Allowed

Approval of Resolution Plan - Amw Autocomponent Limited [Ia No.-692-(AHM)-2021 In Cp (IB)-185-(AHM)-2018]

NCLT12 Oct 2023IA No.-692-(AHM)-2021 In CP (IB)-185-(AHM)-2018

Case brief

AI extract

What is this about?

The Tribunal approved a resolution plan for AMW Autocomponent Limited submitted by M/s. Steel Strips Wheels Limited, lifting the moratorium and releasing the Resolution Professional after verifying compliance with statutory requirements and stakeholder interests.

What did the court decide?

Approval of Resolution Plan; lifting of Section 14 moratorium; release of Resolution Professional; various tax and duty exemptions granted to facilitate implementation.

Approval of Resolution Plan - Amw Autocomponent Limited… — Insolvency and Bankruptcy | NCLT (2023)

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IN THE NATIONAL COMPANY LAW TRIBUNAL, AHMEDABAD COURT - 2

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ITEM No.302 IA/692(AHM)2021 in CP(IB) 185 of 2018

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Order under Section 30(6) IBC

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IN THE MATTER OF:

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Avil Menezes RP of AMW Autocomponent Ltd V/s Indian Overseas Bank

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........Applicant

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........Respondent

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Order delivered on 12/10/2023

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Coram:

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Mrs. Chitra Hankare, Hon’ble Member(J) Dr. Velamur G Venkata Chalapathy, Hon’ble Member(T)

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ORDER

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The case is fixed for pronouncement of order.

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The order is pronounced in the open Court, vide separate sheet.

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-Sd-

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-Sd-

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DR. V. G. VENKATA CHALAPATHY CHITRA HANKARE MEMBER (TECHNICAL) MEMBER (JUDICIAL)

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IN THE NATIONAL COMPANY LAW TRIBUNAL AHMEDABAD DIVISION BENCH COURT No.2

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IA No./692/(AHM)/2021

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In CP (IB)/185/(AHM)/2018

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(Application under Section 30(6) read with Section 31(1) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39(4) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016.

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In the Matter of IA No.692/NCLT/AHM/2021

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Mr. Avil Menezes Resolution Professional of AMW Autocomponent Limited … Applicant

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AND

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In the matter of CP(IB)185/NCLT/AHM/2018

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Indian Overseas Bank …Financial Creditor

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Versus

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AMW Autocomponent Limited … Corporate Debtor

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Order pronounced on 12.10.2023

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Coram:

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MRS. CHITRA HANKARE MEMBER (JUDICIAL)

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DR. VELAMUR G VENKATA CHALAPATHY MEMBER (TECHNICAL)

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IA 692 (AHM) of 2021 In CP (IB)/185//2018

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MEMO OF PARTIES

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Mr. Avil Menezes Resolution Professional of AMW Component Limited

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416, Crystal Paradise Co Dattaji Salvi Marg Above Pizza Express Off. Veera Desai Road Andheri (West) Mumbai-400 053	-op.	Soc. Ltd.
Appearance:
For the Applicant	:	Mr.Gopal Jain, Sr. Advocate along with Mr.Bishwajit Dubey, Mr.Madhav Kanoria, Ms.Srideepa Bhattacharya, Ms.Aishwarya Gupta, Ms.Jeta Shree and Ms.Shriji Pandey, Advocates.
For the CoC	:	Mr.Krishnendu Datta, Sr. Advocate along with Mr. Dhrupad Vaghani, Ms.Nandita Bajpai, Mr. Aziz M.K., Mr.Shrikant Pillai, Ms.Rahat Kalpatri and Mr.Pranay Bhattacharya, Advocates.
For the SRA	:	Mr.Navin Pahwa, Sr. Advocate along with Mr.Nisarg Desai, Mr.Aalay Shah, Mr.Shahan Ulla and Mr.Nikunj Mahajan, Advocates.

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ORDER

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This application is filed under Section 30(6) read with Section 31(1) of the Insolvency and Bankruptcy Code, 2016 („Code‟) read with Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons)

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Regulations, 2016 („CIRP Regulations‟) seeking approval of Resolution Plan submitted by M/s. Steel Strips Wheels Limited („SRA‟).

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The facts, in brief, are summarized as under:-

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i. The Company Petition, i.e. CP (IB) 185/NCLT/AHM/2018 was filed by Indian Overseas Bank (Financial Creditor) under Section 7 of the IBC, 2016, for initiating Corporate Insolvency Resolution Process (CIRP) against M/s. AMW Auto component Limited (Corporate Debtor), which was admitted by this Adjudicating Authority vide order dated 01.09.2020. The applicant, viz., Mr. Avil Menezes, was appointed as Interim Resolution Professional (IRP). Thereafter, the IRP made public announcement on 03.09.2020 in prescribed Form-A, in “Business Standard” Mumbai edition and in „Kutch Uday‟ Kuch(Bhuj) edition and on 04.09.2020 in „NavShakti‟ Mumbai edition and in „Times of India‟ Kutch (Butch) edition and collated claims and constituted the Committee of Creditors (CoC) on 24.09.2020. The CoC in its 1^st meeting held on 01.10.2020, resolved to appoint the applicant as Resolution Professional.

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ii. The CoC comprises of the following creditors as on the date

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and their respective voting share as follows:-

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Sr. No.	Name of Financial Creditors	Voting Share
1.	ArcelorMittal Nippon Steel India Limited	18.45%
2.	Bank of India	14.52%
3.	Punjab National Bank	13.35%
4.	EXIM Bank	10.62%
5.	IDBI Bank	10.61%
6.	Central Bank of India	8.53%
7.	UCO Bank	6.63%
8.	Bank of Maharashtra	5.58%
9.	JM Financial Limited	4.31%
10.	Bank of Baroda-Dena Bank	4.16%
11.	Indian Overseas Bank	1.80%
12.	Shah Coal Private Limited	0.92%
13.	MTC Business Private Limited	0.53%
	Total	100%

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iii) Following is a summary of the claims filed as admitted immediately prior to the approval of the successful Resolution

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Plan:-

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(Amount in INR Crore)

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Creditors	Claims filed	Claims admitted
Financial Creditors (includes	1,046.6	1,038.7
_INR9.1 Cr claim of Frontier _

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Capital Limited which is a related party and not part of the CoC
Employees and Workmen	5.63	4.94
Statutory Claim	11.75	11.06
Other Operational Creditors	631.87	617.38
*Total Creditor Claims*	*1,695.85*	*1,672.08*

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iv) The Applicant published Form-G on 27.10.2020 in „Business Standard‟ in English, in „Kutch Uday‟ in Gujarati and in „Times of India‟ (Gujarat) for inviting Expression of Interest (EoI) from the Prospective Resolution Applicants („PRAs‟). Also fresh Form-G was published on 30.11.2020 wherein the last date for submission of EoI was fixed as 15.12.2020 and the last date for submission of resolution plan was fixed as 18.01.2021. Pursuant to the revised publication, the applicant had received EoI from 11 (eleven) PRAs and they expressed their interest to submit resolution plans for the Corporate Debtor. The applicant intimated the PRAs of the final list of 10 (ten) PRAs vide email dated 28.12.2020. The Applicant prepared the Information Memorandum in respect of the Corporate Debtor in terms of Section 29 of the Code and Regulation 36 of the CIRP Regulations. The updated Information Memorandum was also shared with the CoC and

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updated on the Virtual Data Room (VDR), from time to time till

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29.04.2021.

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v) The applicant received one password protected resolution plan on 17.02.2021 vide email submitted by the consortium led by Gladiator Vyapaar Pvt. Ltd. along with Backbay Advisors LLP and Impact Capital Asset Management Pvt. Ltd. (“ Gladiator Consortium ”). The applicant also received a password protected resolution plan from M/s. Steel Strips Wheels Limited (“SSWL”) on 24.04.2021 i.e. beyond the last date of submission of resolution plan (i.e. 19.04.2021). The receipt of the plan for consideration was accepted and opened during the eleventh CoC meeting held on 03.5.2021, the CoC with a majority of 75.97% (after approval of majority of 75.97%) in its commercial wisdom and with a view to ensure resolution of the corporate debtor and value maximisation agreed to accept and open the resolution plan submitted by SSWL on 24.04.2021. It also granted time until 09.05.2021 to all PRAs in the final list to submit a revised plan for creating a level playing field for all PRAs (including SSWL and Gladiator Consortium). Vide email dated 23.07.2021, the Gladiator Consortium informed the applicant that they would not be

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submitting any further revised resolution plan and their last plan submitted on 26.06.2021 is to be considered as its final resolution plan.

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vi) As CIRP period of 180 days was over it was extended from time to time.

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vii) In the twelfth meeting of CoC held on 10.05.2021, the CoC formed a consultative forum for administrative convenience comprising of the representatives of the top 5 (five) financial creditors with a voting share of 67.55% towards the limited purpose of conducting further discussions and negotiations with the two PRAs in relation to their resolution plans. The following members of the CoC constituted the consultative forum:-

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Sr.	Name of Financial Creditors	Voting Share
No.
1.	Arcelor Mittal Nippon Steel India Ltd	18.45%
2.	Bank of Baroda	14.52%
3.	Punjab National Bank (including OBC)	13.35%
4.	EXIM Bank	10.62%
5.	IDBI	10.61%
	Total	67.55%

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viii) During the eighteenth meeting of the CoC held on 26.08.2021, the CoC evaluated the final plans submitted by the Gladiator Consortium and the Successful Resolution Applicant (SSWL) based on the evaluation matrix provided in the RFRP and attributed a score of 84.61 to the Successful Resolution Applicant and a score of 33.56 to the Gladiator Consortium.

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ix) Pursuant to ensuing discussions with the PRAs, the CoC decided that the plan submitted by the Gladiator Consortium and the plan along with the Addendum submitted by Steel Strips Wheels Limited shall be put to vote. As per the voting results on 21.09.2021, the plan submitted by Steel Strips Wheels Limited was approved by the CoC with a majority of 98.55% and the plan submitted by the Gladiator Consortium was rejected with zero % votes there by process was conducted in accordance with the provision of the Code and the CIRP Regulations. The RP appointed two registered valuers M/s Adroit Appraisers & Research Pvt Ltd. The average liquidation value of the CD was Rs 119.61 crores while the average fair value was Rs198.37 crores.

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x) The applicant on behalf of the CoC issued a letter of intent on 21.09.2021 to the Successful Resolution Applicant (SRA) which was unconditionally accepted on 21.09.2021. The SRA vide email dated 22.09.2021 indicated that it will submit the performance bank guarantee by 24.09.2021. However, since the last date of CIRP of the Corporate Debtor is 22.09.2021, the applicant has filed the present application under Section 30(6) and shall file the performance bank guarantee received from the SRA as and when it is received by way of affidavit before this Hon‟ble Tribunal.

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xi) This Resolution Plan contemplates a total resolution plan amount of Rs. 138.15 Crore ("Upfront Cash") contributed/payable in accordance with the terms set out. Available Cash balances in the books of the Corporate Debtor on the Trigger Date, after payment of the CIRP Cost and Monitoring Committee cost shall accrue to the Financial Creditors. Upto Rs. 83 crore (Rupees Eighty Three Crore only) shall be contributed by the Resolution Applicant I their Nominees, in its discretion, towards operational requirement such as refurbishment of the plant and working capital requirement of the Corporate Debtor, on a need basis over 6

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to 15 months from the Trigger Date in the form of loans or any other form.

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xii) For the implementation of the financial proposals (The Upfront Cash and any subsequent working capital infusion shall be brought in by the Resolution Applicant and shall be contributed to the Corporate Debtor as a mix of equity capital or preference capital or loans by the Resolution Applicant I its Affiliates/ its Nominees and/or as otherwise provided in the Financial Plan, provided that each such Affiliate I Nominee shall be eligible under Section 29A of the IBC).

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xiii) Brief Background of Successful Resolution Applicant:

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The Successful Resolution Applicant, viz., M/s. Steel Strips Wheels Limited (SSWL) is a company listed on both Bombay and National Stock Exchange and is involved in the business of Steel and Alloy Wheel rims manufacturing with presence in northern, eastern and southern part of India. Its registered office is situated at Vill, Somalheri/Lehli, P.O. Dappar, Tehsil Derabassi, Dist. Mohali, Punjab. It has currently 5 plants in Dappar (Punjab), Chennai (Tamil Nadu), Jamshedpur (Jharkhand), Seraikela (Jharkhand) and Mehsana (Gujarat).

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xiv) The salient features of the successful Resolution Plan are as

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follows:

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i. The Trigger date for the purpose of the Successful Resolution Plan is later of

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a) the 90^th day from the date on which the copy of the order of this Hon'ble Tribunal approving the Successful Resolution Plan is received from the website of the Hon'ble Tribunal by the Successful Resolution Applicant and no stay/injunction is granted by any court/tribunal with respect to the Successful Resolution Plan;

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b) the 90^th day from the date on which any stay/injunction granted on the implementation of the Successful Resolution Plan is vacated by the relevant court/tribunal.

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ii. The Successful Resolution Applicant has proposed to infuse a sum of Rs.138,15,00,000/- on the Trigger Date. The affidavit dated 14.06.2023 is placed on record explaining the source of fund for infusing said amount.

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iii. Cash margin deposited for issuance of Performance Bank Guarantee ("PBG") of INR 20,00,00,000/(Indian Rupees Twenty Crore Only) and Earnest Money Deposit ("EMD") of INR 2,00,00,000/- (Indian Rupees Two Crore Only). The copies of fixed deposit receipts of principle deposit amount of approximately Rs. 22.85 crores are annexed as Annexure - A (Colly).

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iv. Availing a loan facility of INR 100,00,00,000/- (Indian Rupees One Hundred Crore Only) by Export - Import Bank of India ("Exim Bank"). A copy of a letter dated June 6, 2023 issued by Exim Bank is annexed as Annexure - B.

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v. Residual resolution amount of INR 15,30,00,000/(Indian Rupees Fifteen Crore Thirty Lakh Only) will be funded out of the internal accruals of the Respondent company. The net worth certificate of the Respondent company as on March 31, 2023 issued by AKR & Associates on June 12, 2023 is annexed as Annexure - C, as per which the Respondent (i.e. SSWL) has a net worth Rs. 1081.90 Crore and will have sufficient cash flow to fulfil this requirement.

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vi. The Resolution Applicant proposes to make Nil payment towards full and final settlement/discharge of any liability of the Corporate Debtor towards the Existing Shareholders. The entire shareholding of the Existing Shareholders shall be cancelled and extinguished.

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vii. A s per Form-H (revised) the amounts provided for the Stakeholders of the Corporate Debtor under the Resolution Plan are as under:-

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viii. The payment structure is as follows:-

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ix. The Resolution Plan also provides for:

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(a) The Outstanding CIRP Costs shall be paid by the Resolution Applicant from the Upfront Cash. The Upfront Cash shall be utilised for the payment of the Outstanding CIRP Costs in priority to the payment of other Debts of the Corporate Debtor.

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Note 1: CIRP costs incurred during the CIRP of the CD up to the Trigger Date shall be paid from the internal accruals of the CD and the remaining to be paid from the Upfront Cash (in priority)

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Note 2: Any change in outstanding CIRP cost will be adjusted from/to consideration payable to the Financial Creditors in the distribution ratio as may be decided by the CoC

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Note 3: Outstanding salaries to employees will also be paid out of CIRP Cost.

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(b) Percentage Recovery for Financial Creditors

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Financial Creditor claims (INR) (Secured + Unsecured) (INR)	Admitted claims (INR)	Amount under plan	Percentage recovery (amount provided to amount admitted)
1037.50	1029.60	116.82	11.51%
		If any amount becomes payable to the financila creditors due to any order of the Hon’ble NCLT or any other court or otherwise, the said payment shall be met from the amounts payable underthisResolution Plan

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Dissenting Financial Creditors: In the event if there is any dissenting financial creditors, they shall be entitled to only the minimum amount payable to them in accordance with subsection (1) of section 53 of the IBC in the event of liquidation of the Corporate Debtor.

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Secured assenting Financial creditors: The total payment to secured assenting FCs is INR 116.82 crore with recovery percentage of 11.45%.

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Unsecured assenting Financial creditors : NIL

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Operational Creditor claims (INR)	Admitted claims (INR)	Amount under plan (INR)	Percentage recovery
637.81 crores (other than workmen, employeed, government)	617.38 crores	4.42 crores	0.72%

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Workmen Treatment : NIL as there are no workmen dues.

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(d) Employee Treatment :-

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Amount claimed	Admitted	Amount	Percentage
(INR)	claim	under plan	recovery
	(INR)	(INR)
5.63 crores	4.94crores	1.14crores	23.08%

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Amount of statutory employee dues (PF and Gratuity) is Rs.1.14 crores. Accordingly, the RA proposes to pay the outstanding employee statutory dues of Rs.1.14 crores in full. In the event the amount of statutory employee dues(i.e.PF and Gratuity) is higher than Rs1.14 crores, the same shall be

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payable and shall be adjusted from the amount payable to the Financial Creditors(as mentioned above) under this resolution plan.

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Other Creditors : NIL

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(e) Government :-

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Amount claimed	Admitted	Amount	Percentage
(INR)	claim (INR)	under plan	recovery
11.75 crores	11.06 crores	0.09 crores	0.72%

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Payment to existing shareholders : NIL

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Implementation costs from NCLT approval date to trigger date : Up to R 2.65 crore under the plan shall be adjusted from payments to the financial creditors. Remaining over and above shall be borne by the SRA.

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Implementation costs – Other than land payments and stamp duty payments: Up to Rs 2 crores. Any cost over and above, the aforesaid amount shall be borne by SRA at actuals.

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Treatment of additional claims : Such amounts are determined to be settled and/or payable by the Resolution Applicant or the Corporate debtor whether by a court order or otherwise, then such amounts shall be paid out of the Upfront cash without any further/additional obligation on the SRA or CD.

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x. The plan provides for constitution of a monitoring committee for supervising the implementation of the Successful Resolution Plan. The Monitoring

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Committee shall comprise of the Managing Agent, one representative of CoC and one member nominated by the Resolution Applicant.

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xi. No avoidance transactions have been notified in the final transaction audit report dated 08.04.2021 submitted by the Transaction Auditor to the applicant (“Transaction Audit Report”) for being preferential, undervalued, extortionate or fraudulent in nature.

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xii. The Resolution Plan also provides for Performance Bank Guarantee of Rs.20,00,00,000/- as per subregulation (4A) of regulation 36B of the CIRP Regulations, 2016. It has been submitted that a performance bank guarantee dated 23.9.2021 for Rs 20 crores has been issued by the SRA (Successful Resolution Applicant) in favour of IDBI Bank Limited.

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xiii. The Compliance Certificate in prescribed Form-H in compliance with Regulation 39(4) of the Insolvency and & Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 reflects that the Fair Value of the Corporate Debtor is INR 198.37 Crore, the Liquidation Value is INR 119.61 Crore and the value of the Resolution Plan is INR 138.15 Crore. The value of the Resolution Plan is higher than the Liquidation Value.

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xiv. The Successful Resolution Applicant has submitted the affidavit on compliance with Section 29A of the Code.

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a) There is a demand from Stamp Authority for an amount of Rs.15,38,78,139 which is a belated claim submitted by the Collector and Additional Superintendent of Stamps, Gandhinagar, Gujarat. The RP has affirmed that the claim has been shown as a liability and also sought certain concession and waivers after the Resolution Plan is approved. As per the letter of the Stamp Authority and the submission of RP the stamp duty defect was observed on the AMWL Demerger Scheme as per the Adjudicating order of the Collector and Additional Superintendent of Stamps (Gujarat) dated July 29, 2013. The amount as liability has been considered/indicated by RP and the matter is mentioned in the letter of the Stamp Authority that the default was on account of the non-payment of stamp duty on an instrument of order of the scheme of Arrangement sanctioned by the Hon‟ble Gujarat High Court.

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b) It is clarified that neither the Corporate Debtor nor the Resolution Applicant shall be required to make any

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payments over and above the amount provided for under the said Resolution Plan on and from the date of approval of the Resolution Plan.

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We have heard Ld. Sr. Counsel for the Resolution Professional, Ld. Sr. Counsel for the Committee of Creditors, Ld. Sr. Counsel for the Successful Resolution Applicant and also perused the material available on record. It is noted that the CoC in its 18^th meeting held on 26.08.2021 evaluated the resolution plan submitted by Gladiator Consortium and Steel Strips Wheels Limited (SRA herein) and fixed for e-voting. Accordingly, e-voting was conducted from 28.08.2021 to 21.09.2021 wherein the plan submitted by Steel Strips Wheels Limited was approved by 98.55% voting.

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Clarification was sought from the Resolution Professional on 22^nd September, 2023. A detailed affidavit was filed by the RP on 27^th September 2023, received on 3^rd October, 2023. The clarifications given by the RP sustains the queries raised and applicability of the Resolution Plan application to be approved in the interest of all stakeholders.

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An updated financial statement of the CORPORATE DEBTOR up to 2022-23 has been submitted. It reveals that the liquidity position is very bleak to continue the CIRP and a Resolution Plan could be the only solution which has been approved by COC. Also, the Successful Resolution Applicant is willing to take over the entity and run as going concern.

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It is observed from the submissions and the arguments made by the Resolution Professional and the Successful Resolution Applicant that the Resolution Plan approved by the Committee of Creditors addresses the issues raised. The RP has also provided a detailed check list for the purpose of consideration of the features of the Resolution Plan on 18 September 2023. The Resolution Plan on approval is to be taken forward by the Successful Resolution Applicant to comply with the features enumerated in the plan in order to revive the Corporate Debtor against whom the application in CP (IB) No.185/NCLT/AHM/2018 has been filed.

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It is further noted that an affidavit as regards to the eligibility of the resolution applicant under Section 29A of the IB Code along with the undertaking of the resolution applicant to this effect has been filed. We have also perused the contents of the resolution

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plan, we are of the view that Regulations 36 to 39 of CIRP Regulations, 2016 have been complied with. We further noted that the resolution plan complies with all requirements under Section 30(2)(b) of the IB Code. The Resolution Plan has addressed the issue related to Paschim Gujarat Vij Company Ltd (IA 10) on which orders of the Tribunal are pending and the claim of the Stamp Authority of Gujarat. It seems that interest of all stakeholders are taken care of. We also find that the resolution plan addresses the cause for failure and also contains measures to run the Corporate Debtor in future and that the resolution plan is both feasible and viable as held by CoC and it also contains provisions for its effective implementation. There is no reason to reject the resolution plan. Accordingly, we being satisfied, approve the Resolution Plan and pass the following order:

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ORDER

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i) Application is allowed.

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ii) The approved „Resolution Plan‟ is annexed with this order as Annexure-A and shall become effective from the date of passing of this order.

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iii) The order of moratorium dated 01.09.2020 passed by this Adjudicating Authority under Section 14 of the IB Code

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shall cease to have effect from the date of this order.

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iv) The Resolution Plan so approved shall be binding on the Corporate Debtor and its employees, members, creditors, guarantors and other stakeholders involved in the Resolution Plan.

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v) The monitoring committee as proposed in 6.2.1 (at page No.97) of the resolution plan shall be constituted for supervising the effective implementation of the Resolution Plan.

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vi) The Resolution Professional, Mr. Avil Menezes, shall be released from the duties of the resolution professional of the Corporate Debtor as per the provisions of the IB Code and rules/regulations made thereunder.

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vii) The Resolution Professional shall forthwith send a copy of this Order to the participants and the resolution applicant(s).

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viii) The Resolution Professional shall forward all records relating to the conduct of the corporate insolvency resolution process and Resolution Plan to the Insolvency and Bankruptcy Board of India to be recorded in its database.

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ix) Further following reliefs and concessions as against reliefs and concessions only are granted.

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a) Corporate Debtor is allowed to file its previous income tax returns under the Income Tax Act, 1961

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(which have not been filed till the Successful Resolution Plan is approved by the Adjudicating Authority);

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b) Tax Authorities are directed for waiver from invoking application of GAAR (Chapter X A of the Income Tax Act, 1961) on account of any restructuring steps being undertaken in the Successful Resolution Plan;

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c) Appropriate Tax Authorities are directed for waiver of all taxes under the Income Tax Act, 1961 effective from the NCLT Approval Date or on account of implementation of the Successful Resolution Plan;

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d) Appropriate Tax Authorities are directed for waiver of all taxes under Goods & Service Tax Act, 2017 (GST Act), Central Excise Act 1944, Chapter V of Finance Act 1994 (Service Tax), Customs Act 1962, state commercial taxes, or any other applicable indirect tax laws;

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e) Central Board of Indirect Tax and Customs are directed for exemption under Section 81 of the CGST Act, 2017, and to not impose any successor liability on the Resolution Applicant, its shareholders or the Corporate Debtor on and from the NCLT Approval Date;

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f) The relevant tax authorities are directed to exempt income/gain/profits, if any, arising as a result of giving effect to the Successful Resolution Plan;

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g) Adjustment by the Corporate Debtor in the capital reserve or profit and loss account, at the discretion of the Board of Directors of the Successful

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Resolution Applicant/Corporate Debtor is approved. h) Implementation of the provisions of the Resolution Plan are approved including (i) execution of finance/ security agreements and filing of appropriate forms under the applicable Laws with the relevant Government Authorities; (ii) issuance of shares and instruments; and (ii) other compliances as per the Applicable Law would be deemed to in compliance with the provisions of the Applicable Law;

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i) Exemption granted from liabilities/ proceedings relating to the past management or the promoter group or holding companies, associate companies and/or group companies of the Corporate Debtor and the assets and properties of the Corporate Debtor shall not be attached pursuant to any such investigations;

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j) Exemption granted from levy of stamp duty and fees applicable in relation to Successful Resolution Plan and its implementation, including any stamp duty, registration costs and any fees payable to the Registrar of Companies other than that provided in the Resolution Plan;

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(l) In accordance with Section 238 of the Code, granted exemption from compliance with requirements of other laws.

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x) All unpaid liabilities and claims that are not filed with the RP before the approval of the resolution plan and those which are not included in the said resolution plan would

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IA 692 (AHM) of 2021 In CP (IB)/185//2018

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stand extinguished.

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xi) We direct the said successful resolution applicant to approach the concerned statutory authority for reliefs & concessions and the concerned authorities will consider the same as per the provisions of law under the relevant Acts.

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