SOLARA ACTIVE PHARMA SCIENCES LIMITED — Declaration of Voting Results & Voting Rights Announcements 2019

Oct 11, 2019

Communication Address

Solara Active Pharma Sciences Limited Batra Centre No. 28, Sardar Patel Road, Post Box 2630 Guindy, Chennai - 600 032, India Tel : +91 44 43446700, 22207500 Fax : +91 44 22350278

October 11, 2019

The BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Mumbai - 400 001

The National Stock Exchange oflndia Limited Exchange Plaza, Bandra-Kurla Complex Bandra (E), Mumbai - 400 051

Scrip Code: 541540

Scrip Code: SOLARA

Dear Sir / Madam,

I Sub: NCLT convened Meetings of Equity Shareholders and Unsecured Creditors of the Company and disclosure under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

We wish to inform you that the National Company law Tribunal ("NCLT") convened Meetings of Equity Shareholders and Unsecured Creditors of the Company was held on Thursday, October 10, 2019, as directed by the Mumbai bench of the NCLT, vide its order dated August 6, 2019 in Company Scheme Application Ne,. 1671 OF 2018 to approve the Scheme of Merger between Strides Chemicals Private Limited and Solara Active Pharma Sciences Limited and its respective shareholders ("Scheme"), pursuant to the provisions of Sections 230-232 of the Companies Act, 2013 .

The Scheme was approved by the equity shareholders of the Company with 100% votes for the resolutions through e-voting and poll (through physical ballot and Insta poll) at the meeting.

The Scheme was approved by the unsecured creditors of the Company with 100% votes for the resolutions through physical ballot at the meeting.

Please find attached the: (i) summary of proceedings of the NCL T convened Meetings of Equity Shareholders and Unsecured Creditors as required under Regulation 30 ofSEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), as Annexure A; (ii) details of results of remote e-voting, physical ballot and Insta poll conducted at the meeting as required under Regulation 44(3) of the Listing Regulations, as Annexure B; and (iii) Scrutinizer's Report on voting by the equity shareholders as Annexure C; and (iv) Scrutinizer's Report on voting by the unsecured creditors as Annexure D.

Communication Address:

Solara Active Pharma Sciences Limited Batra Centre No. 28, Sardar Patel Road, Post Box 2630 Guindy, Chennai - 600 032, India Tel: +91 44 43446700, 22207500 Fax: +91 44 22350278

The Company shall file a petition with the NCLT, Mumbai Bench for the final sanction of the Scheme.

Please also note that the NCLT has, by way of its Order dated August 6, 2019, dispensed with the requirement of holding meetings of equity shareholders, secured and unsecured creditors of Strides Chemicals Private Limited.

Thanking you,

Yours faithfully, For Solara Active Pharma Sciences Limited

S. Murali Krishna Company Secretary

Encl.: as above

ANNEXURE - A Communication Address

Solara Active Pharma Sciences Limited Batra Centre No. 28. Sardar Patel Road, Post Box 2630 Guindy, Chennai - 600 032, India Tel: +91 44 43446700, 22207500 Fax: +91 44 22350278

SUMMARY OF PROCEEDINGS OF THE TRIBUNAL CONVENED MEETING OF THE EQUITY SHAREHOLDERS OF THE COMPANY HELD ON THURSDAY, OCTOBER 10, 2019 FROM 10:00 A.M TO 10:45 A.M. AT HOTEL REGENZA BY TUNGA, PLOT NO - 37, SECTOR - 30A, VASHI, NAVI MUMBAI - 400 703.

Present:

• 1 Mr. Vishal Phal
• Chairperson of the meeting
• 1. Mr. S. Hariharan

Executive Director- Finance & Chief Financial Officer

Company Secretary 3. S. Murali Krishna

Mr. Vishal Phal, who was appointed as the chairperson for the meeting by the National Company Law Tribunal ("Tribunal") vide its order dated August 6, 2019 ("Order"), presided over the meeting and declared that the necessary quorum for the meeting was present and thereafter called the meeting to order.

The Chairperson welcomed the members to the Tribunal convened meeting of Equity Shareholders of the Company and introduced Mr. S. Hariharan, Executive Director-Finance & Chief Financial Officer and Mr. S. Murali Krishna, Company Secretary.

The meeting was convened for the purposes of considering and if thought fit approving the proposed scheme of merger between Strides Chemicals Private Limited and the Company and their respective shareholders, pursuant to the provisions of Sections 230 - 232 of the Companies Act, 2013. Copy of the Order and other documents referred to in the notice dated September 3, 2019 dispatched to the equity shareholders were available for inspection during the meeting.

With the consent of the members present, the notice convening the Tribunal convened meeting, dispatched on September 6, 2019 was taken as read.

Before proceeding with the business contained in the notice, the chairperson requested Mr. S. Murali Krishna, Company Secretary to make a power point presentation on the proposed merger.

The chairperson thereafter invited queries, if any, from the members on the proposed resolution. A few equity shareholders raised some queries, which were suitably replied/clarified to their satisfaction.

After the Question/Answer session, the chairperson took up the resolution as detailed in the Notice convening the meeting for approval of the scheme. The chairperson informed that the company had provided the facility of e-voting to the shareholders on the Karvy e-voting platform for transacting the business contained in the notice. The e-voting commenced on Saturday, October 5, 2019 at 9.00 am and ended on Wednesday, October 9, 2019 at 5.00 pm.

Communication Address:

Solara Active Pharma Sciences Limited Batra Centre No. 28, Sardar Patel Road, Post Box 2630 Guindy, Chennai - 600 032, India Tel: +91 44 43446700, 22207500 Fax: +91 44 22350278

The chairperson informed that those shareholders who did not cast their vote electronically were requested to cast their vote physically using the ballot form or the insta poll facility provided by Karvy. The ballot box was kept in the meeting venue and the shareholders were requested to fill in the ballot form as per the instructions contained in it, sign and deposit the same in the ballot box.

The Chairperson informed that pursuant to the Order, M/s. Nilesh Shah and Associates, Practicing Company Secretaries, have been appointed as the scrutinizer for conducting the voting process in a fair and transparent manner.

The Chairperson stated that the consolidated results of the voting along with the Scrutinizer's Report will be posted on the website of the company, the Notice Board of the Company at its Registered Office and on the website of Karvy.

Since there was no other business to be transacted, the Chairperson proposed the vote of thanks and declared the meeting as concluded.

The results will also be filed with the Hon'ble NCLT in the requisite format.

For Solara Active Pharma Sciences Limited

S. Murali Krishna

Company Secretary

Communication Address: Solara Active Pharma Sciences Limited Batra Centre No. 28, Sardar Patel Road, Post Box 2630 Guindy, Chennai - 600 032, India Tel: +91 44 43446700, 22207500 Fax: +91 44 22350278

SUMMARY OF PROCEEDINGS OF THE TRIBUNAL CONVENED MEETING OF THE UNSECURED CREDITORS OF THE COMPANY HELD ON THURSDAY, OCTOBER 10, 2019 FROM 11:00 A.M TO 11:45 A.M. AT HOTEL REGENZA BY TUNGA, PLOT NO - 37, SECTOR - 30A, VASHI, NAVI MUMBAI - 400 703.

Present:

• 1. Mr. Vishal Phal
• Chairperson of the meeting
• Executive Director-Finance & Chief Financial Officer 2. Mr. S. Hariharan
• Company Secretary 3. S. Murali Krishna

Mr. Vishal Phal, who was appointed as the Chairperson for the meeting by the National Company Law Tribunal ("Tribunal") vide its order dated August 6, 2019 ("Order"), presided over the meeting and declared that the necessary quorum for the meeting was present and thereafter called the meeting to order.

The Chairperson welcomed the unsecured creditors to the Tribunal convened meeting of Unsecured Creditors of the Company and introduced Mr. S. Hariharan, Executive Director-Finance & Chief Financial Officer and Mr. S. Murali Krishna, Company Secretary.

The meeting was convened for the purposes of considering and if thought fit approving the proposed scheme of merger between Strides Chemicals Private Limited and the Company and the unsecured creditors of value more than Rs.5,00,000/- (Rupees Five Lakhs only), pursuant to the provisions of Sections 230 - 232 of the Companies Act, 2013. Copy of the Order and other documents referred to in the notice dated September 3, 2019 dispatched to the unsecured creditors were available for inspection during the meeting.

With the consent of the members present, the notice convening the Tribunal convened meeting, dispatched on September 6, 2019 was taken as read.

Before proceeding with the business contained in the notice, chairperson requested Mr. S. Murali Krishna, Company Secretary to make a power point presentation on the proposed merger.

The chairperson then thereafter invited queries, if any, from the unsecured creditors on the proposed resolution. A few unsecured creditors raised some queries, which were suitably replied/clarified to their satisfaction.

After the Question/Answer session, the chairperson took up the resolution as detailed in the Notice convening the meeting for approval of the scheme. The chairperson requested the unsecured creditors present or represented through proxy to cast their vote physically using the

Communication Address: Solara Active Pharma Sciences Limited Batra Centre No. 28, Sardar Patel Road, Post Box 2630 Guindy, Chennai - 600 032, India Tel: +91 44 43446700, 22207500 Fax: +91 44 22350278

ballot form. The ballot box was kept in the meeting venue and they were requested to fill in the ballot form as per the instructions contained in it, sign and deposit the same in the ballot box.

The Chairperson informed that pursuant to the Order, M/s. Nilesh Shah and Associates, Practicing Company Secretaries, have been appointed as the scrutinizer for conducting the voting process in a fair and transparent manner.

The Chairperson stated that the consolidated results of the voting along with the Scrutinizer's Report would be posted on the website of the company, the Notice Board of the Company at its Registered Office and on the website of Karvy.

The results will also be filed with the Hon'ble NCLT in the requisite format.

Since there was no other business to be transacted, the Chairperson proposed the vote of thanks and declared the meeting as concluded.

For Solara Active Pharma Sciences Limited

S. Murali Krishna

Company Secretary

ANNEXURE B.

			SOLARA ACTIVE PHARMA SCIENCES LIMITED
Date of the NCLT convened Meeting of Equity Shareholders			10-10-2019
Total number of shareholders on record date			59238
No. of shareholders present in the meeting either in person or through proxy:
Promoters and Promoter Group:			16
Public:			52
No. of Shareholders attended the meeting through Video Conferencing
Promoters and Promoter Group:			Not Applicable
Public:			Not Applicable
Resolution No.
Resolution required: (Ordinary/ Special)	SPECIAL - Approval for the Scheme						for merger of Strides Chemicals Private Limited with Solara Active Pharma Sciences Limited and their respective shareholders
Whether promoter/ promoter group are
interested in the agenda/resolution?	No.
				% of Votes Polled on outstanding			favour on votes % of Votes in	against on votes % of Votes
Category	Mode of Voting	No. of shares held (1)	No. of votes polled (2)	$[3] = [(2)/(1)]$ * 100 favour (4) shares	No. of Votes - in No. of Votes -	against (5)	$(6)=[(4)/(2)]*100$ polled	$(7)=[[5]/(2)]*100$ Votes Invalid polled		Votes Abstained
	E-Voting		83,39,006	79.7818	83,39,006		100.0000 0	0.0000		0 $\circ$
	$\overline{5}$		5,52,083	5.2819	5,52,083		100.0000 $\circ$	0.0000		0 ᅙ
	Postal Ballot (if	1,04,52,270
Promoter and Promoter Group	applicable)		$\circ$	0.0000	$\overline{\circ}$		0.0000 ਠ	0.0000		0 $\overline{\circ}$
	Total		88,91,089	85.0637	88,91,089		100.0000 $\circ$	0.0000		$\circ$
	E-Voting		34,89,801	61.3766	34,89,801		100.0000 $\overline{\circ}$	0.0000		7,51,788 $\overline{\bullet}$
	$\overline{5}$	56,85,879	۰	0.0000	$\overline{\circ}$		0.0000 ਰ	0.0000		$\overline{\circ}$
Public-Institutions	Postal Ballot (if applicable)		$\overline{\circ}$	0.0000	$\overline{\phantom{0}}$		0.0000
	Total		34,89,801	61.3766	34,89,801		100,0000 $\overline{\bullet}$ Φ	0.0000 0.0000		0 751788 ਠ
	E-Voting		31,13,985	32.3158					ø
					31,13,985		100.0000 $\overline{\bullet}$	0.0000		0 ਠ
	$P_{0}$	$\frac{8}{10}$ 96,36,1	2,889	0.0300	2,889		100.0000 $\overline{\phantom{a}}$	0.0000		$\circ$ ō
Public-Non Institutions	Postal Ballot (if applicable)		$\circ$	0.0000	$\overline{\circ}$		0.0000 $\overline{\circ}$	0.0000		ਠ
	Total		31.16,874	32.3458	31.16,874	Q	100.0000	0.0000	Q
	Total	歴 2,57,74,2	1,54,97,764	60,1288	1,54,97,764	ø	100,0000	0.0000		51788 $\overline{\circ}$

ANNEXURE $\overline{\Omega}$

NILESH SHAH & ASSOCIATES Company Secretaries

$\hat{\boldsymbol{z}}$

UDIN NO: F004554A000046739

FORM NO. MGT.13

Report of Scrutinizer

[Pursuant to rule section 109 of the Companies Act, 2013 and rule 21(2) of the Companies (Management and Administration) Rules, 2014)

INDIA. OF SOLARA ACTIVE PHARMA SCIENCES LIMITED HELD ON THURSDAY, 10TH PLOT NO. 37, SECTOR 30-A, VASHI, NAVI MUMBAI - 400 703, MAHARASHTRA, OCTOBER, LAW TRIBUNAL (NCLT) CONVENED MEETING OF THE EQUITY SHAREHOLDERS CONSOLIDATED REPORT OF THE SCRUTINIZER OF THE NATIONAL COMPANY 2019, AT 10:00 A.M. (1000 HOURS) AT HOTEL REGENZA BY TUNGA,

$\overline{10}$ . Mr. Vishal Phal SOLARA ACTIVE PHARMA SCIENCES LIMITED NCLT Convened Meeting of the Equity Shareholders of Chairperson

Sub: Scrutinizer's Report for

• $\overline{\overline{u}}$ the e-voting at the venue of the meeting (through insta poll) conducted on Thursday, $10^{th}$ October. 2019, at 10:00 a.m. (1000 hours) at Hotel Regenza by Tunga, Plot No. 37, Sector $30-A.$ Vashi, Navi Mumbai - 400 703, Maharashtra, India; and
• $\overline{C}$ the voting by physical ballot conducted on Thursday, $10^{th}$ October, 2019, at 10:00 a.m. (1000 hours) at Hotel Regenza by Tunga, Plot No. 37, Sector 30-A, Vashi, Navi Mumbai 400 703. Maharashtra, India; and
• $\overline{3}$ the voting by remote $e$ - voting process provided by Hyderabad ("Karvy") conducted between Saturday $5^{th}$ and Wednesday, $9^{th}$ October, 2019 (at 5:00 p.m. 1ST). October, 2019 (at 9:00 a.m. IST) Karvy Fintech Private Limited

Dear Sir.

(1000 hours) at Hotel Regenza by Tunga, Plot No. 37, Sector 30-A, shareholders of the Transferee Company, held on ballot and e-voting (through insta poll) conducted at the NCLT convened meeting of the equity relevant provisions of the Act. for approval to the Scheme through remote e-voting and by physical Sections 230 expransferee meeting conducted as per the order of the Hon'ble Mumbai Bench of the National Company Law l, Nilesh Shah, representing M/s Nilesh Shah and Associates, Practicing Company Secretaries, (having Membership No. FCS - 4554), was appointed as the Scrutinizer for the purpose of the 703, Maharashtra, India Chemicals Private Limited ("Transferor Company") and Solara Active Pharma Sciences Limited Tribunal dated 6^th Scheme" or the "Scheme of Merger" as the context may admit), pursuant to the provisions of Company") 232 of the Companies Act, 2013 (hereinafter referred to as the "Act") and other August, 2019, seeking approval to the Scheme of Merger between Strides and its respective shareholders, Thursday. . $10^{\text{th}}$ October, $\frac{10^{\text{th}}}{20-A}$ . Vashi, 1 (hereinafter referred to as the Navi Mumbai 2019, at 10:00 a.m 400

I, Nilesh Shah, submit my report as under:

are as under: voting at the venue (through insta poll), by physical ballot at the venue and remote e-voting) The results of the voting by equity shareholders of the Transferee Company (by way of $e$ -BOSSBERG

211 (Back Side), 2^nd Floor, Building No. 1, Sona Udyog, Parsi Pal
Nagardas Road, Andheri (East), Mumbai – 400069. Tel: 28 E-mail: nilesh@ngshah.com

P. No. Res. L., J.
vat Road, Extpre

CONTRACTOR ANTES

MILESH SHAH & ASSOCIATES

Company Secretaries

• $\mathcal{L}$ The result of the e-voting at the venue of the NCLT (through insta poll) convened meeting
  in respect of the Resolution to approve the Scheme:
• $\odot$ Voted in favour of the Resolution:

$\uparrow$	representative	authorised	proxy or by	(in person or by	present and voting	Number of members
$100\%$	representative.	authorised	by proxy or by	voting (in person or	members present and	% of total number of
SS4972			them) cast by them	of shares held by	terns of the number	Number of votes (in % of total number
$100\%$		by them	shares held) cast	of the number of	of votes (in terms

$\begin{array}{c} \underline{\textbf{(ii)}}\ \end{array}$ Voted against the Resolution:

$\leq$	representative	authorised	proxy or by	(in person or by	present and voting	Number of members
N.A.	representative	authorised	by proxy or by	voting (in person or	members present and
$\leq$			them) cast by them	of shares held by	terms of the number	% of total number of Number of votes (in
N.A		by then	shares held) cast	of the number of	of votes (in terms	9 6 of total number

$\begin{array}{c} \underline{\text{min}}\ \underline{\text{min}} \end{array}$ Invalid votes:

	proxy) whose votes were declared invalid
Total number of votes cast by them	rotal number of members (in person or by

$\ddot{z}$ the Resolution to approve the Scheme: The result of the voting by ballot at the venue of the NCLT convened meeting in respect of

shareholder had availed of this facility. meeting, while opening Ballot Box in the Although the facility to vote by way of physical ballot was provided at the venue of the presence of two witness, it was noted that no

$\hfill \Box$ Voted in favour of the Resolution:

$\sum_{i=1}^{n}$	representative.	authorised	proxy or by	(in person or by	present and voting	Number of members
H	representative,	authorised	by proxy or by	voting (in person or	members present and
E			them) cast by them	of shares held by	terns of the number	% of total number of Number of votes (in Number of total number
EN		by then	shares held) cast	of the number of	of votes (in terms

$\widehat{\Xi}$ Voted against the Resolution:

Number of members present and voting (in person or by representative proxy or by authorised % of total number of members present and voting (in person or by proxy or by representative. authorised Number of votes (in terns of the number them) cast by them of shares held by $\frac{96}{100}$ of total number of votes (in terms of the number of shares held) cast by them	MERKING SOLUTION	$\overline{\Xi}$	$\sum_{i=1}^{n}$	$\overline{\Xi}$

(Back Side), 2^nd Floor, Building No. 1, Sona Udyog, Parsi Pandhay
Nagardas Road, Andheri (East), Mumbai – 400069. Tel: 2820
Nagardas Road, Andheri (East), Mumbai – 400069. Tel: 2820
E-mail: nilesh@ngshah.com

CRANGES

Ea

g

MJMEN

TRE20 3582

211

MILESH SHAH & ASSOCIATES

Company Secretaries

$\overline{\mathcal{P}}_k$

$\widehat{\Xi}$ Invalid votes:

	proxy) whose votes were declared invalio
Total number of votes cast by them	Total number of members (in person or by

• $\tilde{\mathcal{Q}}$ (Management and Administration) Rules, 2014. register, in which necessary entries have been made Further, I have scrutinized the remote e-voting and votes tendered therein as maintained in the in accordance with the Companies
• $4.$ I now submit my Report as under, on the result of the voting by remote e-voting, in respect of the resolution to approve the Scheme:
• $\bigoplus$ at 10:45 a.m. Indian Standard Time (IST). I have downloaded the remote e-voting results report from the Karvy website by using the Scrutinizer's Login ID and password on $10^{\text{th}}$ October, 2019 after close of meeting the Scrutinizer's Login ID and password on $1$
• $\bigoplus$ October. 2019 5:00 p.m. IST, the last date and time fixed by the Transferee Company, were considered for my scrutiny. All votes cast by way of remote e-voting upto the close of working hours, $\frac{1}{1}$ . $9^th$

$\sim$ A summary of the remote e-voting is given below:

$\bigoplus$ Voted in favour of the Resolution:

Remote E- Voting					Voting	Type of
$\frac{1}{2}$				voted	member	Number of
100%				members voted	number of	% of total
14942792		cast by then	held by them)	number of shares	(in terms of the	Number of votes
100%	cast by then	of shares held	of the number	votes (in term;	number of	$\%$ of total

$\begin{pmatrix} 1 & 1 \ 1 & 1 \end{pmatrix}$

				cast by them
Remote E- Voting	$\frac{1}{2}$	100%	14942792	$100\%$
Voted against the Resolution
Type of Voting	Number of members	number of % of total	Number of votes (in terms of the	% of total number of
	voted	members voted	number of shares	votes (in

					Voting	Type of
				voted	member	Number of
				members voted	number of	latoral
		cast by then	held by them)	number of shares	(in terms of the	Number of votes
cast by them	shares held	number of	terms of the	votes (in	number of	% of total

	Remote E- Σ, $\leq$					Voting
--	---------------------------	--	--	--	--	--------

				Voting
$\leq$	$\Xi$	Nil	Nil.	Remote E-
cast by them
shares held)

$(iii)$

Type of Voting

whose votes were declared Total number of members

Total number of votes cast

by them

751788

invalid / Abstain Voting.

Remote E-Voting

$\mathcal{O}.$

I now submit my consolidated report on the results of voting to approve the Scheme through remote e-voting, e-voting and ballot at the venue (through insta poll), as scrutinized at the remote e-voting, e-voting and ball

211 (Back Side), 2^nd Floor, Building No. 1, Sona Udyog, Parsi Pand Mone Road. Extra
Magardas Road, Andheri (East), Mumbai – 400069. Tel: 28x0 a834/2820.3462
Magardas Road, Andheri (East), Mumbai – 400069. Tel: 28x0 a834/

ESH

MumbA

BOOSSY & HYLE

venue:

		HAHS HSHAIN	Company Secretaries		& ASSOCIATES
Particulars		Remote e-voting	E-voting at the			Ballot at the		Total
			NCLT convened meeting		NCLT convened	meeting
	No.	No. of	No. of	No. of	No. of	No. of	No.	No. of
	me $\mathfrak{g}$	votes cast by them	member $\infty$	cast by votes	member $\circ$	votes cast by	mem $\overline{f}$	votes cast by them
	qui ers			them		them	bers
valid Total	$\frac{1}{2}$	14942792	40	S54972	E	$\leq$	155	15497764
votes
votes Total cast	115	14942792	40	S54972	E	$\Xi$	155	15497764
the in favor of
resolution
cast % of votes favor $\Xi$	001 $\%$	100%	100%	100%	EN	EN	100%	100%
Total	EN	E	Nil	Nil	E	EN	E	Nil
against the resolution votes cast
against cast % of votes	E	Ξ	E	$\Xi$	$\Xi$	E	IIN	ΞĤ
7. of the Equity Shareholders of the Transferee Company i.e. 10 th October, 2019 with a majority in value in shares held by them and voted in favour of Scheme through Remote e-voting or by of equity shareholders (including proxies) exercising voting rights representing three-fourths Meeting shall be deemed to have been approved on the date of the NCLT Convened Meeting Based on the foregoing, the Resolution as proposed in the Notice of the NCLT Convened ballot or by way of e-voting at the venue of the NCLT convened meeting (through insta poll).
$\infty$ declared invalid for the Resolution is enclosed The list of equity shareholders who voted "FOR", "AGAINST" and those whose votes were
$\infty$ keeping. were sealed and handed over to the Company Secretary, authorized by the Board for safe The papers relating to voting through ballot, electronic means and all other relevant records
Thanking you,
Representing M/s Nilesh Shah and Associates Nilesh Shah, Yours faithfully, Practising Company Secretaries
Membership No. FCS-4554 PASS $\overline{6}$ $\overline{6}$		10/2019					Initial by Chairman Marian R.
$\overline{1}$	$\frac{1}{2}$

Address: 1011-C, Shivam Centrium,
Sahar Road, Next to Dmart, Andheri (East),
Mumbai-400069

BASINEST RHAL

Place: Mumbai

Dated: 10th October, 2019

mbai-400069

ee: Numbai

ee: 10th Ottober, 2019 ( $\frac{d}{d}$ C. P. No. 8.62.)

(a) ee: 10th Ottober, 2019 ( $\frac{d}{d}$ C. P. No. 8.6.2.) (a) (a) (a) (a) Parsi Panchayat Road, Extn of Old

211 (Back Side), 2^nd Floor, Building

ANNA $JEXU$ $\overline{\mathcal{L}}$ ⊃

NILESH SHAH & Company Secretaries ASSOCIATES

UDIN NO: F004554A00046695

SECTOR 30-A, VASHI, NAVI MUMBAI – 400 703, MAHARASHTRA, INDIA. ACTIVE PHARMA SCIENCES LIMITED HELD ON THURSDAY, 10^TH OCTOBER 2019, AT 11:00 A.M. (1100 HOURS) AT HOTEL REGENZA BY TUNGA, PLOT NO. 37. (NCLT) CONVENED MEETING OF THE REPORT OF THE SCRUTINIZER OF THE NATIONAL COMPANY LAW TRIBUNAL UNSECURED CREDITORS OF SOLARA 10TH OCTOBER,

NCLT Convened Meeting of the Unsecured Creditors of
SOLARA ACTIVE PHARMA SCIENCES LIMITED $10.$ Chairperson Mr. Vishal Phal,

Sub: Scrutinizer's Report for the voting by ballot conducted on Thursday, 10th October, 2019, at 11:00 a.m. (1100 hours), at Hotel Regenza by Tunga, Plot No. 37, Sector 50-A, Vashi, Navi Mumbai – 400 703, Maharashtra, India;

Dear Sir

Maharashtra, India. bottoms $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac{1}{2}$ $\frac$ Sections $230 - 232$ of the Companies Act, 2013 (hereinafter referred to as the "Act") and other "Scheme" or the "Scheme of Merger" as the context may admit), pursuant to the provisions of Hotel Regenza Limited ("Transferee Company") and its respective shareholders, (hereinafter referred to as the (Membership No. FCS-4554), was appointed as the Scrutinizer for the purpose of the meeting Chemicals Private Limited ("Transferor Company") and conducted as Tribunal dated 6^th Nilesh Shah, representing M/s Nilesh Shah and Associates, Practicing Company Secretaries, per the orders of the Hon'ble Mumbai Bench of the $\overline{\mathcal{S}}$ August, Tunga, 2019, seeking approval to the Scheme of Merger between Plot No. 37, Sector $30-A,$ Vashi, Navi Mumbai Solara Active Pharma National Company Law $400$ Sciences Strides 703.

$\mathbf{I}$ Nilesh Shah, submit my report as under:

• INR. creditors of the Company having their total outstanding unsecured liabilities amounting to The meeting was attended either by proxy, or by authorised representatives by 08 unsecured 79,084,500/- as on 30.06.2019.
• $\mathcal{L}$ under: The results of the voting by unsecured creditors of the Transferee Company are as

the resolution to approve the Scheme. The result of the voting by ballot at the venue of the NCLT convened meeting in respect of

(i) Voted in favour of the Resolution

		representative	authorised	by proxy or by	voting (in person or	creditors present and	Number of unsecured
	100%	representative	by authorised	person or by proxy or	present and voting (in	unsecured creditors	% of total number of
13 C. P. No. 263 Manaz	79084500			them	outstanding) cast by	terms of the amount	Number of votes (in
	100%		by them	outstanding) cast	of the amount	of votes (in terms	% of total number

(Back Side), 2^nd Floor, Building No. 1, Sona Udyog, Parsi Panca Read.
Nagardas Road, Andheri (East), Mumbai – 400069. Tel: 2828. Revi Read.
E-mail: nilesh@ngah.com

WILEST

P. No. 262

ploid

211

NILESH SHAH & Company Secretaries ASSOCIATES

(ii) Voted against the Resolution;

N.A.	E	N.A.	Til
		representative	representative
by them		by authorised	authorised
outstanding) cast	them	person or by proxy or	by proxy or by
of the amount	outstanding) cast by	present and voting (in	voting (in person or
of votes (in terms	terms of the amount	of unsecured creditors	creditors present and
% of total number	Number of votes (in	Number of unsecured % of total number of

(iii) Invalid votes:

IN	hilavni	whose votes were declared	authorised representative	person or by proxy or by	creditors present and voting (in	Total number of unsecured
					by then	Total number of votes cast
$\leq$			by them	amount outstanding) cast	votes (in terms of the	% of total number of

• $\mathcal{Q}$ unsecured creditors of the Company required to approve the Scheme in terms of the Act. or by proxy or by authorised representative, which is more than the requisite majority of the having 100 % of the liabilities of the unsecured creditors present and voting, either in person proposed was thus approved by 100 % of the total unsecured creditors present and voting, Meeting shall be deemed to be approved on the date of the NCLT Convened Meeting of the Unsecured Creditors of the Transferee Company i.e. $10^{\text{th}}$ October, 2019. The Resolution as Based on the foregoing, the Resolution as proposed in the Notice of the NCLT Convened
• $4.$ declared invalid for the resolution is enclosed The list of unsecured creditors who voted "FOR", "AGAINST" and those whose votes were
• $\tilde{\mathcal{L}}$ Secretary, authorized by the Board for safe keeping The ballot papers and all other relevant records were sealed and handed over to the Company

Thanking you

Yours faithfully,

Representing M/s Nilesh Shah and Associates Nilesh Shah,

Practising Company Secretaries

Dated: 10th October, 2019 Place: Mumbai

BASINES AND CHAIRMAN MARGI PHAL

211 (Back Side), 2^nd Floor, Building No. 1, Sona Udyog, Parsi Panchayat Road, Extn of Old
Nagardas Road, Andheri (East), Mumbai – 400069. Tel: 2820 7824/2820 3582
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