In the matter of Flamingo Landbase Private Limited

Coram: SHRI AJAY KUMAR VATSAVAYI, HON'BLE JUDICIAL MEMBER SHRT RAGHU NAYYAR, TION'BLE TECHNICAL MEMBER (Under Section 60(5) Of Insolvency And Bankruptcy Code,2016)

CP (IB) No. 45/9/JPR/2019

IN THE MATTER OF:

I\US RAJPUTANA CONSTRUCTIONS PRIVATE LTMITED Registered Office: 13, Parivahan Marg, Civil Lines, Jaipur-302001, Rajasthan ...Operational Creditor VERSUS FLAMINGO LANDBASE PRIVATE LIIVIITED E- Lg4rAmba Bari, Vidhyadhar Nagar, Jaipur- 302039, Rajasthan ...Corporate Debtor

IA No. l6llPPJ2020 In CP (IB) No. 45l9lIPN20r9

AND IN THE MATTER OF IA No. 161/JPW2020

MEMO OF PARTIES

,ANURADHA GUPTA RESOLUTION PROFESSIONAL AND MONITORTNG AUTHORITY FLAMINGO LANDBASE PRTVATE LIMITED .. Applicant VERSUS

RAJPUTANA CONSTRUCTION PRTVATE LIMITED. . .Non- Applicant/ Respondent llor the Applicant Prakul Khurana, Adv. with Anuradha G upta, Monitoring Authority ['or the Non- Applicant/ Prashant Agarwal, CA for the Resolution Ilespondent Applicant

Qrds"r Pr.o.ngu4sed -Qru 1t,Q e.z0z0 E Mernber 11

ORDER

Ir\ No. IillnFJ2020 Irr CP (IB) No. 45/9/IPNZ0L9 a J

In IA No. 161/JPR/2019 1. The instant IA has been filed by the Monitoring Authority of NOs Flamingo Landbase Private Limited, the Corporate Debtor, who was the Resolution Professional, under Section 60 (5) ofthe Insolvency and Bankruptcy Code, 20t6 read with Rule 11 of the National Company Law Tribunal Rules, 2016 seeking following reliefs: a. To permit implementation of the approved Resolution Plan by condoning the delay in. payment owing to the nation-wide lockdown in response to the global pandemic caused by the spread of Corona virus; b. To permit the implementation of the approved Resolution Plan as per prayer (a) above, and to also permit the Applicant to transfer shares of the Corporate Debtor to the Resolution Applicant in terms of the Section VIII(2) read with Section VI of the Resolution Plan, post payment of the entire outstanding under the Resolution Plan; c. Any other directions or the orders that this Hon'ble Tribunal may be pleased to pass. It is stated that the CIRP proceedings were initiated against the Corporate Debtor on24.09.2olg,when CP (IB) No. 45l9/JPN2.0L9was admined and the Applicant herein, Mrs. Anuradha Gupta was appointed as the IRP. In IA No. l6tlJPPU2020 In CP (IB) No. 45l9lJPP.l20r9 pursuance of the initiation of the CIRP, the IRP/ Rp took all the necessary steps for resolution of the corporate Debtor. Further, vide order dated 14.02.2020, the Application for approval of the Resolution pran of the corporate Debtor was disposed off. The Resorution Appricant had proposed the following payment timelines as stated below in terms of Section VI of the Resolution plan:

Upfront Rs. 14,00,000/- I 00 percent payment (Tentative /igure as upfront (on towards CIRP informed by kP) actual) Cost (on ocfiml) The company Upfront (Resolution payment There ore no Applicant, sic) dues in such towords is having regard Outstanding sfficient Employees Dues surplus working capital Upfront including 100 per cent payment 100 per cent upfront positive Upfront towards payment infavour of Operational reserve and payment to the Operational Creditor surplus which Admitted Creditor includes liability of refund of Operational Income tax, Creditors by WnCT rc meet nP.. out the a) Rajputana proposed Cowtructions resolution Private amount to Limited: Rs/ meet any the 1,07,20,95 2/_ gap of b)5. Bhandari receivable to & Co. Rs. our repayment 17,700/-

IA No. l6lltpV202} In CP (IB) No. 4S/9/IPFVZOI}

plan, we already have. Recovery to a) Upfront payment a) Upfront Financial "from the date of paymentfrom Creditor approval of Resolution the date of Plan by Adjudicating approval of Authority: Rs. Resolution 28,61,349/- Plan by b) Rs. 1,00,00,000/- Adjudicoting within 30 days from the Authority: Rs. upfront payment of Rs. 29,61,349/- l, 00, 0 0, 0 0 0/- within 6 0 b) Rs. days from the upfront 1,00,a0,000/-payment. within 30 days d) Rs. 1,00,00,000/-from the within 90 daysfrom the upfront upfront payment. pqyment. c) Rs. 1,0a,00,000/-within 60 days from the upfront payment d) Rs. 1,00,00,000/-within 90 doys from the upfront payment

Towards share Rs. ./,00,000/- To purchase capital 100 percent shore capital

The Applicant stated that the Resolution Applicant made the first tranche ofpayment ofRs. 1,50,00,000/- on zg.o2.zoz0. However, due to covid-19 situation, the Central Government announced a nation-wide lockdown on ir\ No. |6I1IPPJ2020 Irr CP (IB) No. 45/9/IpR/2019

25.03.2020 which continued upto 30.06.2020 and in view of the same, the financial plans of the Applicant got disrupted. 4. The Applicant has further stated that post lifting of substantial restrictions of commercial activities, the Resolution Applicant has made a payment of Rs. 1,00,00,000/- on 03.07.2020 by way of RTGS and has also sent scanned copies of the demand draft bearing no. 521553, dated04.07.2020, amounting to Rs. 2,00,00,000/- and a cheque bearing no.725297 dated 04.07.2020 of Rs. 1,00,000/-, vide its email dated 04.07.2020 and also sought transfer of shares of the Corporate debtor as per the Resolution Plan. It is submitted that if the Applicant is permitted to accept the aforesaid demand draft and cheque aggregating to Rs. 2,01,00,0001-, the entire outstanding amount under the Resolution Plan shall be paid and satisfied by the Resolution Applicant. Hence, the said period of lockdown may be excluded for the compliances required to be made with regard to the payment schedule as stipulated in in Section VI of the Resolution PIan. 5. The Applicant has also filed written submissions, wherein it has referred to the order of the Hon'ble NCLT, Chandigarh Bench, in the matter of ANG Lifesciences (India) Limited vs. Jalesh Kumar Grover, Monitoring Agsncy of Mansa Print & Publishers Limited, IA No. zz4lz020 in cp(IB) No. 1giChdlCFIDl20l8, dated 21.07,2020. In the said order, the pe{iod of IA No. r61/1PN2020 In CP (IB) No. 45l9lIPW20It)

lockdown was excluded for the compliance of the approved Resolution Plan in the said matter. The Hon'ble Supreme Court of India in Suo Motu Writ petition (Civil) No(s).3/2020 in Re: cognizance for extension of Limitstion, vide order dated 23.03,2020, observed as under:- "This Court has taken Suo Motu cognizance of the situation arising out ofthe challengefaced by the country on account oJ'covid-L9 l/irus and resultant di/Jicutties that may befaced by litigants across the country infiring their petitions/applicattions/suits/ appeals/ill other proceedings within the period of lim;yq1istx prescribed under the general law of limitation or under special Laws (both Central and/or State). To obviate such dfficurties and to ensure that lawyers/litigants do not have to come physically to file such proceedings in respective cour*Jrifiunals acioss the country including'this court, it is hereby ordered that a period of limitation in all suchproceedings, irrespective of the limitation prescribed under the general law or special Laws whether condonable or iot shall stand extended w.e.f. ISth March 2020 till further order/s to be passed by this Court in present proceedings. we are exercising this power under Article 142 readwith Article I4l of the constitution of India and declare that this order is a binding order within the meaning of Article 141 on all Courts/Tribunals and authorities.

This order may be brought to the notice of alt High courts for being communicated to all sibordinate c ourts /Tr ibunals within their respectiv e j uris dict ion. Issue notice to all the Registrars Generar of the High Courts, returnable infour weelcs.,' - 7. The National company Law Appellate Tribunal in suo Moto-cqmpany Appeal aD (nsolvency) No.0l of 2020, vide order dated 30.03.2020, observed as un IA No, l6tmP.l2020 In CP (IB) No. 4llgtlpPV2}tg "Upon requests for urgent listing of cases having been made telephonically to Registrar of this Appellate Tribunal .fro* various persons, who were unable to physically fi.le the same on account of complete lockdown declared by Government with effect from 25th March, 2020, we take suo moto cognizance of the unprecedented situation arising out of spread of COVIDIg virus declared a pandemic. Having regard to the hardships being faced by various stakeholders as also the legal fraternity, which go beyondfiling ofAppeals/ cqses, whichhas already been taken care of by the Hon'ble Apex Court by extending the period of limitationwith effectfrom I5th March, 2020 till further order/s in terms of order dated 23rcl March, 2020 in Suo Motu Writ Petition (Civil) No@.03/2020, inasmuch as certain steps required to be taken by various Authorities under Insolvency and Banlrruptcy Code, 2016 er to comply with various provisions and to adhere to the prescribed tiruelines for taking the 'Resolutiort process' to its logical conclusion in order to obviate and mitigate such hardships, this Appellate Tribunal in exercise of powers conferred by Rule I I of National Company Law Appellate Tribunal Rules, 2016 r/w the decision of this Appeilate Tribunal rendered in "Quinn Logistics India pvt. Ltd. vs. Mack Soft Tech Pvt. Ltd. in Company Appeal @f) (Insolvency) No.l85 of 2018" decided on 8th May, 20lg do hereby order as follows: - (l) That the period of lockdown ordered by the Central Government and the State Governments including the period as may be extended either in whole or part of the country, where the registered ffice of the Corporate Debtor may be located, shall ie excluded for the purpose of counting of the period for 'Resolution Process under Section 12 of the Insctlvency and Banlcruptcy Code, 2016, in all cases where'Corporate Insolvency Resolution process' has been initiated and pending before any Bench of the National Company Law Tribunal or in Appeal before this Appellate Tribunal.

(2) It is further ordered that any interim order/ stay order passed by this Appellate Tribunal in anyone or the other Appeal under I] and IA No. I6|/1PN2020 In CP (IB) No. 4slglIPV}}rg

Banlcruptcy code, 2016 shall continue till next date of hearing, which may be notified later. A copy of this order be communicated to Registrar of National company La'w Tribunal, New Delhi with a request to circulate the same to all Benches of NCLT across the country including the principal Bench based at Delhi. A copy of this order be also communicated to Secretary, Ministry of Corporate Affair, New Delhi for information and compliance by various Authorities under its control. " Thereafter, the Insolvency and Bankruptcy Board of India, inserted Regulation 40c to the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, vide notification dated zg.o3.z0z0 and the same is as under:- "40C. Special provision relating to time-line Notwithstanding the time-lines contained in these regulations, but subject to the provisions in the code, the period of lockdown imposed by the central Government in the wake of covlD-|9 outbreak shall not be counted for the purposes of the time-linefor any activity that could not be completed due to such loclcdown, in ielation to a c o rp or ate ins o lv ency r es o lution pro c es s, 9. Similarly, the Insolvency and Bankruptcy Board of India, vide notification dated 20.04.2020, inserted Regulation 47A to the Insolvency and Bankruptcy Board of India (Liquidation process) Regulations, 2016 and, the said regulation reads as under :- "Exclusion of period of lockdown 474. subject to the_provisions of the code, the period of lockdown imposed by the centril Government ti the wake IA No. l6llIPW2020 In CP (IB) No. 45/9/JpWZ0t9 of covid-L9 outbreak shall not be countedfor the purpose of computation of the timeline for any task that cbui not be completed due to such locrcdown, in reration to any liquidation process.

" 10. In the circumstances and since the facts are not disputed and in view of the orders of the Hon'ble supreme court of India, National company Law Appellate Tribunal and the Regulations issued by Insorvency and Bankruptcy Board of India, the period of lockdown from 25.03.2020 to 30'06'2020 shall be excluded for the compliances required to be made with regard to payment schedule as mentioned under the Resolution plan and the Monitoring Authority shall proceed accordingly by accepting payment from the Resolution Applicant. 11. IA 161/JPw20zo is allowed and stands disposed off accordingly. s{-sd- I l i l i SH. RAGTTU XAYYAR, SH. AJAY KUMAR VATSAVAYI, TECHNICAL MEMI}EII JUDICIAL MEMBBR

IA No. l6rlIPWZ02O In CP (IB) No. 4stgtlpV2ots