In the matter of Salasar Steel and Power Limited IA No. 141-CTB-2020 in T.P. No. 203-CTB-2019

In the matter of: Insolvency and Banl<ruptcy Code 2076; And In the matter of: An application under section 31(1) of the Insolvency and Bankruptcy Code 2016; And In the matter of: J.M. Financial Asset Reconstruction Company Limited, a company incorporated under the provisions of companies Act1956, having its registered office at 7'hFloor Cnergy, Appasahab, Marathi Marg, Prabhadevi Mumbai - 400025. ...Financial Creditor

Satasar Steel and power Limited ,."Jff;1r.o.rorured under the companies Act 7956, having its registered office at flrst floor, Bhatia Complex, Opposite Rajkumar * College, G.E Road, Raipur 492001. ...Corporate Debtor And In the matter of: Rajesh Jhunjhunwala, Resolution Professional of Salasar Steel and Power Limited, carryrflg on business from A51, Ashit Apartment, HB Gawde Marg, Juhu, Koliwada, Mumbai- 400049. ... Applicant .Versus- 1. Singhal Enterprises Private Limited, having its registered office at Century Towers, 3'dFloor, Room No. 303, 45 Shakespeare Sarani, Kolkata- 700071.

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IN THE NATIONAL COMPANY LAW TzuBUNAL CUTTACK BENCH CUTTACK IA No. l4l/CTB/ 2020 ln T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 141t/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited 2. Committee of Creditors of Salasar Steel and Power Limited, C/o J.M Financial Asset Reconstruction Company Limited carrying out business from TthFloor Cnergy, Appasahab, Marathi Marg, Prabhadevi Mumbai - 400025. ... Respondents

Coram: Shd P. Mohan Raj Member (Judicial Shri Satya Ranjan Prasad Member (Technical)

Appearances (through fideo conferencing) : For Petitioner For the Respondent Mr. Ratnanko Banedee Sr Adv. Mr. Dhire ndr anath Sharma Mr. Anuj Singh Mr. Aniket Agarwal, Mrs. Rusha Mitra

Order reseryed ont 29,10,2021 Order pronounced on: 08.11.2021 ORDER

Per: Satya Ranjan Prasad Member (Technical)

1" This Court convened through video conferencing.

2. IA (IB) No.141lCTB/2020 is an application under section 30(6) of the Code after approval of the resolution plan by the Commiuee of Creditors ("CoC"). sd.. _ 3d.

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 2020 ln T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ ildB/2018) In res; Resolution Plan of Salasar Steel and Power Limited 3. The underlying Company Petition in CP (IB) No. L4LL/MB/2018 was filed by J.M. Financial Asset Reconstruction Company Limited against Salasar Steel and Power Limited, the Corporate Debtof, under section 7 of the Insolvency and Bankruptcy Code 2016 which was admitted vide order dated 27 .09 .2019 in TP 203 / CTB / 20L9 n CP (IB) NO. 141 1 /MB / 20t8

4. Initially, the Applicant herein, Mr Rajesh Jhunjhunwala (IBBI Reg. No. IBBI/ IPA-001/IP-P00647 /20L7-t8/11102) was appointed as the Interim Resolution Professional. He was later confirmed as the Resolution Professional of the Corporate Debtor at the first meeting of the Committee of Creditors on 23.10.20L9.

5. The Applicant submits that in terms of the provisions of section 25(2)(h) of the Code read with regulation 36A (1) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 ("CIRP Regulations"), invitations in Form 'G' fot Expressions of Interest ("EoI") from potential resolution applicants were n issued on 4fr December 2019 as further amended on 20ft December 20t9. two newspapers, i.e., 'Business Standard', and'Times of India'. The last date of submission of expression of interest was 28s December, 2019. Thereafter, the revised invitation of expression of interest in Form-G was issued on 2d March, 2020, and the last date of submission was on l7n March, 2020. The final list of prospective resolution applicants, in accordance with Regulation 36A (1.2) of CIRP Regulation was issued on 24h March, 2020.

6. The Applicant submits that Resolution Plans were submitted by three Prospective Resolution Applicants ("PRA") being (1) N R Ispat and Power Private Limited, (2) Singhal Enterprises Private Limited and (3) Raigarh Sc\ 3d.

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 202.0 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ }L4B/2018] In res: Resolution Plan of Salasar Steel and Power Limited Ispat and Power Private Limited. On 17th Muy, 2020, the plan submitted by Raigarh Ispat and Power Limited was rejected on account of ineligibility. Sinehal Enterprises Private Limited, the Respondent No.l herein, eventually emerged as the H1 bidder.

7. The Applicant submits that the Resolution Plan submitted by the said Singhal Enterprises Private Limited, the Resolution Applicant, was scrutinized and put to vote in the 14fr Committee of Creditors meeting held on 30fr June 2020, and it was subsequently approved by the Committee of Creditors with 100% voting percentage on 09fr July 2020. Compliance Certificate for the Resolution Plan was submitted to the Committee of Creditors by the Resolution Professional, Mr. Rajesh Jhunjhunwala on 18fr June, 2020. The Resolution Applicant has confirmed in its affidavit dated 15th May, 2020 that it is eligible under section 29A of the Insolvency and Bankruptcy Code, 2016 to submit Resolution Plan;

8. It is submitted ttrat on 10fr July 2020, the Resolution Professional issued Letter oflntent to the Resolution Applicant. On 13fr July 2020 the successful resolution applicant submitted Performance Bank Guarantee issued by State Bank of India.

9. The Applicant submits details of various compliances as envisaged within the Code and the CIRP Regulations which requires a Resolution Plan to adhere to, which is reproduced hereunder:

a, Sabmission of Resolution Plan in ter"ms of sub-section (2.1 of section 30 of the Code

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 2020 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited Provision of Section Requirement Resolution Plan The Resolution Plan Clause 5.5 provides for the payment of and 6.3.2 at Sec insolvency resolution Page 36 and 30(2Xa) process costs? The Resolution Plan provides for the payment to Sec Clause 6.3.3 the operational creditors in 30(2)(b) atPage 40-43 such manner as may be specified by the Board. The Resolution Plan provides for the payment to the financial creditors who Clause 6.3.4 Sec did not vote in favour of the (iv) at Page 30(2Xb) resolution plan in such 43 manner as may be specified bv the Board The Resolution Plan Sec provides for the Clause 15 at 30(2)(c) management of the affairs of the corporate debtor The Resolution Plan provides for the Sec Clause 17 implementation and 30(2Xd) and 18 at supervision of the resolution plan The Resolution Plan Sec conffavenes any ofthe Clause 20 at 30(2)(e) provisions of the law for the Page 70 time being in force Conforms to such other Clause 20 at Sec 30(2)(D requirement as may be specified by the Board b, Measures reqairedfor implementation of the Resolution Plan in tenns of regalation 37 of CIfuP Regulations: SA 5&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 202.0 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ }l{B/2018) In res: Resolution Plan of Salasar Steel and Power Limited A resolution plan shall provide for the measures, as may be necessary, for insolvency resolution of the corporate debtor for maximisation of value of its assets, including but not limited to the following Provision in Regulation Requirement Resolution Plan Transfer of all or part of the assets of the Clause t6 atPage Reg 37(a) Company to one or more persons; 56-61 Sale of all or pafi of the assets whether Reg 37(b) Not proposed subject to any security interest or not; Resftucturing of the corporate debtor, by Reg 37 (ba) way of merger, amalgamation and Not proposed demerger Substantial acquisition of shares of the Company, or the merger or Clause 6.1 atPage Reg 37(c) consolidation of the Company with one 38 or more persons; Cancellation or delisting of any shares of Clause L6.L at Reg 37(ca) the Company, if applicable Page 56 Satisfaction or modification of any Clause 6.3.4 at Reg 37(d) security interest Page 43-46 Curing or waiving of any breach of the Reg 37(e) terms of any debt due from the Not Applicable Company Reduction in the amount payable to the Clause 6.3 atPage Reg 37(f) creditors 39-48 Extension of a maturity date or a change Reg 37(g) in interest rate or other terms of a debt Not Applicable due from the Company; Sd 5& _ ---"'- --

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 2020 ln T.P" No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411l MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited Clause 16.4 and Amendment of the constitutional Ree 37(h) 19.7 atPage 6t documents of the Company and64-66 Issuance of securities of the Company, for cash, property, securities, or in Clause 6.3.4 at Ree 37(i) exchange for claims or interests, or other Page 43-46 appropriate purpose Change in portfolio of goods or services Reg 37o Not Proposed produced or rendered by the Company Not Proposed. However, Change in technology used by the Reg 37(k) additional Rolling Company Mill of INR 20 Cr shall be added Obtaining necessary approvals from the Clause Lt atPage Reg 37(1) Cenffal and State Govemments and 52-55 other authorities c, Mandator! contents of Resolution Plan in terms of Regulation 38 of CIW Regalations:

Provision in Regulation Requirement Resolution Plan The amount due to the operational Clause 6.3.3 at Reg 38(1) creditors shall be given priority over Page 40-43 financial creditors. A statement as to how the Resolution Clause 5.6 atPage Reg 38(14) Applicant has dealt with the interests of 36-37

SA l_.-----.-? sd- PageT of32

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK TA No. 141/CTB/ 2020 ln T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plqn of Salasar Steel and Power Limhed all stakeholders, including financial creditors arrd operational creditors of the Company in the Resolution Plan. A statement giving details if the Resolution Applicant or any of its related parties has failed to implement or Reg 38(18) contributed to the failure of Not Applicable implementation of any other resolution plan approved by the Adjudicating Authority at arry time in the past. Reg 38(2) A resolution plan shall demonsffate that - (a) the term of the plan and its Clause 78 atPage implementation schedule S 62 (b) the management and control of the Clause t6 atPage business of the corporate debtor during 56-6L its term; and (c) adequate means for supervising its Clause L5,17,18 at implementation Page 56 and62 Reg 38(3) A resolution plan shall demonsffate that Clause 4 atPage (a) it addresses the cause of default 24-34 Clause 6,7 andS (b) it is feasible and viable atPage 38-51 Clause 15, L7 and (c) it has provisions for its effective 18 atPage 56and implementation 62 (d) it has provisions for approvals Clause L8.3 atpage required and the timeline for ther same 62 Sd .-; 3&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT"TACK BENCH CUTTACK IANo. I4|/CTB/ 2020 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/20181 In res: Resolution Plan of Salasar Steel and Power Limited (e) the resolution applicarLthas the Clause 7 andS at capab:.Jlity to implement the resolution Page 48-51 plan

10. The Applicant submits that the successful Resolution Applicant has submitted an afftdavitof eligibility under section 29A of the Code, which is (F' annexed to the application as Annexure atpages 6lto 63. The applicant has also given an undertaking as provided under Regulation 39(1)(c) that the information andparticulars furnished by applicant arc frve and correct, if they are discovering as false at any time when it will render him ineligible to continue in resolution process, amount, if any, deposited by him willbe forfeited and applicant is also liable for penal action.

11. The Applicant has filed a Compliance Certificate in prescribed form, i.e., Form 'H' in compliance with regulation 39(4) of the Insolvency & Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, which is annexed to the application as (E' Annexure atpages 54to 60. L2.The Applicant submits the relevant information with regard to the total financial proposal under the said Resolution Plan is tabvlated as under: -

Particulars Amount Capped at maximum INR 10 Cr. (as on Payment towards IRPC 29 .05 .2020 it is 7 .26 Cr.) Payment to Operational creditors sefflement amount including statutory INR 3.5 Cr. (excluding Provident Fund for Workmen & Employees) and other creditors gd. s- Page 9 of. Sd'

IN TIIE NATIONAL COMPANY LAW TzuBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 2020 ln T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018) In res: Resolution Plan of Salasar Steel and Power Limited INR 150.07 Cr. to be paid within 45 Upfront cash recovery to financial credito(s days from the effective date Proposed Defened Payment for Financial Creditors (Other than Related Party NIL Financial Creditors) Upfront payment towards outstanding employee and workmen dues including Workmen & Employee: INR L.64 Cr Gratuity Equity upside to financial creditors NA Provident Fund for Workmen & Employees NIL Minimum amount of INR 25 Crore each in the form of Capital Expenditure Fresh capitalinfusion and Working Capital requirements as and when required

13. The timeline for implementation of the Resolution Plan as provided by the Successful Resolution Applicant, is as under:

SL No. Actions Time Line Approval of this Resolution Plan by the Hon'ble Effective Date 1 NCLT Completion 2. Effective Date + 45 days Date

Details on Management/hnplementation and Reliefs os per the Resolution Plan - Salient Features 14. The Resolution Plan also provides for: a. Implementation Plan- Clause 15,17, LB b. Mechanism for management and control- Clause 16 sd ! 3d Page L0 of32

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUT-TACK IANo. l4l/CTB/ 2020 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited c. Monitoring Committee- Clause 15

15. The Prayers, Reliefs and Concession sought by the Resolution Applicant from the Adjudicating Authority as per Clause 11 the Resolution Plan are set outbelow for the successful implementation of the Resolution Plan. The orders thereon are indicated against each.

Prayers, Reliefs and Concession

Clause 11 of Remarks / Resolution Relief Concession Sought Plan / A11 Govemmental Authorities Local Authorities This is for the / Electricity Boards / Indusuial Board arc appropriate requested to waive the Non-Compliances of the authorities to Corporate Debtor prior to the Effective Date and to decide keeping provide reasonable time after the effective date to in view the complete all the subsequent compliances required, object ofthe i. however, all the non-compliances prior to the Insolvency and effective date stands ratified by this order. Further, Bankruptcy any security deposit /rcfundable deposit with any Code is to / / Governmental Authorities Local Authorities enable a fresh / Elecaicity Boards Industrial Board shall be start for the adjusted/ accounted and considered for new Corporate connections/ licenses/ permits Debtor. It is probable that certain of the Business Permits/ Once the Import Licenses/ DGFT Licenses etc. of the resolution plan 11. Corporate Debtor have lapsed, expired, suspended, is approved by -sd ll Page of32 5&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. I4l/CTB/ 2020 1n T.P" No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ l|llB/20181 In res: Resolution Plan of Salasar Steel and Power Limited cancelled, revoked or terminated or the Corporate this Debtor has Non-Compliances in relation thereto, Adjudicating accordingly, the Resolution Applicant requests all Authority, the Governmental Authorities to provide reasonable Corporate time perio d after the Effective Date in order for the Debtor under Resolution Applicant to assess the status of these the new Business Permits and ensure that the Corporate management Debtor is compliant with the terms of such Business shall have one Permits and ApplicableLaw without initiating any year tn terms investigations, actions or proceedrngs in relation to of section 31 such Non-Compliances and al7 such non (4) of the compliances stands rutified by this order. Further, Insolvency and time period with regard to such Business Permits/ Bankruptcy Import Licenses/ DGFT Licenses etc. should be Code 2016, extended for I year within which to obtain the requisite approvals. The appropriate authorities are requested to consider the same expeditiously andfavovrably since the objects of the Insolvency and sd. S& iN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 2020 1n T,P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411,/ MB/2018) In res: Resolution Plan of Salasar Steel and Power Limited Bankruptcy Code, 2016 is to enable a fresh start for the Corporate Debtor. While permissions required internally by the Corporate Debtor such as shareholder As a part of Resolution Plan, the equity shares and shall be waived all the class ofpreference shares ofthe company will once this get unconditionally reduced. Accordingly, all the Resolution relevant authorities including but not restricted to Plan is 111. Ministry of Corporate Affairs, etc. are requested to approved, all give their approvals to the said arrangement, if filings and required. The procedures and application to be other done by Resolution Applicant compliances shall be carried out by the Corporate Debtor under the successful resolution applicant, by sd. 3d--

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACI( BENCH CUTl}.CK IA No. 141/CTB/ 2020 1n T.P" No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/20181 In res: Resolution Plan of Salasar Steel and Power Limited filing the requisite application fee to the Registrar of Companies. There shall be no exemption in this rcgard. Wherever, needed, the apptopiate authorities may decide keeping in view the objects of the Insolvency and Bankruptcy Code, 20L6 to enable a fresh start for the Corporate Debtor. Waiver of any feepayable to or any regulatory body This is for the towards any past dues or towards fee dues pursuant appropriate lV. to any of the steps as contemplated in the authorities to Resolution Plan decide.

sd. 3s

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. l4l/CTB/ 2020 ln T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited This is for the appropriate authorities to decide. keeping in view the object The Deparfinent of Registration an.d Stamps, of the Govemment of Chhattisgarh, and other State level Insolvency and Government/ Department and the Ministry of Bankruptcy Corporate Affairs is requested to exempt the Code is to Resolution Applicant and the Corporate Debtor enable a fresh from any tax obligation under various taxing start for the statutes, including but not limited to Sections 508, Corporate v. 50C, 50CA, 56 and 115JB under the Income-tax Debtor. Act as well as the Central Goods and Services Tax Judgement of Act,20L7 (as amended from time to time) and the the Hon'ble provisions of the Indian Stamp Act, 1899 (as Supreme Court amended from time to time) and other laws relating in Ghanshyam to payment of stamp duty applicable in any state. Mishra and Sons The procedures and application to be done by 'v. Edelweiss Resolution Applicant Asset Reconstruction Company Limitedcanbe taken into consideration in this regard.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'IACK BENCH CUTTACK IA No. l4l/C-tB/ 2020 ln T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ }l4B/2018] In res: Resolution Plan of Salasar Steel and Power Limbed The Resolution Plan envisages an amount for Not Allowed. creditors for their admitted claims for full andfnal This does not settlement of their claims. Any claims by any survive for person (whether admitted or not, due or contingent, consideration asserted or unasserted, crystallised or at this stage. uncrystallised, known or unknown, secured or unsecured, disputed or undisputed, present or future) against the Corporate Debtor accruing due to the commencement or pendency of insolvency vi. proceedings against the Corporate Debtor, whether arising under the terms of subsisting consents, licenses, approvals, rights, entitlements, benefits and privileges whether under law, conffact, lease or license, $aflted in favour of the Corporate Debtor or any contractual affangements entered into by the Corporate Debtor, shall, notwithstanding any provision to the contrary in their terms, stand extinguished without any recourse The Resolution Applicant plead Adjudicating As per the Authority to consider its plea for relief from any applicable hardship due to any claims (whether contingent or provisions of crystallised, known or unknown) of Govemmental 1aw. Authorities in relation to all Taxes which the v1l. Corporate Debtor, aLl deductions and all withholding Taxes on any payment, as required under Applicable Law andpertaining to the period prior to Insolvency Commencement Date and for which no claim has been admitted. Further, post the 3 d 3& or32 Page t6

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IANo. 1.41/CTB/ 2020 1n T,P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/20181 In res: Resohttion Plan of Salasar Steel and Power Limited / order of the Hon'ble NCLT, no re-assessment revision or any other proceedings under the provisions of any of the indirect tax laws should be initiated on the Corporate Debtor in relation to the period prior to acquisition of control by the Resolution Applicant and any consequential demand shall be considered non-existingand as not payableby the Corporate Debtor. Any proceedings which were kept in abeyance in view of insolvency process or otherwise shall not be revived post the order of Hon'ble NCLT. The Resolution Applicant ptead Adjudicating Allowed Authority to entitle Corporate Debtor to carry forward the unabsorbed depreciation and v111. accumulated losses, if any and to utilize such amounts to set offfuture tax obligations. As per the The NCLT order passed shall be binding on all the concerned Govemment Departments / applicable provisions of / Authorities. Further, any penalty charges etc. with the law. respect to the Corporate Debtor shall be assumed to Wherever be settled/ foregone. Further, following approvals needed the ix. shall be provided, application and procedures shall Corporate be followed by the resolution applicant: Debtor under a. 132 KVA Grid connectivity from the successful Gerwani Sub-station resolution b. Restoration of Water permission from Applicant shall Water Resource Department apply to the 3A S& PagelT of32

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. l4l/CTB/ 2020 1n T.P" No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/201,81 In res: Resolution Plan of Salasar Steel and Power Limited Coal Linkage f$ 65 MW Power Plant appropriate C. from Ministry of Coal authorities/De d. Boiler Inspector permission partments, e. Electrical Inspector permission who are f. Forest land required for expansion from requested to Forest Department consider the Labour Licence from the concerned same keeping Labour Department in vie the letter h. Valid Pollution Consent from the and spirit of Pollution Conffol Board to operate the the IBC, 2016, plant and units which is to enable a fresh start for the corporate debtor. This shall be in The Resolution Applicant plead Adjudicating terms of Authority to consider its plea for relief from all new section 32 A of inquiries, investigations, whether civil or otherwise, the Insolvenry notices, suits, claims, disputes, litigation, and x. arbitation or other judicial, regulatory or Bankruptcy administrative proceedings in relation to any period Code, 2016, prior to the acquisition of control by the Resolution nothing more Applicant over the Corporate Debtor and nothing less. Pursuant to Section 32 A of the Code and approval Granted xl. of the plan,

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CIJTTACK IANo. 141/CTB/ 202.0 1n T.P. No" 203/ CTB/ 2079 [earlier C.P(IB) No. 1411/ MB/20181 In res: Resolution Plan of Salasar Steel and Power Limited a) notwithstanding anythtng to the contrary contained in this Code or any other law for the time being in force, the liability of a corporate debtor for an offence committed prior to the commencement of the corporate insolvency resolution process shall cease, and the corporate debtor shall not be prosecuted for such an offence from the date the resolution plan has been approved by the Adjudicating Authority under section 31 b) No action shall be taken against the property of the corporate debtor in relation to an offence committed prior to the commencement of the corporate insolvency resolution process of the corporate debtor, where such property is covered under a resolution plan approved by the Adjudicating Authority under section 31. There are various Performance Bank Guarantees Granted issued by various banks amounting to the tune of INR 1,05,94,980 against L00o/o fixed deposit margin. Accordingly, the said Bank Guarantees xl1. shall continue to be valid even after approval of Resolution Plan and the corresponding Fixed Deposits shall be part of the Corporate Debtor. Please refer Schedule 8 for details of Performance Bank Guarantee and Fixed Deposits d- 3&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK TA No. 141/CTB/ 2020 1n T.P. No, 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/20181 In res; Resolution Plan of Salasar Steel and Power Limited The Corporate Debtor shall make applications, wherever required and follow the specified The Adjudicating Authority may direct the procedure. statutory authorities, as applicable, to grant renewal However, the of respective licenses, approvals and permissions, concerned xiii. subject to compliance of the procedural and other authorities are requirements under applicable governing Law, requested to Statute, Rules and/or Regulations, etc., for time consider the being in force same keeping in view the letter and spirit of the IBC, 2016, which is to enable a fresh start for the corporate debtor. As per The Competition Act,2002, the acquisition As per the of one or more enterprises by one or more persons applicable laws xlv. or merger or amalgamation of enterprises shall be a in this regard. combination of such enterprises and persons or enterprises, if any acquisition where the parties to di S&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 2020 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited the acquisition, being the acqufuer and the enterprise, whose control, shares, voting rights or assets have been acqufued or are being acquiled jointly have in lndia, the assets of the value ofmore than Indian Rupees one thousand crores or turnover mole than Indian Rupees three thousand crores In terms of the provisions of Competition Act, His I for the 2002, the value of assets is determined by taking appropriate into account the book value of assets shown in the authorities to audited books of accounts of the enterprise for the consider. financial year immediately preceding the financial yeff in which (a) the proposal rclating to merger/amalgamation was apploved by the Board of Directors of the enterprises concerned; or (b) any xv. agreement or other document for acquisition was executed (Refer sub-section (2) of Section 6 rcad with Explanation (c) to Section 5 of the Competition Act, 2002) Accordingly, as per the Audited Financial Statements of Financial Year 2018-19, the combined valae of Tarnover or Assets beins lower than the prescribed threshold limits, approval from Competition Commission of India is not required.

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK TA No. 141/CTB/ 202.0 1n T,P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited Effect of the order approving the Resolution Plan

Clause 19.7 of Remarks Resolution Particular Plan A certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan shall constitute conclusive evidence of the rights and entitlements of the Corporate Debtor as provided in the Resolution Plan and the settlement of claims with the financial creditors and discharge and extinguishment of all other claims andobligations, rights and entitlements of dissentient financial creditors, operational creditors and other creditors in accordance with the Resolution Planby deemed a. satisfaction, discharge or extinguishment. A certified copy of the approved Resolution Plan and the order of the NCLT approvtng this Resolution Plan shall, where applicable, constitute conclusive evidence of any modifications or cancellation or of abandonment contractual arrangements or agreements or leases or licenses as recorded in the Resolution Plan. The mere production and delivery of a certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan shall constitute proof of amendment of any constitutional .94 3&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK TA No. 141/CTB/ 202.0 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/201,8) In res: Resolution Plan of Salasar Steel and Power Limited documents of the Corporate Debtor, the authority to create security over the assets of the Corporate Debtor in favour of any refinancing creditor, change in the shareholding of the Corporate Debtor or its loan capital, reduction in share capital of the Corporate Debtor, without any further act or deed The mere production and lodgement of a certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan or a notarial certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan before any court or tribunal or regulator or govemment or arbiaal fibunal or any administrative authority or any other authority shall be adeqvate and sufficient for such authorities (or the counter parties to the b. Corporate Debtor to constitute the revised or or agleements arrangements deemed modification o( cancellation or abandonment thereof to cause the abatement of any cause of action against the Corporate Debtor or Resolution Applicant, discharge or abatement of any suit or action or claim made in arbiuation against the Corporate Debtor or Resolution Applicant after the acquisition, or in any other judicial, quasi-judicial, regulatory, administrative or government proceedings of whatsoever nature in accordance sd. 3&..-

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. l4l/CTB/ 2020 ln T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/20181 In res: Resolution Plan of Salasar Steel and Power Limited with the approyed Resolution Plan. The Resolution Applicant shall not be liable for any / liability outgongs, arising out of or in relation to any future proceedings initiated by any authority, either governmental or non-governmental in relation to any period, transactions, proceeding and/ or any matter prior to the date of approval of this resolution plan by the Hon'ble NCLT. The certified copy of the approved Resolution Plan shall be posted on the website of the Corporate Debtor and the website of the Resolution Applicant. A certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan shall constitute conclusive evidence that notwithstanding anything contained in any other document or instrument or contract, upon implementation of the Resolution Plan any right, title and interest to all immovable property in the name ofthe Corporate Debtor, will continue c. to remain vested in the name of Resolution Applicant, without any further act, instrument or deedandfor this purpose the relevantpersons shall cooperate with the Corporate Debtor to take necessary steps and execute such documents as may be required for continuance of vesting of the immovable properties in the name of the Corporate Debtor sd. 5& - L

IN TFIE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. l4l/CTB/ 2020 1n T.P" No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1417/ MB/20181 In res: Resolution Plan of Salasar Steel and Power Limited A certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan shall constitute conclusive evidence that nonvittrstanding anything to the d. conffary, the power of attomeys or authorizations issued by the Corporate Debtor shall stand cancelled without any further act, instrument or deed A certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan shall constitute conclusive evidence that pursuant to the discharge and payment of the Total Consideration as per the terms herein, all obligations, promises or commitments made or guatantee given by the Corporate Debtor whatsoever, (whether oral or written) for the payment of any amount or incurring of any liability or assumption of any e. liabrlity/obligation or claim against the assets of the Corporate Debtor (whether known or unknown, liquidated or unliquidated, contingent or otherwise) shall stand extinguished, released and discharged, without any further act, instrument or deed by the Corporate Debtor, and no person shall have any claim whatsoever against the Corporate Debtor or the Resolution Applicant in respect of obligation or liabilities of the Corporate Debtor pertaining to the period prior to sd. gd- ,

IN THE NATIONAL COMPANY LAW TzuBUNAL CUTTACK BENCI{ CUTTACK IANo. l4l/CTB/ 2020 IN T.P. No. 203/ CTB/ 2019 learlier C.P(IB) No. 1417/ MB/20181 In res; Resolution Plan of Salasar Steel and Power Limited the Effective Date except to the extent provided for payment in this Resolution Plan A certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan shall constitute conclusive evidence that in so far as the assets and/or shares f. of the Corporate Debtor are concerned, on discharge and payment of the Total Consideration, any chatge, lien, mortgage, security or encumbrance over them shall without any further act, instrument or deed be released the Corporate Debtor, the ResolutionApplicant (if required) and the relevant creditor shall enter into and execute such other deeds, instruments, documents and/or writings and/or do all acts and o deeds as may be required, including the filing of b. necessary particulars and/or modification(s) of charge, with the concemed Registrar of Companies to give formal effect to the provisions of this Resolution Plan pursuant to this Resolution Plan, all litigations other than those initiated by the members of CoC instituted against the Corporate Debtor, initiated or arising and pending before the Effective Date h. shall stand withdrawn, without any furthet act, instrument or deed. All litigations initiated by the members of CoC instituted against the Corporate Debtor, initiated or arising and pending before the sd s&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. l4l/CTB/ 2020 ln T.P. No, 203/ CTB/ 201,9 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited Effective Date shall stand withdrawn, without any further act, instrument or deed upon payment of entfue consideration value due to the members of CoC as mentioned in clause 6.3.4(iv). The Corporate Debtor shall file the suitable applications with the relevant courts, forums and authorities along with a copy of the order of the Hon'ble NCLT and if required, the Resolution PIan to place on record such withdrawal of the relevant litigations. It is clarifiedthat the liabilities including contingent liabilities in respect of the said litigations will be nil and there shall be no recourse against the Corporate Debtor or the Resolution Applicant in respect of the same. Any appeals or challenges against the Corporate Debtor in respect of such litigations shall also stand withdrawn, without any further act, instrument or deed. It is further clarified that upon the approval of the Resolution Plan by the Hon'ble NCLT, any and all litigations filed by the Corporate Debtor against the members constituting the CoC being the Financial Creditors shall stand withdrawn and settled in full and final. Save as aforcsaid, all litigations instituted by the Corporate Debtor, initiated or arising and pending before the Effective Date shall continue and nothing in this Resolution Plan shall affect the / rights of the Resolution Applicant Corporate sd t- s&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 202.0 1n T.P. No. 203/ CTB/ 201.9 [earlier C.P(IB) No. 1417/ MB/20181 In res: Resolution Plan of Salasar Steel and Power Limited Debtor to recover any amounts due to the Corporate Debtor from any person, including any lelated parties of the Corporate Debtor as defined in Sec sQQ of the Code, and govemmental and statutory authorities. Furthermore, clarifred that any litigation against any Guarantor/s may be continued by members of CoC. "It is further clarifred that any litigation against any Guarantor/s may be continued by members of CoC and is further mentioned that claims against the guarantors of the Corporate Debtor may be continued/ filed by the financial creditors as per terms of extant glararltee agxeements and third party mortgages due to shortfall in total recovery ( total claims of FCs admitted by RP against CD including interest and other charges thereupon till date of repayment minus amount proposed to be paidby RA ) as per Resolution plan submitted by the RA A certified copy of the approved Resolution Plan and the order of the Hon'ble NCLT approving this Resolution Plan shall constitute conclusive evidence, upon discharge and payment of the 1. relevant Total Consideration as per this Resolution Plan, that ttre charges over the shares of the Corporate Debtor in favour of any creditor shall automatically be released; gd.

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IANo. 141/CTB/ 2020 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ }/.B/2078] In res: Resolution Plan of Salasar Steel and Power Limited A certified copy of the approved Resolution Plan and the order of the Hon'ble NCLT approving this Resolution Plan shall constitute conclusive evidence, upon discharge and payment of the j. Total Consideration as per this Resolution Plan, that the corporate guarantees (including un-invoked corporate guarantees, if any) held by any creditor of the Corporate Debtor, shall stand cancelled and cease to have any effect A certified copy of the approved Resolution Plan and the order of the NCLT approving this Resolution Plan shall constitute conclusive k. evidence that the assets of the Corporate Debtor shall be free from any attachment, resffiction or adverse order on discharge of the Total Consideration The provisions of this Clause shall operate, to the notwithstanding anythmg conffary contained in any insffument, deed or writing or L the terms of sanction or issue or arly security document all of which instruments, deeds or writings shall stand modified and/or superseded by the foregoing provisions The Resolution Plan has dealt with interests of all stakeholders, including Financial Creditors, m. Operational Creditors, employees and workmen and other creditors of the Corporate Debtor, in accordance with Regulation 38(14) of the CIRP

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IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CU1TACI( IA No. 141/CTB/ 2020 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited Regulations as the Resolution Applicant believes that it creates value to all stake holders, not less than the value due to them under the liquidation process

*In respect of above stated Effect of the order approving the Resolution Plan all applicable provisions of law, whether stated or not stated shall be strictly binding on all concerned.

16. On hearing the submissions made by the Resolution Professional, and perusing the record, we find ttrat ttre Resolution PIan has been approved with 100% voting share. As per the CoC, the plan meets the requirement of being viable and feasible for revival of the Corporate Debtor. By and large, all the compliances have been done by the RP and the Resolution Applicant for making the plan effective after approval by this Bench.

17. Onperusal of the documents on record, we are satisfied that ttre Resolution Plan is in accordance 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,2016, No circumstances exist that militate against gtant of approval for the resolution Plan. 18. As far as the question of gantrng time to comply with the statutory obligations/seeking sanctions from govemmental authorities is concemed, the Resolution Applicant is directed to do the same within one year or within such period as provided for in such law, whichever is later, as prescribed under section 31(4) of the Code.

s& 3&

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. l4l/CTB/ 202.0 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1417/ MB/20181 In res; Resolution Plan of Salasar Steel and Power Limited 19. Therefore, subject to the observations made in this Order, we hereby accord our approval to ttre Resolution Plan. The Resolution Plan shall form part of this Order. 20. The Resolution Plan as approved is binding on the Corporate Debtor and other stakeholders involved so that the revival of the Corporate Debtor can come into force with immediate effect. 2l.The moratorium imposed under section 14 shall cease to have effect from the date of this order.

22.In case of non-compliance of this order or withdrawal of Resolution Plan, the CoC shall forfeit the Performance Security amount aheady paid by the Resolution Applicant. 23.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 approved by this Adjudicating Authority.

24.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 finalise the further line of action required for starting the business operations of the Corporate Debtor.

2l.Lberty is hereby grantedfor moving applications, ifrequired, in connection with implementation of this Resolution Plan. 26.The Resolution Applicant shallfile a copy of this Order with the Registrar of Companies, Chhattisgarh, inter alia for updating the status of the Corporate Debtor in the master data.

27. IA No.141ICTB/2020 along with CP (IB) No.14LI/CTB/2018 and T.P, No,203/ CTB/ 2019 are disposed of accordingly. Sd ! 3& F

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH CUTTACK IA No. 141/CTB/ 2020 1n T.P. No. 203/ CTB/ 2019 [earlier C.P(IB) No. 1411/ MB/2018] In res: Resolution Plan of Salasar Steel and Power Limited

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

2g.Cerafted copy of this order may be issued, if applied for, upon compliance of all requisite formalities.

30. File be consigned to ttre record.

5& sd - I -P.Mof-anfl{- SWuRanj,amrPrasad yen2f{(Technical) Membef(J-udicial) L/' Signed this 8th day of November, 202L.

Raviieet_P.S.