharucha, Advocate i/b Daphtary Ferreira & Divan Advocates for Applicant Company.

Coram: K. R Shriram J.

Date : 26th February, 2016.

MINUTES OF ORDER UPON the Application of the Applicant Company abovenamed by the Company Summons for Direction AND UPON hearing Mr. Sarosh Bharucha Advocate instructed by Daphtary Ferreira & Divan, Advocates for the Applicant AND UPON READING the Affidavit dated 29th October, 2015, Further affidavit dated 19th January, 2016 and Additional affidavit dated 5th February, 2016 of Mr. Nikhil Shyam Ghia, Director of and duly authorized by the Board of Directors of the Applicant Company in support of the Company Summons for Direction and the Exhibits referred therein 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 though fit, approving, with or without modification(s), the proposed Scheme of Arrangement (Demerger) between Chika Private Limited with Bristol Boats Private Limited, is dispensed with in view of the sole Equity Shareholder of the Applicant Company (Bristol Boats Private Limited) having given its consent which is annexed as Exhibit "M" to the Affidavit in support of the Summons for Directions.

2) Since there are no Secured Creditors or Unsecured Trade Creditors of the Applicant Company as stated in paragraph 23 of the Affidavit in support of the Company Summons for Direction. Hence the convening and holding the meeting of the Secured

Creditors or Unsecured Trade Creditors of the Applicant Company does not arise.

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