Miss Lucy
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In the matter of Crest Steel and Power Pvt. Ltd. MA No. 125-CTB-2020 ln TP No. 205-CTB-2019

National Company Law Tribunal1 November 2021

Ratio decidendi

The rule this decision rests on

The Adjudicating Authority may approve a resolution plan under section 31(1) of the Insolvency and Bankruptcy Code, 2016 only if it is satisfied that the plan, as approved by the Committee of Creditors under section 30(4), meets the requirements of section 30(2) of the Code; the Authority's satisfaction is tested against the statutory conditions and the regulations under the Code, and not against the commercial merits of the plan. Where the approved plan is found to comply with sections 30 and 31 of the Code and with the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, no circumstance exists to refuse approval, and the approved plan binds the corporate debtor, its members, creditors, guarantors, employees and other stakeholders, as well as the resolution applicant. Reliefs, concessions and dispensations sought in a resolution plan (including extinguishment of claims, liabilities and proceedings, and waiver of tax or statutory dues) are not granted by the Adjudicating Authority as a matter of course; where a clause seeks relief that lies within the competence of a statutory authority, the Authority leaves that clause for the appropriate authority to consider, and the resolution applicant is directed to obtain statutory approvals within the period prescribed under section 31(4) of the Code.

Written by Miss Lucy from the judgment below, not taken from a headnote.

Judgment

As delivered

IN THE NATIONAL COMPAI{Y LAW TRIBUNAL CUTTACK BENCH MA No. 125/CTB/2020 ln TP No. 205/CTB/2019 learlier CP (IB) No.1664lMB/20171 In the matter of An application under section 30(6) for approval of Resolution Plan under section 31(1) of the Insolvency and Bankruptcy Code,2016 And In the matter of; INDIABIJLLS REAL ESTATE COMPAI{Y PYT. LTD. ...Ooerational Creditor Versus CREST STEEL AND POWER PVT. LTD. ...Corporate Debtor And KSHITIZ CHHACHHARIA Resolution Professional of the Corporate Debtor, residing at Grant Thomton, 1.6th Floor, Tower II, Indiabulls Finance Cenfre, S B Marg, Elphinstone (W), Mumbai- 400 013. ...Applicant Coratn: K. : Shri Rajasekhar V. Member (Judicial) Prasad : Shri Satya Ranjan Mernber (Technical)

Appearances (through ildeo conferencing) Professional : For the Resolution Mr. Joy Saha, Senior Adv. Mr. Nakul Sachdeva Mr. Haripad Mohanty Mr. Damandeep S. Bhalla i/b L&L Parfirers, Advocates

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No. 1664/MB/201 7l In re: Resolution plan of CREST STEEL AND POWER PVT, LT'D Order reserved on 12,08,2021 Order pronounced on: 01.11.2021 ORDER Per: Satya Ranjan Prasad, Member (Technical)

1. This Application MA No.125/2020 in CP (IB) No.1664/MB/2017 (in the matter of Crest Steel & Power Limhed, has been filed by Mr. Kshitiz Chhawchharia, Resolution Professional of Crest Steel & Power Pvt. Ltd., (refened to as 'Corporate Applicant/Corporate Debtor"'), under section 30(6) read with section 31(1) of the Insolvency & Bankruptcy Code (IBC), seeking approval by this Adjudicating Authority for the Resolution Plan submitted by a consortium of Nithia Caprtal Resources LLP and Mr. Jai Saraf, for resolution of the corporate applicant.

Applications by the Corytorate Applicant and orders thereon 2. The Corporate Debtor is a Company, incorporated on25.05.2004, with the Registrar of Companies, Chhattisgarh. The Corporate Debtorhad entered into a Leave & Licence Agreement dated 14.11.2013, with the Operational Creditor, to take certain premises on lease. Thereafter, the Corporate Debtor sent a Notice for termination of the aforesaid lease on 30,t1.2016, However, since the Corporate Debtor sought to terminate the aforesaid Agreement within the lock-in period, it was claimed by the Operational Creditor that the Corporate Debtor was liable to tender license fees for the unexpired period. In light of the aforesaid, the Operational Creditor fi7edan Application under Section 9 of the said Code, read with Rule 6 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 20t6, on 28.11.20t7, beaing Company Petition no. CP(IB) No. L664/MB/2017. The aforesaid Petition was admitted by the National Company Law Tribunal, Mumbai Bench vide order dated 11.03.2019. Mr.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTIACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl20l9 fearlier CP (lB) No.1664/MB/20171 In re: Resolution plan of CREST STEEL AND POWER PVT. LTD Ashish Singh [IBBI Reg. No. IBBI/IPA-002/IP-N00416 / 2017 -18 / 11230] was appointed as the IRP. 3. Although, the Interim Resolution Professional was appointed vide Order dated 11,.03.2019 bV NCLT, Mumbai Bench, the said older was received only on 22.04.20L9 andaccordingly there was a delay in initiating the CIRP process owing to the aforesaid reason, under the IRP. This being the case, the RP subsequently earlier moved an application, before the NCLT, Cuttack, inter alia, seeking the insolvency commencement date to be declared as 22.04.2019. Subsequently, vide Order dated 13.08.2019 it was held that the CIRP commencement date ("CIRP Commencement Date") shall be on and from22.04.2019. The first COC meeting was convened on 22.05.2019, wherein the COC resolved to appoint the Applicant as the Resolution Professional, thereby replacing the earlier IRP. 4. Thereafter, an application was prefened by SBI, the lead lender for appointment of the present Applicant as the RP and this Tribunal by its order dated 09.07 .20L9, which was communicated to the Applicant on L7 .07 .z}lg,rcplacedthe IRP and appointed the Applicant as the Resolution Professional of the Corporate Debtor. 5. In light of the aforesaid Order dated22.04.2019, the CIRP commenced on 22.04.2019 and accordingly the period of 180 days from the aforesaid date was due to expire on t0.09.2019. However, the Resolution Professional preferred an Application bearing IA No. 9 5 / CTB / 20 1 9 for extension of the CIRP period by 90 days under the provision of Section l2(2) of the Code. The aforesaid Application was allowed vide Order dated 05.09.2019, and thereafter the CIRP period was then scheduled to conclude on 17.01 .2020. Subsequently, the Resolution Professional preferred an application beartng CA (IB) No. 77ICTB/2019 for exclusion of 57 days from the CIRP period. Considering the grounds mentioned in the aforesaid Application, the same e&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'|ACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 fearlier CP (lB) No.1664lMB l20l7l In re; Resolution plan of CREST STEEL AND POWER PVT, LTD was allowed vide Order dated 16.0t.2020, and resultantly the CIRP period was scheduled to conclude on L4.03.2020. 6. Thereafter, the Resolution Professional preferced another Application bearing IA No. 55/CTB/2020 for exclusion of 2L days from the CIRP period. The aforesaid Application was allowed vide Order dated 12.03.2020, and resultantly the CIRP period was scheduled to conclude on 04.04.2020. Appointment of IRP/RP and pablic anflouflcetnents and constitution of CoC. Subsequenfly, a public announcement in respect of initiation of the CIRP 7 and calltngfor submission of claims under Section 15 of the said Code was made by the IRP on 22.04.2019by: submission of public announcement to the Insolvency and Bankruptcy Board of India on22.04.2019 for placing on its website; b. publication in the following newspapers on the following dates:

S. No. Reeion Newspaper Lan.guage Date published 1. Mumbai Financial Express Enelish 24.04.2019 ) Mumbai Navakaal Marathi 24.04.2019 Raipur Swadesh FIindi 24.04.2019 3 4 Raipur Iimes of India Enelish 24.04.2019

8. Copies of the public announcements were made avatlable on the website of the Insolvency and Bankruptcy Board of India and published in the newspapers as mentioned above and on the website of the Corporate Debtor. 9. The IRP constituted a Committee of Creditors ("CoC") of the Corporate Debtor pursuant to Section 2l of the said Code and pursuant to Section 29 of the Code read with Regulation 36Q) of the CIRP Regulations, an Information Memorandum (hereinafter refeted to as "IM") was ptepared by the Resolution Professional (hereinafter referred to as the "RP") in such e&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.1664/MBl20l7l In re: Resolution plan of CREST STEEL AND POWER PVT, LTD form and manner containing such relevant information as specified under the CIRP Regulations for formulatinga Resolution Plan. 10. The RP has stated that as on date of filing of the IA, the verified and admittedfrnancialdebt of Corporate Debtor stood atl3Ll8.73 crore (ptaru 1.1(1) of Part B atpage 18 of the Resolution Plan). List of Creditors sl. Name of Creditor Voting No. Share (%) State Bank of India 34.38o/o 1 2. Puniab National Bank 20.08% Ja. Oriental Bank of Commerce 7.98% 4. ,\llahabad Bank 7.70% 5. Bank of India s.38% 6. Andhra Bank 5.t9% 7. UCO Bank 4.66% 8. Bank of Baroda 6.200/o 9. JM Finance Asset Reconsffuction Private Limited 3.66% 10. Canara Bank 2.480/o 11 Svndicate Bank 1.20% t2. Chhattisearh Raiya Gramin Bank t.09% TOTAL t00%

Appointment of valaers 11. M/s Kakode & Associates with their partners i.e., Mr. Anil Pai Kakode (Plant & Machinery), Mr. Sunil Apte (Land & Building) and Mr. Vishnu Upadhyay (Financial Assets) were appointed as the registered valuers qua the Corporate Debtor.

Appointment of Process Advisor 12. The CoC appointed M/s RBSA Advisors as Process Advisor for evaluating the resolution plans.

T he Resolution Applicants gd.

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.l664lMB/20171 ln re; Resolution plan of CREST STEEL AND POWER PVT. LTD 13. Initially the RP received the following six resolution plans, which were discussed at the tenth meeting of the CoC that was convened on 10.12.201.9:

x Name of the Resolution Applicant I Real Ispat and Power Limited 2 Sunil Kumar LLP 3 Orissa Metaliks Pvt. Ltd. 4 Nithia Capital Resources Advisors LLP 5 Gaurav Jain 6 Sesa Resources Limited (Vedanta group)

L4. Subsequenfly, by the seventeenth meeting of the CoC, which was convened on04.03.2020,the RP informedthat the SRAs had submitted their revised Resolution Plans incorporating their final bids as made on 24.02.2020 on 03.03.2020. Then officials of M/s RBSA Advisors presented their evaluation of the bids of each of the SRA, therein ranking Nithia Capital Resources Advisors LLP and Mr. Jai Saraf as the best resolution plan based on the evaluation matrix approved by the CoC, followed by Sunil Kumar AgarwalLLP andlastly, Orissa Metaliks Ltd.

Nithia's Resolution Plan - consideration by CoC 15. The RP, alongwith his advisors, evaluated Nithia's plan. He also obtained written clarifications on several aspects. The matter was also discussed at various meetings of the CoC held on 07 .01.20120, 22.0t.2020, 06.02.2020, 24.02.2020, 04,03.2020 and 12.03.2020. After concluding that Nithia's Resolution Plan conformed to the law, the RP presented the plan to the CoC for consideration and approval. t6. Based on the discussions at the CoC meeting of 25.03.20L9, the RA submitted a revised plan on 23.03.2020, which was found to be compliant with the IBC. The Resolution Applicants state that they do not suffer from the ineligibilities set out in section 29A of the IBC.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUT"|ACK BENCH MA No. 1251C1-F.12020 In TP No. 205lCTBl2019 fearlier CP (lB) No.1664/MBl20l7) In re: Resolution plan of CREST STEEL AND POWER PVT, LTD t7. The CoC at its 20'h meeting held on 24.03.2020 appfoved Nithia's Resolution Plan by amajoity of 96.34%, which is more than the statutory minimum of 660/0. The CoC also authorized the RP to file necessary application under section 30(6) of the IBC for approval of this Adjudicating Authority under section 31(1) of the IBC. 18. The RP has also submitted a detailed checklist showing compliance with the various provisions of the IBC and the Insolvency & Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016.

Salientfeatures of the Resolution Plan Profile of RA and structure of consortium t9. For the purposes of the Resolution Plan, the resolution applicants are: (1) Nithia Capital Resources Advisors LLP, a limited liability partnership incorporated under Limited Liability Partnership Act, 2000 and having its corporate office at 2nd Floor, Berkeley Square House, Berkeley Square, London WlJ 6BD, its Affiliates or wholly owned subsidiaries to be set up (which shall be in compliance with Section 29A of the IBC) ("Nithia"); and (i1) Mr. Jai Saraf Chief Executive Officer of Nithia Capital Resources Advisors LLP ("Jai" together with Nithia refered to as "Resolution Applicants"). 20. The Resolution Applicants have proposed to implement this Resolution Plan (or arry parthereof) through a special purpose vehicle ("SPV") (which is in compliance with Section29Aof the IBC) incorporated for this pufpose by the Resolution Applicants. 2t. Pursuant to the Resolution Plan, an SPV witl be incorporated in which the Resolution Applicants will initially either directly (or indirectly through

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No.1664/MB12017) In re: Resolution plan of CKEST STEEL AND POWER PVT, LTD intermediate holding company(ies)) hold 100% of the equlty of the SPV (with an option to divest up to 490/o of the equity at any time prior to or on or after the Closing Date). It is clarifiedthatany change in the shareholding of the Company within a period of 1 (one) year from the Closing Date will requfue the approval of the lenders who are continuing with the Company as lenders, by majority of 66% by value. Proposal to turn around the Corporate Debtor 22. The Resolution Applicants state that there is fundamental value in the Company, which through financial and operutional resffucturing can create value for al1 Stakeholders. The Business of the Company suffered from amongst other things, economic downturn and the financial stress prevalent in the iron and steel industry and over-leveraging and the Resolution Applicants intend to optimize the capital structure to address the basic cause of financial distress.

23. The Resolution Applicants will use a combination of volume increase, productivity improvements, cost efficiencies; process improvements and automation; alignment of management and workers' interest to the performance of the Company. Improvement in volume and productivity of the Company will be done through completion of incomplete projects and new capital expenditure programmes (through intemal accruals of the Company or equity infusion).

Commercialfunctions 24. The Resolution Applicants propose to appoint senior personnel with a long ffack record of procurement in the steel indusffY, for the procurement of raw materials and key materials. Procurement function will be carried out on an arms-length basis and all conffacts with rclated and affiTiated parties will be terminated and/or brought under arm's length. 25. The Resolution Applicants also propose to appoint senior personnel with an extensive experience in marketing and selling of these products which a" of6l 3)r Page 8

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No, 205lCTBl2019 learlier CP (lB) No.1664/MB/20 l7l ln re; Resolution plan of CKEST STEEL AND POWER PVT. LTD willbe backed by the production planning team. Production planning team will assist the operations team on the targetproduction levels on a weekly, fortnightly, monthly and qlrafierly basis. The Resolution Applicants will also appoint production planning and quality control team to assist the marketing head on maintaining quality and timely delivery of products. 26. The Company willsell its products in the market through all channels viz., directly to steel manufacturers and stockists, however, the Resolution Applicants are going to dispense with all the currentarrangements of selling products through existing Promoter relatedaffiliates or Promoter connected parties. 27. The Resolution Applicants will try to achieve the best realizations on the products. However, in the business plan, selling prices of finished products in the projected financials have been considered based on historical trends which are sustainable on long-term keeping in perspective of all steel cycles.

Working capital and capital expenditure 28. Currently, there are no operations as the plant is shutdown. Prior to such shutdown also, the operations were suffering due to lack of sufficient working capital which was a consffaint to achieve optimum capacity utilizations and economies of scale. The plant is said to have some inventory balance in the form of raw material, work-in-progress, finished products and stores and spares. As per the Resolution Plan, it has been sought to maintain that level of inventory till the Resolution Applicants take over the operations of the Corporate Debtor. The Resolution Applicants propose an amount of t20 Crore out of the Fund Infusion to meet the working capitalrequirement of the Corporate Debtor. 29. During initial period of operations, the Resolution Applicants propose to sel1 products on spot basis, which will help in building up sufficient raw materialbalance in the plant. Going forward, the Resolution Applicants will gadually increase credit to customers and balance the requirement of e&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCFI MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.l664lMBl2017l In re: Resolution plan of CKEST STEEL AND POWER PVT, LTD working caprtal in the plants. The Resolution Applicants endeavor to build up optimum level of working capttal in the company to achieve the maximum utilization of capacities. 30. F'urthermore, the Resolution Applicants are proposing to incur the following capital expenditure :

C ommi ssi o ning of Pelle t cap acitie s (a) For achieving the pellet plant commissioning with a capacity of 1.2 MTPA, the Resolution Applicants propose to complete balance capex on priority basis. As per details avatlable in the Virtual Data Room and lenders' independent engineer's reports presented, majoriry of capex has been incured and the Resolution Applicants will incur the additional amount that may be required for completion of capacities.

Expansion of Sponge and Power capacities along with Railway Siding (b) The Resolution Applicants propose to commence the capitaL expenditure on the Sponge, Power capacities and on Railway Siding after commissioning of the pellet plant. As per details avarlable in the Virtual Data Room, these capacities are at an advances stage of completion.

Infusion of capital (c) The Resolution Applicants intend to infuse t80 Crore (Rupees Eighty Crore Only) by way of a Fund Infusion (as defined hereinafter) within 12 months of the Closing Date (of which t50 Crore will be infused within 6 months of the Closing Date) to fund the capex expansion plan in relation to the pellet plant and the captive power plant, to the extent as may be necessary to run the pellet plant ("Expansion Plan") without any obligation on the existing COC members to provide such funds. The 3& l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 ln TP No. 205lCTBl20l9 learlier CP (lB) No.1664/MB 120171 ln re: Resolution plan of CfuEST STEEL AND POWER PVT, LTD Resolution Applicants propose to enter into a fixed price EPC contract with a reputed contractor for completion of the Expansion Plan.

Treatment of stakeholders 31. The Resolution Plans provide for the interests of all Stakeholders (ref: Section 1.2 (Financial Proposal) of Part B (Financial Proposal) and Section 2 (Treatment of Stakeholders) of Part B (Financial Proposal) of the Resolution Plan). 32. The Resolution Plan provides for amounts (in Rs./ crore) to various classes of stakeholders as follows: -

S1. No. Category of Amount Amount Amount Amount Stakeholder* Claimed Admitted Provided Provided to under the the Amount Plan# Claimed (%) Secured 2,553.45 2,553.40 279.93 10.96% 1 Financial Creditors 2 Unsecured 2,387.40 s65.68 21.07 0.88% Financial Creditors Ja Operational L,197.51 532.62 15.00 r.25% Creditors 4 Other Debts and Dues Grand Total 6,r38.36 365L.70 316.00 Timelines within which amounts will be paid to the operational ueditors, employees etc, 33. The Resolution Applicants propose to make atotal payment of an amount not exceeding {316,00,00,000 (Rupees Three Hundred and Sixteen Crore / Only) ("Upfront Payments") for resolution of the Corporate Debtor Corporate Applicant in terms of the provisions of the IBC. 34. Furthermore, it is proposed that the Upfront Payments shall be utrlized for the full and final satisfaction and discharge of all Claims and debt against gd.

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 ln TP No. 205lCTBl2019 learlier CP (lB) No.1664/MB/20171 In re; Resolution plan of CfuEST STEEL AND POWER PVT, LT'D the Corporate Debtor of all the Stakeholders (including the Financial Creditors, Dissenting Financial Creditors, Operational Creditors (including Workmen and Employees and Government and Statutory Authorities), Other Creditors or any other Person to whom any amount is due be paid pursuant to this Resolution P1an, if any, excluding the CIRP Cost). The manner of distribution of the Upfront Payments shall be as follows: A. Payment of {15,00,00,000 (Rupees Fifteen Crore Only) for payment to all the Operational Creditors (including Workme n andEmployees). The distribution between and amongst Operational Creditors inter se shall be determined by the COC, in accordance with the ApplicableLaw

B. Payment to Mandatory Dissenting Financial Creditor in priority to any payment to Approving Financial Creditors;

C. The balance amount to be disributed between and amongst the Approving Financial Creditors on such terms and proportion as determined by the COC, in accordance with the ApplicableLaw,

35. It is submitted by the Resolution Applicants that the manner of distribution of the Upfront Payments shall be ultimately as determined by the COC, in accordance withApplicable Law. Upon approval ofthis Resolution Planby the Adjudicating Authority in accordance with the Code, such manner of distribution will be binding on all the Stakeholders of the Corporate Debtor. 36. The Excess CIRP Costs wil1 be paid in fuIl and in priority to any other Creditor of the Corporate Debtor. Based on the informationavarTable in the Virtual Data Room, the Resolution Applicants understands that the estimated CIRP Cost for the period till March 3,2020 is approximately 722 Crore (Rupees Twenty-Two Crore Only). The Resolution Applicants do not anticipate the CIRP Costs to exceed {25 Crore (Rupees Twenty-Five Crore Only) till the Effective Date. Any CIRP Costs will be paid out of the intemal

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lcTBl2jlg learlier CP 0B) No.1664lMBl201ll In re: Resolution plan of CKEST STEEL AND POWER PVT, LTD accruals of the Corporate Debtor on the Closing Date.In case the cash flows of the Corporate Debtor on or before the ClosingDate are not sufficient to meet the entire CIRP Cost, then such Excess CIRP Cost upto {25 Crore shall be paidby the Resolution Applicants. In case the CIRP Cost is above {25 Crore, the same shall be proportionately deducted from the Upfront Payment to FCs.

Proposed Schene of Arrangement & Demerger / 37. The Resolution Applicants proposes to split demerge the Corporate Debtor rnto 2 (two) separate and distinctlegal entities pursuant to a scheme of demerger ("Demerger"). The Demerger will, inter alia, has been stated to be beneficial as it will allow the businesses and activities of the Demerged Company and the Resulting Company to be carried on more economically, conveniently and advantageously following the Demerger andthe same will have beneficial results for the Demerged Company and the Resulting Company, their Stakeholders and all concerned. Reduction: Capital I 38. The Company shall undertake a capital reduction, whereby all the equlty shares andpreference shares of the Company held by any Person on a fully diluted basis shall stand cancelled and extinguished, without any pay-out, or cash consideration to the Financial Creditors, Operational Creditors, Employees and Workmen, statutory creditors, Other Creditors, other third parties, the existing shareholders and arry other Person, under the provisions of the Companies Act, 2013 ("Capital Reduction"). The face value of the equity shares so cancelled shall be transferred to the capital reserye of the Company. 39. The Corporate Debtor would not involve either a diminution of liability in respect of unpaid share capital, if any, or payment to any shareholder of any gA r.'€-

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl20l9 fearlier CP (lB) No.1664/MB/20171 In re: Resolution plan of CREST STEEL AND POWER PVT. LTD unpaid share capital. The Corporate Debtor is undergoing CIRP; therefore, the existing value of the share capitalof the Corporate Debtor is NIL. 40. The Capital Reduction of the Corporate Debtor shall be effected as an rntegralpart of this Resolution Planby the NCLT order without any further act, deedor instrument. Implementation of the Resolution Plan in terms of the NCLT order shall be deemed to be due compliance of all provisions of Applicable Law in this regard (including Section 66 of the Companies Act, 20t3). However, all applicable forms shall be filed with the appropriate authorities along with prescribed filing fee. 4L. Further, the Corporate Debtor would not involve either a diminution of liability in respect of unpaid share capital, if any, or payment to any shareholder of any unpaid share capital. The Corporate Debtor is undergoing CIRP; therefore, the existing value of the share capital of the Corporate Debtor is NIL.

Capital Infusion: 42. Simultaneous with the step above, the SPV along with the Incoming Shareholders (who shall be compliant with Section 29A of the IBC) shall together subscribe to equity shares of the Company for such amount as may be determined by the Resolution Applicants in their sole and absolute discretion. 43. Pursuant to the same, the SPV along with the Incoming Shareholders shall hold 100% (one hundred per cent) of the share capital of the Corporate Debtor and acqtolue control of the Corporate Debtor. 44. After the Demerger as set out hereinbelow, the SPV along with the Incoming Shareholders shall hold9l% of the share capitalof the Demerged Company and the Financial Creditors who vote in favour of the Resolution Plan shall hold 5% of the share capital of the Demerged Company in the e&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 fearlier CP (lB) No.1664/MB 12011] ln re: Resolution plan of CfuEST STEEL AND POWER PVT, LTD manner specified in Section 1.2.1 (Summary Proposal) of Part B (Financial Proposal) of the Resolution Plan. It is clarified in the Plan that that the Demerged Company shall hold t00% of the Resulting Company. 45. Further, on and ftom the Closing Date, all existing directors of the Company shall be deemed to have resigned and vacated their office, and the board of directors of the Company shall be re-constituted by the Resolution Applicants in accordance with Applicable Law (including the applicable requirements of appointing independent directors)

Supemision of the Implementation Schedule by Monitoring Committee: Post the Effeaiue Date and prior to the Closing Date: 46. During the period between the Effective Date and the Closing Date, a monitoring committee shall be constituted ("Monitoring Agency") which shall comprise of (i) 2 (Two) representatives of the Financial Creditors; ii) 2 (Two) representatives of the Resolution Applicants; (iil) Insolvency Professional (1v) 1 (One) extemal expert nominated by the Resolution Applicants and the Approving Financial Creditors. Al1 decisions of the Monitoring Agency shal1 be taken by way of majority decision, which majority shall comprise of at least one representative of the Resolution Applicants. 47. The Resolution Applicants shall (prior to the Effective Date) agree on the fees, costs and expenses which may be incurred by the Monitoring Agency in discharging its duties as set out above and for continuing the Business of the Company andlegalfees that may be incurred by them from the Effective Date till the Closing Date (the "Monitoring Agency Costs"). The Monitoring Agency Costs shall be funded on a monthly basis from the cash flows of the Corporate Debtor. In the event such cash flows are insufficient, any Excess Monitoring Agency Costs shal1 be bome by the Resolution Applicants.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.1664lMBl2017l In re: Resolution plan of CREST STEEL AND POWER PYT, LTD 48. The Monitoring Agency shall supervise the implementation of the Resolution Plan. The Resolution Applicants, acting under the supervision of the Monitoring Agency shall be required and entitled to do all such acts, deeds, matters and things as may be necessary, desirable or expedient in order to implement and give effect to this Resolution Plan in accordance with its terms. The powers of the board of directors of the Company shall remain suspended until the Closing Date and shall be exercised by the Monitoring Agency. 49. It is clarified that other than the Upfront Payments (to be paidrn accordance with this Resolution Plan), the Company and/or the Resolution Applicants shall not make any payments (including interest) to the Financial Creditors, Operational Creditors, Workmen and Employees, and/ or the Other Creditors until the Closing Date.

On and afier the Closing Date 50. The Monitoring Agency shall stand dissolved and shall be divested of its powers and responsibilities without any further action or deed required from the Company, the Resolution Applicants, the Monitoring Agency, the Adjudicating Authority or any other person. 51. Acquisition of Control on the Closing Date, the Resolution Applicants shall acquire control over the Company through the SPV in the manner set out in Section 3 (Acquisition as a Going Concern) of Part B (Financial Proposal).

Supentision of Plan

52. The board of directors of the Company (reconstituted in accordance with Section 2. 1 (Formation of Boar d and Credentials of Board Members) of Part A (Business Plan) of the Resolution Plan) shall put in place an adequate mechanism for supervising the implementation of the Resolution Plan (to sA Page I6 of6l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.l664lMB/20171 In re: Resolution plan of CfuEST STEEL AND POWER PVT. LTD the extent outstanding) post the Closing Date. For this purpose, a committee of the reconstitutedboard of directors of the Company will be constituted, for supervising the implementation of the Resolution Plan (to the extent outstanding) post the ClosingDate.

Implementation S che dule : INDICATIVE ACTIVITY SCHEDULE Sr. Activity Indicative Timeline No. (days) I- Approval Process Presentation of Resolution Plan to the COC. To be completed prior 1 to NCLT approval of 2 Approval of Resolution Plan by COC the Resolution Plan 3 Application to the NCLT for approval of the Resolution Plan. 4. Incorporation of SPV To be completed prior to NCLT approval of the Resolution Plan 5. Approval of Resolution Plan and Demergerby T the NCLT on the Effective Date (such date, "T"). & Appointment of members of Monitoring Agency 6 7. Intimation to all Financial Creditors and T+1 Operational Creditors, existing shareholders and other Stakeholders. II-In Lterim Period Completion of the Conditions and Issue of Y 8. Implementation Notice (such date "Y") III - Infusion of Funds, Acquisition, Settlement of Creditors and Mandatory Payments 9. Capital Reduction (i.e., for the acquisition of T+90 conffol of the Corporate Debtor by the Resolution Applicants) and Capital lnfusion into the Corporate Debtor.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (l B) No. I 664lMB/20 I 7l In re: Resolution plan ol CfuEST STEEL AND POWER PVT, LTD 10. Implementation of Demerger as contemplated in T+ 90 this Resolution Plan for vesting of Expansion Assets in Resulting Company 11. Payment of CIRP Costs, Workmen and T+90 Employee Payments, Other Operational Creditor Payments, Mandatory Dissenting Financial Creditor Payments and all other mandatory payments required to be made in accordance with the IBC. 12. Upfront Payment to FC, Assigned Financial T+ 90 Debt Acquisition

53. We have perused the present Application and the Resolution Plan. We have also heard at length Mr Joy Saha, learned Senior Counsel for the RP.

Statutory provisions 54. The IAs have been filed under section 30(6) of the IBC seeking approval of this Adjudicating Authority under section 31(1) of the IBC. Section 31(1) ibid mandates that the Adjudicating Authority shall by order approve the resolution plan if it is satisfied that such resolution plan as approved by the CoC under sub-section (4) of section 30 meets the requirements as referred to in sub-section (2) of section 30.

Observations of the Adjudicating Authority 55. The Tribunal's observations are as follows: - (a) The total loan amount outstanding to all Financial Creditors (Financial Creditor), is approximately t3118.73 crore, whereas the successful the Resolution Applicant has proposed to pay {301 crore. (b) The Resolution Applicants have proposed payment of an upfront amount of t316 Cr., for which be towards the complete and full o& Page l8 of61 \----"----

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.l664lMB/20171 In re: Resolution plan of CREST STEEL AND POWER PVT, LTD satisfaction of the debts owed by the Corporate Applicant to the Financial Creditors and Operational Creditors. (c) The Approving Financial Creditors shall be issued equity shares of the Demerged Company (i.e. the holding company of the Resulting Company), as against such amount as may be determined by the Resolution Applicants ("Balance Debt") by converttng part of the Balance Debt of the Approving Financial Creditors into equity shares of 110 each having total value of {5 Crore such that the Approving Financial Creditors shall collectively hold equlty shares corresponding to five per cent (5%) of the total paid up and issued equlty share capitalcalculated on a fully dilutedbasis, after FirstFund Infusion into the Demerged Company by the Resolution Applicants. Such equity shares shall be credited as fully paid-up to such Financial Creditors. Further, such equity shares shall be issued in the proportion that is determined by the COC in accordance with Section 3.9 of Part A (Business Plan) of the Resolution Plan. (d) The Demerged Company will hold l00o/o equity in the Resulting Company. (d) The Fair value is stated to be Rs. 617.90 Cr whereas the Liquidation value is stated to be 303.65 cr.

Findings with reference to section 30(2) of the IBC 56. The Resolution Plan is presented as per the requirements of section 30(2) of the IBC. The following table captures the position:

Requirement Compliance Comment CIRP costs to bepaid Yes CIRP costs will be paid from Available Funds in priority to Section 2.1 Part B any other creditor.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 1251C'tB.2020 In TP No. 205lCTBl2019 fearlier CP (lB) No.l664lMB 120111 In re: Resolution plan of CREST STEEL AND POWER PVT. LTD Requirement Compliance Comment Debts of operational An amount of {15 lakh has been creditors Earmarked for payment ol <15,00,00,000 (Rupees Fifteen Crore Only) for payment to all Yes the Operational Creditors (including Workmen and The Employees). distribution between and amongsl Section 2.3 of Operational Creditors inter s€ Part B shall be determined by the COC, in with accordance the Management of Yes During the period between the Effective Date and the Closing corporate debtor Section 5 of Date, a monitoring committee after approval' Part B ;hall be constituted ("Monitoring Agency") which shall comprise of .i) 2 (Two) representatives of the Financial Creditors; ii) 2 (Two) :epresentatives of the Resolution (iii) Applicants; Insolvency Professional (iv) 1 (One) external 3xpert nominated by the Resolution Applicants and the Approving Financial Creditors. All decisions of the Monitorins Implementation of the Yes A scheme of demerger, capital Resolution Plan Section 6 of reduction and capttal infusion Part B has been envisaged under the plan. Furthermore, the plan also takes into account the formation of a Monitoring for Agency overseeing the implementation of the plan befween the Effective Date and the ClosingDate. Contraventions of law, No No comments are necessary. if any Section 74 of Part C s&

IN THE NATIONAL COMPANY LAW TRiBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No. 1664/MB/201 7l In re: Resolution plan of CREST STEEL AND POWER PVT, LTD 57. We have examined the relevant clauses of the Resolution Plan and find the same to be in conformity with the law. Further, the Resolution Plan has provisions for its effective implementation.

Extinguishment, waiuers & liabilities sought by the RA, and orders tltereon 58. The RA has sought cefiain reliefs, concessions and dispensations in the Resolution Plans. These are ordered as follows: -

Dispensation Clause Orders thereon

2.14.2. (i) A11 obligations, claims and Liabilities This is for the (whether final or contingent, whether appropriate disputed or undisputed, and whether or authorities to not notified to or claimed against the consider Company) of the Company (including by income tax/ tndtect taxauthorities or any other authority whatsoever); (ii) all / potential direct tndirect tax liability (including but not limited to any potential MAT liability, potential liability under Section 56 and 50CA of Income Tax Act, 19 6l) / tnterest/penalty etc. which may be levied by any authority in future upon implementation of this Resolution Plan; (ii1) all outstanding Disputes or legal proceedings against the Company; and (iv) all rights or claims of any person against the Company; in each case, relating to the period prior to the Closing Date, shall immediately, irrevocably and unconditionally stand extinguished, waived, withdrawn and abated on and from the Closing Date, and no person shall have any further rights or claims against the Company or the Resolution Applicants in this rcgard. 2.t4.2. (i) (ti) Guarantees Allowed gd. Page2l of 6l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learl ier CP (lB) No. I 664lMB/20 1 7l In re: Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon

A11 obligations, Liabilities claims or proceedings in relation to any corporate guarantees, indemnities and all other forms of credit support provided by the Company prior to the Closing Date (including but not limited to the to guarantee extended secure the obligations of Topworth Urja and Metals Limited, Topworth Tollway Satna Private Limited, Topworth Tollways Mangawan Private Limited and Topworth Tollways Ujjain Private Limited) shall be deemed to be owed and due as of the Insolvency Commencement Date, and shall immediately, irrevocably and unconditionally stand extinguished, waived, withdrawn and abated on and from the Closing D ate, including but not limited to any form of credit support for persons that are currently Affiliates, Promoters or Promoter Group (including the existing Promoters of the in Company), persons acting concert with Promoters, holding companies, subsidiary companies, associate companies and/ or Group Companies of the Company.

(it) Right of Subrogation 2.14.2. Allowed Any person other than the Company (including the existing Promoters of the & 2.2.7. & Company) that has provided any form of security interest for and on behalf of, and 2.2.8. / or rn order to secure any obligations of the Company (whether by way of hypothecation, pledge, mortgage, guaruntee or otherwise), shall not be entitled to exercise any subrogation rights in respect of such affangemerfi, and they shall have no rights or claims against the Company. Subject to Section 2.15, all oblisations. Liabilities. claims sc l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205|CTB/2019 learlier CP (lB) No.l664lMB/20171 In re: Resolution plan of CREST STEEL AND POWER PI/T, LTD Dispensation Clause Orders thereon or proceedings against the Company in this regard shall be deemed to be owed and due as of the Closing Date, and shall immediately, irrevocably and unconditionally stand extinguished, waived, withdrawn and abated on and from the Closing Date. Treatment of debts barcedby limitation 2.12.2 (iv) Subject to other provisions of this As per the applicable Resolution Plan, as of the Closing Date, provisions of any debt owed by the Company to any the Operational Creditor, which is barred by coresponding limitation under the Applicable Laws, statutes/Iaws shal1 immediately, irrevocably and unconditionally stand extinguished, waived and withdrawn on and from the Closing Date, and no person shall have any further rights or claims against the Company in this regard. implicated in, or in any manner 2.t2.2. adversely affected by (including in As per the of in applicable respect ffansactions foreign provisions of exchange), or have any Liability in (v) relation to, arry investigations / the coresponding / proceedings orders or any matters statutes/laws relating to the Company or its erstwhile Promoters. The approval of the Resolution Plan by 2.12.2.(vi) This is for the the NCLT shall cause the direct tax appropriate authorities to grant wavier for getting a authorities to no objection certificate from dtrect tax as consider authorities contemplated under Section 281 of Income Tax Act,796l. The approval of the Resolution Plan by 2.12.2 (vlt) This is for the the NCLT shall cause the Ministry of appropriate Corporate Affairs, Government of authorities to India, provident fund authorities, sales consider. / tax authorities services tax authorities / GST Council to waive penal charges gd' l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No. 1664/MB/20171 ln re: Resolution plan of CKEST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon for past non-compliance of fi lling / s ec rctarial obligations. Subject to other provisions of this 2.72.2. Allowed subject Resolution Plan, the Company shall (viii) to statutory and have no Liabilities in relation to the other relevant period prior to the ClosingDate. dues as decided by the approprtate authorities. Approval of this Resolution Plan shall 3.10. be deemed to be approval of the This should be as per the Acquisition, Capital Reduction and Applicable Demerger by the shareholders and provisions of Creditors of the Corporate Debtor and law in this no further action shall be required to be undertaken by the Resolution regard. Applicants in this respect. The in Resolution Professional shall, its However, the application for seeking approval of this Corporate Resolution Plan also seek the following Debtor under specific orders from the Adjudicating the successful Authority: (a) approving the Caprtal resolution Reduction in the manner contemplated applicants shall under the Resolution Plan; (b) file all necessary approving the Acquisition in the manner forms with the contemplated under the Resolution appropriate Plan; and (c) Demerger. authorities along with the filing fee prescribed for this purpose, and no exemption is granted in this regard. Following the Mandatory Dissenting 2.2.2. Allowed Financial Creditor Payments, Upfront Payment to FCs, Assigned Financial Debt Acquisition, all remaining gA l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACI( BENCH MA No. l25lCTBl2020 In TP No. 205lcTBl2jlg learlier CP (lB) No.1664/MB12017) In re: Resolution plan of CREST STEEL AND POWER PYT. LTD Dispensation Clause Orders thereon financial liabilities of the Corporate Debtor towards the Financial Creditors shall be permanently settled in fuIl on and from the Closing Date, and the Corporate Debtor or the Resolution Applicants, shall at no point of time be, directly or indirectly, held responsible or liable to make arry payments to the Financial Creditors in relation thereto. A11 claims rights or entitlements 2.2.3. Allowed (including any demandfor any losses or damages, principal, accrved or unpaid interest, compound interest, penal interest, liquidated damages, and other charges akeady aecrued/accruing or in connection with any third party claims), commission, charges, facility agency fees, security trustee fees etc. that have not been assigned, novated or acquired pursuant to the Assigned Financial Debt Acquisition (other than the Necessary Bank Guarantees), on account of arising on or after the Insolvency Commencement Date and until the Closing Date will by virtue of the order of the NCLT approving this Resolution Plan be deemed to: (I) be permanently extinguished; and (ID have stopped accruing on and from the Insolvency Date, and Commencement the Corporate Debtor or the Resolution Applicants shal1 at no point of time be, directly or indirectly, held responsible or liable to make any payments to the Financial Creditors in relation thereto. The Corporate Debtor shall be allowed, at its discretion, to set-offexisting losses from the gains arising out of write-offof existing debt in terms of this Resolution Plan. Post tendering the upfront payment all 2.2.4. (i) Allowed relevant persons including the Financial Creditors shall redeliver and shall cause

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lcT82020 In TP No. 205lCTBl2\lg learlier CP (lB) No.1664/MBl20l7l In re; Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon to be delivered to the Company, all documents (other than the Necessary Bank Guarantees) rcLatirLg to the Company (including loan agteements, guarantees, security documents, title deeds, lease deeds, lease agreements, demand promissory notes, records, powers of attomeys, post-dated cheques, other negotiable insffuments, with the encumbered Financial Creditors) andcollateral held by them 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. Further, each creditor of the Company shall execute or issue discharge certificates, no-objection certificates and all other documents and take all such actions as may be required by the or Company Resolution Applicants or the SPV for the release or modification of the Encumbrances, security interests and charges contemplated in this para$aph. Any Securiry or Dispute in relation to 2.2.4. (ii) the Outstanding Financial Creditor Allowed Debt shall be subject to the ffeatment specified in Section 2.8 (Treatment of Security and On-going Litigation) of Part B (Financial Proposal). No Financial Creditor shal1 be entitled 2.2.4. (111) As per the to take, initiate or continue arty steps or applicable proceedings against the Company or its provisions of assets whether by way of demand,legal Law proceedings, alternative determination process, the levying of distress, in any jurisdiction whatsoever for the purpose of obtaining payment of any Liability for obtaining payment of the Outstanding Financial Debt, or for the purpose of placing the Company into liquidation or any analogous proceedings

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 leorlier CP (lB) No.1664/MBl2017l In re: Resolntion plan of CREST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon

The Financial Creditors shall have no 2.2.4. (iv) As per the rights or claims against the Company & (v) applicable (including but not limited to, in relation provisions of to any past breaches by the Company or Law any right of recompense that the Financial Creditors may have) and all prior claims shall immediately, irrevocably and unconditionally stand extinguished upon payment of the Upfront Payment to FCs. & all liabilities of the Corporate Debtor in relation to any letters of credit, leffers of comfort, post-dated cheques, letters of awareness, leffers of undertaking, guarantees, counter guarantees, corporate guarantees, bank guarantees, performance glJarantees for any other Persons, indemnity, undertaking, or similar obligations in respect of any debt or other obligation of the Corporate Debtor (other than the Necessary Bank Guarantees), whether any claims in respect thereof have been admitted in the CIRP or not, along with any other contingent or fufure claims, liabilities and/or commitments of any nature whatsoever issued by, or on behalf of, or at the behest of, the Corporate Debtor, or incurred or undertaken by the Corporate Debtor (as the case may be), till the Closing Date, whether asserted or unasserted, whether admitted or not, crystallized or uncrystalTized, known or unknown, secured or unsecured, disputed or undisputed, whether or not set out in the Information Memorandum, the VirtualData Room, the balance sheets of the Corporate Debtor or the profit and loss account statements of the Corporate Debtor, will be, and be deemed to be, permanently extinguished, by virtue of the NCLT Approval of this Resolution Plan and all

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.l664lMB/20171 In re: Resolntion plan of CfuEST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon liabilities of the Corporate Debtor in relation thereto will be written-offin ful1. The Corporate Debtor or the SPV or the Resolution Applicants shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto. No rights of subrogation, indemnity or 2.2.4. As per the action against the Corporate Debtor will (viii)2 survive and all related financial applicable liabilities of the Corporate Debtor, provisions of Law whether admitted or not, due or or contingent, asserted unasserted, crystalhzed or uncrystalTized, known or unknown, disputed or undisputed, in relation to any period till the Insolvency Commencement Date or arising on account of the ffansactions contemplated in this Resolution Plan (including the acquisition of control by the Resolution Applicants over the to Corporate Debtor pursuant this Resolution Plan) in relation to any guarantee or other thtrdparty security of any rLature, in respect of which such third parties ("Third Party Security Provider") may have rights against the Corporate Debtor, which may have been provided or issued by any Person in support of, for the benefit of, or at the behest of the Corporate Debtor or for any other reason whatsoever ("Credit Enhancement"), shall stand cancelled and terminated without any liabilities accruing to the Corporate Debtor or the Resolution Applicant, and will be treated as extinguished, as the case may be, on the Effective Date, provided that the Resolution Plan is implemented on or before the ClosingDate.It is clarified that extinguishment of any subrogation or indemnity rights of any Third-Party Security Provider shall be without preiudice to the rishts of the 3& iN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125/CTB|2020 In TP No. 205lCTBl2019 learlier CP (IB) No.l664lMBl2017l In re: Resolution plan of CREST STEEL AND POYVER PVT. LTD Dispensation Clause Orders thereon beneficiaries of any Credit Enhancement to make claims against such Third-Party Security Providers (including for any losses suffered by such beneficiaries in relation to such Credit Enhancements).

It is also clarified that the issuer of any guarantees issued in support of, for the benefit of, or at the behest of the Corporate Debtor, will do all acts and execute all agreements/documents as may be necessary to record the extinguishment of the subrogation rights of such gvarurltor of the Corporate Debtor, if required by the Corporate Debtor or the Resolution Applicant, as the case may be. Any and all claims, rights and 2..2.6. As per the entitlements of any actual or potential applicable Financial Creditors of the Corporate provisions of Debtor, including any conffacts entered Law into by the Corporate Debtor with such Creditors, not assigned or addressed above in this Section 2.2 (Treatment of Financial Creditors), whether claimed or unclaimed, admitted or not, due or or contingent, asserted un-asserted, crystallized or uncrystalTized, known or unknown, disputed or undisputed, present or future, in relation to any period prior to the ClosingDate or any monetary or financial claims, dues, demands or obligations owed to the Financial Creditors arising on account of the acquisition of the Corporate Debtor by the Resolution Applicants pursuant to this Resolution Plan, or on account of the measures contemplated under this Resolution Plan shall be deemed to be permanently extinguished, and all the conffacts entered into by the Corporate Debtor with such Creditors will be deemed to be terminated without sd l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No. 1664lMB 12011) In re; Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon any liabilities, claims or obligations whatsoever arising out of or in relation to such contracts, by virtue of the order of the NCLT approving this Resolution Plan and the Corporate Debtor/SPV, or the Resolution Applicants shall at no point of time, directly or indirectly, have any obligation, liability or duty in relation thereto. Any invocation or appropriation or 2.2.9. other enforcement action aheady As per the undertaken in respect of any applicable provisions of Encumbrance, security, guararLtee, Law pledge, charge or collateral granted or created by the Corporate Debtor or in respect of any Assets of the Corporate Debtor in connection with any Outstanding Financial or any other debt or obligation ofthe Corporate Debtor, in relation to any period prior to the Closing Date, shall stand automatically rendered infructuous and cancelled and deemed nul1 and void and all liabilities in to and obligations relation such Encumbrance, security, guarantee, pledge, charge, or collateral granted or createdby the Corporate Debtor shall be to deemed have been permanently extinguished on the approval of this Resolution Plan by the NCLT. This clause is without prejudice to the proceeds that may have aheady been received by the financial creditors on account of any invocation or appropriation prior to the commencement of the CIRP Period against the Corporate Debtor. If any Person has any call option, put 2.2.r0 Not Allowed. option or any right of pre-emption in respect of the securities of the Corporate Debtor including any right of first refusal, right of first offer, all such options and riehts in relation to any

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IN THE NATiONAL COMPANY LAW TRIBUNAL CUT|ACK BENCI{ MA No. l25lCTBl2020 In TP No. 205lCTBl2019 fearlier CP (lB) No.1664/M8120111 ln re: Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon period prior to the Closing Date shall be deemed to be permanently extinguished, and all such rights against the Corporate Debtor will be deemed to be terminated without any liabilities, claims or obligations whatsoever arising out of or in relation to such conffacts, by virtue of the order of NCLT approving the Resolution P1an, and the Corporate Debtor, SPV or the Resolution Applicants sha1l at no point of time, directly or indirectly, have any obligation, liability or duty in relation thereto. Any and all rights and entitlements of 2.3.1.(1v) any actual or potential As per the Other applicabte Operational Creditors (including any provisions of person who may claim to be such a Law Creditor by way of exercise of rights under Applicable Laws or equity), whether such claims rights or entitlements (including any demand for arly losses or damages, principal, interest, compound interest, penal interest, liquidated damages, and other charges akeady accrred/ accruing or in connection with any third party claims) have been submitted to the Resolution Professional or not, admitted or not, whether or not set out in the Information Memorandum, the Virtual Data Room, the balance sheets of the Corporate Debtor or the profit and loss account statements of the Corporate Debtor, being due or due or contingent, asserted or un-asserted, crystallized or uncrystallized, known or unknown, disputed or undisputed, present or future in relation to any period prior to the Closing Date or on account of the measures contemplated under this Resolution Plan, shall be deemed to be permanentlv extinsuished with effect

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.1664/MBl20l7l In re: Resolution plan of CREST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon from the Effective Date by vfutue of the order of the Adjudicating Authority approYing this Resolution Plan, provided that the Resolution Plan is implemented on or before the Closing Date and the Corporate Debtor, SPV or the Resolution Applicants shal1 at no point of time, directly or indirectly, have any obligation, liability or duty in relation thereto. Any liabilities in respect of advances 2.3.t.(v) from customers, trade payables, As per the applicable incremental claims that may be made by provisions of Operational Creditors, claims in respect Law of corporate social responsibility, expenses payable, employee benefits, liabilities on account of purchase to or commitments vendors, other liabilities, whether claimed or unclaimed, admitted or not, due or or contingent, asserted unasserted, crystalhzed or uncrystalTized, known or unknown, secured or unsecured, or disputed undisputed, present or future, whether or not set out in the Information Memorandum, 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 Insolvency Commencement Date will be written off in full and will be deemed to be permanently extinguished with effect from the Effective Date by virtue of the order of the Adjudicating Authority approving this Resolution Plan, provided that the Resolution Plan is implemented on or before the Closing if Date, and all consequential liabilities, any, that may arise in future (including, without limitation, for any tax, penalty, or interest, fines fees) shal1 stand extinguished and the Companv. SPV or ? l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 fearlier CP (IB) No.1664/MB/20171 In re; Resolution plan of CREST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon the Resolution Applicants shal1 at no point of time be, directly or indirectly, held responsible or liable in relation thereto, or be required to refund/return any such amounts. Any and all other claims or demands, or 2.3.1.(vi) liabilities or obligations owed or As per the apphcable payable, including but not limited to any provisions of Outstanding Operational Debt or under Law any contracts entered into by the Company, amounts payable by way of damages, penalties, liquidated damages, any demand for any losses or damages, liquidated damages, indemnification, principal, interest, compound interest, penal interest, liquidated damages, and other charges already acqued/ accruing or in connection with any thrd party claims, to any actual or potential creditor, vendor, contracting counterparty, Government Authority, claimant or any other person whatsoever (including, for the avoidance of doubt, but not limited to the Operational Creditors of the Company and its Promoters, directors and other Related Parties), whether claimed or unclaimed, admitted or not, due or contingent, asserted or unasserted, crystallized or uncrystallized, known or unknown, or secured unsecured, disputed or undisputed, present or future, whether or not set out in the Information Memorandum, 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 Insolvency Commencement Date, will be written off in fuI1 and shall be deemed to be permanently extinguished with effect from the Effective Date by virtue of the order of the Adjudicating AuthoriW approving this Resolution s4

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No. 1664/MB/20 l7l In re; Resolntion plan of CfuEST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon P1an, provided that the Resolution Plan is implemented on or before the Closing Date, and the Company, SPV or the Resolution Applicants shalI at no point of time be, directly or indirectly, held responsible or liable in relation thereto. Any and all rights claims (including any 2.3.1.(vii) As per the Sub Judice Claims) and entitlements of applicable any actual or potential person, whether provisions of claimed or unclaimed, admitted or not, Law due or contingent, asserted or crystalhzed unasserted, or uncrystallized, known or unknown, disputed or undisputed, present or future in relation to any period prior to the Insolvency Commencement Date, shall be to be deemed permanently extinguished with effect from the Effective Date by virtue of the order of the Adjudicating Authority approving this Resolution P1an, provided that the Resolution Plan is implemented on or before the Closing Date and the Company, SPV or the Resolution Applicants shall at no point of time, directly or indirectly, have any obligation, liability or duty in relation thereto.

A11 undertakings or obligations of the 2.3.1.(viii) Company in respect of the Other As per the applicable Operational Creditors shall be deemed provisions of to be terminated, and all liabilities, Law damages or claims arising therefrom, whether claimed or unclaimed, admitted or not, due or contingent, asserted or unasserted, crystallized or uncrystalTized, known or unknown, or disputed undisputed, present or future, in relation to any period prior to the Insolvency Commencement Date, shall be deemed to be permanently extinguished with effect from the Effective Date by virtue of the order of IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (IB) No.1664/MBl2017l In re: Resolution plan of CREST STEEL AND POWER PI/T. LTD Dispensation Clause Orders thereon the Adjudicating Authority approving this Resolution Plan, provided that the Resolution Plan is implemented on or before the Closing Date and the Company or the Resolution Applicants, shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto.

With respect to the investments made by 2.3.1.(tx) As per the the Company (including but not limited applicable to investments in equity shares and/ or provisions of preference shares (as may be applicable) Law of any person or entity), arry commitment by the Company to make any further investments or provide loans in future, shall be deemed extinguished by virtue of the order of the Adjudicating Authority approving this Resolution Plan and such investments aheady made, should not be diluted until the Closing Date by the Resolution Professional. On the Effective Date, any liabilities or amounts due to the Related Parties of the Company or any other person or entity (which have not been admitted by the Resolution Professional or which have arisen during the CIRP period til1 the acquisition of control of the Company by the Resolution Applicant) in respect of the investments made by the Company in such entities shall stand extinguished, provided that the Resolution Plan is implemented on or before the Closing Date and the Company, SPV or the Resolution Applicant, shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto.

On and from the Closing Date, the Resolution Applicants reserye the right to deal with the investments made by the Company (including but not limited to investments in or equiry shares and/ preference l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No, 205lCTBl20l9 learlier CP (lB) No,1664/MBl20l7) ln re; Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon shares (as may be applicable) in any person or entity), in any manner as deemed fit. For the avoidance of doubt, it is clarified that in respect of the aforesaid contracts which are terminated, &frV financial liabilities of afiy party to the Company shall continue and shall not be deemed extinguished. For abundant clarity, dty and all dues 2.3.1.(xi) As per the (in the nature of claims) payable to applicable Government and Statutory Authorities, provisions of (other than payment to Employee and Law. Workmen), shall be treated as follows: (a) all claims or demands made by, or liabilities or obligations owed or payable to or assessed by, any Government and Statutory Authority, in relation to any dues, direct Taxes (including for any previous or current assessment year(s)), indirect Taxes, duties (including stamp duties), penalties, fees, interest, fines, levies, cesses, assessments or additions or any other charges or payments whatsoever on the Corporate Debtor or in relation to the Corporate Debtor, whether or not such Claims or demands are admitted, due or contingent, asserted or unasserted, crystallized or uncrystallized, assessed or unassessed, known or unknown, secured or unsecured, disputed or undisputed; (b) any finar.cial liabilities in relation to arLy consent, permission, privilege, entitlement, exemption, benefit, license or approval gtanted to the Corporate Debtor, or in relation to the Corporate Debtor, whether or not such consent, permission, privilege, entitlement, exemption, benefit, license or approval is subsisting, lapsed or expired; (c) all financial liabilities (including without limitation, for any penalty, interest. fines or fees) and other liabilities gd l I --1

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'TACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No. I 664lMB/20 I 7l In re: Resolution plan of CKEST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon arld obligations which may have a financial impact on the Corporate Debtor, in relation to (1) any investigation, inqurry, show-cause, notices, causes of action, suits, claims, disputes, litigation, arbitration or other judicial or regulatory or administrative proceedings whether civil or criminal against, or in relation to, or in connection with the Corporate Debtor or the affairs of the Corporate Debtor, pending or threatened; (i1) any non-compliance of provisions of any laws, rules, regulations, directions, notifications, circulars, guidelines, policies, approvals, consents or permissions; (iii) cross subsidies availed by the Corporate Debtor; and (iv) any and all actval or potential rights and entitlements of the Cenffal Government, the State Government, any regulatory or local authority or body or any agency or insffumentality thereof or any other party or entity (under any agteement, lease, license, approval, consent, permission or privilege) which may have a ftnancial impact on the Corporate Debtor, whether admitted or not, due or or contingent, asserted unasserted, crystallized or uncrystallized, known or unknown, secured or unsecured, disputed or undisputed, whether or not such claim, demand, liability is set out in the Information Memorandum, VirtualData Room, the balance sheets or the profit and loss account statements of the Corporate Debtor, in relation to any period up till the ClosingDate, will be written off in full and shall be, and be deemed to be, permanently extinguished with effect from the Effective Date by virtue of the order of the Adiudicatine Authority e4 l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No.1664/MBl20l7l In re: Resolution plan of CREST STEEL AND POV{IER PVT, LTD Dispensation Clause Orders thereon approving this Resolution Plan in terms of this Resolution Plan, provided that the Resolution Plan is implemented on or before the Closing Date, and the Resolution Applicants or the Corporate Debtor, SPV shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto. For the avoidance of doubt, the criminal proceedings will be abated subject to Applicable Law. Further, for the avoidance of doubt and without prejudice to the generality of the foregoing, it is expressly clarified that no liabilities, claims or obligations whatsoever arising out of or in relation to criminal proceedings, shall arise in respect of the Corporate Debtor or the Resolution Applicants who shall at no point of time, directly or indirectly, have any obligation, liabitity or duty in relation thereto. If any criminal proceedings initiated against the officers of the Corporate Debtor prior to the Effective Date cannot be disposed of by the Adjudicating Authority under Applicable Law, the same shall continue against such officers. However, any liability accruing to the Corporate Debtor or the Resolution Applicants as a result of such criminal proceedings against the officers of the Corporate Debtor shall be deemed to have been permanently extinguished by the order of the Adjudicating Authority approving this Resolution Plan. Notwithstanding anything to the 2.3.1.(xii) As per the corLtrary contained in the IBC or any applicable other law for the time being in force, the provisions of liability of the Corporate Debtor for arr Law offence committed prior to the commencement of the CIRP, if any, sha1l cease, and neither the Corporate

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'TACK BENCH MA No. 125lCTBl2020 In TP No. 205lcTBl2jlg learlier CP (lB) No.l664lMB 120111 ln re: Resolution plan of CREST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon Debtor nor the Resolution Applicants shall be liable to be prosecuted for any such offence on and from the NCLT Approval Date, If a prosecution has been instituted during the CIRP against the Corporate Debtor, the Corporate Debtor shall stand fully discharged from the NCLT Approval Date. Under Section 115JB of the Income-Tax 2.3.1. (xiv) This is for the Act, 1961, assessee company for which appropriate arehabrlitation scheme was approved or authorities to reference was made under the provisions of the erstwhile Sick Industrial consider. Companies (Special Provisions), Act, 1985 was not subject to minimum altemate tax until the net worth becomes positive. Accordingly, a benefit would be extended to a resolution plan approved in accordance with IBC since IBC supersedes all otherApplicable Law and deals with the same subject matter as the erstwhile Sick Industrial Companies (Special Provisions), Act, 1985. In light of this, upon approval of this Resolution Plan by the Adjudicating Authority, the Cenffal Board of Direct Taxes, Department of Revenue, Ministry of Finance, Government of India (hereinafter referred to as "CBDT/DOR") shall be deemed to: (i) exempt income / gain / profits, if any, arising as a result of giving effect to the Resolution Plan from being subjected to minimum alternate tax in the hands of Company under the provisions of the Income-tax Act, 1961; (i, exempt income / gain / profrts, if any, arising as a result of giving effect to the Resolution Plan from being subjected to tax in the hands of the Company under the provisions of the Income-tax Act, 1961; (iii) grant an exemption to receive all income without deduction of any Tax q

IN TI{E NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No. 1664/MB/20 I 7l In re: Resolution plan of CfuEST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon under the provisions of Chapter XVII-B of the Income-tax Act, 196t for a period of 10 (ten) years from the Closing Date; and (iv) waive allLiabilities in respect of Taxes (including interest and penalty) arising in respect of periods up to the Closing Date, including such Liabilities for the period up to the Closing Date that may crystallize subsequent to the Closine Date. A11 dues under the provisions of the 2.3.1.(xv) This is for the Income tax Act, L96l (as amended from time to time) ("Income-tax Act"), appropriate authorities to including taxes, duties, penalties, consider interest, fines, cesses, charges, unpaid tax dedvcted at source or tax collected at source whether claimed or unclaimed, admitted or not, due or contingent, whether or not set out in the provisional balance sheet, the balance sheets of the Corporate Debtor or the profit and loss account statements of the Corporate Debtor or the List of Creditors, asserted or unasserted, assessed or not, whether a demand has been raised or not, crystallized or uncrystallized, known or unknown, secured or unsecured, disputed or undisputed, present or fufure, in relation to any period prior to the Closing Date and Operational Creditor Payments pursuant to this Resolution Plan or any monetary or financial claims, dues, demands or obligations arising on account of the acquisition of control by the Resolution Applicants/ SPV, as the case maybe, over the Corporate Debtor pursuant to this Resolution Plan, shall stand extinguished with effect from Effective Date by virtue of the order of the Adjudicating Authority approving this Resolution Plan, provided that the Resolution Plan is implemented on or IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.1664/MB 12017) ln re: Resolution plan of CREST STEEL AND POWER PVT" LTD Dispensation Clause Orders thereon before the ClosingDate, and neither the Corporate Debtor nor the Resolution Applicants or the SPY shall be liable to pay any amount against such dues, and such amounts shall be written off.

The CBDT/DOR shall be deemed to 2.3.1.(xvi) have gtanted exemption from the This is for the applicability of Section 281 of the appropiate Income Tax Act, 1961 including authorities to consider obtaining no-objection certificate from income tax authorities in respect of all the pending proceedings and dues (including interest and penalty) of the Company arising for periods up to the Closing Date (including such proceedings and dues for periods prior to the Closing Date that may crystallize subsequent to the Closing Date). Further, CBDT/ DOR shall restrict/ resffain from treating any ffansactions contemplated in this Resolution Plan as being void or non-compliant with any provisions of the Income-tax Act,196L. A11 Tax Liabilities (including interest 2.3.1. (xvii) and penalty) and tax proceedings arising in respect of periods up to the Closing Date, including such Liabrlities/ proceedings for periods up to the Closing Date that may crystallize subsequent to the Closing Date in respect of on-going or potential income tax litigations at all levels sha1l be deemed to be permanently extinguished with effect from the Effective Date by virtue of the order of the Adjudicating Authority approving this Resolution Plan, provided that the Resolution Plan is implemented on or before the Closing Date artd the Company or the Resolution Applicants, shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto.

TJ Page 4l of61 I

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lcTBl2jlg [earlier CP (lB) No.1664/MB12017] In re; Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon A11 notices, assessments (whether 2.3.1.(xviii) As per the commenced or not), appellate or other applicable proceedings pending or threatened in provision of relation to the Corporate Debtor, in relation to arLy period prior to the relevant laws. Effective Date or any monetary or financial claims, dues, demands or obligations arising on account of the acquisition of control by the Resolution Applicants/ SPV, as the case maybe, over the Corporate Debtor pursuant to this Resolution Plan or on account of the measures contemplated under this Resolution Plan, shall stand terminated and withdrawn and all consequential financial or monetary liabilities, if any, shall stand extinguished and be considered as not payable by the Corporate Debtor by virtue of the order of the Adjudicating Authority approving this Resolution Plan and arry re-assessment, revision or other proceedings under the provisions of the Income-tax Act would be deemed to be barred in relation to any period prior to the Effective Date, by virtue of the order of the Adjudicating Authority approving this Resolution Plan and the Corporate Debtor, SPV or the Resolution Applicants shal1 at no point of time be, directly or indirectly, held responsible or liable in relation thereto. It is clarified that the Resolution Applicants shall make or cause to be made, on behalf of the Corporate Debtor, such applications for abatement, withdrawal or dismissal of such proceedings. wherever requfued. The Corporate Debtor, SPV or the As per the Resolution Applicants shall not, at arty applicable point of time, be held financially liable provision of under the provisions in relation to the relevant laws liability of the Corporate Debtor as per Section 170 ofthe Income TaxAct, 1961 l sc

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACI( BENCH MA No. l25lCTBl2020 In TP No. 205|CTR/2019 learlier CP (lB) No.l664lMB/20171 In re: Resolution plan of CREST STEEL AND POW.ER PVT, LTD Dispensation Clause Orders thereon in respect of any transaction carried out before the Effective Date or contemplated under the Resolution Plan or on account of any action taken pursuant to this Resolution Plan including acquisition of control by the Resolution Applicants/ SPV, as the case maybe, over the Corporate Debtor pursuant to this Resolution Plan. This sha1l not be construed as conditionality to the implementation of this Resolution Plan. The Resolution Applicants will not withdraw the Resolution Plan if this relief is not eranted. The Corporate Debtor shall be entitled, 2.3.7. (xx) in accordance with and subject to As per the apphcable Applicable Laws, to carry forward and provision of set off all the brought forward book relevant laws losses and unabsorbed depreciation as shown in the books of account and considered in the returns filed under the Income-tax Act. 1967. A11 actual and potential dues and 2.3.1 (xxi) As per the financial and monetary liabilities under applicable the provisions of any indirect tax laws, provision of including but not limited to, the Central relevant laws Excise Aet,l9M, the Finance 4ct,7994 (Service Tax), the Customs Act, 1962, the Value Added Tax Act, 2005, the Cenffal Sales Tax Act, 1956, the CENVAT Credit Rules, 2004, the Central Goods and Services Tax Act, 2017, the Integrated Goods and Services Tax Act, 2077 and the respective State Goods and Services Tax Act, 2077, (each as amended from time to time and including the rules made thereunder) including entry taxes, sales tax deferual liabilities, duties, penalties, interest, fines, cesses, charges, unpaid tax deducted at source or tax collected at source, Octroi tax, stamp duty, local body tax, municipal taxes, or other fiscal

El l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No. 1664/MB 12011) ln re: Resolution plan of CREST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon incentives whether claimed or unclaimed, admitted or not, due or contingent, whether or not set out in the provisional balance sheet, the balance sheets of the Corporate Debtor or the profit and loss account statements of the Corporate Debtor or the List of or Creditors, asserted unasserted, crystallized or uncrystallized, known or unknown, assessed or not, whether a demand has been raised or not, secured or unsecured, disputed or undisputed, present or future, in relation to any period prior to the Effective Date, or arising on account of the acquisition of control by the Resolution Applicants/ SPV, as the case maybe, ove( the to Corporate Debtor pursuant this Resolution Plan, shall stand extinguished by virtue of the order of the Adjudicating Authority approving this Resolution Plan and the Corporate Debtor shall not be liable to pay any such claim, and such amounts shall be written off. All notices, assessments (whether commenced or not), appellate or other proceedings pending or threatened in relation to the Corporate Debtor, in relation to any period prior to the ClosingDate or arising on account of the acquisition of conffol by the Resolution Applicants over the to Corporate Debtor pursuant this Resolution Plan, or on account of the measures contemplated under this Resolution Plan shal1 stand terminated and withdrawn and all consequential liabilities, if dry, shall stand extinguished and be considered as not payable by the Corporate Debtor by virtue of the order of the Adjudicating Authority approving this Resolution Plan and any re-assessment, revision or l

IN TI{E NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.l664lMB/20171 In re: Resolution plan of CKEST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon other proceedings under the provisions of an indirect tax law would be deemed to be barued in relation to any period prior to the ClosingDate, by virtue of the order of the Adjudicating Authority approving this Resolution Plan and the Corporate Debtor or the Resolution Applicants shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto. A11 Employees and Workmen shall be 2.4.4. Not Allowed. deemed to have relinquished any Claim for any dues other than the Workmen and Employees Payments. Other than in As per the respect of the Workmen and Employees applicable Payments, any and all claims or provision of demands made by, or liabilities or relevant laws obligations owed o( payable to, (including any demand for any losses or damages, or interest, back wages, compensation, penal interest, liquidated damages akeady accrued/ accruing or in connection with any third party claims, or any claims made by any person who may claim to be a Creditor by way of exercise of rights under Applicable Laws or equity) any present or past, direct or indirect, permanent or temporary employees, conffact worker and/or workmen of the Corporate Debtor, whether admitted or not, due or or contingent, asserted un-asserted, crystalhzed or uncrystaTTized, known or unknown, secured or unsecured, disputed or undisputed, present or future, whether or not set out in the Information Memorandum, the Virtual Data Room, the balance sheets of the Corporate Debtor or the profit and loss account statements of the Corporate Debtor, in relation to any period up till the Insolvency Commencement Date, wil1 be written off in full and shal1 be IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No.l664lMB 120171 In re: Resolution plan of CfuEST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon deemed to be, permanently extinguished with effect from the Effective Date by vfutue of the order of the Adjudicating Authority approving this Resolution Plan.

The Resolution Applicants or the Corporate Debtor shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto. A11 margin money/ fixed deposit with 2.5. As per the lien (if any) providedbythe Company or applicable any Encumbrances of similar nature, or provision of margin assurances, Encumbrances or liens that exist by operation of relevant laws Applicable Law, along with any similar corrtractval comforts provided by the Company prior to the Effective Date, shall be released immediately on the Effective Date and shall revert to the Company. Further, any claim arising from any such deposit or collateral, whether set out herein or not, whether admitted or not, due or contingent, asserted or unasserted, crystallized or uncrystallized, known or unknown, or secured unsecured, disputed or undisputed, whether or not set out in the Information Memorandum, the Data Room, the balance sheets of the Company or the profit and loss account statements of the Company, till the Effective Date, willbe written offin full and shall be, and be deemed to be, permanently extinguished by virtue of the order of the Adjudicating Authority approving this Resolution Plan and the Company or the Resolution Applicants shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto.

A11title deeds and other documents held by any Creditor or third paffy (as trustee or otherwise) in relation to the same shall be immediately

Sd l I

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No.l664lMB 120111 ln re; Resolution plan of CREST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon released in fit arLd proper condition to the Company on the Effective Date.

A11financial liabilities arising out of: 2.8 As per the (i) all adverse inquiries, investigations, applicable notices, causes of action, suits, claims, provision of disputes, litigation, arbitration or other relevant laws. judicial, regulatory or administrative proceedings against, the Corporate Debtor or the affairs of the Corporate The appropriate Debtor, in relation to arLy matter authorities/insti whatsoever including economic matters, tution to whether pending or threatened, present consider or future, (including without limitation, any investigation by any Govemment and Statutory Authorities) that have been initiated (including without limitation, or are threatened ("Dispute") to be initiated against the Corporate Debtor (including those proceedings that relate to the Corporate Debtor) at any time till the Effective Date; and (i1) any Encumbrance or collateral (whether enforced, crystallized or proceeded with or not) over the Assets (created and/ or perfected for debt avarled by the Corporate Debtor or a third party) (collectively "Security"), that exists by operation of Applicable Law, or in connection with any debt owed to Financial Creditors (to the extent such debt has not been acquired or restructured in accordance with the terms and conditions set out herein), Operational Creditors, Other Creditors or any other debt or obligation of the Corporate Debtor, or'in relation to a thtrd party (including a Related Party) whose obligations were secured by the Corporate Debtor by creation of any Security in favour of another Person, at any time till the Effective Date, q l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 ln TP No. 205lCTBl2019 fearlier CP (lB) No.1664/MB 12017) In re: Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon shall stand automatically revoked, released, cancelled, withdrawn, dismissed and deemed null and void (as the case may be) and all financial obligations in relation to such Security or Dispute shall be permanently extinguished on the EffectiveDate, after payments being made to NLy such if Creditors mandatorily required in accordance with the provisions of the IBC. Further, arry Claim arising from any Dispute or Security, whether set out herein or not, whether admitted or not, due or contingent, asserted or un-asserted, crystallized or uncrystalhzed, known or unknown, secured or or unsecured, disputed undisputed, present or future, whether or not set out in the Information Memorandum, the Virtual Data Room, the balance sheets of the Corporate Debtor or the profit and loss account statements of the Corporate Debtor, till the Effective Date or arising on account of this Resolution Plan, will be written offin fulland shall be, andbe deemed to be, permanently extinguished by virtue of the order of the Adjudicating Authority approving this Resolution Plan and the Corporate Debtor, SPV or the Resolution Applicants sha1l at no point of time be, directly or indirectly, held responsible or liable in relation thereto. Al1 title deeds and other documents held by any Creditor or third party (as ffustee or otherwise) in relation to such Security shall be immediately released in fit and proper condition to the Corporate Debtor. Any invocation or appropriation or other enforcement action aheady undertaken against the Corporate Debtor in respect of any Encumbrance, gvatarLtee or collateral or any other debt or obligation of the q I iN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 fearlier CP (lB) No.1664/MB 120171 In re: Resolution plan of CNEST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon

Corporate Debtor, at the Effective Date shall stand automatically revoked and cancelled and withdrawn and deemed nu1l and void and all liabilities and obligations in relation to such Encumbrance or collateral shall be to deemed have been permanently extinguished by the order of the Adjudicating Authority approving this Resolution Plan and the Corporate Debtor, SPV or the Resolution Applicants shall at no point of time be, directly or indirectly, held responsible or liable in relation thereto. Any stamp duty liabilities or tax liability 2.8 (1Y) arising pursuant to the ffansactions As per the applicable contemplated under this Resolution provision of Plan shal1 be exempted or waived off. This shall not be consffued relevant laws as conditionality to the implementation of this Resolution Plan. Given that the Resolution Applicants 2.8 (v) This is for the will acquire control of the affairs of the appropriate Corporate Debtor on the Effective Date, all Government and Statutory authorities to consider Authorities (as they are Operational Creditors) shall waive any financial penalties, or arly other financial liabilities and dues that may arise from any defaults or non-compliances by the Corporate Debtor prior to the Effective Date of Applicable Laws, including but not limited to the provisions of the Companies Act, all relevant and applicable direct and indirect tax laws, the relevant stamp acts of the different States of India, relevant Environmental Laws and arLy other government instrumentaliW. Any and all claims or demands in 2.72.2 This is for the connection with or against the Company appropriate and all liabilities or obligations of the Companv (includine anv demand for q

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'|ACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No. 1664/MB 120111 In re: Resolution plan of CfuEST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon any losses or damages or in connection authorities to with amy thtrd party claims or any consider investigations by any Goyemment and Statutory Agencies) both present and future (accruing in relation to any event that has occured prior to the Insolvency Commencement Date) by or to any other Stakeholder (who is entitled to receive any amounts under Section 53 of the IBC including those under Section 53(1X0 of the IBC) or any other actual or potential creditor, any counter-par$, any subsidiary, joint venture or associate company or related party of the or a of Company shareholder the Company or the holder of any other securities of the Company prior to the Insolvency Commencement Date, whether under law, equity or conffact, whether claimed or unclaimed, admitted or not, due or contingent, crystallised or uncrystallised, known or unknown, or secured unsecured, disputed or undisputed, present or future, whether or not set out in the Information Memorandum, the balance sheets of the Company or the profit and loss account statements of the Company or the List of Creditors, and all inquiries, investigations or proceedings in relation to the foregoing, whether civil or criminal in relation to any period prior to the Insolvency Commencement Date, will be written off in ful1 and will be deemed to be permanently extinguished with effect from the Effective Date by virtue of the order of the Adjudicating Authority approving this Resolution Plan and all the investigations, inquiries or show-cause, whether civil or criminal in relation to the foregoing shall be disposed-off and the Company or the Resolution Applicants shall at no point of6l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.1664/MB/20171 In re: Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon of time be, directly or indirectly, held responsible or liable in relation thereto. For the ayoidance of doubt, the criminal proceedings will be abated subject to Applicable Law. Further, for the avoidance of doubt and without prejudice to the generality of the foregoing, it is expressly clarified that no liabilities, claims or obligations whatsoever arising out of or in relation to criminal proceedings, shall arise in respect of the Corporate Debtor or the Resolution Applicants who shall at no point of time, directly or indirectly, have any obligation, liability or duty in relation thereto. If any criminal proceedings initiated against the officers of the Corporate Debtor prior to the Effective Date cannot be disposed of by the Adjudicating Authority under Applicable Law, the same shall continue against such officers. However, any liability accruing to the Corporate Debtor or the Resolution Applicants as a result of such criminal proceedings against the officers of the Corporate Debtor shall be deemed to have been permanently extinguished by the order of the Adjudicating Authority approving this Resolution Plan.

Upon approval of this Resolution Plan 2.72.4 As per the by AdjudicatingAuthority, the rights of applicable any person (whether exercisable now or in the future), either directly or provision of relevant laws indirectly, and whether contingent or not, to call for the allotment, issue, sale or ffansfer of shares of the Company or whether through any exchange or otherwise, shall stand unconditionally and irrevocably extinguished. A11 employee stock options and sweat equity shares, whether gtanted, vested or otherwise. shall stand irrevocably and IN THE NATIONAL COMPANY LAW TRIBUNAL CUT-TACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.1664/MB 120171 In re: Resolurion plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon unconditionally cancelled and extinguished without further deed or action andfor no consideration. (i) Subject to Section 2.l5,the Company 2.13.7 As per the shall have no Liabilities towards the applicable persons currently classified as Promoter or Promoter Group (including the provision of relevant laws existing Promoters of the Company), persons acting in concert with Promoters, holding companies, subsidiary companies, associate / companies, group companies and or / their respective Affiliates associates).

However, it is clarifiedthat all claims of the Company against such Related Parties (and all Liabilities of such Related Parties towards the Company) shall remain outstanding, due and payable in accordance with their terms. (ii) It is further clarifiedthatrelatedparfy arrangements and agteements of the Company with its Related Parties shall be subject to renegotiation of terms (at the sole and absolute discretion of the Resolution Applicants) and further that the Company shall have the right to terminate such agreements (without any cost to the Company) and without giving any notice, at its sole and absolute discretion. (iii) Any Liabilities, claims, demands, capital conffibutions or any other form of financial commitment, including but not limited to pledge of shares or any security interest created or provided, whether guaranteed or conffactually agreed in writing or otherwise by the Company on behalf of or for its subsidiary companies, associate / companies, Group Companies and or / their respective Affiliates, shareholders

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lc1'812020 In TP No. 205lCTBl20l9 fearlier CP (lB) No.1664/MB/20171 In re: Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon associates, as the case may be (including but not limited to the gtJararltee extended to secure the obligations of Topworth Urja and Metals Limited, Topworth Tollway Satna Private Limited, Topworth Tollways Mangawan Private Limited and Topworth Tollways Ujjain Private Limited), which are in existence prior to the Closing Date and which may be invoked prior to the ClosingDate or at any time thereafter, shal1 stand irrevocably and unconditionally waived and extinguished as on the Closing Date. The amount to be paid to the 2.13.e (i) Allowed Operational Creditors under this Resolution Plan shall in in the manner specified in Section 3.9 of Part A (Business Plan) of the Resolution Plan. Any other Liabniry shall be deemed to be owed and due as of the Insolvency Commencement Date, which is assumed to be included in the Upfront Payments and will be determined by the COC in the manner specified in Section 3.9 of Part A (Business Plan) of the Resolution Plan. A11 such Liabilities shal1 immediately, irrevocably and unconditionally stand fully and finally discharged and settled with there being no further claims whatsoever, and all forms of security created or suffered to exist, or rights to qeate such a security, to secure any obligations towards the Operational Creditors (whether by way of guarantee, bank guarantee, letters of credit or otherwise) shall immediately, irrevocably and unconditionally stand released and discharged, and the Operational Creditors shall waive all rights to invoke or enforce the same. In accordance with the foregoing, all

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'IACK BENCH MA No. 125lCTBl2020 In TP No. 205lcTBl2jlg learlier CP (lB) No.1664/MB 120171 In re: Resolution plan of CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon claims (whether final or contingent, whether disputed or undisputed, and whether or not notifled to or claimed against the Company) of all Government and Statutory Authorities (including in relation to Taxes and all other dues and statutory payments to any and Government Statutory Authority), relating to the period prior to the Effective Date, shall stand fully and finally discharged and settled. Any and all legal proceedings (including 2.r3.e (ii) As per the any notice, show cause, adjudication applicable proceedings, assessment proceedings, provision of regulatory orders, etc. initiated before relevant laws any forum by or on behalf of any Operational Creditor to enforce any rights or claims against the Company shal1 immediately, irrevocably and unconditionally stand withdrawn, abated, settled and/or extinguished, and the Operational Creditors sha1l take all necessary steps to ensure the same. Subject to Section 2.15, except for the Other Operational Creditor Payments, the of Operational Creditors the Company shall have no further rights or claims against the Company (including but not limited to, in relation to any past breaches by the Company), in respect of the period prior to the ClosingDate, and all such claims shall immediately, irrevocably and unconditionally stand extineuished. Subject to Section 2.15, all claims that 2.13.e (jit) As per the may be made against the Company in applicable relation to any payments required to be provision of made by the Company under Applicable Law, or in relation to arry breach, relevant laws contravention or non-compliance of any Applicable Law for a period prior to the Closing Date (whether or not such claim was notified to or claimed asainst the IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lCTBl2019 learlier CP (IB) No.1664/MB/20171 In re; Resolution plan of CREST STEEL AND POV|/ER PVT. LTD Dispensation Clause Orders thereon

Company at such time, and whether or not such Government arLd Statutory Authority was aware of such claim at such time), shall be deemed to be owed and due as of the Insolvency Date, and Commencement shall immediately, irrevocably and unconditionally stand abated, settled and extinguished. No Government and Statutory Authority shal1 have any further rights or claims against the Company, in respect of the period prior / to the Closing Date and or in respect of the amounts wriffen off. Subject to Section 2.L5, all outstanding 2.13.e (iv) As per the obligations of the Company towards its employees and workmen, as of the applrcable provision of Closing Date, shall immediately, relevant laws irrevocably and unconditionally stand fully and finally discharged and settled as on the ClosingDate. The employees and workmen of the Company shall have no further rights or claims against the Company, in respect of the period prior to the Closins,Date. A11 legal proceedings initiated before 2.t3.e (v) any forum by or on behalf of any As per the applicable employees or workmen, to enforce any provision of rights or claims against the Company prior to the Closing Date relevant laws shal1 immediately, irrevocably and unconditionally stand abated, withdrawn, settled and/ or extinguished and the employees/ workmen shall take all necessary steps to ensure the same. The Company shall not be liable for any 2.13.9 (viii) As per the non-compliance, defattlt, breach, etc., applicable during the period prior to the Closing provision of Date, in relation to: (i) any contractual arrangements of the Company with relevant laws. counter-parties, including Government and Statutory Authorities; and (i1) failure to take or obtain anv approvals, l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125/CTB|2020 In TP No. 205|CTB/2019 fearlier CP (IB) No.l664iMBl2017] In re: Resolution plan of CREST STEEL AND POWER PVT. LTD Dispensation Clause Orders thereon consents or permits relating to use of land for premises for industrial purposes. The relevant Government and Statutory 2.13.9 (tx) This is for the Authority in relation to Tax shall waive approprLate any Tax or interest and shall not initiate authorities to any penal proceedings in case of non-consider. fulfilment of any obligations of the Company in relation to which benefit has been claimed by the Company prior to the Effective Date, including in relation to non-fulfilment of export in of obligation respect customs incentive including but not limited to imports under EPCG licenses, non-submission of forms for concessional dufy rates, non fulfilment of conditions relatins, to srant of state incentives etc. Subject to Section 2.15, all pre-emptive 2.t3.12 rights, ffansfer resffictions, As per the share applicable retention obligations or other limitations or to provision of restrictions applicable the relevant laws Company in respect of its subsidiaries, joint venture companies and associate companies shall immediately, irrevocably and unconditionally stand extinguished and waived and to that extent, the provisions of this Resolution Plan shall be binding on the subsidiaries, joint venture companies, associate companies of the Company and their respective shareholders, and no consent or approvals shall be required for the implementation of this Resolution Plan from any of the foregoing persons, and, and the Company shall have no Liability to anv person in this resard.

Pending the occurrence of the Closing 2.t3.73 As per the Date, no Financial Creditor shall be applicable entitled to take, initiate or continue any steps or proceedings against the provision of relevant laws Company or its assets (whether by way of demand. leeal proceedinss. nr >q iN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No,I664lMB/20171 In re: Resolntion plan o/'CREST STEEL AND POWER PVT, LTD Dispensation Clause Orders thereon alternative determination process (including arbrtration or an expert determination process), the levying of disffess, execution of judgment or otherwise) in any jurisdiction whatsoever for the purpose of obtaining payment of any Liability, or for the purpose of placing the Company into liquidation or arly analogous proceedings. This is without prejudice to the right of the Financial Creditors to initiate any steps or proceedings against the Company in case of failure to implement the Resolution Plan. 2.L3.74 Pending the occurrence of the Closing As per the Date, no Operational Creditor shall be applicable entitled to take, initiate or continue any or provision of steps proceedings against the relevant laws Company or its assets (whether by way of demand, legal proceedings, altemative determination process (including arbitration or an expert determination process), the levying of disffess, execution of judgment or otherwise) in any jurisdiction whatsoever for the purpose of obtaining payment of any Liability, or for the purpose of placing the Company into liquidation or arLy analogous proceedings.

This is withoutprejudice to the right of the Operational Creditors to initiate any steps or proceedings against the Company in case of failure to implement the Resolution Plan. Under Applicable Law and as directed 8.1 by the Adjudicating Authority, the This wil1be not just as agreed implementation of the Resolution Plan with the may require approval from various Resolution authorities. The Monitoring Agency, shal1 file applications with various applicants, but authorities as required also as required for under the implementation of the Resolution Plan, statute. The l

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (IB) No.1664lMB l20l1l In re: Resolution plan of CREST STEEL AND POY|/ER PVT. LTD Dispensation Clause Orders thereon in a form and mannet agreed with the corporate debtor Resolution Applicants. under the successful resolution applicant or the monitoring agency, as the case may be, shall ensure that applications as prescribed under the statute for grant of the requisite approvals, is made along with the prescribed filing fee, if any, to the appropriate authorities, within the time specified under section 31(4) of the IBC. The Resolution Applicants shall be 8.2 This is for the granted liberty to - (i) recast/ resubmit appropriate the financial statements and accounts of authorities to the Company for the financial years consider 20L7-18 and2018-19; and (ii) fiIe revised income tax returns of the Company for the financial years 2017-18 and2018-79 to the relevant Govemment and Statutory Authorities.

59. The final list of admiued claims from creditors has been submitted and marked as Annexure H.

I

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'|ACK BENCH MA No. 125lCTBl2020 In TP No. 205lCTBl2019 learlier CP (lB) No.1664lMB 120111 In re: Resolution plan of CREST STEEL AND POWER PVT, LTD 60. True copy of the duly accepted and acknowledged Letter of Intent and the Performance Security shared by the Successful Resolution Applicant are annexed as Annexure Q. 61. The RP declaredthat Resolution Plan met all the Statutory requirements as required in IBC 20t6 and the applicable Rules framed by IBBI. RP also reported that the Plan was evallated, examined and vetted by himself and was placed before the CoC for its consideration along with his report. A compliance certificate in Form H issued by the Resolution Professional has been submitted and marked as Annexure R. 62. On perusal of the documents on record, we are satisfied that the Resolution Plan is in accotdance with sections 30 and 31 of the IBC and also complies with regulations 38 and 39 of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations,20t6. No circumstances exist that militate against grarLt of approval for the Resolution Plan. 63. The Resolution Plan placed on record in respect of the corporate applicant, is hereby approved. The same shall be binding on the respective corporate applicant, its members, creditors, guarantors, employees and other stakeholders, as also the Resolution Applicants. 64. As far as the question of granting time to comply with the statutory obligations or seeking sanctions from govemmental authorities is concerned, the Resolution Applicant is directed to do the same within one year as prescribed under section 31(4) of the Code. 65. Therefore, subject to the observations made in this Order, we hereby accord our approval to the Resolution Plan. The approved Resolution Plan shall form part of this Order. 66. The order of moratorium which has come into effect from22.04.2019by virtue of the orders of admission passed on that date by the Adjudicating

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCI] MA No. l25lCTBl2020 In TP No. 205lCTBl20l9 learlier CP (lB) No.1664/MB 12011) In re: Resolution plan of CREST STEEL AND POWER PVT, LI'D Authority under section L4 of the IBC shall cease to have effect from the date of passing of this Order. 67. In case of non-compliance of this order, the CoC shall forfeit *re EMD amount aheady paid by the Resolution Applicant, in addition to any other action as may be required to be taken under the law. The Successful Resolution Applicant shall also not be entitled to withdraw from the appr ov ed Res olution Plan. 68. The Resolution Professional shall forward all records relating to the conduct of the CIRP and the Resolution Plans to the IBBI as mandated by the Insolvency & Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulati ons, 20L6. 69. The RP shall stand discharged from his duties with effect from the date of this Order. He shall, however, perform his duties in terms of the Resolution Plan as approvedby this Adjudicating Authority. 70. The Resolution Applicant shall have access to all the Corporate Debtor's records, documents, assets and premises with effect from the date of this Order, to finalize the further line of action required for starting the business operations of the Corporate Debtor. 71. Liberty is hereby grantedfor moving applications, ifrequired, in connection with implementation of this Resolution Plan.

72. A copy of this Order be sent by the Registry to the Registrar of Companies, Raipur, chhattisgarh, inter alia for updating the status of the corporate Debtor. 73. The Application being MA No,125/crB/2020 along with the main Company Petition in TP No.205lCTB/2019 [earlier, CP (IB) No.1664/ MB / 20L71 are disposed of accordingly.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH MA No. l25lCTBl2020 In TP No. 205lcTBl2jlg learlier CP (lB) No.l664lMBl20l1l In re: Resctlution plan of CREST STEEL AND POWER PVT, LTD 74. The Registry is directed to send e-mail copies of the order forthwith to al1 the parties and their Ld. Counsel for information and for taking necessary steps. The parties shall l:Je a copy of this order with the Registrar of Companies, Chhattisgarh, Raipur. 5. Certified Copy of this order may be issued, if applied for, upon compliance 7 of all requisite formalities. 76. Ordered accordingly. File be consigned to the record.

Rajaseliftar V.K. Member (Judicial)

Signed this 1't day of November,202L

Ravijeet_P.S.

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