In the matter of Jigar Tarunkumar Bhatt vs. Mohammed Hussain Farooqui & Ahmed Hussain Farooqui,

IN THE NATIONAL COMPANY LAW TRIBUNAL AHMEDABAD DIVISION BENCH COURT - - ITEM No.309 lA/999(AHMl2024in CP(lByl66(AHM)2022 with ITEM No.31 0- lA/1 084(AHM)2024 in CP(lByl 64(AHM}2022 Order under Sections 105. 112 & 114 lBG. 2016 oF: lN THE MATTER IA/999(AHM)2024 Jigar Tarunkumar Bhatt RP in the matter of Shri Mohammad Hussain Farooqui PG of M/s Texon Global Pvt. Ltd ........Applicant with Order under Sections 105. 112 & 114 lBC. 20'16 oF: IN rHE MATTER 1N1084(AHM)2024 Mr. Jigar Tarunkumar Bhatt RP in the matter of Shri Ahmed Hussain Farooqui PG to Texon Global Pvt. Ltd ........Applicant Order delivered on 25110/2024 Coram: Mr. Shammi Khan, Hon'ble Member (J) Mr. Sameer Kakar, Hon'ble Member (T)

PRESENT: Applicant For the : Respondent For the : CQI\TIION ORDER (Hvbrid Mode) The case is fixed for the pronouncement of the order. The order is pronounced in open Court, vide separate sheet. _s4__ , I SAMEER 6-naurrrt xneru MEMBER (TECHNTCAL) MEMBER (JUDTCTAL)

SEN

BEFORE THE ADJUDICATTNG AUTHORITY THE NATTONAL COMPANY LAW TRIBUNAL DMSION BENCH, COURT-I, AHMEDABAD tA / eee lA]I]0lIl2o24 in CP(IBf / 1 66lAIt]0Il2o22 WITH IAl o84(AII]0.Il2o24 in CP(IB) / t 64(AItD'[l2o22 1

In the matter of : 1.) IAleee(AHMl2o24 in CP(IB)/ L66lAIt]0'Il2o22 ( [An application ftled under Section 1O5, 112 and 114 of the code r.tu. Regu.lation 19 of IBBI (Insoluencg Resolution Process for Personal Guarantors to Corporate Debtors) Regtulations, 2019 for approual of Repayment Plan submitted by Guctrantorsl Mr. Jigar Tarunkumar Bhatt, Resolution Professional of Shri Mohammad Hussain Farooqui, Personai Guarantor of M/s. Texon Global Private Lirnited Having address at: 1010, Ship-Zaveri, Shyamal Cross Road, Satellite, Ahmedabad-3800 5. 1 l2.l IAl1o84(AHMl2o24 in CP(IB)/16+lA]Jtrtrl2o22 [An application filed under Section 1O5, 112 and 114 of the code r.u. Regulation 19 of IBBI (Insoluencg Resolution Process -for Personal Guarantors to Corporate Debtors) Regulations, 2019 for approual of Repagment Plctn submitted bg Guarantorsl Mr. Jigar Tarunkumar Bhatt, Resolution Professional for Shri Ahmed Hussain Farooqui, Personal Guarantor of M/s. Texon Global Private Limited Having address at: 1010, Ship-Zaveri, Shyamal Cross Road, Satellite, Ahmedabad-38OO 5. 1 Order Pronounced on 25.LO.2O24 lA./99g(AHM)2024 in CP(lB) 166 of 2022 with lAJ10B4(AHIV)2024 in CP(lB) 164 of 2A22

CORAM: sH. SHAMMI KHAN, HON'BLE MEMBER (JUDICIAT,) SH.SAMEER I{AKAR, HON'BLE MEMBER (TECHNICALI Appearance: : For the Applicant / RP Mr. Priyam Shah, Adv. : For the PG Mr. Rushabh Shah, Adv. : For the FC Mr. Urvesh Gor, Adv. a/w. Mr. Jai Ram, Chief Manager & Mr. Chandra Shekhar, Law Officer COMMON ORDER Bench] [Per: 1. The above-mentioned applications are filed by the Applicant/Mr. Jigar Tarunkumar Bhatt who is the Resolution Professional of Shri. Mohammad Hussain Farooqui, (hereinafter referred to as "Personal Guarantor -1") and Shri. Ahmed Hussain Farooqui (hereinafter referred to as "Personal Guarantor-2"), all the above collectively, Personal Guarantors of M/s. Texon Global Private Limited, under Sections 105, I72 and Section ll4 of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as "Code") r.w. Regulation 19 of Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Personal Guarantors ttoo Corporate Debtors) Regulations, 2019 seeking approval of Repal,rnent Plan submitted by lA/999(AHM)2024 in CP(lB) 166 of 2022 wjth lAJ1084(AHM)2024 in CP(lB) 164 of 2022

Guarantors. PRAYERS 2. The prayers made by the Applicant in IAI999(AHM)r2O24 are as under: - A. This Hon'ble Tribunal be pleased to allow the present interlocutory Application; B. This Hon'ble Tribunal be pleased to approve the Repayment Plan (Annexure-l) submitted by the Personal Guarantor Shri Mohammad Hussain Farooqui on the basis of the Repoft dated 22.06.2024 of the meeting of creditors (Annexure-J) submitted under Section 12 of the 1 lB Code; C. Any other and further reliefs as may be deemed fit by this Hon'ble Tribunal in the interest of justice, equity and good conscience. 3. The prayers made by the Applicant in IAI1O84(AHM)2O24 are as under: - This Hon'ble Tribunal be pleased to allow the present lnterlocutory Application;l This Hon'ble Tribunal be pleased to approve the Repayment Plan dated 01 .07.2024 (Annexure-L) submitted by the Personal Guarantor Shri Ahmed Hussain Farooqui on the basis of the Report dated 04.07.2024 of the meeting of creditors (Annexure-M) submitted under Section 112 of the IB Code; (,. Any other and furlher reliefs as may be deemed fit by this Hon'ble Tribunal in the interest of justice, equity and good conscience.

rAl999tAH.re.[t2024 4. The brief facts of t]ne 1A1999(AHM\2O24 are stated to be as under:- I. This Adjudicating Authority vide its order dated ln CP(IB) 166 of 2022 with |tul 084(AHlvl)2024 in CP(IB) 164 ot 2A22

O8.O3.2O24 admitted the application filed against the Personal Guarantors under Section 95 of the Code and directed the RP to cause public notice, invite claims etc. II. In compliance with the directions of this Tribunal, the Applicant issued public notice in Financial Express in English and Gujarati newspapers on 13.03.2024 inter alia inviting claims from all creditors with last date for submission of claims as O2.O4.2O24. A copy of public notice is annexed as Annexure-B. III. Till the last date of receipt of claims i.e., till 02.O4.2024, the RP received only one claim from the sole finalcial creditor of INR L8,49 ,7 3 ,587 .52 which was admitted by the Applicant aJter due verification. A copy of list of creditor of the Personal Guarantor is annexed as Annexure-C. IV. As per the provisions of the Code, the last date of submission of repal,rnent plan was 23.04.2024 whic}: was informed by the Applicant to the Personal Guarantor during several meetings. The Persona-l a Guarantor assured the Applicant that he sha-ll submit / ., / a?/ u.1/ |AJ999(AH[r)2024 in CP(lB) 166 of 2022 with lAJl 084(AHM)2024 in CP(IB) 164 of 2022 comprehensive repayment plan.

V. The first repayment plal was submitted by the Personal Guarantor on 3O.O4.2O24. Pursuant to which, the Applicant convened the l"t meeting of creditors on 01.O5.2024.In compliance of IBBI (Insolvency Resolution Process for Personal Guarantors to Corporate Debtors) Regulations, 2016 (hereinafter referred to as "Regulations"), the Applicant prepared the Statement of Affairs of the Personal Guarantor dated 3O.O4.2O24 frorn available information inter alia to assist the creditors in evaluating the Repayment Plan. A copy of Statement of Affairs dated 30.04 .2024 rs annexed as Annexure-D' VI. In the first meeting of creditors held on 01.O5.2024, the repayment plan was discussed by the Applicant with creditor and the Personal Guarantor wherein the Applicant and creditor informed the Personal Guarantor that 1"t repayment plan was not viable legally and commercia1ly. Accordingiy, the Personal Guarantor was called upon to provide a revised repayment p1al. A copy of 1"t meeting is annexed as Annexure-E. VII. The Personal Guaraltor submitted a composite -/ lA"/999(AHM)2024 in CP(lB) 166 of 2022 with ltu1084(AHM)2024 in CP\lB) 164 o12022 repayment plarr on 1O.O5.2O24.

The said composite revised repayment plan involving 3 guaraltors jointly was discussed by the Applicant with the Personal Guarantor and sole creditor in the 2"d meeting of creditors hcld on 16.05.2024. In the said meeting the Personal Guarantor was called upon to provide individua-l repayment plan instead of a joint repayment plan ald was further instructed that a repayment plan would be considered only if it provides for a value more than rcalizable va1ue of the assets in question and further, having repayment period as less thal 6 months. A copy of 2"d meeting is annexed as Annexure-F. VIII. The Personal Guarantor submitted individual revised repayment plal on 3O.O5.2O24 to the Applicant. The revised individua-l repayment plan along with draft report was circulated to the sole creditor on 70.06.2024. IX. The 3'd meeting of creditors was held on 17.06.2024 wherein the revised repayment plan was deliberated and the sole creditor suggested certain modifications in the plarr. The Personal Guarantor incorporated a-11 the modilications and submitted the {inal repayment plan lAJ99g(AH[4)2024 in CP(lB) 166 of 2022 with lA"/1084(4Hlvf)2024 in CPIlS) 164 o12022 on 13.06.2024 which was put for e-voting till 21.06.2024.

On 2I.06.2024, t]ne sole creditor voted in favour of the repayment plan and accepted the same in entirety. A copy of 3.d meeting and fina1 repayment plan is annexed at Annexures H and I respectively. X. Pursualt to the approval of repayment plan, the Applicant prepared his report dated 22.06.2024 on the ll2 repayment plan under Sections 106 and of the Code which was circulated to the sole creditor and Personal Guarantor vide email dated 23.06.2024. XI. The salient features of the repaJ,ment plan approved by the sole creditor of the Personal Guarantor are as under:- a. Clauses 5 and I - Proposed payment of INR 2.83 Crores plus actual resolution process cos/s rn 4 (four) tranches within 180 days from the Effective Date i.e. date of approval of Repayment Plan by this Hon'ble Tribunal, through sale of identified properties. Resolution process cosls to be cleared on priority b. Clause 12 Personal Guarantor has affirmed his commitment to adhere to payment schedule. ln case of any situation adversely affecting of Repayment Plan, Section 118 of the lB Code read with Regulation 20 of the Regulations shall apply. c. Clause 13 Sole Creditor fo rssue NOC and List of Documents for secured properties upon receipt of agreed upon payment as per the Repayment Plan.

5. The details of the admitted claims of creditors are as under:- u/ lAJg99(AHM)2024 in CP(lB) 166 of 2022 with lN1a84(AHM)2024 in CP(IB) 164 of 2022

No. Amount /Vo. Particulars of of of Amount Claims Claims Claims Admitted (Rs) Received Received (RS) Admitted Canara Bank 1 18,49,73,587.52 1 18,49,73,587.52 - Secured Financial Creditor Total 18,49,73,587.52 1 18,49,73,587.52 The claimants ald amounts claimed are same for Personal Guarantors being Personal Guarantors Nos. I and 2.

6. The proposed payment under the repayment plan is as under:- Payment Tranches Amount (Rs) Timeline Upfront Deposition Rs.2.50 Lakh Within 7 days of approval Tranche-1 of Repayment Plan by Creditors Upfront Payment Rs.7.50 Lakh plus On Effective Date - E Tranche-2 resol ution process cost First Tranche Payment Rs.136.50 Lakh WithinE+90days Second and Final Tranche Rs.136.50 Lakh Within E + 180 days. Payment

7. A scanned copy of the details of Repaynent Plan as mentioned in the report of RP on repayment plan dated 22.06.2024 is as under:- ..LV lA,/999(AHN4)2024 in CP(lB) 166 of 2022 with 1N1084(AHM)2024 in CP(IB) 164 ol 2A22

2. Deta'ls ofthe R.paym€nt Plan M. MOHAMMAD HUSSAIN FAROOQUT has propo5cd a final rep.ymenr plao, strer coosiderinA mo.llfi.adons as p.oposed by the <reditors in ks 3'! meetina, dated 11.06-2024 wherein he h,s proposed to repay rn amount oa Rs. 2s3,oo Lnkh lolrards his persona I sr,ara ntee obli8ation ro tho fidancinl .raditor. Canara B.nk to. tne debts of te:od G,obal Private Li6ite<l withjn six nonths lrom the effe.tive dzte; efrective date b€i^a the di!c on which the Nahon.l Compary kw rribvnal {NcLT) approvcs the repayhe^r plan- The repaymenr is proposed as u^der: rninal oeposit in Escrow Accourl lvithin 7 days ot approv.l ot Repayme.t Pla. by Pryme.t of Re5olution Prorcss Cost Re.olution P.o.ess con {DeL.il$ available in minutci of 3'd a5 confi.ned by RP fr.etrne.f.rediiorsl Upfront Paym.nt on eif.ctive data (UtIlisirR initlal Oe9osii b.Jad.€ of Rs 2.so Likh olus Rs 7.5{} Lnkh oavhenri 1" Tran.he Paymen! wirli^ 3 moorhs frDm th. efie.tiva dar6 Last an., Final T.arche Paymenl wlthin 6 nlo.ths i@m the effeclive is 2a3.OO lakh pros .lurion br..3rs.6n 8. The summary on compliances with provisions of the Code as mentioned 1n the above report dated 22.06.2024 is as under:- . Summary on complia6.e5 with provisions oJ th€ code under the proposed RepaYment Plan: Se.tlon 1O5 - Repayment Pla. Debtor to p.epare 1Os(1) rePaymena plan ln consultation with the resolution professional

Plan may authorize the 1os(2xa) resolution profess;ona, to carry on the debtor's busi.es. or tr3de on his b.:half or in his name Plan rnay nuthorize th€ 1os(2xb) resolutlon professional to reali?e ahe a5set5 of lhe jA,/999(AH[.4)2024 in CP(lB) 166 of 2022 w]th lAJl 084(AH[r)2024 in CP(IB) 164 of 2022 Page I of 33 f!n!13 oftha.rdbr-r .Jlc of Pt!. ihrr !..rqde ju4tin.arion ..ediro.

I j i : I \i-.I -I (crause s a-d lnclusion of oah€r specllied ln case of tailu.€ to .ea,lle p.oceeds rro6 the sale of as.ets wlthln the tlhellhe, the Repaym€nt Plah p.oposes ro brlna i. rhe requlrcd tunds from relatlvas ?nd fahny co^t-nts of Reoivs6ht Pla^ 'I.rrh of rhe repa]'/Dcor pl.n and imp,enent.tidn s.he.iule, locludinE an,ounts ot.epaym.nt to l.om th..lare or its app.ovrl 6y Sourc. of tundr fot paylnS Raistrle funds rcsolutton p.ocrs .o3ts/ fr.m relntives p.lo.ttlzlna such irym.nts an.l lahily (cl:u3as 4 a..t t for 7he lr-r(.t of the plnn, cove.i.A 'iurltion senior cit:en aua-dntor ad.l drp.n.relts! with no in.dnie, wi!h a! lesst 1()9% of rcalizatrle .1so do€s not i!1.ome tor dct ! .epayment anv lll.aocirra .equlred fo. Ralrl-e fudde implament.tion orthe pl.n frofr .elativca an<l famlly Mn.ner or auarantor'5 t s3inr:s5 fl s rlna .or{: ot !h. s-nior citizen,

1tu999(AHM)2024 in CP(tB) 166 of 2022 with |N10B4(AHM)2024 in CP(IB) 164 ot 2A2?

rePaymont 1o c.edltors {,e,o.ltron of of confirms that : excruded assets i d.ttE" :

the repaymant T.ansf.... salc of all or part of tbe aua.snto. s assets and Ptan source of mode an<l fianner of such fu.d is proposed by salc of two assets, (clause A.lminist.ataon or.rlsposnl of a2(2)(r,) any frn.:ls oa the gu:rantor Gua.antor is a senio. crtizenz not ehsaaed in any business o. t.a.le. Fu.ds sour.ed fo. .epayment pl.h 10 be praccd tn snti3f:ction or -odif'.atron of any secur,ty inte.es. Plan p.oposes r.laas. of thc secu.tty intereJt 6n all the 3 assetr as two of the assets a.e offcred for saae solrcinel funds fo. the repayment plan a n.l Llrtrd one is to be .el6ased i6pl.re.tation (craqse 1 an<, Re.luctioh in payable to c.edit6.s The Repayfrent Plan i5 proposed by one out of the flve guaranto15 aaainst whofr the insolv€ncy a- lA,/999(AHM)2024 in CP(lB) 166 of 2022 with lAJ10B4(AH[,4)2024 in CP(IB) 164 ol2A22 Page 1'l of 33 l.ili,t..i. paysent 3f Ri 2-43 Crqre .lis.h..se of fudher pry.ble trrea.h of a dct a due from the of any debt due walveri sousht from the Eua.antor t. the b. ured fo. rre br repsy*lent to credilo.r. and trdatment 6f such funds at the en.l of the plan of re!lisatlo'1 f.om sar-of and payse^t f.om the sald c..drtors by Begulation Other matters as r€quired by Three meetings of 17(2Xi) the creditors credi'tors were convened. The Repayment Plan was negotiated with the Personal Guaranto. by credito.s/ and the final repayment plan, as received, was tabled for the approval ot areditors in its third meeting, dated r7.c6.2024.

This checklistit inlended to ensule comp.ehersive &/npliance with the relevantp.ovisiort al the lrsolvencyoad Bahkraptcy Cade, 2416, oad assoEiated requlotions in the prcpoto.ian rnd submission ol lhe rcpoyment planlar Mt Mahdnnod Htssoin Farcaqu|

9. In respect of the Implementation and Monitoring, at para 6 of. the report dated 22 .06 .2024, it is stated that: - . IA./999(AHlr)2024 in CP(lB) 166 of2022 with lA"/1084(AHM)2024 in CP(lB) 164 o12022 "lf approved, the repayment plan will be implemented as per the Schedule provided. The RP will oversee the implementation process, ensuring that payments are made as per the approved plan and repofting any deviation to Adjudicating Authority".

10. In compliance of the order dated O5.O7.2O24 wherein this Tribunal has directed to file the Va-luation Report of both the properties owned by the Personal Guarantor and proper Authorization/Power of Attorney to represent the Personal Guaraltor, a compliance affidavit under inward no. D6208 dated 06.08.2024 was filed. In the said affidavit, it is stated that:-

1. The Mortgage Properly being all the part and parcel of the open divcrted land lying and being at Survey No. 260 and Patwari Halka No. 61, admeasuring about 36122 Sq. Ft at Village: Silotiya, Tchsil and Dist. Dhar (M.P) having valuation of market price is Rs. 1,73,40,000/-, realisable value Rs. 1,56,10,000/-and distress value of Rs. 1,40,50,000/- as per valuation report dated 18.O6.2024 reccived by the Financial Creditor from M/s Manoj Gupta & Associates, a Government Registered valucr, a copy whereof is annexed herewith and marked as Annexure A. 2. Thc Mortgage property being all the part and parcel of the land admeasuring 675 Sq. Ft or thereabouts designated as Block No. 52, of "Bina Nagar" Co Operative Housing Society Ltd., Tandalja, Vadodara, lying being and situated on Rcvcnue Survey No. 439/1, City Survey Sheet No. l0 of Vadodara along with Common Passages, amenities and ways having valuation ol market pricc is Rs. 1 ,05,39,O00/ -, realisable value Rs. 90,00,000/- and distress value of Rs. 8O,O0,000/ as per ,2.. lA,/999(AHM)2024 in CP(lB) 166 of 2022 with lA./1084(4HM)2024 in CP(lB) 164 of 2022 valuation rcport dated 08.08.2023 received by the Financial Creditor from Best Appraisal Consultants, a Government Registered valuer, a copy whereof is annexed herewith and marked as Annexure-B.

3. The Mortgagc property being a1l the part and parcel of the Immovable property lying and being Super Built-up area admeasuring 194.7U Sq. Mctcrs or thereabouts designated as Flat No. 2 on the ground floor of "Shelter Apartment", Akota, Vadodara, lying being and situatcd on the land bearing Revenue Survey No. 14812, Ci[, Survey No. 1950 in Village: Mauje Akota, Taluka Dist., Vadodara having valuation of market price is Rs. 67 ,O0,OOO I -, realisable value Rs. 56,00,000/- and distress value of Rs. 50,00,000/- as per valuation report dated 16.05.2023 received by thc Financial Creditor from Bcst Appraisai Consultants, a Government Registered valuer, a copy whereof is annexed herewith and marked as Annexure-C. 4. The Financial Creditor has approved the Repayment Plan on the basis of abovc mortgage properties of Personal guarantor considering the valuation of the immovable properties. It is submitted that in repayment plan dated 29.O5.2024, personal €auarantor has not discloscd any other assets as mentioned abovc- 5. The sole Financial Crcditor has evaluated the repayment plan submitted by personal guarantor and it is viable.

Hence, voted in favour of approval of the Repayment Plan of Personal Guarantor. 1 1. Further, in compliance of the extended order dated O7.O8.2O24, a compliance afhdavit under inward diary no. .i..- D6385 dated 13.08.2024 was liled to place on record the lAJg99(AHll)2024 in CP(lB) 166 of2022with lAJ1084(AHM)2024 in CP(IB) 164 of 2A22

Power of Attorney. The same was taken on record. 12. During the course of hearing on 13.08.2024, counsel for the RP sought time to fi1e another affidavit clarifying the issues of the mortgaged assets as well as the subsequent payments being upfront payments received from the Personal Guarantor after filing of this application. Accordingly, this Tribuna-l allowed the Applicant to file the additional affidavit and hold one meeting of CoC within a week. The said order records as under:- Ld. Counsel for the Applicant/RP, after making submissions, seeks time to file another additional affidavit clarifying lhe issues of the morlgaged assefs as well as the subsequent payments being upfront payments received from the Personal Guarantor after filing of this application in the matter. Liberty is also given to the Applicant/RP to hold one meeting of CoC within a week and file the status thereof along with additional affidavit. Applicant/RP is also directed to file shorf synopsis in the matter not exceeding 02 pages. 13. In compliance of the above order, an additional affidavit under inward diary no. D6750 dated 03.09.2024 was fi1ed by the Applicant.

In the said affidavit, it is stated that:- 1. In accordance with the payment schedule provided in C1ause 5 of the repayment plan, the Personal Guarartor has submitted a Demand Dra-ft bearing no. 505667 dated 04.O7.2024 for an amount of INR 2.5O t:r Lakhs as Upfront Deposition under the repayment lA,/99g(AHM)2024 ln CP(lB) 166 of2022 with lA/1084(AHf)2024 in CP(lB) 164 ot 2022 plan. The said amount has been credited to the designated PIRP Bank Account. A copy of the Demand Draft and Bank Draft is alnexed as Annexure-A of this affidavit. 2. The Personal Guarantor has intimated the Applicart that he has identified proposed purchaser of one of the properties mentioned in Clause 2 of the repayment p1an. 3. As per the Statement of Affairs, the Applicant identified following 3 real estate assets:- a. 52, Bina Nagar, Vasna Road, Vadodara, b. FIat No. 2, Ground Floor, Shelter Apartment, Vasna Road, Vadodara, and c. Survey No. 260, Patwari Halka no.61 Village Silotiya dhar, MP. 4. A1l three properties are mortgaged with the Financia-l Creditor - Canara Bank. Out of the above, the repayment plan envisages sa-le of above 2 properties (b) and (c) for reilizing the amounts payable under the repayment plan and balance amount of repayment plan, if any, shall be raised by the Personal Guarantor from their family and relatives.

As provided in Clause 13 of the repayment plan, Canara Bank has agreed to provide NOC for sale of aforementioned properties to a/ lA,/999(AHM)2024 in CP(lB) 166 of 2022 with lA,/1084(AH[.4)2024 in CP(IB) 164 of 2022 prospective buyers and has clarified that it shall also release the charge on the mortgaged properties upon full and final payment as per terms proposed in the repal,rnent plan. 5. In order to seek clarification regarding release of charge over all 3 mortgaged properties, as per liberly granted by this Tribunal on 13.08.2024, the Applicant convened 4th meeting of creditors on L7.O8.2O24 which was attended by the officia-ls of Canara Bank, representative of Personal Guarantor and Applicant. The Calara Bank clarified and conhrmed that security interest/charge over the three mortgaged properties of the Personal Guarantor shall be released by the Bank in the following manner:- r...,eo'G'3cd.ty \€rrl/rh9 s?r-rr-r /aa€rtrertt v€tnd i.*d-vddoda€ r.e-tPt oa fundt r,@po...rid:gl.r^ R-poyrun' Proo a?t- w-dn/6C Holko 6r vnre(re ttr6 .e-lrrl ot ^o .ro<Jhyq I'cdari rrropot-d td sL ln ta-aro)rh-.i Prd. ro r €re6.od onv ,6e-rpt -a GnllE pql'.rc6t q. prepo.sd propor-d uhd-r ia-t o)/h-ht f'td^ it\ eoP]/ 1/ */ t4.

A slmopsis on behalf of the Applicant was filed on lA,/99S(AHM)2024 in CP(lB) 166 of2022 with lA"i 1084(AHL4)2024 in CP(lB) 164 ot 2022

03.09.2024 under inward diary no. D6767 which was taken on record. 15. A purshish on behalf of Applicant is filed under inward diary no. D7783 dated 14.70.2024 requesting this Tribunal to pass appropriate directions for payment of personal insolvency process costs incurred by the Applicant (at page 89 and 90) of captioned IA). In the said af{idavit, it is stated that "should the repayment plan be rejected under section ll4(a) of the cocle owing to non-cooperation of the Personal Guarantor or for such other reason, this Tribunal be pleased to grant consequent liberty to the Persona-l Guaraltor andlor creditor i.e., Original Petitioner for fi1ing appropriate application under Section ll5(2) of the Code". tA/ LOa4lAEtMl2024 16. The most of the facts of this IA are similar to the facts of IA/999(AHM)2O24. Hence, for the sake of brevity, we are not repeating the same here. It is stated that:- I. Upon perusal of individual revised repayment plan submitted on 30.05.2024, tLte Applicant rea-lized that the Personal Guarantor had failed to include certain 7...-/ assets belonging to him in the repayment Or*. , w lA"/99g(AHM)2024 in CP(lB) 166 of 2022 with lAJ1084(AH[4)2024 in CP(lB) 164 of 2022

Accordingly, on 04.06.2024, the Applicant addressed an email to the Personal Guarantor calling upon to submit a revised plan including such other assets. Thereafter, the Applicant sent reminders through email on 20.06.2024 and 22.06.2024 reiterating to submit revised resolution plan, failing which, the Applicant would be constrained to treat the repayment plan dated 30.O5.2O24 as fina-l. II. Since the Persona] Guarantor failed to provide other repayment p1an, the Applicant held 3.d meeting of the creditors on 25.06.2024 for discussion of the said plan. In the said meeting, the creditors opined that said plan is not viable and cal1ed upon the Personal Guarantor for his frnal view after taking into consideration the additional assets available in his name. IIL The 4n meeting of creditors was held on 29.06.2024 wherein the Personal Guarantor submitted a revised resolution plan. In the said meeting, the Applicant informed the creditors that repayment value in the plan was substantially increased from INR 95 Lakhs to INR 180 Lakhs plus resolution costs after inclusion of lAJg99(AH[4)2024 in CP(lB) 166 of2022 with IA,i 1084(AHf)2024 in CP(IB) 164 o12022 Page '19 of 33 identihed additional assets by the Persona,l Guarantor. However, the creditors opined that revised plan did not meet with the guideline rate value of the assets and, hence, called upon the Personal Guarantor to increase the commercial offer. IV. In response there to the same, the Personal Guarantor offered to increase the repayment plan value to INR 185 Lakhs plus actual resolution process costs. The upfront payment amount was a_lso agreed to be increased from INR 2.50 Lakhs to INR 5 Lakhs. It was further clarified by the sole creditor that charge on one of the properties of the Personal Guaraltor which was jointly owned with one Abdul Majid Farooqui would be released only to the extent of share of the Persona-l Guarantor i.e., 5O%o release of charge and ba-lanc e SOoh would be released only after full and final payment by co-owner Abdul Majid Farooqui. The sarne was also agreed by the Personal Guarantor. Accordingly, the Persona_l Guarantor was called upon to submit revised repayment plan by O7.O7.2O24 by including all the agreed upon terms in the 4th meeting.

lA,/999(AHM)2024 in CP(lB) 166 of 2022 with IAJl084(AHM)2024 in CP(IB) 164 af 2A22

V. Pursuant to the above, the Personal Guarantor incorporated all the modifications and submitted the fina1 repayment plan on O1.O7.2024 whic1n was put for e-voting till 04.O7.2024. On 04.O7.2024, tl:re sole creditor accepted the same in entirety. A copy of repayment plan approved by creditor and e-voting are annexed as Annexure-L. VI. Considering the time period of l2O days was to end on 06.07.2024, the Applicant prepared report dated O4.O7.2O24 on the repayment plan. A copy of the said report is annexed as Annexure-M. 17. The salient features of the hnal Repayment Plan approved by the sole creditor of the Persona-l Guarantor are as under:- a. C/auses 1, 5 and 9 - Proposed payment of INR 185 Lakhs plus actual resolution process costs rn 4 (four) tranches within 180 days from the Effective Date i.e. date of approval of Repayment Plan by this Hon'ble Tribunal, through sale of identified properties. Resolution process cosls lo be cleared on priority. - b. Clause 12 Personal Guarantor has affirmed his commitment to adhere to payment schedule. ln case of any situation adversely affecting implementation of Repayment PIan, Section 118 of the lB Code read with Regulation 20 of the Regulations shall apply. Clause 13 Sole Creditor fo issue NOC (to the extent of share of Personal Guarantor) and List of Documents for secured propefties upon receipt of agreed upon payment as perthe Repayment Plan. 4 - Clause Upon successfu/ and complete implementation of 1 Repayment Plan, the Applicant to apply to this Hon'bte Tribunal for ,r/ lA/999(AHM)2024 in CP(lB) 166 of 2022 w,th IAJ1084(AHM)2024 in CP(IB) 164 ot 2022 discharge order in relation to the debts mentioned in the Repayment PIan. 18. The proposed pq,.rnent under the repayment plan is as under:- Payment Tranches Amount (Rs) Timeline Upfront Deposition Rs.5.00 Lakh Within 7 days of approval of Repayment Plan by Creditors Rs.5.00 Lakh Upfront Payment plus On Effective Date - E resolution process cost First Tranche Payment Rs.87.50 Lakh WithinE+90days Second and Final Rs.87.50 Lakh within E + 180 days. Tranche Payment 19. A scanned copy of the details of the repayment plan as per the report of the Applicant dated 04.O7.2024 is as under:-

2. Det.ils ofthe Repayment Plan Mr AilMEo HUSSAIN FARoOQUI has propored a final repayment plan, afterconsidering modiiications as proposed by the creditors in it5 4'^ 6eetrn8, Cated 29.06.2024 wherein he has p.oposed to repay an amount ofRs.185.00 Lakh tou/ardshis personalSuarantee obligahon to the ina ncia I creditor, Cal}ara Bank for the debts o{ lexon GlobalPrivate Limited within six months lrom t,re effecfve dale; effe.tive date being the date on vJhich the Natlonal Company Law Tribunal {NCLT} approv4 the repaymenl plan. The repayment is proposed as under: Paym€nt Am6uht lniaiol Deposi! in Escrav,' Accaunt Within 7 doW af paymeni of R€sslution Process Cost Reso,ution Process cost € = effective date {Details availrble in minutes of 4ti as confirmed by RP fteetinP ofcreditors) Upfront Payment or effective date Rs 10.OO Lakh {Uti,isinS lnilial Oeposjt balance of Rt 5.OO Lakh olus Rs 5.00lakh oavmen!) 1., Tran.he Payment within 3 honths Rs 87.50 Lrkh E + 90 dayt frcm lhe ef{ective date Last and Final Tranche Payment Rs t7.5C Lakh E - 18O days within 6 months irom the eltective date Rs 165,00 Lakh plus Resolutjon Frocess rost

20. T}re summary on complia-nces with provisions of the Code mentioned in the above report dated 04.O7.2024 is Z-. :ur:der:- IA,/999(AHM)2024 in CP(lB) 166 of 2022 with lAJl 084(4HM)2024 in CP(lB) 164 of 2022 Paae 22 af 33

. sunlmary on complinn<es with Frovi<io.. of tbe code undcr thc proposed Repayment Plao:

TIlc repayment preparcd in. c6nsultation with I :- 'reviewed by the I .areditoft aod discusred in a meetina of cr.dltor!. follolring thl!, tha Parsonal I GoaEnto. lubmltted the fnal _",,':_Pti!. Plan may autnorize lhe - J _ ...-._ The Personal 1o5(?){a) resolution professio.al to Glrarantor is a carry on the debto.'s senior c!tirer: who is bo9i.ess or trade on hls not enaa8ed ln any behalforin hls o!.ne, busl.ass or trad. 1Os(2Xbl .esol!(iod p.of ersional to Repayment Plan is .eali:e the as.ets ol the proposed .lisposa, of r\ro (Cl.use 2 and sqqmary oJ Aisets)

Prar may a.'thorl:c lhc .dfrrnlrtcr or drrrosc of ,ny funds of tr'. det'to. procc€.16 fr6n1 th. .rcdito.r wrll bc m.dc l/on tlil! |rror.ssionar (clausc 1x). stjix i-.lude jus!'frcltion L,usine.6 op..ailons : ; I I, aos{3xb) : ; r. P. roerrr to o n t f h 6. r plyfrcnr or I thc f.cr of th. Prefeselonat.nd the I prloritv, as r.. ttre ' p.ovl3lone ol !!re ced. (cl6usc s and .s.irr;; " -..-..-. .. *p). - ." .. I seee.lred h.ttc.s 1 frori tt)! .alc oa I a.rci. wathln rlt€ rhc R.p.ymant Plan p'opgsest9r,.lnBin !t'. r.q!rr.d fund. . f.6rl r.l.ttv€s and lcrau'c 4)

/<"',./ lA"/S99(AHM)2024 in CP(lB) 166 of 2022 wlth lAJl 084(4H[4)2024 in CP(IB) 164 of 2022 plan .nd inrplementstion rhe Rep.ynrent Plan schedule, incl{dina is slx months from ahov.ls and dstes 6a tlre date of its .epaymenr to credltors aFprowa! try the p.ying .esolutlon procers rarsaves 3r.l f.,nirv costs, prloritizing su.h nlcor)e.s (craures 4 -';;;;;i i;; du.ation of rhe plan, c6veri.e reasonable cldzcn with o, the incotne, arso does Buarantor and dependen!s, with at least ao of realizaltle i.co6e imp,ementatlon of the relatives and fami11/ mesbe.s. (CIause '17(1){6} tlre gua.3nto.'s business I is. se.i6r cttize!1, durioe the rrrr6 and rore n6t eneaged i6 al\/ 6f the rd.olution business o. trade- -.."---{gl!hees :,psl-aenl. . i. r - .o ., t. r - o. s ,. e. s io oFen an E.€.6w a..oun! for the deporitlo. at proceeds from the sare of a:scti. Pay6ents c..ditors will be made f.otu rhis by the s of the te.ms of.

cohpllah.c. nequirem.nt Statu. A.m.rk5 ,i.r?Y.:,-. ---.-, :. , -- ,i.;;;;-;r,;;-n;;.,;fi;r;;;.,...""..."., --"-.-.- -.. _. , - --. -.:-i----.-afi;;; ,- - ---, **-l ' soa.antor I lhwolvr.3 thc. ;i;s;'iir;. ' i oa.irs or ei;'Ld;d a;5et; | .t ' - ---ergnai €tlga Pia:-;g'.a;;.,ra !.. . --. . l : 'a7(axi) l I a e nd ." e .. x ^ .l. u - d. eddebtsorthe I I I t c e h u : . c a t r E u h d t t o h .d r. ' . 6 c 5 o B s. €t f r i s r e n s n .. o; ! i i 'e r. T i; l i r - . i x r. r. ) --- ' i - th rc. .;s dr"s'iJc hr i. r i e "a e r ti. o i" f th r. e t ' ' I. J -rrr. Repgvfrent i i, ) : s o. . a d k .r r ne a dtsch o a p. 6 8 n. i i iI tutfildent or th. : ::;'ffiru*x'tr R 17. ( i 2 u )( r a : ) 1 .6; '" " - I i : o a p s 6 r s d o e : , s n o r, a, 6 t r lr d; e ;- 6 a; o s i a d; . . a; n i t; o n. . r n s d ' ; ; - --1 i i, - -^- r p - . . u o. . p E c o e s # cd f o f l * t'y * fu * s D a * d le * o i i i f s; ;-" i. : i -nii.r.ti-,i - - :-/(a; i;i';;;on -- ;, ' - 't:-i * --*---* ^:3;;;;;iGnf1;i6r' I ,.z(z)(t) dlsposal ot any lsnds of I ,. . ssnlor .ltrzen, : th. gu..anto. : not engag.d ln any i I r,sstnes. or trad.. i Funds 3our.cd lot i i tc'tc 'vm, c l r a lr 'ed D ll.nn ' r n o I hoinr;i;i.; --- - i iiii=ii"iri.i -*:'J---- - -, c.p.;vi-i,li - -ir"; -i t?a2rl-l : mo.rlri..tron ot an'y I; p.opos.s r.t..s6 or i, i j;;,"'J:1":ri:: Ii I : H f u f s " ' " ln. ,.? F€r i o i o 9 qu " l. ; 1."; l I I ' l !iL'r,"?ill,"s;."1i : - ; i I : I 5"E'.E. "E'"diin.E. " .- r, e ,t t h t : e ' r I ,rj i : ! : /.r' ' share of Mr" ahmEd lan Fa.ooqul |A./999(AHM)2024 in CP(lB) 166 of 2022 with 1N1084(AHM)2024 tn CP(IB) 164 of 2022 Page 24 al 33

Compliance Clause and grent hift the flrst riSht to acquirc the balance share in the event of any legal actions on thc said properties warranEd by the Bank, Additionally, Canara Bank is requested to isgue a N6- 0bjection certjticate {"N0c") fortheirdtbts and a [ist of 0odumEnt! ("t00") lor th. ldentifi!d properties to lhe prospective buyer, indicating lhe release of recurity lnterest upon of receipt the agreed-upon payment ,! per the Rapayment Plan, This paymenl should be made lnto thn deeignittd accourt opsrated by the Resolutlon Profersional lot remlttlnB payments Repayment Plan. Upon receipt of the proaeeds againJt the property as in sprcifild th! Repayment Plan, Canara Eank shall release lhe charge created over such asslts within 15 of days recolvlng the proceeds into the lA,/999(AHM)2024 in CP(lB) 166 of 2022 with lAJl 084(AH[.4)2024 in CP(lB) 164 of 2A22

'a.:niiliiii' "; iiii.lctio,i r;th; ;;;'.;; '"'. L'r(2rldt i payal,le !o c.edit6.s resolution pr6cecs ia !.lti.red- Tlre plan proposee payment of Rs 1a5 Lakh toward. th. <lischarge of obligations ot M., A\6ed Hrssai. i Farooqui o.lY. No furth.r reducrion ln lhe rftount payable to c.edirors i5 J ar12)(e) L712)lt) tTt2jle) ' . i"6i;ii;; - 17(2,1h) ad.t tre€tfre.r of 3u.h f6r fu.ds at the end of the deo6sition oa realisationfroh eale of assets and payment froh tha s.id accou.t to Rero,(tion Professi6oal. : oth.r matt.rJ / i? {C J l n ru i. - . * i 1 J 11 ir"er dr r 7{2)ii} re<tuired by xhc credit6rs credltors, i convened, The h Plan was n.aoilated wlth f,r66na,

Guaranto. by caeditors" and the inal repaymert pian, as received, was tabled fur the apploval of creditors in its third I meetin& r dated i 29.06.2024.

fhit cheakilst is inteadeC ta easue aonptehe,ttire .rnplirnc, rlilh t erahvcnt-rralitiors ol lhz hsofucnay ondaoikrPlcl Ccde, 2e16, and ,ttaaiclad regrbn.rs in lh? pr.pctdl,ch ard tti$issiat of rta retgymana ploo lor Mt ahned Hussnill F racqui.

21. ln respect of the Implementation and Monitoring, at para 6 of the report dated 04.O7 .2024, it is stated that:- "lf approved, the repayment plan will be implemented as per the Schedule provided. The RP will oversee the implementation process, ensuring that payments are made as per the approved plan and lA/999(AHM)2024 in CP(lB) 166 of 2022 with lAJl 084(AH[.4)2024 in CP(IB) 164 ot 2022 repofting any deviation to Adjudicating Authority". 22. ln compliance of the order dated 13.08.2024 al additional alfidavit and synopsis under inward diar;r no. D6751 and D677 I were frled on 03.09.2024. In the said affidavit, the Applicant has stated that:- I. In accordance with the payment schedule provided in Clause 5 of the repayment plan, the Persona,l Guaraltor has submitted a Demand Draft bearing No. 505006 dated 1 L.O7 .2024 for an amount of INR 5.00 Lakhs as Upfront Deposition under the repayment plan. The said amount has been credited to the designated PIRP Bank Account. A copy of the Demand Draft ald Bank Draft is annexed as Annexure-A of this affidavit. II. As per the Statement of Affairs, the Applicant identified following 3 real estate assets belonging to the Applicant (individually or jointly):- a. H. No. 2557, Gokulganj Mhow, M.P., b. Joint Family Land at Village - Karadiya, Dhar, Madhya Pradesh H. No. 2536, Gokulganj Mhow, M.P (jointly owned propefty comprising of 50%o share of Ahmed Hussain Farooqui).

III. From the said three properties, two properties being properties (a) and (c) above are mortgaged with the a?-t' Financial Creditor - Canara Bank. The repayment lA,/99g(AH[/)2024 in CP(lB) 166 of 2022 with \N10B4(AHM)2024 in CP(IB) 164 ot 2022 plan envisages sale of all three properties to the extent of share of Applicant inter alia for realizing the amounts payable under the repayment plan and balance amount of repayment plan, if any, sha-ll be raised by Personal Guarantor from their family and relatives. ry. As provided in Clause 13 of the repayment plan read with 4th meeting of creditors held on 29.06.2024, Canara Bank has agreed to provide NOC for sale of aforementioned properties to prospective buyers (to the extent of share of Ahmed Hussain Farooqui) and has clarilied that it shall a-lso release the charge on the mortgaged properties (to the extent of share of Ahmed Hussain Farooqui) upon ful1 and fina1 payment as per terms proposed in the repayment plan. V. In order to seek clarification regarding release of charge over the 2 mortgaged properties, as per liberty granted by this Tribunal on 13.08.2024, the Applicant convened 5th meeting of creditors on v 17.08.2024 which was attended by the officials of / lA/999(AHM)2024 in CP(lB) 166 of 2022 with lA/1084(AHM)2024 in CP(IB) 164 ot 2022

Canara Bank, representative of Persona-l Guarantor and Applicant. The Canara Bank clari{ied and confirmed that securi[r interest/charge over the three mortgaged properties of the Personal Guaraltor shall be released by the Bank in the following manner:-

A-No- '>ssi -ea€ir_l e€n, Mhow. M.P- M€lrd. 1n..'.3..c.n.orb.'U[7

23. During the hearing on L4.1O.2O24, Ld. Sr. Counsel for the Personal Guarantors has requested to submit new repayment plan by tomorrow along with upfront payrnent and sought adjournment of one day which was allowed by this Tribuna-l. However, during the hearing on 16.7O.2O24, counsel for the Personal Guarantor stated that their clients will stick to their previous repa5,.rnent plan that may be approved. The said order dated 16.1O.2024 records as under:-

1tu999(AHM)2024 ir CP(lB) 166 of 2022 with lAJl 084(AH[.4)2024 in CP(IB) 164 ol 202?

"lt is seen that, on 14.10.2024, Ld. Sr. Counsel for the PG requested to submit new joint repayment plan by the next date along with the upfront amount and sought adjournment for one day. It was orally agreed to deposit Rs.35.00 Lacs as upfront amount with the Bank along with the repayment plan. However, neither any proof of deposit of upfront amount has been placed before us nor confirmed by the Ld. Counsel for the PG to have been deposited with the FC. It has been apprised by the Ld. Counsel for the FC that only through e-mail, one letter of revised repayment plan submitted only at 07:48 PM yesterday without any upfront amount. Mr. Jai Ram, Chief Manager and Mr. Chandra Shekhar, Law Officer of the FC Bank submitted that since this letter was received after the banking hours and it was not responded. It will be communicated today and the offer given in the repayment plan is not acceptable to the FC in the present form without upfornt amount. Ld. Counsel for the PG, on instructions from clients, states that since the new repayment proposal is not acceptable to the FC, their clients will stick to their previous repayment plan that may be approved".

24. In the above backdrop of the facts, we have heard the counsels for the Applicant/RP, Personal Guarantors and Financial Creditor and perrrsed the records. At the outset, it may be stated that when the RP convened a meeting of the creditors for the purpose of voting of the Repayment Plan of the Personal Guarantor, it was a-lways open for the creditor to either accept or reject or even suggest modifications in the repayment plal. In this case, the revised repayment plan of Mohammad Hussain Farooqui (Personal Guarantor-1) and Ahmad Hr-rssain Farooqui (Persona-l Guarantor-2) were approved in entirety at the 3.d and 4tt' meeting of creditors held on 2 1.06.2024 and 29.06.2024 respectively. 25. For the sake of ready reference, we reproduce Section |AJ999(AHl\,1)2024 n CP(lB) 166 of 2022 with lAJ1084(AH[,4)2024 in CP(lB) 164 af 2422

111 of the Code as under:- "The repayment plan or any modification to the repayment plan shall be approved by a majority of more than three-foutlh in value of the creditors present in person or by proxy and voting on the resolution in a meeting of the creditors".

26. Since the creditor has approvcd the repayment plan with 100% voting sha-re, keeping in view the provision contained in section 114 (1), we are passing an order on the basis of the report prepared by RP under section 106 of the Code which confirms that the repayment plan is in compliance with Section ll2 of IBC,2016.

27. We have also considered the recommendations made by the RP in its report dated 22.06.2024 and O4.O7.2O24 wherein the RP has recommended for the approval of the repayment plan submitted by the Personal Guarantor- 1 and Personal Guaraltor-2.

28. The Resolution Professiona-l a,lso submits that the Insolvency Resolution Process for the Personal Guarantor has been conducted in compliance with the IBC, 2016 and other applicable laws.

29. Accordingly, we approve the repa;,rnent plan with effect lA,iSgg(AHM)2024 in CP(lB) 166 of 2022 with lA"/1084(AH[,4)2024 in CP(IB) 164 of 2022 from the date of this order, with the following directions:- a) The Resoiution Professional sha-ll supervise the implementation of the Repayrnent Plan as per the terms and conditions mentioned therein and file his final report soon after the implementation of the plan or upon completion of the timelines mentioned in the plan, whichever is earlier. b) Upon completion of the Repayment Plan, the Resolution Professional sha,ll comply with the provisions stated in Section Il7 of the Code.

c) The creditors shall withdraw a,11 the legal proceedings before various fora against the debtor within one month of the fulfillment of repayment obligations by the debtor in accordance with the terms of the repayment plan. d) In the event of a maximum 30 days' delay for any unforeseen circumstances, granting a grace period sha-ll be within the jurisdiction of the implementation committee to waive without declaring default. e) On full implementation of the Repa5,'rnent Plan, the Personal Guarantees given by all the Persona1 Guarantors shall be released by the Financia,l Creditors. f) The debtor is permitted to share a certified copy of this repayment plan and order of this Tribunal lA/999(AHM)2024 in CP(lB) 166 of2022 with lAJl 084(AHM)2024 in CP(lB) 164 ot 2022 approving this repayment plan with third parties including statutory/government authorities wherever needed.

g) The approval of the Repayment Pla:l shall not be constr-ued as waiver of excluded debts as defined U/s 79(14) if any. h) The Registry is directed to send a copy of this order to IBBI. i) The Resolution Professional, the Applicant herein shall for.ward ali the records pertaining to the Insolvency Resolution Process against the Personal Guarantor to IBBI.

30. With thc above directions, IAI999(AHM)2O24 in CP(IB) No. 166 of 2022 and IAl 1084(AHM)2O24 in CP(IB) No. 164 of 2022 stand disposed off.

31. A certified copy of this order may be issued, if applied for, upon complialce with all requisite formalities.

. L --q:--I l7-l' SAMEER KAI{AR MEMBER (TECHNTCALI MEMBER (JUDICIAL)

Rajeev/P.S lA,/999(AHM)2024 in CP(lB) 166 of 2022 with 1N1084(AHM)2024 ir CP(IB) 164 of 2022