Approval of Resolution Plan - Teknik Plant and Machhinery MFG Co. Pvt. Ltd.

1. The instant application has been filed by the Resolution Professional of M/s Teknik Plant and Machinery MFG. Co. Pvt. Ltd. (referred to as “the Applicant/RP”), under Section 30(6) and Section 31 of the Insolvency & Bankruptcy Code, 2016 (“the Code”) read with Rule 11 of NCLT Rules, 2016 seeking approval of the Resolution Plan submitted by Mrs. Archana Pankaj Mahale which was approved by the Committee of Creditors (“CoC”) in its 6th Meeting held on 23.10.2023 with 100% voting under section 30(4) of the Code.

Relevant Facts: 2. On an application under section 9 of the Code, M/s Teknik Plant and Machinery MFG. Co. Pvt. Ltd. (referred to as “the Corporate Debtor”) was admitted into Corporate Insolvency Resolution Process (CIRP), vide Order dated 11.02.2022 and the applicant was appointed as Interim Resolution Professional (“IRP”).

3. In accordance with Regulation 6(1) of the CIRP Regulations, on 05.04.2022 the Applicant issued the Public Announcement in the prescribed Form A in “Financial Express” (English) and “Loksatta” (Marathi) newspaper in their Pune Ed., inviting claims from all the creditors on or before 18.04.2022.

4. In response to this, the Applicant received 3(three) claims from which only one claim has been received from a Secured Financial Creditor i.e, Rs. 2,09,16,698/- (Rupees Two Crores Nine Lakhs Sixteen Thousand Six Hundred and Ninety-Eight only) from Indian Bank and 2 (two) claims from IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 two Operational Creditors i.e., ESIC Corporation and Employees Provident Fund Organization Regional Office Pune II.

5. The IRP collated and verified the claims received pursuant to the public announcement and accordingly constituted the CoC of the Corporate Debtor on 21.04.2022, consisting of Indian Bank as the sole financial creditor holding 100% voting share.

6. The Applicant convened the 1st CoC Meeting on 29.04.2022 wherein the Applicant put forward the agenda of regularizing as RP. However, due to non-payment of Rs. 5,00,000/- (Rupees Five Lakhs only) by the Operational Creditor, the said agenda was deferred.

7. The Applicant held the 2nd CoC Meeting on 22.09.2022. However, no voting or decision could be taken by the CoC due to the non-cooperation extended by the sole CoC member.

8. Meanwhile, the Applicant invited quotations from valuers and appointed the following valuers on 20.05.2022: a. Land and Building: Sachin Purohit and Purva S. Bhise b. Plant and Machinery: Yogesh Rasal and Sanjeev Gupta c. Financial Assets: Bhavesh Rathod and Dharmesh Trivedi

9. Further, in the 3rd CoC meeting held on 12.06.2023, the CoC passed a resolution with 100% voting for liquidation of the Corporate Debtor.

10. Pursuant to the resolutions passed in the 3rd CoC Meeting convened on 12.06.2023, the Applicant in his capacity as the IRP filed an IA/3203/2023 u/s 33(3) of the Code for liquidation of the Corporate Debtor.

11. During the hearing of the aforesaid IA, this Tribunal made an observation that since Corporate Debtor had assets with it therefore Form G must be issued.

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

12. Further, the Applicant sought an extension with effect from the date of first CoC meeting dated 29.04.2022 till the date (26.07.2023) on which this Tribunal expressed its displeasure for going for liquidation without issuance of Form G. Therefore, the CoC agreed to run the process and approved issuance of Form G with criteria for qualification as Prospective Resolution Applicant as Minimum Net worth of Rs. 25 Lakhs and Earnest Money Deposit of Rs. 20 Lakhs.

13. In terms of Regulation 36A of the CIRP Regulations, the RP published Form-G on 29.07.2023, inviting Expression of Interest (“EoI”). The EoI was published in “Financial Express” (English) and “Navarashtra” (Marathi) newspaper in their Pune Ed., inviting Expression of Interests (“EoI”) from Prospective Resolution Applicants till 13.08.2023.

Approval of Resolution Plan by CoC:

14. Pursuant to the said publication, RP had received 14 inquiries and out of 14 inquiries only Mrs. Archana Pankaj Mahale, Proprietor of M/s. Siddhanath Enterprises submitted her EoI on 11.08.2023 and paid the EMD of Rs. 20 Lakhs vide UTR No. IDFBR52023081100377120.

15. The Resolution Professional issued Information memorandum, Evaluation Matrix and RFRP on 24.08.2023 to the eligible Prospective Resolution Applicant and invited the resolution plan for which the due date was 12.10.2023.

16. The Prospective Resolution Applicant (“PRA”) submitted her resolution plan on 05.10.2023 along with the declaration under section 29A, showing her eligibility as a Resolution Applicant.

17. The CoC in its 5th meeting held on 12.10.2023 took note of the Resolution Plan submitted by the eligible PRA and requested the Applicant to improve its Resolution Plan.

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

18. The Resolution Applicant submitted its improved Resolution Plan on 19.10.2023, which was received on 21.10.2023. In the 6th meeting of CoC dated 23.10.2023, the improved Resolution Plan of the Resolution Applicant was deliberated at length and then the same got approved.

19. Pursuant to the approval of the Resolution Plan by the CoC on 23.11.2023, the Applicant issued the Letter of Intent dated 24.11.2023 in favour of Mrs. Archana Mahale.

20. The Applicant submits that in view of the Resolution Applicant being willing to make the payment of the entire amount immediately (within 3 months of the approval of the Resolution Plan by this Tribunal), therefore, in view of immediate implementation the performance guarantee has not been provided and the same has been consented to by the CoC.

21. In relation to above, we are of the considered opinion that when the Resolution Applicant submitted a request for resolution plan (RFRP) dated 24.08.2023, they mentioned in clause 1.8.1 that the Resolution Applicant(s) shall provide a Bank guarantee/Earnest Money Deposit of INR 20,00,000. The same has been submitted by the Resolution Applicant. In case of any noncompliance with the Resolution Plan Process by the Successful Resolution Applicant, such EMD/bank guarantee shall be forfeited, as per clause 1.8.7 of the RFRP.

Valuation of the Corporate Debtor:

22. The Valuations Reports are annexed to the application. The average Fair Value of the Corporate Debtor is Rs. 2,87,82,752 (Rupees Two Crores Eighty-Seven Lakhs Eighty-Two Thousand Seven Hundred and Fifty-Two only) and the Liquidation Value is Rs. 2,30,18,405 (Rupees Two Crores Thirty Lakhs Eighteen Thousand Four Hundred and Five only).

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

Salient Features of the Resolution Plan:

23. One notable feature of this resolution plan is that operational creditors viz. ESIC Corporation and EPFO are receiving100% of the admitted claim and Financial Creditor is receiving 109% of the admitted claim. In other words, the creditors are getting all their dues. Furthermore, no application for approval of claim is pending before us.

24. The Resolution Applicant proposes to make the payment as mentioned below: Sr. Class Creditor (%) Claim admitted Claim No. (Rs.) proposed (Rs.) 1. CIRP Costs 100% 3,03,869/- as on Maximum of 01.09.2023 + 10,00,000/-future CIRP costs 2. Financial Indian 109.96% 2,09,16,698/- 2,30,00,000/- Creditor Bank 3. Operational ESIC 100% 47,275/- 47,275/- Creditor Corporation EPFO 100% 1,39,777/- 1,39,777/- Total 2,11,03,750/- 2,41,87,052/-

Note: - If there are any adjudicated claims received after the date of IM till the Effective Date or if any claim received and directed by adjudicating authority, the resolution applicant proposed to pay not more than 2% to each of such claims of the respective Operational Creditors against their respective claim from the accounts of the corporate Debtor or cash flows of the Company.

25. The Interlocutory Application/5665/2023 filed under section 66 of the code is pending for adjudication. In relation to this, the Resolution Applicant has proposed that all recovery from any proceedings u/s. 43, 45, 47, 49, 50 or 66 of the Code, shall be redirected to the CoC and same has been approved by the CoC. The relevant clause is as follows:

“(10) Outcome of Cases consequent to Transaction Audit for PUFE transactions

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 (a) The RP has explained that pursuant to the findings of Transaction Audit with a focus to identify the FUFE Transactions (Preferential, Undervalued, Fraudulent or Extortionate Credit Transactions) covered under section 43, 45, 50 or 66 of the IBC, RP may initiate proceedings against corresponding parties for any possible recovery.

(b) For the purposes of this clause, a PUFE transaction means any transaction that falls within the scope of sections 43, 45, 66 and 50 of the Insolvency and Bankruptcy Code, 2016, and includes any transfer of property or interest of the corporate debtor for an undervalue or with intent to defraud creditors or for any fraudulent or extortionate purpose.

(c) Any recovery out of proceedings as per Cl. 10(a) above shall be redirected to the Committee of Creditors and Resolution Applicant shall not be eligible for any upside from such recovery amounts. Furthermore, costs associated with such recovery proceedings as per this Cl. 10 shall be borne entirely by the Committee of creditors. The Resolution Applicant shall not bear any such costs including but not limited to Legal Fees, Court Fees, Professional Fees, Incentives to RP etc. in respect of recovery from PUFE transactions.

(d) The resolution applicant shall not be liable for any claim, liability, loss, damages, costs or expense arising out of or in connection with any PUFE transaction entered into by the corporate debtor or its erstwhile promoters prior to the commencement of the corporate insolvency resolution process.”

Term of Plan and Implementation Schedule:

26. The sum of approx. Rs. 2,42,00,000/- (Rupees Two Crores Forty-Two Lakhs only), is proposed to be paid in the following tranches within 3 months by the Resolution Applicant: Sr. Particulars Total Payable Within Month 1 Within No. Month 2 to 3 1. CIRP Process 10,00,000/- 3,50,000/- 6,50,000/- Costs 2. Secured Financial 2,30,00,000/- 1,72,50,000/- 57,50,000/- Creditors

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

3. Operational 1,87,052/- 1,87,052/- - Creditors- Government Dues 4. Employee Dues - - -

5. Operational - - - Creditors- Others 6. Other Payables - - -

Total 2,41,87,052/- 1,77,87,052/- 64,00,000/-

Sources of Funds: 27. The total amount of Rs. 2,42,00,000/- (Rupees Two Crores Forty-Two Lakhs only) as proposed, the Resolution Applicant has identified the following sources of funds: Sr. Sources of Funds Amount (In Total Amount No. Rs.) (In Rs.) 1. Capital Infusion (1st Part) 1) EMD OF 2O Lakhs already deposited on 11.08.2023 20,00,000/- 2) Fresh capital to be infused within 10 days of NCLT Approval 30,00,000/-date 50,00,000/- 2. Unsecured Loan (2nd Part) 1,91,87,052/- Total 2,41,87,052/-

28. Further in relation to above, the Resolution Application has submitted the Declaration of net worth and Fundraising capacity which states that- “I, Archana Mahale, am the Proprietor of M/s Siddhanath enterprises. My personal net worth is Rs. 262.69 Lakhs. Keeping in view my credit worthiness, this is to declare that my Fund raising capacity on self-assessment basis is Rs. 300.00 Lakhs.”

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

29. The Resolution Plan envisages the following manner for management and control: (i) Section K of the Resolution Plan envisages the formation of Monitoring committee consisting of following persons duly headed by the Resolution Professional who will act as Monitoring Professional: a. Mr. Modilal Pamecha (Resolution Professional to act as Monitoring Professional) b. Mr. Mandeep Singh Waraich (Representative of Indian Bank) c. Ms. Archana Pankaj Mahale (Resolution Applicant)

(ii) The Monitoring Committee shall act till date of full implementation of the Resolution Plan.

30. The Resolution Plan envisages the relinquishing and cancelling of the equity shares held by the existing shareholders and the Company shall issue new equity shares amounting to Rs. 50,00,000/- to the Resolution Applicant and her nominee.

Existing Shareholding pattern: Sr. Name of Shareholders No. of Amount Shareholding No. Shares (In Rs.) (%) 1. Vijayshree V. Shrihatti 51 510 0.02% 2. Bharati Gopal Katti 1,60,001 16,00,010 59.22% 3. Aditya Gopal Katti 1,00,106 10,01,060 37.06% (deceased) 4. Anuja Gopal Katti 10,000 1,00,000 3.70% Total 2,70,158 27,01,580 100.00%

New proposed Shareholding pattern: Sr. Name of Shareholders No. of Amount Shareholding No. Shares (In Rs.) (%) 1. Archana Pankaj Mahale 3,00,000 30,00,000 60.00%

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

2. Pankaj Mahale 2,00,000 20,00,000 40.00% Total 5,00,000 50,00,000 100.00%

Note:- There is no change in the authorized capital which stands at 10,00,000 equity shares having face value of Rs. 10/- each, aggregating to a total value of Rs. 1,00,00,000/- (Rupees One Crore only)

31. The Resolution Plan envisages the reconstitution of the board of directors within 15 days from the date of approval of the Resolution Plan by this Tribunal and other approvals, if any required.

Existing Board of Directors (suspended): Sr. Name of Director Designation DIN No. 1. Anuja Gopal Katti Additional Director 09193935 2. Bharati Gopal Katti Director 01687177

New proposed Board of Directors: Sr. Name of Director Designation DIN No. 1. Archana Pankaj Mahale Managing Director 07438740 2. Pankaj Mahale Director 07446640

32. The Resolution Plan also proposes appointment of a suitable CEO/COO, Key Managerial Personal and change of the existing statutory auditor on approval of the resolution Plan by this Tribunal.

Compliance Certificate 33. The Applicant has prepared and annexed to the application, Compliance Certificate in Form – H in accordance with Regulation 39(4) the IBBI (Corporate Insolvency Resolution Process for Corporate Persons) Regulations, 2016, which is reproduced below:

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 (Amount in Rs.) Sr. Category Sub-Category Amount Amount Amount Amoun No of of Claimed Admitted Provided t. Stakehold Stakeholder under the Provide er Plan d to the Amoun t Claime d (%) 1. CIRP Cost 10,00,000 10,00,000 10,00,000 100% 2. Secured (a) Credito Financial rs not having a NIL NIL NIL NIL Creditors right to vote under sub-section (2) of section 21 (b) Other than (a) above:

(i) Who did not vote in NIL NIL NIL NIL favour of the resolution plan (ii) Who voted in favour of the resolution 2,09,16,698 20916698 23000000 110% plan 1. Indian Bank (Sole 20916698 20916698 23000000 110% CoC member) TOTAL 3. Unsecure (a) Credito d rs not having a NIL NIL NIL NIL Financial right to vote under sub- Creditors section (2) of section 21 (b) Other than (a) above:

(i) Who did not NIL NIL NIL NIL vote in favour of the IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 resolution plan NIL NIL NIL NIL (ii) Who voted in favour of the resolution plan NIL NIL NIL NIL TOTAL 4. Operation (a) Related NIL NIL NIL NIL al Party of CD Creditors (b) Other than (a) above: (i) Governme 1,87,052 1,87,052 1,87,052 100% nt NIL NIL NIL NIL (ii) Workmen NIL NIL NIL NIL (iii) Employees NIL NIL NIL NIL (iv) Suppliers TOTAL 1,87,052 1,87,052 1,87,052 100% 5. Other NIL NIL NIL NIL Debts and dues Grand 2,21,03,75 2,21,03,75 2,41,87,05 109% Total 0 0 2

34. The compliance of the Resolution Plan is as under:

Sr. Section of the Requirement with Clause Compliance No. Code/Regulation respect to Resolution Resolution (Yes/No) No. Plan Plan 1. 25(2)(h) Whether the Resolution Section B & Yes Applicant meets the C criteria approved by the CoC having regard to the complexity and scale of operations of business of the CD? 2. Section 29A Whether the Resolution Section M Yes Applicant is eligible to submit resolution plan as per final list of IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

Resolution Professional or Order, if any, of the Adjudicating Authority? 3. Section 30(1) Whether the Resolution Section M, Yes Applicant has Affidavit submitted an affidavit dated stating that it is 04/10/2023 eligible? 4. Section 30(2) Whether the Resolution Plan- (a) Provides for the Section E Yes payment of insolvency resolution process costs? (b) Provides for the Section E Yes payment to the Operational Creditors? (c) Provides for the N/A Indian Bank payment to the sole CoC financial creditors member has who did not vote in voted in favour of the Favour of resolution plan? the Resolution plan, hence this clause is not applicable. (d) Provides for the Section K Yes management of the affairs of the Corporate Debtor? (e) Provides for the Section K Yes implementation and supervision of the resolution plan? (f) Contravenes any of ------- No the provisions of the law for the time being in force? 5. Section 30(4) Whether the Resolution Plan Yes (a) Is feasible and viable, according to the CoC?

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 (b) Has been approved by the CoC with 66% Yes voting share? 6. Section 31(1) Whether the Resolution Yes Plan has provisions for its effective implementation plan, according to the CoC? 7. Regulation 38 (1) Whether the amount Section E Yes due to the operational creditors under the resolution plan has been given priority in payment over financial creditors? 8. Regulation 38 (1A) Whether the resolution plan includes a Section E, H Yes statement as to how it and L has dealt with the interests of all stakeholder? 9. Regulation 38(1B) (i) Whether the Section C No Resolution Applicant or any of its related parties has failed to implement or contribute to the failure of implementation of any resolution plan approved under the Code. (ii) If so, whether the Resolution Applicant has submitted the statement has NA submitted the statement giving details of such non-implementation? 10. Regulation 38 (2) Whether the Resolution Plan provides: (a) The term of the plan Section J Yes and its implementation schedule? (b) For the management Section K Yes and control of the business of the corporate debtor during its term?

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 (c) Adequate means for supervising its Section K Yes implementation? 11. Regulation 38(3) Whether the resolution Section F plan demonstrate that- (a) It addresses the cause of default? Yes (b) It is feasible and Yes viable (c) It has provisions for Yes its effective implementation? (d) It has provisions for Yes approvals required and the timeline for the same (e) The resolution plan Yes applicant has the capability to implement the resolution plan? 12. 39(2) Whether the RP has Section H Yes filed applications in respect of transactions observed, found or determined by him? 13. Regulation 39 (4) Provide details of Section G Yes performance security received, as referred to in sub-regulation (4A) of regulation 36B.

35. The CIRP has been conducted as per the timeline indicated as under:

Sr. Section of the Description of Latest As per Actual Date No. Code/Regulation No. Activity Timeline Regulation under regulation 40A 1. Section 16(1) Commencement T 04.04.2022 Order of CIRP and passed on Appointment of 11.02.2022 IRP and order received on 04.04.2022 2. Regulation 6(1) Publication of T+3 07.04.2022 05.04.2022 Public Announcement 3. Section Submission of T+14 18.04.2022 18.04.2022 15(1)(c)/Regulation Claims 12 (1) 4. Regulation 13(1) Verification of T+21 25.04.2022 21.04.2022 Claims

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

5. Section 26 Application for T+23 27.04.2022 N.A. (6A)/Regulation 15A Appointment of Authorized Representative, if necessary 6. Regulation 17(1) Filing Report T+23 27.04.2022 22.04.2022 Certifying Constitution of CoC 7. Section 22(1) and First Meeting of T+30 04.05.2022 29.04.2022 Regulation 17(2) the CoC 8. Regulation 35A Determination T+115 28.07.2022 23.10.2023 of Fraudulent and other transactions 9. Regulation 27 Appointment of T+47 21.05.2022 20.05.2022 two Registered Valuers 10. Regulation 36(1) Submission of T+54 28.05.2022 28.05.2022 Information Memorandum to CoC 11. Regulation 36A Invitation of EOI T+75 18.06.2022 29.07.2023 Publication of T+75 18.06.2022 29.07.2023 Form -G Provisional List T+100 13.07.2022 20.08.2023 of Resolution Applicants Final List of T+115 28.07.2022 24.08.2023 Resolution Applicant 12. Regulation 36B Issue of Request for Resolution Plan, which T+105 18.07.2022 24.08.2023 includes Evaluation Matrix and Information Memorandum to Resolution Applicants 13. Section Submission of T+165 16.09.2022 04.12.2023 30(6)/Regulation CoC approved 39(4) Resolution Plan 14. Section 31(1) Approval of T=180 01.10.2022 - Resolution Plan

36. On perusal of Form H, it is seen that the Resolution Plan is in compliance with the mandatory requirements as stipulated under section 30(2) of the Code. The Resolution Plan also meets the requirements of Regulations 35, 37, 38 and 30 of the Regulations. The Resolution Plan is not in contravention of the provisions of section 29A of the code and is in accordance with law.

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

37. In K Sashidhar v. Indian Overseas Bank &Others (2019) 12 SCC 150, the Hon’ble Apex Court held that if CoC had approved the resolution plan with requisite percentage of voting share then the Adjudicating Authority is required to satisfy the resolution plan as approved by CoC meets the requirements specified in section 30(2). The role of Adjudicating Authority is ‘no more and no less’. Even the grounds on which the Adjudicating Authority can reject the plan is in reference to matters specified in section 30(2) only when the plan does not conform to the stated requirements.

38. In view of the law laid down by Hon’ble Apex Court, the commercial wisdom of the CoC is to be given paramount importance for approval/rejection of the resolution plan. As the resolution plan meets the requirements under the Code and the Regulations, the same needs to be approved. Accordingly, the Resolution Plan is approved with following directions:

i. The Resolution Plan submitted by Archana Pankaj Mahale is hereby approved. It shall be binding on the Corporate Debtor, its employees, members, creditors including the Central Government, Statement Government or any local authority to whom a debt in respect of the payment of dues arising under any law for the time being in force is due. All the stakeholders and respective authorities shall cooperate in smooth implementation of the resolution plan and revival of the Corporate Debtor.

ii. The Monitoring Committee shall supervise the implementation of the Resolution Plan and shall review the operational performance of the Corporate Debtor.

iii. For past non-compliances of the Corporate debtor under applicable laws the Resolution Applicant shall not be liable for any liabilities and offences committed prior to the commencement of CIRP and as stipulated under Section 32A of IBC, 2016.

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 iv. As per the Resolution Plan, extinguishment of existing shares of the Corporate Debtor, allotment of shares to the Successful Resolution Applicant and reduction of share capital will not require the consent of shareholders under Companies Act, 2013 or any other authorities for implementation of the Resolution Plan.

Reliefs and Concessions: v. Approval of the Resolution Plan shall not be a ground for termination of any existing consents, approvals, licenses, concessions, authorizations, permits or the like that has been granted to the Corporate Debtor or for which the Corporate Debtor has made an application for renewal, permissions, sanctions, consents, approvals, allowances, exemptions etc.

vi. As far as the permits held by the Corporate Debtor and the rights and benefits therein, wherever required, the Corporate Debtor has to approach the Authorities concerned for those permits and the same shall be processed in accordance with law and decision to be taken without undue delay. As resolution of Corporate Debtor in a time-bound is the Fundamental Objective of the Insolvency and Bankruptcy Code, 2016, we trust that the Authorities concerned will do the needful as envisaged under the Code.

vii. Any Exemption as sought for in relation to the payment of registration charges, stamp duty, taxes and fees arising out of the implementation of the Resolution Plan is not granted but the Resolution Applicant is at liberty to approach Competent Authorities for the exemptions if permitted under the law.

viii. With regard to other concessions and reliefs, most of them are subsumed in the reliefs granted above. The relief which is not expressly granted above, shall not be construed as granted. The IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020 exemptions if any sought in violation of any law in force, it is hereby clarified that such exemptions shall be construed as not granted.

39. It is hereby clarified that in terms of the Judgement of Hon’ble Supreme Court in the matter of Ghanshyam Mishra and Sons Private Limited Vs. Edelweiss Asset Reconstruction Company Limited, on the date of approval of the Resolution Plan by the Adjudicating Authority, all such claims which are not a part of Resolution Plan, shall stand extinguished and no person will be entitled to initiate or continue any proceedings in respect of a claim which is not a part of the Resolution Plan.

40. The Resolution Professional is further directed to handover all records, premises / documents to Resolution Applicant and Resolution Applicant shall have access to all the records premises / documents to finalise further line of action required for starting the operations as contemplated under the Resolution Plan.

41. Approval of this Resolution Plan shall be deemed approval for removal of existing Directors from the record of the Corporate Debtor as appearing in the ROC records and reflected on MCA portal. Upon receipt of the certified copy of the order approving Resolution Plan, the Statutory authorities shall give effect to the change in the shareholders and directors of the Corporate Debtor.

42. 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 in the Monitoring Committee.

43. The Applicant shall forward all records relating to the conduct of CIRP and the Resolution Plan to the IBBI along with copy of this Order.

44. The Applicant shall forthwith send a certified copy of this Order to the CoC and the Resolution Applicant for necessary compliance.

IA/5679/2023 In C.P.(IB)/841(MB)-C-III-2020

45. Registry is directed to send copy of this Order forthwith to authorities (IBBI, ROC), parties/ their counsel for information and necessary steps.

46. Accordingly, Resolution Plan in IA/5679/2023 is hereby approved. I.A. 5679/2023 stands allowed and disposed of.

Sd/- Sd/- CHARANJEET SINGH GULATI LAKSHMI GURUNG MEMBER (TECHNICAL) MEMBER (JUDICIAL) Arpan, LRA