RESOLUTION PLAN UNDER THE INSOLVENCY AND

BANKRUPTCY CODE, 2016

IN THE MATTER OF PUSHPA BUILDERS LIMITED (CORPORATE

DEBTOR UNDER CIRP BEFORE ADJUDICATING AUTHORITY, NEW
DELHI, COURT-3)

SUBMITTED BY

MEGHA GUPTA
 INDEX

S. No. Particulars Page No

1. General information regarding Pushpa Builders Limited 1-2
2. Overview of the Corporate Debtor 3-13
3. Corporate Insolvency Resolution Process of PusphaBuilder 14-22
Limited
4. Background of the Resolution Applicant 22-23
5. Details of Business Interest of the Resolution Applicant 24-26
6. Compliance with Section 30 of the Code 27-29
7. Measures Required for implementation of ResolutionPlan- 30-37
Reg-37
8. Compliance with the Regulation 38 of the CIRPRegulations 38
9. Declaration under section 29Aof the Code 38
10. SETTLEMENT OF LIABILITIES 39-71
- Financial creditors (Claim submitted and accepted):
- Financial Creditors in Class - Unsecured:
- Operational Creditors
- Workmen and employees
- Other Creditors:
- Outstanding Government Dues and Taxes
- Payment to Shareholders
- Restructured Capital
- Treatment of Unspecified Liabilities and/or claims
- Treatment of amounts claimed under ongoing
litigations:
11. - Treatment of Security and Guarantees provided bythe 72
Promoters / Directors of the Corporate Debtor
- Contingent liabilities
- Claims by Corporate Debtors
12. Other Conditions 73-74
- Earnest Money Deposit
- Performance Security
13. Restructuring of the Capital 74-75
14. Source of Funds 75-76

5
15. Management of the Company 76-77
16. Release of Resolution Professional 77
17. Going Concern 78
18. Socio economic nature of Investment 78
19. Term of resolution plan and its implementation and its 78-82
supervision
20. Additional Terms 82
21. Approvals required for the plan 83-84
22. Limit on Liability 85
23. Reliefs and Concessions 86
24. Right to share Adjudicating Authority's Order and this 95
resolution plan
25. Currency of Payment 95
26. Accounting Treatment 95-96
27. Other terms and Conditions 96
28. Part-C-Schedule 1Definations and Constructions & 101
Interpretations
29. Annexure A: Audited Balance Sheets of RA
30. Annexure B: Copies of Affidavit/ Confirmation by RA u/s
29A of IBC
31. Annexure C: Board Resolution of M/s Synchro-think
Innovation [Link] and M/s Food Cold Chain and Processors
LLP

6
 RESOLUTION PLAN OF PUSHPA BUILDERS LIMITED

GENERAL INFORMATION REGARDING PUSHPA BUILDERSLIMITED:

S. No Particulars Details
1. CIN U45200DL1984PLC018772
2. Company Name Pushpa Builders Limited
3. Company Category Company Limited by shares
4. Company Sub-Category Non-Government Company
5. Class of the Company Public
6. Authorised Capital (Rs.) 2,00,00,000
7. Paid up Capital (Rs.) 1,50,00,000
8. Date of Incorporation 23.07.1984
9. Registered Address 6, D.B Gupta Road, Paharganj, New Delhi,
110055
10. Listed or Unlisted Unlisted
11. Date of Last Annual General 30.11.2021
Meeting (AGM)
12. Name of the Resolution Mr. Sanjay Mehra
Professional
13. Date of Commencement of 20.09.2022
CIRP

1
 In the matter of Pushpa Builders Limited, pursuant to the Request for Resolution Plan
dated 25.01.2023 (“RFRP”) inviting Resolution Plan from the prospective resolution
applicants, I, Megha Gupta, an individual resident of Mapple-1402, The Veranda,
Sector-54, Golf Course Road Gurgaon, Haryana, 12201 (hereinafter referred to as the
“Resolution Applicant”), hereby submit the Resolution Plan based on the
Information Memorandum, relevant information made available by the Resolution
Professional and data available in the public domain. The Resolution Plan complies
with the provisions of Section 31 of the Insolvency and Bankruptcy Code, 2016
(“Code”) read with Regulation 37, 38 and 39 of the Insolvency and Bankruptcy
Board of India (Insolvency Resolution Process for Corporate Persons) Regulations,
2016 (“CIRP Regulations”). The Resolution Plan has been prepared on the basis of
limited and high-level information made available by the Resolution Professional as
part of the Information Memorandum, site visits and on the terms, conditions and
assumptions detailed hereinafter. The Resolution Applicant and its advisors would be
pleased to provide any additional information and clarification that the CoC and/or
the Resolution Professional would require at any time.

PROLOGUE:

The Resolution Plan is divided into the following parts:

1. Part A: Introduction/Background of the Corporate Debtor and its projects,

a brief about the CIRP process of the Corporate Debtor.
2. Part B: Proposal of the Resolution Applicant.
3. Part C: Schedule, inclusive of the definitions and interpretations used in the
Resolution Plan.

2
 PART-A

1. OVERVIEW OF THE CORPORATE DEBTOR:

1.1. Pushpa Builders Limited (“hereinafter referred to as the “Corporate Debtor”) is

an unlisted company, incorporated on 23.07.1984 under the Companies Act, 1956
and is classified as a company limited by shares registered with the Registrar of
Companies, Delhi engaged in the business of building of complete constructions
or parts thereof; civil engineering. The Company is at present under CIRP in
terms of the provisions of the Code vide order dated 20.09.2022 passed by the
Hon’ble National Company Law Tribunal (“NCLT”).

1.2. The main object of the Corporate Debtor, according to its memorandum of
association is to lay out, develop and construct, build and erect, demolish, re-
erect, alter, repair, remodel or do any other work in connection with any building
or building scheme, road, highways, docks, bridges, canals, wells, springs, sands,
dams, power plants, bouts, wharves, ports, reservoirs’, embankments, trams,
railways, irrigations, reclamations, improvements sanitary, water gas, electric
light, brick kilns or crushers or any other structural or architectural work of any
kind whatsoever for self, Government Department and other agencies and for
such purpose to prepare estimates, designs specifications and other models.

1.3. The Board of Directors of the Corporate Debtor as on

CIRP Commencement date are as under:

S. No. Name of Director DIN

1. Neelam Rana Tewari 03028362

2. Manoj Kumar Sharma 08061598
3. Kiran Kaur Jeet 08266750

3
1.4. As per Master Data, the authorized capital of Corporate Debtor as on 31.03.2022
is Rs.2,00,00,000 (Rupees Two Crore Only) divided into 20,00,000 (Twenty
Lakhs) Equity shares of Rs.10 each. The Paid-up capital of Corporate Debtor as
on 31.03.2022 is Rs.1,50,00,000 (One Crore Fifty Lakhs Only) comprising of
15,00,000 (Fifteen Lakhs Only) Equity shares of Rs.10 each.

1.5. The names and addresses of the members or partners holding five percent or more
equity shares in the Corporate Debtor along with the size of the stake (as per the
Balance Sheet on 31.03.2022) are as under:

S. no. Name of the According to Balance Sheet as

Shareholder
on 31.03.2022
No. of Shares Percentage (%) of
shareholding
1. Mrs. Neelam Rana Tiwari 7,73,600 52
2. Mr. Rana Ranjit Kumar 5,73,100 38
Tewari
3. Others below 5% 1,53,300 10
Total 15,00,000 100

1.6. The Corporate Identification Number of the Corporate Debtor is

U45200DL1984PLC018772 and the same is registered with the Registrar of
Companies, Delhi.

1.7. The registered office of Corporate Debtor is situated at 6, D.B. Gupta Road,
Paharganj, New Delhi – 110055. The Corporate Debtor is engaged in real estate
development and construction activities.

1.8. According to the financial statement for the financial year ended 31.03.2022, the

4
 Corporate Debtor had defaulted in repayment of loans to Vaish Cooperative Adarsh
Bank and Paramveer Distributors Private Limited (Secured Loan).

1.9. Further, the Corporate Debtor has pending litigations which would impact its
financial position. The said litigations are as highlighted in the information
memorandum:-

Sr. CC No. Title Court/Bench

I.A 113026/2 Neelam Rana Tiwari Vs Paramveer
023 Civil Appeal Distributor Pvt. Ltd
1 4014/202 Supreme
3 Court
2 CP IB 306/2022 Paramveer Distributor s Private Limited v.
M/s Pushpa Builders Limited NCLT-Delhi

TMA/98/ Ing Vysya

2022 Bank Vs
3 NDN/20 67/2019 M/s Pushpa Builders DRT-I, Delhi
(MA) Ltd

Ct. Cases Harvin

- COMPL AINT Infratech Pvt. Ltd Vs Ms K.W.
CASES International Holding [Link] Tis Hazari
4 6863/2016 Court
CT Pushpa Builders Pvt Ltd Vs Eco Terrain
CASES - Projects Pvt Ltd
COMPL AINT
5 CASES Saket Court
11187/2018

CT Pushpa Builders Pvt Ltd Vs Eco Terrain

CASES - Projects Pvt Ltd
COMPL AINT
6 CASES Saket Court
11186/2018

CT Pushpa Builders
CASES - Pvt Ltd Vs

5
 COMPL Eco Terrain Projects Pvt Ltd
7 AINT CASES Saket Court
11185/20
18

CT Pushpa Builders Ltd Vs Eco Terrain Projects

CASES -
COMPL
8 AINT CASES Saket Court
7442/2018

CT Pushpa Builders Ltd Vs Eco Terrain Projects

CASES - Pvt Ltd
COMPL AINT Saket Court
9 CASES
7439/2018
CT Pushpa Builders Ltd Vs Eco Terrain Projects
CASES - Pvt Ltd Saket Court
10 COMPL AINT
CASES
7437/2018

CT
Pushpa Builders Ltd Vs EcoTerrain Projects
11 CASES - Saket Court
Pvt Ltd
COMPLAINT
CASES
14936/2019
TRC/817
/2022
Ing Vysya Bank Vs M/s PushpaBuilders Ltd
RC
12 Number DRT-I,
353/2018 Delhi

Cr CASES -
CRIMINAL State [Link] Rana Tiwari
CASE 98277/20
13 16 Saket Court

Naveen Saronwala Vs. PushpaBuilders Ltd

Suit No.
14 CS/ADJ Saket Court
859/2019

6
 Kavita
Suit No. Saronwala Vs. PushpaBuilders
15 CS/ADJ Ltd Saket Court
858/2019
Sima
Cement Agency VsEco
[Link]. Terrain Projects Delhi High
16 417/2011 Pvt Ltd Court

Dhruv Anshu Builders And Promoters Vs Delhi High

17 O.M.P.(I) PushpaBuilders Ltd & Ors. Court
(COMM.)
109/2017
State Vs M/s Pushpa Builders Through Md
Cr CASES - Neelam Rana Tewari Saket Court
CRIMINAL
18 CASE
86/2017

CC/173/2016 Praneet RajVs. Puspa Builders SCDRC,

19 Vikas
Sadan
ITO
Avid Gupta Vs. Pushpa Builders Ltd
Ex/16/2015 SCDRC,
20 Vikas
Sadan
ITO
Om Gupta Builders Vs. Pushpa Builders Ltd
Ex/17/2015 SCDRC,
21 Vikas
Sadan
ITO
State Vs. Neelam Tiwari (AK Handa)
Cr No 28332/20 Ghaziabad
22 21 Court

7
 State of UPVs. PBL (PAC)
23 44/10 Ghaziabad
Court

PBL Vs.
24 509/2009 Ghaziabad
PratapSingh
Court

PBL Vs.
25 29 Ghaziabad
Eco Terrainsi
A/2014 Court

PBL Vs.
26 2654/201 Ghaziabad
Eco Terrainsi
1 Court

State Vs. Neelam Rana Tiwari (Dhruvanshu)

27 (Bhati)
CC/4354/2017 Ghaziabad
Court

State [Link] Rana Tiwari (Pankaj) GZBD

28 CC/E134 Ghaziabad
/2018) Court
State Vs. Neelam Rana Tiwari (Chandrakant)
GZBD
29 CC/1441/2016 Ghaziabad
Court

Revision Neelam Tiwari Vs.

Application State (Chandrakant) GZBD Ghaziabad
30 No. Court
125/2019

8
 OS/280071/2014
Original Suit No. Yash BabaVs. PBL Ghaziabad
31 201/2019 (Pankaj R) Court

Dr. Vikram& Ors Mohan Hingorani & Ors

CS DJ Tis Hazari
32 /2016 Court

Vaish Co- Op. AdarshBank Vs P01

33

It is important to mention that in the financial statements for the FY 2021-22 of the
Corporate Debtor there are certain “Contingent Liability” amounting to INR
8,23,65,135. The details are extracted herein below as follows:

[Link]. Contingent Liabilities 31March, 31 March,

2022 (inRs.) 2021 (inRs.)
1. Property Tax pending to MCD 2,98,00,000 2,98,00,000

Income Tax along with interest 5,25,65,135 4,90,87,065

Tota 8,23,65,135 7,88,87,065

l

Further, below are the claims filed by the unit occupants related to different
property of CD which were rejected by the RP and applications have been filed
before Hon’ble NCLT by the occupants for acceptance of claims which is subject
to the directions of Hon’ble NLCT, till then it categorized as contingent liability -:

Sr. IA No and Name Sr. IA No and Name

1 IA 5141/2023 2 4385/2023
Mr. Alok Kapoor v RP Mohneesh Tyagi v Sanjay Mehra
3 IA 5142/2023 4 1899/2023
Ms. Gunjan Kappor v RP Virendra Dubey & Anr. v Pushpa
Builders & ors.
9
 5 IA 5179/2023 6 1922/2023
Ms. Asha Kumari v RP Exert Buildcon Pvt. Ltd. & Anr. v
PushpaBuilders and ors.
7 3891/2023 8 3937/2023
Archana Choudhary v Sanjay Shailendra Singh v Sanjay Mehra
Mehra
9 3905/2023 10 3938/2023
Jitendra Kumar v Sanjay Mehra Sandeep Choudhary v Sanjay
Mehra
11 3907/2023 12 3958/2023
Deepak Verma v Sanjay Mehra Ruchika Agarwal v Sanjay Mehra
13 3962/2023 14 2358/2023
Kalpana Devi v Sanjay Mehra Kavita Saronwala v Sanjay Mehra
15 2804/2023 16 2808/2023
Naveen Saronwala v Sanjay KC Software v Sanjay Mehra
Mehra
17 IA 4995/2023 18 6097/2023
Amit Maan v Sanjay Mehra Arun Prakash v Sanjay Mehra
19 2651/2023 2652/2023
Dhruvanhu Builders Pvt. Ltd. v
Sanjay Mehra

1.10. Further, the Corporate Debtor has pending government dues which are as follows:

[Link]. Contingent Liabilities 31March, 2022 (in 31 March,

Rs.) 2021 (inRs.)
1. Property Tax pending to MCD 2,98,00,000 2,98,00,000

Income Tax along with interest 5,25,65,135 4,90,87,065

Tota 8,23,65,135 7,88,87,065

l

1.11. Identified properties of the Corporate Debtor, including the registered office is as
under:

S. Description Location of Units

No.
1. Pushpa Auto Complex 160 Transport Centre, New Rohtak Road, Punjabi
*unsold units, although not Bagh, New Delhi -110026
individually identified due to
lack of details/documents.

10
2. Pushpa Akbar Continental Vibhuti Khand 1 & 2, Main Road, Gomti Nagar,
Hotel Cum Shopping Mall City Centre, Lucknow -226010
*unsold units, although not
individually identified due to
lack of details/documents.

3. Pushpa Aakash Apartment: i. Plot No. 1, Main Road, Vaishali, Adjoining PAC,
Saraswati Block-35 units ii. Opp. Radission Blue, Khushambi, Ghaziabad201011
Kaveri Block-95 units Land forming part of Khasra no.268/3, 277/1, 268,
277, minjumla 274,275,283,284,285,276 and 283
*unsold units, although not
khasra, 263 & 277 in village, Hasanpur Ghaziabad
individually identified due to
lack of details/documents. iii.
Vacant Land

4. Pushpa Towers *unsold units, Plot No., A-13, Ambedkar Road, Ghaziabad, Near
although not individually Haldiram, Behind Hotel Regency
identified due to lack of
details/documents.

5. Alaknanda Apartments G-3, Shopping Centre-cum community Facilities,

*unsold units, although not Kalkaji Alaknanda, New Delhi-110019
individually identified due to
lack of details/documents.

6. Corporate Office First Floor, E-162, Greater Kailash-II, New Delhi-

110048
7. Registered Office 6, D.B. Gupta Road, Paharganj, (Opp. Mcdonald’s),
New delhi110055
8. Sahibabad Properties Plot 44A, Sector V, Sahibadad, Ghaziabad
(Recently added on the basis Residential & Commercial Property, all units are
of claim documents filed by allotted and in possession. The said property
comprises a collective of 51 residential units
the M/s Kotak Mahindra
distributed across the first to fifth floors, including
Bank Ltd in Form C the rooftop area. Additionally, the property features
prescribed under Regulation 8 10 commercial units, or shops, situated on the ground
of IBBI (CIRP) floor of the building
Regulations,2016 vide email
dated 14th July,2023.
*unsold units, although not
individually identified due to

11
 lack of details/documents.

9. Plot 38, Sector V, Sahibabad, Ghaziabad Building

consists of basement, ground floor, first floor,
second floor and third floor wherein there are 12
residential units and few commercial units.
10. Plot 35, Sector V, Sahibabad, Ghaziabad Building
consists of basement, ground floor, first floor,
second floor and third floor wherein there are 12
residential units and few commercial units.
11. LUCKNOW PROPERTY Pushpa Mall Apartments 110B, Avas Vikas Colony,
Pushpa Mall Apartments The Mall Avenue, Lucknow, UP 266001
*status of the property,
whether freehold or
mortgaged, is not known yet
*unsold units, although not
individually identified due to
lack of details/documents.

12. LAND *status of the Plot No. 37, Ambedkar Road, Ghaziabad, Behind
property, whether freehold or Bikaner
mortgaged, is not known yet
*unsold area / units, although
not individually identified
due to lack of
details/documents.

12
1.12 The mortgaged properties as per the Information Memorandum include the
following:

Sn. Name of Charge Holder Description of Property

No.
1. Paramveer Distributors Private 1. Pushpa Auto Complex
Limited 160 Transport Centre, New Rohtak Road,
Punjabi Bagh, New Delhi -110026.

2. Pushpa Aakash Apartment

Part of Plot No. 1, Main Road, Vaishali,
Adjoining PAC, Opp. Radission Blue,
Khushambi, Ghaziabad- 201011. (8240
square yards)

3. The Claimant has provided mortgage deed

in which two lands comprising of:
(i). Land admeasuring 7000 square yards
(being Khasra numbers 247,275,283,284 and
285)at village Bhowapur, Paragona Loni,
Vaishali Ghaziabad.

(ii). Land admeasuring 1240 square yards

(being Khasra numbers 276 & 283)at village
Bhowapur, Paragona Loni, Vaishali
Ghaziabad

2. Details of Guarantees that have been given in relation to the debts of the
Corporate Debtor by other person, specifying which of the guarantors is a
related party

S .No. Name & Addresses of the Guarantors

1. Shri. B.H. Hingorani , having its office at Unit No.3, Lower Ground Floor,
DDA Building, Nehru Place, New Delhi.
2. Shri. K.K. Soin, having its office at Unit No.3, Lower Ground Floor, DDA
Building, Nehru Place, New Delhi.

13
 3. Shri. V.K Shastri, having its office at Unit No.3, Lower Ground Floor, DDA
Building, Nehru Place, New Delhi.
4. **Shri. V.K Soin, having its office at Unit No.3, Lower Ground Floor, DDA
Building, Nehru Place, New Delhi.

3. CORPORATE INSOLVENCY RESOLUTION PROCESS OF

PUSPHA BUILDER LIMITED:

a. Since the Company was not able to service its debts/and or was unable to
fulfil its financial commitments, one of its Financial Creditors namely M/s
Paramveer Distributors Private Limited (“Financial Creditor”), filed an
application under the Section 7 of the Code read with Rule 4 of the CIRP
Regulations to initiate CIRP process against the Corporate Debtor, to
declare moratorium and to appoint the Interim Resolution Professional
(“IRP”). The Corporate Debtor had approached the Financial Creditor for a
loan amounting to INR 15,00,00,000 (Fifteen Crores Only) the Corporate
Debtor and the Financial Creditor had entered into a loan agreement dated
31.03.2015. The loan was given to the Corporate Debtor for business
purposes, however, as the Corporate Debtor defaulted in payment of the
said loan extended to it even after persistent reminders and notices, the
Financial Creditor was constrained to file an application under Section 7of
the Code for initiation of the CIRP Process. The Corporate Debtor faced
challenges due to various factors including but not limited to Covid-19 and
liquidity crunch, which resulted in disruption in the construction line and led
to the disruption in the functioning of the Corporate Debtor. Subsequently,
the Corporate Debtor failed to fulfil its commitment and repay its debt due
to lenders, due to which CIRP Process was initiated by the Financial
Creditor against the Corporate Debtor.

b. The Hon’ble National Company Law Tribunal, Bench –III (“Hon’ble

NCLT”), New Delhi, vide its Order dated 20.09.2022 ("Order"), admitted
the application for initiation of CIRP Process filed by the Financial Creditor

14
 in respect of Corporate Debtor in accordance with the Code. Pursuant to the
aforesaid Order, Mr. Sanjay Mehra, was appointed as the Interim Resolution
Professional. Further, moratorium was declared, which shall have effect
from the date of the Order till the completion of the CIRP. Further, the
Hon’ble NCLT had issued the following directions:

(i) Prohibited institution of suits, continuation of pending suits or

proceedings against the Corporate Debtor including execution of any
judgment, decree or order in any court of law, tribunal, arbitration
panel or other authority.

(ii) Restrictions were also imposed with regard to transferring,

encumbering, alienating or disposing of the Corporate Debtor’s assets
or any legal right beneficial interest therein;

(iii) Prohibitions were also imposed on any action to foreclose, recover, or

enforcement of any security interest created by the Corporate Debtor
in respect of its properties, including any action under the Securities
and Reconstruction of Financial Assets and Enforcement of Security
Interest Act, 2002;

(iv) Restricted the recovery of any property by an owner or lessor where

such property is occupied by or in possession of the Corporate Debtor.

c. The Interim Resolution Professional was appointed as the Resolution

Professional for the Corporate Debtor ("Resolution Professional") in the
first meeting of the of the Committee of Creditors (“CoC”)held on
19.10.2022 ( through physical mode) and the said decision of the CoC was
approved by the Hon'ble NCLT.

d. In terms of Regulation 6 of the CIRP Regulations, Public Announcement

was made on 23.09.2022 inviting all creditors of the Corporate Debtor to
submit

15
 their Claims. As per the Public Announcement, the last date for submission
of the claim was 04.10.2022 and the estimate date for the closure of the
CIRP process is 19.03.2023. In view of the same, the IRP had visited the
Corporate Office of the Corporate Debtor so as to take control and custody
of the assets, however, the IRP and its team faced complete non-cooperation
from the Erstwhile Directors and Key Managerial Persons i.e., Ms. Neelam
Rana Tewari, Mr. Manoj Kumar Sharma, and Ms. Kiran Jeet Kaur. Despite
the earnest efforts made by the Resolution Professional and its team the
Corporate Debtor had failed to provide the necessary documents required
for taking the control and custody of the Corporate Debtor. It is pertinent to
note that due to such consistent non-cooperation, the IRP was constrained to
move an application before the Hon’ble NCLT under the Section 19(2) of
the Code seeking directions upon the erstwhile directors and key managerial
persons to cooperate in the conduct of the CIRP Process. The Application is
still pending before the Hon’ble NCLT.

e. The IRP had verified the claims submitted by the various financial creditors
pursuant to the advertisement and duly constituted the CoC in accordance
with Section 18(1)(c) read with Section 21(1) of the Code. The claims
admitted by the IRP in the Information Memorandum were provisionally
admitted and were subject to the verification of additional documents.

f. First meeting of the CoC was convened in accordance with the provisions of
the Regulation 17,18,19, 20 and 21 of the CIRP Regulations on 19.10.2022.
In the said meeting Mr. Sanjay Mehra was appointed as the Resolution
Professional with 100% voting in terms of Section 22(3)(a) of the Code.
Further, the second meeting of the CoC was convened on 15.11.2022,
whereby the Insolvency Professional Entity’s remuneration was ratified by
the CoC members. The Resolution Professional thereafter had published a
public notice dated 19.11.2022 in Financial Express and Jansatta, i.e.,

16
 circulated in Delhi/NCR and Lucknow to intimate the
Creditors/Allottees/Illegal Occupants of the status of the Corporate Debtor
and to notify the Resolution Professional in case any if any of the said entity
seeks to claim any right/title/interest over the mentioned property.
Additionally, the Resolution Professional and his team had visited all the
identified locations of the Corporate Debtor where the properties are located
and a Notice was affixed on the gates of such properties for the information
of all Allotees/Creditors/occupants. Thereafter, the Resolution Professional
had convened the third meeting of the CoC where the CoC fixed the
eligibility criteria of the Prospective Resolution Applicants (“PRAs”) in
accordance with the Regulations of the Code. Subsequently, a Transaction
Auditor was appointed to conduct the transaction audit of the Corporate
Debtor. A letter was sent by the Resolution Professional to IFCI Limited as
it came to the knowledge of the Resolution Professional that the property of
the Corporate Debtor located at Lucknow was in possession of the IFCI
Limited. Through the said letter the Resolution Professional enquired about
the status of the said property and intimated about the undergoing CIRP
Process of the Corporate Debtor.

g. The Resolution Professional had published an Invitation for Expression of

Interest (“EOI”) from the interested parties on 13.12.2022 in Financial
Express (English) and Jansatta in (Hindi) in Delhi/NCR Edition. In response
to the aforementioned EOI, the present Resolution Applicant had submitted
an Expression of Interest for submitting the Resolution Plan for the
Corporate Debtor, wherein the said Resolution Applicant submitted it’s
resolution plan. However, in the meanwhile, Kotak Mahindra Bank
submitted its claim as secured creditor based on a recovery certificate dated
28.03.2018 passed by DRT, Delhi and RP provisionally admitted the claim
as unsecured Financial Creditor since the charge was not registered with
MCA or any other official website. RP also sought physical inspection of
the original property papers.
17
 However, no documentation was provided to substantiate their claims as
secured creditors. At present, an application is pending before the Hon’ble
NCLT regarding the claim of another unsecured Financial Creditor i.e. the
Vaish Co-operative Adarsh Bank Ltd., who claims a status of secured
Financial Creditor qua CD. Kotak Mahindra Bank has apprised that a
similar application has been filed before the Hon’ble NCLT. Therefore, till
the disposal of both the applications, the RP has taken a view that both
Kotak Mahindra Bank and the Vaish Cooperative Adarsh Bank Ltd. will be
treated as unsecured Financial Creditor.

h. Further, on 20.07.2023, the Vaish Cooperative Adarsh Bank Ltd. assigned

their debt to one Mudraksh Investfin Pvt. Ltd. and pursuant to which an
application was filed by RP before NCLT seeking substitution of the Vaish
Cooperative Adarsh Bank Ltd. with Mudraksh Investfin Pvt. Ltd. The
Hon’ble NCLT has allowed such application.

i. It was decided and resolved in the 16th and 17th CoC meeting, by the CoC
that the current process of Form G issued on 13.02.2022 will be annulled
and a second round of fresh form G would be published with the same
eligibility criteria as was in the first round of Form G on 16.11.2023.
Pursuant to such second round of invitation to Expression of Interest (EoI),
Resolution Applicant once again applied. Subsequent to its submissions of
Form G, it was confirmed that they meet the eligibility criteria. In the
accordance with Section 25(2)(h) of the Code, the Resolution Professional
vide RFRP invited the Resolution Applicants to submit the Resolution
Plan(s). The revised timelines given by the Resolution Professional were as
below:

[Link] Event Description Date

1. Release of Advertisement 16.11.2023

18
 2. Last date to submit the Expression of 04.12.2023
Interest
3. Issue of Information Memorandum, 03.01.2024
Request for Resolution Plan and
Evaluation Matrix

4. Resolution Plan Submission Date 05.02.2024

5. Declaration of Successful Resolution To be announced
Applicant and issuance of Letter of
Intent (“LOI”) by the CoC

j. The Liquidation Value of the Corporate Debtor is not known to the

Resolution Applicant. Based on the description of assets reflected in the
Information Memorandum, the Applicant has assumed that the Liquidation
Value of the Company is significantly less than even the admitted debt for
Financial Creditors. Accordingly, the Liquidation Value is not sufficient to
cover the debt of even the Financial Creditors of the Company in full. As
per the information memorandum, the tentative value of assets of Corporate
Debtor as per FY 2021-22 is Rs. 21.46188 Crore only.

k. The Resolution Professional has provided Information memorandum

containing the information relating to the Company ("Information
Memorandum" or "IM") and subsequent details provided by the
Resolution Professional through various email. The Resolution Applicant
had sought information/ data / details, some of which was not provided to
the Resolution Applicant and hence the Resolution Plan is subject to the
information available to the Resolution Applicant and the Resolution
Applicant reserves the right to or modify the Resolution Plan should there
be any change in the information provided by the Resolution Professional.

l. This Resolution Plan has been proposed based on the limited information
available in the IM, site visits and on the assumptions & other terms and

19
 conditions stated in this Resolution Plan.

m. Claims Admitted Status as on 16.11.2023:

S. No. Name of the Financial / Claim Amount Amount Admitted

Operational Creditor/ (INR) by RP
Class of Financial (INR)
Creditor
1. Paramveer Distributors 76,03,50,113.00 76,03,50,113.00
Private Limited
2. Vaish Cooperative Adarsh 38,75,30,354.73 38,75,30,189.73
Limited (Now Mudraksh
Investfin Private Limited)
3. Vinod Garg 5,48,20,026.48 2,36,90,478.31

4. Kotak Mahindra Bank Ltd. 29,51,85,174.16 29,51,85,174.16

TOTAL 149,78,85,668.37 146,67,55,955.20
5. Financial Creditor in a Class 164,11,56,407*
6. Operational Creditors 6,03,54,444 -
(Government Dues)
7. Operational Creditors (other 6,57,38,750 -
than government dues)
8. Operational Creditors 35,051,001.00 19,76,800.00
(Employee and Workmen) (see below)
9. Other Creditors Dhruvanshu 3,61,50,000 50,00,000
Builders and Promoters (Anil
Bhatti)
TOTAL CLAIMS 147,37,32,755.20

*All the above-mentioned claims have been received for getting their units
registered in Form CA, however since they are already occupying the said units
from last 10 years and their demand is of registry only hence after verification of
the documents, it will accepted at a notional value of Rs. 1 just to include them in
the IM and not forming part of CoC. Following are the list of occupants as
prepared as per information available and claim form filed with the RP -:

S. No. Property Name

1 PUSHPA AKASH APARTMENTS

20
 2 PUSHPA APARTMENT- 3, PLOT. NO. 44-A,
RAJINDER NAGAR SEC-5, SAHIBABAD
3 PLOT. NO.38, RAJINDER NAGAR SEC-5,SAHIBABAD

4 PLOT. NO.38, RAJINDER NAGAR SEC-5,SAHIBABAD

5 ALAKNANDA APARTMENTS

Updated List of Workmen as on 16.11.2023:

[Link] Name of the Claim Amount Admitted

Employees (INR) Claims

1. Swapan KumarPramanik 10,68,000.00 10,68,000.00

2. Pawan Kumar 6,45,000.00 6,45,000.00

3. Ashok Kumar Prasad 2,63,800.00 2,63,800.00

Total 19,76,800.00 19,76,800.00

a. Composition of COC

Amount admitted Percentage

by Interim Share in
Sl. NO. Name of Financial Resolution Committee of
Creditors Professional/RP in Creditors
INR

1. Paramveer 76,03,50,113.00 51.83%

Distributors Private
Limited
2. Vaish Cooperative 38,75,30,354.73 26.42%
Adarsh Bank
Limited (now
Mudraksh

21
 Investfin Pvt. Ltd.)

Vinod Garg 2,36,90,478.31 1.61%

3.

4. Kotak Mahindra Bank 29,51,85,174.16 20.12%

Ltd.

Total of Financial Creditors 146,67,56,120.20

4. Definition and Construction:

a. Definition and Construction: The (i) rules of construction; and (ii) defined terms
used in this Plan are defined in the Plan (other than those defined within the
quotations) are set out in Schedule I.

PART-B

5. Background of the Resolution Applicant:

a. We thank the Resolution Professional and Committee of Creditors for inviting the
Resolution Applicant to submit a resolution plan for the Corporate Debtor and are
keen to revive the business of the Corporate Debtor.

b. Information about Resolution Applicant:

1. Name of the Resolution Mrs. Megha Gupta

Applicant
2. Constitution Individual
3. Address Mapple-1402, The Veranda,
Sector-54, Golf Course Road
Gurgaon, Haryana.
4. PAN details ACSPG7613B

22
 5. Main activities and products Running of Cold Storage Plant and
Real Estate Development and
Construction.
6. Past performance and financials Audited Balance Sheets attached as
Audited Balance Sheets attached as Annexure-A
per last three years Audited
Financials
7. Relationship, if any, with Corporate NA
Debtor

c. The particulars of the Resolution Applicant as required under Regulation38(3) of

the CIRP Regulations are stated in subsequent paragraphs.

d. The net worth of the Resolution Applicant as on the date of Submission of EOI
was INR. 3020.21 Lakhs, i.e., more than as stipulated in the terms of the EOI.

e. The Resolution Applicant has consistently paid the Income Tax Returns and is in
compliance with the mandate of the Income Tax Act, 1961.

f. The Resolution Plan has been proposed based on the Information available in the
IM, additional information sought over emails, site visit and on the assumptions
and other terms and conditions stated in this Resolution Plan.

g. The Resolution Applicant may consider recapitalizing the balance sheet of the
Company with fresh equity and debt. The fresh funds to be brought in by the
Resolution Applicant, may be primarily utilized for making the necessary capital
expenditure, for working capital requirements and to settle the dues of existing
creditors as well as stakeholders of the Corporate Debtor.

h. The Resolution Applicant believes that the Resolution Plan will create a
sustainable capital structure that will enable the Company to continue as a "going
concern". Accordingly, the Resolution Applicant is very keen to work with the
stakeholders of the Corporate Debtor and are confident of delivering on this
Resolution Plan in

23
 an expeditious and time-bound manner after receiving necessary approvals.

6. Details of Business Interest of the Resolution Applicant:

a. The Resolution Applicant is a commerce graduate from H.L College of

Commerce, Ahmedabad (Gujarat). The Resolution Applicant has
knowledge and interest in management and operation of a wide variety of
businesses, the Resolution Applicant has consistent demonstrated a fine
acumen for business and management. The Resolution Applicant further
possesses the requisite team leadership and management skills required for
the successful growth and development of any business enterprise. The
Resolution Applicant is a team worker and has consistently valued the
contributions made by various stakeholders in the growth of the business
enterprises. The resilience and grit demonstrated by the Resolution
Applicant is a testimony to the fact that she would put her best endeavors to
revive the present Corporate Debtor.

b. The Resolution Applicant belongs to an affluent, financially well-

established and a reputed family. The Resolution Applicant is a Shareholder
in M/s Synchrothink Innovation Private Limited, wherein she holds 75%
shareholding and remaining 25% shareholding is held by her son, Mr. Adit
Gupta. Mr. Adit Gupta is 26 years Graduate in Computer Engineering from
Cornell University, he has prior experience of working in Google from the
year 2019-2022. Currently, Mr. Adit Gupta is working in the Company Data
Bricks.

c. M/s Synchrothink Innovation Private Limited was established in March

2015 and the Resolution Applicant being a majority shareholder of the said
Company has solely been responsible for the efficient management and
operation of the said Company. The Resolution Applicant is an immaculate
planner, and skilled executor. Further, the Resolution Applicant has

24
 experience in the growth and development of businesses and is responsible
for single handily running various multi-facetted business enterprises.
Knowledge sharing, value addition, problem solving and acceleration of
sustained progress is the core goal/aim of the Resolution Applicant. Any
new company run by the Resolution Applicant would benefit highly with
the management experience and expertise of the Resolution Applicant. The
Resolution Applicant aims to build in valuable contribution in the
community in which it operates. The Resolution Applicant genuinely
believes that it has the best management team in the sector and it can attract
the very best of the talent and expertise if the Corporate Debtor is revived
by it. The Resolution Applicant strives and aims to ensure that she makes
efficient use of the resources available with her in order to contribute for the
growth and betterment of the society at large.

d. The Resolution Applicant is also a shareholder and director in VSM Food

Cold Chain and Processors LLP, which is currently running two cold
storage of capacity of 8000MT at Village, Sehsola, District Nuh Palwal,
Haryana. The Resolution Applicant thus has an experience in running a
variety of business enterprises. With its exceptional track record of
managing, operating and running various business enterprises efficiently,
the Resolution Applicant aims to put her best efforts in the revival of the
business of the Corporate Debtor and enable the Corporate Debtor in
maintaining its status of being a going concern.

e. The Resolution Applicant owns approximately 80 acres of land in Sohna,

Taura District, Haryana, on which the Resolution Applicant plans to
construct farm houses, industrial township, schools, etc. The Resolution
Applicant is already in discussion with architect, consultants for developing
the said land. The Resolution Applicant’s dedication has led to her
sustained financial

25
 growth as an entrepreneur. The Resolution Applicant has consistently
invested time and effort along with financial investment in any business she
has been a part of, and her goal is to ensure financial and viable growth of
the businesses. The Resolution Applicant also believes in and practices
timely payment of dues, if any and has a clean track record in terms of
credit rating in the market. The Resolution Applicant has a long affinity
with India, and she has consistently contributed towards the successful
growth of various business enterprises. The Resolution Applicant believes
that with her unique combination of financial strength, in-depth
management knowledge, unparalleled turnaround experience and broad
technical expertise the Corporate Debtor would be revived and this would
also aid in overturning the business of the Corporate Debtor. The Resolution
Applicant intends to provide significant investment in the Corporate Debtor
to revive it and further grow the business of the Corporate Debtor.

f. The Resolution Applicant is interested in acquiring the Corporate Debtor

under the Plan, with the objective of reviving the Corporate Debtor by, inter
alia, efficiently operating the Business undertaking. The Resolution
Applicant would strive to put in all the hard work in ensuring that the
Corporate Debtor’s business is sustained and grows manifold once her
Resolution Plan is approved. The aim/goal of the Resolution Applicant is to
present a successful Resolution Plan that not only revives the business of
the Corporate Debtor, but also grows the said business and brings in new
ideas and avenues for the development of the said business. With the
possession of the requisite financial and knowledge capabilities, the
Resolution Applicant is a suitable candidate who would revive the business
and grow the current state of the enterprise for the betterment of the society.

g. The Resolution Applicant with its strong professional record is well equipped

26
 to invest in the necessary human resources and also has sufficient financial
capital to revive the Corporate Debtor. The Resolution Applicant truly
believes that she shall be able to significantly contribute to the turning
around the business of the Corporate Debtor. In view of the details
submitted above, it is the humble submission of the Resolution Applicant
that the Plan submitted by it ought to be considered in light of the
demonstrated capabilities of the Resolution Applicant. The Resolution
Applicant assures that she will put in all the hard work and use her requisite
financial capabilities to revive the business of the Corporate Debtor.

7. Compliance with Section 30 of the Code:

a. Section 30(2)(a) -Provision for payment of Insolvency Resolution Cost

Whatever the Insolvency Resolution Cost would be, the said cost would be
deducted first, and then any other payments would be made to other
stakeholders. The CIRP Costs would be payable as per actuals and in priority
to the payment payable to other stakeholders. However, as on date, the
estimated CIRP cost is Rs. 71,58,795/-, which will be on actual basis upto the
date of approval of the Resolution Plan.

b. Section 30(2)(b)- Payment of operational creditors shall not be less than

liquidation value payable to operational creditors.

i. According to the Information Memorandum provided, belated claim has

been filed by the Government Department, however, the same stood
rejected by RP because of delay. Based on the information available on
the portal, the approximate claim submitted by government department is
Rs. 6,03,54,444/-.

ii. According to the Information Memorandum, the claim has been received
from the workmen and employees and the Resolution Applicant would
pay 100 % of the dues of the workmen and employees. The said sum
shall be

27
 paid in priority as compared to the dues payable to the financial creditors
and the same will be paid within seven days of the approval of the
Resolution Plan.

iii. In addition to the above, the Resolution Plan as per Section 30(2)(b) of
Insolvency & Bankruptcy Code, 2016 provides for the payment of debts
of operational creditors (Workmen & Employees) in such manner as may
be specified by the Board which shall not be less than;

a) the amount to be paid to such creditors in the event of a liquidation

of the corporate debtor under section 53; or

b) the amount that would have been paid to such creditors, if the
amount to be distributed under the resolution plan had been
distributed in accordance with the order of priority in sub-section
(1) of section 53, whichever is higher, and provides for the
payment of debts of financial creditors, who do not vote in favour
of the resolution plan, in such manner as may be specified by the
Board, which shall not be less than the amount to be paid to such
creditors in accordance with sub-section (1) of section 53 in the
event of a liquidation of the corporate debtor.

c. Section 30(2)(c) - Provides for the management of the affairs of the

corporate debtor after approval of the resolution plan

On approval of the resolution plan by Adjudicating Authority under

section31(3) of Insolvency and Bankruptcy Code, 2016, the Resolution
Applicant shall be entitled to change members of Board of Directors.

d. Section 30(2)(d) - The implementation and supervision of the resolution

plan

28
 The Resolution Applicant has provided for the mechanism to monitor the
progress for implementation, which includes engagement of monitoring
professional / committee for supervision of the Resolution Plan.

e. Section 30(2)(e) - Does not contravene any of the provisions of the law for
the time being in force.

The proposed measures and reliefs provided in the Resolution Plan does not
contravene any of the provisions of the law for the time being in force.

f. Section 30(2)(f) - Conforms to such other requirements as may be

specified by the Board.

Board has notified the required provisions under Regulation 38 of the CIRP
Regulations. The compliance thereof is stated in subsequent paragraphs.
8. Measures Required for implementation of Resolution Plan-Reg-37:

Relevant Provision Provisions of Section 30of Reference

the Code/ Regulation 38 of
the CIRP Regulations

Regulation 37 (a) & Transfer/ sale of all or part of No.

(b) the assets of the Company to
one or more persons;

Regulation 37 (ca) Cancellation or delisting of The Resolution Applicant

any shares of the corporate would infuse funds by issuance
debtor, if applicable of 10,00,000 Equity Shares of
Rs.10 each amounting to INR
1,00,00,000 for the revival of
the Corporate Debtor.

29
Regulation 37 (d) Satisfaction or All security interest shall be
modification of any security surrendered in favour of RA
interest except deed of guarantees
(director’s guarantee).

Regulation 37 (e) Curing or waiving of any All debts except mentioned in

breach of the terms of any resolution plan will get
debt due from the Company extinguished on the approval of
the plan.

Regulation 37 (f) Reduction in the amount All debts except mentioned in

payable to the creditors resolution plan will get
extinguished on the approval of
the plan.

Regulation 37 (g) Extension of a maturity date All debts except mentioned in

or a change in interest rate or resolution plan will get
other terms of a debt due extinguished on the approval of
from the Company the plan.

Regulation 37 (h) Amendment of the It will be undertaken by RA as

constitutional documents of per requirement under
the Company Companies Act, 2013

Regulation 37 (i) Issuance of securities of the The Resolution Applicant

Company, for cash, property, would infuse funds by issuance
securities, or in exchange for of 15,00,000 Equity Shares of
claims or interests or other Rs.10 each amounting to INR
appropriate purpose. 1,50,00,000 for the revival of
the Corporate Debtor in cash
only.
Regulation 37 (j) Change in portfolio of goods No change
or services produced or
rendered by the corporate
debtor
Regulation 37 (k) Change in technology used by No change
the corporate debtor

30
 Regulation 37 (l) Obtaining necessary All approvals shall be
approval form Govt. obtained as per rules and
Authorities regulation of the respective
regulatory authority.
Regulation 37 (m) Sale of one or more assets of RA proposes to takeover CD as
CD to one or more SRA and where basis subject to
submitting Resolution Plan provisions of resolution plan.
for such assets; and manner
of dealing with remaining
assets.

9. COMPLIANCE WITH THE REGULATION 38 OF THE CI RPREGULATIONS

a. COMPLIANCE WITH REGULATION 38(1)

i. COMPLIANCE WITH REGULATION 38(1)(a)

Therefore, said CIRP Regulation provides that the amount due to the
operational creditors under the resolution plan shall be given priority in
payment over financial creditors. According to the Information
Memorandum, provided the amounts Claimed by the Operational Creditors
is NIL. The claims received from the workmen and employees will be paid
in full and in priority to the dues payable to the financial creditors.

ii. COMPLIANCE WITH REGULATION 38(1)(b):

The Resolution Plan as per CIRP Regulation 38(1)(b) provides that

amount due to the Financial Creditors ,who had right to vote under Section
21(2) of the Code but did not vote in favour of the Resolution Plan shall be
paid in priority over financial creditors who voted in favour of the plan and
shall not be, in any event, be less than the amounts payable to such
creditors in the event of liquidation following the order of payments as
defined under

31
 Section53 of the Code.

iii. COMPLIANCE WITH REGULATION 38(1A)

The Resolution Applicant confirms that it has considered interests of all

stakeholders and has provided for payment/ repayment / settlement of all
stakeholders keeping in view the objective of maximization of value and
adhering to the requirements set out under the Code. Payment offered to
various stakeholders is described in subsequent paragraphs. The below
statements show interests of all stakeholders including financial creditors
and operational creditors of the corporate debtor as required under
Regulation 38(1A) of the CIRP Regulations.

Summary of Payment Terms under the Proposed Plan of Rs. 24,26,35,595.00

Amount % of
Sl. Category of Amount Claim Provide d in Claim
No. Creditor of Claim Admit the Plan Admi Payment Term
ted tted

Rs. Payment to be made

Insolvency 71,58,795/-
Resolution Actuals within 7 days of on
1 Process NA NA approval of the
Cost resolution plan by
NCLT
i.e. Effective Date.

32
2. Financial 167,24,51, 143,98, 21,00,00,000 - First 10%
creditor 266.37 60,161. 14.58%
(excluding average upon the
86
related party) approval of
the Resolution
Plan by NCLT
i.e. within 8 days
from the
Effective date
after payment of
CIRP cost;

- Next 90%
upon the within 2
months from the
Effective Date
Financial
Creditor
3 (related 21,43,86,99 NIL NIL NIL NA
party) 5

Development of the
project will be made
Financial 164,11,56, and allotment to
Creditor- 407/- homebuyers if any
Class will be madeon such
Note: No terms and conditions
claim was specified under head
4 filed NIL NIL NIL “allocation to
before the Financial Creditors
RP) in Class–Unsecured”

143,98, 21,00,00,000 14.58%

Total
188,68,38, 60,161.
A Financial
261 86
Creditors
(2 +3)

33
 Operational
Creditor
5 (Other than 6,57,38,750 NIL NIL
Government
Dues)

Operational
Creditor
6 (Government 6,03,54,4 NIL 30,00,000
Dues) 44

Operational 3,50,51,001 19,76, 19,76,800.00

7 Creditor (Only within 7 days of
800.00
Workmen and approval of the
Employees) 100% resolution plan
i.e. Effective Date

Total 10,07,89,75
B Operational 1 19,76, 19,76,800 100%
Creditors (5 + 800
6 + 7)

Creditors 6,57,38,750 50,00, Within 2 months of

(Other than 000 approval of the
8 Financial and Resolution Plan by
5,00,000 10% AA.
Operational
Creditors)
1,00,00,000 As per
9 Contingent NIL Nil NA requirement
Liabilities under law
Equity
10 Shareholders NIL NIL NIL
Capex/work
11 working capi 1,00,00, As per
tal** 000.00 requirement

C Total other
dues (8 + 9 +
10 +11)

34
 Total paid 211,37,21,2 144,68,3
(A+B+C+CI 06 6,961.86 239635595
R
P Cost)
Total
24,26,35,595

iv. COMPLIANCE WITH REGULATION 38(1B)

The Resolution Applicant hereby confirms that neither the Resolution

Applicant nor any of its related parties have ever failed or ever
contributed to the failure of implementation of any other resolution
plan approved by the Adjudicating Authority at any time in the past.

b. COMPLIANCE WITH REGULATION 38(2)

i. Regulation 38(2)(a)- the term of plan and its implementation

schedule

The term of the Resolution Plan will be 2 year (24 months) from the
Effective Date excluding time taken for getting approvals from
competent authority. The Steps taken for implementation of Resolution
Plan have been mentioned in subsequent paragraphs.

ii. Regulation 38(2)(b)- the management and control of the business of

corporate debtor during its term.

On approval of the Resolution Plan by Adjudicating Authority under

Section 31(3) of Code, the powers of the Board of Directors shall be
vested in the Resolution Applicant, and she shall be entitled tochange
members of Board of Directors. The Steps taken for implementation of
Resolution Plan have been mentioned insubsequent paragraphs.

35
 iii. Regulation 38(2)(c) adequate means for supervising
its implementation

The Resolution Plan provides for appointment of Monitoring

Professional / Monitoring Committee to monitor and supervise the
implementation of the Resolution Plan upto the implementation period
of the Resolution Plan. The details regarding the appointment and
duties are stated in subsequent paragraphs of Resolution Plan. The
Steps taken for implementation of Resolution Plan have been
mentioned in subsequent paragraphs.

c. COMPLIANCE WITH REGULATION 38(3)

i. Regulation 38(3)(a)- Addressing the cause of default:

As per the information gathered by the Resolution Applicant, over the

past few years, the Corporate Debtor has been under financial stress due
to fact that the trust deficit between the Corporate Debtor and the
Creditors has resulted In the Corporate Debtor going into CIRP under
the Code. The Corporate Debtor was facing challenges such as liquidity
crunch due to the Covid-19 crisis, which resulted in disruption of the
construction line and led to the disruption in the functioning of the
Corporate Debtor. Subsequently, this led to defaults in payment by the
Corporate Debtor to the lenders, due to which the Financial Creditor
initiated CIRP Process under Section 7 of the Code. The above-
mentioned the Section 7 Application was admitted by the Hon’ble
NCLT on 20.09.2022.

The Resolution Applicant has participated in the Resolution Process for

the purpose of the revival the Corporate Debtor. The Resolution

36
 Applicant has adhered to the conditions as specified in the EOI, RFRP
dated 16.11.2023 and the Evaluation Matrix. The Resolution Applicant
is very sure of reviving the Corporate Debtor as a going concern, within
the time envisaged by the Resolution Applicant under this Resolution
Plan.

ii. Regulation 38(3)(b)- Resolution Plan is feasible and viable:

In terms of the Information Memorandum of the Corporate Debtor

provided by the Resolution Professional, as on 31.12.2023, the total
Claims submitted amounts to INR 368,91,38,863/- Approx. (including
interest, penalty, etc.) and the Resolution Professional has admitted
claim of INR 144,68,36,962/- (including interest, penalty etc.). The
Resolution Plan endeavours to take over the assets/liability of the
Corporate Debtor as going concern. The Resolution Plan also, has a
provision for contingent liability to take care of any liability for future.
Therefore, the Resolution Plan is viable and feasible. Resolution Plan
also takes care of the interest genuine homebuyers who has paid to
the corporate debtor for purchase of flat but failed to get the legal
possession of the flat.

iii. Regulation 38(3)(c)- Resolution Plan has provisions of Effective

Implementation

The Resolution Applicant has provided for the mechanism to monitor

the progress for implementation, which includes engagement of
monitoring professional / Committee for effective implementation of
the Resolution Plan.

iv. Regulation 38(3)(d)- Resolution Plan has provisions for

approvals required and the timeline for the same:

37
 The implementation of this Resolution Plan requires including but not
limited to the following governmental approvals –
(i) Approval from the Municipal Corporation of Delhi; and
(ii) Approval from the Ghaziabad Development Authority.
(iii) Approval from the Delhi Development Authority (DDA).
(iv) Any other regulatory/statutory authority

Above said approvals along with any other approval of any authority or
person that may be required under any law for the time being in force,
granted to the Corporate Debtor whether lapsed, expired, suspended,
cancelled, revoked or terminated shall be renewed starting from the
Effective Date without any additional fees, charges or penalty or
interest and the Corporate Debtor shall be permitted to continue to
operate its business and assets in the manner that all the approvals and
licenses are valid/ until renewal/extension of such licenses and
approvals. It will be treated as the Corporate Debtor is compliant with
them without initiating any investigations, actions or proceedings in
relation to such non- compliances and the Adjudicating Authority shall
pass an order to that effect.

v. Regulation 38(3)(e)- Resolution Applicant has capability to

implement the resolution plan

The Resolution Applicant, along with, its team members on board holds
ample experience in the industry and is fully aware about the present
status of the Corporate Debtor. The requirement of additional staff
required will be reviewed from time to time and the same will be hired
and deployed as and when required.

10. DECLARATION UNDER SECTION 29A OF THE CODE

a. The Resolution Applicant declares that she is not ineligible under Section

38
 29A of the Code or any other provision of the Code or applicable laws to
submit Resolution Plan. The copies of the Affidavits and confirmations of
applicant of not to be ineligible under Section 29A of the Code, for
submission of Resolution Plan in accordance with Regulation 39(l)(a) of
CIRP Regulations is annexed herewith as Annexure-B.

b. A separate declaration under Section 29A of the Code has already been
submitted to the Resolution Professional.

11. DECLARATION UNDER REGULATION 39 (1)(c)

a. The RA declares that every information and records provided in connection

with or in the resolution plan is true and correct and discovery of false
information and record at any time will render the applicant ineligible to
continue in the corporate insolvency resolution process, forfeit any
refundable deposit, and attract penal action under the Code.

12. SETTLEMENT OF LIABILITIES

The Resolution Applicants proposes to settle the liabilities of Corporate Debtor,

which has remained outstanding and for which Claims have been admitted by the
Resolution Professional as on the date of submission of the Resolution Plan, as
follows:

INSOLVENCY RESOLUTION PROCESS COST

Estimated Proposed % of Settlement

Amount of Settlement amount to claim
CIRP Cost Amount Amount
Estimated Amount of 71,58,795 71,58,795 100
CIRP Cost as
intimated by RP

Total 71,58,795 71,58,795 100

39
i. The estimated amount of Insolvency Resolution Process Costs may vary at
the expiry of the CIRP Period. Unpaid actual CIRP Cost ratified /
approved by the CoC would be informed by the Resolution Professional to
the Resolution Applicant.

ii. Section 30(2) of the Code provides for payment of insolvency resolution
costs in priority to the payment of other debts of the corporate debtor.

iii. The amount of CIRP Cost has been incurred will be paid in full prior to the
payment of other debts of Corporate Debtor. In the event there remains any
unpaid CIRP Cost up to the date of approval of Resolution Plan, which
could not be covered from the funds of the Corporate Debtor/ contribution
by the CoC members, the same shall be paid in priority to the payment of all
other debts of the Corporate Debtor and within 7 days of approval of the
resolution plan.
A. Financial creditors (excluding related party) (Claim submitted
and accepted): There are four financial creditors (including both
secured and unsecured creditors. The Resolution Applicant shall be
paying Rs. 15,00,00,000/- to the secured financial creditor i.e.,
Paramveer Distributors Pvt. Ltd and Rs. 6,00,00,000/- to be divided
amongst the unsecured creditors i.e., Mudraksh Investfin Pvt. Ltd.,
Vinod Garg and Kotak Mahindra Bank as per the percentage of voting
share/percentage of admitted claim.

Accordingly, Paramveer Distributors Pvt. Ltd. shall be paid Rs.

15,00,00,000/-. Paramveer Distributors Pvt. Ltd. Paramveer
Distributors Private Limited will be paid the said INR 15,00,00,000/-
as per the following schedule:

a. First 10% within 8 days from the effective date;

40
 b. Next 90% within 2 months from effective date;

B. Out of the remaining Rs. 6,00,00,000/- to be paid to the unsecured

creditor, Mudraksh Investfin Pvt. Ltd. (earlier Vaish Cooperative
Adarsh Bank Ltd.) shall be paid Rs. 3,29,27,118.40, which is 26.42%
of the total percentage (41.8% of the admitted claim for unsecured
Financial Creditors) Mudraksh Investfin Pvt. Ltd. will be paid as per
the following schedule:

a. First 10% within 8 days from effective date;

b. Next 90% upon the within 2 months from effective date;

C. Vinod Garg shall be paid Rs. 20,06,230.53 which is 1.61% of the total
percentage (41.8% of the admitted claim of the unsecured financial
creditor). Vinod Garg will be paid as per the following schedule:

a. First 10% within 8 days from effective date;

b. Next 90% upon the within 2 months from effective date;

D. Kotak Mahindra Bank Ltd. shall be paid Rs. 2,50,71,651.00 which is

20.12% of the total percentage (41.8% of the admitted claim
unsecured financial creditor). Kotak Mahindra Bank Ltd. will be
paid as per the following schedule:

a. First 10% within 8 days from effective date;

b. Next 90% upon the within 2 months from effective date;

41
Accordingly, the chart of payment schedule of the said Financial Creditors are a below:

Name of Amount of Total Amount Proposed % of Repayment

Financial Claim Claim Settlement Settlement Schedule
Creditors Admitted Amount amount
to
admitted
claim
Amount
1. Paramveer 76,03,50,113 73,52,82,319.66 15,00,00,000 20.40% -First 10%
Distributor Pvt. within 8
Ltd. (secured days from
creditor) the
approval
of the
Resolution
Plan;

-Next 90%
within 2
months
from
Effective
Date
2. Mudraksha 38,75,30,354.73 38,57,02,189.73 3,29,27,118.40 8.536% -First 10%
Investfin Pvt. within 8
Ltd. (unsecured days from
creditor) (earlier the approval
known as The of the
Vaish Resolution
Cooperative Plan;
Adarsh Bank -Next 90%
Ltd.) within 2
months
from
Effective
Date
3. Vinod Garg 5,48,20,026.48 2,36,90,478.31 20,06,230.53 8.468% -First 10%
within 8
days from
the approval
of the
Resolution

42
 Plan;
-Next 90%
within 2
months
from
Effective
Date
4. Kotak Mahindra 29,51,85,174.16 29,51,85,174.16 2,50,71,651.10 8.493% -First 10%
Bank Ltd. within 8
days from
the approval
of the
Resolution
Plan;

-Next 90%
within 2
months
from
Effective
Date
Total 149,78,85,668.37117,85,47,746 21,00,00,000

12.1 The financial creditors shall provide "NOC for sale/transfer/ assignment or
whatever name called" for mortgaged part of leasehold properties/project land/
plant & machinery and/ or units held as security, in favour of the Resolution
Applicant or in favour of the person authorized by the Resolution Applicant,
for the value no less than the Financial Debt paid by the Resolution Applicant,
vis a vis total amount proposed herein the Resolution Plan for the Financial
Creditor(s). The conveyance Deed in respect of any such purported
sale/ transfer/ assignment or by whatever name called shall be executed after the
payment of total amount proposed to be paid to the Secured Creditor as per terms of
this Resolution Plan. Resolution Professional shall facilitate the RA for filing
satisfaction of charge with ROC.

12.2 Any Encumbrance or any other form of collateral (whether over immovable,

43
 movable assets, fixed deposits or cash or any other rights or privileges and
including without limitation, any guarantee, security, letter of credit or pledge
provided by the Corporate Debtor) that was created/granted/arranged in
connection with any financial debt or operational debt or any other debt or
obligation of the Corporate Debtor at any time prior to the Effective Date, shall
automatically be released and all liabilities and obligations of the Corporate
Debtor shall stand permanently extinguished on full repayment of the Admitted
Financial Debt as specified here (including those created arranged by the
Corporate Debtor as a guarantor or a third party security provider in relation to
its subsidiaries, joint ventures, related parties or associates, if any), without the
requirement of any further action on part of any party and the Corporate
Debtor or the Applicant shall at no point of time, directly or indirectly, have
any obligation, liability or duty in relation thereto. All title deeds and other
documents (including charge documents, if any) held by the financial creditors
or on their behalf shall be immediately released in favour of the Resolution
Applicant. It is hereby clarified that the above shall be subject to what has been
specifically provided in the present Resolution Plan.

12.3 Notwithstanding the above, upon discharge of Financial Creditors, all relevant
persons shall redeliver and shall cause to be delivered to Resolution Applicant,
all documents (including loan agreements, guarantees, security documents, title
deeds, lease deeds, lease agreements, demand promissory notes, records,
powers of attorneys, post-dated cheques, other negotiable instruments, share
certificates Encumbered with the Financial Creditors and all other documents)
and collateral in relation to such assets that are in possession of or deposited
with such Financial Creditors or any other Person for the benefit of any of the
creditors of the company.

12.4 Notwithstanding the above, upon the approval of the Resolution Plan by the
NCLT under Section 31 of the IBC, on and from the discharge of the liabilities

44
 of Secured Financial Creditor:
i. Any event of default having occurred on part of the Company under any
of the financing documents entered into by the Company on its own
behalf or on behalf of any subsidiaries, joint ventures or associates to
secure or guarantee any of their liabilities, prior to the Effective Date,
shall be waived in entirety and all rights under the existing finance
documents in relation thereto shall stand extinguished;
ii. All the outstanding negotiable instruments issued by the Company or by
any person on behalf of the Company including demand promissory
notes, post-dated cheques and letters of credit, shall stand terminated
and the Company's liability under such instruments shall stand
extinguished; and,
iii. All notifications with regards to defaults filed with Credit Information
Bureau (India) Limited {"CIBIL"), any Information Utility, RBI or any
other regulatory authority shall be withdrawn by the respective
Financial Creditors.

12.5 On the Resolution Applicant making full or part payment to the Secured
Financial Creditors as proposed in the Resolution Plan, the Secured Financial
creditors shall unconditionally release all securities, Corporate Guarantees,
Collaterals fully or proportionately, as the case may be, provided as security
against the debt availed by the Company, in favour of the Resolution Applicant
and the Secured Financial Creditors shall no longer be entitled to exercise any
security, interest and/ or rights in relation to any corporate, Corporate
Guarantees, collateral with respect to any debt.

a. FINANCIAL CREDITORS IN CLASS - UNSECURED:

As per information memorandum, RP has received 43 claims from home

buyers with respect to any projects of the Corporate Debtor. However, the
claim is only requesting to get the registry done. Resolution Applicant in
order to safeguard the interest of the homebuyers proposes to help in the
45
execution of sale deed provided appropriate documents are there. The
Resolution Applicant further proposes to develop the project of the
Corporate Debtor which are either incomplete or otherwise. The details of
such development plan are as under:

I. PUSHPA AAKASH APPARTMENT

In Phase I, the vacant land at Vaishali will be developed.
The vacant land available on site will be demarcated and a
separate passage will be created for existing two towers namely
Kaveri and Saraswati. The vacant available land will be around
12000 sq. yards for development of phase-I of the project. The
total land available is around 17,350 sq. yards.

The plans will be submitted for development on this land by the

said entity at available FAR + additional FAR.

The Authorities will be requested to grant approval for residential

units on above land as the earlier plans were sanctioned for
residential flats. Alternatively, the project will be developed as
commercial/ residential/hybrid. The necessary approvals will be
taken from Authorities and plans will be submitted to GDA for
approval. The NOC of PAC shall be obtained.

The encumbrances on the vacant land will be removed and

necessary directions will be obtained from Hon’ble NCLT, if
required.

The project will be launched @ Rs. 8000 to 10,000 per sq. ft.
After the completion of phase-I, the RA will start phase-II of the
Project.

In phase-II of the project, RA will redevelop/ relocate the existing

46
 Kaveri and Saraswati Towers. Phase I and II will be completed
within 2 years.

II. KAVERI AND SARASWATI TOWERS:

The Kaveri and Saraswati Towers were constructed by Pushpa

Builders Ltd. (PBL) in the year 1991. On account of dispute with
PAC, these Towers could not be completed. There is no dispute
on the title of the land which is in the name of Corporate Debtor,
however, to construct any building, NOC is required from PAC.

PBL initially entered into Agreement to Sell with certain

Homebuyers and even gave possession. Only few sale deeds were
executed. Both the Towers are in dilapidated condition.
Moreover, these Towers cannot be regularized and shall have to
be demolished.

Resolution Applicant shall construct new Towers as per norms of

GDA after taking due NOC from PAC. RA shall get the plan
sanctioned such that the new Towers will be constructed as per
maximum available FAR. Resolution Applicant shall arrive at an
understanding with the bonafide Allottees/ Occupants for
development in phase-II of the project.

All illegal occupants will be removed and possession shall be

taken with help of authorities.

The bonafide occupants will be offered Flats in the new Towers

on making following payments:-

47
 Occupants who have paid : Rs. 2,750/- per sq. ft. for area
100% sale consideration and equivalent to existing area ( +/-
got the sale deed registered 10%) of the occupant’s flat. The
from PBL additional area will be charged @
discount of 25% of launch price.
For all occupants who have : Rs. 3,250/- per sq. ft. per [Link]. for
executed Agreement to Sell area equivalent to existing area ( +/-
with PBL including for those 10%) of the occupant’s flat. The
flats which are in possession additional area will be charged @
of Jitender Buildcon Pvt. Ltd. discount of 20% launch price.

The balance payment as per

Agreement to Sell will have to be
paid in addition along with simple
interest @ 12%per annum

The occupants who do not wish to avail the option of alternative

flats shall be offered option to take refund of money paid by them
to PBL with simple interest @8% p.a. Such occupants will
surrender all their right, title and interest in their Flat.

The BBA/ ATS/Sale Deed will be executed with all the Allottees
& cost of registration to be borne by the allottee.

All the Allottees will execute maintenance agreement and

undertake to pay regular monthly maintenance.

The RA may introduce any of its entity for development of

phase- II of the project.

I I I . PUSHPA AUTO COMPLEX, PUNJABI BAGH TRANSPORT

NAGAR
The building in Punjabi Bagh Transport Nagar was constructed

48
by Pushpa Builders Ltd. (PBL) in the year 1988. The DDA has
cancelled the lease due to violation of lease terms. The building
is in totally bad shape. There are certain unauthorized occupants,
who are in possession without any right, title or interest.

RA will get the lease restored and seek permission for

reconstruction of the building after getting the plans sanctioned
by MCD.

RA will seek necessary directions from Hon’ble NCLT to DDA/

MCD for restoration of lease as well as sanction of plans. The RA
will pay the principal amount outstanding towards DDA and seek
directions of Hon’ble NCLT for waiver of penalties, interest and
other charges.

RA will arrive at an understanding with existing bonafide

occupants for re-development of this property.

The existing building will be demolished and undertaking will be

given to DDA that new building will be constructed as per norms.

All illegal occupants will be removed and possession shall be

taken with help of authorities.

The other occupants will be offered Units in the new project on

making following payments:-

Occupants who have paid 100% : Rs. 2,250/- per sq. ft. for area
sale consideration equivalent to existing area (+/-
10%) of the occupant’s Unit. The
Additional area will be charged @
discount of 35% of launch
price.

49
 For occupants who have : Rs. 3,000/- per sq. ft. per [Link]. for
executed Agreement to Sell area equivalent to existing area ( +/-
with PBL, but not paid entire 10%) of the occupant’s Unit. The
sale consideration additional area will be charged @
discount of 20% launch price.

The balance payment as per

Agreement to Sell will have to be
paid in addition along with simple
interest @ 12% per annum

The occupants who do not wish to avail the option of alternative

flats shall be offered option to take refund of money paid by them
to PBL with interest @8% p.a. Such occupants will surrender all
their right, title and interest in their Flat.

The BBA/ ATS/Sale Deed will be executed with all the Allottees
& Cost of registration to be borne by allottee.

All the Allottees will execute maintenance agreement and

undertake to pay regular monthly maintenance

IV. PUSHPA TOWERS, A-13, AMBEDKAR ROAD, GHAZIABAD:

The lease of this property has expired. The building needs

extensive repairs. There are certain unauthorized occupants.

RA will get the property converted into freehold and repair/

renovate the Tower to make it operational.

RA will seek necessary directions from Hon’ble NCLT for revival

of the Lease and conversion of the property into freehold. The RA
will pay the principal amount outstanding towards GDA and seek
directions of Hon’ble NCLT for waiver of penalties, interest and

50
other charges.

51
 All illegal occupants will be removed and possession shall be taken
with help of authorities.

RP has not received any claim with respect to this Project.

However, all genuine allottees will be given following options:-

i. All the Allottees will pay cost of repair/ renovation @ Rs. 1200
per sq. ft.

ii. The Allottees will become members of the association of the

building and will give undertaking that they will pay monthly
maintenance charges.
The occupants who wish to surrender the allotment shall be offered
option to take refund of money paid by them to PBL with interest
@8% p.a. Such occupants will surrender all their right, title and
interest in their Flat.
The BBA/ ATS/Sale Deed will be executed with all the Allottees.

V. PUSHPA AKBAR & BIRBAL CONTINENTAL HOTEL

CUM COMMERCIAL MALL, HOTEL BUILDING AND
COMMERCIALPORTION AT LUCKNOW:

Pushpa Builders Ltd. had mortgaged the building to IFCI/ TFCI,

the exact details are not available with the RP. There is
involvement of IIDL as well.

RA shall seek directions from Hon’ble NCLT to direct the ex-

management to disclose the details of the property and further
directions to IFCI/ TFCI/ IIDL regarding mortgaged properties and
further directions to release all the non-mortgaged properties and
return the possession of such properties.

If it is found that IFCI/ TFCI/ IIDL have taken any portion

52
 wrongfully, RA will seek directions from the Hon’ble NCLT for
cancellation of such transaction and restoration of such portion in
favour of RA.

With respect to the Allottees of the portions in the Hotel Building,

the RA will enter into an arrangement with the Allottees on mutual
agreed terms.

VI. ALKANANDA APPARTMENT, KALKAJI, NEW DELHI

This is a commercial property mortgaged with Adarsh Co-

operative Bank for securing loan amount of Rs. 20.00 Lakhs. Upon
payment to the Adarsh Co-operative Bank, the property will be
released in favour of the Corporate Debtor. Any unsold stock will
be dealt by the Resolution Applicant, who shall also get the
unauthorised occupants evicted and sell such units. The Allottees
who have made the payment will be given option to get the sale
deed/ Agreement to Sell registered. The Resolution Applicant shall
also get this property converted into freehold so that smooth
transactions can be executed with the occupants.

VII. LUCKNOW PROPERTY

Pushpa Mall Apartments having address at 1102 B Awas Vikas

Colony, The Mall Avenue Lucknow, U.P-266001 belongs to the
Corporate Debtor.

As per the information available, there are serious complicated

issues regarding title and possession of this property. The RA will
seek appropriate directions from the Hon’ble NCLT for
cancellation of all illegal transactions with respect to this property.

53
VIII. SAHIBABAD PROPERTIES MORTGAGED WITH KOTAK
MAHINDRA BANK LTD.

(a) Plot No. 44-A, Sector 5, Sahibabad, Ghaziabad is a

residential and commercial property which all units are
allotted and in possession. The said property comprises of
51 residential units distributed across 1-5th floor, 11th flats
on first floor, 9 flats on second floor, 9 flats on third floor,
and two floors (Pant house) on fifth floor. There are 35
commercial shop on ground floor and one basement, which
is sealed by the government authority.

(b) Plot no. 38-Sector 5, Sahibabad, Ghaziabad is comprised of

a building consisting of basement, ground floor, first floor,
second floor and second floor wherein basement and
ground floor have few commercial shops, five units each on
first and second and on third floor there are two units.

(c) Plot No. 35-Sector 5, Sahibabad, Ghaziabad comprises of a

building which has basement + three floors The basement
and ground floor have few commercial shops. There are
five units each on first and second floor and on third floor
there are two units.

(d) Land measuring 7865 sq. yards forming part of khasra no.
263 and 277 in Village Hassanpur, Ghaziabad.

(e) The RA will execute sale deed for Allottees who have made
the payment. If any portion is unsold, the same will be sold
at prevailing market value. The unauthorized occupants will
be evicted and the possession will be taken for further sale.

54
 (a) LAND IN GHAZIABAD BEHIND BIKANER.

A plot of land bearing no. 37, Ambedkar Road, Ghaziabad and is

located behind Bikaner shop has been found to be in the name of
Pushpa Builders Ltd. though some third party source. However, RP
has not been able to locate any further details with respect to same.
The RA will seeks directions from the Hon’ble NCLT for
cancellation of any illegal transaction and recover the possession to
develop this property.

PLAN FOR UN-DISCLOSED PROPERTIES OF THE CD

The above implementation schedule elaborated above are with respect to properties
disclosed by RP in the Information Memorandum document. However, if there is any
Undisclosed Properties of Pushpa Builders Ltd. at Delhi, Faridabad, Gurgaon,
Lucknow or any other location, the same will be taken over by the RA.

MISCELLANEOUS PROVISIONS FOR ALL PROJECTS:-

1. The Claims of Allottees/ Units Holders/ Purchasers received upto one year of
approval of the plan by the NCLT will only be considered. No Claim after expiry
of said one year period will be entertained.

2. The RA will develop the project either itself or through a third party under joint
venture, collaboration or like arrangement.

3. The RA may develop one or more project simultaneously or in such sequence as

may be feasible. The RA may also decide regarding the sequence of development
with respect to the phases provided for any project.
a/.

55
 a. Operational Creditors (Government Dues)

Amount of Total Proposed % of

Claim filed Amount Settlement Settlement
Claim Amount amount to
Admitted admitted
claim
Amount
Claim Filed 6,03,54,444 NIL 30,00,000 4.97%
Total 6,03,54,444 NIL 30,00,000 4.97%

i. According to the Information Memorandum provided, the amount of

Claim filed on behalf of Operational Creditor (government dues) is Rs.
6,03,54,444/-, however, the same was rejected because the same was
filed belatedly.

ii. As per the Code, statutory liabilities considered to be at par with

operational creditors, however, in State Tax Officer v Rainbow Papers
Limited (Civil Appeal No. 1661 of 2020), the Hon’ble Supreme Court
has held that government dues to be treated at par any secured creditor’s
dues. Accordingly, the payment due to outstanding govt. dues, taxes, etc.
should be paid an amount of Rs. 30,00,000/-.

iii. All other claims or demands made by, or liabilities or obligations owed
or payable to or assessed by, the Governmental Authorities including but
not limited to the Central government, the State governments, any
regulatory or local authority or body or any agency or instrumentality
thereof, in relation to any taxes, including all such dues, duties, direct or
indirect, penalties, fees, interest, fines, levies, cess, assessments or
additions or any other charges or payments whatsoever whether admitted
or not, due or contingent, asserted or un-asserted, crystallized or un-
crystallized, known or unknown, secured or unsecured, disputed or
undisputed, whether or not set out in the IM, the balance sheets of the
Company or the profit and loss account statements of the company or the

56
 List of Creditors, in relation to any period prior to the Plan Effective
Date, will be written off in full and will be deemed to be permanently
extinguished by virtue of the order of the Hon’ble NCLT approving this
Resolution Plan and the Corporate Debtor or the Resolution Applicant shall at
no point of time be, directly or Indirectly, held responsible or liable in relation
thereto. It is also proposed that no interest or penalty should be levied on the
crystallized statutory liabilities with respect to the statutory liabilities of the
Company prior to the Plan Effective Date.

iv. Before submission of this Resolution Plan, any Claim received from any
person claiming to be Operational Creditor of the Corporate Debtor, who
has not filed their Claim with the Resolution Professional, or if filed, has
not been verified by the Resolution Professional shall stand extinguished
and shall no longer be payable.

v. Any and all other claims or demands made by, or liabilities or obligations
owed or payable to (including but not limited to any operational debt,
any demand for any losses or damages, indemnification, principal,
interest, compound interest, penal interest, liquidated damages and other
charges already accrued/ accruing or in connection with any third party
claims) any actual or potential third parties, whether admitted or not,
contingent, asserted or unasserted, crystallized or un-crystallized, known
or unknown, secured or unsecured, disputed or undisputed, whether or
not set out in the IM, the balance sheets of the Company or the profit and
loss account statements of the Company or the list of creditors, in
relation to any period prior to the Plan Effective Date, will be written off
in full and shall be deemed to be permanently extinguished by virtue of
the order of the NCLT approving this Resolution Plan and the Company
or the Applicant shall at no point of time be, directly or indirectly, held
responsible or liable in relation thereto.

57
vi. Any Encumbrance, or any other form of collateral (whether over
immovable, movable assets, fixed deposits or cash or any other rights
or privileges and including without limitation, any guarantee, security,
letter of credit or pledge provided by any Existing Shareholder of the
Company) that was created/granted/arranged in connection with any
operational debt or any other debt or obligation of the Company, at any
time prior to the Plan Effective Date, shall automatically be released and
all liabilities and obligations of the Company and any Third Party
(including the Existing shareholders of the Company) on behalf of the
Company in relation to such Encumbrance or other form of collateral
shall stand permanently extinguished on the approval of this Resolution
Plan by the NCLT, without the requirement of any further action on part
of any party. All title deeds and other documents (including charge
documents, if any) held by the Operational Creditors or on their behalf
shall be immediately returned to the Company.

b. Operational Creditors (Workmen and employees)

Amount of Total Proposed % of

Claim Amount Settlement Settlement
Claim Amount amount to
Admitted admitted
claim
Amount

Claim 3,50,51,001 19,76,800.00 19,76,800.00 100 %

Filed
Total 3,50,51,001 19,76,800.00 19,76,800.00 100 %

i. According to the Information Memorandum provided, the amount of

Claim filed on behalf of workmen and employees is Rs. 3,50,51,001/-
and against which the Resolution Applicant is offering an amount of Rs.
19,76,800.00 (Nineteen Lakhs Seventy Six Thousand Eight Hundred

58
 Only). The Resolution Applicant would pay 100 % of the dues of the
workmen and employees and the same shall be paid in priority to the
dues payable to financial creditors.

ii. Before submission of this Resolution Plan, any claim received from any
person claiming to be Workmen and Employees of the Corporate Debtor,
who has not filed their claim with the Resolution Professional, or if filed,
has not been verified by the Resolution Professional shall stand
extinguished and shall no longer be payable.

iii. Other than the admitted Workmen and Employees Dues and Potential
Workmen Dues, any and all claims or demands made by, or liabilities or
obligations owed or payable to, (including any demand for any losses or
damages, or interest, back wages, compensation, penal interest,
liquidated damages already accrued/ accruing or in connection with any
claims) any present or past, director indirect, permanent or temporary
employee and/or workman of the Company, whether admitted or not, due
or contingent, asserted or un-asserted, crystallized or un- crystallized,
known or unknown. secured or unsecured, disputed or undisputed,
whether or not set out in the IM, the balance sheets of the Company or
the profit and loss account statement of the Company or the list of
creditors, in relation to any period prior to the Plan Effective Date, will
be written off in full and shall be deemed to be permanently extinguished
by virtue of the order of the NCLT approving this Resolution Plan and
the Company or Applicant shall at no point of time be, directly or
indirectly, held responsible or liable in relation thereto.

iv. Other than the admitted workmen and employees dues and potential
workmen dues, any and all rights and entitlements of any present or past,
direct or indirect, permanent or temporary employee and/or workman of

59
 the Company, whether admitted or not, due or contingent, asserted or
unasserted, crystallized or uncrystallized, known or unknown, disputed
or undisputed, in relation to any period prior to the Plan Effective Date,
shall be deemed to be permanently extinguished by virtue of the order of
the NCLT approving this Resolution Plan and the Corporate Debtor or
Resolution Applicant shall at no point of time directly or indirectly, have
any obligation, liability or duty in relation thereto.

c. Other Creditors:

As per the information available from the updated list of admitted claims
provided by the Resolution Professional, Dhruvanshu Builders and Promoters
Limited had filed its Claims for an amount of INR3,61,50,000.00 (Three
Crores Sixty One Lakhs Fifty Thousand Only), however the Resolution Plan
has admitted an amount of INR 50,00,000 (Fifty Lakhs Only). The Resolution
Applicant proposes to pay INR 5,00,000/- to the said creditor within 2 month
of approval of the Resolution Plan by AA.

d. Litigation dues

Specifically, all dues under the provisions of Applicable Laws relating to

ongoing litigations whether admitted or not, due or contingent, whether or not
set out in the IM, the balance sheets of the Company or the profit and loss
account statements of the Company or the list of creditors, asserted or un-
asserted, crystallized or un-crystallized, known or unknown, secured or
unsecured, disputed or undisputed, in relation to any period prior to the Plan
Effective Date, shall stand extinguished by virtue of the order of the Hon’ble
NCLT approving this Resolution Plan and the Company shall not be liable to
pay any amount against such dues. All notices, assessments, appellate or other
proceedings pending or threatened in relation to the Company, in relation to
any period prior to the Plan Elective Date or arising on account of the
acquisition

60
of control by the Applicant over the Company pursuant to this Resolution
Plan, shall stand terminated and withdrawn and all consequential liabilities, if
any, shall stand extinguished and be considered as not payable by the
Corporate Debtor or the Resolution Applicant by virtue of the order of the
Hon’ble NCLT approving this Resolution Plan and any re-assessment
revision or other proceedings under the provisions of the Applicable Laws
relating to taxes would be deemed to be barred In relation to any period prior
to the Plan Effective Date, by virtue of the order of the Hon’ble NCLT
approving this Resolution Plan.

e. Provision for contingent liabilities

As per Information Memorandum, the Corporate Debtor is having certain

contingent liabilities which is amounting to Rs. 8,23,65,135/- towards tax
liability and which is enlisted as below:

Sl. no. Contingent 31 March, 2022 31 March, 2021

Liabilities (in Rs.) (in Rs.)
1. Property Tax 2,98,00,000 2,98,00,000
pending to MCD
2. Income Tax 5,25,65,000 4,90,87,065
along with
interest
Total 8,23,65,135 7,88,87,065

Without prejudice all liabilities (including without limitation, for any tax,
penalty, interest, fines or fees) or obligations of the company, in relation to; A)
any investigation, inquiry or show- cause, whether civil or criminal; B) any
Non- Compliance of provisions of any Applicable Laws rules, regulations,
directions, notifications, circulars, guidelines, policies, licenses, approvals,
consents or permissions; C) change of control, transfer charges, unearned
increase, compensation, or any other such liability whatsoever under any
contract, agreement, lease, license, approval, consent or permission to which
the Corporate Debtor are entitled; D) any leasehold rights or freehold rights to

61
movable or immovable properties in the possession of the Company (including

62
but not limited to the leases, letter of intent or other agreements/ contracts
/arrangements for immovable property entered into by the Corporate Debtor
with the Central Government and State Government); E) any contracts, the
same shall stand extinguished.

Agreements or commitments made by the Corporate Debtor, any excise,

customs, income tax, property tax, wealth tax, service tax, VAT, Sales Tax,
goods and service tax demand notices in each of the foregoing cases whether
admitted or not, due or contingent, asserted or unasserted, crystallized or
uncrystallized, known or unknown, secured or unsecured, disputed or
undisputed, whether or not set out in the IM, the balance sheets of the
Corporate Debtor or the profit and loss account statements of the Corporate
Debtor or the list of creditors, in relation to any period prior to the Plan
Effective Date or arising on account of the acquisition of control by the
Resolution Applicant over the Company pursuant to this Resolution Plan, will
be written off in full and will be deemed to be permanently extinguished by
virtue of the order of the NCLT approving this Resolution Plan and all such
investigations, inquiries or show- cause, whether civil or criminal in relation to
the foregoing shall be disposed of, and the Corporate Debtor or the Resolution
Applicant shall at no point of time be, directly or indirectly, held responsible or
liable in relation thereto.

Any and all rights and entitlements of the Governmental Authorities including
but not limited to the Central Government, the State Governments any
regulatory or local authority or body or any agency or instrumentality thereof
or any other party or entity (under any agreement, lease, license, approval,
consent or permission) whether admitted or not, due or contingent, asserted or
unasserted., crystallized or uncrystallized, known or unknown, disputed or
undisputed, in relation to any period prior to the Plan Effective Date shall be
deemed to be permanently extinguished by virtue of the order of the NCLT
approving this Resolution Plan and the Corporate Debtor or the Resolution

63
Applicant shall at no

64
 point of time, directly or indirectly, have any obligation, liability or duty in
relation thereto.

However, out of abundant caution, the Resolution Applicant has kept a

provision of Rs. 1,00,00,000/-.

f. Payment to Shareholders

i. There is no shareholding by public. Hence no payment is proposed

under this Resolution Plan.

ii. Liquidation Value of the Company is not known to the Resolution

Applicant. The Resolution Applicant has assumed that the Liquidation
Value of the Company is less than the Admitted Debt for Financial
Creditors which is as tabulated above. Accordingly, the Liquidation
Value is not sufficient to cover the debt of the Financial Creditors of the
Company in full.

iii. The Shareholding of the Company are as under:

LIST OF SHARE HOLDERS AS ON 31 MARCH 2020

S. No. Amount per

Folio No. Name of Shareholder No. of Types of Share
Shares Shares

MR ANIL KUMAR
1. A0139 1000 Equity 10
TREHAN
2. A0222 MR AZAD SINGH 100 Equity 10
3. A0225 MR A.C. OBERAI 1000 Equity 10
4. A0236 MR A.N. SAPROO 500 Equity 10
5. B0156 MR BIKRAM SINGH 300 Equity 10

65
 MR CECIL OSCAR
6. C0125 1500 Equity 10
RICHARDS
7. D0146 MR. D. P. SINHA 600 Equity 10
8. D0148 MR. D. N. DAWAR 1000 Equity 10
9. D0154 MR. D. D. CHATURVEDI 2000 Equity 10
MR. GYANESHWAR
10. G0133 600 Equity 10
SINHA
11. G0135 MR. GURBAKSH SINGH 200 Equity 10
12. G0136 MR. GAURAV TEWARI 11100 Equity 10
MR. HARISH CHANDRA
13. H0124 5000 Equity 10
ARORA
MS. INDERJEET
14. I0110 15600 Equity 10
KHANNA
15. J0127 MR. JAGMOHAN SINGH 2800 Equity 10
MR. K. L. CHOPRA WG.
16. K0130 5000 Equity 10
CDR. (RETD)
MR. K. PARMESHWARAN
17. K0179 300 Equity 10

MS. KRISHANA
18. K0182 6500 Equity 10
CHADHA
19. MARIA TELLA
M0195 GONSALVESEMENEZES 2500 Equity 10

20. MEENA TEWARI 11100

MR. MADAN LAL
21. M0198 1100 Equity 10
GUPTA
22. M0206 MR. MOHAN MANDAL 100 Equity 10
MRS. NEELAM RANA
23. N0165A 773600 Equity 10
TEWARI
24. N0166 MR. NAVIN DUA 2000 Equity 10
25. P0164 MRS. PREM JAIN 20000 Equity 10

66
 MS. PRIYANKA
26. P0175 11100 Equity 10
TEWARI
MR. RAVI INDER SINGH
27. R0154 1900 Equity 10
(RETD.)
MR. RANA RANJIT
28. R0211 573100 Equity 10
KUMAR TEWARI
29. R0248 MS. RADHA NAIR 200 Equity 10
30. S0306 MRS. SUDESH SINHA 600 Equity 10
31. S0307 MR. S. K. DESAI 1000 Equity 10
MR. SIKANDER
32. S0311 5000 Equity 10
PARVEZ
MRS. SURAJ KUMARI
33. S0315 5000 Equity 10
SHARMA
34. V0175 MR. VINEET TEWARI 100 Equity 10
35. V0176 MR. VIJAY KHANNA 5000 Equity 10
31500
150000
0

g. Restructured Capital

The Resolution Applicant would infuse funds by issuance of 10,00,000 Equity

Shares of Rs.10 each amounting to INR 1,00,00,000 for the revival of the
Corporate Debtor. Further, the Resolution Applicant proposes to infuse funds
in the Corporate Debtor as and when required to ensure optimum revival of the
Corporate Debtor.

Entire Issued Share Capital shall be reduced to Nil without any consideration
paid to the Shares holders of the Corporate Debtor including any due towards
any dividend outstanding. Existing Share Capital other than the capital infused
by the RA shall be reduced to NIL. The share certificates held by them shall be
deemed to be surrendered. The approval of this Plan by the Adjudicating

67
Authority shall be deemed to have waived all the procedural requirements in
terms of Section 66, Section 42 and Section 62(1)(c) of the 2013 Act, and the
NCLT (Procedure for Reduction of Share Capital) Rules, 2016 for reduction of
share capital and issuance of equity shares to the Resolution Applicant and/or
the Financial Creditors

h. Treatment of Unspecified Liabilities and/or claims

i. General: Notwithstanding anything stated herein, the total liability of

the Resolution Applicant or the Corporate Debtor in relation to the
claims, liabilities, and obligations of the Corporate Debtor prior to the
Plan Approval Date shall not exceed the payments to be made to the
Financial Creditors, and Operational Creditors as specified
hereinabove. All claims that may arise post the Plan Approval Date
including claims under applicable Law, contract, judicial / quasi-
judicial proceedings, disputed or undisputed, crystallized or otherwise
which relate to the period prior to the Plan Approval Date shall be
subject to the limit on liability stated under this Section.

Financial Creditors
ii. Pursuant to the approval of this Resolution Plan by the Adjudicating
Authority, each of the Financial Creditors shall be deemed to have
agreed and acknowledged the following terms:

a. The payments to the Financial Creditors in accordance with this

Resolution Plan shall be treated as full and final payment of all
outstanding dues of the Corporate Debtor to each of the
Financial Creditors as of the Effective Date, and all agreements
and arrangements entered into by or in favour of each of the
Financial Creditors, including but not limited to loan
agreements and

68
 security agreements (other than corporate or personal guarantees
provided in relation to the Corporate Debtor by the Existing
Promoter Group or their respective affiliates) shall be deemed to
have been assigned / novated to the Resolution Applicant, or
any Person nominated by the Resolution Applicant, with effect
from the Effective Date, with no rights subsisting or accruing to
the Financial Creditors for the period prior to such assignment
or novation; and (ii) to the extent not legally capable of assigned
or novated terminated with effect from the Effective Date, with
no rights accruing or subsisting to the Financial Creditors for the
period prior to termination.

b. In relation to the loans and financial assistance provided to the

Corporate Debtor, each of the Financial Creditors, as the case
maybe, shall:

 Assign / novate all security given (including but not limited to

Encumbrance over assets of the Corporate Debtor, pledge of
shares of the Corporate Debtor (other than corporate
guarantees and personal guarantees) related in any manner to
the Corporate Debtor) to the Resolution Applicant and/or its
Connected Persons, and/or banks or financial institutions
designated by the Resolution Applicant in this regard, pursuant
to the Acquisition Structure, with effect from the Effective
Date;

 Issue such letters and communications, and take such other

actions, as may be required or deemed necessary for the
release, assignment or novation of (i) the Encumbrance over
the assets of the Corporate Debtor; and (ii) the pledge over the
shares of the Corporate Debtor; within 5 (five) Business

69
Days from the

70
 Effective Date; and

 Be deemed to have waived all claims and dues (including

interest and penalty, if any) from the Corporate Debtor arising
on and from the Insolvency Commencement Date, until the
Effective Date.

iii. Any claims made under any guarantees issued by the Corporate Debtor
on behalf of its subsidiaries and third parties, excluding the guarantees
dealt with above (i.e. as issued in favour of Financial Creditors of the
Corporate Debtor), shall not constitute financial debt and all such
guarantees shall also stand extinguished as a part of the Resolution Plan
and the beneficiaries of such guarantees shall be expected to recover the
monies with respect to uninvoked guarantees from the principal
borrower and for any shortfall, they shall not have any recourse against
the Corporate Debtor and/or the Resolution Applicant. For the sake of
brevity, the underlying loans to such principal borrower still continue
with right to full recovery.

iv. In the event that the Corporate Debtor is required to pay any amounts
pursuant to the invocation of guarantees given on behalf of the
Corporate Debtor or payment made thereunder. The Financial Creditors
shall jointly reimburse such amounts to the Corporate Debtor within
a period of ninety days of any such payment being made by the
Corporate Debtor. Further, in the event that the Financial Creditors
require the Corporate Debtor to contest any claim on the Corporate
Debtor pursuant to the invocation of guarantees given on behalf of the
Corporate Debtor or payments made thereunder, the Financial Creditors
shall bear all litigation costs for contesting such claim.

71
 Operational Creditors (Govt. Dues)

v. Pursuant to the approval of this Resolution Plan by the Adjudicating

Authority, each of the Operational Creditors and Government Dues
shall be deemed to have been waived. No claim has been filed by any
government body before the Resolution Professional, therefore the RP
is unable to admit any claim. The books of account shows a tax liability
of Rs. 5,25,65,135/- as in audited annual balance sheet of financial year
2021. The Resolution Applicant has kept contingent provision in the
event any claim is being filed by any government authority and subject
to the decision of the Ld. Adjudicating Authority.

Workmen and Employees

vi. Pursuant to the approval of this Resolution Plan by the Adjudicating
Authority, each of the Operational Creditors and Government Dues
shall be deemed to have been waived.

i. Treatment of amounts claimed under ongoing litigations:

a) All inquiries, investigations, notices, causes of action, suits, claims,

disputes, litigation, arbitration or other judicial, regulatory or
administrative proceedings against the Corporate Debtor or the affairs
of the Corporate Debtor, pending or threatened, present or future and
the proceedings (whether civil or criminal) specifically set out in the IM
in relation to any period prior to the Plan Effective Date or on account
of acquisition of control by the Applicant over the Corporate Debtor
pursuant to this Resolution plan, shall be settled at NIL value as against
any amount determined to be paid by the Company and accordingly all
such proceedings, inquiries, investigations, etc. shall be disposed of
and
72
 all liabilities or obligations in relation thereto, whether or not set out in
the balance sheets of the Corporate Debtor or the profit and loss
account statements of the Company or the list of creditors, will be
deemed to have been written off in full against a NIL value. By virtue
of the order of the Hon’ble NCLT approving this Resolution Plan, all
new inquiries, investigations, notices, suits, claims, disputes, litigation,
arbitration or other judicial, regulatory or administrative proceedings,
including any proceedings/ claims/ demand for real estate or projects
owned or developed by the Corporate Debtor, or by any allottee of
residential/ commercial/ institutional units developed by the Corporate
Debtor, will not be initiated or admitted if these relate to any period
prior to the Plan Effective Date or on account of the acquisition of
control by the Applicant over the Corporate Debtor pursuant to this
Resolution Plan, against the Corporate Debtor or Resolution Applicant
or any of its employees or directors who are appointed or who remain
in employment or directorship after the Plan Effective Date or pursuant
to the implementation of the Resolution Plan.

b) It is clarified that the existing shareholders, managers, directors,

officers, employees, workmen or other personnel of the Corporate
Debtor shall continue to be liable for all the claims, demand,
obligations, penalties etc. arising out of any (i) proceedings, inquiries,
investigations, orders, show causes, notices, suits, litigation etc.
(including those arising out of any orders passed by the NCLT pursuant
to Sections 43, 45, 49, 50, 66,
68, 70, 71, 72, 73and 74 of the IBC), whether civil or criminal, pending
before any authority, court, tribunal or any other forum prior to the Plan
Effective Date or (ii) that may arise out of any proceedings, inquiries,
investigations, orders, show cause, notices, suits, litigation etc.
(including any orders that may be passed by the NCLT pursuant to
Sections 43, 45,49, 50, 66, 68, 70, 71, 72, 73and 74 of the IBC),
73
 whether civil or criminal, that may be initiated or instituted post the
approval of the Resolution Plan by the Hon’ble NCLT on account of
any transactions entered into, or decisions or actions taken by, the
existing shareholders, managers, directors, officers, employees,
workmen or other personnel of the company. The Company or the
Applicant shall at no point of time be, directly or indirectly, held
responsible or liable in relation thereto.

c) Any amount realized on account of the Application under Sections 43,

45, 49, 50, 66 filed with Hon’ble NCLT will be to the account of the
Corporate Debtor and the Resolution Applicant shall allocate the
benefits if any accrued as a result of outcome of such cases to various
Financial Creditors in the ratio of voting share, as on the cut-off date.
After approval of Resolution Plan by Hon’ble AA, Application under
Sections 43, 45, 49, 50, 66 filed with Hon’ble NCLT shall be pursued
by the RA.

d) All the inquiries, investigations, notices, cause of action, suits, claims,

disputes, litigation, arbitration or other judicial, regulatory or
administrative proceedings including any proceedings claims/demand
for real estate or projects owned or developed by the Corporate Debtor,
or by any allottee of residential/ commercial institutional units
developed by the company, against the Corporate Debtor or the affairs
of the Corporate Debtor, pending or threatened, present or future and
the proceedings (whether civil or criminal) whether admitted or not,
due or contingent, asserted or unasserted, crystallized or uncrystallized,
known or unknown, secured or unsecured, disputed or undisputed,
present or future, including but not limited to details of all material
litigations and ongoing investigations or proceedings mentioned above
in this Resolution Plan, whether or not set out in the IM, the balance
sheets of the Corporate Debtor or the profit and loss account statements of
74
 the Corporate Debtor or the list of creditors, in relation to any period prior to
the Plan Effective Date or arising on account of the acquisition of control by
the Applicant over the Company pursuant to this Resolution Plan, will be
written off in full and will be deemed to be permanently extinguished by
virtue of the order of the Hon’ble NCLT approving this Resolution Plan and
the Corporate Debtor or the Applicant shall at no point of time be, directly or
indirectly, held responsible or liable in relation thereto. It is also proposed that
no interest or penalty should be levied on the crystallized statutory liabilities
with respect to the statutory liabilities of the Corporate Debtor prior to the
Plan Effective Date.

j. Treatment of Security and Guarantees provided by the Promoters /

Directors of the Corporate Debtor

The guarantees/ contractual comforts/collateral provided by existing

shareholders/ promoters/ directors/ guarantors in respect of the debt of
Corporate Debtor shall not be extinguished by virtue of this Resolution Plan
and the Banks/Financial Institution may proceed against the said
guarantees/ contractual comforts/collateral. Provided however that no right
of subrogation shall be available to existing shareholders/
promoters/guarantors (or any other person claiming through them) in case of
invocation of/ payment by existing shareholders/
directors/promoters/guarantors under their existing guarantees/contractual
comforts/collateral and all such subrogation rights shall stand permanently
waived/ extinguished on the Effective Date, pursuant to NCLT Approval
Order.

k. Contingent liabilities
i. Liquidation Value of the Company is not known to the Resolution
Applicant. The Applicant has assumed that the Liquidation Value of the
Company is less than the Admitted Debt for Financial Creditors which

75
 is as tabulated above. Accordingly, the Liquidation Value is not
sufficient to cover the debt of the Financial Creditors of the Company
in full.

ii. According to the Information Memorandum provided by the Resolution

Professional and further information provided by Resolution
Professional there can be contingent liabilities payable by the Corporate
Debtor.

iii. Resolution Applicant proposes INR 1.00 Crore payment in respect of

contingent liabilities on account of no existing demands as on date as
per the Information Memorandum provided. However, if any demand is
granted, the Resolution Applicant undertakes to pay the principal
amount of the said liabilities, exclusive of the
interests/charges/penalties, as it is a revival of the Corporate Debtor, the
Resolution Applicant has sought waiver of interests/charges/penalties.

iv. No coercive action will be taken for the deposit/ settlement of the
demand on or after approval of Resolution Plan by Adjudicating
Authority, subject to appeal pending before any Appellate Authority.

v. There are guidelines issued by government authorities or provided in

the Act / Rules that where outstanding demand is disputed before
Appellate Authority, a percentage of the disputed amount is required to
be deposited to grant stay of demand till disposal of first appeal. On
approval of Resolution Plan by Adjudicating Authority, there will be
waiver of the requirement of pre-deposit, if any, to accept filing of
appeal before any appellate authority and to grant stay of the demand.

vi. On approval of Resolution Plan by Adjudicating Authority there will be

waiver of interest, penal interest and/or penalty on any tax, duty or
other

76
 government levies, which may be finally determined to be payable by
Corporate Debtor.

l. Claims by Corporate Debtor

All existing and future claims by Corporate Debtor and all its existing and
future rights, entitlement, etc. with Governmental Authorities or any other
Person (including third parties) shall not be affected and shall remain
enforceable after the Effective Date. Nothing in this Resolution Plan shall be
deemed to affect the rights of Corporate Debtor and/ or the new management
of Corporate Debtor to recover from and/or asset claims or rights against
any Person and there shall be no set off of any such amounts recoverable by
Corporate Debtor or any liability of third party towards Corporate Debtor
extinguished pursuant to this Resolution Plan.

13. Other Conditions

a. Earnest Money Deposit:

i. The Resolution Applicant has given an interest free EMD of INR

2,00,00,000/- (Rupees Two Crores Only) in the form of a Bank
Guarantee favouring ‘PUSHPA BUILDER LIMITED’.

ii. EMD shall be retained, till the successful Resolution Applicant is

selected. The Resolution Professional / the Committee of Creditors
PUSHPA BUILDER LIMITED shall have the right to retain the EMD
for a further period as may be required by the Resolution Professional/
the Committee of Creditors.

iii. Return of EMD: The EMD of the Resolution Applicant, who has not
been selected as the successful Resolution Applicant, shall be returned
within 30 days after the date of declaration of the Successful Applicant.

77
 iv. Forfeiture of EMD: In accordance with the provisions of the Code and
the Regulations read with provisions mentioned in the RFRP issued by
the RP.

b. Performance Security

i. In accordance with Regulation 368 (4A) of the CIRP Regulations, the

Resolution Applicant, in case the Resolution Plan is approved under
sub- section (4) of section 30 of the Code, shall provide performance
guarantee of INR 5,00,00,000/-(Rupees Five Crores only) by way of
Demand Draft/Pay order/Bankers Cheque drawn in favor of any other
member Bank / NBFC as approved by the CoC, issued by any
scheduled commercial bank in India, payable at par issued, within 7
days from date of communication of its approval by the RP and the said
security shall be over and above proposed upfront cash payment offered
in the Resolution Plan, the same shall be valid till the term of the
Resolution Plan.

ii. The following shall be beneficiary bank details:

Account Name–Pushpa Builders Limited or any other member Bank/

NBFC as approved by the CoC
Bank Name – Yes Bank

iii. The said performance Security/guarantee shall stand forfeited in the

event of situations as per the terms of the RFRP.

14. RESTRUCTURING OF THE CAPITAL

The Resolution Applicant will infuse funds by way of issuance of 10,00,000

Equity Shares of Rs. 10 each, thereby, amounting to INR 1,00,00,000. The
Resolution Applicant would thus maintain the current capital structure of the

78
Corporate Debtor.

79
The Resolution Applicant would infuse additional funds as and when required to
ensure the optimum revival of the Corporate Debtor. The Resolution Applicant
would ensure that it undertaken all the efforts to revive the Corporate Debtor from
the said position. The process of restructuring will be as under:

14.1 Resolution Applicant to infuse an amount of Rs 1.00 Crore to subscribe 10

lacs equity shares having face value of Rs 10 each.

14.2 Resolution Applicant shall effect the payment directly to the bank account
of Corporate Debtor; Upon receipt of the said sum, shares shall be
immediately issued to the Resolution Applicant.

14.3 Such shares can be issued in either demat or physical form, at the sole
discretion of RA, and upon issuance of physical mode, requirement of
issuance in demat form for Limited Company shall be dispensed with

14.4 Certified Copy of Approval of the Resolution Plan shall be deemed to be

the comprehensive requirement for the same and the need for process for
Preferential Allotment under Companies Act, 2013 or any such other rules
shall be deemed to be dispensed with including but not limited to the
requirement of separate account and resolution for Preferential Allotment.

14.5 Entire Issued Share Capital shall be reduced to Nil without any
consideration paid to the Shares holders of the Corporate Debtor including
any due towards any dividend outstanding.

14.6 Existing Share Capital other than the capital infused by the RA shall be
reduced to NIL.

14.7 Assets of Corporate Debtor to be suitably impaired due to capital reduction

80
15. SOURCE OF FUNDS

The source of funds for the implementation of the Resolution Plan by the
Resolution Applicant shall be from the internal accruals of self and Internal
Accruals/ Credit Lines of the Companies in which the Resolution Applicant is
either a director or a shareholder. M/s Synchrothink Innovation Private Ltd. and
Ms. VSM Food Cold Chain and Processors LLP will provide letter of
comfort/guarantee. Details of board resolutions of M/s Synchrothink Innovation
Private Ltd. and Ms. VSM Food Cold Chain and Processors LLP, balance sheet of
the Resolution Applicant showing the assets and capital which is sufficient to
finance and execute the present resolution plan is annexed as Annexure C.

16. MANAGEMENT OF THE COMPANY

New Board of Directors

a. From the Insolvency commencement date, the moratorium is declared by

Adjudicating Authority under section 14 of Code and the powers of Board
of Directors gets suspended. The power of Board of Directors gets vested
with resolution professional. On approval of the resolution plan by
Adjudicating Authority under Section 31(3) of Code the moratorium
declared ceases to have effect. Resolution Applicant will be entitled for
change of directors of Board of Directors to be constituted for the revived
corporate debtor.

b. Thereafter, the Resolution Applicant shall be in control and management of

affairs of Corporate Debtor and the business of Corporate Debtor shall be
carried on by the new management as appointed by the Resolution
Applicant. Corporate Debtor shall continue its operations in the real estate
sector.

c. Thereafter, within a period of 30 days of the approval of the Resolution Plan

by Adjudicating Authority, the Board of Directors of Corporate Debtor shall
81
 be reconstituted, new directors will be appointed to the Board of Directors
of Corporate Debtor by the Resolution Applicant. The new Board of
Directors will be professionally managed by experienced persons including,
Megha Gupta.

d. Further, whole-time key managerial personnel, if required, will be

appointed as per the requirements of the Companies Act.

e. Resolution Applicant shall have the right to replace the existing auditors
(Statutory and Internal) of the Company and appoint new auditors as
deemed fit by the Resolution Applicant upon acquisition of the control over
the Company by RA pursuant to the Resolution Plan.

f. In order to successfully derive the operation of real estate sector, the team of
experts of relevant field will work under the direct supervision and control
of the new management.

g. The Resolution Applicant shall be the new promoter of Corporate Debtor

and relevant applications shall be made to Ministry of Corporate Affairs and
other Departments and Authorities for declassification of existing Promoters
as promoters of Corporate Debtor.

17. Release of Resolution Professional

17.1 The Resolution Professional was appointed by the Adjudicating Authority and the
CoC was formed by the Resolution Professional pursuant to the CIRP Process of
the Corporate Debtor.

17.2 The Resolution Professional shall be released of his duties and responsibilities
with effect from the Effective Date and take position/ charge as the Monitoring
Professional.

82
18. GOING CONCERN:

The Corporate Debtor shall continue as a going concern and operate in its normal
course of business upon implementation of the Resolution Plan. With effect from
Effective Date, the management of affairs of the Corporate Debtor would be done
through the newly constituted Board of the Corporate Debtor.

a. Continued Co-operate existence: The Corporate Debtor shall continue its

operations in the normal course of business.

b. Corporate Actions: The Corporate Debtor shall take appropriate corporate

actions necessary for Implementation of all the provisions of the Resolution
Plan, which includes filing of appropriate documents or forms amongst
others, with the Registrar of Companies and Ministry of Corporate Affairs;
and other compliance as par the governing law.

19. SOCIO ECONOMIC NATURE OF INVESTMENT

 Prospective direct/indirect employment generation to 100 persons
(approximately) by completing the projects in stand-still.
 Idle assets will be put to productive use, which brings in Revenue
Generation and taxes to the Government.
 RA proposes to install rain water harvesting system to conserve the water
resources at the project site.
 RA proposes to have green plantation in and around the project site.
 RA proposes to have Effluent treatment plant to avoid wastage of water
and conserve the natural water resources.
 RA proposes to have only LED electrical fitting, Solar system and
other energy saving devises.

83
20. TERM OF RESOLUTION PLAN AND ITS IMPLEMENTATIONAND ITS
SUPERVISION

a. The term of the Resolution Plan will be 2 years (24months) and with the
following steps:

i. Resolution Applicant will initially infuse funds of INR 1 Crore as Share

Capital of INR 1 Crores in the corporate debtor for payment of CIRP
Costs, payments to operational creditor and other creditors.

ii. Payment so initially infused by the Resolution Applicant will be partly

utilized for settlement of dues of Operational Creditors within 7 days from
the approval of the resolution plan and payment to Financial Creditors.

b. The Resolution Applicant believes that it can significantly supplement and

support in the revival of the Corporate Debtor. The Resolution Applicant believes
that it would infuse sufficient capital in the Corporate Debtor thereby enabling the
continued survival of the Corporate Debtor. The Resolution Applicant believes
that it can significantly contribute towards revival of the Corporate Debtor and
ensure that the business of the Corporate Debtor is maintained as a going concern.
The Resolution Applicant believes that the business plan set out by it is
reasonable, viable and projections are robust.

c. To implement the turnaround plan and ensure long-term sustainability of the

business, the Resolution Plan is committed to bring its expertise and best practices
in the operation and management of the Corporate Debtor, including;

i. Best in class operational capabilities for the ongoing operations as well as

for turnarounds, with focus on reliability, growth and sustainability.
ii. Adherence to and surpassing of the established standards.
iii. Leading Corporate Governance in line with the existing management and
practices of the Corporate Debtor.

84
 iv. Experience in setting up and management, construction, development of
various projects. The Resolution Applicant assures that the existing
building, repair or remodelling work carried out by the Corporate Debtor in
connection with any building would be carried out in an efficient and
effective manner.

d. On the Plan Effective Date, the present Resolution Professional shall stand
appointed as the “Monitoring Professional”, of the “Monitoring Committee”
which consist of one member of the Financial Creditor, one member of
Resolution Applicant, and Resolution Professional to monitor and supervise the
implementation of Resolution Plan. The Fees payable to the Monitoring
Professional shall be the same as that being drawn by him during the CIRP
period, and shall be paid by resolution applicant. The period of Implementation of
the plan to be monitored by the monitoring committee is for a period of 24months
for the effective implementation of the Resolution Plan. Once, the Resolution
Plan is successfully implemented the involvement of the Professional and other
members of the Monitoring Committee will be withdrawn.

e. The Monitoring Professional shall have the following Responsibilities:

i. Coordination amongst the stakeholders for the smooth implementation of

the Resolution Plan.
ii. Looking into various compliances as per the Resolution Plan during the
implementation of the Resolution period.
iii. Providing specified information to stakeholders regarding the
implementation of the Resolution Plan.
iv. Issue a certificate that the Resolution Plan has been duly implemented and
the mandatory payments contemplated in the Resolution Plan have been
duly completed.
v. In issuing this certificate, if a person has not collected its payments, despite
the Corporate Debtor having notified such person, it shall be deemed to

85
 be discharge of the Corporate Debtor’s payment obligations.

vi. Issuance of a certificate by the Monitoring Professional shall be a discharge

of the Resolution Applicant from their obligations under this Resolution
Plan.
f. Any modification in the terms of the Resolution Plan post Approval of the
Hon’ble Adjudicating Authority/NCLAT shall be implemented with the mutual
consent of the Financial Creditors of the Corporate Debtor at that stage and
subsequent approval of the modification by the Hon’ble NCLT and the Resolution
Applicant, shall not be construed to have violated the terms of the Resolution
Plan.

The Resolution Applicant would strive to get the possession of the properties of
the Corporate Debtor. The Resolution Applicant would also hire more
professionals in order to assist in the growth of the business of the Corporate
Debtor. As the bylaws, and the other regulations have changed the Resolution
Applicant would strive to make all the efforts to seek renewal of the compliances
and other permits granted by the government authorities for vacant land available
at Pushpa Aakash Apartment.

g. Key Elements of the Governance structure will include:

Board with shareholders, and the Chairman of the Board appointed by the
shareholders. The RA undertakes that any appointment of the board of directors
will be in compliance with the provisions of Section 29 A of the Code read with
Section 164 of Companies Act, 2013.

h. The Resolution Applicant will offer mobility and training programmes for the
employees and will ensure that the employees have sustainable work- life
environment. The Resolution Applicant considers that its approach to sustainable
development is critical in maintaining and winning trust among its key
stakeholders.

i. The Resolution Applicant possesses the financial and managerial capability to turn
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 around the distressed assets of the Company. The core strength of the Resolution
Applicant is to optimally match challenges with experience and find business
solutions swiftly and effectively. With the aforementioned plan the Resolution
Applicant aims to significantly turn around the business of the Corporate Debtor.

21. ADDITIONAL TERMS

21.1 Governing Law

The Corporate Debtor and the new management shall be governed by the
laws of India giving effect to Adjudicating Authority order approving the
Resolution Plan and any agreements, documents and instruments executed
in connection with the Resolution Plan.

21.2 Validity of the Resolution Plan

If the Resolution Plan is approved by the NCLT and/or appropriate Court and/or
judicial and/or quasi judicial authority, then the validity of the plan is shall be till the
term of the resolution plan.

21.3 Implementation

If this Resolution Plan cannot be implemented for any reason not

attributable to the Resolution Applicant and such non-performance,
hindrance or delay could not have been prevented by reasonable
precautions, then the non performing, delayed or hindered party shall be
excused for such non- performance, hinderance or delay, as applicable, of
those obligations affected by the Force Majeure event, for as long as the
Force Majeure event continues, the Resolution Applicant shall notify the
other party of the occurrence of the Force Majeure event in reasonable
detail, then the Resolution Applicant shall have no liability on this account,
provided however that any performance guarantee provided by the
Resolution Applicant cannot be invoked in accordance with the terms
thereof only if Resolution Applicant fails to
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 implement the Plan owing to “Force Majeure”.

21.4 Co-operation for handover

Where the Resolution Professional or the Monitoring Committee does not

co- operate with the Resolution Applicant in handing over of all assets and
records of the Corporate Debtor in accordance with this Plan, the Resolution
Applicant shall be entitled to make an application to the Adjudicating
Authority for necessary directions.

21.5 Co-operation by Financial Creditors

In the event that any proceedings are instituted against the Corporate Debtor
or the Resolution Applicant or the CoC or the Resolution Professional
opposing the approval of the Resolution Plan or seeking to prevent its
implementation, the Financial Creditors of the Corporate Debtor who
approved the Resolution Plan shall support the Resolution Applicant for the
approval of the Resolution Plan and shall object to any opposition to such
Resolution Plan.

22. APPROVALS REQUIRED FOR THE PLAN

22.1. NCLT: The Resolution Plan of the Resolution Applicants shall be required to be
approved by the NCLT under Section 31of the Code.

22.2. Companies Act, 2013:

• Explanation to Section 30 (2) of the Code read with MCA circular

dated October 25, 2017 bearing No. IBC/01/2017 (MCA Notification)
provides that there is no requirement of obtaining approval of
shareholder/members of a company under insolvency, for a particular

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 action, required in resolution plan, which would have been required
under the Companies Act or any other law and such an approval is
deemed to have been given once the resolution plan has been approved
by the NCLT.

• In light of the above, no shareholder's approval under Companies Act is

required to be obtained for issue of Equity Shares to the Resolution
Applicant and its members and the procedure for issuance of shares as
set out in Section 62 of Companies Act read with Rule 13 of Share
Capital and Debenture Rules, 2014 shall be followed only to the extent
relevant and required in light of Explanation to Section 30 (2) of the
Code read with MCA Notification.

• Re-organization of Corporate Debtor’s capital

22.3. SEBI Approvals: Corporate Debtor is a private company. ICDR Regulations

2009 are not applicable.

22.4. Takeover Code Exemption

• Corporate Debtor being a private company takeover code is not
applicable.

• The SEBI (Substantial Acquisition of Shares and Takeovers)

Code,2011has been amended by way of Securities and Exchange
Board of India (Substantial Acquisition of Shares and Takeover)
(Amendment) Regulations, 2017, (SEBI (SAST) Regulations)
providing exemption from open offer obligations under the SEBI
(SAST) Regulations to the acquisition of equity shares of a target
company pursuant to a Resolution Plan’s approved by NCLT under
Section 31 of the Code.

• Therefore, the Resolution Applicant shall not be required to comply

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with

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 the provisions of the SEBI (SAST) Regulations in respect of open offer
obligations. The Resolution Applicant shall comply with the disclosure
requirements under the SEBI (SAST) Regulations, as applicable.

22.5. Securities Contracts Regulation Act, 1956 (SCRA), Securities Contract

Regulation Rules, 1957 (SCRR) and the Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2009 Delisting Regulations)

Corporate Debtor is a privately held company and therefore the

aforementioned Regulations and laws are not applicable.

23. LIMIT ON LIABILITY

23.1. Notwithstanding anything contained in this Resolution Plan, in no event

the total payments to the creditors of the Corporate Debtor shall exceed the
amount provided in the Resolution Plan. Provision for payment has been
made in respect of claims submitted by creditors and admitted by
Resolution Professional and amount of liability appearing in books of
accounts as on the date for commencement of corporate insolvency.

23.2. All claims that may arise in the future, post the Plan Effective Date,
including any claims from any financial creditor, operational creditor,
statutory creditor or any other creditor, and pertaining to the period prior to
the Effective Date, shall not sustain and shall be deemed to have been
written off / deleted from the books of the Company unless specifically
provided for in this Resolution Plan.

23.3. The Resolution Applicant shall thus be under no obligation to make any
payment to any creditor for any amount apart from what has been
proposed and envisaged in this Resolution Plan.

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24. RELIEFS AND CONCESSIONS

The Resolution Applicant requests the Adjudicating Authority for the reliefs and
concessions set out below for the successful implementation of the Resolution
Plan. By approving this Resolution Plan, the Adjudicating Authority shall approve
the reliefs and concessions listed below:

24.1. The Corporate Debtor and the Resolution Applicant shall seek waiver/ exemption
from all taxes, levies, fees, transfer charges, transfer premiums and surcharges
that arise from or relate to the implementation of the Resolution Plan from the
requisite Government Authorities, since the payment of these amounts may make
the Resolution Plan unviable.

24.2. The Corporate Debtor and the Resolution Applicant shall seek waiver/ exemption
of any kind of damages, or interest, compensation, penal interest, liquidated
damages already accrued/ accruing or in connection with any claims).

24.3. All actions undertaken pursuant to the implementation of the Resolution Plan
approved by the Adjudicating Authority shall be deemed to be exempt from Tax
and Stamp Duty. If the said waiver is not granted the Resolution Applicant seeks
to approach the requisite authority for the seeking the waiver.

24.4. All licenses and Government approvals granted to the Corporate Debtor whether
lapsed, expired, suspended, cancelled, revoked, or terminated shall be renewed for
the period for which they were originally granted, starting from the Plan Effective
Date without any additional charges or penalty and the Corporate Debtor shall be
allowed to continue and operate its business and assets in the manner that all the
approvals and licenses are valid until renewal/extension of such licenses and
approvals. For the avoidance of doubt,

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 it is hereby clarified that all consents, licenses, approvals, rights,
entitlements, benefits and privileges whether under law, contract, lease or
license, granted in favour of the Corporate Debtor or to which the Corporate
Debtor is entitled or accustomed to, which have expired as of the Completion
Date, shall be deemed to continue without disruption for the benefit of the
Corporate Debtor until renewed by the relevant authorities, whichever is
later. Without any liability for the non- compliance during the time specified
above, the Resolution Applicant undertakes to cause the Corporate Debtor to
expeditiously identify such expired consents, licenses, approvals, rights,
entitlements, benefits and privileges whether under law, contract, lease or
license, granted in favour of the Corporate Debtor or to which the Corporate
Debtor is entitled or accustomed to, evaluate the steps required to address the
same and take steps to remedy the same to the extent practically possible.

24.5. All Government Authorities to waive all penalties, levies, and cess on past Non-
Compliances of the Corporate Debtor under the Applicable Laws, and the
Corporate Debtor, the Resolution Applicant shall not be liable for any non-
compliances under the Applicable Laws for the period prior to the Effective date
and the Adjudicating Authority shall pass an order to that effect. The Resolution
Applicant undertakes to seek waiver/settlement of the tax liabilities and other
statutory dues from the requisite Government Authorities, if the said waiver is not
granted the Resolution Applicant undertakes to pay the principal amount of tax
dues/other statutory liabilities.

24.6. All Government Authorities to waive the non-compliances of the Company prior
to the Plan Effective Date, including but not limited to Companies Act,2013, and
other acts, circulars and regulations and to consider providing relief to the
Corporate Debtor from all litigations pending at different levels and provide
waiver from tax dues including interest and penalty on such litigations.

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 24.7. All Government Authorities to grant any relief, concession or dispensation as may
be required for implementation of the transactions contemplated under the
Resolution Plan in accordance with its terms and conditions.

24.8. Any dues in the form of penalties/levies/compensation/fines will be applicable

and calculated only upto the date of admission into the CIRP. After the approval
of the Resolution Plan by the NCLT such amount will be paid as envisaged in the
Resolution Plan and no additional interest will be paid from the date of approval
of the Resolution Plan by the NCLT till the date of payment as envisaged in the
Resolution Plan.

24.9. While settling the claim of workmen/employees any amount to be deducted

towards the TDS/PF/ESI from such claim will be made and paid to by the Income
Tax/PF/ESI authorities. The remaining balance amount will be paid to the
workmen/employees. No interest/penalties will be levied by the Income
Tax/PF/ESI authorities on such amounts being deposited and the Adjudicating
Authority shall pass an order to that effect.

24.10. Any interest or penalty or charge payable during the CIRP period should be
waived off under any law for the time being in force.

24.11. The Resolution Applicant shall be allowed to make any modifications in the name
of the project, branding, etc. at their sole discretion and all concerned
parties/stakeholders shall provide NOC for the same if required.

24.12. The Resolution Applicant shall be allowed to substitute the authorised signatory
in all bank accounts maintained by the Corporate Debtor and banks will be
directed not to charge any interest, penalty or other charge during the CIRP
period.

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24.13. All business permits of the Corporate Debtor that may have lapsed or expired,
shall be renewed by the respective Government Authorities with effect from the
Plan Approval Date and the Corporate Debtor shall take all necessary steps to
ensure that such renewal in furtherance of its statutory duties under Section 20(1)
read with Section 23(2) of the Code. For avoidance of any doubt, it is hereby
clarified that, all Business Permits rights, entitlements, benefits and privileges
whether under applicable law, contract, lease or license granted in favour of the
Corporate Debtor or to which the Corporate Debtor is entitled to, or accustomed
to, which have expired on or prior to the Plan Approval Date or the Effective
Date, shall be renewed by the relevant Government Authority on expedited basis
and pending receipt of such permits, the Corporate Debtor shall be permitted to
continue to operate its business as a going concern without disruptions for the
benefit of the Corporate Debtor.

Dues of the Municipal Corporation of Delhi (MCD) and the IncomeTax

Department

24.14. Any Government Authority to exempt the Resolution Applicant from all the tax
litigations pending at different levels and waiver from all tax dues including,
interest, penalty and prosecution on such litigations and to condone the delay in
filing of Income Tax Returns, TDS Return and reports under various section of
the Income Tax Act, 1961 and not to disallow any benefit to the Corporate Debtor
on account of delay in filing of the Income Tax Return, TDS and Reports. That all
the relevant Government Authorities, including but not limited to Municipal
Corporation of Delhi and Income Tax Department to waive any and all demand of
notice in relation to making payments towards the pending
litigations/proceedings. From the Plan Effective Date, any claim of the Income
Tax Department against the Corporate Debtor arising out of the actions of the
erstwhile management of the Corporate Debtor before the initiation of the CIRP
shall stand extinguished and no action under the said

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 statue shall stand against the Resolution Applicant or the Corporate Debtor.

24.15. From the Plan Effective Date, any claim of the Income Tax Department against
the Corporate Debtor arising out of the actions of erstwhile management of the
Corporate Debtor before initiation of the CIRP shall stand extinguished and no
action under the said statue shall stand against the Resolution Applicant or the
Corporate Debtor.

24.16. From the Plan Approval Date, all inquiries, investigations and proceedings, suits,
claims, disputes, proceedings in connection with the Corporate Debtor or affairs
of the Corporate Debtor, pending or threatened, present or future in relation to any
period prior to the Plan Approval Date, or arising on account of implementation
of this Resolution Plan shall stand withdrawn and dismissed and all liabilities and
obligations, thereof, whether or not set out in the Balance Sheets of the Corporate
Debtor or the profit and loss statements of the Corporate Debtor will be deemed to
have been written off fully, permanently extinguished and no adverse orders
passed in the said proceedings should apply to the Corporate Debtor or the
Resolution Applicant. Upon approval of the Resolution Plan, all new inquiries,
investigations, notices, suits, claims, disputes, litigations, arbitrations or other
judicial, regulatory or administrative proceedings will be deemed to be barred and
will not be initiated or admitted against the Corporate Debtor in relation to any
period prior to the Effective Date.

24.17. Upon approval of the Resolution Plan by the Adjudicating Authority, all financial
obligations under any contract to which the Corporate Debtor is a party relatable
to the period prior to the Plan Approval Date shall stand assigned or novated in
favour of the Resolution Applicant unless extinguished as per the direction of
Resolution Applicant. From and on the Plan Approval Date, all assets of the
Corporate Debtor (including freehold properties, leasehold interests or rights of
the Corporate Debtor under lease and license agreement executed by it prior to the Plan
Approval Date) shall be vested in the Corporate Debtor, free and clear of all the
Encumbrances, other than Encumbrances required to be assigned/novated along with the
outstanding loans of the Corporate Debtor.
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24.18. No Government Authority (including regulatory, judicial and quasi- judicial
authority) shall issue any orders, directions, decrees, judgments, etc. that will be
in contravention of the provisions of the Resolution Plan (including the Financial
Plan).

24.19. Any dues in the form of penalties/levies/compensation/fines will be applicable

and calculated only upto the date of admission into CIRP. After the approval of
the resolution plan by NCLT such amount will be paid, if any, from the date of
approval of the Resolution Plan by the NCLT till the date of payment as
envisaged in the Resolution Plan.

24.20. Any civil or criminal proceedings against the erstwhile directors/management

should continue to be enforced. The existing shareholders, managers, directors,
officers, employees, workmen or other personnel of the Company shall continue
to be liable for all the claims, demand, obligations, penalties, etc. arising out of
any (i) proceedings, inquiries, investigations, orders, show cause, notices, suits
litigations, etc prior to the Plan Approval Date.

24.21. Pushpa Auto Complex - The Resolution Applicant shall be entitled to make best
efforts to revive the lease of the Pushpa Auto Complex property of the Corporate
Debtor (situated at 160 Transport Centre, New Rohtak Road, Punjabi Bagh, New
Delhi-110026) upon payment of the requisite amounts and the Resolution
Applicant maybe given clean possession of the said property. The Resolution
Applicant would verify the titles of the occupants of the said property, and if the
an occupant has legal title to the property, the Resolution Applicant would seek to
get the possession of the said property on payment of the amounts due to the legal
occupants. Otherwise, if there are illegal occupants, the Resolution Applicant
would get the title to the said property of the Corporate Debtor.

24.22. Pushpa Akbar & Birbal Continental Hotel cum shopping Mall- The
Resolution Applicant maybe permitted to get the possession of the property i.e.,
Pushpa Akbar & Birbal Continental Hotel cum shopping Mall on payment of the

97
 requisite dues. If the said property is illegally occupied, the Resolution Applicant
maybe permitted to take steps to vacate the property in accordance with law.

24.23. Pushpa Towers - The property of the Corporate Debtor i.e., Pushpa Towers
situated at Plot No. A-13, Ambedkar Road, Ghaziabad, near Haldiram, Behind
Hotel Regency, the Resolution Applicant maybe permitted to approach Ghaziabad
Development Authority for seeking clear possession of the said property upon
payment of the necessary dues or charges, if any, and all the interest/penalty
pending against the Corporate Debtor shall be waived.

24.24. Pushpa Aakash Apartments – As regards the properties of the Corporate Debtor
that is Pushpa Aakash Apartments, comprising of Saraswati Block, Kaveri Block
and a vacant land situated on Plot No.1, Main Road, Vaishali adjoining Pradeshik
Armed Constabulary (“PAC”), opposite Radisson Blue Kushambi, Ghaziabad-
201011, the Resolution Applicant maybe allowed/permitted to seek recovery of
necessary/pending charges from the legal occupants. The Resolution Applicant
maybe permitted to take necessary steps against the illegal occupants in
accordance with law. There are certain restrictions on construction within
prescribed distance from PAC land. The Resolution Applicant maybe permitted to
represent the Corporate Debtor and take all necessary steps to secure necessary
permissions from PAC.

24.25. LUCKNOW PROPERTY - Pushpa Mall Apartments having address at 1102 B

Awas Vikas Colony, The Mall Avenue Lucknow, U.P-266001 belongs to the
Corporate Debtor. The Resolution Applicant maybe permitted to take necessary
steps against any illegal transaction with respect to this property in accordance
with law.

24.26. SAHIBABAD PROPERTIES MORTGAGED WITH KOTAK MAHINDRA BANK

LTD:

(a) Plot No. 44-A, Sector 5, Sahibabad, Ghaziabad is a residential and

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 commercial property which all units are allotted and in possession. The
said property comprises of 51 residential units distributed across 1-5 th
floor, 11th flats on first floor, 9 flats on second floor, 9 flats on third floor,
and two floors (Pant house) on fifth floor. There are 35 commercial shop
on ground floor and one basement, which is sealed by the government
authority.

(b) Plot no. 38-Sector 5, Sahibabad, Ghaziabad is comprised of a building

consisting of basement, ground floor, first floor, second floor and second
floor wherein basement and ground floor have few commercial shops, five
units each on first and second and on third floor there are two units.

(c) Plot No. 35-Sector 5, Sahibabad, Ghaziabad comprises of a building

which has basement + three floors The basement and ground floor have
few commercial shops. There are five units each on first and second floor
and on third floor there are two units.

(d) Land measuring 7865 sq. yards forming part of khasra no. 263 and 277 in
Village Hassanpur, Ghaziabad.

The RA will execute sale deed for Allottees who have made the payment. If
any portion is unsold, the same will be sold at prevailing market value. The
unauthorized occupants will be evicted and the possession will be taken for
further sale.

24.27. LAND IN GHAZIABAD BEHIND BIKANER- A plot of land bearing no. 37,
Ambedkar Road, Ghaziabad and is located behind Bikaner shop has been found to
be in the name of Pushpa Builders Ltd. though some third party source. However,
RP has not been able to locate any further details with respect to same. The RA
will seeks directions from the Hon’ble NCLT for cancellation of any illegal
transaction and recover the possession to develop this property.

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24.28. The Resolution Applicant reserved the right to amend modify any waiver or
conditions sough in the present Resolution Plan after approval of the same by the
CoC, at any time before the plan is submitted for consideration of the NCLT. It is
clarified that no such amendment or modification would have any impact on the
rights of the CoC under this Plan. The CoC undertakes that no such modification
or amendment shall entitle them to withdraw their Approval for the Resolution
Plan.

24.29. Without limiting the generality of the abovesaid reliefs, the Resolution Plan if
approved by the Adjudicating Authority, will be implemented notwithstanding
any reliefs and/or concessions granted and/or refused by the Adjudicating
Authority as sought in the Resolution Plan and notwithstanding anything
contained in the clauses herein.

24.30. Ghaziabad Development Authority: All dues till the Plan Effective Date, of the
Corporate Debtor more than that proposed in the Resolution Plan shall stand
waived of and/or extinguished from the Effective Date.

24.31. The moratorium provisions under the Code including but not limited to Section 14
of the Code shall mutatis mutandis apply to the period between the Plan Approval
Date and the Effective Date. Without prejudice to the generality of the foregoing,
the Corporate Debtor shall be provided un- interrupted supply of essential
services and goods during this period by all the relevant stakeholders.

25 RIGHT TO SHARE ADJUDICATING AUTHORITY'S ORDER AND THIS

RESOLUTION PLAN

The Resolution Applicant and the Corporate Debtor shall be entitled to share
certified copy of this Resolution Plan and the order of the Adjudicating Authority
approving this Resolution Plan with third parties, including Governmental
authorities.

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26 CURRENCY OF PAYMENT

All payments proposed to be made pursuant to this Resolution Plan will bein
Indian Rupees (INR).

27 ACCOUNTING TREATMENT

27.1 Upon approval of the Resolution Plan by the Adjudicating Authority, the
Resolution Applicant be permitted to draw up the financial statements of the
Company from the Effective Date (or any date closest to that date as may be
practicable) in compliance with applicable accounting standards such that it truly
reflects the claims verified and the realizable, fair value of the assets as may be
determined by Proposed Board of Directors.

27.2 For the above purpose, the Resolution Applicant under the supervision of the
Monitoring Committee is permitted to carry out necessary write off of assets,
creation of additional liability or expenses or write back of liability or provision
(as the case may be) in the books of accounts of the Company pertaining to the
period between the Effective Date and the Cut-off date.

27.3 Pursuant to the order of the Adjudicating Authority approving the Resolution Plan,
any debit or credit, being the balancing figure, shall be adjusted by the Company
in the capital reserve at its sole discretion and the same shall be deemed to be in
compliance with the applicable accounting standards.

28 OTHER TERMS AND CONDITIONS

28.1 Governing Law: The Company and the new management shall be governed by
the laws of India giving effect to Adjudicating Authority order approving the
Resolution Plan and any agreements, covenants, documents and instruments
executed in connection with the Resolution Plan.

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28.2 Binding Effect;

i. This Resolution Plan once approved by the Code and then the Adjudicating
Authority, along with such conditions as may be considered appropriate by
the Adjudicating Authority, shall be binding on the Resolution Applicant,
the Company, all holders of the claims, creditors, members, promoters,
employees, Central and State Government and all other parties in interest
and each of their respective successors and assigns.

ii. All requisite approvals and requirements of law required to give Effect to
the Resolution Plan shall be undertaken by the Resolution Applicant. The
Resolution Applicant, without prejudice to its rights and contention to seek
remedy before the Adjudicating Authority and/or the appropriate forum/s
prescribed under the law, undertakes that it shall not suspend the implementation
of this Resolution Plan after the approval of the Adjudicating Authority in the
event any of the reliefs and concessions the Resolution Applicant sought under this
Resolution Plan is not granted by the Adjudicating Authority.

iii. The Resolution Professional is expected to ensure all the Compliances

before the MCA / ROC for smooth transition of the new management in the
Corporate Debtor after the Plan Effective Date including and not limited to
filing of relevant Forms before the MCA/ ROC.

iv. The Resolution professional shall issue a Certificate to the Resolution

Applicant that there is no transfer, sale / alienation of any Asset after the
Insolvency Commencement Date till the Effective date.

v. From the Effective Date, the Resolution Applicant shall change the
registered office of the Corporate Debtor to a different address and no
approval shall be required in respect of the same, from the suspended Board
of Directors or any other Statutory Authority.

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28.3 Severability and right to modify

i. In the event it is determined that any provisions of the Resolution Plan is

unenforceable either on its face or as applied to any claims or transaction
and/or in the event any provision of the Resolution Plan becomes invalid for
reasons other than by breach of any party, Resolution Applicant may apply
to the Adjudicating Authority for appropriate modification of such
provisions of the Resolution Plan, to satisfaction of the Adjudicating
Authority, and such invalidity and/or unenforceability of the provision of
the Resolution Plan shall not render the whole Resolution Plan ineffective,
unless otherwise directed by the Adjudicating Authority by order.

ii. In case any such modification is required In the Resolution Plan after the
receipt of Adjudicating Authority's approval, to comply with any laws
currently in force or to apply for certain approvals as required under the
Resolution Plan or for any other requirements, not jeopardizing the rights of
the creditors under the current plan, Resolution Applicant would obtain
necessary approval on any modification required to comply with the laws in
force and to successfully implement the Resolution Plan from the
Adjudicating Authority as may be required.

iii. The Resolution Applicant herein reserves and retains the right to modify the
proposed Resolution Plan on occurrence of any of the following events:

 In case any additional information is obtained by the Resolution

Professional and provided to the Resolution post submission of this
Resolution Plan,

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  In case of any information provided by the Resolution Professional
if modified, revised or amended post submission of this Resolution
Plan,

 In case the amount of claims admitted by the Resolution

Professional towards any class of creditor is communicated or
modified or revised;

 In case the amount proposed in this Resolution Plan for settling the
dues to the Financial and other creditors is revised based on
discussions between the members of CoC and the Resolution
Applicant;

28.4 The Resolution Applicant has made every possible effort to prepare and submit
the Resolution Plan strictly in accordance with the various provisions of the Code
and as per the terms mentioned by the Resolution Professional. However, if there
is any inadvertent inadequacy/ shortcomings/ defects in the Resolution Plan, the
Resolution Applicant shall be given an opportunity for rectifying and removal of
such inadequacy/ shortcomings/ defects so observed.

28.5 Assignment of Interest: Any creditor may assign its rights under this Resolution
Plan, subject to the transferee unconditionally agreeing to be bound by the terms
of this Resolution Plan.

28.6 Consequences of Revocation: In the event the Resolution Plan after approval of
Adjudicating Authority is revoked and/or the restructuring of the Corporate
Debtor falls (Implementation is not as per the term of this plan), the existing
facilities of the creditors, the rights and remedies of the creditors under their
respective existing financing documents would continue as if they had not been
waived, amended, modified, superseded or replaced by the Resolution Plan and

104
 the creditors shall be entitled to enforce such rights and remedies under the
existing financing documents, as if the same had not been waived and/or modified
pursuant to this Resolution Plan and the other relevant documents executed
thereof. Provided however, that the obligations of the Company under the
Resolution Plan shall continue to be binding on the Company and its co-obligors
and the creditors shall be entitled to exercise all rights and remedies conferred on
them pursuant to this Resolution Plan.

28.7 Indemnity for the actions done by the Committee of Creditors, the Resolution
Professional and others:

The Resolution Applicant agrees to indemnify the COC, the Resolution

Professional and their advisors for all acts done in good faith. The said indemnity
will survive for CIRP period of the Corporate Debtor.

28.8 Treatment of Security and Guarantees provided by the Promoters /Directors of

the Corporate Debtor:

i. The guarantees/ contractual comforts/collateral provided by existing

shareholders/ promoters/ directors/ guarantors in respect of the debt of
Corporate Debtors shall not be extinguished by virtue of this Resolution
Plan and the Banks/Financial Institutions may proceed against the said
guarantees/ contractual comforts/collateral. Provided however that no right
of subrogation shall be available to existing shareholders/
promoters/guarantors (or any other person claiming through them) in case of
invocation of/ payment by existing shareholders/
directors/promoters/guarantors under their existing guarantees/contractual
comforts/collateral and all such subrogation rights shall stand permanently
waived/ extinguished on the Effective Date, pursuant to NCLT Approval
Order.

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 PART-C
SCHEDULE 1 : DEFINITIONS AND CONSTRUCTION &
INTERPRETATION

A. DEFINITIONS:

“Adjudicating Authority” shall mean the National Company Law Tribunal, New Delhi,
acting in capacity as the ‘Adjudicating Authority’ under the code;

“Admitted Claims” means the claims of the Financial Creditors and Workmen
admitted by the Resolution Professional as on 13.02.2023;

“Affiliate” means in respect of any Person, any other Person that directly or indirectly,
through one or more intermediate Persons, Controls, is Controlled by, or is under the
common Control of such Person and in case of Persons who are natural Persons, any
other Person who is a Relative of such Person and any other Person Controlled by such
Person or Relative of such Person;

“Applicable Laws” means any applicable national, federal, central, international,

foreign, state, provincial, local or other law including applicable provisions of all (a)
constitutions, decrees, treaties, statues, laws (including the common law), codes,
notifications, rules, regulations, policies, guidelines, circulars, directions, directives,
ordinances, orders, notes, clarifications, releases or any other forms of delegated
legislation of any Government Authority, statutory authority, court, tribunal or other
judicial or quasi- judicial authority; (b) orders, decisions, injunctions, judgments,
awards, findings, requirements, and decrees of or agreements with any Government
Authority, statutory authority, court, tribunal or other judicial or quasi-judicial
authority; and (c) any modification or re-enactment thereof;

“Board of Directors” shall mean board of directors of the Corporate Debtor;

“Business Day” shall mean any day of the Week excluding (i) Sunday; and (ii) any day

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which is a public holiday;

“Business Undertaking” means all rights, title and interest of the Corporate Debtor in
its current business together with all liabilities and all business assets (i.e., all tangible
and intangible properties, undertakings, contracts, rights, assets and Business Permits)
of the Corporate Debtor;

“CIRP” Refers to the meaning given to Corporate Insolvency Resolution Process in

Chapter II and Part II of the Code;

“CIRP Commencement Date” means the date of order of Hon’ble NCLT admitting
the commencement of corporate insolvency resolution process of the Corporate Debtor
i.e., 20.09.2022;

“CIRP Process” means the corporate insolvency resolution process of the Corporate
Debtor commencing from the Insolvency Commencement Date and ending on the plan
Approval Date;

“CIRP Regulations” means the Insolvency and Bankruptcy Board of India (Insolvency
Resolution Process for Corporate Persons) Regulations, 2016, as amended;

“CIRP Period” means the period of one hundred and eighty days from the ICD or such
other extended period as per the NCLT order;

“Claim” has the meaning ascribed to it in Part II of the Code;

“CoC” means a committee of creditors of Corporate Debtor constituted by the

Resolution Professional in accordance with the provisions of the code;

“Code” means Insolvency and Bankruptcy Code, 2016 (to the extent notified andin
force) including any rules and regulations framed there under and any modifications,
clarifications, re-enactments, or amendments thereto from time to time;

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“Connected Persons” shall have the meaning ascribed to the term under the Code;

“Corporate Debtor” means Puspha Builders Limited, an unlisted company classified

as company limited by shares incorporated under the Companies Act,1956 on 23rd July
1984 and registered with Registrar of Companies, Delhi.

“Creditors” has the meaning ascribed to the term under the Code;

“Companies Act, 2013” means and includes the Companies Act,2013, and allthe
rules, regulations and laws with regard to the said Act;

“Control” means, with respect to any Person: (i) the direct or indirect ownership of
more than 50% (fifty percent) or more of the equity shares or other voting securities of
such Person; or (ii) possession of power to direct the management and policy decision
of such Person: or (iii) the power to appoint a majority of directors, managers, partners
or other individuals exercising similar authority with respect to such Person by virtue of
ownership of shareholding, voting securities, or management rights or shareholders
agreements or voting agreement or contracts or in any other manner, whether (a) formal
or informal; (b) directly or indirectly, including through one or more other Persons;

“Cut Off Date” means the date on which the Resolution Applicant makes the payment
in full in terms of the resolution plan;

“Debt” means a liability or obligation in respect of a claim which is due from any
person and includes a financial debt and operational debt;

“Effective Date” or “Plan Effective Date” means the date on which the Resolution
Plan is approved by the Adjudicating Authority under the Section 31 of the Code;

“Encumbrance” shall mean any right, title or interest existing or created or purported
to be created in any manner whatsoever including by way of or in the nature of sale,
agreement to sell, assignment, co-ownership, attachment, pledge, hypothecation, charge,

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lien, option or right of pre-emption, entitlement to ownership (including usufruct and
similar entitlements) and any other interest or right held , or any statutory right
recoverable by sale of property, or any claim right or lien whatsoever that could be
raised or exercisable by third party and term “Encumbered” shall be construed
accordingly;

“Equity Shares” means equity shares of the Corporate Debtor having face value of
Rs.10 each;

“Existing Shareholders” means the person holding the Equity Shares of the Corporate
Debtor issued upto the Insolvency Commencement Date;

“EOI” shall mean Expression of Interest, which was submitted by the Resolution
Applicant on 24.12.2022 signifying its intention to submit Resolution Plan for the
Corporate Debtor;

“Financial Creditors” means any person to whom a financial debt is owned and
includes a person to whom such debt has been legally assigned or transferred;

“Financial Debt” means a debt along with interest, if any, which is disbursed against
the consideration for the time value of money and includes-

(a) money borrowed against the payment of interests;

(b) any amount raised by acceptance under any acceptance credit facility or its
dematerialised equivalent;

(c) any amount raised pursuant to any note purchase facility or the issue of bonds,
notes, debentures, loan stock or any similar instrument;

(d) the amount of any liability in respect of any lease or hire purchase contract which
is deemed as a finance or capital lease under the Indian Accounting Standards or
such other accounting standards as maybe prescribed;

(e) receivables sold or discounted other than any other transaction, including any

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forward sale or purchase agreement, having the commercial effect of borrowing;

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“Force Majeure event” means and includes acts of God, acts of war, terrorism, riots,
civil disorders, rebellions or revolutions, fire, flood, earthquake, elements of nature or
any other similar cause beyond the reasonable control of such Party.

“Government Authority” means any statutory authority, the President of India, the
Government of India, the Governor and the Government of any State in India, any
Ministry or Department of the same, any municipal or local government authority, any
authority or private body exercising powers conferred by applicable law and any court,
tribunal or other judicial or quasi-judicial body, and shall include, without limitation,
any stock exchange, depository and any regulatory body;

“Information Memorandum” means the Information Memorandum prepared by the

Resolution Professional i.e., Mr. Sanjay Mehra pursuant to Section 25(2)(g), 29 of the
Code read with Regulation 36 of the CIRP Regulations updated till the submission of
the Resolution Plan;

“Infusion Date” means and includes the date on which the Resolution Applicant will
infuse funds by way of issuance of equity shares.

“Interim Resolution Professional” means Mr. Sanjay Mehra, who was appointed by
the Hon’ble NCLT vide order dated 20.09.2022 with direction to perform all his
functions contemplated under the Code and to conduct the CIRP process of the
Corporate Debtor;

“INR” means Indian Rupees, the lawful currency of the Republic of India;

“Insolvency Commencement Date” means 20.09.2022;

“Law” means any Indian Statue, law, rule, regulation, ordinance, judgment,
notification, writ, order, injunction, decree, award, administrative requirements,
guideline, directive, statutory policy, or any similar for of decision or determination; or
any interpretation or adjudication having the force of law or other restriction of any
government authority, as applicable and as enacted or as promulgated, amended or
supplemented from time to
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time;

“Liquidation Value” means the liquidation value of the Corporate Debtor, as

determined in accordance with the Code;

“Non-Compliance” means any delay, default, non-compliance, breach, violation,

contravention by the Corporate Debtor, any member or shareholder, officer or director
of the Corporate Debtor or any Person associated with the Corporate Debtor in any
manner under the terms of applicable law or any agreement or arrangement binding on
the Corporate Debtor along with all fines, penalties, default interest, damages and any
amounts of, whatsoever nature;

“Operational Creditor” means operational creditor as defined in the Code, who/which

has submitted a Claim against the Corporate Debtor with the Resolution Professional
and includes any creditor who has submitted Claim against the Corporate Debtor with
the Resolution Professional in Forms as prescribed under Regulation 9A of the CIRP
Regulations (save except Persons whose Claim are covered under the IRP costs,
Workmen dues, Employee dues, Central/ State Government dues, and IRP costs;

“Person” shall include an individual, corporation, partnership, joint venture,

incorporated body or association, company Governmental Authority and in case of a
company and a body corporate shall include their respective successors and assigns and
in case of any individual his or her respective legal representative, administrators,
executors, and heirs;

“Plan Approval Date” means the date on which the Adjudicating Authority approves
this Resolution Plan;

“Resolution Applicant” means Megha Gupta which includes her legal heir subject to
meeting eligibility criteria prescribed in IM/RFRP.

“Resolution Plan” means the Resolution Plan dated 03.03.2023 submitted to the

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Resolution Professional of the Corporate Debtor for the proposed insolvency resolution
of the Company in accordance with the Code;

“Related Party” means “related parties” as defined in the Code and shall include the
entities listed as related parties of the Corporate Debtor, as set out in the audited
financial statements of the Corporate Debtor for the year ended 31.03.2022;

“Resolution Professional” means Mr. Sanjay Mehra having Registration Number –

IBBI/IPA-001/IP-P01818/2019-20/12784;

“RFRP” means Request for Resolution Plan dated 25.01.2023 issued on behalf of the
Corporate Debtor (as represented by the Resolution Professional) and the Committee of
Creditors of the Corporate Debtor under the Code;

“Secured Financial Creditor” mean the Financial Creditor of the Corporate Debtor
who have provided secured debt to the Corporate Debtor and have been identified as
such by the Resolution Profession;

“Stakeholder” means employees, members, shareholders, Creditors, guarantors and

other stakeholders of the Corporate Debtor;

B. INTERPRETATION

Unless a contrary intention appears and unless inconsistent with the Subject or context
thereof, any reference in this Resolution Plan to:

(a) Words denoting singular number only shall include the plural number and vice-
versa;

(b) Any agreement or instrument referred to in this Resolution Plan is a reference to

that agreement or instrument as amended, novated, supplemented, restated
(however fundamentally and whether or not more onerously) or replaced from
time

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 to time.

(c) Reference to any legislation or Applicable Law shall include references to any
such legislation or Applicable Law as it may, after the date thereof, from time to
time, be amended, supplemented or re-enacted and any successor legislation or
Applicable Law, and any reference to a statutory provision shall include any
subordinate’s legislation made from time to time under that provision:

(d) ‘Unless otherwise stated, (i) all references in this Resolution Plan to Sections,
Schedules, Annexures and Appendices shall be construed as a reference to the
Sections, Schedules, Annexures and Appendices of this Resolution Plan. and (ii)
any reference to Paragraphs in an Annexure shall be construed as a reference to
the Paragraphs of that Annexure;

(e) All references to the term “Person” shall include an individual, natural person,
corporation, partnership, limited liability partnership, joint venture, a trust, body
corporate, association company, Governmental Authority and in case of a
company and a body corporate shall include their respective successors and
assigns and in case of any individual his or her respective legal representative,
administrators, executors and heirs and in case of trust shall include the
trustee(s)for the time being and from time to time. The term “persons” shall be
construed accordingly;

(f) Capitalized terms defined by inclusion in quotations and / or parenthesis have the
meanings so ascribed;

(g) Capitalised terms used in this Resolution Plan shall have meanings and definitions
set out in this plan. If not defined in this plan, the capitalised terms used in this
Resolution Plan shall have meanings as understood in the RFRP and All terms
and words not defined in this Resolution Plan shall, unless repugnant or contrary
to the
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context or meaning thereof, have the same meaning ascribed to them under the
IBC, the CIRP Regulations, the CA 2013, the Securities Contracts (Regulation)
Act, 1956. The Depositories Act, 1996, the Income Tax Act, 1961 (“IT Act”),
SEBI Act and other Applicable Law, rules, regulations, bye laws, as the case may
be, including any statutory modification or re-enactment thereof from time to
time.

SD

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