Untitled
Untitled
Untitled
IANO. OF 2021
IN
VERSUS
INDEX
1. MEMO OF PARTY A
\\~~ .•
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,ok:~ /'.
9 Annexure-Vll Copy of order dated 23.12.2020 passed
by Hon'ble NCLT 22=f-13~
10 Annexure-Vlll Copy of Order dated 2.2.2021 passed
by Hon'ble NCLAT '.2-3' 4 -1-:<; +
11 Annexure-IX Copy of Minutes of meeting together
with e voting result approving the Resolution Plan 2-38 - zf g
12 Annexure-X Certificate in terms of prescribed Form H
under Regulation 39(4) of the CIRP regulations along £fi?A - 24SF
with the receipt of performance security as required
under Regulation 4A of Regulation 368 of the CIRP
regulations
c(
Siddharth Banthia
Advocate for Resolution Professional(D/471/2007)
Flat No.44 Plot No.99 Anamika Apartment
Patparganj, New Delhi-110092
9873479339
Siddharth _ banthia@yahoo.com
DATE:15.2.2021
NEW DELHI'
BEFORE NATIONAL COMPANY LAW TRIBUNAL, NEW DELHI
IANO. OF 2021
IN
VERSUS
MEMO OF PARTY
VIJAY PUROHIT
Block No. GH-9 Flat No. 108
Pashim Vihar
New Delhi-110087 ... OPERATIONAL CREDITOR
VERSUS
// //
'
ApplicanU R solution Professional
Through a
Siddharth B~a
Advocate for Resolution Professional(D/471/2007)
Flat No.44 Plot No.99 Anamika Apartment
Patparganj, New Delhi-110092
9873479339
Siddharth_banthia@yahoo.com
DATE:15.2.2021
NEW DELHI
l. ' )
IN
VERSUS
1. That this Hon'ble Tribunal by Order dated 04.07.2019 was pleased to admit
IANO. OF 2021
IN
VERSUS
MEMO OF PARTY
VIJAY PUROHIT
Block No. GH-9 Flat No. 108
Pashim Vihar
New Delhi-110087 ... OPERATIONAL CREDITOR
VERSUS
NEW DELHI
\
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IN
VERSUS
1. That this Hon'ble Tribunal by Order dated 04.07.2019 was pleased to admit
public announcement for inviting claims from all the creditors of the Corporate
debtor. After collating and verification of the claims which were filed by the
occasions. It was also taken cognizance of the fact that since the details
which were essentials for carrying the CIRP process were not provided by the
This Hon'ble Tribunal was pleased to issue notice on the said Application and
despite the direction from this Hon'ble Tribunal, the Directors and the parties
stated therein did not filed reply to the said Application. Till date the said
5. Further in the interest of all the stakeholders as well as in order to ensure that
Tribunal. The said Application was filed in order to seek direction in the
interest of the Corporate debtor and other stake holders that the Supply
orders which were placed upon the corporate debtor should not be
"cancelled" and further extension should be provided for supply of the said
orders. Further it was also sought as a relief that the gurantees which were
placed by the corporate debtor to the purchaser should not be executed upon
supply order.
6. This Hon'ble Tribunal was pleased to issue direction in favor of the Corporate
debtor and not only stayed the realization of bank guarantee also directed
to the purchaser entity to let the corporate debtor execute the supply orders.
Reference in this regard may be made to the order dated 13.12.2019 passed
Bankruptcy code, 2016 and the CIRP Regulations. All the meetings of
and Bankruptcy code, 2016 read with CIRP regulations. For ready reference
minutes of all the meetings together with its e voting result is annexed
8. At this stage, it is pertinent to point out that upon the expiry of 180 days from
no. 512 of 2020. The said Application was allowed by this Hon'ble Tribunal by
order dated 24.1.2020. For ready reference copy of the Order dated
material could be carried out from March 2020 to August 2020. Even the
period of 330 days also expired during the lockdown period. It is for this
pleased to allow the said Application and period of lockdown was excluded
and time period after exclusion was extended till 30.09.2020. For ready
of financial creditor being State Bank of India (holding over 90% voting share)
that they could not take decision internally for the approval of the plan as the
person Assistant General Manager (AGM) of the Bank dealing with the merits
of the plan and also negotiating with the Prospective Resolution Applicant met
with Covid. Thus request was made by the financial creditor that extension
authority.
11. Similar request for extension Application was also made by other Financial
creditor bank and it was informed that in the interest of Committee of creditor
being IA No 4128 of 2020 was filed before Hon'ble National Company Law
Tribunal, New Delhi on 25.09.2020. The said Application was listed for
hearing but some clarification was sought by the Hon'ble National Company
Law Tribunal, New Delhi and in view thereof another application being IA No.
5258 of 2020 was filed detailing inter-alia the reasons as to why extension
13. The said Application was listed for hearing on 23.12.2020 and this Hon'ble
Tribunal was pleased to dismiss the Application and extension beyond 330
days was rejected. For ready reference order dated 23.12.2020 is annexed
extension thereof of 2 weeks beyond 330 days was allowed. Copy of order
Insolvency No. 73 of 2021 was listed for hearing before Hon'ble NCLAT on
09.2.2021. The said Appeal was disposed off in terms of aforesaid order
dated 2.2.2021 as the relief sought in aforesaid Appeal was already allowed
Appeal is not uploaded till date as such same is not annexed with the present
16. Upon grant of aforesaid extension of two weeks by order dated 02.2.2021 by
Hon'ble NCLAT, meeting of Committee of creditors took place for for voting
and in the said meeting Resolution Plan was put for voting before the member
of Committee of creditor. The said Plan has been approved by the Committee
17. Since the Resolution Plan is approved by the Committee of Creditor as such
18. Further the Resolution Professional confirms that the Resolution Applicants
and Bankruptcy code, 2016. The said Affidavit duly form of the
(~~
Resolution Plan. The Resolution"''p~ as approved by Committee of creditor is
19. In view of the above, the Applicant herein in the capacity of Resolution
of Insolvency and Bankruptcy Code, 2016 read with Regulation 39(4) of CIRP
under sub section (1) of Section 31 of the Insolvency and Bankruptcy Code,
Creditor under sub section (4) of Section 30 of the Insolvency and Bankruptcy
Code, 2016.
20. The CIRP period of the Corporate debtor is expiring on 15.2.2021 and
the expiry of CIRP Period. Further the instant Application is filed keeping in
mind the objective and purpose of the provisions of the Insolvency and
Debtor assets.
21. The present Application is filed bonafide and in the interest of Corporate
Debtor and all stake holders. Further the said application is filed so that the
corporate debtor can saved from the rigors of liquidation which as held by
Hon'ble Apex Court is last resort under Insolvency and Bankruptcy Code,
2016.
22. The present Application is henceforth filed for adjudication. Further Applicant
PRAYER
(b) Pass an order under Sub Section ( 1) of Section 31 ( 1) of the Code for
(c) Pass such other order( s) as may deemed fit and in the facts and
"-"---
circumstances of the case
Applic Professional
Through
Siddha§Banthia
Advocate for Resolution Professional(D/471/2007)
Flat No.44 Plot No.99 Anamika Apartment
Patparganj, New Delhi-110092
9873479339
INDIA NON JUDICIAL
e-Stamp
BP-~~
Certificate No. IN-DL46606590747842T
Certificate Issued Date 15-Feb-2021 11 :56 AM 11
! i
Account Reference IMPACC (IV)/ dl895203/ DELHI/ DL-DLH
Unique Doc. Reference SUBIN-DLDL89520395216154854959T
Purchased by VIVEK RAHEJA
Description of Document Article 5 General Agreement
Property Description Not Applicable
Consideration Price (Rs.) 0
(Zero)
First Party VIVEKRAHEJA
Second Party Not Applicable
Stamp Duty Paid By VIVEK RAHEJA
Stamp Duty Amount(Rs.) 10
(Ten only)
'J'''
oi Stock Holding.
q q T
IANO. OF 2021
IN
VERSUS
AFFIDAVIT
I Vivek Raheja Son of Shri Meher Chand Raheja aged about 48 years having office
present Application are true and correct to the best of my knowledge and
based on the record. I say that the present Application has been drafted on
my instruction.
2. I say that by way of present Application, Resolution Plan is filed which has
3. I say that the annexures annexed with the present Application are true copy of
respective original.
VERIFICATION
N- G
I, the deponent above mentioned do hereby verify that the contents of the
foregoing affidavit are true and correct. No part of its is false and nothing
(IB)-1416(ND)l9
In the matter of
MRS. VIJAY PUROHIT
W / o. Sh. Girish Chandra Purohit
Rf o - Block No. GH-9
Flat No. 108, Paschim Vihar
New Delhi - 110087
...... Operational Creditor
V/s
TRADING ENGINEERS (INTERNATIONAL) LTD.
HAVING ITS REGISTERED OFFICE AT:
806, Devika Tower,
6, Nehru Place, New Delhi -110019
Also at:
Coram:
(IB)-1416(ND)19
MRS. VIJAY PUROHJT
Page 1of5
PER SMT. INA MALHOTRA, MEMBER (J)
1. The present petition has been filed invoking the provision of Section 9
2. The petitioner was employed with the Respondent company and has
unpaid salary dues recoverable from the Corporate Debtor. She has
months' notice. The said letter of resignation was duly accepted by the
Corporate Debtor and she was relieved her with effect from 31st May,
2018.
(IB)-1416(ND)l9
MRS. VIJAY PUROHJT
Page 2 of 5
P. F. Deducted but not deposited (August-1
18
----
27,864.00 I
TDS deducted but not de osited Feb-18 & Mar-18 3,500.00
Total 4,35,793.00
liability, the present petition has been filed in the required format
Section 14 of the Insolvency & Bankruptcy Code, 2016 shall come into
Page 3 of 5
NATIONAL COMPANY LAW TRIBUNAL
NEW DELHI BENCH
(IB)-1416(ND)19
In the matter of
MRS. VIJAY PUROHIT
W / o. Sh. Girish Chandra Purohit
R/o - Block No. GH-9
Flat No. 108, Paschim Vihar
New Delhi - 110087
...... Operational Creditor
V/s
TRADING ENGINEERS (INTERNATIONAL) LTD.
HAVING ITS REGISTERED OFFICE AT:
806, Devika Tower,
6, Nehru Place, New Delhi -110019
Also at:
Coram:
(IB)-1416(ND)19
MRS. VIJAY PUROHIT
Page 1 ofS
PER SMT. INA MALHOTRA, MEMBER (J)
1. The present petition has been filed invoking the provision of Section 9
2. The petitioner was employed with the Respondent company and has
unpaid salary dues recoverable from the Corporate Debtor. She has
Debtor for its inability to liquidate here claim of Rs. 4,35,793 /-.
months' notice. The said letter of resignation was duly accepted by the
Corporate Debtor and she was relieved her with effect from 31st May,
2018.
(IB)-1416(ND)l9
MRS. VIJAY PUROHIT
Page 2 of 5
NATIONAL COMPANY LAW TRIBUNAL
NEW DELHI BENCH
(IB)-1416(ND)19
In the matter of
MRS. VIJAY PUROHIT
WI o. Sh. Girish Chandra Purohit
R/ o - Block No. GH-9
Flat No. 108, Paschim Vihar
New Delhi - 110087
..•... Operational Creditor
V/s
TRADING ENGINEERS (INTERNATIONAL) LTD.
HAVING ITS REGISTERED OFFICE AT:
806, Devika Tower,
6, Nehru Place, New Delhi -110019
Also at:
(IB)-1416(ND)l9
MRS. VIJAY PUROHIT
Page 1of5
PER SMT. INA MALHOTRA, MEMBER (J)
1. The present petition has been filed invoking the provision of Section 9
2. The petitioner was employed with the Respondent company and has
unpaid salary dues recoverable from the Corporate Debtor. She has
months' notice. The said letter of resignation was duly accepted by the
Corporate Debtor and she was relieved her with effect from 31st May,
2018.
(IB)-1416(ND)l9
MRS. VIJAY PUROHIT
Page 2 of 5
NATIONAL COMPANY LAW TRIBUNAL
NEW DELHI BENCH
(IB)-1416(ND)l9
In the matter of
MRS. VIJAY PUROHIT
WI o. Sh. Girish Chandra Purohit
R/o - Block No. GH-9
Flat No. 108, Paschim Vihar
New Delhi - 110087
..•... Operational Creditor
V/s
TRADING ENGINEERS (INTERNATIONAL) LTD.
HAVING ITS REGISTERED OFFICE AT:
806, Devika Tower,
6, Nehru Place, New Delhi -110019
Also at:
(JB)-1416(ND) 19
MRS. VIJAY PUROHIT
Page 1of5
PER SMT. INA MALHOTRA, MEMBER (J)
1. The present petition has been filed invoking the provision of Section 9
2. The petitioner was employed with the Respondent company and has
unpaid salary dues recoverable from the Corporate Debtor. She has
months' notice. The said letter of resignation was duly accepted by the
Corporate Debtor and she was relieved her with effect from 31st May,
2018.
(IB)-1416(ND)l9
MRS. VIJAY PUROHIT
Page 2 of 5
P. F. Deducted but not deposited (August-17 to 27,864.00
18
TDS deducted but not de osited Feb-18 & Mar-18 3,500.00
Total 4,35,793.00
liability, the present petition has been filed in the required format
Section 14 of the Insolvency & Bankruptcy Code, 2016 shall come into
(113)-l ~ l CiiNDJ I~
Ml~S. Vl,JAY l'Ul~OHIT
Page 3 of 5
execution of any judgement, decree or order in any court of
law, tribunal, arbitration panel or other authority;
(b) transferring, encumbering, alienating or disposing of
by the co1porate debtor any of its assets or any legal right
or beneficial interest therein;
c) any action to foreclose, recover or enforce any
security interest created by the corporate debtor in respect
of its property including any action under the
Securitisation and Reconstruction of Financial Assets and
Enforcement of Security Interest Act, 2002;
(d} the recovery of any property by an owner or lessor
where such property is occupied by or in the possession of
the corporate debtor.
Further:
Page 4 of 5
shall cease to have effect from the date of such approval or
liquiclation orcler, as the case may be."
2018/10133 email-
all steps as <ire statutorily required of him under the Code, specifically u/ s
15, 17 (~" 18 and shall file his report before the Adjudicating Authority.
9. The IRP is direcled to file his report within the statutory period.
10. Copy of the order be sent to both the parties as well as to the IRP.
Page 5 of 5
,"'!{''~'""'""¢:.1\",,,'it\
"I' )
\. ,,:,/
NATIONAL COMPANY LAW TRIBUNAL
NEW DELHI BENCH
(IB)-1416(ND)2019
CORAM:
ORDER
CA 1146/2019 has been filed by the IRP praying for his confirmation as RP
in terms of Section 22(ii) of the Code. It is submitted that as per the decision
taken by the COC in its meeting dated 20th August, 2019 a resolution was
approved confirming him the RP.
As the said resolution has been placed on record, duly approved by its
members, there is no legal impediment in allowing the same. This application
is annexed with the affidavit of the Resolution Professional. Accordingly, we
hereby confirm the appointment of Mr. Vivek Raheja as the RP in this case.
He is directed to take necessary steps as required under the statute. Interim
reports be filed.
er-
-~__.> c
(Saroj Rajware) (Ina Malhotra)
Member (T) Member (J)
!Sapna)
NATIONAL COMPANY LAW TRIBUNAL, NEW DELHI
SPECIAL BENCH, (COURT-II)
(IB)-1416(ND)2019
CORAM:
PRESENT: MR. L.N. GUPTA MR. CH. MOHD. SHARIEF TARIQ
HON'BLE MEMBER (T) HON'BLE MEMBER (J)
ORDER
Counsel for both sides are present. The counsel for the Resolution
Professional has already filed the reply.
CA 1571: Counsel for the Resolution Professional is present. Registry is
directed to issue notice to the respondent for filing reply.
CA 1416of2019: Counsel for the Resolution Professional is present. Registry
is directed to issue notice to the respondent. Counsel for the Resolution
Professional is directed to send private notice along with the copy of the
application to the office of the Director General of ordinance Services, Master
General Branch in headquarters, Ministry of Defence, New Delhi and file proof
thereof with an affidavit.
Counsel for the Resolution Professional referredJ/to ~e communication dated
20th October, 2019 which refers to supply orde~o~page 39 and letter to bank
for encashing the performance guarantee and prayed to keep the same in
abeyance till the respondents file their response. The ground taken is that the
CD namely "Trading Engineers (International) Ltd." is under CIRP and during
the moratorium period, the assets of the CD cannot be burdened or taken
away, as the same is being prohibited under the provisions of section 14 of
IBC. The reasoning given by the counsel for the Resolution Professional is
plausible. Therefore, the communication dated 20th October 2019 under File
\, J
(L.N. GUPTA)
~--~ ~t~~----·
(CH.MOHD. SHARI~F ,TARIQ)
! >).
PRESENT
Ramesh Chandra
Anil Tyagi
Page 1of15 ·
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
1. Chairman (Vivek Raheja) to preside over the meeting as per Regulation 24 of the IBBI
(CIRP) Regulation 2016
Mr. Vivek Raheja, Interim Resolution Professional ("IRP") presided over the meeting and
occupied the chair. He welcomed the members to the First Meeting of the Committee of
Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately undertaken.
The Chairman presented before the COC the list of creditors prepared by him on the basis of
the claims filed by the various Creditors up to the date of last elate for filing claims as per the
public announcement i.e. 2nd August 2019.
3. To take note of the formation of COC and determination of their voting rights as per
section 21 of Insolvencv & Bankruptcy Code,2016 ('"IBC") read with Regulation 17 of
Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for
Corporate Persons) Regulations, 2016 ["IBBI (CIRP) Regulation 2016"].
The COC members were informed that the status report has been filed in the NCLT on
16.08.2019. The IRP presented the list of claims received from the financial creditors as well
the amounts admitted against each claim along with the voting share of each of the financial
creditor.
Page 2of15
The representative of SBI questioned the eligibility of Horizon Aerospace (India) Pvt. Ltd. to
be a financial creditor of the Corporate Debtor and thus, the eligibility to be part of the
meetings of Committee of Creditors. The IRP informed the COC members of the basis on
which the said creditor qualified to be a financial creditor. However, the representative of SB!
handed over a term sheet to the IRP showing that the party was an investor. The said
documents were neither provided to the IRP by the claimant nor was made available by the
Corporate Debtor.
To resolve the issue and determine the eligibility of Horizon Aerospace (India) Pvt. Ltd. to be
a financial creditor, it was finally decided that to seek a legal opinion on the said matter.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by !RP and the members physically present
signed the attendance sheet. The representatives of Horizon Aerospace (India) Pvt. Ltd. were
not present at the meeting. Since representatives of more than 90% share were present, the
chairman declared that the requisite quorum was present in person and hence, the meeting
could commence.
The list of members of the COC along with their respective voting share is provided as
Annexure -IL
The IRP listed down the actions taken by him since the start of the CIRP process and each of
them were discussed in detail.
Page 3of15
B. LIST OF MATTERS TO BE DISCUSSED AND VOTED
6. To reduce time of notice period from 5 davs to 24 hours as per regulation 19 of CIRP
for calling meeting of Committee of Creditors
For better and smooth working of the committee the Chairman to propose to reduce the time
limit of sending the Notice of the meeting from 5 days to 24 Hours. The COC members
advised that the said time limit shall be finalized at 48 hours so that sufficient time is available
with them to make arrangements to attend the meeting.
Since all the members were not present in the meeting, accordingly, the following resolution
is proposed after discussions with CoC Members fore-voting:-
"RESOLVED THAT pursuant to the Regulation 19 of Insolvency and Banlm1ptcy Board of'
India (Insolvency Resolution Process.for C01porate Persons) Regulation. 2016. the proposed
for reducing the time limit of sending the Notice of the meeting jj-om 5 days lo -18 Hours by
the Interim Resolution Professional, as placed before the members of Committee. be ond is
hereby approved. "
7. To ratify the cost of public announcement as per regulation 6(3) of IBBI (CU~P)
Regulation 2016.
The Chairman presented before the COC the details of expenses incurred for making the
Public Announcement and the same was duly accorded by the COC members.
- The following resolution is proposed after discussions with CoC Members fore-voting:-
"RESOLVED THAT the Committee of Creditors hereby approves the sum of Rs 30.-IOJ.1 -
Page 4of15
(Rupees Thirty Thousand Four Hundred and one only) inclusive of applicable taxes tm1'ards
expenses incurred by the Interim Resolution Professional on Public Announcements
published in Delhi/ NCR editions of Financial Express, Jansatta. HT, Hindi Hindustan Delhi
+NCR, Haridwar which shall constitule Corporate Insolvency Resolution Process (CJRPJ
Costs."
8. To ratify and approve the remuneration of IRP and IPE services as per regulation 33 of
IBBJ (CIRP) regulation 2016.
The Chairman proposed the fees of his !RP services and the IPE services before the COC.
The IRP provided the COC members the team structure of the IRP and the IPE that managed
and undetiook various actions upto the date of the meeting.
The fees was negotiated by the COC members and the remuneration below mentioned was
arrived at after negotiations:-
The following resolution is proposed after discussions with CoC Members fore-voting:-
Page 5of15
cost to be shared by members of CoC in the ratio of their respective voting rights. "
The Chairman proposed for his appointment as RP as per Section 22(2) of the IBC after
providingjustification for his appointment.
The following resolution is proposed after discussions with CoC Members fore-voting:-
"RESOLVED THAT pursuant to section 22 (2) ofInsolvency and BankrupflJ' Code, 2016 the
proposal for appointment qf Mr. VIVEK RAHEJA, Interim Resolution Prqfessional os
Resolution Prqfessional as placed before the members of Committee, be ond is herein'
approved. "
"FURTHER RESOLVED THAT the proposal.for appointment qf LSI Resolution Pvt. Ltd
as the Insolvency Professional Entity as placed before the members qf Committee, be and is
hereby approved. "
Page 6of15
10. To fix the remuneration and expenses of Resolution Professional and Insolvencv
Professional Entity (IPE) which shall constitute Corporate Insolvency Resolution
Process costs
The lRP highlighted the team structure to the COC members that will be involved in running
the CIRP. The fees quoted by the IRP for his services as well as that of the IPE were discussed
in detail and the COC members requested the IRP to lower down the fees of his services as
well as that of the IPE.
The fees was negotiated and basis the same, the below mentioned resolution is put for e-
voting:-
"RESOLVED THAT pursuant to section 22 (2) ofInsolvency and Bankrupt(v Code, 2016 the
proposalforfixing the remuneration ofMr. VIVEK RAHEJA, in the capacity of the Resolution
Professional (RP), at Rs 1,60,0001- (Rs. One Lakh Sixty Thousand Only) per month plus CST
& out of pocket expenses on actuals for the Resolution Professional, as placed before the
members ofCommittee, be and is hereby approved and shall constitute CIRP cost lo be shored
by members of COC in the ratio o.f their respective voting rights"
11. To fix a limit upto which the Interim Resolution Professional without the permission of
Committee of Creditors, is entitled to initiate a debit transaction with the financial
Page 7of15
institution/banks maintaining accounts ~f the corporate debtor.
As mandated by section 28(l)(e) proposal to fix a limit upto which a debit transaction can be
initiated by the lRP was moved. The said proposal was duly noted by the COC and the
following resolution is proposed fore-voting to be approved with or without modifications:-
12. To approve and ratify appointment of legal counsel pursuant to section 20 of Insoh ency1
The TRP put forth the EO Ts received by him for the appointment of legal counsel for the C !RP
period. The lowest bid was quoted by Mr. Siddhaiih Banthia, Advocate (Supreme Court of
India) wherein he offered his services at a monthly remuneration of Rs.1,00,000/- plus
clerkage at a rate of 10% of the bill amount for rendering opinions on any IBC related matters
as well as drafting and filing all the necessary applications before the NCL T and NCLAL
taxes and out of expenses being extra.
The following resolution is proposed after discussions with CoC Members fore-voting:-
Page 8of15
voting rights. "
13. To consider and approve the expenses incurred in CIRP till the date of issue of notice
The statement of expenses (excluding public announcement expenses, IRP and !PE fees)
incurred till date of issue of notice is as under:
Total 26,000
The following resolution is proposed after discussions with Co'C Members fore-voting:-
"RESOLVED THAT the expenses ofRs. 26,000 incurred by Interim Resolution Professionol
are hereby approved and shall form part of Co17Jorate Insolvency Resolution Process costs··
C. OTHER MATTERS
The IRP brought to the knowledge of the COC members the present financial condition of the
Corporate Debtor where no funds were available to run the CIRP. The IRP presented before
the COC the status of all the ongoing projects stating the projected recovery in each of those
Page 9of15
projects along with the total fund requirement for their completion. Also, the projected cash
flow statement was shared with the COC members.
Basis the sarne, the following resolution is proposed for .::-voting to be approved:-
IRP brought to the knowledge of the CoC about the fact of SBI appointing P V RN & CO. as
Forensic auditors vide their letter dated 7th August 2019. SB! representative informed that P
V RN & Co. was appointed at a fees of Rs.61,000/- plus taxes. !RP informed that transaction
audit for 2 years has to be carried out as such a discussion was held to combine the assignrnent
and discuss with P V RN & Co. Based on the discussion P V RN & Co. has agreed to carry
the Forensic cum Transaction Audit for a period from 1st April 2015 to 13th July 2019 at a
Professional Fees of Rs.75,000 (Rupees Seventy Five Thousand) plus GST.
Page 10of15
16. Vote of thanks
With no other business left to transact, the meeting concluded at 2: 15 PM with a vote of thanks
to the Chairman.
Page 11of15
Annexure l
5. ND.
iO
19
Page 12of15
Annexun~ II
List of Claims from Financial Creditors under Form C Vpto 02.08.2019
Horizon Aerospace
TEIL/C002 7.8629°/o
(lndia) Pvt. Ltd. 60,000,000.00 6,417,994.00 66,417,994.00 60,000,000.00 6,417,994.00 66,417.994.00
--
TEJL/C003 Bank of Baroda 50,017,160.00 5,049,998.00 55,067, 158.00 50,017, 160.00 5,049,998.00 55.067. 158.00 6.5192°/o
Notes-
l. The amounts admitted has been mentioned above basis verification and collation of information made available to us by the employees and/or management o 1· the
Corporate Debtor and may be updated/ revised as per additional information received or in pursuance of any order passed by NCLT.
2. The amount admitted may undergo change on account of adjustment in respect of transaction made, if any during the Corporate Insolvency Resolution process.
Page 13 of 15
Annexure-HI
Vivek Raheja, Interim Resolution Professional of M/s Trading Engineers (International) Limited
took following actions from the date of his appointment as Interim Resolution Professional by
Hon'ble National Company Law Tribunal, Bench 2 New Delhi ("Hon'ble NCLT'') from 19th July
2019 (ICD) being the date of uploading the order on the website ofNCLT till date:
1. IRP published the Public Announcement in Form-A in the Financial Express (Delhi & NCR
English Language) and Jansatta (Delhi and NCR Hindi Language) and Hindustan Times
(English) and Hindi Hindustan Uttarakhand Edition on 21.07.2019.
2. An intimation under section 208(2)(d) of the Code along with copy of the public
announcement was sent to Insolvency and Bankruptcy Board of India for updating of the
same on the Board website vi de email dated 20th March 2019.
3. Online disclosure to Indian Institute of Insolvency Professionals of ICAI was made on 31st
July, 2019.
5. That a request for Debit Freeze was made in the various bank accounts maintained by the
Corporate Debtor and they have been instructed to add the signatures of IRP.
6. All the claims received till the last date of submission 02 11d August 2019 were processed.
8. First status report was filed with the Hon'ble NCLT on 16th August 2019.
9. IRP with his team visited the office of the Corporate Debtor (CD) from time to time to take
Page 14of15
control and possession of the office of the CD. !RP team members were placed at the office
of the CD to take care of the day to day affairs.
10. IRP with his team members visited the Factory of the CD on pt August 2019 to understand
the operations of the CD and analyse the business of the CD. He also tried to understand the
technical details of the CD. IRP visited on 1st August 2019 as the area was closed due to
Kavar Yatra till 3l51 July2019.
11. IRP replaced the security immediately and appointed security from Convoy Securities
12. IRP held meeting with the staff of the CD at the factory premises, staff has not been paid
salaries forthe past 4-5 months and were agitating. IRP tried to convince the staff that together
we need to keep the factory a going concern. He promised them that the salary will be paid
to them for the CIRP period.
13. Held discussions with the business head and suspended board of directors of CD to get a sense
of past and future Cash Flows and books of accounts. Business head shared the pending orders
of the CD which can be executed.
14. IRP also met various staff members and vendors of the CD to create confidence in the working
of the CD and to keep the company a going concern as mandated by IBC. Main vendor of the
company is Kirloskar and talks have been initiated with them to supply engines which is the
basic component for manufacturing.
15. IRP has written letters to the debtors of the CD for recovery of amounts due and is also
contemplating filing cases for recovery of the debts due to the company.
16. IRP also sent letters to the Air force and other customers whose orders have to be executed
for not cancelling the orders.
17. IRP also floated EOI for appointment of GST Auditor for the FY 2017-18 as the last date for
submission of the GST audit is 31st August 2019. Hquail and Dugong Consulting LLP on 9th
August 2019 at a Professional Fees of Rs. 2 Lakhs plus GST (OPE Extra)
Page 15of15
E-VOTING RESULTS OF FINANCIAL CREDITORS OF TRADING
ENGINEERS CINTERNATIONAL) LIMITED (COMPANY UNDER CIRP)
HAVING CIN U74899DL1972PLC108312 PURSUANT TO E - VOTING
HELD FROM 12:00 HOURS 23.08.2019 TO 16:00 HOURS ON 28.08.2019
FOR THE BELOW AGENDA ITEMS OF THE FIRST COC MEETING
HELD ON 20.08.2019
ITEMN0.1
For better and smooth working of the committee the Chairman to propose to reduce the time limit
of sending the Notice of the meeting from 5 days to 24 Hours.
E-Voting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda 6.5194 Nil Nil
2. Horizon Aerospace (India) 7.8597 Nil Nil
Pvt. Ltd.
,.,
.) . State Bank of India 85.6209 Nil Nil
Total 100.0000 Nil Nil
Since more than 51 % of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
Page 1 of7
ITElVIN0.2
"RESOLVED THAT the Committee of Creditors hereby approves the sum of Rs 30,401/ -
(Rupees Thi1iy Thousand Four Hundred and one only) inclusive of applicable taxes towards
expenses incurred by the Interim Resolution Professional on Public Announcements published
in Delhi/ NCR editions of Financial Express, Jansatta, HT, Hindi Hindustan Delhi +NCR,
Haridwar which shall constitute Corporate Insolvency Resolution Process (CIRP) Costs.''
E-Voting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda 6.5194 Nil Nil
2. Horizon Aerospace (India) 7.8597 Nil Nil
Pvt. Ltd.
,.,
.) . State Bank of India 85.6209 Nil Nil
Total 100.0000 Nil Nil
Since more than 51 % of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
ITEMN0.3
"RESOLVED THAT pursuant to the Regulation 33 oflnsolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulation, 2016, the remuneration of
Rs.1,60,000/- (Rs. One Lakh Sixty Thousand Only) per month plus applicable GST and out of
pocket expenses on actuals for the Interim Resolution Professional, as placed before the members
of Committee, be and is hereby approved which shall constitute CIRP cost to be shared by
members ofCoC in the ratio of their respective voting rights."
Page 2 of 7
"RESOLVED FURTHER THAT pursuant to the Regulation 33 ofinsolvency and Bankruptcy
Board of India (Insolvency Resolution Process for Corporate Persons) Regulation, 20 l 6, the Fee
of Rs. 2,40,000/- (Rs. Two Lakh Forty Thousand Only) per month plus applicable GST and out of
pocket expenses on actuals for the Insolvency Professional Entity (IPE) LSI Resolution Private
Limited providing professional support services, for Infrastructure and management support to
IRP, as placed before the members of Committee, be and is hereby approved which shall constitute
CIRP cost to be shared by members of CoC in the ratio of their respective voting rights."
E-Voting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda Nil 6.5194 Nil
2. Horizon Aerospace (India) Nil 7.8597 Nil
3. State Bank oflndia 85.6209 Nil Nil
Total 85.6209 14.3791 Nil
Since more than 51 % of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
ITEM NO. 4
"RESOLVED THAT pursuant to section 22(2) of Insolvency and Bankruptcy Code, 2016 the
proposal for appointment of Mr. VIVEK RAHEJA, Interim Resolution Professional as Resolution
Professional as placed before the members of Committee, be and is hereby approved."
"FURTHER RESOLVED THAT the proposal for appointment of LSI Resolution Pvt. Ltd. as
the Insolvency Professional Entity as placed before the members of Committee, be and is hereby
approved."
Page 3 of 7
E-V oting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda 6.5194 Nil Nil
2. Horizon Aerospace (India) 7.8597 Nil Nil
'"' .
.) State Bank of India 85.6209 Nil Nil
Total l 00.0000 Nil Nil
Since more than 66% of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
ITEMN0.5
"RESOLVED THAT pursuant to section 22(2) of Insolvency and Bankruptcy Code, 2016 the
proposal for fixing the remuneration of Mr. VIVEK RAHEJA, in the capacity of the Resolution
Professional (RP), at Rs 1,60,000/- (Rs. One Lakh Sixty Thousand Only) per month plus GST &
out of pocket expenses on actuals for the Resolution Professional, as placed before the members
of Committee, be and is hereby approved and shall constitute CIRP cost to be shared by members
of COC in the ratio of their respective voting rights"
Page 4 of7
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda Nil 6.5194 Nil
2. Horizon Aerospace (India) Nil 7.8597 Nil
,.,
.) . State Bank of India 85.6209 Nil Nil
Total 85.6209 14.3791 Nil
Since more than 51 % of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
ITEM NO. 6
£-Voting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda 6.5194 Nil Nil
2. Horizon Aerospace (India) Nil 7.8597 Nil
,.,
.) . State Bank oflndia 85.6209 Nil Nil
Total 92.1403 7.8597 Nil
Since more than 51 % of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
ITEM NO. 7
Page 5 of 7
TO APPROVE AND RATIFY APPOINTMENT OF LEGAL COUNSEL PURSUANTTO
SECTION 20 OF INSOLVENCY & BANKRUPTCY CODE. 2016 ("TBC")
E-Voting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda Nil 6.5194 Nil
2. Horizon Aerospace (India) 7.8597 Nil Nil
,.,
.) . State Bank of India 85.6209 Nil Nil
Total 93.4806 6.5194 Nil
Since more than 51 % of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
ITEM NO. 8
"RESOLVED THAT the expenses of Rs. 26,000 incurred by Interim Resolution Professional are
hereby approved and shall form paii of Corporate Insolvency Resolution Process costs"
E-Voting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda 6.5194 Nil Nil
2. Horizon Aerospace (India) 7.8597 Nil Nil
Page 6 of 7
\
3. State Bank of India 85.6209 Nil Nil
Total 100.0000 Nil Nil
Since more than 51 % of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
ITEM NO. 9
"RESOLVED THAT the Resolution Professional is hereby authorized to raise interim Finance
of upto Rs. 11 Crores from either members of the Committee of Creditors or persons other than
the members Committee of Creditors to keep the Corporate Debtor as a going concern and such
interim finance shall form pati of Corporate Insolvency Resolution Process costs."
E-Voting Results
Sr. COC Member Name Votes in Votes against Votes in abeyance
No. favour (%age) (%age) (%age)
1. Bank of Baroda Nil 6.5194 Nil
2. Horizon Aerospace (India) Nil 7.8597 Nil
,.,
.) . State Bank of India 85.6209 Nil Nil
Total 85.6209 14.3791 Nil
Since more than 66% of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
CHAIRMAN
VIVEK RAHEJA Place: New Delhi
INTERIM RESOLUTION PROFESSIONAL Date: 29/08/2019
TRADING ENGINEERS (INTERNATIONAL) LIMITED
IP REGISTRATION NO.: IBBI/IPA-001/IP-POOOSS/2017-18/101
Page 7 of7
MINUTES OF THE SECOND MEETING OF COMMITTEE OF CREDITORS ("COC")
OF TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON FRIDAY, 18rn OCTOBER, 2019, AT
4:30 PM AT STATE BANK OF INDIA, SAMB-2, urn FLOOR, STC BUILDING, 1,
TOLSTOY MARG, NEW DELHI 110 001
PRESENT
The following were present during the COC Meeting: -
Special Invitee
Mr. Siddharth Banthia, Advocate, Legal Counsel for the RP
Page 1of15
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
1. Chairman (Vivek Raheja) to preside over the meeting as per Regulation 24 of the IBBI
(CIRP) Regulation 2016
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Second Meeting of the Committee of Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately undertaken.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the members physically present
signed the attendance sheet. Representatives of Durlabhji Properties Private Limited
("DPPL") who are an addition to the COC were not present in the meeting.
After that, the chairman declared that the requisite quorum being present in person, the
meeting could commence.
The list of members of the COC along with their respective voting share is provided as
Annexure - 1.
3. To take note and approve the minutes of previous meeting of Committee of Creditors
held on 20th August 2019
The minutes of the First COC meeting were circulated with the COC and the same were duly
approved by the COC in the meeting.
Page 2of15
4. To take note of the change in constitution of Committee of Creditors and list of creditors
prepared by the RP up to the date of the Notice
The Chairman presented before the COC the Reconstituted Committee of Creditors along
with revised voting rights of each member due to receipt of a fresh claim from DPPL.
Fmiher, the members of the COC were informed that on request made by the Representative
of SBI, the RP has obtained a legal opinion from Dhir & Dhir Associate on the issue of
eligibility of Mis Horizon Aerospace (India) Pvt Ltd. ("HAIPL") to be a financial creditor of
the Corporate Debtor, and hence, its eligibility to be a paii of the COC. It was informed to the
COC members that the said legal opinion suggested that HAIPL does not qualify to be a
financial creditor of the Corporate Debtor and thus, shall not be entitled to be a member of
the COC.
It was also informed to the COC members that a copy of the said legal opinion shall be shared
with all the COC members along with the minutes of the said meeting. Accordingly, a copy
of the said legal opinion is being attached with this set of minutes of the meeting.
In view of the said legal opinion, it was decided that HA IPL shall no longer form part of the
COC and thus, shall not be entitled to attend any subsequent COC Meetings.
The representative of HAIPL contested that they should be allowed to put a proper
representation for removing the name from the COC and the same was agreed. After clue
approval from the other members of the COC, the representative of HAI PL was duly allowed
to attend the said COC Meeting.
The list of Financial Creditors along with their voting rights (after exclusion of HAI PL from
the COC) is marked as Annexure-1.
Page 3of15
The RP listed down before the COC members, the actions taken by him since the last COC
meeting which were as follows:-
a) The RP and/or his team has visited the factory of the Corporate Debtor in Bhagwanpur a
couple of times. The labour at factory has filed case against the Corporate Debtor as well
as no. of other employees and directors of the Corporate Debtor before the Labour
Commissioner ofHaridwar on account of non-payment of their dues. The RP is taking up
the matter before the Labour Commissioner.
b) The RP is facing serious labour unrests at the factory due to non-receipt of their wages for
more than six months prior to the initiation of the CIRP and also for approx. 3 months of
the expired CIRP period. The labour has also approached the Police to seek a remedial
action and have even organized dharnas outside the factory. The RP at this stage requested
the COC members to immediately provide funds to the RP to meet the salaries and other
operational expenses of the Corporate Debtor to avoid any untoward in running the CIRP.
The RP clarified that the assets are under his control and he has already deployed his
security in the factory.
c) The RP is making serious eff01is to bring interim finance to the Corporate Debtor and is
already in discussion with some investors.
d) The electricity connection has been restored in the factory at Bhagwanpur at the efforts of
the RP and his team. However, due to excess load, there is an electricity failure at the
factory. RP has already ordered the company staff to get the same rectified asap and is
continuously following up with them for the same. The same is expected to be done with
next few days.
e) The RP has issued a letter to GST Commissioner at Bhagwanpur to de-seal the CNC
machines installed in the factory that were sealed by the Excise department on account of
non-payment of outstanding Excise dues. The same is also expected to be de-sealed in
next few days. The COC members sought certain clarification from the RP and his team
on the said matter and the same were duly answered.
f) On enquiry from the representative of SBI, RP clarified that he has taken control of all the
assets of the Corporate Debtor and has placed his staff in the Corporate Office of the
Corporate Debtor to manage the day to day operations.
g) The RP has applied with the MCA for extension of conducting the AGM of the Corporate
Page 4of15
Debtor and an extension of 2 months has been received by the RP.
h) The auditor of the Corporate Debtor has been constantly approached to get the audited
financial statements of the Corporate Debtor but the RP is facing troubles in getting the
same done due to no proper response from the auditor.
RP also brought to the knowledge of the COC members that certain staff members at the
Corporate Office is not supportive and are constantly demanding its salaries without which
they are not willing to extend relevant information/ do necessary tasks.
6. To fix the expenses to be incurred by the RP which shall constitute CIRP costs
RP placed a resolution before the COC to seek a permission to meet out general expenses for
smoothly running the CIRP. Hence, approval is sought to incur such expenses identified by
the RP during the process.
Since all the members of the COC were not present, hence, the following resolution was
kept for e-voting: -
"RESOLVED THAT the /RP /RP be and is hereby authorised to incur expenses
towards Insolvency Resolution Process as under:
Page 5of15
Further Resolved That IRP/11P shall place the expenses incurred for ratification <~l
7. Discuss, define and approve the Process Memorandum and the Request for Resolution
Plans duly containing the evaluation matrix
Page 6of15
ii) Number of Members of Consortium Potential Resolution Applicant must not, in
any case, exceed 5 in number with share of the lead member of the consortium
being not less than 26%.
shall be considered eligible PRAs for submission of Resolution Plan.
Further, it was suggested that the PRAs shall be required to submit a refundable deposit of
Rs. 5 Lakhs so that any frivolous EOis can be avoided.
The said Process Memorandum along with all the suggestions of the RP and his team were
duly taken note by the members of the COC.
At this instance, Draft FORM G, as captured under the Process Memorandum, was also
discussed with the COC members. However, since the discussion for FORM G had been
covered as a separate resolution in the Notice, the discussions in context of the same are
discussed with Resolution No. 8 of this set of minutes.
At first, Mr. Pankaj Mahajan took the COC members through the Evaluation Matrix. It was
informed to the COC members by Mr. Pankaj Mahajan that the Evaluation Matrix, as
suggested by Indian Banking Association was taken up and the same was tweaked a little to
align with the specifications of the Corporate Debtor. The quantitative parameters were
suggested to be allotted 80% weightage and the balance 20% weightage. A few changes were
suggested by the representatives of SBI in the evaluation matrix and the same were taken note
of.
Thereafter, it was informed to the COC members that the it was proposed to cail for a bid
bond of an amount of Rs. 50 Lakhs to be submitted by the PRAs along with the Resolution
Plan submitted by them.
Page 7of15
"'=~-----'---------
Also, it was informed that in compliance with Regulation 36B (4A) of Insolvency and
Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons)
Regulations, 2016, it has been provided in the RFRP that the Resolution Applicant whose
Resolution Plan is approved by the COC shall be required to submit a performance security
of 10% of the Total Bid Amount.
Some other clauses of the RFRP document were further discussed and all the suggestions/
recommendations of the COC were duly noted by the RP and his team.
"RESOLVED THAT the Process Memorandum containing the eligibility criteria for
submission of Resolution Plan and the Request for Resolution Plan inc01porating the
Evaluation Matrix, are hereby approved. "
8. To discuss and approve Form G prepared by the RP with the COC members
The Draft FORM G was presented to the COC members and at the outset, it was pondered as
to which newspaper shall be cost effective for publishing the said FORM G, if approved by
the COC members. It was collectively suggested by the COC members to publish the Form
G in All India Edition of Economic Times newspapers and the resolution for the same shall
be put to e-voting.
Further, the date of publishing the same in newspapers, if approved by the COC members
Page 8of15
through e-voting, was suggested to be fixed as 24.10.2019 after duly calculating ihe time
required for sharing the minutes of the meeting, the corresponding e-voting and the time
required for sharing the e-voting results. The other timelines incorporated in Form G were
fixed accordingly, keeping 24.10.2019 as the date of issuance of Form G. On this basis. rhe
last date for submission of Resolution Plan shall fall on 23.12.2019, while the period of C IRP
ends on 15.01.2019. Since, the approved Resolution Plan has to be submitted 15 days before
the last date of completion of the CIRP period (i.e. 01.01.2020), accordingly, it was
communicated to the COC Members that max. possible efforts shall be made by the RP and
his team to get the Resolution Plan, if any, approved by the COC upto 31.12.2019.
9. a) To approve the extension of already issued bank guarantees without upfront pavment
of bank guarantee charges
Resolution for the need for extending the already issued bank guarantees C'BGs") by SBI was
taken up before the COC. It was informed to the COC members that some of the BGs issued
by the SBI to the customers of the Corporate Debtor needs to be extended, as and when clue.
It was pointed out that the Corporate Debtor does not have any funds to pay the bank charges
for such renewal of BGs. However, for the successful revival of the Corporate Debtor and for
the realization of maximum possible amount, such BGs need to be renewed and the projects
have to be kept running. In such a case, the RP requested the COC members to approve the
Page 9of15
resolution for extension of the existing BGs without the need of upfront payment of bank
\
charges and such charges to be collected by the bank from the amount realized from the
resolution of the Corporate Debtor.
Hence, the following resolution is proposed after discussions with CoC Members for e-
voting:-
"RESOLVED THAT the COC members shall extend the existing bank guarantees as and
when requested by the RP to keep the corporate debtor as a going concern v11ithout the upfonl
payment of the Bank Guarantee Charges and the cost on account of such extension shed/form
a part of CIRP cost. .,
b) To approve the issuance of fresh bank guarantees without upfront payment of bank
guarantee charges
Further, the RP also explicated that he and his team are constantly making efforts to bring in
new orders into the Corporate Debtor that will help to not only meet the CIRP cost but \viii
also help to keep the Corporate Debtor as a going concern. A functional company will help in
higher realization for the COC members and other creditors of the Corporate Debtor. To
achieve all this, the RP shall need fresh BGs to be issued in the favor of the respective
customers.
This matter was extensively brought forth the COC and the need for the same was explained.
The COC members were concerned of using their good money into an NPA account and stated
that such decision shall require further discussions internally.
Page 10of15
Hence, the following resolution is being proposed fore-voting: -
"RESOLVED THAT the COC members shall issue.fi'esh bank guarantees for new contrac1.1·
as and1vhen requested by the RP to keep the corporate debtor as a going concern withol!f the
upfront payment of the Bank Guarantee Charges and the cost on account of sl!ch issuo11cc
and the amount of Bank Guarantee, tf devolved. shall form o part of CIRP cost. "
C. OTHER MATTERS
10. To appoint the Process Advisors pursuant to section 20 of Insolvency & Bankruptcy
Code, 2016 ("IBC").
The RP has called for bids from various parties for appointment as Process Advisors to assist
the RP in evaluating the Expression oflnterest (EOI) submitted by the Prospective Resolution
Applicants (PRAs), scrutinize the resolution plans submitted by the PRA and negotiate with
them to get the best value for the CD. The bids received from the Process advisors, exclusive
of applicable taxes, are as follows: -
Page 11of15
of 40 Lakhs (applicable taxes and out of pocket
expenses being extra)
3. TRC Consulting Private 7.50 Lakhs per month and a success fees of0.750,~
The profiles of the said consultants were discussed and the members of SB! conveyed that
they have received favorable results from the Process Advisory services of M/s ARCK
Advisors LLP. Hence, they suggested to appoint M/s ARCK Advisors LLP as the Process
Advisor in the said CIRP matter.
However, on account of absence of a COC member from the meeting, the following resolution
is proposed fore-voting to be approved: -
"RESOLVED THAT Jvlls Mis ARCK Advisors LLP be appointed as process advisors and
their monthly remuneration of Rs. 2.50 Lakhs per month along ~with a success fees of 0. 75%
ofthe resolution amount subject to a maximum of Rs. 3 7. 50 Lakhs. excluding applicable loxes
and out ofpocket expenses, shall form o part of the CIRP cost. "
11. Proposal for settlement in the matter of Trading Engineers (International) Limited Vs.
Gama Infrapop Private Limited
Page 12of15
The RP informed the COC members that in the captioned matter, the respondent has offered
the following options in settlement of the said matter: -
1. either the goods supplied and still lying at the site be taken back 111 full and fin:d
settlement of the disputes between the parties; OR
11. a sum of Rs. 50,00,000 (Rupees Fifty Lakhs) be accepted as full and final settlement
of all the disputes between the parties.
The RP informed the COC members that the documents pe1iaining to the said matter were
received by the RP from the erstwhile lawyer's office only at 2:30 PM on the date of the
meeting and therefore, the said documents could be handed over to the Advocate, Siddharth
Banthia only in the COC meeting. The Advocate confirmed that he shall go through the said
documents and provide his opinion on the said matter to the COC in the next COC meeting.
12. Infusion of Funds bv the Members of the COC to meet the CIRP Cost
The RP laid before the COC the Sheet for the expenses incurred since the date of initiation of
the CIRP for ratification by the COC members. The RP enlisted all the operational expenses
of the Corporate Debtor as well as the expense of the RP and his team.
At this stage, the RP reiterated the present situation of the Corporate Debtor as well the labour
unrest issues and requested the COC members to immediately fund the operational expenses
along with RP expenses for running the CIRP in the absence of which, there will be no
motivation for the employees to work and may even impact the resolution of the Corporate
Debtor.
The list of CTRP Expenses is being attached along with these minutes.
(It is being clarified here that the list of CIRP expenses as shared in the COC meeting did not
incorporate the expenses for public announcement, e-voting for the 1st COC Meeting and
Page 13of15
retainership fees of the Adv. Siddharth Banthia. Accordingly, the Revised CIRP Expenses
Sheet is being attached with these minutes for ratification by the COC members.)
With no other business left to transact, the meeting concluded at 6: 15 PM with a vote of thanks
to the Chairman.
Page 14of15
MIS TRADING ENGINEERS (INTERNATIONAL) LIMITED Annexure-1
List of Claims from Financial Creditors under Form C Upto 18.10.2019
92.6833(~ 0
TEIL/COOI State Bank oflndia 63,21,02,105.05 9,11,08,547.30 72.32, I 0,652.35 63,21,02, 105.05 9, 11,08,547.30 72.32. l 0.652.35
Removed from the list of 0.0000%
TEIL/C002 6,00.00,000.00 64, 17,994.00 6,64,l 7,994.00 Nil Nil Nil
Financial Creditors
TEIL/C003 Bank of Baroda 5,50,67,158.00 5,00,17,160.00 50,49,998.00 5,50.67.158.00 7.0) 72°.;,
5,00, 17, 160.00 50,49,998.00
Pending for 0.0000~u
TEIL/C004 Instronics Ltd. 35,00,000.00 - 35,00,000.00
Verification
- -
Techno Trexim India Pvt. Pending for 0.0000%
TEIL/C005
Ltd.
41,85,352.00 - 41,85,352.00
Verification
- -
Gessup Logistics & Finance Pending for 0.0000%
TEIL/C006
Pvt. Ltd.
9,82,34,394.00 - 9,82.34,394.00
Verification
- -
Pending for O.OOOU%
TEIL/C007 Verinder Kumar Chhabra 23,03, 775.00 - 23,03, 775.00
Verification
- -
Durlabhji Properties Private 0.2595%
TEIL/C008 20,57,200.00 24,933.00 20,82, 133.00 20,00,000.00 24,933.00 20,24,933.00
Limited
NOTES: -
I. The amounts admitted has been mentioned above basis verification and collation of information made available to us by the employees
and/or management of the Corporate Debtor and may be updated/ revised as per additional information received or in pursuance or any
order passed by NCL T.
2. The amount admitted may undergo change on account of adjustment in respect of transaction made. if any during the Corporate
Insolvency Resolution process.
Page 15of15
E-VOTING RESULTS OF FINANCIAL CREDITORS OF TRADING
ENGINEERS (INTERNATIONAL) LIMITED (COMPANY UNDER
CIRP) HAVING CIN U74899DL1972PLC108312 PURSUANT TO E-
VOTING HELD FROM 14:00 HOURS ON 21.10.2019 TO 18:00 HOURS
ON 29.10.2019 FOR THE BELOW AGENDA ITEMS OF THE SECOND
COC MEETING HELD ON 18.10.2019
ITEMN0.1
"RESOLVED THAT the IRP /RP be and is hereby authorised to incur expenses towards
Insolvency Resolution Process as under:
Determination of fair and liquidation value of assets of the Corporate Debtor as per CIRP
Regulations by appointing 2 registered valuers
Legal Expenses
Security Expenses
Fmiher Resolved That IRP/RP shall place the expenses incurred for ratification ofCOC at each
meeting of the COC."
E-voting results
Sr. Name of the COC Member Votes in favor Votes for Abstained
No. (%age) against (%age) from voting
(%age)
I Bank of India 7.05715 Nil Nil
2 State Bank of India 92.68334 Nil Nil
'"'
.) Durlabhji Properties Pvt. Ltd. Nil Nil 0.25951
Total 99.74049 Nil 0.25951
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 1of6
ITEMN0.2
"RESOLVED THAT the Process Memorandum containing the eligibility criteria for
submission of Resolution Plan and the Request for Resolution Plan incorporating the
Evaluation Matrix, are hereby approved."
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 2 of 6
ITEMN0.3
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 3 of 6
ITEM NO. 4
"RESOLVED THAT the COC members shall extend the existing bank guarantees for new
contracts, as and when requested by the RP, to keep the corporate debtor as a going concern
without the upfront payment of the Bank Guarantee Charges and the cost on account of such
issuance/ extension shall form a part of CIRP cost."
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 4 of 6
ITEM NO. 5
"RESOLVED THAT the COC members shall issue fresh bank guarantees for new contracts,
as and when requested by the RP, to keep the corporate debtor as a going concern without the
upfront payment of the Bank Guarantee Charges and the cost on account of such issuance/
extension shall form a pmi ofCIRP cost."
E-voting results
Since more than 50% of the total votes casted are in against of the Agenda item, therefore, the
resolution is declared as Rejected.
Page 5 of6
ITEM NO. 6
·'RESOLVED THAT Mis Mis ARCK Advisors LLP be appointed as process advisors C111d
their monthly remuneration of Rs. 2.50 Lakhs per month along with Cl success fees uf 0. 751)1~
of the resolution amount subject to a maximum ofRs. 37.50 Lakhs, excluding applicable wxes
and out ofpocket expenses, shall form a part of the CIRP cost."
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
e67bc7c71dHc1,
rnVNo•'-IL•lui·•
D~te.20\fJ.103112.0002
CHAIRMAN
VIVEK RAHEJA Place: New Delhi
RESOLUTION PROFESSIONAL Date: 31/10/2019
TRADING ENGINEERS (INTERNATIONAL) LIMITED
IP REGISTRATION NO.: IBBl/IPA-001/IP-POOOSS/2017-18/10133
JD-2C, 2nd FLOOR, PIT AMPURA, DELHI - 110034
Page 6 of 6
MINUTES OF THE THIRD MEETING OF COMMITTEE OF CREDITORS ("COC") OF
TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON SATURDAY, 16rn NOVEMBER,
2019, AT 5:00 PM AT STATE BANK OF INDIA, SAMB-2, 12rn FLOOR, STC BUILDING,
1, TOLSTOY MARG, NEW DELHI 110 001
PRESENT
The following were present during the COC Meeting: -
Page 1of6
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
1. Mr. Vivek Raheja, Resolution Professional (RP) to preside over the meeting as
Chairman.
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Second Meeting of the Committee of Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately undertaken.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the members physically present
signed the attendance sheet. Representatives of Durlabhji Properties Private Limited
("DPPL") were not present in the meeting.
After that, the chairman declared that the requisite quorum being present in person, the
meeting could commence.
The list of members of the COC along with their respective voting share is provided as
Annexure - 1.
3. To take note and approve the minutes of the Second meeting of COC held on 18th
October 2019
The minutes of the Second COC meeting were circulated with the COC and the same were
duly approved by the COC in the meeting.
Page 2 of 6
B. LIST OF MATTERS TO BE DISCUSSED AND VOTED
4. To ratify and approve the expenses incurred by RP from the commencement of CIRP
till 31.10.2019.
RP placed before the COC the list of expenses incurred in managing the operations of the
Corporate Debtor since 19 .07.2019 till 31.10.2019.
RP again brought to the knowledge of the COC the hardships faced by him and his team
members in keeping the company a going concern due to absence of any funds into the
company. RP informed the COC members that many of the existing orders have got cancelled
due to inability of the Corporate Debtor to supply the products, At the same time, clue to non
payment of any salaries or wages to employees and workmen, the RP was unable to obtain
the necessary supp01i and efforts of the workforce of the Corporate Debtor and at the same
time.
The RP also apprised the COC members that he and his team have been in serious talks with
several investors to bring funds as interim finance into the company for running the
operations, however, no such agreement has been materialized.
The RP, therefore, requested the COC members to release certain funds to immediately meet
the CIRP cost.
Since all the members of the COC were not present, hence, the following resolution was
kept for e-voting: -
"RESOLVED THAT all the expenses incurred by the Resolution Professional from
commencement of CIRP till 31.10.2019 be and are hereby ratified and approved."
Page3of6
5. To discuss and approve the extension of the last date for submission of Expression of
Interest pursuant to the Form G published by the Resolution Professional on 01.11.2019.
The Chairman thereafter, brought the main agenda of the meeting before the COC which was
to seek an extension in the last date for submission of the EOI. The RP informed the COC
that they have received an interest from one Prospective Resolution Applicant ("PRA") and
is in fmther talks with some parties to invite them to be a PRA in the said Resolution Process.
Frnther, the RP has also received a request from the Process Advisors for an extension of 30
days for them to invite participants into the said process.
Accordingly, the RP places the request in the form of this Resolution for the approval of the
COC members:-
C. OTHER MATTERS
6. To ratify the act of the RP of calling the yt1 Meeting at a notice ofless than 48 hours
The RP informed the COC members that it was resolved in the 1st COC meeting that the COC
meeting shall be called by a notice of not less than 48 hours. However, the said meeting was
called via a shorter notice since the RP was contacted by some interested parties only on 14th
November, 2019. Also, the PRAs with whom the RP is in contact informed him on the same
Page 4 of 6
date that require further time to submit their EOI. Therefore, RP had to immediately call for
the meeting to seek extension in the last date for submission of EOI.
Hence, the following resolution is proposed after discussions with CoC Members for e-
voting:-
"RESOLVED THAT the consent of the members of the COC be it is hereby accorded
to ratify shorter period of four hours (approx.) on which Notice of the yd Meeting of the
Committee of Creditors was issued."
7. Voteofthanks
With no other business left to transact, the meeting concluded at 6:00 PM with a vote of thanks
to the Chairman.
Digitally signed by
Vivek Vivek Raheja
Date: 2019.11.19
Raheja 11 :35:43 +05'30'
Page 5 of 6
TRADING ENGINEERS (INTERNATIONAL) LIMITED Annexure - I
List of Claims from Financial Creditors under Form C Upto 14.11.2019
TOTAL 85,23,99,986.05 I 0,26,01,4 72.30 95,50,01,458.35 68,41, 19,265.05 9,61,83,4 78.30 78,03,02, 7 43.35 I 00.00'Yo
NOTE:-
I. The amounts admitted has been mentioned above basis verification and collation of information made available to us by the
employees and/or management of the Corporate Debtor and may be updated/ revised as per additional information received or in
pursuance of any order passed by N CL T. ·
Page 6 of 6
E-VOTING RESULTS OF FINANCIAL CREDITORS OF TRADING
ENGINEERS (INTERNATIONAL) LIMITED (COMPANY UNDER
CIRP) HAVING CIN U74899DL1972PLC108312 PURSUANT TO E-
VOTING HELD FROM 14:00 HOURS ON 19.11.2019TO15:00 HOURS
ON 20.11.2019 FOR THE BELOW AGENDA ITEMS OF THE THIRD
COC MEETING HELD ON 16.11.2019
ITEMN0.4
"RESOLVED THAT all the expenses incurred by the Resolution Professional from
commencement of CIRP till 31.10.2019 be and are hereby ratified and approved."
E-voting results
Sr. Name of the COC Member Votes in favor Votes for Abstained
No. (%age) against (%age) from voting
(%age)
1 Bank of Baroda , Nil 7.0572 Nil
2 State Bank oflndia 92.6833 Nil Nil
,.,
.) Durlabhji Properties Pvt. Ltd. Nil Nil 0.2595
Total 92.6833 7.0572 0.2595
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 1 of3
ITEM NO. 5
"RESOLVED THAT last date for submission of Expression oflnterest is hereby extended till
15.12.2019 by way of issuance of Revised Form G (Invitation for Expression oflnterest) in the
newspapers in which the Form G was initially published on 01.11.2019 and cost for the same
shall fo1111 the part of CIRP cost.
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 2 of3
ITEMN0.6
"RESOLVED THAT the consent of the members of the COC be it is hereby accorded to ratify
sho1ier period of four hours (approx.) on which Notice of the 3rd Meeting of the Committee of
Creditors was issued."
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Digitally signed
Vivek by Vivek Raheja
Date: 2019.11.21
Raheja 17:51 :04 +05'30'
CHAIRMAN
VIVEK RAHEJA Place: New Delhi
RESOLUTION PROFESSIONAL Date: 21.11.2019
TRADING ENGINEERS (INTERNATIONAL) LIMITED
IP REGISTRATION NO.: IBBl/IPA-001/IP-POOOSS/2017-18/10133
JD-2C, 2nd FLOOR, PIT AMPURA, DELHI - l l 0034
Page 3 of3
MINUTES OF THE FOURTH MEETING OF COMMITTEE OF CREDITORS ("COC")
OF TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON FRIDAY, 10rn DECEMBER, 2019,
AT 4:00 PM AT STATE BANK OF INDIA, SAMB-2, 12rn FLOOR, STC BUILDING, 1,
TOLSTOY MARG, NEW DELHI 110 001
Page 1of9
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
1. Mr. Vivek Raheja, Resolution Professional (RP) to preside over the meeting as
Chairman.
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Fourth Meeting of the Committee of Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately unde1iaken.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the members physically present
signed the attendance sheet. Amongst those present were Mr. Verinder Chhabra and Mr. H
Sachdeva. Mr. H. Sachdeva informed the COC members that Mr. Verinder Chhabra is father
of Mr. Sushant Chhabra and they collectively have an authorization from Mr. Sushant Chhabra
to represent him in the COC meeting. The RP clarified that he has received authorization only
for Mr. H Sachdeva from Mr. Sushant Chhabra over the mail. Further, he informed that the
IBC Law does not provide anywhere for the suspended board to appear in the COC meeting
through an authorized representative. Hence, he requested the COC members to decide as to
whether to permit them to attend the meeting.
It was pondered over by the COC members and basis the same, representative of SBI agreed
to pennit them to attend the COC since they might be able to provide certain information to
the COC members.
Page 2 of 9
Basis the same, Mr. Verinder Chhabra and Mr. H Sachdeva were permitted to attend the COC
meeting.
After that, the chairman declared that the requisite quorum being present in person, the
meeting could commence.
3. To take note and approve the minutes of the Third meeting of COC held on 16th
November 2019
The minutes of the Third COC meeting were circulated with the COC and the same were duly
approved by the COC.
4. To take note of the outstanding CIRP Cost till 31.12.2019 and discuss on the immediate
need to fund Interim Finance.
RP placed before the COC the list of expenses incurred in managing the operations of the
Corporate Debtor since 19.07.2019 till 31.12.2019.
RP intimated the COC about the severe issues being faced by the RP on a daily basis on
account of non-availability of any funds in the company and the constant strong steps taken
by him and his team to keep the entity a going concern. As was informed to the COC members
in the previous COC Meeting, due to non payment of any salaries or wages to employees and
workmen, the RP has not been able to obtain any support and cooperation from the workforce
of the Corporate Debtor. Due to this reason, the RP has moved an application in the NCL T
against the Suspended Directors of the CD as well as the staff, including the business heads.
A copy of the said application was tabled before the COC.
Further, the RP recalled that it was informed to the COC members in the previous COC
Meeting that many of the existing orders have got cancelled due to inability of the Corpornte
Debtor to supply the pi·oducts as per the agreed time lines. The RP informed to the COC that
Page 3 of 9
he has moved to the NCL T against the orders cancelled by the respective customers so as to
keep these orders active, as this tends to have a direct impact on the resolution of the CD. RP
also informed that the Hon 'ble NCL T in its order dated 13th Dec 2019 decided to keep the
supply orders dated 81h Dec 2014 and 18th June 2015 active by the concerned parties. Notice
has also been sent to the defence establishments also to keep the communication dated 20 111
Dec 2019 under File No. A/15604/X2/GEN30KVA(RUGG)/2014-15/0S-17B in abeyance
till further orders. A copy of the said NCL T order is attached with these minutes for yom
ready reference.
The RP also apprised the COC members that he and his team have been in serious talks with
several investors to bring funds as interim finance into the company for running the
operations, however, no such agreement has been materialized.
The RP, therefore, requested the COC members to release certain funds to immediately meet
the CIRP cost. The RP and his team also apprised the COC members that the interim finance
shall be repaid back on priority over any other CIRP costs at the time of resolution of the CD.
A brief discussion took place on the expenses incurred. Mr. Harbhajan Singh put fo1ih the RP
that he shall again place the said agenda with the internal team of the bank for their requisite
approvals and shall apprise the RP of the outcome.
At this instance, the Chairman requested the Process Advisor, Mr. Anil Kohli to apprise the
COC on the captioned agenda item.
Mr. Anil Kohli began his discussion by informing the COC that he has been appointed as the
Process Advisor w.e.f. 01.11.2019 and that his role is to facilitate the RP and his team in the
best possible resolution of the CD. His team member, Mr. Himanshu read out the names of
the parties to whom they contacted for the resolution of the CD. Apart from those, he also
Page 4 of 9
informed the COC members that they attempted to contact the factory owners for the factories
adjacent to the factory of the CD, to encourage them to be a Prospective Resolution Applicant
for the CD, however, to no avail.
Thereafter, Mr. Sparsh informed the COC that he visited both the plants of the CD in
Bhagwanpur and took the COC through the visit report prepared by him. He informed that
during his visit, he took note of the assets lying in the company premises, specifically the
machines of the CD, which costed around 3 Crores. He also observed serious labour issues in
the factory on account of no work and no payment of salaries. Mr. Sparsh was of the view
that the machines in the factory were of fine quality and had good saleable value, however, at
the same moment he was of the view that the security was required to be enhanced for the
safety of the assets of the CD. At this, the RP apprised the COC that the security force in the
factory was appropriately installed to keep the factory and all the assets therein with proper
security and safety. Hence, there was no reason of concern about the safety of the assets of
the CD. Nonetheless, he shall re-examine the position of security in the factory and further
strengthen the same if need be.
After all these efforts, the Process Advisors as well the RP team have collectively been able
to obtain 2 EOis, one from Prudent ARC and the other from Devisons Infiniti Housewares
Private Limited.
At this moment, Mr. Harbhajan Singh, representative of SBI raised a doubt on a second CIRP
that has been initiated against the company on account of another application filed by a
creditor of the company in the NCL T. The RP clarified to Mr. Harbhajan Singh and the other
COC members that the CIRP has inadvertently been initiated against the CD in the other case
and the same has already been conveyed to the second appointed IRP as well as suitable
application has already been made to the Hon'ble NCLT. The said matter was listed on
03.01.2020 and notice has correspondingly been issued to the Second appointed IRP for
personal hearing on 14.01.2020, being the next date of hearing.
Page 5 of 9
6. To take note of the non-co-operative behavior of the Directors and staff of Corporate
Debtor.
Ms. Sushma Baveja, the representative of Bank of Baroda brought to the knovdedge of the
COC that Mr. Anil Tyagi and Mr. Ramesh Chandra had personally visited her at her office.
She informed that they complained about non payment of salaries which was countered by
her clarifying to them that the salaries could not be paid unless the COC members release then
funds.
The RP informed the COC that Mr. Anil Tyagi and Mr. Ramesh Chandra have constantly
been denying to provide any required information to him and his team citing reasons of non
availability of staff and non-payment of salaries. In fact, they didn't even provide the copy of
land documents as well as the copy of the orders that they have stated to have been cancelled
due to non availability of funds by the RP. It has been sheer non-cooperation from these two
Business Heads of the CD and they have motivated other staff not to pursue with the work
assigned to them until the staff dues are being paid. This is despite the fact that the funds of
the company to the tune of Rs. 9 Lakhs (approx.) were blocked in two bank accounts of the
CD in SBI and it \Vas RP's serious efforts that the said funds were released and distributed
amongst the staff at the time of Diwali so that each staff member is able to celebrate the
festival. The RP also cited example of another CIRP of a group company wherein in similar
circumstances, the RP has been able to run the CIRP with very limited funds solely because
of due co-operation from the staff. It is because of these reasons that the RP and his team have
been compelled to file an application under Section 19(2) against the said personnel.
7. To seek extension of ninety days in the Corporate Insolvency Resolution Process period
beyond the current applicable period of one hundred and eighty days.
Page 6 of 9
The RP informed that since 2 EOis have been received, extension in time is required for
connecting with the PRAs and for providing them necessary information and requisite time
to get their Resolution Plans. Hence, he requested the COC members to grant permission to
seek extension in the CIRP period for a period of 90 days.
The same was pondered upon by the COC members. Since, all the COC members \Vere not
present in the COC Meeting, hence, the following resolution is being put fore-voting:-
"RESOLVED THAT the RP is hereby authorized to file an application with the adjudicating
authority to seek extension of 90 days in the Cl RP period."
The afore-said resolution shall be approved by a vote of at least sixty six percent of the voting
shares.
C. OTHER MATTERS
Then, Mr. Rahul Jindal, the Transaction Auditor appointed for this CIRP joined the meeting.
He greeted everyone and took his chair. He one by one took the COC through some of the
imp01iant observations made by him during the CIRP.
During this discussion, the RP apprised the COC that they have moved an application against
the present auditor of the company under Section 19(2) of the !BC Code. This was because
the auditor has audited the financial statements of the CD for the FY 2018-19 and even issued
Page 7 of 9
his audit report basis which the ITR was filed by him, however, no concurrence was ever
made by the said auditor with the RP for the audit conducted by him. Moreover, he has refused
to provide a copy of the audited financial statements along with his audit report to the RP till
his dues for the said audit have been cleared.
One of the point of discussion was the fraudulent transactions indicated to the RP and alsu to
the Transaction Auditor by the company staff. The Transaction Auditor informed the COC
that he was informed of ce1iain transactions by the staff of the CD which were contested to
be of fraudulent nature by the staff. The RP explained to the COC that he has been constantly
receiving the mails from Mr. Anil Tyagi, Vice President (DG) of the CD about the alleged
fraud done by certain erstwhile staff of the CD. Such transactions were held to be of the
fraudulent category by the Transaction Auditor.
Mr. H Sachdeva pointed out that they have brought a copy of the FIR filed by them against
the alleged fraud done by the erstwhile staff of the CD. Apart from that, they were also ready
with the draft replies of some of the observations of the Transaction Auditor. However, since
the Transaction Auditor has several other sets of observations, they intend submit a
cumulative reply for all the observations. The same was taken note of by the COC members.
The RP at this instance gave a suggestion to the COC that they can start calling the persons
involved in the alleged fraud. The COC members found the suggestion viable and agreed to
the same.
Page 8 of 9
9. Vote of thanks
With no other business left to transact, the meeting concluded at 6:00 PM with a vote of thanks
to the Chairman.
Digitally signed
VIVEK byVIVEK
RAHEJA
RAHEJA Date:2020.0l.13
11 :43:52 +05'30'
Page 9 of 9
E-VOTING RESULTS OF FINANCIAL CREDITORS OF TRADING
ENGINEERS (INTERNATIONAL) LIMITED {COMPANY UNDER
CIRP) HAVING CIN U74899DL1972PLC108312 PURSUANT TO E -
VOTING HELD FROM 14:00 HOURS 13.01.2020 TO 14:00 HOURS ON
14.01.2020 FOR THE BELOW AGENDA ITEM OF THE FOURTH COC
MEETING HELD ON 10.01.2020
ITEM NO. 7
"'RESOLVED THAT the RP is hereby authorized.to file an application with the adjudicating
authority to seek extension of 90 days in the CIRP period."
E-Voting Results
Sr. COC Member Name Votes in favom Votes against Votes in abeyance
No. (%age) (%age) (%age)
l. Bank of Baroda 7.06% Nil Nil
2. Durlabhji Properties Private Nil Nil 0.26%
Limited
".
.) State Bank oflndia 92.68% Nil Nil
Total 99.74% Nil 0.26%
Page 1 of2
Since more than 66% of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
CHAIRMAN
VIVEK RAHEJA Place: New Delhi
RESOLUTION PROFESSIONAL Date: 14/01/2020
TRADING ENGINEERS (INTERNATIONAL) LIMITED
IP REGISTRATION NO.: IBBl/IPA-001/IP-POOOSS/2017-18/101
Page 2 of 2
MINUTES OF THE FIFTH MEETING OF COMMITTEE OF CREDITORS ("COC") OF
TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON TUESDAY, 04rn FEBRUARY, 2020,
AT 1:00 PM AT STATE BANK OF INDIA, SAMB-2, 12rn FLOOR, STC BUILDING, 1,
TOLSTOY MARG, NEW DELHI 110 001
Page 1 of7
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
1. Mr. Vivek Raheja, Resolution Professional (RP) to preside over the meeting as
Chairman.
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Fifth Meeting of the Committee of Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately unde1iaken.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the members physically present
signed the attendance sheet. Amongst those present was Mr. B Harinarayanan who was given
authorization by the Promoter of the CD to represent in the COC meeting. Basis the same and
on futiher approval from SBI, he was permitted by the RP to attend the COC Meeting.
After that, the chairman declared that the requisite quorum being present 111 person, the
meeting could commence.
3. To take note and approve the minutes of the Fourth meeting of COC held on 10th
December 2019
The minutes of the Fourth COC meeting were already circulated with the COC through email
and since there was no objection from any member of the COC, the same were duly approved
by the COC.
Page 2 of7
B. LIST OF MATTERS TO BE DISCUSSED AND VOTED
The RP informed that he has received a formal request vide mail dated 30.01.2020 from
Prudent ARC seeking extension in the time period for submission of the Resolution Plan.
Basis the same, the RP requested the COC members to decide whether the said extension is
to be granted.
Ms. K. Santhisree stated that they intend to deliberate on the change of RP on account of
various issued faced by them. Hence, they intend to drop the said Resolution till the change
of RP.
C. OTHER MATTERS
5. To remove Mr. Vivek Raheja from the chair of the Resolution Professional and appoint
another Insolvency Professional as the Resolution Professional
At this instance, the representatives of SBI raised a concern that they have received complaints
against the RP over the mail from various employees of the CD against the manner of working
of the RP. Further, during the CIRP, several of the bank guarantees issued by CD have been
invoked causing further financial loss to the bank. Also, there have been non adherence to
certain timelines mentioned in Form G.
At the foremost, the RP questioned the representatives of SBI as to the nature of complaints
received by them from the employees. The RP informed that it is his rights to know the
complaints against him since these are allegations against the professional conduct of the RP
and at the same time it is vital for him to resolve the same. However, the same was denied to
the RP.
Page 3 of7
At this, the RP reiterated on the point that he has faced severe hardships in the process clue to
non-availability of funds with the company due to which the management and the other staff
completely refused to work for and support the RP. Only 9.5 lakhs (approx.) were available
collectively in various bank accounts of the company and that too were never cleared on time
by SBI. The RP has been constantly following up with the concerned officials of SBI
regarding the same. It was been after 2-3 months that 4.5 Lakhs (approx.) lying in Karol Bagh
branch were cleared. Thereafter, 5 Lakhs in Roorkee branch were cleared only on 25. l 0.2019.
As a matter of fact, the said funds when released on 25.10.2019 were utilized the same day to
make payments to staff of the company for the festival of Diwali. The RP was of the vie\v
that releasing such funds shall help the RP to run the CIRP effectively.
Apart from the above, the RP has been constantly requesting the COC members to provide
interim finance to the company to run the CIRP. In this regard, reference can be made to the
minutes of the 15\ 2 d, 3rd as well as 4111 COC meetings along with the mails from
11
RP dated
31.10.2019, 05.11.2019, 26.11.2019, 30.11.2019, 10.12.2019, 16.12.2019, 27.12.2019.
02.01.2020 and 08.01.2020. In all the above, it has been constantly pointed out by the RP that
he has been facing severe issues on account of non-availability of funds and difficulties to
keep the company a going concern.
Furthermore, the RP reminded the COC that there has been constant non co-operation from
the employees and suspended directors of the CD due to which no data was being provided
to the RP on a timely basis. All the said non co-operation has been brought to the attention of
the COC in all the previous COC Meetings and copy of the mails sent to RP by the
management of the company were shared with the representatives of SBI in the previous COC
Meetings. The point to be noted herein was that non payment of CIRP expenses has
contributed to a greater extent in non co-operation from the employees and other consequent
aftermaths.
Also, it was noted that the draft Transaction Audit Report was discussed with the COC
Members in the 4 111 COC Meeting wherein severe findings against the directors of the
Page 4 of 7
company have been pointed out by the Transaction Auditor. The said also signals to the
reasons for non-cooperation from the suspended directors and management of the company.
Due to all the above, the RP has moved an application to the NCL T u/s 19(2) for Non Co-
operation by the management and staff of the company.
Next in line was the concern over invocation of BGs during the CIRP period causing financial
loss to SBI. In this regard, (as mentioned in the preceding paragraphs) the RP categorically
pointed out that he has constantly requested the COC members to fund the CIRP cost which
shall help him to complete the projects of the company, safeguard the bank guarantees and
extend the same as well as carry out the CIRP expenses. It was conveyed to the COC Members
that such interim finance would ultimately be recovered on the conclusion of the CIRP.
However, all such requests of the RP were not accepted by the COC members.
The staff of the company have not shared the details of the projects as required by the RP for
him to take the best possible action, citing reasons of non availability of requisite staff due to
non payment of salaries. It is no hidden fact that there have been delays in renewing the BGs
on account of shifting the account of the company from the Karol Bagh branch to SA!VI
Branch. However, in any case, the RP has remained at front foot to get all the BGs renewed
on a timely basis.
Without prejudice to the above, when ce1iain projects of the company have been cancelled by
the respective customers, the RP has moved to the NCL T against the same and has sought
favorable order from the NCL T by virtue of which, it has been able to restore the cancelled
projects as well as invocation of a bank guarantee has also been ordered to be kept in abeyance
by the NCL T. Thus, this action of the RP has safeguarded all the stakeholders from incurring
fu1iher losses, contrary to the issue raised of causing financial loss to SBI.
Lastly, the issue raised was non adherence to time limits prescribed under the IBC Law. Jn
this context, the RP stated that despite facing all the abovesaid difficulties, he has prepared
the Information Memorandum and other relavant documents from all the best possible sources
Page 5 of 7
of information available. He has remained vigilant to ensure that the process can be executed
in the best possible fashion without being affected by severe non co-operation. He has duly
ensured that all the legal compliances are done to the best possible including filing of Income
Tax Return. Even, he has followed up with the Transaction Auditor to get the Transaction
Audit completed as soon as possible, draft report of which has already been discussed in the
4th COC Meeting.
However, despite the submissions made by the RP, the representatives of SB! were of the firm
opinion to change the RP. Also, the requested the RP to conduct voting on the said agenda
within this meeting itself.
To this, the RP informed them that by virtue of Regulation 25(3) of the CIRP Regulations.
voting can be conducted on only such matters which were listed for voting in the said meeting.
Fwiher as per section 27(2) of the Insolvency and Bankruptcy Code, 2016 " The committee
of creditors may, at a meeting, by a vote of sixty-six per cent of voting shares, resolve to
replace the resolution professional appointed under section 22 with another resolution
professional, subject to a written consent from the proposed resolution professional in the
specified form." Hence, the RP suggested to call subsequent COC meeting to and list the
matter for voting in the said meeting. He also suggested that the requisite written consent in
Form AA should be obtained and forwarded from the proposed resolution professional to put
the agenda for replacement of Resolution Professional to be put for voting in COC Meeting.
However, the representatives of SBI insisted to take up the said agenda for voting within this
meeting only based upon the advice of their legal counsel.
Since, there was difference in the interpretation of the CIRP Regulation by RP vis-a-vis Lhe
representatives of SB!, the associate of RP suggested to take an opinion on the same from the
legal counsel of SBI, which was denied. In such a case, the RP was not left with any other
option but to turn down the request of the representatives of SB! and conduct voting on the
said agenda only in the subsequent COC meeting.
Page 6 of7
6. Vote of thanks
With no other business left to transact, the meeting concluded with a vote of thanks to the
Chairman.
Page 7 of7
E-VOTING RESULTS OF FINANCIAL CREDITORS OF TRADING
ENGINEERS (INTERNATIONAL) LIMITED (COMPANY UNDER
CIRP) HAVING CIN U74899DL1972PLC108312 PURSUANT TO E -
VOTING HELD FROM 14:00 HOURS 13.01.2020 TO 14:00 HOURS ON
14.01.2020 FOR THE BELOW AGENDA ITEM OF THE FOURTH COC
MEETING HELD ON 10.01.2020
ITEM NO. 7
"RESOLVED THAT the RP is hereby authorized to file an application with the adjudicating
authority to seek eA.1ension of 90 days in the CIRP period."
Sr. COC Member Name Votes in favom Votes against Votes in abeyance
No. (%age) (%age) (%age)
1. Bank of Baroda 7.06% Nil Nil
2. Durlabhji Properties Private Nil Nil 0.26%
Limited
3. State Bank of India 92.68% Nil Nil
Total 99.74% Nil 0.26%
Page 1of2
Since more than 66% of the total votes casted are in favour of the Agenda item, therefore, the
resolution is declared as approved.
CHAIRMAN
VIVEK RAHEJA Place: New Delhi
RESOLUTION PROFESSIONAL Date: 14/01/2020
TRADING ENGINEERS (INTERNATIONAL) LIMITED
IP REGISTRATION NO.: IBBI/IPA-001/IP-POOOSS/2017-18/101
Page 2 of 2
MINUTES OF THE FIFTH MEETING OF COMMITTEE OF CREDITORS ("COC") OF
TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON TUESDAY, 04ni FEBRUARY, 2020,
AT 1:00 PM AT STATE BANK OF INDIA, SAMB-2, 12rn FLOOR, STC BUILDING, 1,
TOLSTOY MARG, NEW DELHI 110 001
Page 1 of7
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
1. Mr. Vivek Raheja, Resolution Professional (RP) to preside over the meeting as
Chairman.
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Fifth Meeting of the Committee of Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately undertaken.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the members physically present
signed the attendance sheet. Amongst those present was Mr. B Harinarayanan who was given
authorization by the Promoter of the CD to represent in the COC meeting. Basis the same and
on further approval from SBI, he was permitted by the RP to attend the COC Meeting.
After that, the chairman declared that the requisite quorum being present in person, the
meeting could commence.
3. To take note and approve the minutes of the Fourth meeting of COC held on 10th
December 2019
The minutes of the Fourth COC meeting were already circulated with the COC through email
and since there was no objection from any member of the COC, the same were duly approved
by the COC.
Page 2 of 7
B. LIST OF MATTERS TO BE DISCUSSED AND VOTED
The RP informed that he has received a formal request vide mail dated 30.01.2020 from
Prudent ARC seeking extension in the time period for submission of the Resolution Plan.
Basis the same, the RP requested the COC members to decide whether the said extension is
to be granted.
Ms. K. Santhisree stated that they intend to deliberate on the change of RP on account of
various issued faced by them. Hence, they intend to drop the said Resolution till the change
of RP.
C. OTHER MATTERS
5. To remove Mr. Vivek Raheja from the chair of the Resolution Professional and appoint
another Insolvency Professional as the Resolution Professional
At this instance, the representatives of SBI raised a concern that they have received complaints
against the RP over the mail from various employees of the CD against the manner of working
of the RP. Further, during the CIRP, several of the bank guarantees issued by CD have been
invoked causing further financial loss to the bank. Also, there have been non adherence to
certain timelines mentioned in Form G.
At the foremost, the RP questioned the representatives of SBI as to the nature of complaints
received by them from the employees. The RP informed that it is his rights to know the
complaints against him since these are allegations against the professional conduct of the RP
and at the same time it is vital for him to resolve the same. However, the same was denied to
the RP.
Page 3 of7
At this, the RP reiterated on the point that he has faced severe hardships in the process due to
non-availability of funds with the cornpany due to which the management and the other staff
completely refused to work for and support the RP. Only 9.5 lakhs (approx.) were available
collectively in various bank accounts of the company and that too were never cleared on time
by SBI. The RP has been constantly following up with the concerned officials of SB!
regarding the same. It was been after 2-3 months that 4.5 Lakhs (approx.) lying in Karol Bagh
branch were cleared. Thereafter, 5 Lakhs in Roorkee branch were cleared only on 25. l 0.2019.
As a matter of fact, the said funds when released on 25. l 0.2019 were utilized the same day to
make payments to staff of the company for the festival of Diwali. The RP was of the view
that releasing such funds shall help the RP to run the CIRP effectively.
Apart from the above, the RP has been constantly requesting the COC members to provide
interim finance to the company to run the CIRP. In this regard, reference can be made to the
minutes of the l 5\ 2 11d, 3rd as well as 4th COC meetings along with the mails from RP dated
31.10.2019, 05.11.2019, 26.11.2019, 30.11.2019, 10.12.2019, 16.12.2019, 27.12.2019.
02.01.2020 and 08.01.2020. In all the above, it has been constantly pointed out by the RP that
he has been facing severe issues on account of non-availability of funds and difficulties to
keep the company a going concern.
Fmihermore, the RP reminded the COC that there has been constant non co-operation from
the employees and suspended directors of the CD due to which no data was being provided
to the RP on a timely basis. All the said non co-operation has been brought to the attention of
the COC in all the previous COC Meetings and copy of the mails sent to RP by the
management of the company were shared with the representatives of SBI in the previous COC
Meetings. The point to be noted herein was that non payment of CIRP expenses has
contributed to a greater extent in non co-operation from the employees and other consequent
aftermaths.
Also, it was noted that the draft Transaction Audit Report was discussed with the COC
Members in the 4th COC Meeting wherein severe findings against the directors of the
Page 4 of7
company have been pointed out by the Transaction Auditor. The said also signals to the
reasons for non-cooperation from the suspended directors and management of the company.
Due to all the above, the RP has moved an application to the NCL T u/s 19(2) for Non Co-
operation by the management and staff of the company.
Next in line was the concern over invocation of BGs during the CIRP period causing financial
loss to SBI. In this regard, (as mentioned in the preceding paragraphs) the RP categorically
pointed out that he has constantly requested the COC members to fund the CIRP cost which
shall help him to complete the projects of the company, safeguard the bank guarantees and
extend the same as well as carry out the CTRP expenses. It was conveyed to the COC Members
that such interim finance would ultimately be recovered on the conclusion of the CIRP.
However, all such requests of the RP were not accepted by the COC members.
The staff of the company have not shared the details of the projects as required by the RP for
him to take the best possible action, citing reasons of non availability of requisite staff due to
non payment of salaries. It is no hidden fact that there have been delays in renewing the BGs
on account of shifting the account of the company from the Karol Bagh branch to SAM
Branch. However, in any case, the RP has remained at front foot to get all the BGs renewed
on a timely basis.
Without prejudice to the above, when certain projects of the company have been cancelled by
the respective customers, the RP has moved to the NCL T against the same and has sought
favorable order from the NCL T by vi1iue of which, it has been able to restore the cancelled
projects as well as invocation of a bank guarantee has also been ordered to be kept in abeyance
by the NCL T. Thus, this action of the RP has safeguarded all the stakeholders from incurring
fmiher losses, contrary to the issue raised of causing financial loss to SBI.
Lastly, the issue raised was non adherence to time limits prescribed under the !BC Law. In
this context, the RP stated that despite facing all the abovesaid difficulties, he has prepared
the Information Memorandum and other relavant documents from all the best possible sources
Page 5 of 7
of information available. He has remained vigilant to ensure that the process can be executed
in the best possible fashion without being affected by severe non co-operation. He has duly
ensured that all the legal compliances are done to the best possible including filing of Income
Tax Return. Even, he has followed up with the Transaction Auditor to get the Transaction
Audit completed as soon as possible, draft report of which has already been discussed in the
4th COC Meeting.
However, despite the submissions made by the RP, the representatives of SBI were of the firm
opinion to change the RP. Also, the requested the RP to conduct voting on the said agenda
within this meeting itself.
To this, the RP infonned them that by virtue of Regulation 25(3) of the CIRP Regulations,
voting can be conducted on only such matters which were listed for voting in the said meeting.
Fmiher as per section 27(2) of the Insolvency and Bankruptcy Code, 2016 " The committee
of creditors may, at a meeting, by a vote of sixty-six per cent of voting shares, resolve to
replace the resolution professional appointed under section 22 with another resolution
professional, subject to a written consent from the proposed resolution professional in the
specified fonn." Hence, the RP suggested to call subsequent COC meeting to and list the
matter for voting in the said meeting. He also suggested that the requisite written consent in
Form AA should be obtained and forwarded from the proposed resolution professional to put
the agenda for replacement of Resolution Professional to be put for voting in COC Meeting.
However, the representatives of SBI insisted to take up the said agenda for voting within this
meeting only based upon the advice of their legal counsel.
Since, there was difference in the interpretation of the CIRP Regulation by RP vis-a-vis the
representatives of SBI, the associate of RP suggested to take an opinion on the same from the
legal counsel of SBI, which was denied. In such a case, the RP was not left 'With any other
option but to turn down the request of the representatives of SBI and conduct voting on the
said agenda only in the subsequent COC meeting.
Page 6 of7
6. Vote of thanks
With no other business left to transact, the meeting concluded with a vote of thanks to the
Chairman.
VIVEK Digitallysigned
by VIVEK RAHEJA
Date: 2020.02.06
RAH EJ A 15:42:59 +05'30'
Page 7 of7
MINUTES OF THE FIFTH MEETING OF COMMITTEE OF CREDITORS ("COC") OF
TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON TUESDAY, 04rn FEBRUARY, 2020,
AT 1:00 PM AT STATE BANK OF INDIA, SAMB-2, 12n1 FLOOR, STC BUILDING, 1,
TOLSTOY MARG, NEW DELHI 110 001
Page 1 of7
I
I
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
1. Mr. Vivek Raheja, Resolution Professional (RP) to preside over the meeting as
Chairman.
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Pifth Meeting of the Committee of Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately undertaken.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the members physically present
signed the attendance sheet. Amongst those present was Mr. B Harinarayanan who was given
authorization by the Promoter of the CD to represent in the COC meeting. Basis the same and
on further approval from SBI, he was permitted by the RP to attend the COC Meeting.
After that, the chairman declared that the requisite quorum being present 111 person, the
meeting could commence.
3. To take note and approve the minutes of the Fourth meeting of COC held on 10th
December 2019
The minutes of the Fomih COC meeting were already circulated with the COC through email
and since there was no objection from any member of the COC, the same were duly approved
by the COC.
Page 2 of 7
B. LIST OF MATTERS TO BE DISCUSSED AND VOTED
The RP informed that he has received a formal request vide mail dated 30.01.2020 from
Prudent ARC seeking extension in the time period for submission of the Resolution Plan.
Basis the same, the RP requested the COC members to decide whether the said extension is
to be granted.
Ms. K. Santhisree stated that they intend to deliberate on the change of RP on account of
various issued faced by them. Hence, they intend to drop the said Resolution till the change
of RP.
C. OTHER MATTERS
5. To remove Mr. Vivek Raheja from the chair of the Resolution Professional and appoint
another Insolvency Professional as the Resolution Professional
At this instance, the representatives of SBI raised a concern that they have received complaints
against the RP over the mail from various employees of the CD against the manner of working
of the RP. Further, during the CIRP, several of the bank guarantees issued by CD have been
invoked causing further financial loss to the bank. Also, there have been non adherence to
certain timelines mentioned in Form G.
At the foremost, the RP questioned the representatives of SBI as to the nature of complaints
received by them from the employees. The RP informed that it is his rights to know the
complaints against him since these are allegations against the professional conduct of the RP
and at the same time it is vital for him to resolve the same. However, the same was denied to
the RP.
Page3of7
At this, the RP reiterated on the point that he has faced severe hardships in the process due to
non-availability of funds with the company due to which the management and the other staff
completely refused to work for and support the RP. Only 9.5 lakhs (approx.) were available
collectively in various bank accounts of the company and that too were never cleared on time
by SBI. The RP has been constantly following up with the concerned officials of SBI
regarding the same. It was been after 2-3 months that 4.5 Lakhs (approx.) lying in Karol Bagh
branch were cleared. Thereafter, 5 Lakhs in Roorkee branch were cleared only on 25.10.2019.
As a matter of fact, the said funds when released on 25.10.2019 were utilized the same day to
make payments to staff of the company for the festival of Diwali. The RP was of the view
that releasing such funds shall help the RP to run the CIRP effectively.
Apart from the above, the RP has been constantly requesting the COC members to provide
interim finance to the company to run the CIRP. In this regard, reference can be made to the
minutes of the I 5\ 2 11 ct, 3rd as well as 4th COC meetings along with the mails from RP elated
31.10.2019, 05.11.2019, 26.11.2019, 30.11.2019, 10.12.2019, 16.12.2019, 27.12.2019.
02.01.2020 and 08.01.2020. In all the above, it has been constantly pointed out by the RP that
he has been facing severe issues on account of non-availability of funds and difficulties to
keep the company a going concern.
Fu1iherrnore, the RP reminded the COC that there has been constant non co-operation from
the employees and suspended directors of the CD clue to which no data was being provided
to the RP on a timely basis. All the said non co-operation has been brought to the attention of
the COC in all the previous COC Meetings and copy of the mails sent to RP by the
management of the company were shared with the representatives of SBI in the previous COC
Meetings. The point to be noted herein was that non payment of CIRP expenses has
contributed to a greater extent in non co-operation from the employees and other consequent
aftermaths.
Also, it was noted that the draft Transaction Audit Report was discussed with the COC
Members in the 4th COC Meeting wherein severe findings against the directors of the
Page 4 of7
company have been pointed out by the Transaction Auditor. The said also signals to the
reasons for non-cooperation from the suspended directors and management of the company.
Due to all the above, the RP has moved an application to the NCL T u/s 19(2) for Non Co-
operation by the management and staff of the company.
Next in line was the concern over invocation of I3Gs during the CIRP period causing financial
loss to SBI. In this regard, (as mentioned in the preceding paragraphs) the RP categorically
pointed out that he has constantly requested the COC members to fund the CIRP cost which
shall help him to complete the projects of the company, safeguard the bank guarantees and
extend the same as well as carry out the CIRP expenses. It was conveyed to the COC Members
that such interim finance would ultimately be recovered on the conclusion of the CIRP.
However, all such requests of the RP were not accepted by the COC members.
The staff of the company have not shared the details of the projects as required by the RP for
him to take the best possible action, citing reasons of non availability of requisite staff due to
non payment of salaries. It is no hidden fact that there have been delays in renewing the BGs
on account of shifting the account of the company from the Karol Bagh branch to SAM
Branch. However, in any case, the RP has remained at front foot to get all the BGs renewed
on a timely basis.
Without prejudice to the above, when ce1iain projects of the company have been cancelled by
the respective customers, the RP has moved to the NCL T against the same and has sought
favorable order from the NCL T by virtue of which, it has been able to restore the cancelled
projects as well as invocation of a bank guarantee has also been ordered to be kept in abeyance
by the NCL T. Thus, this action of the RP has safeguarded all the stakeholders from incurring
fmiher losses, contrary to the issue raised of causing financial loss to SBI.
Lastly, the issue raised was non adherence to time limits prescribed under the IBC Law. In
this context, the RP stated that despite facing all the abovesaid difficulties, he has prepared
the Information Memorandum and other rel avant documents from all the best possible sources
Page 5 of7
I
of information available. He has remained vigilant to ensure that the process can be executed
in the best possible fashion without being affected by severe non co-operation. He has duly
ensured that all the legal compliances are clone to the best possible including filing of Income
Tax Return. Even, he has followed up with the Transaction Auditor to get the ~Cransaction
Audit completed as soon as possible, draft report of which has already been discussed in the
4th COC Meeting.
However, despite the submissions made by the RP, the representatives of SBI were of the firm
opinion to change the RP. Also, the requested the RP to conduct voting on the said agenda
within this meeting itself.
To this, the RP informed them that by virtue of Regulation 25(3) of the CIRP Regulations.
voting can be conducted on only such matters which were listed for voting in the said meeting.
Further as per section 27(2) of the Insolvency and Bankruptcy Code, 2016" The committee
of creditors may, at a meeting, by a vote of sixty-six per cent of voting shares, resolve to
replace the resolution professional appointed under section 22 with another resolution
professional, subject to a written consent from the proposed resolution professional in the
specified fonn." Hence, the RP suggested to call subsequent COC meeting to and list the
matter for voting in the said meeting. He also suggested that the requisite written consent in
Form AA should be obtained and forwarded from the proposed resolution professional to put
the agenda for replacement of Resolution Professional to be put for voting in COC Meeting.
However, the representatives of SBI insisted to take up the said agenda for voting within this
meeting only based upon the advice of their legal counsel.
Since, there was difference in the interpretation of the CIRP Regulation by RP vis-a-vis the
representatives of SBI, the associate of RP suggested to take an opinion on the same from the
legal counsel of SBI, which was denied. In such a case, the RP was not left with any other
option but to turn down the request of the representatives of SBI and conduct voting on the
said agenda only in the subsequent COC meeting.
Page 6 of7
6. Vote of thanks
With no other business left to transact, the meeting concluded with a vote of thanks to the
Chairman.
VIVEK Digitallysigned
by VIVEK RAHEJA
Date: 2020.02.06
RAH EJ A 15:42:59 +05'30'
Page 7 of7
MINUTES OF THE SIXTH MEETING OF COMMITTEE OF CREDITORS ("COC") OF
TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON MONDAY, 17rn FEBRUARY, 2020,
AT 4:00 PM AT STATE BANK OF INDIA, SAMB-2, urn FLOOR, STC BUILDING, 1,
TOLSTOY MARG, NEW DELHI 110 001
Page 1of6
[
1. Mr. Vivek Raheja, Resolution Professional (RP) to preside over the meeting as
Chairman.
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Sixth Meeting of the Committee of Creditors.
A permission was sought for carrying out audio recording of the meeting from the financial
creditors and the same was duly granted. Accordingly, audio recording of the meeting was
appropriately undertaken.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the members physically present
signed the attendance sheet. The representative of Bank of Baroda had not arrived till this
instance.
Amongst those present was Mr. Rakesh Kambhoj, who was given authorization by Mr.
Sushant Chhabra, Suspended Director of the CD to represent himself in the COC meeting. It
was contested by the RP that the IBC Law does not provide the Directors to be present through
their representative in the COC meeting. Moreover, in the previous COC meetings,
representatives of directors were allowed to attend the COC meeting on the pretext that they
would be able to extend some sort of crucial information to the COC members. However, the
same did not hold true. Basis the same, the COC members were of the view that Mr. Rakesh
should not be allowed to attend the COC meeting as the representative of Mr. Sushant
Chhabra. Therefore, Mr. Rakesh was asked to leave the meeting and to inform the suspended
directors to be personally present in the next COC Meeting.
Page 2 of 6
After that, the chairman declared that the requisite quorum being present m person, the
meeting could commence.
3. To take note and approve the minutes of the Fifth meeting of COC held on 10th
December 2019
The RP stated that minutes of the Fifth COC meeting were already circulated with the COC
through email to which certain objections were raised by Ms. K. Santhisree, representative of
SBL The RP confirmed from Ms. K. Santhisree and other representatives of SBI whether the
said objections still hold ground.
All the said objections were withdrawn by SBI and since there was no other objection from
any member of the COC, the minutes were duly approved by the COC.
The RP reminded the COC members that the said Resolution was the agenda for the previous
COC Meeting, however, the same could not sail through. Hence, the said Resolution is being
put again for the approval of the COC members. At this point, Mr. Anil Kohli, the Process
Advisor requested the RP to permit him to submit his points, which was granted to him.
Mr. Anil Kohli put forth the COC members that since only 2 PRAs were participating in the
process of which none has submitted the Resolution Plan till the last date, it is suggested to
go for Revised Form G whereby fmiher more interested paiiies can be invited for better
resolution of the company. He also distributed a sample Form G to the COC members and
explained them the proposed time lines for completion of the CIRP.
Page 3 of 6
At this instance, representative of Bank of Baroda joined the meeting.
It was informed to the COC members by the RP Lhat one month extension to submit the EOI
was granted earlier also basis the request from the Process Advisors, however_ to no avail.
Hence, since the Process Advisors further requested for issuing Form G for the 3rci time. it
should only be done only if the Process Advisors are in conversation with some serious
investors. Otherwise, the same would not only delay the process but shall also be an added
cost for the COC members.
Basis the same, the COC members questioned Mr. Anil Kohli if he has been contacted by
some serious investors to participate in the said process. Mar Anil Kohli agreed to the same
and informed the COC members that he is in conversation with some party who is very much
interested in the said process.
Basis the same, the COC members agreed to drop this resolution and agreed to take up the
fresh resolution for re-issuance of Form G for inviting further interested parties to participate
in the said process.
C. OTHER MATTERS
5. To seek approval to Re-Issue Form G for seeking more interested parties to submit EOI
for submission of Resolution Plan
Basis the discussion specified above, the following Resolution was put forth the COC
members for their approval.
Page 4 of 6
r
"RESOLVED FURTHER THAT Resolution Professional, be and is hereby authorized
to do such acts, deeds and things as may be required or considered necessary on
incidental thereto."
Mr. Ankit Sareen, representative of Durlabhji Properties Pvt Ltd, also joined the meeting
through audio call for this resolution. The following voting was finally cast by the COC
members:-
Sr. COC Member Name Votes in favour Votes against Votes in abeyance
No. (%age) (%age) (%age)
1. Bank of Baroda 7.06% Nil Nil
2. Durlabhji Properties Private 0.26% Nil Nil
Limited
3. State Bank of India 92.68% Nil Nil
Total 100.00% Nil Nil
Since 100% of the total votes casted are in favour of the Agenda item, therefore, the resolution
is declared as approved.
6. To take note of the outstanding CIRP Cost and discuss on the immediate need of funds.
In the course of discussion on the issuance of Revised Form G, point was put forth before the
COC Members that there is no funds available to even meet the cost of issuance of Form G
with the company. On this, Mr. Vikash Kumar confirmed that the cost of such public
advertisement shall be paid by SBI.
It was further requested to the COC that no CIRP cost has been reimbursed by the COC
members due to which no funds are available to pay salaries/ wages to employees/ works or
even to meet petty expenses of the company. Also, neither the RP nor the Process Advisors
have received any fees for their services till date. Hence, it was again requested to the COC
members to provide funds to meet all such costs and COC has already approved such CIRP
Page 5 of 6
Costs up to 31.12.2019. To this, the representatives of SBI clarified that the same shall be
done in pro-rata with Bank of Baroda and other COC member.
They fu1iher requested the RP to submit a projected fund requirement for the succeeding 3
months for the COC members to understand and release the required funds. The RP agreed to
provide the same.
7. Vote of thanks
With no other business left to transact, the meeting concluded with a vote of thanks to the
Chairman.
VIVEK Digitallysigned
by VIVEK RAHEJA
Date: 2020.02.19
RAHEJA 18:01 :09 +05'30'
Page 6 of 6
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MINUTES OF THE SEVENTH MEETING OF COMMITTEE OF CREDITORS ("COC")
OF TRADING ENGINEERS (INTERNATIONAL) LIMITED (CORPORATE DEBTOR)
HAVING CIN U74899DL1972PLC108312 HELD ON THURSDAY, 4rn JUNE, 2020, AT
4:00 PM AT 908, 9TH FLOOR, D MALL, NETAJI SUBHASH PLACE, NEW DELHI -
110034 THOUGH VIDEO CONFERENCING
Page 1of8
A. LIST OF MATTERS TO BE DISCUSSED AND NOTED
'\
1. Mr. Vivek Raheja, Resolution Professional (RP) to preside over the meeting as
Chairman
Mr. Vivek Raheja, Resolution Professional ("RP") presided over the meeting and occupied
the chair. He welcomed the members to the Seventh Meeting of the Committee of Creditors.
The Chairman assessed the quorum for commencement of the proceedings of the meeting of
Committee of Creditors. The roll call was taken by RP and the attendance of the members
present was recorded in the attendance sheet.
After that, the chairman declared that the requisite quorum being present through VC, the
meeting could commence.
3. To take note and approve the minutes of the Sixth meeting of COC held on 17 111
February, 2020.
The RP stated that minutes of the Sixth COC meeting were already circulated with the COC
through email. Since there was no objection from any member of the COC, the minutes were
duly approved by the COC.
4. To take note of the appointment of Mis RNT and Associates as the Indirect taxes
Consultant for Mis Trading Engineers (International) Limited.
Page 2 of 8
1
The RP informed the COC members that in compliance of Notification No. 11 /2020 - Central
Tax dated 21.03.2020, he has invited EOis from various GST professionals to be appointed
as the GST Consultant for the company during the CIRP period wherein the appointed
consultant shall be responsible to ensure due compliances of the GST Law.
Basis the invitation floated by the RP, the following EO!s were received:-
Quotation*
S.No. Name of the Organisation Email ID
Lumps um Monthly
1 Tomar Bhandari & Co. carajneeshtomarfr/lvahoo.com
2,00,000.00 30,000.00
2 RK Bhalla and Co casurajbhalla I@gmail.com
2,00,000.00 30,000.00
.,.) Mukesh V Jain &
mL!l~eshjain3 l O]_~.com
Associates 2,00,000.00 30300.00
4 Tattvam advisors Tushar.mrgarwal@tattvamadvisors.com
1,75,000.00 25,000.00
5 Ram Vijay & Co ca.atul j inclal!n)outlook.com
1,75,000.00 30,000.00
6 Jindal Sharda & Associates sa:Ushj indal 1231ZDvahoo.co.in
2,50,000.00 35.000.00
RNT AND
7 rntand associates@ 2111ai1. com
ASSOCIATES 1,00,000.00 10,000.00
8 VIKAS GARG & CO taxwork 12J@g:mail.com
2, 10,000.00 25,000.00
u.hai ... sunnv(/Dvahoo.co.in
9 Sunny Ghai & Co.
sunnvsi.hai@outlook.com 1,75,000.00 25.000.00
The RP informed the COC members that basis the bids received, the lowest bid qualifies that
of M/s RNT AND Associates and accordingly, RP has appointed the same as the Consultant.
The COC members on this raised concerns over the fees quote and requested the RP to
renegotiate with M/s RNT AND Associates to reduce the said fees.
Accordingly, RP agreed to negotiate with the said consultant and place the final bid of the said
consultant before the COC in the next COC meeting for their clue consideration and
ratification.
Page 3 of 8
At this instance, it was pointed out to the COC by the RP that in regards to the factory land at
Bhagwanpur pe1'taining to Unit 2 of the Corporate Debtor, there has been an issue in the land
holding of the company as per the land records of the concerned state department. It was found
out just before the lockdown that the land records with the depaitment contested a part of the
said factory land to be owned by M/s Unitech Machines Limited. On enquiring about the same
from the COC members before the lockdown, no final conclusion has yet been made.
It was thereafter informed to the COC members that even during the period of lockdown, RP
and his team have made attempts to determine the actual ownership of the plots of land. For
this purpose, they have even sent mails to the suspended directors on osth April 2020 and
reminder mail on 15 111 May 2020 to which the response was received on 1gth May 2020 by
virtue of which, it is indicated that a portion of land situated on Khasra No. 248 belongs to
UM Autocomp Pvt Ltd.
Accordingly, the RP is in the process of further ensuring the actual ownership of the said
parcel of land since the same is an essential asset for the best possible Resolution of the CD.
A brief discussion on the same took place and thereafter, the same was taken note of by the
COC members.
5. To consider and take note of the change in Insolvency Professional Entity (IPE) for the
said process.
The RP informed the COC members that he has resigned from the directorship of M/s LSI
Resolution Private Limited and has been a part of M/s Osrik Resolution Private Limited since
then.
Hence, the IPE for the said process stands changed to M/s Osrik Resolution Private Limited.
Page 4 of 8
B. LIST OF MATTERS TO BE DISCUSSED AND VOTED
The RP brought to the attention of the COC that the last date for submission of Resolution
Plan was 5th April, 2020 with the CIRP period of 270 days ending on 13th ApriL 2020.
However, due to the National Lockdown imposed by the Central and State Government w.e.f.
23rd March 2020, there has been an abrupt stoppage of all business activities across the nation.
From the discussion of the RP and the Process Advisors with the PRAs, it was found that they
could not complete their due assessment and verification and thus, were in the process of
completing their Resolution Plans. However, since there has been an abrupt halt to the entire
economy, the said PRAs need time to restore their functioning and thereby complete their
assessment. Hence, a time period till 30th June 2020 is being sought from the COC members.
A detailed discussion on granting such extension took place amongst the COC members. The
representative of Bank of Baroda, Mr. Rajeev Kumar, enquired about the actual time lines for
Plan submission prior to lockdown and reasons for not receiving any Resolution Plan till date.
Basis the same, he was of the view that the PRAs should only be granted time frame which
would have been available with them as per the provisions of the IBC law, i.e. taking into
consideration the period of lockdown. Hence, no extension should be granted to the PRAs.
Further, the representative of SBI, Mr. Vikash Kumar, made certain enquiries into the matter
and thereafter suggested that in the interest of the process, it shall be advantageous to grant
extension to the PRAs.
Subsequently, the said issue was discussed futiher and it was thereafter, mutually agreed to
put the Resolution to vote to grant extension to the PRAs.
Hence, the following Resolution was put fo1ih the COC members for their approval:-
Page 5 of 8
,1
"RESOLVED THAT the consent of members of COC be and is hereby accorded to gnrnt
extension till 30th June 2020 for submission of Resolution Plan from the date of approval of
this Resolution.
7. To seek extension in the period of CIRP or exclusion from the CIRP period.
The said Resolution was discussed simultaneously with the above discussed Resolution. The
RP informed to the COC that the period of CIRP was expiring on l 31h April, 2020. But. by
vi1iue of national and state Iockdown imposed in the country, the period from 23rd March 2020
onwards has been excluded for the purposes of calculating the time limit for the completion
of the CIRP period. Accordingly, the period of national lockdown shall be excluded for the
calculation of the period of 270 days for the CIRP.
A brief discussion on the same took place. The COC members were initially of the view that
since no Resolution Plan has been obtained till date, it would be ideal to first allow the PRAs
to submit the Resolution Plans only till the available time frame (i.e. without any extension
discussed in Resolution No. 6 above) and accordingly, there would be no need to go for
extension in the CIRP period. However, on further discussions, it was mutually decided that
Page 6 of 8
for a better Resolution of the CD, the r-esolution for seeking extension in the CIRP period
should be put to vote.
Hence, the following Resolution was put forth the COC members for their approv_al:- __ _
"Resolved That the RP is hereby permitted to file an application to NCL T for granting
extension of the time of CIRP Period by 60 days beyond the date of completion of 270 days
after excluding the period of lockdown in the country due to the pandemic Novel Corona virus.
8. To take note and ratify the CIRP expenses for the period upto 30 1h April, 2020.
At first, the RP requested the COC members to kindly release the funds for running the CIRP
as was discussed in the previous COC meeting. The same was duly acknowledged by the COC
and Mr. Vikash Kumar from SBI confirmed to look into the same and do the needful.
Thereafter, the RP informed the COC members that he has shared the List of CIRP expenses
for the period upto 30 111 April, 2020 with all the COC members over the mail just before the
onset of the said COC meeting.
Basis the same, the RP requested the COC members to cast their votes for the following
resolution:-
''RESOLVED THAT all the expenses incurred by the Resolution Professional from
commencement of CIRP till 30.04.2020 be and are hereby ratified and approved."
Page 7 of 8
C. OTHER MATTERS
9. Vote of thanks
With no other business left to transact, the meeting concluded with a vote of thanks to the
Chairman.
Page 8 of 8
\
E-VOTING RESULTS OF FINANCIAL CREDITORS OF TRADING
ENGINEERS (INTERNATIONAL) LIMITED (COMPANY UNDER
CIRP) HAVING CIN U74899DL1972PLC108312 PURSUANT TO E-
VOTING HELD FROM 12:00 NOON ON 08.06.2020 TO 12:00 NOON ON
09.06.2020 FOR THE BELOW AGENDA ITEMS OF THE SEVENTH
COC MEETING HELD ON 04.06.2020
ITEM NO. 6
"RESOLVED THAT the consent of members of COC be and is hereby accorded to grant
extension till 301h June 2020 for submission of Resolution Plan from the date of approval of this
Resolution.
E-voting results
Sr. Name of the COC Member Votes in favor Votes for Abstained
No. (%age) against (%age) from voting
(%age)
1 Bank of Baroda, 7.06% Nil Nil
2 State Bank of India 92.68 Nil Nil
,.,
.) Durlabhji Prope1iies Pvt. Ltd. Nil Nil 0.26
Total 99.74% Nil 0.26
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 1 of3
J
ITEM NO. 7
"Resolved That the RP is hereby pennitted to file an application to NCL T for granting extension
of the time of CI RP Period by 60 days beyond the date of completion of270 days after excluding
the period oflockdown in the country due to the pandemic Novel Coronavirus.
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
Page 2 of 3
ITEM NO. 8
TO TAKE NOTE AND RATIFY THE CIRP EXPENSES FOR THE PERIOD UPTO
30TH APRIL, 2020.
"RESOLVED THAT all the expenses incurred by the Resolution Professional from
commencement of CIRP till 30.04.2020 be and are hereby ratified and approved."
E-voting results
Since more than 50% of the total votes casted are in favor of the Agenda item, therefore, the
resolution is declared as Approved.
VIVEK Digitallysigned
by VIVEK RAHEJA
CHAIRMAN
VIVEK RAHEJA Place: New Delhi
RESOLUTION PROFESSIONAL Date: 09.06.2019
TRADING ENGINEERS (INTERNATIONAL) LIMITED
IP REGISTRATION NO.: IBBl/IPA-001/IP-POOOSS/2017-18/10133
JD-2C, 2nd FLOOR, PIT AMPURA, DELHI - 110034
Page 3 of3
RIK
RESOLUTION PROFESSIONAL
TRl\DING ENCINEERS(INTERNATIONAL) LIMITED
CTRP)
REGN NO. - IBBI/ l/ 2017-18/101
RIK
I
Trading Engineers (International) Limited
_{l!~~~~~~!~~-~_():1]~<:>-~3:!_~-~-1!:~~~~~~~~-~f!~~~~!~_()~--~-1'.~~~-~~-~~~~~-~-~~?-~_<?-~_?J
2 J "g ('
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A. CONDUCT OF THE MEETING
• Notice along with all the annexures and explanatory statements of the
8th meeting of Committee of Creditors (COC) was sent to all the members
of COC and the Directors of the suspended Board of the corporate
debtor by electronic means i.e. on the email id as per the records
available.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID-19.
3 J agc
RIK I
LIST OF MATTERS TO BE DISCUSSED/NOTED
Item No. 1
l!:tem No. 2
Ref[ulatfons.2016.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the
quorum for the meeting of members of the committee shall be at least 33%
of the voting rights present either in person or by video conferencing or other
audio-visual means. After taking roll call, Chairman informed that most of
the members are present. Since quorum was complete, meeting was called to
order.
Item No. 3
Chairman informed that 7th Meeting of CoC was held on 4th June' 2020 and
minutes thereof were circulated on 6th June' 2020. Resolution Professional
had received certain suggestions as regards the minutes of the meeting from
process advisor accordingly after considering suggestions received, revised
minutes were circulated on 13th June' 2020. CoC members took note and
approved the same.
41 a g "-'
Item No. 4
Chairman informed that during the course oflast meeting, it was decided that
last date for submission of resolution plan is to be extended till 30th June'
2020 in view of several factors due to abrupt halt in the economy on account
of lockdown. This matter was put for evoting and accordingly last date for
submission of resolution plan was extended till 30th June' 2020. Accordingly,
all the PRA were duly informed of this extension.
Chairman presented to the CoC, the status of PRA who were part of final list
of PRA as published by RP:
SI
RIK
6. Hierank Sugar Industries Private No update has been
Limited provided.
Process advisor also stated the PRA have asked to resolve certain queries
which also revolve around same issue i.e. DG factory and land upon which
factory is built and certain portion of that land is owned by other group
companies i.e. UM Autocomp Limited.
After thoughtful discussion and considering the request received from PRAs,
it was decided that further extension of one month can be given to PRA,
during which issue with respect to land can be resolved and PRAs may be
given time to submit their resolution plan including Suncare who have
already submitted their plan. It was decided that matter regarding extension
of time period for submission of resolution plan shall be put to vote.
It was further decided that in order to expedite the process, the RP, CoC
members and process advisors should work collectively and CoC meetings
may be called on weekly basis. Process advisor also advised that in order to
resolve the issue of land and DG factory as stated above, options such as
RIK
group insolvency or taking simultaneous action under SARFAESI in other
group companies where CIRP has not been initiated etc. ca."l be explored.
Chairman took note of the same.
Chairman informed that during last meeting, it was decided that CIRP period
be extended and application is to be filed with NCLT. Accordingly, RP has filed
an application for extension of CIRP period, however the same is yet to be
listed with NCLT. CoC members took note of the same.
I
Resolution:
"RESOLVED THAT the consent of members of COC be and is hereby
accorded to grant extension of another one month for submission of
Resolution Plan"
RESOUYrION
81
RIK
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBI/IPA-001/IP-POOOSS/2017-18/ 10133
Director, Osrik Resolution Pvt Ltd
9f Pag~
RIK
(International) -~·,~~~
[Pursuant to Regulation 26(4) of IBBI {Insolvency Resolution Process for Ctn1wrate
Resolution No. 1
Since total votes casted in favour of the resolution were 99.74%, therefore
above resolution was passed.
Sd/-
VIVEK RAHEJA
RESOLUTION PROFESSIONAL
TRADING ENGINEERS(INTERNATIONAL) LIMITED
IBBI REGN NO. - IBBI/IPA-001/IP-POOOSS/2017-18/10133
RESOLUTION PROFESSIONAL
TRADING
Cil::(P)
IBBI REGN NO. - 1/ 1>-;I - 1
.l 101
1I a gt::
.. ····-·---···---------------------~
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Trading Engineers (International) Limited
{~~~~~~~~!~~-~-<??-:~?.~~~-~-~-~~~~~!!~~~-~-~~o-~~~~-<?.1:1..~~~~~-~~-~~~!!~..I.~~,-~g-~_6)_
8. Sanjay Garg -
9. Gaurav Joshi -
RIK
A. CONDUCT OF THE MEETING
• Notice along with all the annexures and explanatory statements of the
gm meeting of Committee of Creditors (COC) was sent to all the members
of COC and the Directors of the suspended Board of the corporate
debtor by electronic means i.e. on the email id as per the records
available.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID-19.
3 Ip il g <:.'
LIST OF MATTERS TO BE DISCUSSED/NOTED
Item :No. 1
The Resolution P:rofessfonall to take the Chair
Item No. 2
Chairman informed that during the last meeting, it was decided that issue
with regard to land where factory of CD is situated will be resolved during the
extended period for submission of plan. The surveyor engaged by RP has
visited the site and prepared the drawings and same has been submitted to
RP and shared with the COC members. Chairman further informed that for
remaining work of superimposition of khasra, report vvill be submitted by
surveyor after payment of amount and report from jurisdictional patwari.
5I ag <"
RIK
Chairman informed that during the last CoC meeting, it was decided that SBI
shall take up the matter within next 2-3 days with regard to release of margin
money that is deposited with SBI amounting to Rs. 3,82,40,615. Chairman
informed that he has been repeatedly following up with the state bank of
India for release of margin money. RP has already shared with SBI, legal
precedents on the very same subject matter, however, still no response has
been received. Mr. Anil Kohli also advised SBI that margin money is asset of
CD and its custody is to be given to RP for utilisation towards CIRP cost. Mr.
Vikash stated that opinion has been sought from their legal department who
will get back on this issue in 3-4 days. Mr. Anil Kohli stated that in a similar
matter, one delhi branch of SBI had already released the Margin Money. Mr.
Sandeep Garg advised Mr. Kohli to request the law officer of SBI, Delhi to
forward the legal opinion based on which margin money was released to Mr.
Vikash.
Chairman further informed that almost no CIRP cost has been paid since
commencement of CIRP i.e July' 19. All the employees and workers have not
been paid salary and wages for about a year now, because of which RP has
been facing hostile behaviour from them. The professionals, security agency,
GST Auditors, Statutory Auditors etc engaged by RP have also not been paid
any amount since commencement of CIRP. Chairman informed that recently
there was a theft incident at the factory of CD and 11 iron plates were stolen
by thiefs. Although these iron plates were brought back to the premises,
however police took it in their custody. Chairman also informed that he is in
process of filing complaint against the culprits with the police and retrieving
back these plates to the factory of CD. Further due to lack of funds, number
of guards deputed are not adequate and security agency has requested to
increase the guard strength. Mr. Vikash Kumar stated that they are in
process of releasing the funds and RP shall receive the funds within 1-2 day
from the meeting. RP took note of the same.
61 a gt::
RIK
Chairman informed that in the 7th meeting of CoC, it was decided that RP
shall negotiate the fee with the indirect tax consultant. After due
negotiation, RNT & Associates have submitted their revised quotation for
an amount of Rs. 90,000 as one time fee for completing all the pending
compliances and Rs. 10,000 as per month fee. In addition to this, RP has
engaged surveyor for topographical & Physical survey of building footprints
and Superimposition of Khasra Plan at a fee of Rs. 120000 plus taxes.
Chairman requested CoC to approve and ratify the said expenses.
Therefore following resolution was proposed for passing:
71 ag ie
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RESOLU1'ION
Chairman informed that he has received another Eol from New tech
Chemicals on 13th July' 2020 i.e. way beyond the timeline for submission of
Eol. Mr. Vikash enquired whether at this stage Eol can be considered. Mr.
Anil Kohli stated that at this belated stage Eol should not be entertained. CoC
members took note of the same.
VOTE OF THANKS
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBl/IPA-001/IP-POOOSS/2017-18/ 10133
Director, Osrik Resolution Pvt Ltd
'RIK
Resolution No. 1
Since total votes casted in favour of the resolution were 99.74%, therefore
above resolution was passed.
Sd/-
VIVEK RAHEJA
RESOLUTION PROFESSIONAL
TRADING ENGINEERS(INTERNATIONAL) LIMITED
IBBI REGN NO. - IBBI/IPA-001/IP-P00055/2017-18/10133
f
\RIK
RESOLUTION PROFESSIONAL
TFU\DING ENGINEERS(INTERNA LIMITED
CIRP)
IBBI REGN NO. - IBBI/IPA-001/ 17-18/10133
·······-----------------·------------------~~,~-
'RIK
Trading Engineers (International) Limited
_{~~~~~~~i~~-~-'?:t:P~~~~-~-~E:~~~~~~~~-~-e~?-~1!:t~_'?~_)?_~~~~-~~-1!:~~~~-I-~~?-~~-~-6}_
9. Sanjay Garg -
10 Gaurav Joshi -
21Page
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17 D.P. Goel Conquerent -
Controls System
Pvt Ltd,
Prospective
Resolution
Applicant
18 Jamshed Alam Conquerent -
Controls System
Pvt Ltd,
Prospective
Resolution
Applicant
RIK
A. CONDUCT OF THE MEETING
• Notice along "IN"ith all the annexures and explanatory statements of the
lOth meeting of Committee of Creditors (COC) was sent to all the
members of COC and the Directors of the suspended Board of the
corporate debtor by electronic means i.e. on the email id as per the
records available.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID-19.
RIK
LIST OF MATTERS TO BE DISCUSSED/NOTED
Item No. l
Item Mo. 2
Ree:ulations,2016.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the
quorum for the meeting of members of the committee shall be at least 33%
of the voting rights present either in person or by video conferencing or other
audio-visual means. After taking roll call, Chairman informed that most of
the members are present. Since quorum was complete, meeting was called to
order. CoC members confirmed presence of all the participants.
Item No. 3
Chairman informed that gth Meeting of CoC was held on 16th July' 2020 and
minutes thereof were circulated on 18th July' 2020. CoC members took note
and approved the same.
Item No. 4
Resolution of Co:ruo:rate debtor
The matter although was part of later item in the agenda, however same was
taken up for discussion initially as PRA were invited. Chairman informed all
·----------------·-------------·--- .. - ....
RIK
the CoC members, RP identified 7 PRAs who had submitted their EoI
alongwith EMD. However, due to current COVID-19 situation, till the last
date for submission of resolution plan i.e. 30th July'2020, RP has received
Resolution Plan from following 2 PRAs:
1. Suncare Formulations Pvt Ltd
2. Conquerent Control Systems Pvt Ltd
Chairman further apprised the CoC members that Bid bond amount for both
the resolution plan amounting to Rs. 50 Lakh each has been received. While
Suncare had already made a direct deposit of the amount to the account of
CD on 30th June' 2020, Conquerent has submitted a BG for an amount of
Rs. 50 lakh on 30th July' 2020. Chairman stated that both the resolution
plans have been received in a sealed envelope as was required under terms
of RFRP issued by RP.
The sealed envelope were displayed to both the Resolution Applicants and
chairman asked both the PRA to confirm whether the sealed envelope is the
same that has been submitted by them. Both the PRA confirmed the same.
Chairman after taking approval from CoC members, opened both the
envelopes containing resolution plan. After the Resolution Plans were opened,
RP suggested that PRA should give brief presentation on the business profile
of PRA and resolution Plans submitted by each of them. CoC members agreed
to the same. It was decided that while one PRA gives the presentation, the
other PRA should be asked to leave the meeting. Therefore, representative of
Suncare was asked to give their presentation and representative of
Conquerent were asked to leave the meeting room. After representative of
Conquerent left the meeting room, Mr. Sandeep Kedia gave presentation on
his resolution Plan which is as under:
Suncare Formulations Pvt Ltd - Resolution Plan
Mr. Sandeep Kedia informed that Suncare is engaged into manufacturing of
pharmaceuticals and other businesses such as retail etc. He stated that it is
their family run business and they are also setting up a medical college which
is near to the location of factory. He further informed that while preparing
the resolution plan they have taken few assumptions. Mr. Kedia stated that
the Unit II of CD is located in 2 khasra i.e. 246 and 24 7, out of which Khasra
61
No. 246 belongs to sister concerns of the CD. He further stated that their
assumption under the Resolution Plan is that they will get both the Khasra
under Resolution Plan as they want to run the factory which could be possible
only if they are given both the khasra. Mr. Sandeep Kedia stated that in
schedule of fixed assets, Ll-iere are tools and dies worth approx. Rs. 88 Lakhs,
therefore they have assumed that under Resolution Plan, same should be
given to them. Mr. Mangala clarified that as per terms of Information
memorandum, RA shall conduct their own due diligence while submitting
resolution plan and even for that matter they may conduct site visits and
physical verification etc and the assets a..11.d stock have to be taken on as is
where is basis.
As regards Unit III, Mr. Sandeep Kedia stated that the unit is built upon
Khasra No. 348,349, 350 and 351 which is owned by Corporate debtor but
within the boundry of Unit II, there is Khasra No. 34 7 which also belongs to
some of the group companies of Corporate debtor and under the resolution
plan they have assumed that this part shall also be given to them. He further
briefed about the financial proposal given by them which is as follows:
1. Total amount proposed under Resolution Plan is Rs. 15 Crore out of which
Rs. 12 Crore is for the assets of Corporate debtor and Rs. 3 Crore for
assignment of loans.
2. Term of Resolution Plan to be 360 days;
3. Breakup of Total amount of Rs. 15 Crore which includes Rs. 3 Crore for
assignment of debts is as under:
a. CIRP cost, currently estimated at Rs. 2.85 Crore to be paid in entirety
on actual basis within 30 days from approval of Resolution Plan;
b. Operational creditor to be paid an amount of Rs. 0.02 Crore within 30
days from approval of Resolution Plan;
c. Workmen & employees and unsecured financial creditors to be paid
Rs. 0.05 Crore and 0.03 Crore respectively within 30 days from
approval of Resolution Plan;
d. Secured financial creditors shall be paid an amount of Rs. 1.05 Crore
within 30 days, Rs. 2 Crore within 90 days and balance amount of Rs.
9 Crore within 360 days from approval of Resolution Plan.
Regarding assumption in Resolution Plan with regard to Unit II, Mr. Raman
Mangla suggested that long term lease or permanent transfer of land in
Khasra No. 246 can be an alternative. Regarding Unit III, Mr. Anil Kohli
suggested PR.L\ that RP can make the nishandehi in Unit III for identification
of area by PRA. Mr. B.S. Gupta stated that agreement on the basis of which
Units were earlier running should be continued. Mr. Anil Kohli requested the
CoC members and suspended directors to internally look into the previous
agreements which would be submitted by CD so that existing arrangement if
found suitable can be continued. Mr. Hargovind Sachdev stated that he will
look into the documents and revert.
After the presentation by Mr. Sandeep Kedia was over, he was asked to leave
the meeting room and representative of Conquerent were invited to the
meeting.
Mr. D.P. Goel and Mr. Jamshed Alam joined and Mr. Sandeep Kedia left the
meeting. Mr. Goel started the presentation by giving brief introduction of the
business of Conquerent. He stated that they have 2 factories in manesar and
they are into business of electrical control panel and they are in connected
line of business which corporate debtor is into., He further stated that their
earth systems are also approved by Ministry of defence and recently they
executed PO of INR 20 Crore with Ministry of defence. He stated that their
Plant & Machinery is also similar to what Corporate debtor has and since CD
also has pending orders from MoD, they can immediately operationalize the
unit after approval of resolution plan by NCLT within a very short span of
time. He gave brief financial proposal offered under Resoiution Plan which is
as under:
Conquerent Controls System Pvt Ltd - Resolution Plan
1. Total amount to be paid under Resolution Plan is INR 15 Crore and an
additional amount of Rs. 1 Crore to be paid by ARC to secured financial
creditors towards assignment of debts;
2. CIRP cost estimated at an amount of Rs. 3.70 Crore to be paid within a
period of 60 days from approval of Resolution Plan out of funds infused
by RA or by liquidating FDR available 'Ni.th SBI;
3. Employees & workmen and operational creditors to be paid amount of Rs.
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0.35 Crore and 0.35 Crore respectively v.rithin a period of 60 days from
approval of Resolution Plan;
4. Non-related party unsecured financial creditors to be paid an amount of
Rs. 0.02 Crore.
He stated that as regards land belonging to group concern in Unit II of CD,
same shall be given to RA under the Resolution Plan. As regards Unit HI,
Khasra No. 347 which belongs to group companies was not demanded by RA.
Further he stated that Unit III is not required and same shall be allowed to
be sold, proceeds of which shall be first utilized for extinguishing liabilities of
secured financial creditors.
After the presentation was over, RA was asked to leave the meeting and other
agenda items were taken up for discussion. RP stated that Resolution Plan
shall be handed over to process advisor for scrutiny and verifying the same
in accordance with provisions of IBC, 2016. Till the circulation of minutes,
Resolution Plans was shared with process advisor.
Item No. 5
Action t ... ken by RP
a . Completion of superimposition and sharing information with PRA
Chairman informed that as per discussion in previous meetings, RP
has got superimposition of Khasra of Land completed and same has
been shared with CoC members and PRAs. CoC members took note of
the same.
b. Discussion with suspende d director for coordination with
Edelweiss
Chairman informed that he has been in regular communication with
suspended directors for conducting a meeting with edelweiss. RP has
received mail from Mr. Sushant Chabbra who has assured that he will
ask edelweiss for a meeting for further discussion on the matter. RP
has specifically asked him to quantify the amount at which the land
can be given to the Resolution Applicant (RA), so that RA can take an
informed decision .Mr. Kohli suggested that once again a formal mail
should be sent to suspended directors specifying the issues. Mr.
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Sandeep Garg requested Mr. Chabra to quantify the amount that
I S-!2_
lte1T1 No 6
Chairman informed that this matter came up for hearing on 31 st July 2020.
Order h as been reserved in the matter and he will update the CoC as and
when the order is pronounced. CoC took note of the same.
Item No. 7
Release of Margin Mone y and funds for CIRP cost
Chairman informed that during the last Coe meeting, it was undertaken by
SBI that they will release the CIRP cost within a period of 1-2 day. SBI had
also confirmed that they shall resolve the issue with regard to margin money
within a period of 3-4 days. However till date no amount whatsoever has been
released by SBI. It has already been informed repeatedly to CoC members
that RP has been facing difficulties in CTRP process on a ccount of lack of
funds. Employees of the company have been sending frivolous emails to th e
Resolution Professional and even to the CoC members because of non receipt
of salary for the past 10-11 months. RP is not able to even meet out sma ll
expenses for repair of the orders already executed. RP was constraint to fil e
an application against SBI for release of margin money. Mr. Sudhir stated
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that they will resolve the issue by evening. Till the circu]ation of Lhese
minutes, RP has received an amount of Rs. 56.80 Lakh from SBI.
Item No. 8
To take note of CIRP cost
Till 31st July' 2020, the total unpaid CIRP cost amounts to Rs. 3. 70 Crore.
The CIRP cost includes saJary and wages of employees and workers, fee of RP,
advisor and ot her professional en gaged by RP. The working of CIRP cost was
circulated to CoC members.
Mr. Deepak Kumar stated that CIRP cost is on higher side and enquired about
the employees cost p er month. RP stated that per month cosl amount Lo
approx. Rs. 30 Lakh. Mr. Deepak enquired that employees cosl should have
been reduced by retrenching the employees in accordance with terms of their
contract a s the unit is n on-operational. RP stated that since commence men l
of ClRP, RP has been requested CoC members to provide funds so that unit
can be operationalized and in case operations are revived that workforce
would be requir ed. Moreover, as per IBC, 20 16, RP is required to keep the CD
as going concern and therefore retrenchment is not permissible as per
provisions of IBC, 2016. Further RP stated that even if retrenchment is done,
salary, gratuity etc of employees will need to be paid for which immediale
funds would be required. Mr. Vikash stated that considering the increasing
CIRP cost, RP should make staff assessment and same should be presented
in next Coe meeting. Mr . Deepak Kumar stated that after studying the
contract terms of employees, matter should b e discussed in next meeting and
expenses for CIRP cost should be curtailed. Mr. Rajeev Kumar stated that
detail of CIRP process has not been updated on the website of CD i.e.
u m grou p .in. RP clarified that umgr ou p.in is the website of UM group wherein
they have m entioned names of all the group companies of UM group and
details of CIRP process has been updated in website of CD i.e.
tradingengineers.in . RP h as also requested the personal of UM Auto group to
update the CIRP process details in website of UM group as well. RP also
clarified that the website pf UM group is not the property of CD.
At the junctur e, Mr. Deepak enquired whether RP has tal(en control and
11 11' a ~ e
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custody of the assets of CD. RP stated that factory is in his control and he
has deputed security agency at the site LO protect the assets. Entire plant has
been videographed at the time when RP took custody of plant. Mr. Deepak
enquired whether physical inventory has been taken by RP. RP stated that
since commencement of CIRP, RP has been requesting suspended directors
to provide FAR and inventory List and even filed application under section
19(2) however, RP has not received any documents.
12 I Pa g l:
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Item No . 9
Thus, for this purpose, an underta king of confidentiality was circulated among
CoC members so that Fair Value and Liquidation Value of the Corporate
Debtor can be shared electronically with members of COC in pursuant to the
Regulation 35 of the Insolvency and Bankruptcy Board of Indi a (Insolven cy
Resolution Process for Corporate Person s) Regulations, 2016.
To .!ftke !lO!~ of the Transaction Audit ReP.ort as ~ubmitted hY. Tra n~action
Auditor PVRN & Co .
Chairman informed that in pursuant to the Regulation 39 (2) of the JBBI (CIRP)
Regulations, 2016, the Resolution Professional is required to submit to th e
commiltee all resolution plans which comply with the requirements of the Code
and regulations made thereunder alongwith the details of followin g
transactions, if any, observed, found or determined by him: -
The Transaction Audit Report was shared among the COC members. CoC
members took note of the same.
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tq
RESOLUTIONS TO BE PASSED AT THE MEETING
VOTE OF THANKS
Since there was no other matter to be discussed, the meeting was concluded
with a vote of thanks by resolution professional.
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBI / IPA-001 / IP-POOOSS/2017-18/ 10133
Director, Osrik Resolution Pvt Ltd
CSJRIK
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Trading Engineers (International) Limited
J_Unde~~oin$ C~~po~ate_ Ins~_~yenc_y Re~~lu_~ion Proce~~--u_nd~!:_IBC, 2_~ 1 6}
9. CS Gaurav Joshi -
13 Sparsh Khandelwal -
31 1'.igc.>
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A. CONDUCT OF THE MEETING
• Notice along with all the annexures and explanatory statements of the
11th meeting of Committee of Creditors (COC) was sent to all the
members of COC and the Directors of the suspended Board of the
corporate debtor by electronic means i.e. on the email id as per the
records available.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID- 19.
Item No. 1
The Resolution Professional to takt-' the ~hair
Item No. 2
To al:tcertain the quorum of tht Meeting in a co. . tt.tncc w ith
p rovi->ions of Regulation 22 of The Jn•_ o vency and J .....1 4,,
India (Insolvency Resolution Proce:\,S for Coroorat
Repulattons ,2016.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of Indi a
(Insolvency Resolution Process for Corporate Persons) Regulations, 2016 , th e
quorum for the meeting of member s of the committee shall be at least 33%
of the voting rights present either in person or by video conferencing or oth e r
audio-visual means. After taking roll call, Chairman informed that most of
the members are present. Since quorum was complete, meeting was called lo
order. CoC members confirmed presence of all the participants.
Item No . 3
To take note of minu t es o f 1 1th CoC meeting
10th Meeting of CoC was held on 4th August' 2020 and minutes thereof we re
circulated on 6th August' 2020. Observation were received from Bank of
Baroda on the said minutes. Accordingly, revised minutes of lQth CoC
meeting is enclosed herewith as Annexure 1.
Item No . 4
Resolution of Corp orate debtor
Chairman opened the discussion and informed the CoC members tha t
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representative of both the PRA have been invited to the CoC meeting.
Chairman also apprised the CoC members that after last meeting, Resolution
Plans were sent to process advisor for scrutiny and verification of plan with
respect to its compliance under Section 30(2). Chairman requested the
process advisor to apprise the status of Plans. Mr. Himanshu from ARCK
Advisors stated that they had reviewed the Resolution Plans and after review
of plans they had sent their observation to respective PRA for correction of
the same in Resolution Plan. He further stated that corrections were made
by respective PRA and it is only last night that both the revised Resolution
Plans were received. Mr. Vikash Kumar from SBI requested RP that both the
PRA should be asked to provide detail of changes and any value addition done
by them in the Resolution Plan. Chairman suggested that changes and value
addition in the Resolution Plan should be informed one by one and
accordingly representative of one of the PRA should be asked to leave the
meeting room. After that representatives of Conquerent left the meeting room,
Mr. Himanshu from ARCK apprised the participants that there were some
deficiency in the Resolution Plan submitted by the Suncare and they have
cured the deficiency and no value additions as such have been made to the
Resolution Plan. He further went on to state that last time they had proposed
of debt assignment in the resolution plan in the favour of some ARC however
now they have clarified that they are proposing to take debt assignment in
their own name. Mr. Himanshu from ARCK gave brief detail of financial
proposal given by Suncare which is as under:
1. Total amount proposed under Resolution Plan is Rs. 15 Crore out of which
Rs. 12 Crore is for the assets of Corporate debtor and Rs. 3 Crore for
assignment of loans.
2. Term of Resolution Plan to be 360 days;
3. Breakup of Total amount of Rs. 15 Crore which includes Rs. 3 Crore for
assignment of debts is as under:
a. CIRP cost, currently estimated at Rs. 2.85 Crore to be paid in entirety
on actual basis within 30 days from approval of Resolution Plan;
b. Operational creditor to be paid an amount of Rs. 0.02 Crore within 30
days from approval of Resolution Plan;
61 1 ••• c.:
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RA but no assignment of debt is given which 2.85 Crore to be
and FDR lying with SBI to be foregone Paid towards CIRP cost,
by RA Workmen & employees
and unsecured
financial creditors to be
paid Rs. 0.05 Crore and
0.03 Crore respectively.
Operational Creditor to
be paid 0.02 Crore.
Remaining amount of
Rs. 11.05 Crore to be
paid to secured FCs.
3 If Khasra No. 246 and 347 are given to Rs. 17 Crore (Out of
RA, assignment of debt is given to RA which 2.85 Crore to be
and FDR lying with SBI to be foregone Paid towards CIRP cost,
by RA Workmen & employees
and unsecured
financial creditors to be
paid Rs. 0.05 Crore and
0.03 Crore respectively.
Operational Creditor to
be paid 0.02 Crore.
Remaining amount of
Rs. 14.05 Crore to be
paid to secured FCs.
.---~~~-.-~~~~~~~~~~~~~~~~..--~~~~~~~~ ~
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operationa l creditors to
be paid amount of Rs.
0.35 Crore. Non related
unsecured financial
creditor to be paid 0.02
Crore. Remaining
amount of Rs. 10.50
Crore to be paid to
secured FCs.)
3 If Khasra No. 246 and 347 are given to Rs. 16 Crore ((Out of
RA, assignment of debt is given to ARC which Rs. 3.70 Crore lo
and FDR lying with SBI to be foregone be Paid towards CTRP
by RA cost, Employees &
workmen to be paid an
amount of Rs. 0.35
Crore and 0.08 Crore
respectively and
operational creditors to
be paid amount of Rs.
0.35 Crore. Non related
unsecured financial
creditor to be paid 0.02
Crore. Remaining
amount of Rs. 11.50
Crore to be paid to
secured FCs.)
4 If Khasra No. 246 and 347 are given to Rs. 18.50 Crore (Out of
RA, discharge of PG & CG of Techno which Rs. 3.70 Crore to
Autocomponents Pvt Ltd and be Paid towards CIRP
Equitable Mortgage of Industrial Land cost, Employees &
and Building of M/s Techno Auto workmen to be paid an
Components India Pvt. Ltd., situated amount of Rs. 0.35
11 11 .l g c J
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at Plot no.21, sector 27C. Faridabad, Crore and 0.08 Crore
Haryana and FDR lying with SBI to be respectively and
foregone by RA operational creditors to
be paid amount of Rs.
0.35 Crore. Non related
unsecured financial
creditor to be paid 0.02
Crore. Remaining
amount of Rs. 14. 50
Crore to be paid to
secured FCs.)
Mr. Vikash Kumar from SBI staled as regards discharge of PG & CCT,
promoters need to discuss the same with lenders separately and they want
substantial improvement in the resolution plan. Mr. Hargovind Sachdev
stated that for transfer of land from their group companies to CD, they will
have to pay huge amount since their entire group exposure with edelweiss is
more than Rs. 500 Crore. He also stressed that CD has orders from Ministry
of defence and since national interest is involved, they are ready to give the
land to RA without which there would not be any sensible resolution of
corporate debtor. Therefore he stated that their requested should be
considered by lenders favourably.
Chairman stated that 29 1h August' 2020 is the last date of CIRP and Coe
members need to decide on approval of resolution plan at the earliest
considering the tight timelines ahead. Mr. Anil from ARCK stated that
another CoC meeting can be conducted on 25th August' 2020 and thereafter
voting can be done on plans. Mr. Vikash Kumar from SBI stated that any
matter regarding approval of Resolution Plan or liquidation can not be
decided within such short period and since there are 2 resolution plans which
are in active consideration by CoC, RP should file application with Hon'ble
NCLT for allowing a further extension of 30 days for resolution of corporate
debtor, whereas CoC/ RP will try to finalise the process as early as possible
before 15th September, 2020. It was decided that the resolution should be
12 11' .I ~
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passed to this effect so that RP can file an application immediately b efor e 1he
NCLT.
Other items forming part of agenda were not djscussed.
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1u... soLUTIONS TO RE PASSED A'r T HE MEET ING
Resolution 1
To authorize RP for flling of application for extension of CIRP llt:liod by
another 30 days
The above Resolution was put to voting. SBI and Bank of Baroda having voting
share 99.74% voted in favour of above Resolution. Though above Resolution
was passed as it attained requisite majority however in view of Regulation 25(5)
of CJRP Regulations, 2016, Chairman informed that since representative of
Durlabhji Properties Private Limited having voting share of 0.26% were not
present therefore the Resolution will also be uploaded for e -voting in order to
allow the creditor to cast their vote on the resolution.
Mr. B.S. Gupta from BoB informed that Mr. Anil Tyagi has been repeatedly
sending complaints and requested RP to look into the same. Chairman
informed that despite best efforts by RP to find out resolution of CD with
limited available resources, employees of CD have been creating hurdles for
I .t , ,. ,, : \.'
RP to complete the process. Chairman also informed thal employees have
been filin g frivolous complaints against him at various forums and have been
trying to derail the process. Mr. B.S. Gupta from BoB advised RP to respond
to them. Mr. Sandeep Garg requested CoC members to support the RP so
that process can be concluded smoothly. He also requested suspended
directors to ask employees to cooperate with RP. Mr. Su shanl Chabbra on
behalf of suspended director stated that they will try to explain employees
for not disturbing the CIR process.
VO'fE OF THANKS
Since there was no other matter to be discussed, the meeting was concluded
with a vote of thanks by resolution professional.
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBI/IPA-001/IP-POOOSS/2017-18/ 10133
Dire ctor, Osrik Resolution Pvt Ltd
15 I 1 I 't:
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E -Voting Results
Written Record of Summary of decision taken - 11 CoC tit
another 30 days
Since total votes casted in favour of the resolution were 99.74%, therefore
above resolution was passed.
Note:
*SB! and BoB had already voted in favour of the Resolution during the
course of meeting and e-voting window was lcept open only for Durlabhji
Properties Private Limited.
Sd/-
VIVEK RAHEJA
RESOLUTION PROFESSIONAL
TRADING ENGINEERS(INTERNATIONAL) LIMITED
IBBI REGN NO. - IBBI/IPA-001/IP-POOOSS/2017-18/10133
VIVEk RAHEJA
RESOLUTION PROFESSIONAL
TRADING ENGINEERS(INTI<:RNATIONAL) Ll~llTED (UNDER
CIRP)
!BBT REGN NO. - IBBI/IPA-001/IP-P00055/2017-18jl0133
1 I Pn g ~
- - -- --- ---·
4. Deepak Kumar,
Senior Manager
5. Vivek Raheja Resolution -
Professional
6. CA Raman Mangla Associates of -
Resolution
7. CA Sandeep Garg Professional -
8. JP Sanjay Garg -
9. CS Gaurav Joshi -
21 ,~
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17 D.P. Goel Conquerent -
Controls System
18 Jamshed Alam Pvt Ltd, -
Prospective
Resolution
Applicant
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A. CONDUCT OF THE MEETING
• Notice along with all the annexurcs and explanatory statements of the
12th meeting of Committee of Creditors (COC) was sent to all the
members of COC and the Directors of the suspended Board of the
corporate debtor by electronic means i.e. on the email id as per the
records available.
• No authorized representative has been chosen by the operational
creditor even though total debt from operational creditor is more than
total debt. The opportunity was given to operational creditors for
choosing one authorized representative among themselves.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID-19.
• In accordance with Regulation 23 of CIRP Regulations, RP had made
necessary arrangements to ensure uninterrupted and clear video or
audio and visual connection .
.t l P ag~
LIST OF MATTERS TO BE DISCUSSED / NOTED
Item No. 1
The Resolution Professional to take the Cha ir
As per Regula tion 24(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulalions. 2016, Lh c
Resolution Professional acted as the Chairperson of the meeting of the
Committee.
Item No. 2
To ascertain the q uorum of the Meetinp in a ccorda n ce with th<:
p rovisions of Regulation 22 of The Insolvency and Ban kruptcy Board of
India (Insolvency Resolution Process for Co rpo rate Personc)
Regulations,2016.
As per Regulation 22(1) of the Insolvency a nd Bankruptcy Boa rd of Indi a
(Insolvency Resolution Process for Corporate Persons) Regulations, 20 16, the
quorum for the meeting of members of the committee shall be at least 33°/o
of the voting rights present either in person or by video conferen cing or other
audio-visual means. After taking roll call, Chairman inform ed that most or
the members are present. Since quorum was complete, m eeting wa s called lo
order. CoC members confirmed presence of all the participants.
Item No . 3
To take note of minut es of 12th CoC meeting
Chairman informed that 11 th Meeting of CoC was held on 2 1st August' 2020
and minutes thereof were circulated on 22°" August' 2020 . CoC mem bers
took note of lhe same.
Item No. 4
Resolution of Corporate debtor
Chairman opened the discussion and informed the CoC members tha t
representative of both the PRA have been invited to the CoC meeting.
sI .1 ge
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Crore.
5. The term of Resolution Plan is 1 year.
6. The resolution plan also proposes assignment of debt in favour of SPV to
be created under Resolution Plan.
Mr. Sudhir Kumar from SBI requested clarification on protection of BG
matter and stated how amount of Rs. 3.90 Crore has been taken in the
resolution plan. Chairman informed that Rs. 3.90 Crore is the amount lying
with SBI as margin money. Mr. Sudhir Kumar enquired whether amount of
Rs . 56.80 Lakh released by SBI to RP is taken into account while calculating
figure of Rs. 3.90 Crore. Chairman replied that he has requested SBI by way
of email on multiple occasion to clarify whether amount released by SBI is on
account of CIRP cost or paid out of margin money, however till date no
response has been received. Mr. Sudhir clarified that the amount has been
paid out of margin money.
Mr. Himanshu further stated that in the resolution plan, applicant has
mentioned about transfer of land parcel by Sushant Chabbra and obligation
by each constituent of RA. Mr. Himanshu suggested that these are internal
matter of Resolution Applicants and may not be part of RA rather a MoU
within amongst RA can be executed.
Mr. Anil Kohli stated that there are some undertakings which are pending to
be received from both RA. Further based on above discussion, both RA can
submit their plans alongwith undertaking by next day and thereafter plan
can be shared with the CoC members alongwith minutes of the meeting. He
also suggested that during the next week, another meeting can be conducted
whether resolution plan can be evaluated using the evaluation matrix and
put to vote for approval by CoC. Participants took note of the same.
Item No. 5
Actions t a ke n by RP
a. Proceeding at NCLT
Chairman informed that during the last CoC meeting, it was decided that
RP should file application before NCLT for extension of 30 days in the CIRP
process. Immediately RP had filed application on 24th August' 2020 and
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the same was listed on 28th August' 2020. During the hearing, Hon'ble
NCLT was pleased to extend the CIRP till 30lh September' 2020. During th e
same hearing, application filed by RP for release of margin money was a ls o
listed. Hon'ble NCLT has issued notice to the respondent - SBI in the
matter and next date of hearing is 5th October' 2020.
In addition to above, one I.A. 3122/ 2020 filed by employees for release of
their salary was also listed for hearing on 4th September' 2020. During
hearing, Hon'ble NCLT has directed CoC to file compliance affidavit with
respect to direction given by NCLT to CoC vide its order dated 4th December '
2019. Next date of hearing in the matter is 30th September' 2020. CoC
members took note of the same.
b. Proceeding at NCLAT
Chairman apprised CoC members that Pioneer Rubchem Pvt Ltd had filed
an appeal before the Hon'ble NCLAT against the judgement of NCLT
wherein they were not allowed to participate in the resolution process. Th e
appeal was listed on 25th August'2020. Resolution Professional was
personally present through video conferencing and Hon'ble NCLAT
dismissed the appeal stating the same to be devoid of merits. CoC members
took note of the same.
c. Arbitration proceeding with UPPTCL
Chairman informed participants that presently there is an ongoing
arbitration proceeding before arbitration tribunal. Mr. Anurag Kumar has
been appointed as Arbitrator. RP is arranging lo prepare the claim p e tition
for submitting the same before arbitrator. Further RP has also released fee
of arbitrator amounting to Rs. 1 Lal{h. CoC members took note of the same.
Ite m No . 6
Te nder floate d by Air force
Chairman informed CoC members that client of corporate debtor, Air Force
has floated RFP inviting tender for 1 lKVA and 40 KVA DG Sets. Last da te
for submission of tender is 30th October' 2020. Chairman informed CoC
members that in order to participate in the tenders, funds would b e
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required which are currently not available. CoC members took note of t he
same.
Item No. 7
Release of funds for CIRP Cost
Chairman informed that RP has regularly been following up with the CoC
members for release of CIRP cost. SBI has released only INR 56.80 lakh in
the month of August' 2020. The salaries of employees have n ot been paid
after september' 2020. Besides other expenses such as profess ional fee of
various consultants, security agency and RP has also not been paid.
Chairman requested the Coe members to release some funds so tha t
salaries and other expenses can be paid. CoC member stated tha t they will
look into same.
9 1 Pag~
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RESOLUTIONS TO BE PASSED AT THE MEETING
Resolution 1
To approve and ratify expenses of Registered Valuer
Chairman informed that during the last Coe meeting, though above
resolution was part of Agenda of the meeting, however same was not taken
up. Therefore this matter was again placed for ratification by Coe.
Chairman informed that he had engaged 3rct valuer for class land & building
and Plant & Machinery. Their cost was placed for ratification by CoC.
Therefore, following Resolution was proposed for passing:
"Resolved that, professional fee of Registered Valuer as stated below be and
is h ereby approved & ratified and same shall form part of CIRP cost"
s. Quotation
No. Name of Valuer (INR) Class Other terms
GST and Out of
Land & pocket expenses
1 Vipan Kumar 55000 Building additional
GST and Out of
Plant & pocket expenses
2 Raman jeet Singh 65000 Machinery additional
Mr. Sudhir Kumar from SBI informed that Mr. Anil Tyagi has been sending
frivolous complaints again and again. Chairman stated that he has been
sending similar frivolous complaints at various forums and much time is
wasted in preparing replies to complaints by him at various forums. Mr.
Sudhir Kumar stated that at one hand RP is moving towards resolution of
CD, on the oth er hand such complaints are derailing CIRP process and he
suggested that Mr. Sushant Chabbra, director of CD can only persuade Mr.
~RIK
Anil Tyagi for not disturbing CIRP process. Chairman informed that although
RP as well as suspended director have requested Mr. Anil Tyagi to cooperate
with RP however despite assurances, he has bee repeatedly disturbing the
CIRP process. Chairman stated that they will again try to persuade him and
request him not to disturb the CIR process.
VOTE OF THANKS
Since there was no other matter to be discussed, the meeting was concluded
with a vote of thanks by resolution professional.
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBl/IPA-001 / IP-POOOSS / 2017 -18/ 10133
Director, Osrik Resolution Pvt Ltd
Il l Page
I
!
E -Voting Results
....._ ....,...............................- .... _,,_ _ _ __ _,
1
Written Record of Summary of decision taken
12t11 CoC Meeting of Trading Engineers
J (International) Limited
[Pursuant to Regulation 26(4) of JBBI (Insolvency Resolution Process for Corporate
_ _ Persons)_~eg~ation, 2016]
Resolution No. 1
92.68%
Since total votes casted in favour of the resolution were 99.74%, therefore
above resolution was passed.
Sd/-
VIVEK RAHEJA
RESOLUTION PROFESSIONAL
TRADING ENGINEERS(INTERNATIONAL) LIMITED
IBBI REGN NO. - IBBI/IPA-001/IP-P00055/2017-18/10133
a
~RIK
RESOLUTION PROFESSIONAL
TRADING ENGINEER8(INTERNATIONAL) LIMITED (UNDl~l~
CIRP)
IBBl REGN NO. - IBBl /lPA-001/IP-P00055/2017-18/ 10133
l I Pa g I.!
Trading Engineers (International) Limited
{~~~~~g~~~g- ~_<?!P?_~a~-~ - ~-~~~~y~~~Y. -~~~?-~~!~~_1?-__~1:~~~-~~ -~~~~~--1·~~!- ~_(?-~_?}
14 Sparsh Khandelwal - I
10% of total debt. The opportunity was given to operational creditors for
choosing on e authorized representative among themselves.
• The meeting was conducted through video conferencing mod e only du e
to current situation on account of COVID-19.
• In accordance with Regulation 23 of CIRP Regulations, RP had mad e
necessary arrangements to ensure uninterrupted and clear video or
audio and visual connection.
3 I l' a g ~
CSlRIK LIST OF MATTERS TO BE DISCUSSED/NOTED
Item No. 1
The Resolution Professional to take the Chair
Item No. 2
To ascertain the quorum of the MeetinP" in accordance \.li 1 the
provisions of Regulation 22 of The Insolvency and Bankruptcy Board of
India (Insolvency Resolution Process for Corporate Person~)
Regulations,2016.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the
quorum for the meeting of members of the committee shall be at least 33%
of the voting rights present either in person or by video conferencing or other
audio-visual means. After taking roll call, Chairman informed that most of
the members are present. Since quorum was complete, meeting was called Lo
order. CoC members confirmed presence of all the participants.
Item No. 3
To take note of minutes of 12th CoC meeting
Chairman informed that 12th Meeting of CoC was held on 10th September'
2020 and minutes thereof were circulated on 11th September' 2020. CoC
members took note of the same.
Item No. 4
To take note of action taken by RP
a. Sharing of fair value and liquidation value
Chairman informed that he had determined the liquidation value and fair
4 l l'ag~!
•
(S]RIK
value of corporate debtor in accordance with Regulation 35 of
IBBI(Insolvency Resolution Process for corporate persons) Reg ulations,
2016 and accordingly fair value and liquidation value was shared with the
CoC members after taking confidentiality undertaking from them. CoC
members took note of the same.
Item No. 5
Resolution of Corporate debtor
Chairman opened up the discussion by taking the COC through the efforts
made by RP in resolution of corporate debtor during the entire CIRP.
Chairman stated that during the entire CIRP process, RP had issued FormrG
3 times. Various dates when RP issued form G for inviting Resolution Plan
was 1st November' 2019, 22nd November' 2019 and 19th February' 2020.
Chairman further informed that pursuant to invilation made by RP, Lhere
were 7 PRA in total who had submitted their EOI alongwith EMD of Rs . 5
Lakh and were part of final list of Resolution Applicants. Of these 7 PRA, 2
had submitted their plan alongwith Bid bond guarantee of Rs. 50 Lal{h. The
Plans submitted by both the PRA i.e. Conquerent Control Systems Pvt Ltd &
Sushant Chabbra and Suncare Formulations Pvt Ltd have been discussed
and deliberated by CoC in 10th, 1 llh and 12th CoC meeting in presence of
respective PRAs. In the 11 tJ1 CoC meeting, both the PRA were asked to submit
their improved revised plans. The revised plans were submitted by both PRA
and were discussed in the 12th CoC meeting. In the 12th CoC meeting, it was
decided that process advisors would review the plans with respect to its
compliance under IBC, 2016. Process advisors had submitted their report on
compliance of resolution plan with respect to provisions ofIBC, 2016 on 11 111
September' 2020. The Plans by both PRA have been stated to be compliant
with the provision of IBC, 2016.
Mr. Anil Kohli from ARCK informed to the participants that the plans
submitted by both the PRA were compliant with the provisions of IBC, 2016.
Thereafter Mr. Kohli presented before the CoC, gist of both the resolution
plans. After presentation of gist of plans, Mr. Himanshu from ARCK presentep
Sl l'J~1.:
m
I 61 1
the evaluation matrix before CoC and based on the financial proposal of both
the PRA, scores were allotted as per quantitative parameters of the evaluation
matrix. As regards the qualitative parameters, the score as suggested by
process advisors were incorporated. Mr. Suclhir Singh requested that both the
PRA should be invited in the meeting and any possibility of further negotiation
can be explored. RP invited Mr. Sandeep Kedia, representa tive of Suncare
Formulations in the meeting. Mr. Sudhir Kumar asked Mr. Sandeep Kedia
from Suncare whether they can increase the financial proposal or any
reduction in the time period for payment can be done. Mr. Sandeep Kedia
from Suncare stated that they have already given their best proposal however
still they will revisit the plan and will submit the revised plan by the evening.
Chairman asked Mr. Sudhir whether any further query needs to be sought
from Suncare. Mr. Sudhir stated that there are no further queries.
Representative of Suncare left the meeting and Chairman invited other
resolution applicant i.e Conquerent Controls System pvt Ltd. Mr. DP Goel
joined the meeting. Mr. Sudhir Kumar from SBI enquired from Mr. DP Goel
whether any improvement in the resolution plan is possible. Mr. DP Goel
stated that they have submitted their best bids and there is no possibility of
further improvement. Mr. Sudhir requested if they can revisit the financial
proposal or reduce the timeline for payment. Mr. DP Goel stated that they will
submit their revised proposal by end of day. CoC members took note of the
same.
Afler representative of PRA left the meeting, RP requested the CoC members
whether they have any query with respect to the plans. Mr. Jayant Sahoo
enquired about the eligibility of one of the joint resolution applicant i.e. Mr.
Sushant Chabbra. Mr. Anil Kohli replied that CD falls under MSME as per
the provisions of MSMED Act and registration certificate as MSME has also
been submitted by PRA. Accordingly, PRA is compliant with section 29A of
IBC, 2016. Mr. Jayant further enquired whether assignment of debt as
proposed under the plan is permissible. Mr. Anil Kohli replied that ordinaril1
such assignment is permissible however they will check again and share
61 .1 r I.:
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opinion. Mr. Jayant enquired that there is variation in the valuation in the
valuation summary vis-a-vis the financial statements. Chairman replied that
valuers have mentioned their explanation in the report and same shall be
shared with the CoC members.
Chairman further requested from CoC that as per recent amendment in the
CIRP Regulations, a tie breaker formula is to be announced before putting the
plans for voting. CoC members deliberated on the issue and after due
deliberations, it was decided that in case equal votes are casted on both the
plans, plan in which highest amount is to be paid to secured financial
creditors is offered shall be considered as approved.
Thereafter Coe members discussed broad contours of the resolution plan for
assessment of feasibility and viability of the resolution plan. The financial
proposal, timeframe of payment and other aspects of the resolution plans
were discussed by and among the CoC members. On this assessment, CoC
members stated that as they have requested both the RA about revision of
plans and accordingly requested the process advisor to share the revised
evaluation matrix once revised plans are received from both the PRA. It \\ as
1
decided that since CoC would require internal approval from their committee,
e-voting window can be kept open till 28th September' 2020 and on the same
day another meeting could be conducted to finalize other aspects. CoC
members took note of the same.
Item No. 6
Approval of Plan for meeting Liquidation cost and assessment of sale ns
going concern
Chairman informed that in terms of Regulation 398 and 39C of CIRP
Regulations, certain decisions arc required to be taken by Committee of
Creditors while considering approval of Resolution Plan under regulations
398 and 39C of CIRP regulations.
Meeting Liquidation Cost - Reg 39B
Chairman apprised that as per Regulation 398 of CIRP Regulations, 2016,
while approving a resolution plan under sub-section (4) of section 30 or
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deciding to liquidate the corporate debtor under sub-section (2) of section 33,
the committee may make a best estimate of the amounl required to meet
liquidation costs, in consultation with the resolution professiona l, in the
event an order for liquidation is passed under section 33.
It was decided that this matter can be discussed in next Coe m eeting.
Item No. 7
Release of funds for CIRP Cost
Chairman informed that he has regularly been following up with th e CoC
members for release of CIRP cost. SBI has released only INR 56 la kh in the
m onth of August' 2020. The salaries of employees have not b een paid after
September' 2020. Besides other expenses such as professional fee of various
consultants, security agency and RP has also not been paid. Chairman again
requested CoC to look into the matter and release payment for meeting CIRf
cost. Chairman also requested from the state bank of india to release the
margin money deposited with them.
81 1'age
a.
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RESOLUTIONS TO BE PASSED AT THE MEETING
Resolution 1
To approve and ratify CIRP cost incurred till date
Chairman informed that during the CIRP, cost incurred by RP js to be ratified
by CoC and this forms part of CIRP cost. Accordingly, estimaled CIRP cost
till date was placed before CoC for their approval. CoC membe rs requested
RP to verify the records of employees whose salary is to be paid as part of
CIRP cost and negotiation can be done with e mployees drawing salary more
than the minimum wages. Therefore, following Resolution was proposed for
passing:
"Resolved that, CIRP cost as placed before CoC, be and is hereby approved"
Resolution 2
To approve Resolution Plan submitted by Conguerent Control System
Pvt Ltd and Sushant Chabbra (Joint Resolution Applica~
Resolution 3
To approve Re solution Plan submitted by Suncare Formulatio'ls fyt Ltd
As discussed in item No. 5, Resolution Plan submitted by Suncare
Formulations Pvt Ltd, is proposed for passing in terms of Section 30(4) of
Insolvency and Bankruptcy Code' 2016 . Therefore, following resolution was
proposed for passing with or without modification:
VOTE OF THANKS
Since there was no other matter to be discussed, the meeting was concluded
with a vote of thanks by resolution professional.
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limite d
IP Registration Number: IBBI/ IPA-001/IP-POOOSS / 2017-18 / 10 133
Director, Osrik Resolution Pvt Ltd
11 J l':t!!<:
~RIK
E -Voting Results
Written Record of Summary of decision taken
13th Coe Meeting of Trading Engineers
(International) Limited
(Pursuant to Regulation 26(4) of IBBI (Insolvency Resolution Process for Corporate
_ _ _ _ _ _ _ Pe~sons) 1._leg~la_!io~ 2g16l _
Resolution No. 1
Since total votes casted in favour of the resolution were 0%, therefo re a bove
resolution was not passed.
Resolution No. 2
Since total votes casted in favour of the resolution were 0%, therefore above
resolution was not passed.
~RIK
Since total votes casted in favour of the resolution were 0%, there fore a bove
resolution was not passed.
Sd/-
VIVEK RAHEJA
RESOLUTION PROFESSIONAL
TRADING E:NGINEERS(INTERNATlONAL) LIMITED (UNDER
CIRP)
IBBl REGN NO. - IBBI/IPA-001/IP-P00055/2017-18/101~3
J j t>agl.!
Trading Engineers (International) Limited
_{~~~~~g~!~~- ~~-l]~?-~~~-~ - ~-1:1-~~~~!:~~y -~~~~~~!~_C??..~~~~e~~ -~~~~~ ~~~,- ~'?_lf:l}
12 Sparsh Khandelwal -
21 P age
($.RIK
A. CONDUCT OF THE MEETING
• Notice along with all the annexures and explanatory statements of lhe
14th meeting of Committee of Creditors (COC) was sent lo all the
members of COC and the Directors of the suspended Board of lhe
corporate debtor by electronic means i.e. on the email id as per the
records available.
• No authorized representative has been chosen by the operational
creditor even though total debt from operational creditor is more tha n
10% of total debt. The opportunity was given to operational creditors for
choosing one authorized representative among themselves.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID-19.
• In accordance with Regulation 23 of CIRP Regulations, RP h a d m a de
necessary arrangements to ensure uninterrupted and clear vid eo or
audio and visual connection.
3 I I' a g l'
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LIST OF MATTERS TO BE DISCUSSED/NOTED
Item No. 1
The Resolution Professional to take the Chair
Item No. 2
To ascertain the quorum of the Meeting in accordance with the
p rovisions of Regulation 22 of The Insolvency and Bankruptcy Board of
India flnsolvenc y Resolution Process for Corporate Pe rsons\
Regulations,2016.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regul a tions, 201 6 , th e
quorum for the meeting of members of the committee shall be at least 33%
of the voting rights present either in person or by video confe rencing or other
audio-visual means. After taking roll call, Chairman informed that m ost of
the members are present. Since quorum was complete, meeting wa s called to
order. CoC members confirmed presence of all the participants.
Item No. 3
To take note of minutes of 13th Coe meeting
Chairman informed that 13th Meeting of CoC was held on 22 11d Septe mber'
2020 and minutes thereof were circulated on 24 111 September' 2020. The
Evoting windows were kept open from 24th September' 2020 at 02 :00 PM to
30th September' 2020 at 12:00 P.M. Evoting result s were circulat ed to th e
CoC membe rs on 30th Sep 2020 at 12:14PM. CoC members confirmed a n d
ratified the minutes of 13th CoC Meeting.
Item No. 4
To take note of action taken b y RP
41p .1 g c
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a. Filing of application with NCLT for extension of pe riod by 2 We e ks
Chairma n informed that h e h a d received a request on 24Lh Sep tern b er ' 2 b20
from Bank of Baroda as under:
"Dear sir,
With reference of E Voting for Resolution Plan received from two Prospective
Resolution Applicant namely Ml s. Suncare Formulations Pvt Ltd and M/ s.
Conquerent Control System, which shall be concluded at 02:00 PM on
28/ 09/2020, it is to inform you that we have received Final Resolution plan
on 23. 09.2020 further we have not received distribution sheet till date. Since
the Resolution plan is under consideration and it will require some more time
for getting approval from competent authority, which may exceed the due
date of 30. 09.2020. as such we request you to extend voting date f or one
week and to file extension of CIRP application for minimum 2 w ee/cs enabling
the COC members to get the plan approved and filing with the NCLT.
Regards
Assistant General Manager
Bank of Baroda
SAM Branch, New Delhi"
Chairman further informed that upon request made by BoB, h e has fi led
an urgent application before NCLT on 2 s u1 Septe mber' 2 0 20 seeking
extension of 2 wee ks. Cha irman fur ther informed that said applica tion has
not been listed so far. CoC members took note of the same.
Item No. 5
Resolution of Corporate debtor
Chairman informed that during the last m eeting, final discuss ion on the
resolution plans were held. Subsequent to that, after receipt of revised
resolution plans, e-voting window were kept open by RP from 24th Sep tember'
2020 02:00 PM to 28th September' 2020 02:00 P.M. However on th e request
received from Bank of Baroda, evoting wa s extended till 30th September ' 2020
12:00 P.M. Chairman informed that h e has circula ted t h e e-voting results
and none of the CoC members have voted in the resolutions, accordingly
SI 1 a g ..: l l
~~~~~---~~
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resolution proposed for approval of resolution plans have not been approved.
Chairman further apprised the CoC members that it is the last clay of CIRP
and also apprised the consequential legal position in this regard. Mr. Sudhir
Kumar from SBI stated that they could not vote on the resolution plan for
want of internal approval from their competent authority. He further stated
that earlier the account of CD was being handled by Mr. Vikash Kumar, AGM,
AMT, Mumbai however recently he was tested COVID positive and is under
quarantine. Due to this, the account is now transferred to a new team led by
Mr. Neelkantan, AGM. He stated that because of all these unprecedented
situations, they could not get approval from their competent authority. He
also stated that they have prepared the proposal for consideration of
resolution plan by competent authority. Mr. Anshu from Bank of Baroda
stated that they also could not vote in the e-voting due to approval from their
competent authority. Chairman stated that extension application filed by RP
is likely to be listed on Monday Slh October' 2020 i.e. after the 330 clays
period. Mr. Neelkanthan from SBI stated that Coe would support RPs
counsel before the NCLT for seeking extension of time so that CoC can take
a considered decision on resolution plans received by them. Counsel for RP
suggested that Coe can also file an application for seeking extension of
period, however CoC members suggested that it would be appropriate that
counsel of CoC would support the RPs counsel in proceeding before NCLT for
seeking extension. Chairman requested that counsel of CoC can coorclinale
with RPs coun sel to coordinate in this regard. CoC members took note of trye
same.
Mr. Anshu Kumar from Bank of Baroda stated that they have some
observation on the distribution sheet prepared by RP/ Process advisor and
stated that notional liquidation cost should not be taken into account while
calculating adjusted liquidation value. Mr. Anil Kohli from ARCK Advisors
LLP stated that section 30(2) provides for deduction of liquidation cost
therefore they have taken that assumption. Mr. Anshu from BoB stated that
they have disagreement on this aspect and they have also taken their legal
opinion. Chairman apprised the CoC members that deciding the manner of
6 11'.igc
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distribution is in the domain of Committee of creditors and distribution sheel
as prepared by RP/ Process advisor is suggestive in nature. Chairman
requested the CoC members to discuss and finalise the distribution sheet.
CoC members took note of the same .
7 1Pa !?t'
<:sJRIK
RESOLUTIONS TO BE PASSED AT THE MEETlNG
VOTE OF THANKS
Since there was no other matter to be discussed, the meeting was concludeal
with a vote of thanks by resolution professional.
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBI / IPA-001/IP-P00055/2017-18/ 10 133
Director, Osrik Resolution Pvt Ltd
8 1J>a gi.:
~RIK
\ 'TVI-:K RAHE.JA
RESOLUTION PROFESSIONAL
TRADING ENGINEERS(INTERNATIONAL) LIMITED (UNDER
CIRP) .
IBBI REGN NO. - IBBI/JPA-001/IP-POOOSS/2017-18/101~33
JI Page
~RIK
Trading Engineers (International) Limited
_{~~~~~~~~~~-~-~!P.?_~~~-~ - ~-1:1-~~~~!:~~Y. -~~~?-~~~~~~--~~~~e-~~ -~~~!:~- I_~~!- ~~-~-~_}-
Sr. Manager
6. CA & IP Vivek Resolution - I
Raheja Professional
7. CA Raman Mangla Associates of -
Resolution
8. CA Sandeep Garg Professional -
I
9. IP Sanjay Garg -
10 Mr. Anil Kohli ARCK Advisors - I
LLP
11 CA Himanshu -
Guo ta
12 Mr. Pratham Sethi -
13 Mr. D.P. Goel, Conquerent -
Director Controls
Svstem Pvt Ltd I
2 11 .1 g c
~RIK
A. CONDUCT OF THE MEETING
• Notice along with all the annexures and explanatory sta tements of th e
15th mee ting of Committee of Creditors (COC) was sent to all the
members of COC and the Directors of the suspended Board of th e
corporate debtor by electronic means i.e. on the email id as per th e
records available .
• The meeting was conducted through video conferencing mode only di.i1e
to current situation on account of COVlD-1 9 .
• In accordance with Regulation 23 of CIRP Regulations, RP h ad made
necessary arrangements to ensure uninterrupted and clear video or
audio and visual connection.
3 I1 a p t'
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LIST OF MATTERS TO BE DISCUSSED / NOTED
Chairman informed that the CIRP process of Corporate debtor with respec t to
consideration of Resolution Plan could nol proceed after last CoC meeting held
on 30th September' 2020 as the application filed by Resolution Professiona l
for extension of CIRP period by 2 weeks was rejected by NCLT. Chairma n
informed that the current CoC meeting had been called pursuant to appeal
allowed by Hon'ble NCLAT vide order dated 2nd February' 2021 and granting
of 2 weeks time in the CIRP.
Item No. 1
The Resolution Professional to take the Chair
Item No. 2
To ascertain the quorum of the Meeting in accorda nce with tlJ
provisions of Regulation 22 of The Insolvency and Bankruntcy Board of
India Insolvenc Resolution Process for Cor ora t e Persons
Regulations,2016.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the
quorum for the meeting of members of the committee shall be at least 33°/c)
of the voting rights present either in person or by video conferencing or other
audio-visual means. After taking roll call, Chairman informed that most of
the members are present. Since quorum was complete, meeting was called tc;>
order. CoC members confirmed presence of all the participants.
Item No. 3
To take note of minutes of 14th CoC meetine;
Chairman informed that 14th Meeting of CoC was held on 30th September'
4 1Pacc
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2020 and minutes thereof were circulated on same day. CoC members are
requested to confirm and ratify the minutes of CoC meeting.
CoC members confirmed and ratified the minutes of 14th CoC Meeting.
Item No. 4
To take note of action taken by RP
a . Filing of various applications with NCLT for extension of period by 2
Weeks
Chairman informed that he had filed application for extension of CTRP by
2 weeks on 25th Septe mber' 2020. As the application was not listed and
even if listed could not come upon board, RP had moved application for
urgent listing on various dates and the same were listed for h earing on 5th,
9t11 , 12th and 23rc1 Oct 2020 but could not be h eard due to pauc ity of time,
finally the application was heard on 23rc1 Nov 2020 and it was directed by
Hon'ble NCLT that a detailed application narrating the entire facts may be
filed. Pursuant to the directions of Hon'ble NCLT an application was filed
for extension detailing the circumstances due to which extension of CIRP
was required. This application came for hearing on 2°c1 Dec 2020 but again
could not be heard due to paucity, then again an urgent a pplication was
filed and the same came for hearing on 8th Dec 2020 where the order was
reserved. This order was pronounced on 2 3rd December 2020 and was
uploaded on the website on 29th Dec 2020 rej ecting th e application for
extension of CIRP. CoC members took note of the same.
Item No. 5
Resolution of Corporate debtor
Chairman apprised the CoC members that Hon'ble NCLAT has allowed a
period of 2 weeks from 2nc1 February' 2021 for completion of CIRP, therefore
Chairman presented the developments h eld so far during the CIRP with
regard to resolution plan received during CIRP and placed before the CoC.
SI agt:
S. No. Date of event Particulars
I
Chairman informed that the Resolution Plans of both the PRA i.e. Conquerent
Control System Pvt Ltd and Sushant Chabbra (Joint Resolution Applicant)
6 I Pa ge
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and Suncare Formulations Pvt Ltd have already been discussed at length by
the CoC members. Mr. Himanshu from team of process advisors presented
gist of Resolution Plans before the CoC. Mr. Himanshu proceeded with
presenting the gist of plan of Conquerent first. He stated that signed
Resolution Plans states that in case CIRP cost is more than Rs. 3.70 Crore,
same shall be paid out of amount proposed towards financial creditors.
However he apprised the participant that the Resolution Applicant had
verbally in a CoC meeting stated that they would bear any extra cost beyond
Rs. 3.70 Crore. Representative of SBI also stated that RA had commitlGd
regarding bearing of the entire CJRP cost. Mr. Kohli from ARCK suggested
that PRA may be invited to CoC meeting to seek clarification in this regard.
Chairman called Mr. D.P. Goel and he stated that since he is in Sonipat where
internet services are shut down, he can join the meeting by way of Audio call.
Chairman requested Mr. Goel to clarify regarding payment towards CIR?
cost. Mr. Goel stated that he did not make any commitment towards payment
of entire CIRP cost and in their plan they had stated that any upside or
downside in CIRP cost shall be adjusted from payment proposed for secured
financial creditors. Mr. Kohli from ARCK stated that in case PRA does not
agree to pay the entire CIRP cost then it would leave the secured FC in
uncertainty as to what amount they would be receiving. Mr. Goel replied that
his proposal envisaged consideration of Rs. 27 .60 Crore and h e should not
be burdened with additional cost which he may incur due to delay in approval
of plan by NCLT. Chairman informed Mr. Goel that Banks will take approval
only with respect to a certain amount that they will receive under Resolution
Plan therefore as such PRA should provide a certain amount which ~houlcl
Mr. Goel replied that since he is in Sonipat and he did not have access Lo
internet therefore he should be given 1 day time to revert. Chairman
requested Mr. Goel to expedite the matter as NCLAT has given only 2 weeks
time to finalise everything. After Mr. Goel left the meeting, representative from
SBI and BoB suggested that PRA should be given an indicative amount of
CIRP cost which shall include actual CIRP cost till date and estimated CTRP
71 1' .lg c
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cost for 3 months so as to allow him to take decision. It \Vas decided that as
the matter regarding CIRP cost is yet to be resolved, therefore resolution
proposed in the meeting can b e d eferred till next CoC m eeting and till then
RP /Process Advisor would resolve the m a tter with respect to CIRP cost with
the PRA. It was decided that n ext CoC meeting can be scheduled on coming
Wednesday /Thursday. Coe members took note of the same.
Chairman stated that since matter regarding Resolution Plan is not being put
to vote, CoC may discuss the distribution sheet prepared by process advisor.
Distribution sheet was placed before CoC and process advisor explained the
distribution sheet. Representative of BoB stated that he has one observation
with regard to liquidation cost being deducted as notional cost wh ile
calculating liquidation value calculated for distribution in case any of the
secured financial creditor dissents. Mr. Kohli from ARCK replied that as per
section 53, liquidation cost has to be paid and if any FC is dissenling to
approve a reso lution plan which would in other words mean that he is
approving the liquidation. Representa tive of BoB stated that in one of the
cases, NCLT has passed an order and it was decided in that matter that
liquidation cost should not be deducted. Chairman requested him to share
copy of the order.
Chairman fur ther apprised the Coe m embers that claim of SBI included
claim of Rs . 54.78 Crore towards fund based and Rs. 17.53 Crore towards
non fund based facility. It was apprised by Chairman that during the ClRP,
certain bank guarantees have been invoked which h as resulted in payment
of BG obligation by SBI and thus non- fund based facility to that extent has
been converted into fund based. Chairman advised that SBI may file their
revised claim, if so desired by them and accordingly distribution may change.
SBI representative stated that they will take legal opinion on both the above
matters and accordingly take a call. Participant took note of the same.
81 Pagc:
r - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - ------ - - - - -
c:s;RIK
VOTE OF THANKS
Since there was no other matter to be discussed, the meeting was concluded
with a vote of thanks by resolution professional.
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBI/IPA-001/IP-POOOSS / 2017-18 / 10 133
Director, Osrik Resolution Pvt Ltd
9 11'a gc
a
~RIK
1I Pag~
CSJRIK
Trading Engineers (International) Limited
_{_~~~~-~~~!~~- ~-~!~?.r~~~- ~-f:l:S~~~~~~Y:-~~~?.~~~~~~- -~~~~~-~~ -~~~~~- ~~~?. :?.C?.~_f?)_
21 di:' ~
•
21~
(S]RIK
A. CONDUCT OF THE MEETING
• Notice along with all the annexures and explanatory statements of tpe
16th meeting of Committee of Creditors (COC) was sent to all the
m embers of COC a nd the Directors of the suspended Board of the
corporate debtor by electronic means i.e. on the email id as per the
records available.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID-19.
• In accordance with Regulation 23 of CIRP Regulations, RP had made
necessary arrangements to ensure uninterrupted and clear video 9r
audio and visual connection.
3I Page
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LIST OF MATTERS TO BE DISCUSSED/NOTED
Item No. 1
The Resolution Professional to take the Chair
Item No. 2
To ascertain the quorum of the Meeting in accordance with the
provisions of Regulation 22 of The Insolvency and Bankrupccy Board of
India (Insolvency Resolution Process for Co1·poratc. Person~'
Regu lations,2016.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulations, 201 6, the
quorum for the meeting of members of the committee shall be a t lea st 33%
of the voting rights present either in person or by video conferencing or other
audio-visual means. After taking roll call, Chairman informed tha t m ost of
the members are present. Since quorum was complete, mee ting wa s called to
order. CoC members confirmed presence of all the participants.
Item No. 3
To take note of minutes of 15th CoC meeting
Chairman informed that 151h,Meeting of CoC was held on 4 111 Fe brua ry' 2 0 2 1
and minutes thereof were circulated on 6 th February' 2021.
CoC members confirmed and ratified the minutes of 15th CoC Meeting.
Item No. 4
Resolution of Corp orate debtor
Chairman informed that during the last meeting of CoC , matter rega rding
resolution plans were discussed at length by CoC. Chairman informed to the
4 l l'al'C
~RIK
participants that as discussed in the last Coe meeting, RP had
communicated the actual CIRP cost plus estimated CIRP cost for next fol1r
months was communicated to the PRA. Mr. Kohli from process advisor team
stated that PRA has to a certain extent agreed to the request of CoC members
and requested Chairman to invite the PRA to meeting to have clarity on the
matter. Chairman invited Mr. D.P. Goel from Conquerent Control Systel1)1S
Pvt Ltd to the meeting room. Mr. Kohli from process advisor team request~cl
Mr. Goel to present their proposal as regards the CIRP cost matter. Mr. Goel
stated that his first proposal would be that CIRP cost over and above Rs. 3.70
Crore should be borne equally by the CoC members and PRA. Mr.
Neelkanthan, representative of SBI replied that they have already taken
approval from their internal committee and any modification in Resolution
Plan will not meet the terms of approval received by them therefore they \".rill
have to go back lo their committee and seek a fresh approval which can not
be done considering the time left in CIRP. Mr. Kohli suggested that RA should
immediately send an addendum regarding what they are proposing so thal
CoC members have a better clarity. Mr. Goel agreed and during the meeting,
an email was received from PRA where they had enclosed addendum to lheir
Resolution Plan. The addendum was read out by process advisor which
included 3 major points as under:
1. CIRP cost Lill the date of approval of Coe shall be borne by PRA;
2. Workers should be relieved from employment immediately after approval
of Resolution Plan by CoC as the plant is non-operational;
3. RA shall be handed over the possession of plant after approval of plan by
CoC.
At this juncture, Mr. Kohli from ARCK explained to Mr. Goel that CoC
members can not accept a plan which would reduce even a single rupee~
from the amount for which they have taken approval. Mr. Neelkanthan again
clarified that this kind of addendum is not acceptable to them as Lhe CIRP
cost needs to be paid in actual upto the dale of passing the Resolution Plan
by NCLT. Further Representative of SBI stated that condition regarding
handover of plant upon approval by CoC was not part of original plan and
SI Pa re
CSJRIK
also it would not be appropriate to hand over the plant to PRA upon approval
of plan by CoC. Mr. Kohli stated that plant can be handed over to PRA unde r
the supervision of RP and in other assignments also in which he is Resolution
Professional permissions have been given by the CoC. Representative of B ~ B
informed that even if such condition is accepted by CoC, RP shall only have
complete control on the cash flow till plan is a pproved by NCLT. RP confirmed
that even if the permission is given then also complete control will of the RP
on the assets and cash flow of the corporate debtor.
Mr. Kohli explained to the PRA that there \vould not be much CIRP cost to be
borne by the PRA as according to their addendum, workers/employees wou~d
be relieved which would significantly reduce the CJRP cost. He further sta ted
that since suspended directors are also joint Resolution Applicant, there fore
this would give th em an edge to settle with the workers/ employees. Mr. Kollli
requested PRA to submit revised addendum including the clause with regard
of payment of entire CIRP cost by PRA till approval of NCLT Order. Mr. Goel
stated that they shall share the same. He further stated that CIRP cost s hall
be p a id by them after due verification by RP more specifically with respec t to
employees/ workers salaries. After few minutes, RP received an email from
PRA wherein they had enclosed an addendum that CIRP cost till date of NCLT
approval shall b e paid by PRA. Representative of SBI enquired how
workers/employees can be relieved. Representative of ARCK suggested tha t
settlement can be done by PRA with workers/employees with the help of
suspended board and PRA with the help of suspended board will be able to
convince them to receive their settlement amount after the approval of pla n
by NCLT.
Mr. Himans hu from ARCK informed that since now the PRA has a greed t o
pay the entire CIRP cost therefore now the Resolution Plan remains a s it is
for which CoC has taken approval. He further informed to the CoC membe rs
that Resolution Plan is compliant as per Section 30(2) and accordingly pla n
can be put to vote under section 30(3) of IBC' 2016 .
6 ! P<ig1.,
2 27-
CSlRIK
Representative of SBI stated lhat since there are 2 new clauses in the
addendum received from PRA and as the competent authority is not available
today, another COC meeting can be conducted on 15th Feb' 2021 i.e. MondFt-y
afternoon wherein they would come back in the CoC meetin g with th eir
decision.
Representative of ARCK stated that they can present the distribu tion sheet
to which CoC members suggested that same can also be done on Monday
only in the next CoC mee ting. Accordingly, SBI representative suggested that
meeting can be concluded and resolutions being part of agenda of m eeting
can be deferred to be voted in the next meeting
Therefore meeting was concluded and it was decided that next meeting would
be conducted on Monday at 12:00 PM.
7 1Pauc
~RIK
RESOLUTIONS TO BE PASSED AT 1'HE MELTING
VOTE OF THANKS
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBI/IPA-001/IP-P00055/2017- 18/ 10133
Director, Osrik Resolution Pvt Ltd
81 '.igl.
a
(IB)-1416(ND)2019
CORAM:
PRESENT:MR.L. N.GUPTA MS. INA MALHOTRA
HON'BLE MEMBER(T) HON'BLE MEMBER (J)
Ld. Counsel for the RP prays for fresh directions to effect notice in CA
149 /2020 filed under Section 19(2l(3) of the Code. Let steps be taken to server
e;if;
the respondents returnable on th February 2020.
-~~- _~f~ ~
(L. N. \JGupta)
--- (Ina Malhotra)
Member (T) Member (J)
{Sapnal
IN THE NATIONAL COMPANY LAW TRIBUNAL: NEW DELHI
COURT-II
Item No . 202
(IB)-1416(ND)2019
IA/3436/2020
IN THE MATTER OF:
CORAM:
PRESENT:
Mr. Siddharth B, Advocate for RP
Ms. Anmol. Advocate for Corporate Debtor
IA-3436/2.0 20: The prayer is for seeking extension of the CIRP period for a
further period of one month on the ground of the lockdown thal continued
with certain restrictions till the June end. It is noted that the extension that
was given earlier is stated to expire at the end of this month. Resolution Plan
is reportedly under consideration of CoC.
(Ginni)
In view of the above, CIRP is extended for a further period of 30 days i.e. till
the 30th September, 2020 with a direction to the Resolution Professional to
expedite submission of Resolution Plan, if any and it may be noted LhaL no
further extension will be granted in the matter. Accordingly, the IA stands
allowed .
-~o\~ -serf~
(L. If. GUPTA) (CH. MOHD.SHARIEF TARIQ)
MEMBER (T) MEMBER (J)
{Ginni)
a.
VIJAY PUROHIT
BLOCK NO. GH-9 , FLAT N0.108
PASCHIM VIHAR,
NEW DELHI-110063 ... FINANCIAL CREDITOR
VERSUS
TRADING ENGINEERING (INTERNATIONAL) LIMITED
PLOT N0 .35P, SECTOR-44,
GURGAON- 122002, HARYANA ... CORPORATE DEBTOR
Page 1of7
(18) 1416(N0)/2019
"""""012020 (
..
ORDER
AS PER MR. ABNI RANJAN KUMAR SINHA, MEMBER (JUDICIAL}
Page 2 of 7
of Resolution Plan. The said officer did not attend the office
Page 3 of 7
(113) 1416{N0)/2019
IA/ 5258 (ND) 2020
resumed his office after 8.10.2020, an Internal Committee
the period was excluded and extended period was granted Lill
India being the Financial Creditor holding over 90% voting share
and Mr. Vikash Kumar, AGM, SBI who was negotiating the matter
due to that the officer did not attend the office 02.09.2020 till
was not conducted with the resolution applicant and prayed for
extension.
Page 4 of 7
(10) 1416(ND)/2019
IA/ 5258 (NO) 2020
5. In the light of that submissions, we have gone through the
below: -
conclud·e the CIRP and while extending the period of 30 days, the
m atter, even the plan was not duly approved by the CoC. We
ground to extend the period of CIRP beyond the period of 330 d ays
days.
IBC, 2016, we are not inclined to extend the period of CIRP beyond
v
the prayer of the applicant. Accordingly, the prayer to extend
the period of CIRP four weeks beyond the period of 330 days is
·-
NARENDER KUMAR BHOLA
-- ABNI RANJAN KUMAR SINHA
Member (T) Member (J)
Page 7 of 7
(IB) 1416(ND)/2019
IA/ 5258 (NO) 2020
NATIONAL COMPANY LAW APPELLATE TRIBUNAL,
PRINCIPAL BENCH, NEW DELHI
Company Appeal (AT) (Insolvency) No. 61of2021
ORDER
(Through Virtual Mode)
Contd/-..... .
-2-
3. Our attention has been invi ted to the law laid down by the Hon'ble Apex
Court in "Committee of Creditors of Essar Steel India Limited v. Sat ish
Kumar Gupta & Ors." wherein in para 79, it has clearly spelt out the
exceptional circumstances in which the Adjudicating Authority or the Appellate
Tribunal would have discretion to extend the period beyond 330 days for
completion of the CIRP to protect the interest of the stakeholders as also
prevent liquidation of the Corporate De btor. Para 79 of the Judgment (Supra) is
quoted below:
seized of the matter and after internal approval have been obtained, a final
meeting is required to be conducted for granting a pproval of the Resolulion
Plan.
5. After hearing learned counsel for the parties and for reasons slated in
the appeal that the discretion should have been exercised by the Adjudicating
Authority in acceding to the request of the Resolution Professional in extending
the time beyond 330 days, we are of the considered opinion that this being a fit
case where indulgence of this Appellate Tribunal is warranted for extending the
timelines to prevent the Corporate Debtor from being pushed into liquidation
and a viable Resolution Plan being approved by the COC, allowing of appeal
will promote the interest of justice. We accordingly allow the appeal and after
excluding the period of judicial intervention viz. from 25 111 September, 2020 till
today, grant extension of time by two weeks from today.
Copy of this order be provided to the parties today itself. Copy of this
order be also communicated to the Adjudicating Authority for information.
CSlRIK
Rl~~SOLUTION PROFESSIONAL
TRADING ENGINEERS(INTERNATIONAL) LIMITED (UNDE:R
CIRP)
II3Bl REON NO -TBBI/IPA-001/IP P00055/2017-18/101~33
1 I 1' a g ,~
~RIK
Trading Engineers (International) Limited
_{~~~~~~~~~~- ~-~~~?-~~~~- ~-~~~~~~~~Y: -~~~?-~~!~-o~--~~~~es~ -~~~~r ~-~c!_ ~O~_?l
-
9. IP Sanjay Garg
I
10 Mr. Sushant Suspended -
Chabbra Board of
Director I
11 Mr. Anil Kohli ARCK Advisors -
LLP
12 CA Himanshu -
Gupta I
13 Mr. Sparsh I
Khandelwal
14 Mr. Pratham Sethi -
I
2l l'ae c
~RIK
A. CONDUCT OF THE MEETING
• Notice along with all the annexures and explanatory statements of t)1e
17th meeting of Committee of Creditors (COC) was sent to all the
members of COC and the Directors of the suspended Board of the
corporate debtor by electronic means i.e. on the email id as per the
records available.
• The meeting was conducted through video conferencing mode only due
to current situation on account of COVID-19.
• In accordance with Regulation 23 of CIRP Regulations, RP had mactle
necessary arrangements to ensure uninterrupted and clear video or
audio and visual connection.
31 1 a!!, I.!
ll
~RIK
LIST OF MATTERS TO BE DISCUSSED/NOTED
Item No. 1
The Resolution Professional to take the Chair
Item No. 2
To ascertain t he quorum of the Meeting in accorda n ce with tlje
p rovisions of Re gulation 22 of The Insolvency and Bankrup cv Board of
I n dia (Insolvency Resolution Process for Corpo.1 a.l t; Persons)
Regu lations,20 16.
As per Regulation 22(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulations, 2 016, the
quorum for the meeting of members of the committee shall be at least 33%
of the voting rights present either in person or by video conferencing or other
audio-visual means. After taking roll call, Chairman informed that most of
the members are present. Since quorum was complete, meeting was called to
order. CoC members confirmed presence of all the participants.
Item No . 3
To take note of minutes of 16th CoC meeting
Chairman informed that 16th Meeting of CoC was held on 12th February' 2 0 2 1
and minutes thereof were circulated on 14th February' 2021.
CoC ~embers confirmed and ratified the minutes of 16th CoC Meeting.
Item No. 4
Resolution of Corp orate debtor
Chairman apprised the participants that meeting has been conducted for
voting on the resolution plan. He informed that PRA had submitled the ir
4 1Pag.e
($-RIK
addendum with respect to payment of entire outstanding CIRP cost till date
of NCLT approvaJ. The addendum was also shared with CoC members. Mr.
Kohli from ARCK team informed the participants that since addendum has
been received from PRA, therefore now the Resolution Plan stands complied
with the provision of IBC' 2016, CIRP Regulations' 2016 and also in line with
the approval taken by the financial creditors. Mr. Kohli form process advisor
informed that h e has been receiving email from RP wherein RP has requested
him to examine regarding willful defaulter status of one of the PRA Mr.
Sushant Chabbra. Mr. Kohli clarified that account of one of company of Mr.
Chabbra has been classified as Fraud by Yes Bank against which he had
preferred an appeal before Delhi High court. He further clarified that Delhi
high court has granted status quo in the matter, accordingly, PRA is not hit
by section 29A. CoC members took note of the same. Chairman enquired
from Coe members whether they have any query which needs to be
addressed before he can put the Resolution for voting.
Representative of SBI stated that they have submitted their revised claim and
they are working on the queries ra ised by RP. Mr. Kohli from ARCK stated
that since the revised claim is received from SBI, they can share the
distribution sheet once clarification is submitted by SBI. Representative of
SBI enquired whether interest on BG d evolved during CIRP 'Arill be allowed in
the claim. Chairman clarified that interest will b e allowed only till the date of
insolvency commencement date. Mr. Kohli suggested that since distribution
being the domain of Coe members, RP/ Process a dvisor can advise the Coe
members and a JLM meeting can be conducted later where distribution sheet
can be finalized. CoC members agreed and took note of the same.
Representative of BoB opined that as requested by PRA regarding handover
of CD, same should not be given to the PRA. Chairman replied that PRA has
only made a request and as Pla nt is non-operational since long and moreover
PRA also understands the plant, he can start the maintenance & revival of
plant under supervision of RP. The statement was also supported by process
advisor. Chairman, however stated that this shall only be subj ect to approval
of CoC. CoC m embe rs took note of the same.
Si l ag.:
•
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Chairman stated that since there were no more queries by CoC members
therefore he is placing the Resolution for voting. CoC members agreed and
accordingly Chairman concluded discussion on the matter and placed before
CoC, the Resolution to be voted upon.
61 Pagc
a.
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RESOLUTIONS PASSED DURING THE l 7TH MEETING OF COMMITTEE
OF CREDITORS OF TRADING ENGINEERS(INTERNATJONAL) J,IMI'i'ED
RESOLUTION 1
TO APPROVE RESOLUTION PLAN SUBMITTED BY CONOUEREN1'
CONTROL SYSTEM PVT LTD AND SUSHANT CHABBRA (JOINT
RESOLUTION APPLICANT)
Chairman informed that as discussed in item No. 4, Resolution Pla n
submitted by Conquerent Control Syste m Pvt Ltd and Sushant Chabbra
(Joint Resolution Applicant), being compliant in terms of Section 30(2) is lo
be put to voting for passing in terms of Section 30(4) of Insolvency and
Bankruptcy Code' 2016 . Therefore, Chairman proposed following Resolution
for passing with or without modification:
"RESOLVED THAT in pursuant to Section 30(3) of the Insolvency an d
Bankruptcy Code, 2016 read with Regulation 39(2) of the Insolvency and
Bankruptcy Board of India (Insolvency Resolution Process for Corporate
Persons) Regulations, 2016 , the consent of members of the COC be a nd is
hereby accorded to approve the Final Resolution Plan submitted by
Conquerent Control System Pvt Ltd and Sushant Chabbra (Joint Resolution
Applicant)"
"RESOLVED FURTHER THAT pursuant to the provisions of Section 3 0(6)
and other applicable provisions of the Insolvency and Bankruptcy Code,
2016 and Rules and Regulations framed there under, the Resolution
Professional be and is hereby authorized to submit the Resolution Plan as
approved by the Committee of Creditors to the Hon'ble Adjudicating
Authority and lo do all such acts, deeds and things as may be required or
considered necessary or incidental thereto."
Members present in the meeting casted their vote during the mee ting and
same was also captured in the chat box. Sc reenshot of chat box is enclosed
herewith.
71 Pag~
CSJRIK
s. Name of Coe Voting % Votes(Yes/ I
No. Members No /
Abstain) I
1. State Bank of India 92.68% Yes
2. Bank of Baroda 7.06% No
3. Durlabhji Properties 0.26% Absent
Pvt Ltd
RESOLUTION 2
TO APPROVE RESOLUTION PLAN SUBMITTED BY SUNC RE
FORMULATIONS PVT LTD
Chairman informed that as discussed in item No. 4, Resolution Plan
submitted by Suncare Formulations Pvt Ltd, be ing compliant in terms of
Section 30(2) is to be put to voting for passing in terms of Section 30(4) of
Insolvency and Bankruptcy Code' 2016. Therefore, Chairman proposed
following Resolu tion for passing with or without modification:
Therefore, following resolution is b eing proposed for passing with or
without modification:
"RESOLVED THAT in pursuant to Section 30(3) of the Insolvency and
Bankruptcy Code, 2016 read with Regulation 39(2) of the Insolvency and
Bankruptcy Board of India (Insolvency Resolution Process for Corporate
Persons) Regulations, 2016, the consent of m embers of th e COC be and is
h ereby accorded to approve the Final Resolution Plan submitted by
Suncare Formulations Pvt Ltd"
"RESOLVED FURTHER THAT pursuant to the provisions of Section 30(6)
and other applicable provisions of the Insolvency a nd Bankruptcy Code,
2016 and Rules a nd Regulations framed there under, the Resolution
81 1 a g ,.
~'RIK
Professional be and is hereby authorized to submit the Resolution Plan as
approved by the Committee of Creditors to the Hon'ble Adjudicating
Authority and to do all such acts, deeds and things as may be required or
considered necessary or incidental thereto."
Members present in the meeting casted their vote during the meeting and
same was also captured in the chat box. Screenshot of chat box is enclosed
herewith.
RESOLUTION 3
9 J p" ~'l p .•
::;;.- '-'
~RIK
plan has been approved so there is no need for discussion/ approval of
liquidation cost, however if NCLTwill give any direction/ pass any order then
the same will be discuss and decide in future. Chairman took note of the
same.
After the Resolution Plan of Conquerent Control Systems Pvt Ltd alongwith
Sushant Chabbra was approved by CoC, CoC members congratulated RP &
their team, process advisor for successful Resolution of the company and
appreciated the efforts made by each participant in resolving the assignment
in view of complexities involved in the matter.
Chairman thanked the participants and informed that he would be filing
application with NCLT immediately for approval by NCLT. Participants took
note of the same. CoC members and RP also requested Mr. Suhsant Chabbra
to resolve the matters with the employees of CD who have been filing
frivolous complaints. Mr. Chabbra stated that he will certainly resolve the
matter.
VOTE OF THANKS
Vivek Raheja
Resolution Professional
Trading Engineers (International) Limited
IP Registration Number: IBBI/IPA-001/IP-POOOSS/2017-18/ 10133
Director, Osrik Resolution Pvt Ltd
IOIPiigc
CA VIVEK RAHEJA x
lllllilllillllllilllllllllllllllllilllilllilllilllilllllllilllllil!!llll!lllllJ!llllll!llllll!lllllll!llli!i!llll!llllli!i!llll!lllllllillllJ!llllillllllJ!lllllllilllll!lllJ!llllll!llllll!llllll!lllllJ!llllll!llllll!llllll!llll!i\lill~~SWR~~~~
B.Com(Hons), FCA, Insolvency Professional, CMA, DISA .. -,,-:<:·:·. ~,'~:-; :_ ·.::::.'.:· ·,.;:_ ~
Certificate Course on Forensic Audit(FAFPJ Conducted by !CAI, Certificate Course on Concurrent Audit Conducted by ICAI
FORMH
COMPLIANCE CERTIFICATE
(Under Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for
Corporate Persons) Regulations, 2016
I, Vivek Raheja, an insolvency professional enrolled with The Indian Institute of Insolvency Professional of
ICAI and registered with the Board with registration ntunber IBBI/IPA-001/IP-P00.055/2017-18/10133 an1 the
resolution professional for the corporate insolvency resolution process (CIRP) of Trading Engineers (International)
Li1nited
1 Name of the CD
TRADING ENGINEERS
(INTERNATIONAL)
LIMITED
2 Date oflnitiation of C!RP 04-07-2019 (Copy of order
received on 19-07-2019)
3. I have examined the Resolution Plan received fro1n Resolution Applicant Conquerent Control Systen1 Pvt Ltd and
Sushant Chabbra (Joint Resolution Applicant) and approved by Co1nn1ittee of Creditors (CoC) of Trading
Engineers (International) Lin1ited.
~
. · ' Office Address: JD·2C, 2nd Floor,
Pitampura, Delhi· 110034, INDlA =
s:; +919811065170
+911149040767
vivek@vpgs.in
www.vpgs.in
CA VIVEK RAHEJA
B.Com(Hons), FCA, Insolvency Professional, CMA, OISA ':':L·:.:._:::<; _ :_;::,''.'.\'.;~{'X(,;::~-::·;~·::,:.;_,::;_~i-\;_":;:\:·-:;~:::_:, . -_:: .:-.: :_. . ._-_::'.,. -.:,'.'. <Y:'.~-:~;,_: _ ;- -· ., ---·.-_" . ·_· :-· ·: ___ , .... ,.'- · ·
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Certificate ~ourse on Foren~ic Audit(F~FP) Conducted by !CAI, Certificate Course on Concurrent Audit Conducted by !CAI J f;;J 2 f
(11) the Resolut1on App!Jcant Conquerent Control System Pvt ltd and Sushant Chabbra (Joint Resolution Appl;~nfr'
has submitted an affidavit pursuant to section 30(1) of the Code confirming its eligibility under section 29A of the
Code to submit resolution plan. The contents of the said affidavit are in order.
(iii) the said Resolution Plan has been approved by the CoC in accordance with the provisions of the Code and the
CIRP Regulations made thereunder. The Resolution Plan has been approved by 92.68 o/o of voting share of financial
creditors after considering its feasibility and viability and other require1nents specified by the CIRP Regulations.
(iv) The voting was held in the 1neeting of the CoC on 15-02-2021 where all the members of the CoC were present
except Durlabhji Properties Pvt Ltd.
5. The list of financial creditors of the CD Trading Engineers (International) Limited being 1ne1nbers of the CoC and
d"is t n"b ut1on
. of voting
. share a1none: them 1s
. as un der:
SI. No. Na1ne of Creditor Voting ~hare(%) Voting for Resolution Plan (Voted for I
Dissented I Abstained)
6. The Resolution Plan includes a statement under regulation 38(1A) of the CIRP Regulations as to how it has dealt
with the interests of all stakeholders in compliance with the Code and regulations made thereunder.
7. The amounts provided for the stakeholders under the Resolution Plan is as under:
(Amount in Rs lakh)
SI. Category of Sub-Category of A1nount A1nount Amount .!\mount
No. Stakeholder* Stakeholder Claimed Admitted Provided Provided
under the to the
Plan# An1ount
Clai1ned
(%)
*Yet to be
(ii) \Vho voted in favour 7,232.10 7,232.10 *Yet to decided
of the resolution plan be
decided
/~f/" ? ~u,~s_\
".·.f Office Address:J0·2C,2nd Floor,
~ Pitampura, Delhi-110034, INDIA
ii +919811065170
+911149040767
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~-ww.vpgs.in
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CA VIVEK RAHEJA
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B.Com{Hons), FCA, Insolvency Professional, CMA, DISA · ·· ·· · '" ·::·..:":.:. ·
Certificate Course on Far1:1nsic Audit(FAFP\ Conducted bv ICAI Certificate Course on Concurrent Audit Conducted bv ICAI
section 21
---· -
"'CoC has, 111 their 1711 CoC meeting decided that d1stribut1on among secured financial creditors shall be decLded
subsequently in a JLi'vL
(f) contravenes any of the provisions of the law for the time
being in force?
Section 30(4) Whether the Resolution Plan a. Coe in Yes
(a) is feasible and viable, according to the CoC? their 13th
I\1eeting
found the
plan to be
feasible and
viable
(b) has been approved by the CoC with 66% voting share 9
b. Yes Yes
Section 31 (I) Whether the Resolution Plan has provisions for its effective Clause 6.2 Yes
i1nplementation plan, according to the CoC? on page No.
?'
-0
Regulation 35A Where the resolution profesional 1nade a determination if the Yes Yes
corporate debtor has been subjected to any transaction of the
nature covered under sections 43, 45, 50 or 66,before the one
hundred and fifteenth day of the insolvency com1nence1nent
date, under inti1nation to the Board?
Regulation38 Whether the a1nount due to the operational creditors under the Clause 7 on Yes
(l) resolution plan has been given priority in payn1ent over financial page No. 35
creditors?
Regulation Whether the resolution plan includes a staten1ent as to how it has Clause 7 on Yes
38(1A) dealt with the interests of all stakeholders? page No. 35
Regulation (i) Whether the Resolution Applicant or any of its related parties Clause 7 on Yes
38(1B) has failed to i1nple1nent or contributed to the failure of page No. 36
i1nple1nentation of any resolution plan approved under the Code.
I NA
13. Following are the deviations I non-compliances of the provisions of the Insolvency and Bankruptcy Code, 2016,
regulations inade or circulars issued thereunder (If any deviation/ non-co1npliances were observed, please state the
details and reasons for the sa1ne):
14. The Resolution Plan is being filed on the last day in the period ofCIRP provided in section 12 of the Code.
I rov1 e eta1 s o section 66 or avo1 ance annl 1cat1on fi!le ct I pen Ing.
SI. Type of Transaction Date of Filing \Vi th Date of Order of the Brief of the
No. Adjudicating Adjudicating Order
Authority Authority
15A. The committee has approved a plan providing for contribution under regulation 398 as under:
a. Estimated liquidation cost: #
b. Estitnated liquid assets available: #
c. Contributions required to be made: #
d. Financial creditor wise contribution is as under·
SI. No. Na1ne of financial creditor Amount to be contributed (Rs.)
..
Total
15C. The committee has fixed, in consultation with the resolution professional, the fee payable to the liquidator
during the liquidation period under regulation 390. - #
# CoC in 171h Meeting have decided that since the resolution plan has been approved so there is no need for
discussion/ approval of liquidation cost, however if NCL T \Viii give any direction/ pass any order then the
same will be discuss and decide in future.
16. I, Vivek Raheja, hereby certify that the contents of this certificate are true and correct to the best of 1ny
knowledge and belief, and nothing material has been concealed therefrom.
Vivek Raheja
Resolution Professional
Trading Engineers (International) Litnited
IP Registration Number: IBBl/IPA-001/IP-P00055/2017-18/\0!33
Address as registered with the Board: JD-2C, 2nd Floor, Pitampura, Delhi - 110 034
Email id as registered with the 8oard:vivek@vpgs.in
Submitted to:
Mr. Vivek Raheja
Resolution Professional, Trading
Engineers(International Limited)
INDEX
1. Definitions
2. Interpretations.
; - - - - - · t - - - - - - - - - - - - - - - - - - - - - - - - - - - - · - - · - ··-· --·-·--
6. Resolution Plan Overview
L-------------------------·-~~---~"-~,----·~-~
Concessions and Reliefs, Waivers, / Directions/ Specific orders •
18. from NCLT Requested/ Prayed under the I<esolution Plan:
r
l
10.
- -
Projected Profit & Loss Account
Brief profile and KYC of Mr. Ram Babu Gupta and Mr. Pramod
, Kumar Gupta
21
1. Definitions
Jn this Resolution Plan:
"2013 Act" means the Companies Act, 2013 (to the extent nolificd and
in force) including any rules and regulations thereunder and any
modifications, clarifications, re-enactments or amendments thcrcrn
from time to time;
"Adjudicating Authority" shall mean the New Delhi Bench of the
Hon'ble National Company Law Tribunal acting in capacity as the
'Adjudicating Authority' under the Code;
"Affiliate" means in respect of any Person, any other Person that
directly or indirectly, through one or more intermediate Persons,
Controls, is Controlled by, or is under the common Control of such
Person and in case of P"ersons \vl10 arc n.atural persons, any oLhcr
Person who is a Relative of such Person and any other Person
Contro1led by such Person or the relative of such Person;
"Applicable Law" means any applicable national, federal, central,
international, foreign, state, provincial, local or other law including
applicable provision of all (a) constitutions, decrees, treaties, statues.
laws (including the common law), codes, notifications, ru lcs.
regulations;> policies, guidelines, circulars, directior1s, clirectivcs,
ordinances, orders, notes, clarifications, releases or any other forms of
delegated legislation of any Governmental Authority, statutory
authority, court . tribunal or other judicial or quasi-judicial authority;
(b) orders, decisions, injunctions, judgments, awards, findings,
requirements and decrees of or agreements with any Governmental
Authority, statutory authority, court, tribunal or other judicial or quasi-
judicial authority; and (c) any modifications or re-enactments thereof:
"Board" means Insolvency and Bankruptcy BoaTd of India constituted
under !BC, 2016;
"Business Day" means a day (not being a Saturday or Sunday or a
public holiday) when banks in New Delhi arc open for general banking
business;
"CIRP' means corporate insolvency rcsolu lion process under
Insolvency and Bankruptcy Code, 2016.
"CIRP Regulations" means the Insolvency and Bankruptcy Board of
india (Insolvency Resolution Process for Corporate Persons]
Regulations, 2016, as amended and applicable;
31 'I'·,
"Claim'' has the meaning ascribed to it in Part JI of the l B Code;
''CoC" means the Committee of financial creditors that has been
constituted pursuant to Section 21 of the Code;
"Code" means the Insolvency and Bankruptcy Code, 2016 (lo the extent
notified and in force) including any rules and regulations framed there
under and any modifications, clarificmions, re·enactments or
amendments thereto from time to time;
"Company" or "Corporate Debtor'' or "CD" or "TEIL" mear1s
Trading Engineer(International) Limited incorporated in India on
22/11 /1972 \Vi th corporate identity number:
U74899DL1972PLC108312,
"Control" means, with respect to any Person; (i) the direct or indirect
ownership of more than 50%1 (fifty percent) or more of the equity shares
or ot!--1cr voting SCCllrities of su.c}-1 Person; or (ii') tl1e possessior1 of t1"1e
power to direct the management and policy decision of such Person; or
(iii) the power to appoint a majority of the directors, managers, partners
or other individuals exercising similar authority with respect to such
Person by virtue of ovmership of shareholding, voting securiLics or
ma11agement rights or shareholders agreemer1ts or votir1g agrc-cn1er:ts
or contracts or in any other manner, whether; (a) formal or cnroc-nai; (bJ
directly or indirectly, including through one or more other Persons; and
1hc term "Common Control" shall be construed accordingly;
"Cut-off Date" means 19.07.2019 and the issue of order dated on
19.07.2019 for all practical purposes, b<ci ng the Insolvency
Commencement Date;
"Default" means non-compliance or non-performance of any term of
this rcsolu lion Plan
.. Equity Shares" means equity' shares of tl1e Co:mpany l1a.vir1g ct race::
vai uc of !NJ~ 10 per share;
"Employee Dues" means dues, as of the Insolvency Commencement
Date, owed to Employees of the Corporate Debtor;
"Financial Creditors" has the meaning as prescribed to it in the Code.
"Information Memorandum/ IMn mear1s the Infclrrn<Jtior1
Memorandum prepared by the Resolution Professional pursuant w
l'1egulation 36 of the CIRP Regulations;
"IRP Costs" means Insolvency Resolution Process costs as clef'ned in
section 5( 13) of Code;
"Operational Creditors" means the operational crcdiwrs as defined in
the Code who have lodged a Claim against the Corporate Debwr with
the Resolution Professional and includes any creditor who has lodged a
Claim against the Corporate Debtor with the Resolution Professional in
Forms as prescribed under Regulation 9A of the CIRP Regulations (save
and except Persons whose Claims are covered under !RP cost, Wo!·kn1en
Dues, Employee Dues, Central / State Government Dues and the IRP
Costs)
"Person" shall include an individual, natural person, corporation,
partnership, joint venture, incorporated or incorporated body or
association, company, Governmental Authority and in case of ,_,
company and a body corporate shall include their respective successor
and assigns and in case of any individual his or her respective legal
representative, administrators, executors and heirs and in case of trust
shall inclµde the trustee(s) for the first time being and from time. The
term "Persons" shall be constructed;
Plan Effective Date I Effective Date" means the date on which this
Resolution Plan is approved by the Adjudicating Authority under
section 31 of the Code
"Promoter Group" means Promoter(s) and every member of the
promoter group of the Corporate Debtor; each of their respective
Affiliates, related parties, persons acting in concen "~th them or
other'hise connected with them. For purposes of this definition and its
usage, "promoter" "promoter group "persons acting in the concert"
1
1
'
have the meaning given to them under SEBI Applicable Laws and
"related party" has the meaning given to it unde:- the Code and the
Companies Aet 2013;
"Relative" has the meaning given tO it under the Companies Act 20 l 3:
"Resolution Applicants" means and includes 1" constituents i.e.
Conquerent Control Systems Pvt Ltd & associates and 2"'" Constituen:s
i.e. Sushant Chabbra including proposed SPV to be created
"Resolution Plan" means this resolution plan submitted to the
Resolution Professional and the CoC for the proposed insolvency
resolution of the Company in accordance with the Code in superscssicm
of an overriding all carrier resolution plans submitted by the l~csolution
Applicant;
Resolution Professional" means Mr. Vivek Raheja, Insolvency
Professional with Registration Number !BBi/ !PA-00 l /IP
P00055/20l7-18/l0133, who was appointed and ccrnfi:·mcd as the
resolution professional for the Company.
2~-1
"VDR" Jnear.s the virtL1c1l clata room created by· l~fic !ZcsuluLiorl
Professional/Process Advisor for purpose of enabling due cli!1gencc cf
CPL, which \vill be open to access by the Resolution Applicant.
"Workmen Dues)) means dues, as on the l11solve11cy Co1n1ne11cen1e11t
Date, owed to Workmen of the Corporate Debtor.
61
2. Interpretations
In this Resolution Plan, unless a contrary intention appears:
i) Expressions defined in the Code or the CIRP Regulations, have lhe
mc::1nir1g c1ssigned therein.
ii) Any reference to any statute or statutory provision shall include:
a) all subordinate legislation made from time Lo time under
that provision (whether or not amended. modiiled. re-
enacted or consolidated);
'1) such provision as from time w time amended, modified.
re-enacted or consolidated (whether before or after the
date of this Resolution Plan) to the extcnl sucb
amendment, modification, re-enactment or consolidation
applies or is capable of applying to any transactions
entered into under this Resolution Plan prior 10 1i1e
Effective Date and (to the extent liability there under ma.v
exist or can arise) shall include any past slallttory
provision (as from time to time amended, modified . re·
enacted or consolidated) which the provision referred to
has directly or indirectly replaced;
iii) Unless the context othcnvise requires, words in the singular sha:l
include the plural and the plural shall include the singular.
iv) Peferences to the masculine, the feminine and the neuter shall
include each otber.
v) Refcrer1ces to a ucompany" sl1all ir1c111de a com1)a11y, corporn.tlor1 or
oLher body corporate, wherever and however incorporated or
established.
71
ix) A reference to "in writing" includes any communication made b\
letter or fax but not text messages or what's app messages or
messages sent through any similar mobile app or similar
internet platform (unless othenvise expressly provided in this
R.csolution Plan).
x) Unless otherwise specified, any reference to a time of day is to Indian
Standard Time.
xi) Any words following the terms including, include, in particular,
for example or any similar expression shall be construed as
illustrative and shall not limil the sense of the words, description,
definition, phrase or term preceding those terms.
xii) Where the context permits, other and otherwise are illustrative and
shall not limit the sense of the words preceding them.
81
3. Corporate Insolvency Resolution Process Introduction of
Corporate debtor
91
comprising of highly qualified and experienced work force from
engineering and management background, who take pride in designing
an<.l r11anufacturi11g of\vorld class products and rnana.gcrr1c11t ofvariot1s
projects on turnkey basis for telecom, defence, oil & refineries all over
India at competitive costs and excellent turnaround time.
ll also undertakes turnkey contracts for DG set and Dit,sc'. Po\\ c:·
Plants.
10 I
3.2. Management of Corporate debtor and its promotor;;
Prorr1otcr's
Rcla tives /Associates/Group 60.97
Companies
Others 28.11
I ··········- ---·· - - - - - - - -· -- ·-· - - - - - -----·+···-·--···· -- C · : : ·:::::··· --
Total 100 .00
11 I
b. Break'\!I' of Promoter's EguityJ3hareholding
o of Shares
Shareholder's Name. eld hareholding (%)
1Vcrinder Kumar Chhabra 329834 1() 92
I . ····---------- T~~~L
5
1::1: 2 I
7.60
60.97
I I -~
I
(Suspended Directors)
_rivir.'{ogeshv,·:ar Prasad
..------·- ~- ...
200
-1- 1
() () l
-·-- -
lnstronies limited
----- ---··· . --·---------
41841 --1 1 .39
12 I ·
4. Profile of Resolution Applicant
Conqurant Control Systems Pvt Ltd is part of Madhu Group and was
established by Mr. Dev P. Goel in 1986. MADHUGROUP began its journey
witb its parent company, MAOHU ELECTH!CALS which was established
by ,Vlr. Dev P. Goel in 1986. The journey began as a small setup, trading
in Versa trip MCBs and DBs. In 1990, group obtained the dealership of
English Electric Company of India (now called GE Power Control India) and
soon became their Authorized Distributors for I<CCBs in North India.
c1~s1omcrs. To cater to the gro\vi11g Export market b:y the year 2002-0J, \\'C
got the prestigious ISO 9001:2000 certification. With business growing
along v.rith our reputation, we started our second plant [15,000sqft) in
Feb 2006 _in (}urgaon. \lVe have no\V reccntl;/ commenced rr1ar1ufa.cttLri:~g
SCHNEIDER ELECTRIC for their Prisma iPM range of TT:\ ilEC 6 "+3lJi
[,\! :)ands. SIEMENS have appointed us as System House ror
13 I
manufacturing their AIS-VCB range of MV-HV Panels upto 36kV in 20 l 'l
and Authorized Distributors for their RMU range. We are no\\' a Key
Direct Account [!\DA) for L&T and ABB.
• '.WOO - L&T order for Bus Duct: Rs 85 lakh - Secretariat/ C'vl Office
Delhi
• 2001 - suppiy of Lighting DBs for DMRC Phase-I
• 2006 -·established Unit II al Daulwbad lfoad Gurgaon
• 2012 - commenced operations at stale-of-the-art plow t in ! MT
l\'luccsar
" 2013 - recei-ved approval for ma.nufact11ri~1g Panels for l\r·rJJ(:
• 2014 - appointed System lntcgrator for SCHNEIDER Electric co
manufacture & supply
Schneider's range of Prisma iPM Panel Boards
'" 2015 - c1ppro\ra1 / orders by Real [.,:st.ate giants li1zc DLF', Sobl·1~.L
Vatika, lreo, M3M, lndiabulls, Puri, Emaar MGF
• 20 16 - approval by DMRC for 5 stations of Linc 8 - successi'u lly
con11nissioned
1-~~:--~c--~;;"~-i;:;~c-;n--t~~;;;s ··--j
"' ..... ·--- ,---
· · · (I,7JL
4 3 7
--__.__l __ _
i __ J7.7
.. u_.E)?:i .....
33_g4
()(M
. . . i~-~-;~})lo)~'c;c
I Be11cfi t
. Expenses. __ . 246
:. ,,,,,,:::.. : 2.61
i,'i:·1an.ci~11
Costs 1.29 1.19 0.80
IJvprccintion ancl
:::cO::.:n.:................._ .. ···---'-· ....--=.Oc..4.._3~ . ........ .!---· ....v ..•...:.c._..
i\rn u ri izati O.J:>
!Other Expenses 4.67 4.57 J.53
Total Expcn<f,it,,u::·r,,e,_____....... ;... 50.30 45.05 40.50
Profit before Taxes 0.56 0.51 0.66
0.1 0.12 0.20
0.42 0.39 0.46
,_r:<:e~ v;o,rth ________ . ___ ]:8~--- .... _ _3=.:.4 7 3.07
is I
5. Overview of Claims and CIRP cost:
Financial
Creditors 1,12,75,36,489.35 ] , 12,08,38,625 35
2 Operational
Creditors 50,72,95,839.62 35,8 ~ ).c}2,b86. 9'/
3 Employees
3,83,38,740.57 3,59.38,707 66
"i Workmen
34, 15,253.00 34.15.253.00
:S Other
creditors 6,64, 17,994.00
Total
1, 74,30,04,316.54 1,58,47,36,368.87
16 !
Funhcr, on scrutiny of list of creditor, it has been observed t.liat Financi2.:
creclit.ors has following sub-class among them:
'
I Verinder Unsecured 23,03,775.00 19,35,959.00 y C'S
1
Kumar
I Chhabra
I
I
: Durlaohji Unsecured 20,82, 133.00 20,24,933.00 No
Fropert)cs
I)rivnte
Li mi t.cd
--
17 I
a. Security Interest of State Bank of India
Clu.urarLtees:
is I
(present and future) including equitable mortgage of iand and
building situated at Bhagwanpur (Uttarakhand)
J\s per information provided by EP, the CIRP cost has been cstimatcc! a:_
!<s. 3-70 Crnre.
19 I
6. RES_Q_J;,J.ITION PLAN OVERVIEW
-----------------··· -··---··----·······----··-···
Type of Total ,,
Total Terms of Payment
Creditor/ Amount amount to
I
1 Claim
1
Admitted be paid
under
Resolution
Plan
3.70 3.70
l<s. 3.70 Cro:·e to be t_)nici
\\'i1J1in a period o:· 90 du.>~;
out of fur1ds ir1i\.1st:d
. I<l\.. Any upside ur
clO\Vl1Side :n
cstin1a.tccl c:.11--:P ccJs·:_ sY:;-dl
()e absorlJed fron; ac1ou::1
JJroposcd_ for sccu )('l:
fina11.cial credi1ors.
20 I
t11cir cnti:~c clairr1 ag;.1.insl
Corporate debt.or \Vit.hir1 c.i
tin1cfrc1mc of 1 Year frorn
effective date. Sccu:-cd
Financial Crcdiwrs shall
lJc pald arnount of i:;:s
10.76 Crore at t.l·1c enci 01·
90 days after effc,nivc
duic and ren-1c,-1ir1ing ·
amount of !:Zs. 3.2·1 Cro:'I::
to be paid at the end of
)rear frorn effective date.
In addic.ion to ubmc.
Secured F'ina11cial
creditors sl1all 1)c given
proLect:ion
liability \Vhicf1 ma)· ;·:1r1sc
on accnur1t
· devolvcrncn: of all the
Bc.lnk (iL1arar1tccs 1:..:.st1cd
by it on bc}·1alf of
c:orporatc dcl)tor
currently estimated for
an a1nount of l~s. () .t2U
Crore. 1V1argin r;·1011c\·
additional security b\
\Vay of eq\.:itable
rtiortgn_gc of l1:dusl:-:;;_
I l.. and and Builc.lir1g uf \i / s
i 'recl1r10 :\l1tu
• Components 1:1dia i'vl.
Ltd.; sltuatt.:;d al Pl(;l
211
r10.21, sector 27'(,',
F'aridabad, l-Iaryan,:J.. ':--he
FDR and above securiLY
of Land &, J3tiilding,
rernaining ir any, shal1 ·~;c
rcl.LLrncd/ rc~casctl Liv
secured fl-nanc!al
crcdjrors 011 con-:.ph~tion
of contact agair1sl \v':-1icl1
underlying BG has been
iSSltCd.
221
Total 161.45 27.60
23 I
6.3. Management and Control of the Business during term of
Resolution Plan
6.3.1. Induction of New Board
debtor shall stand cancelled and Corporate debtor sholl issue cc:u.
share as to the SPV created for purpose of implementation ofHcsDlution
Plan. 1" Constituent of PHA i.e. Conqucrcnt Controls System Pn Lld
\\Ot.h Mr. Earn Babu Gupta&, Mr. Pramocl Ou pt.a shall hold 2/3"'' of 1lw
UJL\ity in the proposed SPV and other constituent i c. \ir. Sus'nr1nt
Chabbrn shall hold 1 /3•d of total equity in the SPV and
6.3.3. Revival of Business operations
24 I
:owards Ban.k
Guarantee
admitted claims
Amount in Rs.(Crore)
____ ,_ _ _,_ .... - ----·-------~ ..... _, __ -----
1 s. Particulars ' Coe i Margin '
Ql Q4 Q4 Total
I
(:habbra
.
.?, Conq u crer, t 0.83 2.60 9.21 0.74 3.80 17. 1g
Controls
SysLen1 1;vt Ltd
'1
c~-u1)ta &
Prar:ncd Gupta
"
.) i\lrcady 0.55 o.:>5
depusilec} le MD
..
Total 2.76 3.90 12.00 3.24 5.70 27.60
r In addition to above, Mr. Susha11t Chabbra shall introduce funds to Lhc
iur1e t_'.d' J<s. 2 Crorc as and \\·hen an:< rlcvolvcr:ncnl of F3(} s}1all }1appc(:
r Further Conquerent Controls System Pvt Ltd and invesLOrs slrnll
introduce funds to the tune of Rs. 3.70 Crnre as and \\hen all\
devolvemcnt of BG shall happen.
"' Acy liability arisen on account of dcvolvement of BG shall fir.< be
r i'l''Ir. S11sf1ant. Chabbra shall bring No(~ for abcY\'e :.rar1sact.ion froc·1
16 I
,; I
..
t}1at 011 accepta11ce of this p1an.. sect1rcd fin~1ncial creditors \\'. i:J abdiJ·.
cease f-JJ1cl drop all legal claims a11d procccdir1gs \vl1ctl1er i1-1iLiatcd o:·
}Jroposed against ll1e guarantors.
,. IVIr. Sushant Chabbra shall have all tf1c respo11sibility or a l~csoluuun
n I
6.4. Term of Resolution Plan & its Implementation Schedule
6 l)1-J_yrner1t 10 \\·orkcrs_,
err1rJlo_ycc:s, T'-+-SJD l)u.\·s
01Jcratio11 al creditors an cl unsecured
financial creditors
as lJr1der:
n I
S. No. , Name of PRA Net Worth (In INR
Crorcs)
29 I
1. Mandatory Compliance with provisions of IBC, 2016 and CIRP
Regulations
--Rclewnt______P_r_o_v-is_i_o_nsof Secti~--
Reference
Provision 30 of the Code/
Re Iation
··········-----·-------+----'====='-----"---------
Sec. 30 (2)(a) of provides
·1· for the: The Resolutior. Plar:
ihc Code , payment of insolvency provides for pa,·mcn1 ot
: resolution process· rcsoltitio11 r)roccss cost
, costs in a n1anner on 8.CllAal bci.s1s.
j specified by the Board currently cstirrcaLcci :JL
: in prioriL)'' to tl1c R.s, 3.70 Crorcs. as cdsu
' repayment of other any other costs incurrc:d
· debts of the corporate till the NCLT aDpron1l
debtor da1c as may be incurrvd
/ payable on "':Lua
1Jasis, pcrtc'"ir1ing to tJ1v
Rcsolutio11 f)rocess: ln
• manner as specified b:.·
the Boc1rd ar.d 111 }Jriority
to }Ja..,yrnc11t of ot"l1(..'l"
i debts of cor1JorEte d1.·:btor
! \Vithir1 a period o i' 90
.-·-·~~-----.--·· ... ·----·--..·~-~-·~·-------- '. . .~i-~~-~-f_:-_si_rr1 cffcc ti v c d at. l: .
Sec. 30(2) (bjof . (i) Provides for the The dues o'.· opc~rnLiurn:l
the Code repayment of the · creditors (Trade
debts of opcrnt.ional pavablcs) c;n: Ps. '.Jci.i·l I
creditors 1r1 8·ucf1 Crores cor1sidc:rin.g l~t:. ::
1nanr1er as m<1:y be ' tl·1c comparYy :has bcr.:n
specified by lf:c: ir,curri.ng cor::in\J.ous
Board which shall losses in the past and
not be less than the requires additional funds
arr1otu11 to 1Jc paid to for rc\'1\'H1,?: its
the ope-rational 1
opcr~11.ior:s, Lhc'
creditors m the i,liquidation value 1~
event of a liquidation I expected lo :w
of the corpora1c debt . significantly lowu
or under section 53. cornparcd to adrni11cci
clcjms oi }~~ir1<:lnci::.:l
creditors :,1.lD11c. [r1 c;;:sc·
: of liquida1.io11, the c11ti:·c
30 I
proceeds \VOl.Lici l~n:
utilized/ recovered
1-0\\·ards due u[ .al
crcd1tors ar,d n.o .:-:..r1u.r,;r1~
\VO-uld be l::--:pcct.cd tu ~-)c
paid / realised by
operational creditors.
Hence, even t.houp):. r-co
amour.ts arc recp1:rcd to
be paid to y}·:('
()pera1ior1al creditors. f'or
t}1eir cont.ir1ucd sup;Jc;rt
i iJ1 project opcrat.10:·1s~ ;-Jn
I amount of FZs 0.22
Crorcs is provided fo1·
------- --- --------i······-·-··--------············-------··---; _p_aY!!~~X~_t o:~ tl1cir __ d UC'S.
Sec. 30 (2) (b) of (ii) And provides for In the evcntualit\ of
'!he Code payment of debts of there being any firnmci<il
financial creditors creditor who doc's :ml
\Vll.o do 11ot vote in · vote in favo11r oC t.ht"·
favour of the · resolution p:an. tlw
resolL1tio11 P1an, i::1 rcsolutior1 a
such a mc.lnncr as ! herctJy t1r1dertal<1_:s tl1aL
may be specifled by, pa:y1I1cnt "ts t·nvistl.:O.',..:-u
the boa.rd , \Vhicl1 under Lb.is section \Vii: 1Jv
shall J1ot be less ' rnade- in accordar1cc: \Vi tJ~
t:ha11 lhe arno11r1t to the prov1s:ons or 1.l-ll'
be paid to s1Jcl1 code.
creditors m
accordance with
sub section (l) of
. '
section 53 in the i
event of liquidation ,
of the corporate
Debtor !.
Sec 30(2)(c) provides for tbc 1 lt is clarif1cd t11at, frcr11
management of the i the NCLT .'\pproval Lht.c:
' affairs of the Corporate , till the implcmcniatior: oC
debtor after approval of the proposed transaction
i the resolution plan under the Fccsulucion
})lan. i.e. payrnen.l or 11·1c
! corr1mitlccl arncrunt 10 the
Secured Flna:jc~ct:
Creditors (Lc:ri.dcrs::, it '.:--;
envisaged tl1at ;.-tn
effective 1rr. plcr:·1 en! ;-_1 1c1n
1
arid ;\/loni:..uri:1g
Committee (l 'vcC) srwll
ordinate t~1
31 I
----
imp1cmenlHLion of" thL~
i J~esolution.
Plar:i h\' 1;1c
! Pcsolution ;\pplin<11L
. The composition of 'rdC
JS envl.sagecl Ltndcr
clause 6.2.
32 I
·-·--
Sec 30 (2) (cl)& Term of the plnr_L · f,(,\ \\ill c;r1surc L!1<-t; L11c
F~cgul<:lt1on ! implementation I rcsolutior1 ~Jla11 l~
38(2i(c) I schedule ar1d implcmer11cd
! and
i supervision of tbc , s·upcrvised suiLably.
', resolution plan
Entire am~)llr1t is
proposed to 1Je :_(;
financiul creditors \\'ilh_,n
1 12 montl-1s after approv;_d
1 .... _____ :_of NCLT.
;-Sec-.30 i2)(ej---1 Doe~not contravene! RA has prcpcl!cd the
I any of the provisions of I Rcsolu ti on Plun afwr
: the la\v for the time taking into co11sidcrnt1on
!
33 I
consolidation of the Corporate debtor sl:all
corporate debtor iss1..te eqLtit.y sl1<::i,rC as pc:r
as per arr:i:1gcrnc::l
finalised for debt and
· equity by each of the
})artici pa11 t 1n SP\,
forrr1cd by C:onCtJ.trvn:
Control Sys.tern l}\'l ~lei
l\!lr. Ram Dal)U GL1pta (~,
TvTr. Prarnod c:;upta ui-:d
I'vTr Sl1sha.:·)t C_~nbhra.
hegulation 37 Car1cellt1t:io11 ar1d F:-xistir1g equity 1s
!.Ctt) ' delisting of any shares proposed to be c~inc::ellcc'.
of corporate debtor t immediately
,,,,, __ ·- --------
........ - ....- .......
I~c:gulri.tion 37 or \va1v1ng of 'I'}1c debts of various
(c) any breach of the terms parties due trorn :ne
of aJ1y debt cit1c frorrt Corporate Siebtor z1rc·
tl1e corporate debtor proposed_ to be sclticd
rcstructi.J.re1J / \vaivcd a~
r)rovidcd. s•:parul
l.Indcr tflis r.:(.csol'...Jti1)!'1
-----------'-----····----------- Plan. ,,,,,,
T~cgulation 37 (D , reduction
''
, l·Zcrru.lation 37
' u
extension of a maturity Not applicable
lg) date or a change in
interest rate or other
terms of a debt due
fron: the corporate
undc~·
-,,_
proposed !
I~.csolu ti on Pldn.
34 I
-M-----"·---·----"'-'f"'
: ir1 tercsts or ot'l-1er ;
• _____ _i_fo!J?propriil_L<~p1:1c~P-~s~'----i _ ------········· ....
P.cgulation 37 Ul i Change in portfolio of [ No amcndmcn\ o:-
1 goods or ser\-'ices' change in t.J1e porlfolio oi·
I produced or rendered goods or sc:rvice:; !
Governments <Jnd
! other authorities. tl1e operation ur thv
i busir1ess.
In case of CX})1f_}' of
approval, s11cl1 approval
sha 11 ';)(' ,;-_...:1cr.dcd. h .\
govc.:rnmcnL sgc11c1cs :n
tln1c bound rn.-1r1ncr .
.. .~~---·---!·-···-·-··-··.
Regulation 38(1) The amount due to the Operational cn:dir.urs
1
operational creditors dues arc proposed to b·.·
1
under a resolution plan i paid Rs 0.35 Crones
shall be given priori1_v- · lO\Vards tJ1cir d11cs.
in payn1cnt ovc1 \Vili"1in (JO days of
financial creditors approval of tl1e p1':.~n b_,.
NCL'r. 1\s a.gainsl this.
secured rina:1c1cd
creditors are bcir1g p:·1id
; their dt1es in 24 r:10!1ths .
resLl!.1r.g ir.l ()pcration<'.·:
creditors gctti11g pr~uri:.__1,·
i.n l)Oyn1cnt (Jvc:r finan_cial
•••••--·---~'"'"'-'""" • M
creditors.
,_,,_,.,,,,,_•
35 I
'<.lJnount.) \\'hich 1s
proposed tD be S('tlkd a\
c~ co11s1dcr.it1<l!1 !Jr l<~ .;
1
, Crores,
36 I
ir1 vie\\' overc.ctll in t.ercs1 or
corporate debtor, sud[
rct.rer1cbr:. ic:-11 :-!:Hy ~)(_'
proposed in c.tccnrdc1r1,~c·
.. +·\·'·.itha,pplicablc lcrn s.
J<cgulation 38(3) A resolution plan shall The reason for ddaul\ /
clen1onstratc that. - . losses car1 ])e aLtri.bu lt'c'.
(a) it addresses the to shortfall in 01sh flows
cause of default; rrorn reduct.ion
(b) it is feasible and rr1arg1ns, resulting ~r:
viable; Sharp dcclir'lC ir1 ~.l'Vl:i o[
(c) it has provisions for oper8.tions, tJ-1c-rehY
its effective leading lo ir1adcqu2,tc·
implementation; cash flO\VS for scrv1c1r:.g
(d) it has provisions for its liabilities.
approvals required and 'I'b.c resolutior1 pL:1:1 f·1'ds
. the timelinc for the addressee{ the causes or
'same; and dcfrn:lt. We h:1v:·
(c) the resolution through bc·1 tl:r
applicant has the ma11agerr1cn:. cun t.rol,
capability to infusior1 of GLddition;tl
implement the funds for \\·orki:1::,
resolution plan capital, at1ci br1nging
do\vr1 t}1c total debt LO a
sustainable levcL
endeavoured lu
turr1around the cornpr:r.n:"
t)y irr1provir.g its 1_op i~11c
and bo1101-r1-lir1c. :\
' \iablc anci \\Orkablc
rcsolt1tion plan r1;:1s
, accordingly been
prepared. The Resolurim1
:\ppl:can ::. !1ns ; ;u_·
Caj.)UlJi}lL) / apprupri~~Lc
resources for l:rrcc1 i vt·
im_p_lcrnc11 L.~1 Li Ori.
37 I·
8. Concessions and Reliefs, Waivers, / Directions/ Specific orders
from NCLT Requested/ Prayed under the Resolution Plan
c:·cditor;
"
') S211e ofpart of the and Swmp duty on d1c sa'c oi' propcn'.cs
l}ropcrtics 1r1 case resorted to be \vaivcd
:o by the CD for raising
:·unds subscquentl~:
ESlcctricily cittcs \vaiver ()l1ls:a11di11g d11cs, ·if f.lily, \\·ii.11 Einy uf i-l·1c pl)\\·l::
38 I
;\bill ::o lltilisc c;er1va1 In case of non-1nclir1tcnancc or rcquisi1c rc-c1.1:·(is
credit, Service Tax credit by the Corporate Debtor, which has rcsul1.cc: i::
etc m the books of the l::.11Jslng/ir;cligit)ili1y~ of the said benefits, t1nclcr
(~on1pk1I1)'' Ll-1c rlC\\' (}Srr rcgirnc benefits to t)c available .:~
1
Permissions j Approvals
'
lJerrnissions / approvals on applic<:.1tion :Jr t:H·
rcc1u~rcd for opera.lion of same \Vil}1ir1 30 da_y'S of the ;\pp1icat1on.
t::c I3u s111ess / F"actory
'Temporary License shall be grnr1t:c.:d / provid«:·'
' Operations
to operate tl1c Bt1siness / }';Jctory ()perci1.011~,
\Vit.11i11 7 Ca_vs of applicaJ_ior1 fn:· 1}::c lt!:r. ,-~:!'
Period if rcqu irc:cL
In \_J C~:1cc :)criod lo comply 1 Sl,x [6] months grace period (from U1c ciuk nl
\v:th various futllre NCL'l' ap1Jroval) to be provided to L}1c- Corp<1r:-:1;·
1
11 l.~xlir1guisbir1g
of existing 1\ny' onerot.1s con.tra.ct made b)-" the Corpu:-:tt~-
Oncrnu s contrac1s by Debtor subsisting before i he a pprn ::.:) "C
Corporntc Debtor Rcsolutio:: Plan shall be duh extinguish d ':::I
lJc i11cffectivc.
wltivcr / r·:xcmption from W aivcr / Excm pti.on from requ irerncn 1 of \' u
:-cquiremc::t of No Objection Objection Certificate under Sec 28 l or :.nc
CcrtiTicau; t.111der Sec 281 of Income 1~clx /\ct, 196-1 by tl1c Sell
Lhc Income Tax Act, 1961 Shareholders a.rid prov1sicn1 of takir1g O\'t 'r
predecessor's tax 11ubiiity u ndcr Sec l -/0 \Ji 1: l•_·
i I11co!nc 'rax _;\ct) 1961 a11d Specific ()rder (;r
'
! treating s1.1cl1 Tra.nsactions as \!(Jl!) u11C.l·r ~,.,-
281 of the Income Tax Act, 196 l for ar:v cLtirn '·
in respect of tax or any ot11er surr1 pa_v:..1blc ~:1
Se11i11g Sharc11o!ders.
1S W;fr.;(·r Valuation
of of Approval of Ficsolution f'Lm by 0JCLT ""'.!! lie·
Pricing of Shares by treated as waiver of the requirements ct' 1 i::·
1-<cgistered \laJuer - Valuation of Pricing of Shares by Rcgiskr:·d
'Valuer to be computed for Jssuancc of Eqc:::\
f'rcfcrcn:ia! ,'\Jlo1 IT1('1-;.1
\\farra11ts / Preference Sl1arc~ ;' (:or1\·vrtii)lc
Debentures to I.(A The request for such'-''"'' .. ,.,.,
clue to tl1e fac1 t11at Cl.1rre111 vnJuatior1 of ;Li·
Company on the basis of Book V:duc ur l\1·1
;\ssets \/alue Rasis / 1~eal1%abic \'~_:lu~n~u;·· ~.r
/\ssets ti..cljustc-d to Currc:r1l. L1c1billL;c:s c.:·
Discou.nted Ca.Sh F'lo\o.' of the I3usi:1css \\·ill :"
"Negative", \Vhercas tl1e l~/\ is payi;-1g :·c<is(_'d
Face Value co11sidering the Ftitu.re Potcn1ia: r•I
the Business.
16 Liabilities that may accrue Approval of the l~csolution Plan will be :.:c·C1!:': 1
:.mdcr Various Corporate as \Vaiver Approval by NCJ;r for am ;i:,, 1
LCl\\'S a11d 1\::ts, [~:u1es and li'-llJilitics, JJcna_ltics. ar1d an.;/ forrr~ of payrr;l:CL :.:i\·
' j .
I. . egll at.Ions ·n::~l\'
'"'~ w
()f La:c •
!,·,_-.·:-: .
, f)a:.11ages / procccdi11gs /penal tics/ recover_\- ', ··
\\'l1ict1 occL1rrcd or become clL:e bcc;:;. ·~1si:· , ·.i-
nor1~complianccs relalcd to the bt:lU\\' slhtcd :\l:t:..;
fron1 Com1nc11cerne111 of Ir1solvcncy Pruct;ss :,ill~::
months from the Date of the :JCLT Apprc1\·:il ,,r
Proposed f<C'solution Plan as it will
I~csolut.io11 i\-pplican:.: Ll1e lin1~- 1-)c:·ioci lo :·c\-i('\\
the currcnl comp1ia.r1cc slcti.Lts of' ·~he (~orpdrct
:m I
..
--~---- --.,··-··~ -- --· --- -------· - - · - - - - - · - -
Debtor under these Acts, Rules and regulaLiurcs
i11 Lc-r1ns of Complic1nces ar1ci ~tction to b(· lci.k1.';1
i11 this regard. 'f}1e stated list is ir1( lusiv<' ·l)U t r:c1
exhaustive of -
The Companies Act, 1956 (the i\cti and t1ic·
Rules made there under;
The Comrnmics ,\ct, 20 J '.l (the i\ct) anci 1h,·
Hules made there under;
1-:;-orcign Exchange ;'vTctnagcrr.cn.1. :\ct, z,, 1' '
and the I-(·ulcs t:.t_nd Regulations n1ade 1lH -:·'.·
. under to the extent of Overseas Din:c•
lr1vestrr:cn t;
1 ','
'I Liabilities accrued/may Approval of the l~csolution
Plan "·ill bcc trll:itc:d
acccue under \/ar.ious Acts. as \\laivcr I :'\pproval frun·1 p21s:.. LiJ.bi1iLit_ ·~,.
,~, L,ct\\:8 l)ayr11ent.s of Fees c.1nd all IJues including dri\
Penalties as \vcll as any' form of t)a_yrr:cnt bs \\-;·: \
of lntcrcstJ Late Fees, Da..ma.ges etc, related :u ,1i'.
: (}overnrr1er1t i\'L1tt1orities \v·i1J1 regard tu :-iur:
con1pliar1ces of vc::rious Sta1u:es 10 l:;c c.H.I''it'ri_:d
related 10 Consent, 1:'ecs, Ccrt1fica1:or:: etc. t ! 1,·
Corporate f)ebt.or prior lo lJ1c I~ffccti v:.' ·.);1 ·. ~-
\vl1icl1 is inclt1sivc· bltt not exhaustive of
41 I -
..
.,,,,,, , . , , , , ,... ----- ----
• Environ n-1en t (Protectior:) /\ct, 1986
18 i Liability which may accrue Approval of the Resolution Plan wiii be ·:rcalcd as
LO Provisions of MAT and Waiver by NCLT for any liability !includes '!'::>:.
C)rhcr Sections of I11come r-..1J\.TJ ir1tcrcs:., fine, pcnalt_y etc·) 01;. Corpur;-1: ('
Deblor, I:Z1\s or1 accour1t of various act 1u:1;,
proposed m the Approved r..:cso1 tl tior1 PlL1:·1
including but not limited to liabilitic:s. if :im
under Sec 56, Sec 43, Sec 28, Sec 1 l'iJB ;in,:
Scctjo11 79 of tltc Incornc Tc1x .:\ct. 19h1 _
be ineffective.
be g1ven LO jurisdicLional
Cor11missioner or Corr1misslor1cr as ·,·;\
under Section 79 of Income Tax .V·;. l 'Jl:J ! .
r~csolution Proi'cssional \l\/OL:lc: la.kc Lhc' or:u~:.
oivc
b reasonable
, opportuniLv
' _, o'. bc:imz,_, h:c.'cd I<>
jurisdictional prir1cipa] comrn1ss1or.t.:;r \\'i 1l1
43 I
12 ~)irccLior: to 1\1inistryr of Upo11 a]Jt)rovaJ of Resolution Pla11 [)_) l lor1 ·:Jl,·
defence for continued NCLT, Direction shall be issued by Hon'blc .\CLT
business operations to IV!inistry of defense (MoD) for reinstating llH-
fo'llo\ving orders ca11cellc:d durJng C~IF'.P:
P.O. No I tern.
, dt 06 1\pril 2016
'.)(~ Svt 30 h \ .\
SO No 16--17/HQMC/2016-0021
28 NO\ ; I)
;..:\:\ ~-,.\,;~,
'l'l-1e Pli.:ll_: is nol ~Ul)jcct to grar1t of above reliefs }10\·ve·vcr it is prfJ.VCd ['rs.1_.r_:'_l_
JlrmJJk NCLT. in order to effectivelv implement this Resolution Pl_ilr1, --'-'-·'-'-~--'-'''''
9. Projected Profit & Loss Account after approval of Resolution Plan
lJLLriirg tl'1c Lerm of f~esolution Pl<:tn, f)ased or1 market conclitions and future
prospects, R.J\ has projected posi1ivc cash flows. A detailed projected Prnfi1
(?., Loss i\c:cou.nt is 'clS ur1c1er:
.1s I
** National Award Winners 2013, Ministry of MSME (Govt of India)
Excellence Award Winners 2016, PHD Chamber of Commerce & Industry
* Achievers Award Innovation in Power Systems 2020, PHILIP KOTLER Inc
CONQUERE~~T
Conquering Cu1·re11t
Date 13-Feb-2021
Our Resolution Plan shall be read along with content of this addendum:
\
/