MANJU J HOMES INDIA LIMITED

(Undergoing Corporate Insolvency Resolution Process under Insolvency and Bankruptcy

Code,2016)

Minutes of the first meeting of committee of creditors of Manju J Homes India Limited
(undergoing Corporate Insolvency Resolution Process) held at C-32, Teamup Cowork,
Kaushambi, Near Vijaya Bank, Ghaziabad, Uttar Pradesh-201010, on Monday, 13 th January,
2020 at 4:30 p.m.

…………………………………………………………………………………………………………

PRESENT (Physical Presence)

1. Mr. Harish Goyal : In the Chair

2. Mr. Sanjeev Gupta :(Authorised Representative on behalf of Financial
Creditors in a Class)
3. Mr. Anil Tayal : Team IRP
4. Advocate Nikshubha Sethi : Team IRP
5. Mr. Kanhayya Maheshwari : Team IRP
6. Mr. Mughal Ahuja : Team IRP
7. Group of Home Buyers : As per the attached attendance sheet

A. POST NOTICE EVENTS:-

Notice of the First meeting of COC was sent to all the members by electronic means i.e. on the
Mail- ID as per the record available with us through the claim forms.

AGENDA ITEM NO. 1: THE INTERIM RESOLUTION PROFESSIONAL (“IRP”) TO

TAKE THE CHAIR:--

Mr. Harish Goyal was unanimously elected to the chair of the Committee of Creditors Meeting
(“COC”). As the necessary quorum for meeting was present, the meeting commenced at the
schedule time. The Chairman took the roll call of all the participants attending in person and a
confirmation was taken from every participant present in the meeting.

AGENDA ITEM NO. 2: TO ASCERTAIN THE QUORUM OF THE MEETING:-

 The Chairman informed the participant that the required Quorum is complete and meeting can be
proceeded with and informed the participant that the meeting shall have the presence of Quorum
throughout the meeting.

AGENDA ITEM NO. 3: TO TAKE NOTE OF THE DECLARATION TO BE MADE BY

THE FINANCIAL CREDITORS OR OPERATIONAL CREDITORS, IF ANY, THAT
THEY ARE NOT DIRECTLY OR INDIRECTLY RELATED TO THE CORPORATE
DEBTORS AS PER SECTION 21(2) OF CODE:-

The financial creditors declared that they are not directly or indirectly related to the corporate debtor
as per section 21(2) of the Code and Chairman took the note.

AGENDA ITEM NO. 4: TO TAKE NOTE OF THE CLAIMS RECEIVED BY THE IRP:-

The Chairman informed the members that around 286 claims have been received in which 282
claims come out from the Creditors in a Class i.e “Real Estate Investors”,1 claim from financial
creditors and 3 claims come out from operational creditors. This matter was discussed in detail
among the members of meeting & taken in the record.

AGENDA ITEM NO. 5: TO TAKE NOTE OF THE CONSTITUTION OF COC AND

DETERMINATION OF THEIR VOTING RIGHTS IN PROPORTION OF DEBT DUE TO
EACH FINANCIAL CREDITOR AS PER REGULATION 17 AND SECTION 21.

The Chairman informed all the members of the committee that the COC has been constituted with
282 Financial Creditors in a class represented by Mr. Sanjeev Gupta. The list of financial creditors
with their claims and voting shares was put on the table and the members of committee took note for
the same.

AGENDA ITEM NO. 6: TO TAKE NOTE OF THE CLAIMS VERIFIED SO FAR AND
MAINTAIN THE LIST OF CREDITORS PURSUANT TO REGULATION 13(1):-
The Chairman informed the members that around 286 claims have been received from financial
creditors out around 282 are from creditors in a class “Real Estate Investors”, 1 claim from Financial
creditors and 3 claims were received from operational creditors which include supplier of goods and
services, etc. of the corporate debtor have been received and for the purpose of first meeting, claims
received up to 03.01.2020 were collated and categorized.

The Chairman further informed to the members that large numbers of claims have been received and
their verification required considerable time, therefore some of the claims have been admitted
provisionally, subject to reconciliation. IRP require Book of account and Trial Balance and Break up
details from the side of Corporate Debtor for reconciliation of the claims of such creditors. Till the
date of First Meeting of committee, the Corporate Debtor has not provided the complete books of
accounts and the necessary information.

The list of financial creditors with their claims and voting shares was put on the table and the
members of committee took note for the same.

AGENDA ITEM NO. 7: TO TAKE NOTE OF ACTIONS TAKEN BY IRP TILL DATE
UNDER CIRP:

The chairman apprised the committee of Creditors about the actions taken by him in exercise of his
duties as the Interim Resolution Professional. A detailed list of dates and events was placed before
the committee of Creditors and the committee took note of the same.

Furthermore, Authorised Representative Mr. Sanjeev Gupta raised the issue on behalf of Home
Buyers that CoC meeting should be stayed as per the Hon’ble NCLAT order dated 09.01.2020.
However, as far as order of Hon’ble NCLAT dated 09.01.2020 concerned, there is no stay in CoC
meeting, same has been vacated through the NCLAT order dated 03.01.2020.

“During the pendency of the appeal, the Interim Resolution Professional/ Resolution Professional
will not make publication of Expression of Interest/ Information Memorandum and Committee of
Creditors will not take up any resolution plan without prior permission of this Appellate Triibunal.”

That the CoC meeting conducted on 13th January, 2020 where we followed the above mentioned
instructions given by the Hon’ble NCLAT on the order dated 09.01.2020 by not introducing any
Resolution Plan and not making publication of Expression of Interest/ Information Memorandum.
 Further, as per the Sec 22(1) of the code, the CoC meeting have to be conducted within the 7 days of
the constitution of committee of creditors which we have constituted on 6th January, 2020.

AGENDA ITEM NO. 8: TO DISCUSS THE CURRENT WORKING STATUS OF

CORPORATE DEBTOR & TAKE NECESSARY ACTIONS TO REDUCE CIRP COST:-

The Chairman informed to all the members of the committee, at the time of visiting various premises
of Corporate Debtor, it was noticed that neither of the site/ office is in operations and in our
knowledge no employees are working on payroll of corporate debtor handling departments of
accounts & finance, production, IT, administration, commercial etc. Since, there are no operations in
any of the site/ offices of the company; a decision needs to be taken to minimize the CIRP Cost. The
members discussed the matter and took the note for the same.

AGENDA ITEM NO. 9: TO DISCUSS THE CIRP COST:

The Chairman informed the Members that according to section 5(13)(a) of IBC-2016-“ Insolvency
Resolution Cost” includes amount of interim finance and cost incurred in raising such finance.
Further Regulation 31(b) of IBBI (Insolvency Resolution process for corporate persons) Regulation,
2016 includes all expenses incurred by the RP under Regulation 34 under Insolvency Resolution
Cost. As per section 28(1)(a) of IBC,2016, IRP is barred from raising interim finance in excess of
amount as may be decided by the COC. Therefore to raise any interim finance the approval of COC
is mandatory.

The details of estimated expenses forming part of corporate insolvency Resolution process cost was
provided to members of the COC and the same was discussed in details.

The Chairman further informed to the members of COC that it is proposed to meet the cost of
insolvency resolution process and business operations, inter alia by way of:

 Contribution from any liquid unencumbered assets like shares, inventory or fixed deposits could be
used. Since the financial statements of the CD is not ready we are not able to get any information
about any unencumbered saleable asset and therefore this option cannot be exercised in the present
case. The financials creditors/ or interim finance or any balance of the bank which are active.
 Balance in any current account can be utilized. If available.
 Each member of COC can contribute in its ratio of voting share to make a corpus which can be
deposited in a separate bank account and which would be operated by IRP as per the approval in
COC.
 An interim finance can be raised from any one or more members of COC on commercial terms
approved by COC.

Considering the Authorised Representative, Mr. Sanjeev Gupta’s concern on behalf of Home Buyers
to reduce the cost of IRP expense, IRP team has decided to reduce the cost from 6 lacs to 5 lacs
rupees only per month.

Furthermore, it is pertinent to mention that IRP team is trying to minimize the cost of all the other
expenses as well.

AGENDA ITEM NO. 10: TO THE TAKE NOTE OF THE APPOINTMENT OF THE
AUTHORISED REPRESENTATIVE FOR CLASS OF CREDITORS BEING ALLOTTEE
UNDER A REAL ESTATE PROJECT AS PER REGULATION 16A:-

The Chairman informed to the all members of the committee, that the Hon’ble NCLT has appointed
Mr. Sanjeev Gupta having Registration No. IBBI/IPA-001/IP-P-01575/2018-2019/12408, as the
authorized representative for the Creditors in a class & hence he shall represent all the Financial
Creditors in a class and do all acts in their interest and for their benefit as per the provisions of the
Insolvency and Bankruptcy Code, 2016.

AGENDAS TO BE VOTED UPON/APPROVED:

AGENDA ITEM NO. 11: APPOINTMENT OF LEGAL CONSULTANT

The IRP proposed Advocate Syed Sarfaraz Karim as a legal consultant cum advisor for the
Corporate Debtor for the period of CIRP for providing advisory services, legal documentation and
assisting in NCLT proceedings and in appearance. The proposal of Advocate Syed Sarfaraz Karim
containing details of his professional fees and other terms was placed before members of the
committee of creditors. The COC is requested to ratify/approve the appointment of Advocate
Syed Sarfaraz Karim as a legal consultant cum advisor for the Corporate Debtor for the period of
CIRP and pass the following resolutions with modifications:

“RESOLVED THAT, with the consent of members of Committee of Creditors, the appointment of legal

consultant cum advisors Advocate Syed Sarfaraz Karim, be and is hereby approved as per his proposal, a

copy of which was provided to all the members.”

“FURTHER RESOLVED THAT, the remuneration of legal associate is approved with a consultancy fee

of Rs. 50,000/- p.m. apart from the other litigation charges as already mentioned in the quotation presented

before the COC”

“FURTHER RESOLVED THAT, the fees payable to the legal consultant cum advisor is hereby approved
as corporate insolvency resolution process cost.”

AGENDA ITEM NO.12: TO RATIFY THE EXPENSES OF PUBLIC ANNOUNCEMENT

INCURRED BY THE APPLICANT OF CIRP

As per the requirement of Section 13(1)(b) and Section 13(2) of Insolvency and Bankruptcy Code,
2016 read with Regulation 6 of Insolvency and Bankruptcy Board of India (Insolvency Resolution
Process for Corporate Persons) Regulations, 2016 the Interim Resolution Professional made a
Public Announcement for submission of claims by the creditors of the Corporate Debtor. The
Public Announcement was published in the Newspaper viz. “Jansatta” (Hindi Edition) and
“Financial Express” (English Edition) of Delhi both on 12 th Day of September 2019. A bill
amounting to Rs. 9,811/- (Nine Thousand Eight Hundred and Eleven Rupees only) was placed at
the table of the meeting of the Committee of Creditors for consideration and approval. The COC is
requested to ratify/approve the expenses of public announcement incurred by the applicant of
CIRP and pass the following resolutions:

“RESOLVED THAT, with the consent of members of Committee of Creditors, the expenses amounting to

Rs.9,811/- as incurred on public announcement is hereby ratified by the Committee of Creditors”

“FURTHER RESOLVED THAT, the expense paid to the advertisement agency is hereby approved as
Corporate Insolvency Resolution Process cost.”

AGENDA ITEM NO.13: TO RATIFY AND APPROVE THE EXPENSES WHICH WOULD
BE REIMBURSED TO MR. HARISH GOYAL, IRP.

The chairman informed the members of the COC that in accordance with Provisions of Regulation
33 of IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the
committee shall fix the expenses to be incurred on or by the IRP. (As per regulation “Expense”
means the fee to be paid to the Interim resolution professional and other expenses to be incurred by
the IRP/RP) and the fee of the IRP and other expenses of IRP to the extent approved will be
treated as Insolvency Resolution Process Cost. Therefore the fee of the IRP needs to be approved
by the CoC. Mr. Harish Goyal was appointed by the Hon’ble NCLT vide order dated 02.09.2019
in the matter of M/s Gagan Ferrotech Limited Vs. Manju J Homes India Limited. Mr. Harish
Goyal, IRP prepared and presented a list of expenses incurred / to be incurred by him for the
period from 02.09.2019 to till date of 1st COC meeting for the ratification by members of CoC.
The details of the same were placed before meeting.

The COC is requested to ratify/approve the expenses which would be reimbursed to Mr. Harish
Goyal, IRP and pass the following resolutions with modification:

“RESOLVED THAT, with the consent of members of Committee of Creditors, it is hereby approved that

Mr. Harish Goyal as Interim Resolution Professional appointed in the matter of Manju J Homes India

Limited be paid a fee of Rs. 5,00,000/-(Rupees Five Lakh only) plus applicable taxes and reimbursement of

actual expenses incurred during his tenure as Interim Resolution Professional”

“FURTHER RESOLVED THAT, the expenses payable to the IRP is hereby approved as corporate
insolvency resolution process cost.”
AGENDA ITEM NO.14: TO APPOINT RESOLUTION PROFESSIONAL (EITHER
INTERIM RESOLUTION PROFESSIONAL OR OTHER RESOLUTION PROFESSIONAL
AS THE CASE MAY BE) AND APPROVAL OF REMUNERATION THEREOF

As per section 22(2) of IBC, the CoC in its first meeting shall decide to appoint the IRP as RP or to
replace the IRP by another RP. In this case, Mr. Harish Goyal was appointed by the Hon’ble
NCLT vide order dated 02.09.2019 in the matter of M/s Gagan Ferrotech Limited Vs. Manju J
Homes India Limited. Mr. Harish Goyal, being eligible for the appointment as RP offers himself
for the appointment of RP in this case. The profile of Mr. Harish Goyal along with his consent in
Form AA of the regulations was provided to the members of the COC for their perusal. The COC
is requested to ratify/approve the appointment of Mr. Harish Goyal as the Resolution Professional
for the Corporate Insolvency Resolution Process of M/s Manju J Homes India Limited and to pass
the following resolutions with modification:

"RESOLVED THAT Mr. Harish Goyal having registration number IBBI/IPA-001/IP-P-01459/2018

-2019/12244 be and is hereby appointed as the Resolution Professional in the matter of Corporate

Insolvency Resolution Process of Manju J Homes India Limited in accordance with provisions of section

22(3)(a) of the Insolvency & Bankruptcy Code, 2016."

"RESOLVED FURTHER THAT a remuneration of Rs. 5,00,000/- (Rupees Five Lakh only) per month

plus applicable taxes be and is hereby approved for Resolution Professional in the matter of Manju J Homes

India Limited."

"RESOLVED FURTHER THAT, expenses on traveling, boarding & lodging and all other necessary and

incidental expenses to be incurred by Mr. Harish Goyal, Resolution Professional and his team members

during corporate insolvency resolution process be and is hereby approved on the basis of actual expenses

incurred.”

“FURTHER RESOLVED THAT, the fees and the expenses payable to the RP is hereby approved as

Corporate Insolvency Resolution Process cost.”

AGENDA ITEM NO.15: TO DISCUSS THE REQUIREMENT OF TRANSACTION AUDIT

The Interim Resolution Professional informed the CoC that in according to Regulation 35A it is
the duty of the Interim Resolution Professional to form an opinion, make a determination and
apply to the Adjudicating Authority for appropriate relief in case of certain transactions of the
corporate debtor as detailed in sections 43, 45, 50 & 66 of IBC. Currently the Corporate Debtor is
not in operation but still IRP proposed to appoint an independent consultant for transaction audit
for 2 Previous Years. The COC is requested to ratify/approve the appointment of a transaction
auditor and to pass the following resolutions:

“RESOLVED THAT Interim Resolution Professional /Resolution Professional be and is hereby authorized

to invite quotation from reputed consultants to appoint independent consultant to conduct transaction audit

of corporate debtor as required under Insolvency and Bankruptcy Board of India (Insolvency Resolution

Process for Corporate Persons) Regulations, 2016,approved by Committee of Creditors."

AGENDA ITEM NO.16: APPOINTMENT OF COMPANY SECRETARY TO COLLATE

DOCUMENTS OF THE CORPORATE DEBTOR

The chairman informed the Committee of creditors that as per section 18 read with section 20, the
IRP is required to collect all information relating to the assets, finances and operations of the
Corporate Debtor for determining the financial position of the Corporate Debtor. The IRP has
proposed to hire the service of Company Secretary for collecting the information in relation to the
Corporate Debtor. The COC is requested to ratify/approve the appointment of the proposed
Company Secretary and pass the following resolutions:

“RESOLVED THAT, with the consent of members of Committee of Creditors, independent Company

Secretary is hereby appointed at a competitive fee of Rs. 25,000/- plus out of pocket expenses, for collating

necessary documents in relation to Corporate Debtor, making necessary ROC filings in relation to

Corporate Debtor”.
AGENDA ITEM NO. 17: APPOINTMENT OF ACCOUNTING PROFESSIONAL AS
CONSULTANT FOR COMPLETION & RECTIFICATION OF ACCOUNT BOOKS OF
THE COMPANY AND TO ENSURE COMPLIANCES WITH VARIOUS LAWS AS
APPLICABLE

The chairman informed the COC members that for the purposes of completion & rectification of
account books of the company and to ensure compliances with various laws as applicable, it is
proposed to appoint an accounting professional. Authorised Representative, Mr. Sanjeev Gupta on
behalf of Home Buyer asked the name of the consultant to be appointed, IRP apprised the CoC the
quotation will be invited and the least expensive consultant will be appointed.

The COC is requested to ratify/approve the appointment of an accounting professional and pass the
following resolution:

“RESOLVED THAT, with the consent of members of COC, accounting professional as consultant be and

is hereby appointed to complete the accounts books and to undertake the legal time bound compliances with

respect to GST, Income Tax, TDS etc. of corporate debtor at a fee approved by Committee of Creditors.”

“FURTHER RESOLVED THAT, the fees and the expenses payable to the accountant is hereby approved

as Corporate Insolvency Resolution Process cost”.

AGENDA ITEM NO. 18: TO DISCUSS THE APPOINTMENT OF IT PROFESSIONAL

The IRP the Committee of Creditors that a website i.e. www.manjuhomes.com has been developed
to update all the information relating to the Corporate Insolvency Resolution Process of Corporate
Debtor from time to time and facilitate all the creditors to remove the deficiency in their claims. For
this purpose the IRP has appointed Technovus Solutions.

Further, Mr. Sanjeev Gupta Authorised Representative of the home buyers asked to reconsider the
fees and the justification for the same, as far as the concern for the services from Technovus
Solutions, it is pertinent to mention that website maintenance, maintaining e-voting from home
buyers on frequently basis, sending the notifications to all the home buyers through emails, handling
CIRP management and protecting the confidential data of all the home buyers are the routine
activities of Technovus Solutions. However, to minimize the expense, the cost for the same has been
reconsidered. The COC is requested to ratify/approve the appointment of the proposed IT
Professional and pass the following resolutions with modifications:

“RESOLVED THAT, with the consent of members of COC, Technovus Solutions be and is hereby

appointed to develop and maintain the website www.manjuhomes.com to update the all information

relating to the Corporate Insolvency Resolution Process of Corporate Debtor from time to time and

facilitate all the financial creditors to remove the deficiencies in their claims at an approved fees of Rs.

75,000/- for the first month and Rs. 40,000/- per month for the rest of his tenure by the Committee of

Creditors.”

“FURTHER RESOLVED THAT, the fees and the expenses payable to Technovus Solutions is hereby

approved as Corporate Insolvency Resolution Process cost”

AGENDA ITEM NO. 19: RATIFICATION OF EXPENSES INCURRED BY IRP FOR

CLAIM VERIFICATION:

It was informed that the IRP has received a total of 286 claims from the financial creditors,
operational creditors and the Financial creditors in a class. For this purpose the IRP has appointed
M/s Detax Consultants Private Limited for the collation. The COC is requested to ratify/approve
the ratification of expenses incurred by IRP for claim verification and pass the following
resolutions:

“RESOLVED THAT, a remuneration of Rs. 650/- per claim amounting to a total 1,85,900/-(Rupees One

Lakh Eighty Five Thousand Nine Hundred only) plus applicable taxes be and is hereby approved for M/s

Detax Consultants Private Limited in the matter of Manju J Homes India Limited."

“FURTHER RESOLVED THAT, the fees and the expenses payable to M/s Detax Consultants Private

Limited is hereby approved as Corporate Insolvency Resolution Process cost.”

AGENDA ITEM NO. 20: TO APPROVE A SHORTER NOTICE FOR THE HOLDING OF A
COC MEETING

The chairman informed the COC members that in accordance to Regulation 19 of the Insolvency and
Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 which
reads as under:

“Subject to this Regulation, a meeting of the committee shall be called by giving not less than five days’
notice in writing to every participant, at the address it has provided to the resolution professional and such
notice may be sent by hand delivery, or by post but in any event, be served on every participant by electronic
means in accordance with Regulation 20.

(2) The committee may reduce the notice period from five days to such other period of not less than twenty-
four hours, as it deems fit:”

To ensure the smooth and effective conduct of the CIRP, approval is sought from the COC to approve a
shorter notice of 48 hours to convene a COC meeting. The COC is requested to approve the said agenda and
pass the following resolutions:

“RESOLVED THAT, a shorter notice of 48 hours to hold a COC meeting be and is hereby approved in the

matter of Manju J Homes India Limited."

The above mentioned matters are being put for E-Voting.

ANY OTHER ITEM:

Chairman apprised to the CoC that NCLAT directed IRP to give details of the status of

flats/apartments/premises already on completion and approximate time as may be taken to

complete it and will also show the number of allottees who have already filed claims.

Further, E-Voting shall be conducted by the IRP on the plan given by the promoter as well as

status given by IRP regarding completion and approximate time to be taken to complete the project

in due course of time.

VOTE OF THANKS

There being no other business to be transected, the meeting concluded with a vote of thanks to the
chair.

Sd/-
HARISH GOYAL
(I.P. Regn. No IBBI/IPA-001/IP-P-01459/2018 -2019/) Interim Resolution Professional
In the Matter of M/S Manju J Homes India Limited (UNDERC IRP)

Date: 14th January, 2020

Place: New Delhi
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