In the matter of Vrundaaan Ceramic Private Limited

IN THE NATIONAL COMPANY LAWTRIBUNAL AHMEDABAD i, DIV]SION BENCH COURT - 1 ITEM No.304 lA(Plan)/33(AHMl2024 in CP(IB) 561 of 2018 Orders under Section 30 IBC IN THE MATTER OF: Arvind Gaudana RP of Vrundavan Cerenic Pvt. Ltd ........Applicant

Order delivered on; 2710912024 Coram: Mr. Shammi Khan, Hon'ble Membe(J) Mr. Sameer Kakar, Hon'ble Member(T)

ORDER (Hvbrid Mode) The case is fixed for pronouncement of the order. The order is pronounced in the open court, vide separate sheet.

l- sDl- So -t SAMEER KAKAR SHAMMI KHAN MEMBER (TECHNTCAL) MEMBER (JUDTCTAL)

t' BEFORE THE ADJUDICATING AUTHORITY NATIONAL COMPANY LAW TRIBUNAL AHMEDABAD BENCH COURT-I IA(Plan)/33 2024 in IAI{MI I cP(rB)/561(AHM)/2O18 I An application under Section 30(6) & 31 of the Insoluency and Bankruptcg Code,2016 r/tu Regulation 39(4) of the Insoluencg and Bankruptcg Board of India, Regulations, 20161 In the matter of Vrundaaan Ceramics Priuate Limited Shri ArvindGaudana, Resolution Professional of Vrundavan Ceramics Private Limited Having registered address at: 3O7,Ashiravad Paras, Nr. Prahladnagar Garden Corporate Road, Prahladnagar Satellite, Ahmedabad - 380015 ... Applicant Order Pronounced On: 27.O9.2O24 CORAM: SH. SHAMMI KHAN, HON'BLE MEMBTR (JUDICIAL) sH. SAMEER I{AKAR, HON',BLEMTMBER (TTCHNICAL) APPEARANCE: Applicalt(s) : For Ravi Pahwa, Advocatea.w. : ArvindGaudana, RP in person ORDER [Per:Bench] 1. This application is filed by the Resolution Professional of Vrundavan Ceramics Private Limited (Cornorate*/ t'-l--/ IA( Plan)/33 (AHM)/2024 in cP (18)/s61(AH M)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd. 1of31

Debtor)under Section 30(6) andSection 31 of the Insolvency and Bankruptcy Code, 2016 ("Code") r.w. Regulation 39(4) of Insolvency and Bankruptcy Board of India (Insolvency Process of Corporate Persons) Regulations, 2016 seeking the following prayers:

a. Allou the present application; b. Pass an order approuing the Resolution Plan annexed at Annexure-A u-thich hcts been dulg approued by the CoC pursuant to its meeting held on 03.08.2021 for uthich e-uoting uas concluded on 07.08.202 7 in accordance uith Section 30ft) of the IB Code, such that pursuant to Section 31(1), the same shall be binding on the corporate debtor and its employees, members, creditors including the central gouentment, anA state gouernment or ang locaL authoity to tuhom a debt in respect of the pagment of dues aising under ang laLo for the time being in force, such as authoitg to tuhom statutory dues are otued, guarantors and other stakeholders in the corporate insoluencg resolution process of the Corporate Debtor; C. Grant cLng ancillary or consequential directions or such other and further reliefs as mag be deemed fit and proper bg this Hon'ble Tibuna| in the interest of justice. 2. It is submitted by the applicant that the State Bank of India, a Financial Creditor filed an application uls.7 of the IB Code being CP (IB) No.561 of 2018. The said petition was admitted for commencement of CIRP by this Adjudicatingti/ l IA(Plan)/33(AH M) /2024 in cP (IB)/s61(AHM)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

Authority vicie order dated 21.01.2O2O. By the said ordei, T\{r.ArvindGaudana was appointed as an Interim Resolution I Professiona-l (hereinafter referred to as 'IRP').

.) The applicant submitted that thereafter, CIRP of the {) - ()orporate Dcbtor progressed in accordance with the provisions of Code and CIRP Regulations. As a first step, the IRP maCe public announcement of initiation of Corporate Insolvency Resolution Process on 30.01.2020 in India:r Express & Financial Express, ald invited claims along r.l,-ith rcle',ant proof in respect thereof from the cleditors to be submitted in the prescribed format on or before 72.O2.2O2O. A copy of Public Announcement dated 3O.OL.2O2O is annexed in the application and marked as ^dnnexure-D. 4. The applicant submits that thereafter, the IRP received claims ii'om State Bank of India in Form-C, SMV Cera Privatc Lin-,rled in Form-B and Intec Capital Limited in Form-C (subject to verification). (A copy each of the claims received by the IRP is annexed in the application and marked asAnnexure-E.) The applicant submits that on, w .rl/ IA(Pla n)/33{A11l-1\;2024 in CP (I8)/'561(AH M)/2018 I .;. : ;' Irt the marter of V,.trtCavan Ceramrcs Pvt. l-td, : 3of31 re(leipt of the claims from the creditors, the IRP validated ancl consolidated all the claims and prepared the list of creditors who had submitted the claims. The IRP also constitr-rted CoC comprising of State Bank of India as the scir: Financial Creditor of the Corporate Debtor. M/s. Intec Capital Limited has preferred an appeal before Hon'ble NCI,AT.

5. It is stated that the IRP thereafter convened the lirst meeting of CoC on 20.O2.2020 wherein, the COC inter a1ia, resoived to appoint IRP as the Resolution Professional of the Corpcrate Debtor, amongst other resolutions passed in the meeting. (A copy of Minutes of {irst Meeting of COC held on 2O.O2.2O20 is annexed in the application and marked as Annexure-Fj. 6. The applicant sr-rbmits that in accordance with the provisions of Code ald Regulation 27 of CIRP Regulations,. the ftesoiution Professional a-lso appointed two registered valuers viz. Pranav Parekh & Associates and Shree DattValuers& Associates for va-luation of land, building, plant and machineries and for valuation of Financial, $/ IA(iJran)/.l3 r.AH lY)/2i)24 in CP (.18r 561 (AHN.l)/2018 le :he natter oF Vrundaven i:eraitrc:s Pvt. Ltd.

Asr;ets. The applicalt submits that Mr.Pinakin Shah and h4r'. Ke1.r-rr J Shah were appointed for determining the liquida'.ion value of the Corporate Debtor who completed the vaLuation and submitted their valuation reports. The fee paly'abie to i-hem was approved by the CoC in their first, neeting held on 20th February-, 2O2O. The Applicant craved, leave of thi-" Tribuna-l to refer and rely upon the aforesaid Valuation Ileports when produced.

7. The applicant submits that as per the order of admission datecl 2l.Ol.2O2O, the CIRP period was to expire on 18.C7.2O2O. The applicant thereafter fi1ed IA No.604 of 2020 seekirrg exclusion/extension of the CIRP period.The applicant submits that this Adjudicating Authorit5z vide order dated 21.O9.2O2O allowed the IA No.604 of 2O2O extending th.e period of CIRP for 9O days beyond 180 days i.e. irptr: l5.lO.2O2O. A copy of the or:der dated 21.09.2O2O rnerCe iy this Adrudicating Authority in IA No.604 of 2O2O at .Arrnexure-Gof the application. 8. Thr: applicant submits that in the meanwhile, one Intec Capital Limited filed IA No. 340 of 2O2O praying before this, -/ ,/'2t-' rir IA( Plan),.'33 (A H 11\ /2A14 in (18)/561(AHt\,1)/2018 in the riaiter t.tf Vrun,iavan aeritmics Pvt. Ltd. 5of31

Acijudica,ting Authority to direct the applicant to admit the ' c'.aim of the said applicant as a Secured Finalcia-l Creditor of the Corporate Debtor. The applicant submits that this Adjudicating Authority vide order dated 21.09.202O passed rn lA 340 of 2O2A directed the applicalt.not to proceed r,r''ith the approval of Resolution P1an. A copy of order dated 2|.O9.2O2O made by this Adjudicating Authority in I.A. lio.340 of 2O2O at Annexure-Hof the application. c-). The applicant submits that thereafter, this Adjudicating Authorirl-vide order dated 11.11.2O2O made in LA. No. 340 of 2O2O directed that the Resolution Plan sha-ll proceed with CIRP only after disposa-l of I.A. No.340 of 2O2O and CIRP stalds extended to that extent. A copy of order dated 11.11.2A2C made by this Adjudicating Authority in I.A: Nc.340 af 2O2O is anncxed at Annexure-Iof thc application. i0 The applcalt submits that this Adjudicating Authority vide order dated O5.O2.2O21 dismissed and disposed of IA :- No.340 of 2O2O fi1ed by Intec Capital Limited while observing that the interim order passed by the Ad-judicating. Authority on 11.71.2O2O stands vacated. This Adjudicating ,' P/v, lt \ i i P th la e n f l i / ; i t 3 j: e (A r H t f M V ) / r 2 u: t t ) d 4 a v t a n n C i ? .e ( r I a B n il i 5 c b s L P ( v A t H. L 1 t 4 d ). /2018 6of31

Authority fu-rther directed the applicant to proceed withthe' CIRP as per the Rules. A copy of order dated O5.O2.2O21 made bir this Adjudicating Authority in I.A. No.340 of 2O2O at Annexure-Jr,rf the application. 11 The applica:rt submits that Form-G seeking Expression of Interest (EoI) under Regulation 36.4 of the CIRP Regulations '.vas pubiished in trnglish dasly "Econornic Titnes" and Gujarati d.at)y "DiugaBhaskaf' on 11.06.2020 as resolved in the 3,rd CoC Meeting held on 70.06.2020. As per Form- G, the last date of submission of Resolution Plan was on or before O4.O8.2O2O. A copy of the Form-G ald a copy of the minutes of 3rd CoC meeting held on 1O.O6.2O2Oarc annexed at Annexure-K Colly of the application.

1f The appticant submits that however, no plan was received due to pandemic situation and few of the prospective applicants had requested for extension of time. for submitting tireir EoIs so that they can visit the factory and assess the value of the corporate debtor. The said issue was deliberated in the 4th CoC Meeting held on 05.09.2020. In this meeting. it was resolved that the revised Form-G be, ,aw IA(Pla n)/33(AH lv1) /2024 in C.P (IB),/561(AHM )/2018 ln the matter of Vn,lndavati Ceramrcs Pvt. Ltd. 7of31 published in English datly "Econotnic Times" and Gujarati ciailir " Sqndesh". .Accordingly, revised Form G was published on 15.09.2020. A copy of revised Form-G along with the minutes of 4th CoC Meeting held on 05.O9.2020 is a:lnexed at Annexure-L of the application. 13. The applicant submits that it is relevant to mention at this stage that the applicant had received three resolution plans after second attempt. However, in view of the order dated 21.O9.2O2O made by this Adjudicating Authority in LA. lJo.340 of 2O2A, the applicant could not proceed with the piacing of Resolution Plan before the CoC for approval. The applicant submits that immediately upondisposal of I.A. No.340 of 2O2O by judgment and order dated 05.02 .2021, a meetirrg of CoC was heid on 12.O2.2O2 1 wherein the three Resolution Plans wcrc placed before the CoC for considcration. The CoC passed a resolution that the resolution plans be opened and directed the applicant to submit a report on such verification as early as possible. The appliceint annexed copy of the minutes of 6th CoC Annexure-M. Meeting dated 72.02.2021 at V,, _A( !:ran),/ 3:j rAH M i /2024 ir, Cp (IR)/561fAH N{)/2018 in ttie natte i of l.'t undav3n Ceiant'cs PYt. i-td.

14. Tlre applicant sulcmits that, the 7th CoC Meeting was held on 04.03.2C:2 1 to consider resolution plal received from three prospective i'esolution applicants. However, as one of Resolution Anpiicant namely Shri VishramAkhai Patel ection against another Resolution Applicant. After .,.':ari.seC ob.i detailr:d rlelilrerations, the CoC adjourned the meeting while d'trecting. the applicant to seek lega1 opinion in the matter. The applicant alnexed a copy of minutes of 7th CoC Ideeting dated 04.03.2021 at Annexure-N. 15. Tlie applicalt subrnits that the applicant filed IA No.205 of 1)02 1 belore this Adjudicating Authority inter alia praying to orcier exclusion of the period between 25.O3.2O2O and 31.O5.2O2C from the CIRP period and thercby extending further periocl of 67 days of CIRP of the Corporate Debtor. This Adjudicating Authority vide order datcd 23.03.2027 lr.as pler,rsed to allow IA 205 of 2027 and directed that 1:eriod oi'58 days stands excluded from total period of CIRP from the date of order. This Adjudicating Authority directed the appiicant to complete the process. A copy of order dated ?3.03.:1O21 arade by this Adjudicating Authority in IA W /aL,' 1A(Pla n).'3:i (Ah l."1 )/2li'i ir i:l' f IB j.'5';1(AHl,1),/2018 i .;" In the matter oi V ntnLlat/Lt,-1 (.-.dan-ik:a ivt. :.t1.

No.205 of 2O2l is annexed at Annexure-Oof the appl.ica1,on. lrL. 'lhe applicant submits that thereafter. the 8lh CoC Meeting was; held ort 13.O4.2027. The CoC discussed various issues inclLrding taking ncte of 6th CoC Meetrng, 7th CoC Meeting ar,.ci actions taken by the applicant, taking note of status foi' CIRP, to review resolution plan received and presentation l-.y prospective Resolution Applicant and to fix ,. and approve CIRP expenses incurred by applicant. The mcrrbers cf CoC along with other participants approved the CIRP expenses and authorised the applicant to make payment for the same. The CoC directed the applicant to send intimation by email to all the prospective resolution ' applicalisto submit affid.rvit latest by 17.O4.2021 regarding their ehgibility as resolution applicalt, hence COC decideci to postponevoting. The applicant annexed a ccrp-t of ininutes of Sth CoC Meeting dated 13.04.2021 at Annexure-P. 77. The applicant submits that thereafter, the 9th CoC was held on 22.04.2021. The CoC after considering the, 27/ IA( Flarr;/ J3 i Ar !M) i2O24 n Ct' (iBl i 56l. (AH M)/2018 In t:i;e ni,f.td 5f Vruncia,'an Cetamics Pvt. Ltd.

status oi affidavit, requested a-11 the .three prospective Resoiution Appiicants to give their presentation on Resrrlution Plal ald revise the bid arnount offer. The CoC resolved that the ResolutionApplicants to submit their financial offer either by email or courier/ speed post to applicarrt on or before 27.04.2021, since the CIRP is to be corrrpleted in time bound marrner. The applicant annexed a copy of nrinutes of 9th CoC Meeting dated 22.O4.2O2I at Annexure-Q. 18. The applicant submits that thereafter, the lOthCoC was held on O3.O5.2A27.In this meeting, the CoC called all the three resolution applicants through online mode to ascertain whether they can increase their offer further or rlcrt. Al'ter-discussions with all the three resolution, applicants, the CoC ultimately suggested that all thethrec apllicants wiir submit their revised offer/ plan duly signed and scanned by email to RP and thereafter, the applicant, as RP will have to place the same before CoC.The applicant annexed a ccpy of minutes of 10th CoC Meeting dated 03.O5.2tJ2I at Annexure-R.

/^-7 _/ / t-,2 iA( pta n )/33 (A H [4 \ / 2021 in Cr ( ] 3)/5r; 1 ( AH M )/20 1B ln the matter of Vrundavan Ceramics Pvt. Ltd.

19. The applicant submits that in pursuance to the resolution in llth passed CoC Meeting, Lorenzo Vitrified Tiles Pvt. Ltd. submitted its revised resolution plan on O7.O5.2O21 whereas, VishramAkhai Patel submitted his resolution plan on. 08.05.202 1 and Mr. Purshottamlalji Patel along with slx consortrums did not provide any revised resolution plarl. 20. T'he applicant submits that after a period of about 18 months from the date of public announcement dated 3O.OI.2O2O in leading newspapers, one Arrow Digital Private Limited vide letter dated 02.07.202 1 submitted its claim. 'lhe Applicant vide letter dated O9.O7.2O21 replied' that the claim of said entity cannot be accepted after delay of I B months.

21. The applicant submits that the entire CIRP period of 330 days after above exclusion stood expired on lth May 2O2l 1. The applicant submits that there were three prospective resolution applicants, whose plans were being actively considered by the members of CoC since the prospective a-11 Resolution Applicants substantially increased their offers. T'he applicant therefore filed IA 529of 2O2l before tlte ,, u.,/ /?r' iA(Plan )/33 (/.H M) /2(t2.4 in CP (I8)/'561(AHlvl)/2018 In rhe nalter tf Vrundavan Ceramics Pvt. Ltd.

Arl..judicating Authority seeking to extend the CIRP. This Adjutlicating Authority vide order dated 1O.08.202 1 aliowed IA 52',) of 2O2lthereby extending the CIRP period for further 15 days frorn 10.08.2027 i.e. the date of the order. Annexed here iir the application and marked as Annexure-W is the cop-g of order dated 70.O8.2O21 passed by the Adjudicating Atithority rn IA 529 of 2021. 'ihe 22. applicant submits that in the meanwhile, 13th CoC \{eeting was held on 03.08.202 1 wherein amongst others, :igenrla ite:m no.13/4 was with respect to consider and' approve the Resolution P1an. Accordingly, the CoC in the e-voting at the 13th CoC meeting held on O3.O8.2O21 approved the Resolution Plal of Lorenzo Vitrified Tiles. The applicarit anne>red a copy of the Minutes dated 04.O8.2O21 of I 3th CoC Meeting held on O3.OB.2O2 1 at Annexure-X. '23 It is pertinent to note that one Intec Capital Limited filed IA lJ4O of 2L);20 before this Tribuna-l for treating itself to be a Itir:,ar.cial Creditor of the Corporate Debtor. This Tribunal vide crder dated 05.02.2021 rejected the application. Being aggrieved by the order dated O5.O2.2O21, Intec Capital I /L..-' YV IA(Fl.'n)/33(Ar1l.4\;2A?.4 in CP (IB)//551(AilN4)12018 In '-k? mattet Ltf Vt unCa,nn Cc:raratics Pvt. Ltd.

Limitcd filedCompany Appeal No.220 of 2O2l before the Hon'bic Na.tional Company Law Appellate Tribuna.l. The Hon'ble NCL.AT vide order dated 07 .O2.2022 was pleased'to aiiow the appeal and set aside the order of this Tribuna-l ar-rd rcrnanded the matter back to this Tribuna]. The applicant then treated Intec Capital Limited as unsecured Irina,ncia,l Creditor. Thereafter Intec Capital Limited again raised grievance before this Tribunal stating that it should b.e treated as secured Financial Creditor. This Tribunal vide o:der: dated 73.03.2023 was rejected the said request. Being aggrieved, Intec Capital Limited has filed Compaly Appeal No.771 of 2023 before the Hon'ble NCLAT and the said appeal is pending adjudication. The applicant alnexed a copy of order dated 13.03.2023 passed by thisTribuna-l in IA No. 34O of 2O2O at Annexure-Y. The apphcant submits that the applicant filed IA 638 of. ?ii2i belbre this TribuneJ for approval of resolution plqn srrbnritted by Lorenzo Vitrified Tiles. This Tribunal vide order dated 08.11.2A23 (wrongly mentioned AS 1-i.O1 .ZoZ3)remanded the matter back to the CoC for reconsideratioir of the resolution plan keeping in mind the iAl i)ranv3i {Al-1Fi) 1lia24 $ i? (iB)/561(AH M )/2018 'it: tiie rlatte:'ci l!!'.;adavan aetanti.:s Pvt. Ltd, juclgment of the Hon'ble Supreme Court in the case of of ' Rainbou.' Pttpers (supra). The applicant has annexed copy ,-order dated 08.11.2023 at Annexure -8. 25. The appiicant submits that in pursuance to the order of rem'ancl, r.i:re applicalt convened three CoC Meetings. In the 19th Meeting of CoC held on 04.72.2023, the order of this Hon'ble Tribunal was discussed by the members of CoC an,1 the Resolution Professional was requested to revise the distribution as proposed in the Resolution Plan. The applicant a:nexed a copy of minutes of 19th CoC Meeting heid on A4.12.2023 at Annexure-Z. 26. The applicant submits that thereafter,2Oth Meeting of CoC was held on 06.01.2024 wherein the Resolution Applicalt reiterated rhat it was not ready to revise theresolution plan. The appiicarrt placed on record the revised distribution, if thcr State Tar-x Officer is considered to be a secured creditor ald the said table containing the distribution was put for e-' voting. The applicant annexed a copy of minutes of 2Oth CoC Meeting held on 06.01.2024 at Annexure-AA.

/u rA( plan)/33 (AH f4 )/202_4 in CP I rB)/',561(AH N4l/2018 In the matter af Vt urldavan Coramics Pvt. Ltd.

2,7. The applicant submits that thereafter, 21st Meeting of CoC was helci on 25.01.202.4 'wherein the revised distribution was rejected by the CoC. The State Bank of India noted that th.: State Tax Department may be treated as a Secured C)reditor, but the distribution ofproceeds will be as per Sec.53 of the IB Code. The applicant annexed a copy of minutes of 21st CoC Meeting held on 25.07.2024 at Annexure-AB. 28. Background of the Resolution Plan: The surnmaiy of the payments proposed to be made under t1-re Plari by Lorenzo Vitrified Tiles are as follows: Sr- I)csc ri;:lion Arnour:t (i r': rNRi No. 1. Cllll'] Cosl 51,/+7, 1 1').0t) 2. Proposal for Financial ,A.n amounL of INII Creditor 12,40,OO,O0O (,rrc Con sid <;ration") I)roposal fcrr Ope rational. NlL Clctlitors (Workmen ald Iinrlrloyc<:s) 4. l:x.,posal for L)pelalional NtL e rt'rlit uls (Sraru:ort (i ir cs,l i:r biliticsiuciu<iing oLl i.star-rdin gcovernrn ental ,\ul holitl-rlues.Tares, c1 c.)

7 IA(Plan)/33 (A l-iM) i2024 in aP iiB),/s6r.(AHM)/2018 In the rr,atter a,l Vt'unLlavan Ccramics i'vt. Ltd. 1t; of 31

Propo se, for ()pcr.ational NII- Crcditor-s {Ot}rcr tl-r?LnV/o.kll1e!l a-t-rtillr]]plole<l:i .rl1dStarl-uto.f' )Lrrs I ) C L)i'(,l)osia I l-or u ns(]clrr-ed NII, fi nati-lci ail crcditors '7 l)rop<-rs;rl lor shar-c NIi" a r:plicalior-r'mor'r c-y 5 l)r'oif osal for e).isting NII- :ihai.r:et ol(iers <). i'r'of,o{i.tl 1-or- C),7 5,0O,OOO rr:fi-rr bishrncnts/ rcp"?ir/ opcr-.t1jons of tll(] -aact()ry ar1(l u,r>rki ii (:.rpital Total Discharge L9,66,47,1-r-2

29. The following were the timelines followed in the CIRP submitted by the applicalt in the application: Sr. ijvc.rl Llate No. 1. Commencernerrt of CIRP and 27.1_2.o2(c appointrnent of interi'n resolution professional. 2. Pulrli< .r lr rroul'rc('nr (:rrL 30.o I .2t)2.) 3. A1:poirri.mcnt of Va.h:er 2f.).42.202/0 1. Fi.rsl meetjng of COC an<I 2{J.(J2.202{) arpl:oi nlrnent of IIIP .ts le.solLl Lialn professional 3. Lrrvitation for expression of 15.O9.2020 interest in Fort:r G fRevised as eltension of 9O days) 6. Last. claLr: for receipt of IloI {)3_ r o_2(]20 7. Issuc of provisionnl list of t]3. 10.2020 r-csolLl f .i()11 e ppiicr:r: ts .&' IA(Pla ri)/33 iAliivl t,?.o2,1 ir, cP (iFi )/'561(AH14)/2018 :n tt,e .itatter o! Vt',Jndana:t Ce! ali:;cs P',/t l.td.

a. Issrre of RF I?P and ()9- 1()-2()2t} evaluation mat.fix !). I-zrs1. tlate of sr-rl>rnission of 09- 1().2f)20 ob-iectiol1s to plovisiorral list. .r o Issuc of fin:rl list of 19- 10-2020 pr.Jspcctivc rcsclution :rpprlica-rrts Li Subrlission oI' IM io CoC oq- 1()" 20 2() 12 Last date for su brnission of 09.1 1.202C} .Resolution Plan 13 Date of receipt of Resoh.rtion 07,t)5. )()21 Plan 'I Submission of I"t rewised Resolrreion Plan by t]:e o3.os.2021 I I ResohlLion Applicant : E-neail & Ine1. CIRP Cost (Rs. {B_rr, of Rrl. 30-OO Laktr s) r r,40,oo,000) Subrreission of 2-d revised 05.05-202 I 1 Resolulion Plarr iry the Resolution Applicant (Rs. 1,7O,OO,OO0) 1" iBy S r.r b:n itting Physicaily & Incl- CIRP Cost of Rs. 3O.O0 LaI:}.s) 15 Submission <:f 3... revised Resohltiorr Plan by the 07 /a5/ 2021 Rescrhrtion AppHcant {Rs. 12,7o"oO,OO0) Ely Submitting Physically & Incl. CIRP Cost of Rs- 3O.00 Laktrs) 77 Approval of t}" e Resoh.rtion l,3th COC rrr-r Plan by COC 03.oB-202 r

/2 IA(Pla nr/13(r!,HM) i2a24 in CP (IB)/561(AHIq)/2018 .; [n the mati:.r cf VrLndavaD Cerami,:s Pvt. !-td.

30. al Further, additiona-l affidavit was filed by the Applicart vide Inv,ard Diary No. D6822 on O4.O9.2O24, stating the reasons for the delay in filing the application and requesting to condone the delay of more than 8 months in filing ot' the application, stating the reasons that the appropriate actions could not be taken due to the delay by the Finalcia-l Creditor SBI and that it was holidav from 11.11.2023 to 19. 1 7.2023. 31. OssBnv4TroN aNp DrREcrroNs sy rxrs TRrsur,ral I. It is seen from revised Form - H that the Fair Value Liquidation va-1ue of the Corporate Debtor is arrived at:

1. L:r.d & El.rilding l. Shree Dtrrt Valuer & Associates 15,O:t-.OO,OOO.OO ii- Mr- Pra.lrv Pariklr l5,a2.oo,ooo.(]0 I 2. Ptants & Nta.hineries i. Shree ,)att vatuer !a a{ssociac.s 3,A5,OO,OClO.OO !1. VR Vish:.h Sh3h +,o5.65.25(,.0C 3. Farranciat l\ssets i. Mr. Ke:7tr.r,Shih 3.73.46.4O6,OO ii, Mr- Pir:rl<i r1 Shah 3,75,4a,OOO-a<t Ll.-!r.ldaaiar value: 1. Larr.l & Buildin8 t. shree Durt Valrre. & l\ssociatcs 1(),53.OO,O()C.00 it. irr- Pr?taw Paril<h r1,oo,oo,ooc.oo ?. Ptants & lv!aclai.rerles l-sbrce D.rtt valusr'& Ass..rclates 2,7O.OO,OOO.OO ii. \rR \Iisrlah Strarh 2,43,39,150.OO 3- rin:rlr.:ial ?1ssets i- M r. !{eyur I-shah a,93,O6,8t75.O(} l:. lr'l r- Pinakin Sh.rh 1,9Z,L7,OOO.OO

IA( Plan )/ 3 3(AH 14)i202-4 in (-P (IB)/561(AH 14)/2018 In the mrtler of ',/tundavan Cetamic. Pvt, Ltd, li. It is seen that the present application before this Tribunal has been subject to extensive litigation, liling of several Interlocutory Applications ald appeals having been considered by this Tribunal, the local District Court and the Hon'ble NCLAT. IIL The present matter originates from an application filed under Section 7 of the Insolvency and Bankruptcy Code, 2076 (IBC) by the Financial Creditor against the Clorporate Debtor in 2018. with the CIRP commencing .:nly ln 2020. Subsequently, multiple extensions and exclusions were granted by this Tribunal, taking into account the substantial prospects of resolving the insolvency through a Resolution Plan. The Resolution Plan was even remanded back for further consideration of the CoCkeeping in mind the principles of equity and natural justice and more importantly the mandate of llre Code that resolution is always preferable as compared to liquidation.

.t' IA( Plan)/33(AHM) i2024 ;ii C? (IBrl561(AH M )/2018 In {.he matter of VrLinda,tn aerari:ics ?vt, Ltd, ry One of the orders from the history of the orders in this ' t:xtr:nsive litigation is the ordei'dated 08.71.2023 which is repi:oduced below: - "This application is remanded back to the RP and dismissed. uith the libertg to re-file the satne again in dew of the position of the ctaims and the distribution dmaunt is crystallized bg the SuccessSlul Resolution Appticant in the next CoC meeting taking into consideration Rainbou Paper judgment of the Hon'ble Supreme Court. Application for approaal, if ang, to be filed not later than 30.11,2023. Accordinglg, IA/638(AHM) 2027 is dismissed." 1/'. It is noted that this Tribuna,l specifically directed the RP to complete the process latest by 30. 11.2023. Hence, ir is the view of this Tribunal that the CIRP period of the Corporate Debtor carne to arr end on 30.11.2023. VI. Ho."never, it is seen that the present application for ctpproaal of plan has been filed on O5.O7.2O24, i.e. more than I tnonths post the date which wqs directed to the applicant in the pretious order of th.is tribunal. VII. Moreover, the non-adherence of the parties in this rnatter be it the applicalt RP or the CoC, is to such, iA(Plan)/ :i:j (r.Fll!)r2 024 ;n C:P (18)/561(AH$ )/2018. iri r,'rc. i1!.ircr of ;/it.rtdavan Ceratni.s Pvt. Lfd.

extent that notably, the Jirst mcetlng post the Tribunalb order dqted Oa.77.2O23 utds conuened onlg on 04.72.2023, uthich ftself is begond the stlpulated date as per the d, 08.11.2028 tortlrcJiling of the application.' VIII. The Applicant has further convened several meetings of tJ'e CoC without proper authorisation and outside the mandate of the Insolvency and Bankruptcy Code. Moreover, it is noteworthy that thc Applicqnt hcis neither sought condon,o:tion of tlrc delag in filing the present application nor prouided qng reqsonable explanation for the cause of such delag. IX. Based on the foregoing obserwations, it is evident that the RPand the CoC have demonstrated a grossly negligent and lackadaisical approach in the conduct of this matter, thereby failing to uphold the provisions and objectives of the Code. Such conduct not only reflects a disregard for the timelines and procedural mandate stipulated by this Tribunal but also .r, e-, \/ IA(PIa n)/33 (AH M) /2024 in cP (IB)/s61(AHM)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

undermines the very essence of the Insolvency Resolution Process. X. The indifference exhibited by the RP and CoC towards their statutory duties is not only condemnable but a,1so warrants serious censure. This Tribuna] views their actions as bordering on dereliction of duty, and their failure to act with diligence and expediency as required under the law. The evident lethargr and non-compliance with the legal framework have delayed the resolution process, which is against the spirit of the IBC. Such behavior is not only subject to criticism but may also attract penal consequences under the 1aw, as it has significantly hindered the timely and efficient resolution of the corporate debtor's insolvency. XI. This Tribunal is fully conscious of the need to keep judicial intervention or innovation from NCLT at its bare minimum and should not disturb the foundationa-l principles of the IBC, as the 1aw laid down in catena of rulings of Hon'ble Supreme Court of India, however at the same time we cannot overlook or brush aside this IA( Plan)/33 (AHM )/2024 in cP (IB)/s61(AHM)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

glaring breach of complialce of a statutory mandatory provision by the parties when noticed. XII. Reliance in this regard can be placed on the ruling of Honble Supreme Court of India, inState Bank of Indiq v. M/s. Manibhadra Polgcot, Order dated 9th August 2Ol9 in Civil Appeal Nos. 4656-4657 of 2019, wherein Honble apex court set aside the order of Hon'ble NCLAT which a-liowed the exclusion of 21 days from being counted as a part of27O days period. XIII. On the aspect of adherence of timelines given in the provisions of the Code, the Bench observed that: "7. The National Compang Latu Appellate Tribunal in the impugned order dated 01.05.2019 has excluded a furtlrcr 21 dags from being counted as part of the 270 dcrys peiod uthich is otheru.tise ouer in the facts of this case. These 21 dags are diuided into 3 groups. A cluster of 7 days from 17.11.2017 to 23.11.2017; another cluster of 11 days between 06.03.2018 and 17.03.2018; and a third cluster of 3 dags bettueen OB.OB.2O 1 B and 1 0.08.20 1 B. 2. We are of the uieu.t that the first ttuo sets of days, namelg, 7 dags and 11 dags, carunot be excluded for the simple reason that theg are not irucurred in Reason: ang litigation process. Euen assuming that the last cluster, namelg 3 dags between 08.08.2018 and 1O.OB.2O1B are to be excluded, and tue add these dags to 01.05.2019 uhen the litigation process has 4." IA(PIan)/33 (AH M )/2024 in CP (IB)/s61(AH M)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

come to an end, u.)e still reach 04.05.2019. The Resolution plan in question is submitted only on 08.05.2019, and ls therefore clearlA begond the mandatory peiod laid doutn in the InsoluencA Code, 2016. S.The impugned order dated 01.05.2019 is set aside and the appeals are accordinglg alloued. C.A. l[os. 4392-4393/ 2019 4. The appeals are disposed of in terms of the order passed aboue." XIV. Section 12 of the Code is reproduced below: 12. Time-limit for conpletion of insolaencg resolution process, - (1) Subject to sub-section (2), the corporate insoluencg resolution process shctll be completed tuithin a peiod of one hundred and eightg dags from the date of admission of the application to initiate such process. (2) The resolution professionol shall file an application to the Adjudicating Authoritg to extend the period of the corporate insoluencg resolution process begond one hundred and eightg dags, if instructed to do so bg a resolution passed ot a meeting of the committee of creditors by a uote of l[sirtg- sLxl per cent. of the uoting shares. (3) On receipt of an application under sub-section (2), if the Adjudicating Authoritg is satisfied that the subject matter of the case is such that corporate insoluencg resolution process cannot be completed utithin one hundred and eightg days, it mag bg order extend the duration of such process beyond one hundred and eighty dags bg such fut-ther period as it thinks Jit, but not exceeding ninety dags: Prouided that ctng extensiort of the peiod of corporate insoluencg resolution process under this section shall not be granted more than once: [Prouided further that the corporate insoluencg resolution process shall mandatoilg be completed tuithin a period of three hundred and thirtg dags from the insoluencg commencement date, including any extension of the peiod of corporate insoluency resolution process granted under ./ /Za' s.,/ IA(Pla n)/33 (AH M) /2024 in cP (IB)/s61(AHM)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd. 250r5L this section and the time taken in legal proceedings in relation to such resolution process of the corporate debtor: Prouided also that tuhere the insoluencg resolution process of a corporote debtor is pending and has not been completed tuithin the peiod referred to in the second prouiso, such resolution process shall be completed uithin a period of ninety dctgs from the date of commencement of the Insoluencg and Bankruptcg Code (Amendment) Act, 2019.1 XV.

Section 33(1)(a) of the code states that: 33. Initiation of liquidation. - (1) Where the Adjudicating Authoitg, - (a) beJore the expiry of the insoloencg resolution process period or the mqximum period permitted for completion of the corpordte insoluencg resolution process under section 72 or th.e fast track corporate insoluencg resoLution process under section 56, cts the cose maA be, does not receiue a resolution plan under sub section (6) of section 30; it shall - (i) pass an order requiring the corporate debtor to be liquidated in the manner as laid down in this Chapter; (ii) issue a public d.ftflouncenlent stdting that the corporate debtor is in liquidation; and (iii) require such order to be sent to the authoritg uith uhich the corporate debtor is registered. X\/I. Following the ruling in State Bqnk of India u. M/s. Manibhadra Polgcot, supra, this Tribunal hereby hold that the resolution plan of the applicant as submitted before us, being in breach of the statutory provision rejected. arrd timelines, is liable to be \r/ ,Z-." IA(Plan)/33 (AH M )/2024 in cP (IB)/s61(AH14)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

XVII. Accordingly and in view of the discussion above, the relying on the provisions of Section 33(1)(a) of IBC, 2016, the Resolution Plan in question is hereby rejected by this Adjudicating Authority. XVIII. The provisions under Section 33(1Xb) of the Code are reproduced below: 33. Initiation of liquidation. - (1) Where the Adjudicating Authoritg, - (b) rejects the resolution plan under section 31 for the non-complionce of the requirements specified therein, it shall - (i) pass an order requiing the corporate debtor to be licluidated in the manner as laid dorun in this Chapter; (ii) issue a public announcement stating that the corporate debtor is in liquidation; and (iii) recluire such order to be sent to the authoritg tuith tuhich the corpordte debtor is registered. XIX. As a consequence to rejection of the application by this Adjudicating Authority and as the CIRP period of the Corporate Debtor has expired on 30. 11.2023, the Tribunal relying on the provisions of Section 33(1)(b) is forced to order for Liquidation of the Corporate Debtor. XX. In terms of the above, we hereby order for liquidation ,/ of the Corporate Debtor. \^/ .r'.Z. v IA(Plan)/33 (AH M ) /2024 in CP (IB)/s61(AHM)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

XXL IBBI vide its circular number Liq-l2OIL/2I412O23- IBBI/84O dated l8/O712O23 in the exercise of its powers conferred under section 34(4)(b) of the Code, had recommended that an IP other than the RP/IRP may be appointed as liquidator in all the cases where liquidator (read liquidation) order is passed henceforth. In terms of the above circular of IBBI, we hereby appoint M/s. RRR lnsolvency Service Experts LLP an IPE having registration no. IBBI/IPE-O131/IPA- 212023-2024 150046, as per the panel suggested by IBBI for this Bench for the period 1$ July 2024 to 3l"rDecember 2024, as the Liquidator of the Corporate Debtor to carry the liquidation process subject to the following terms of the directions: - a) The Corporate Debtor M/s. Vrundavan Ceramics Pvt. Ltd. shall be ordered for liquidation in terms of the provisions of section 33(1)(b) of the Code r.w. Regulations made there under which shall be effective from the date of this order. b) The Moratorium declared under section 14 of the Code shall cease to have effect from the date of the order of liquidation. ," \./ IA(Plan)/33(AH lvl)/2024 in CP (IB)/561(AH lvl)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

c) As per section 34(4Xb) of the Code, M/s. RRR Insolvency Service Experts LLP an IPE having registration no. rBBr/ rPE-0 1 3 1 I tP A-2 / 2023 - 2024 l5OO46is hereby appointed as a Liquidator of the Corporate Debtor Le. Vrundavan Ceramics Private Limited. The Liquidator so appointed sha11 complete the liquidation process as per the provisions of the Code r.w. the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2076. d) A11 the powers of the Board of Directors, key managerial persons, and the partner of the Corporate Debtor, as the case may be, hereafter cease to exist. A11 these powers henceforth vest with the Liquidator. e) The personnel of the Corporate Debtor are directed to extend all cooperation to the Liquidator as required by him in managing the liquidation process of the Corporate Debtor. The Liquidator will charge fees for the conduct of the liquidation proceedings in proportion to the value of the liquidation estate assets as specified by IBBI and same sha1l be paid to the Liquidator from the proceed of the liquidation estate under section 53 of the Code. g) Once the liquidation process is initiated, subject to section 52 of the Code, no suit or other legal t/A proceeding sha-ll be instituted by or against tine / nw IA(Pla n)/33 (AH [4) /2024 in cP (IB)/s61(AHM)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

Corporate Debtor. The Liquidator has the liberty to institute a suit and other lega1 proceedings on behalf of the Corporate Debtor with the prior approval of this Adjudicating Authority, as provided in sub-section (5) of section 33 of the Code. h) This liquidation order sha-l1 be deemed to be notice of discharge to the officers, employees, and workmen of the Corporate Debtor except to the extent of the business of the Corporate Debtor continued during the liquidation process by the Liquidator. This Adjudicating Authority directs the Liquidator to issue a public announcement stating that the Corporate Debtor is in liquidation. The Liquidator will a-lso serve a copy of this order to the various Government Departments such as Income Tax, GST, VAT, etc., who are likely to have any claim upon the Corporate Debtor so that the authorities concerned are informed of the liquidation order timely. The Liquidator will also provide a copy of this order to the trade unions/employee associations of the Corporate Debtor so that the workman/employees could also be informed of this liquidation order through their association. i) The Liquidator is directed to investigate the financial affairs of the Corporate Debtor in terms of the provisions of Section - 35(1) of IBC, 2OL6 read with relevant rules and regulations,and also lile its IA(PIan )/33 (AH M)/2024 in cP (IB)/s61(AH M)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.

response for disposal of any pending Compaly Applications during the process of liquidation. k) The present Resolution Professiona-l is directed to hand over the relevant documents and control of the Corporate Debtor to the newly appointed liquidator forthwith. 1) The Registry is directed to communicate this order to the concerned Registrar of the Compalies, the registered oflice of the Corporate Debtor, IBBI, the resolution professional, and the Liquidator by speed post as well as e-mail within one week from the date of this order, after completion of all the forma-lities. 32. Certified copy of this Order be issued on demand to the concerned parties, upon due compliance. 33. IAlPlanl I 33 I AIl][.[ I 2024 shall stand disposed off accordingly. 34. TheRegistryis directed to send e-mail copies of the order forthwith to all the parties and their Learned Counsel for information and for taking necessary steps.

So/-- sDf -- SAMEER KAI{AR SHAMMI KHAN MEMBER (TECHNTCAL) MEMBER (JUDICIAL) HG

IA(Plan)/33(AH lvl ) /2024 in cP (IB)/561(AH M)/2018 In the matter of Vrundavan Ceramics Pvt. Ltd.