Per: SMT. LAKSHMI GURUNG, HON’BLE MEMBER (JUDICIAL)

1. Heard the Ld. Counsel for Petitioner Companies and the representative of the Regional Director Western Region, Ministry of Corporate Affairs, Mumbai.

2. The sanction of the Tribunal is sought under Sections 230 to 232 of the Companies Act, 2013 and other relevant provisions of the Companies Act, 2013 and the rules framed there under for the Scheme of Arrangement (Demerger) of EZ -MALL ONLINE LIMITED (First Petitioner Company/ Demerged Company) And ZINGOOL TECHNOLOGIES PRIVATE LIMITED (Second Petitioner Company/ Resulting Company) and their respective shareholders and creditors (Scheme).

3. The Board of Directors of the Petitioner Companies have approved the said Scheme at the respective Board Meetings held on 04.07.2023 which are annexed to the Company Scheme Petition and have approached the Tribunal for sanction of the Scheme.

4. The Appointed Date is 1^st April, 2023.

5. Nature of Business:

5.1. The First Petitioner Company sells and markets general merchandise, like apparel for men and women, jewellery etc., under its own brands (herein after referred to as ‘Branded E-commerce Business’) and for third party vendor (here in after re