IN THE NATIONAL COMPANY LAW TRIBUNAL

PRINCIPAL BENCH, NEW DELHI

[

I.A. 49/2024
In
CP (IB) No.1027/(PB)/2018

Under Section 30(6) of Insolvency and Bankruptcy Code, 2016 r/w Regulation
39(4) of The Insolvency and Bankruptcy Board of India (Insolvency Resolution
Process for Corporate Persons) Regulations, 2016

IN THE MATTER OF:

CP (IB) No.1027/(PB)/2018

OMKARA ASSETS RECONSTRUCTION PVT. LTD

Financial Creditor

Versus

VIKAS MULTIPLEX DEVELOPERS PVT. LTD

(Now Known as VV Multiplex Pvt. Ltd.)

Corporate Debtor

I.A. 49/2024
IN THE MATTER OF:

Ritu Rastogi
(Resolution Professional of Corporate Debtor)
Vikas Multiplex Developers Pvt. Ltd.
(Now Known as VV Multiplex Pvt. Ltd.)
IBBI/IPA-001/IP-P00204/2017-2018/10393
D-1 B, 9 A, D Block Janak Puri
New Delhi-110058
Email-id- ritu_rastogi1@[Link]
… Applicant

Order Pronounced On: 02.12.2024

I.A. 49/2024 In CP (IB)- 1027/2018 1

CORAM:
CHIEF JUSTICE (RETD.) RAMALINGAM SUDHAKAR
HON'BLE PRESIDENT

SHRI AVINASH K. SRIVASTAVA

HON’BLE MEMBER (TECHNICAL)

Appearances:

For the RP : Adv. Harshit Khare, Ritu Rastogi (RP in person)

For the SRA : Adv. Adhish Srivastava

I.A. 49/2024 In CP (IB) 1027/2018 2

 ORDER

The present application (I.A. 49 of 2024) has been filed by Ms. Ritu Rastogi,
Resolution Professional (“Applicant/RP”) of Vikas Multiplex Developers Pvt.
Ltd. (Now Known as VV Multiplex Pvt. Ltd.) (Corporate Debtor; “CD”) on
13.09.2024 under the provisions of Section 30(6) of the Insolvency &
Bankruptcy Code, 2016 (“The Code”) read with Regulation 39(4) of the IBBI
(Insolvency Resolution Process for Corporate Persons) Regulations, 2016
(“CIRP Regulations”) for approval of the Resolution Plan submitted by Mr.
Ashok Kumar Goyal, Successful Resolution Applicant (“SRA”). The prayer in
the present application is extracted below:

a) Allow the present Application;

b) Pass an order to approve the Resolution Plan submitted by the Successful
Resolution Applicant i.e. Mr. Ashok Kumar Goyal.
c) Pass an order to declare that upon approval of the Resolution Plan by this
Hon’ble Tribunal, the provisions of the Resolution Plan shall be binding on the
Corporate Debtor, its creditors, members, directors, employees and other
stakeholders in accordance with Section 31 of the Code and shall be given
effect to and implemented pursuant to the order of this Hon’ble Tribunal;
d) Approve the appointment of the monitoring committee as stipulated in the
Resolution Plan and approved by the Committee of Creditors;
e) Approve and grant reliefs and directions sought under the Resolution Plan
by the Resolution Applicant;
f) Pass such orders or further orders as maybe deemed fit and proper in the
facts and circumstances of the present case.

At the outset, it is relevant to mention herein that the resolution plan

submitted by the applicant suffered from certain inconsistencies, in view of
which this Adjudicating Authority thought fit to issue a Clarification Order
dated 14.10.2024 The applicant in compliance of the order dated 14.10.2024
filed a Clarification by way of an Affidavit dated 04.11.2024.

I.A. 49/2024 In CP (IB) 1027/2018 3

 BRIEF FACTS

1. The Corporate Debtor was incorporated on November 29, 2006 is a non-govt

company having its registered office at Office F.F.-53, First Floor, Ansal
Fortune Arcade (AFA) Sector-18, Gautam Buddha Nagar, Noida, Uttar
Pradesh-201301. Further the authorized capital is Rs. 1,60,00,000/- and Paid
Up capital is Rs. 1,54,80,000/-. It is involved in real estate business, building
of complete constructions or parts thereof including civil engineering, general
construction (including alteration, repair and maintenance) of residential
building , carried out on own -account basis or on a fee or contract basis. The
major asset of the CD is a mall namely “Vikas Mall” situated at Plot No. 1,
Indira Nagar, Dehradun, Uttarakhand

2. Before delving into the issue, it is relevant to mention the brief facts of the case
resulting into the present application. M/s L & T Finance Limited (being the
Original Financial Creditor) which later on assigned its debts to M/s Omkara
Assets Reconstruction Pvt. Ltd., (hereinafter referred to as Financial Creditor)
filed a petition under section 7 of the Code for seeking initiation of CIRP
against the CD. Pursuant to order dated 15.06.2023, this Adjudicating
Authority admitted CD into Corporate Insolvency Resolution Process (“CIRP”)
and accordingly Mr. Sandeep Mahajan (erstwhile RP) was appointed as
Interim Resolution Professional (“IRP”) in terms of Section 16 of the code. The
Copy of admission order dated 15.06.2023 is annexed as Annexure A-1 of the
application. Mr. Sandeep Mahajan was confirmed as RP in the 1st meeting of
the COC held on 15.07.2023; consequently an I.A. bearing No. 4709/2023
was filed before this Adjudicating Authority under Section 22(3)(a) of the Code
and this Adjudicating Authority vide order dated 04.09.2023 took on record
the appointment of RP. In due course of time, due to change of Constitution of
COC, a new application was filed seeking replacement of Erstwhile RP which
was allowed by this Adjudicating Authority vide order dated 20.02.2024 and
Ms. Ritu Rastogi (applicant herein) was appointed as the new RP.

3. The RP after being appointed as IRP issued public announcement in Form-A

in terms of Regulation 6 of the CIRP Regulations, 2016 intimating the public
about the commencement of CIRP against the CD and inviting the creditors to

I.A. 49/2024 In CP (IB) 1027/2018 4

 submit their claims. The announcement was published on 17.06.2023 in two
newspapers namely Business Standard (English) and Rashtriya Sahara
(Hindi) specifying the last date for submission of claims as 29.06.2023. A copy
of Form-A dated 17.06.2023 is annexed as Annexure A-2.

4. The RP, received claim from Omkara Assets Reconstruction Co. Ltd. and in
terms of Section 18(1)(b) read with Regulation 13(1) of CIRP Regulations,
2016, the RP verified the claims of the creditor and after verifying the same
prepared the list of creditors. Further, the RP constituted Committee of
Creditors (“COC”) in terms of Regulation 17(1) of CIRP Regulation, 2016. List
of creditor constituting the committee was filed before this Adjudicating
Authority vide I.A.3629 of 2023 which was taken on record vide order dated
17.07.2023. The RP later received a claim of Rs. 8,14,47,112 from M/s
Zillion vide email dated 05.07.2023 which was verified and admitted. It was
categorized as Unsecured Financial Creditor and further the RP received
claims from two Operational Creditor (other than Workmen, Employees, Govt.
Dues) i.e. from R S P H and Associates and Uttrakhand Power Corp. Ltd.
which was later verified and admitted. The RP filed I.A. 5171 of 2023 for
taking on record the reconstituted COC which was allowed vide order dated
03.10.2023. It is relevant to mention that later on M/s Omkara Assets
Reconstructions Pvt. Ltd. assigned its debt along with claims vide Assignment
Deed dated 11.12.2023 to M/s Indo Jatalia Holdings Limited.

5. The applicant on 08.08.2023 convened 2nd meeting of COC where the

eligibility criteria for Prospective Resolution Applicant (“PRA”) in terms of
Section 25(2)(h) of the Code along with publication of Form-G in terms of
Regulation 36 A of the CIRP Regulation, 2016 was deliberated and it is stated
that COC by way of resolution passed with requisite majority approved the
eligibility criteria along with draft invitation for expression of interest in Form
G. Copy of Minutes of 2nd COC meeting are annexed as Annexure A-4.

I.A. 49/2024 In CP (IB) 1027/2018 5

 Valuation of Corporate Debtor

6. Further, in terms of Regulation 27 of the CIRP Regulations, 2016, the RP with

approval of COC appointed the following registered valuers.

S. No. Name of the Valuer For

1. Mr. Sanchit Aggarwal Valuation of the Plant and Machinery of
Mr. Sushant Aggarwal the Corporate Debtor
2. Mr. Ashok Kumar Goyal Valuation of the Land and Building of the
Mr. Ashutosh Kaushik Corporate Debtor
3. Mr. Kushagra Goyal Valuation of the Securities or Financial Assets
Mr. Ankit Gupta of the Corporate Debtor

The valuers reported their valuation as follows:

S. Name of Book Value Fair Value Liquidation

No. the Valuer Value

1. Mr. Sanchit Aggarwal - Rs. 26,14,000/- Rs. 16,88,000/-

Mr. Sushant Aggarwal Rs. 22,18,760/- Rs. 24,00,000/- Rs. 13,50,000/-

2. Mr. Ashok Kumar Goyal - Rs. 18,14,61,000/- Rs.12,70,00,000/-

Mr. Ashutosh Kaushik Rs 19,42,00,000/- Rs. 14,56,00,000/-

3. Mr. Kushagra Goyal Rs. 12,14,97,499/- Rs. 8,39,14,246/- Rs. 4,49,09,376/-

Mr. Ankit Gupta - - -

The Fair Value of the CD is Rs. 28,43,62,184/- (Rupees Twenty Eight Crore
Forty
Three Lakh Sixty Two Thousand One Hundred Eighty Four Only) and the
Liquidation Value of the CD is 19,27,97,876/- (Rupees Nineteen Crore Twenty
Seven Lakh Ninety Seven Thousand Eight Hundred Seventy Six Only). The
copy of Valuation Report submitted by the registered valuers is annexed as
Annexure A-3.

7. The RP published Form-G dated 14.08.2023 in two leading newspapers

namely Business Standard (English) and Rashtriye Sahara (Hindi)
respectively for Expression of Interest (“EOI”) wherein the last date to receive
EOI from interested PRAs was 29.08.2023 and to issue Provisional List of

I.A. 49/2024 In CP (IB) 1027/2018 6

 PRAs was 08.09.2023. Copy of Form-G dated 14.08.2023 is annexed as
Annexure A-4. The RP received 5 EOI from the PRAs, however it is stated that
even after multiple extensions granted to PRAs for submission of the
resolution plans, only one resolution plan by M/s Om Telecom Logistics
Private Limited was submitted by 26.12.2023, which was considered to be low
as compared to admitted claims.
s

8. The RP in terms of Regulation 36 of the CIRP Regulation, 2016 proposed a

resolution for re-publication of another Form-G, which was duly approved by
the members in the Eighth CoC meeting held on 28.12.2023. Accordingly, the
RP issued fresh Form G dated 01.01.2024. Copy of the minutes of Eighth
COC Meeting dated 28.12.2023 has been annexed as Annexure A-5.

9. The RP appointed M/s Tatvam & Co. as Transaction Auditor to conduct

transaction Audit of the accounts of CD to determine the transactions falling
under Section 43, 45, 50 and 66 of the code. The appointment of the auditor
along with his fees was confirmed by the COC members in the 6th meeting of
COC held on 16.11.2023. Based on the Transaction Audit Report dated
22.11.2023, the applicant made a determination that the CD had undertaken
transaction with Brij Gopal Constructions Pvt. Ltd. which falls within the
purview of Section 66 of the Code, with amount involving of INR
10,05,19,000/. basis which the RP filed an application under Section 66,
which is pending before the Hon’ble Tribunal for adjudication.

10. In view of the fresh Form- G the RP received 6 EOIs in which it is stated that
EOI of M/s Om Logistics Private Limited was considered as fresh submission.
In compliance of the provisions of the Code, the RFRP dated 30.01.2024 and
Information Memorandum was issued to the PRAs. Further, in view of the
request received from various PRAs an extension of 15 days was given by the
RP to submit the plans which was ratified by COC in 10th COC meeting.

11. It is stated that out of the 6 PRAs only 3 resolutions plans were received out
of which Mr. Praful Aggarwal who submitted the plan communicated his
withdrawal vide his email dated 17.05.2024. Further, in 17th CoC meeting
convened on 28.06.2024, it was resolved to extend the period for the

I.A. 49/2024 In CP (IB) 1027/2018 7

 submission of final resolution plans by the PRAs, up till 04.07.2024. Further
in 18th meeting held on 06.07.2024 the RP apprised the members of the CoC
of the request for extension of timeline for submission of resolution plan by
one week, sought by one PRA. After discussion, CoC decided to allow the
PRAs one more week’s time, to submit a revised resolution plan marking the
last date for submission of resolution plan as 13.07.2024. The Copy of
Minutes of 18th meeting of COC is annexed as Annexure A-16 (colly).
Meanwhile it is stated that in 19th meeting of COC dated 19.07.2024, the
applicant apprised the members that M/s Om Telecom Logistics Pvt. Ltd. and
Mr. Ashok Kumar Goyal have not submitted the revised plans and the
previous version of plans is being considered.

12. It is stated that representative of one of the Financial Creditors of the CD i.e.,
M/s Zillion, requested for adequate time for the consideration of resolution
plan submitted by M/s Om Telecom Logistics Private Limited and Mr. Ashok
kumar Goyal. After discussion by the CoC, it was decided to give time of 10
(Ten) days to M/s Zillion for consideration of the Plan and thereafter, a CoC
meeting may be called in the first week of August for voting on the resolution
plans.

13. Accordingly, the Applicant conducted 20th meeting on 07.08.2024 where the
applicant apprised the COC that the plans received by him were being
considered by his legal counsel and certain clarification are to be carried out
by the PRAs. It is stated that post the rectification of the Plan received from 2
PRAs, they were put to vote on 03.09.2024 wherein the plan submitted by Mr.
Ashok Goyal was
approved with 100 % vote by COC in its 20th meeting. Copy of Voting result
has been annexed Annexure A-18.

14. Pursuant to the same the applicant issued a Letter of Intent (LOI) to SRA i.e.
Mr. Ashok Kumar Goyal on 06.09.2024 intimating the SRA that the resolution
plan submitted by it has been approved. It is stated that the said LOI was
acknowledged by the SRA. Further it is stated by the Applicant that an
amount of Rs. 1,72,00,000 was deposited by the SRA as Performance Security
after adjustment of Rs. 55,00,000 already deposited by SRA as EMD. Copy of
Letter of Intent dated 06.09.2024 along with performance security dated

I.A. 49/2024 In CP (IB) 1027/2018 8

 09.09.2024 is annexed as Annexure A-19(colly). Further, the Applicant has
filed a Compliance Certificate i.e. Form ‘H’ in compliance with regulation 39(4)
of the CIRP Regulations, 2016 which has been annexed to the application as
Annexure-20.

Details of Resolution Plan/Payment Schedule

15. The Successful Resolution Applicant, (SRA) i.e. Mr. Ashok Kumar Goyal, is
an individual residing at Goyal Bhawan, Old Jhajjar Road, Krishna Hospital,
Ward No. 10, Dadri, Charkhi Dadri, HSG-ii, Bhiwani, Haryana-127306. It is
stated that the SRA has adequate resources, net worth and possesses more
than 25 years of experience in handling real estate assignments and turning
around of stressed assets and the Net Worth of the Resolution Applicant as on
March 31, 2023 is Rs. 7,21,40,418/- (Rupees Seven Crores Twenty-One
Lakhs Forty Thousand Four Hundred and Eighteen Only).

16. The Resolution Applicant (RA) has ascertained the cause of default to be:

a. Delay in repayment to the Creditors and completion of the Project

b. Cash Flow Mismatch
c. Recession in Real estate industry
d. Financial burden
e. Lack of control over construction cost

17. Clause 8 of the plan extensively deals with the financial proposal and the
SRA has submitted the relevant information with regard to the amount
claimed, amount admitted and the amount proposed to be paid and settled
with all the stakeholders of the CD including FC, OC and Statutory
Authorities.

[Link].. Particulars Amount Amount Proposed Schedule of Payment

Claimed Admitted Payment

1. CIRP Cost Rs. The Resolution Applicant has

35,00,000/- estimated that such CIRP
costs along with any future
(as per
costs upto the date of the
actual)
NCLT approval to be not
higher than Rs. 35,00,000/-

I.A. 49/2024 In CP (IB) 1027/2018 9

 (Rupees Thirty-Five Lakhs
Only). RA proposes to pay
the unpaid CIRP cost which
is estimated to be Rs.
35,00,000/- (Rupees Thirty
Five Lakhs Only) in full
within a period of 90 days
from the approval of the
Hon’ble NCLT, New Delhi.
Any CIRP Costs above the
said amount shall be Paid in
accordance with the Clause
8.1.3 & 8.1.4 of the plan.

2. Secured 73,85,30, 73,85,30, 15,00,00,000 Payment Plan: The amount

Financial 176 176 shall be disbursed to the
Creditor Account of the SFC in the
(SFC) following manner:

Within 90 3 Crore
Days

Within 91 4 Crore
to 120 days

Within 121 4 Crore

to 150 days

Within 151 4 Crore

to 180 days (The
Amount of
Performanc
e Security
shall be
adjusted in
this
installment
.)

3. Financial - - - -
Creditor in
class

I.A. 49/2024 In CP (IB) 1027/2018 10

 4. Unsecured Rs. Rs. Rs. 8,14,471 Payment shall be made
Financial 8,14,47,1 8,14,47,1 within 90 days from the
Creditor- 12 12 Effective Date.
Other than
class

5. Operational - - - -
Creditors –
Government
Dues/regul
atory dues

6. Operational - - - -
Creditors
Workmen
and
Employees

7. Operational Rs. Rs. Rs. 8,460 Payment will be made within

creditors 8,46,044 8,46,044 90 days from the Effective
(Other than Date.
Workmen
and
Employees
and
Government
Dues)

8. Constructio - - Rs. Infused in the Corporate

n Cost 2,06,77,069 Debtor for revival,
rejuvenation and
construction of the
Project/Mall. The pending
construction work shall
commence within 30 days
from the effective date.

9. Contingent - - Rs. Will be utilized for providing

Fund 3,50,00,000 refunds to eligible unit
holders and to cater to any
other unforeseen or
accidental claims or

I.A. 49/2024 In CP (IB) 1027/2018 11

 circumstances.

Rs. Rs. Rs.

82,08,23, 82,08,23, 21,00,00,00
332 332 0

Note: A copy of the Resolution Plan of Mr. Ashok Kumar Goyal as approved
by the CoC is annexed and marked as Annexure A-17 of I.A.-49/2024.

18. The Resolution Plan defines “Effective Date” as the date of receipt of the
Order approving the Resolution Plan by the Adjudicating Authority. “Cut Off
date” means the date of completion of handover of the CD to the Successful
Resolution Applicant, as mutually agreed between the RP & SRA which shall
not be more than 30 days from the Effective Date. Further “Settlement
Date” shall mean the date on which debts of Financial Creditors are fully paid
as per the terms of this plan.

Compliance of the successful resolution plan with various provisions:

Clause of Requirement How dealt with in the Plan

Sec. 30(2)

a) Proposal for payment of the Clause 8.3.3 (Chapter 8) of the Resolution

Insolvency Resolution Plan provides that subject to other terms
Process Cost in priority to of plan, the CIRP Cost shall be paid in full
the payment of other debts in priority to the payments of other debts
of the Corporate Debtor of the Corporate Debtor.

b) Proposal for payment of Clause 8.3.3 (Chapter 8) of the Resolution

Secured Financial Creditors Plan provides that Resolution Applicant is
(“SFCs”) proposing settlement of Secured Financial
Creditors in the following manner as
provided in Clause 8.3.2 i.e. Summary of
Financial Proposal. It provides that an
amount of Rs. 15,00,00,000/- (Rupees
Fifteen Crores Only) to be paid for the
entire loan / debt / debentures / any
other security to secured financial
Creditors out of which an amount of Rs.
3,00,00,000/- (Rupees Two Crores Only) to

I.A. 49/2024 In CP (IB) 1027/2018 12

 be paid within 90 days from the Effective
Date. Installment wise break-up has been
provided at Clause 8.3.2 of the plan.

c) Proposal for payment of The Resolution Applicant proposes an

Unsecured Financial amount of Rs. 8,14,471/- (Rupees Eight
Creditors Lakh Fourteen Thousand Four Hundred
and Seventy-One Only) to the unsecured
financial creditors and it is stated that
Payment will be made within 90 days from
the Effective Date

d) Proposal for payment of Clause 8.3.3 (Chapter 8) of the Resolution

financial creditors, who do Plan provides that in compliance of
not vote in favor of the Section 30(2)(b) of the Code, the
resolution plan in such Resolution Applicant affirms that under
manner as may be specified the Resolution Plan, the dissenting
by the Board, which shall Financial Creditors shall be paid in
not be less than the amount priority to the Financial Creditors who vote
to be paid to such creditors in favor of the Resolution Plan, which shall
in accordance with not be less than the amount to be paid to
subsection (1) of section 53 such creditors in accordance with sub-
of the Code in the event of a section (1) of section 53 in the event of a
liquidation of the Corporate liquidation of the Corporate Debtor.
Debtor. However, there is no dissenting Financial
Creditor.

e) Proposal for payment to Clause 8.3.3 (Chapter 8) of the Resolution

Operational Creditors Plan provides that as per Section 30(2)(b)
(excluding workmen, of the Code, the amount to be paid to
employee and statutory Operational Creditors in the event of a
dues) Liquidation of the Corporate Debtor under
Section 53 is assumed less than the
Resolution Plan value. The Resolution
Applicant proposed that the Operational
Creditors (excluding workmen, employee &
Statutory dues) shall be paid Rs. 8,460/-
(Rupees Eight Thousand Four Hundred
Sixty only) on pro- rata basis as per their
share in the List of Creditors prepared by
RP as full & final settlement of their
respective claims.

I.A. 49/2024 In CP (IB) 1027/2018 13

 f) Proposal for payment to Workmen outstanding is NIL. Hence, no
Workmen, Employee payment is being proposed

g) Proposal for payment to It is stated that on and with effect from the
Creditors other than Effective Date, all Claims, Debts and dues
Operational Creditors, of the Operational Creditors (Workmen &
Financial Creditors and Employees) shall stand satisfied and
Employee / Workman extinguished, and no Claim, Debt or Due
shall subsist against the Corporate Debtor
and the Resolution Applicant. Further the
clause enumerates deeming clauses.

As per the Virtual Data Room (VDR data),

there is no such claim hence this
Resolution Plan is not proposing any
amount to this account.

h) Infusion of Fund Applicant shall infuse funding via the

following means:

A. 1. The RA proposes to infuse the funds

in the form of equity / debt or quasi
equity / debt.

B. 2. The Resolution Applicant shall make

payments to the Financial Creditors from
its own sources or introduction of equity
or debt or recovery from the unitholders
and so forth.

C. 3. The revenue generated from the sale of

unsold units and cancelled units will be
first used for the repayment of the CIRP
Cost & Secured Financial Creditors.
Further as may be decided by the
Applicant at its sole discretion, in a
manner which is tax compliant and tax
efficient based on expert advice.

i) A statement as to how it hasD. A. Resolution Applicant confirms that it

dealt with the interests of all has considered interests of all
stakeholders, including stakeholders and has provided for
financial creditors, payment / repayment / settlement
employees, workers and schedule described above, keeping in
operational creditors, of the view the objective of keeping the

I.A. 49/2024 In CP (IB) 1027/2018 14

 Corporate Debtor Corporate Debtor as a going concern,
maximization of value and adhering to
the requirements set out under the Code.

E. B. The Resolution Plan does not

contravene any of the provisions of the
law for the time being in force.

F. C. The sources of funds will be owner’s

fund, unutilized cash reserves, fixed
deposits, recovery from the unit holders
etc. The Balance Sheet of the Resolution
Applicant and the funds committed by
its members is sufficient enough to prove
that it has the requisite means of making
the payment.

j) Construction Cost G. The RA proposes to introduce an amount

of Rs. 2,06,77,069/- (Rupees Two Crore
Six Lakh Seventy Seven Thousand and
Sixty-Nine Only) towards the
construction cost & contingent fund. The
said fund shall be used towards revival,
rejuvenation and construction of the
Project/Mall. The pending construction
work shall commence within 30 days
from the effective date.

k) Contingent Fund H. The RA proposes to introduce an amount

of Rs. 3,50,00,000/- (Rupees Three
Crore and Fifty Lakhs Only) The said
fund shall be used in case of any
uncertain expenses such as, providing
refunds to the eligible unitholders,
overflow of CIRP costs, construction cost
and related expenditure, claims of
unsecured Financial Creditors arising
due to outcome of Directions of the
Hon’ble NCLT, PF dues, ESI dues or any
other statutory obligations, etc. The RA
reserves the right to utilize the unused
contingent fund during the
implementation.

I.A. 49/2024 In CP (IB) 1027/2018 15

 1. The total Performance Guarantee

Adjustment of Performance amounts as stipulated under RFRP is 15%

l) Guarantee amount of payment proposed to be made to

financial creditors post adjusting Rs.
55,00,000 deposited as EMD-I & EMD-II in
favor of the Corporate Debtor.

I. 2. The amount of the PG shall be

adjusted in the fourth repayment
installment of the Secured Financial
Creditors.

Clause 8.4 of the Resolution Plan provides that all accrued or unpaid interest,
including penal interest, fees, commission charges etc. in relation to the debt
of the Corporate Debtor, by virtue of the order of the Adjudicating Authority
approving this Resolution Plan, be deemed to stop accruing on and from the
Insolvency Commencement Date and further provides for extinguishment of
claims and demands. Further Clause 8.6 extensively deals with additional
terms and claims by Corporate Debtor. At clause 8.4.6 it is categorically
stated that RA will pursue PUFE / Avoidance Applications (if any) after the
approval of the Resolution Plan and will distribute the recovery of the amount
from the outcome of these avoidance transactions, as per the voting rights of
such Financial Creditors.

19. Management of the affairs of the Corporate Debtor after approval of the
Resolution Plan.

1. Chapter 4 of the Resolution Plan provides that within 30 days from the
Effective Date, the RA shall change the directors of the Corporate Debtor. The
Board of Directors of the CD will be reconstituted, with resignation of existing
directors (including independent directors), and appointment of new directors
nominated by the RA. It is stated that as of now the RA is not in a position to
disclose the names of the proposed directors. The same will be notified post
approval of the plan.

I.A. 49/2024 In CP (IB) 1027/2018 16

20. Term of Resolution Plan and its Implementation and Supervision
1. Chapter 5 of the Resolution plan states that from the Effective Date till the
Settlement Date, a Monitoring Committee shall be constituted which, will
comprise of one representative of the RA, whose remuneration shall be Nil,
one representative of the Secured Financial Creditor (SFC), whose
remuneration shall be Nil and a Qualified Insolvency Professional /RP who
shall be entitled for a fee in consultation with the RA for monitoring and
supervision of the implementation of the Resolution Plan.

2. The Plan Monitoring Committee shall be constituted within 5 (Five) days of

the Effective Date. Further clause 5.2 of the plan deals with existing
employees which states that as of date there are no workers or employees,
however, the RA retain the discretion to retain/re-appoint any employee of
CD having experience and who are well aware of the operations of the CD
and clause 5.3 deals with Implementation of the Plan which is extracted
below:

I.A. 49/2024 In CP (IB) 1027/2018 17

 Note: it is clarified by the RP that the commencement of construction work
will be done within 30 days from effective date and the same shall be
completed within a period of 365 days.

I.A. 49/2024 In CP (IB) 1027/2018 18

 Treatment of Unit Holders

I.A. 49/2024 In CP (IB) 1027/2018 19

 Note: It is clarified by the RP through the clarification dated 04.11.2024 that post
her appointment on 20.02.2024, the RP sent various emails,notices and made a
publication in newspaper namely “Jansatta" (Hindi) and “Financial Express” on
04.05.2024 inviting creditors to submit claims regarding their units. However,
none of such unit holders have come forward. The RP placed notices at prominent
places, sent emails to unit holders, however no claim have been received. Hence,
in our view, the RP has taken adequate steps to inform the unit holders.
Note: It is clarified by the RP that an amount of 19,73,20,000/- has been
received from unitholders and there are total of 32 units out of which 22 units
have been transferred to allottees through sale deed. Further it is stated that
the pending work will commence within 30 days from effective date and shall be
completed within 365 days.

21. Further Clause 6 deals with Restructuring of the capital of CD wherein clause
6.2 deals with additional infusion by the SRA of minimum amount of Rs.
50,00,000/- (Rupees Fifty Lakhs Only) into the CD towards the Successful
Resolution Application Contribution (“SRAC”) within 30 days of the Effective

I.A. 49/2024 In CP (IB) 1027/2018 20

 Date. It is stated Rs 1,00,000/- (Rupees One Lakh Only) out of the
aforementioned SRAC shall be infused as subscription to freshly issued fully
paid-up equity share capital in the CD by the RA. And Rs 49,00,000/-
(Rupees Forty-Nine Lakhs Only) out of the aforementioned SRAC shall be
infused as subordinate unsecured debt into the CD by the RA, the proposed
new acquirer of the CD. Further Clause 6.3 deals with further infusion of
bridge funds to meet equity capital, working capital and capex requirement of
the Company.

22. Feasibility and viability of the Resolution Plan

Clause 9.5 of the Resolution Plan provides that the RA, basis its wide
business experience and technical and management capability to handle
significantly large projects, has definitive plans to revive and turnaround the
CD in the best interest of all the stakeholders. The Resolution Plan also
states the process of its implementation and management to make it feasible
and viable. The RA at clause 9.6 of the plan states that it has capability to
implement the plan and further at clause 9.7 of the plan the RA confirms
that, as on the date of this Resolution Plan and on the basis of the records of
the RA he is eligible under Section 29 A of the Code to submit this
Resolution Plan. The RA at clause 9.8 undertakes the veracity of the plan
and further states that there is no contravention with any provision of law.

Further, The RA at clause 9.10 undertakes that neither the Resolution

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

23. Compliance of Regulation 37 of IBBI (Insolvency Resolution Process for

Corporate Persons) Regulation, 2016

Clause 9.11 of the plan provides that the RA confirms the compliance of
Regulation 37 of IBBI (CIRP) Regulations, 2016.

Further it is stated at Clause 9.25 of the plan that it provides for the
measures required for implementing it, including but not limited to obtaining
necessary approvals from the Central and State Governments and other
Governmental Authorities. The RA shall obtain the necessary approvals

I.A. 49/2024 In CP (IB) 1027/2018 21

 required to execute this plan from all the statutory and regulatory bodies. The
RA will try to obtain all these approvals preferably within 30 days from the
approval of this Plan. It is also stated that time taken by the statutory bodies
to provide these approvals is not under the control of the RA and will be
calculated accordingly.

[[

Analysis & Findings

a. On hearing the submissions made by the Ld. Counsel for the Resolution
Professional and perusing the record, we find that the Resolution Plan has
been approved by the CoC with 100% of the members voting in favour of the
Resolution Plan. As per the CoC, the Plan meets the requirement of being a
viable and feasible revival of the CD. However the relief and concession
as sought for under clause 10 of the Resolution Plan shall be dealt
by appropriate authorities strictly as per law.
b. In light of the same and the documents on record, we are satisfied that the
Resolution Plan is in accordance with Sections 30 and 31 of the IBC and also
complies with regulations 38 and 39 of the CIRP Regulations, 2016.

ORDER
1. Subject to the observations made in this Order, the Resolution Plan of Rs.
21,00,00,000/- (Rupees Twenty One Crores) is hereby approved. The
Resolution Plan shall form part of this Order.

2. The Resolution Plan is binding on the CD and other stakeholders involved so

that the revival of the Company shall come into force with immediate effect.

3. The Moratorium imposed under section 14 of the Code shall cease to have
effect from the date of this order.

4. The Resolution Professional shall submit the records collected during the
commencement of the proceedings to the IBBI for their record and also
return to the Resolution Applicant or New Promoters.

5. Accordingly, prayers a) to d) in [Link].-49(PB)/2024 filed for seeking

approval of resolution plan are allowed. As regards prayer e), it shall be dealt
with strictly as per law.
I.A. 49/2024 In CP (IB) 1027/2018 22
6. The liberty is hereby granted for moving any appropriate application, if
required in connection with the implementation of this Resolution Plan.

7. A Certified copy of this Order shall be filed by the Resolution Professional

with the ROC, NCT of Delhi.

8. The Resolution Professional shall stand discharged from his duties with
effect from the date of this Order, save and except those duties that are
enjoined upon him for implementation of the approved Resolution Plan.

9. The Resolution Professional is further directed to hand over all the records,
premises/factories/documents available with it to the RA to finalise the
further line of action required for starting of the operation.

10. The Registry is hereby directed to send e-mail copies of the order forthwith to
all the parties and their Ld. Counsel for information and for taking necessary
steps.

11. Certified copy of this order may be issued, if applied for, upon compliance of
all requisite formalities.

12. To summarise:

a. Accordingly, prayers a) to d) in IA-49/2024 filed for seeking approval of

resolution plan are allowed and as regard prayer e) the same shall be dealt
strictly as per law. The I.A. 49/2024 is disposed of in above terms.

b. File be consigned to record storage (current).

Sd/-
(RAMALINGAM SUDHAKAR)
PRESIDENT

Sd/-
(AVINASH K. SRIVASTAVA)
MEMBER (TECHNICAL)

I.A. 49/2024 In CP (IB) 1027/2018 23