FIRST MEETING OF COMMITTEE OF CREDITORS OF ...... (Name of the Corporate Debtor), “CORPORATE DEBTOR”

As per section 22 of Insolvency and Bankruptcy Code, 2016 read with Regulation 17 (2)of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the first meeting of committee of creditors of ...... (Name of the Corporate Debtor) (hereinafter referred to as ...... ),was held on (Day)...... (Date)...... at...... (Time of the Meeting) at ...... (Venue of the Meeting) to transact the business as specified in the enclosed Agenda.

Please find enclosed the minutes of the proceedings of the first meeting of Committee of Creditors of ...... (Name of the Corporate Debtor) as per Regulation 24 (7) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016.

...... (Name of the IRP)

Interim Resolution Professional

in the matter of ...... (NAME OF THE CORPORATE DEBTOR)

Email:......

Registrationno.......

Date: ......

Place: ......

MINUTES OF THE PROCEEDINGS OF THE FIRST MEETING OF COMMITTEE OF CREDITORS OF ...... (Name of the Corporate Debtor) HELD AT ...... (VENUE)...... ON ...... (DAY)...... (DATE)...... AT ...... (TIME).

Present in Person:

  1. ...... (Name of the Financial Creditor)

Through its Authorized Representative-Mr......

  1. ...... (Name of the Financial Creditor)

Through its Authorized Representative-Mr......

Accompanied by

  1. ...... (Name of the Financial Creditor)

Through its Authorized Representative-Mr......

Present through Video conferencing:

In Attendance:

Director -Mr......

Accompanied By - Mr......

A.LIST OF MATTERS TO BE DISCUSSED / NOTED

  1. CHAIRMAN OF THE MEETING

Mr...... (Name of the IRP), the Interim Resolution Professional (IRP), presided over the meeting and occupied the Chair and welcomed the members to the First meeting of the Committee of Creditors (COC).

  1. ROLL CALL AT THE MEETING

IRP took a roll call of the members.Members present in person introduced themselves.Attendance sheet was signed by the members present.

  1. QUORUM

The Chairman informed the members that the requisite quorum being present in person, the proceedings of the meeting could commence.

  1. NOTING OF CLAIMS RECEIVED BY THE IRP

The Chairman briefed the members on the List of claims received stating the following details i.e...... claims in Form C from the financial creditors, ...... claim Form B from the Operational creditors, ...... claim Form D from the employees and Nil claim in Form E from authorised representative of existing employees. He informed that the list of creditors has been filed with NCLT and the same was presented at the meeting.

The Chairman further explained standard procedure adopted for verification and admission of claims and stated that the claims admitted were on the basis of the best estimate and subject to modification/ revision as and when additional information/ documents from the claimant is received.

The committee noted the same.

  1. NOTING OF CONSTITUTION OF COMMITTEE OF CREDITORS (COC)

The Chairman informed participants about the constitution of committee of creditors comprising of ...... Financial Creditors. He further added claims received up to ...... were collated although the last date for receipt of claims was ......

A report certifying constitution of COC filed with NCLT, Bench was presented at the meeting.

The committee noted the same.

  1. NOTING OF SUBMISSION OF THE INFORMATION MEMORANDUM (IM)

The Chairman informed the committee that the Information Memorandum has been prepared from the information collated in terms of Regulation 36 (1) (a) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016.The Chairman further informed that the IM is available for sharing with members of COC,in electronic or physical form as may be desired by them, upon submission of confidential undertaking.

The committee noted the same.

  1. NOTING OF ACTIONS TAKEN BY INTERIM RESOLUTION PROFESSIONAL

(a)TheChairman apprised the committee about the action taken by the IRP after his appointment which includes but not limited to:

  • Collection of information to determine the financial position, assets, liabilities and operations of the corporate debtor.
  • Receipt and collation of claims
  • Taking control of Bank Accounts of the Corporate Debtor
  • Appointment of two registered valuers to determine the liquidation value.
  • Appointment of Professional for conducting due diligence of the books of accounts of the corporate debtor.

The committee noted the same.

  1. TO NOTE THAT WHETHER VOTING SHALL BE TAKEN AT THE MEETING.

The Chairman stated that as required under Regulation 25 (5) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, voting on the matters listed for vote shall be taken at the meeting only if all members are present.Since all the members of the committee were present at the meeting, in person,the Chairman informed that the voting shall be taken on the agenda items.

The Chairman further added that the vote shall be put through ballot. The Ballot paper was circulated and the members were requested to use the same to record their decisions.

B.LIST OF MATTERS VOTED UPON AFTER DISCUSSIONS.

  1. TO RATIFY EXPENSES TOWARDS PUBLIC ANNOUNCEMENT FOR INITIATION OF CORPORATE INSOLVENCY RESOLUTION PROCESS (CIRP).

The Chairman informed that in terms of Regulation 6 of The Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 read with Section 15 of Insolvency & Bankruptcy Code, 2016, a Public Announcement was made on...... (date of announcement) by the Interim Resolution Professional in ...... (National Newspaper)(English) at ...... (Place) and...... (Name of Regional Newspaper)(regional language) at ...... (Place) at cost of Rs...... /- inclusive of taxes.Same was paid for the said announcement by applicant i.e...... (Name of Corporate Debtor). He further stated that applicant shall bear the expenses of the public announcement which may be reimbursed by the committee to the extent it ratifies them and said cost shall not form the part of Cost of Insolvency Resolution Process.

The following resolution was approved by 100% vote in favor of theresolution: -

“RESOLVED THAT, pursuant to Regulation 6 (3) Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and other applicable provisions, if any, of Insolvency and Bankruptcy Code, 2016 and in accordance with rules and regulations made thereunder, expenses amounting to Rs...... /-inclusive of taxestowards Public announcement, approval of committee of creditors be and is hereby accorded and ratified.”

  1. TO RATIFY FEES OF REGISTERED VALUERS.

The Chairman informed the committee about the appointmentof two registered valuers, i.e...... (name of the Valuers) for ascertaining the liquidation value of assets of the corporate debtor in accordance with Regulation 35 of The Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 at a fees of Rs...... /- each plus applicable tax and out of pocket expenses.

The Chairman further added that as per Regulation 31 and 33 of Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the said expenses shall constitute part of insolvency resolution process cost.

Thefollowing resolution was approved by 100% vote in favor of the resolution.

“RESOLVED THAT, pursuant to Regulation 35 Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and other applicable provisions, if any, of Insolvency and Bankruptcy Code, 2016 and in accordance with rules and regulations made thereunder, fees amounting to Rs...... /- each plus applicable tax and out of pocket expensestowards appointment of registered valuers i.e, ...... (name of the valuer), approval of committee of creditors be and is hereby accorded and ratified.”

  1. TO RATIFY REMUNERATION OF THE IRP

The Chairman discussed that ...... ( NAME OF THE CORPORATE DEBTOR), Corporate Debtor and Corporate Applicant, had appointed Mr...... (Name of the IRP) as the Interim Resolution Professional in the Corporate Insolvency Resolution Process (CIRP) of ...... (Name of the Corporate Debtor) for a fee of Rs...... /- (Rupees ...... ) plus applicable taxes for a period of 30 days.

The chairman further added that the fee of the IRP as ratified by the Committee of Creditors, to constitute Insolvency resolution process cost under Regulation 31 & 33 of The Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016.

The following resolution was approved by 100% vote in favor of the resolution: -

“RESOLVED THAT pursuant to Regulation 31 and 33 of Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and other applicable provisions, if any, of Insolvency and Bankruptcy Code, 2016 and in accordance with rules and regulations made thereunder, remuneration of Rs...... /- (Rupees ...... ) plus applicable taxes for payment to the Interim Resolution Professional for a period of 30 days, the approval of committee be and is hereby accorded for ratification and for payment to the Interim Resolution Professional in the Corporate Insolvency Resolution Process of ...... (Name of the Corporate Debtor).”

  1. TO RATIFY THE FEES OF PROFESSIONALS APPOINTED BY IRP

The Chairmanapprised the member that as per section 20 of Insolvency and Bankruptcy Code, 2016, IRP has the authorityto appoint accountants, legal or other professionals as may be necessary to protect and preserve the value of the property of the corporate debtor and manage the operations of the corporate debtor as a going concern.

He informed that in his capacity as Interim Resolution Professional, he has appointedS ...... (Name of the Auditor) Chartered Accountants, ...... (place)to collect all information relating to the assets, finances and operations of the corporate debtor for determining the financial position of the corporate debtor at a fee of Rs...... /- plus applicable taxes.

He further added that the said fees paid to the above professional appointed as ratified by the Committee of Creditors would constitute Insolvency Resolution Process Cost under Regulation 31 & 33 of The Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016.

The following resolution was approved by 100% vote in favor of the resolution: -

“RESOLVED THAT, pursuant to section 20, sub-section (2) of Insolvency and Bankruptcy Code, 2016 and other applicable provisions, if any read with Regulation 31 and 33 of Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, approval of committee of creditors be and is hereby accorded to ratify the fees paid to ...... Accountants, Chennai amounting to Rs...... /- plus applicable taxes.”

  1. TO RATIFY AND APPROVE THE OTHER COSTS DIRECTLY RELATING TO THE CORPORATE INSOLVENCY RESOLUTION PROCESS

The Chairman discussed various costs incurred and to be incurredfor holding committee of Creditors meeting such as video conferencing setup, e-voting with CDSL etc. which are incidental to the corporate insolvency resolution process and the said cost as approved by the Committee of Creditors would constitute Insolvency resolution process cost.

He further asked the committee to approve atentative budget of Rs...... /- towards meeting the said expenses.

The following resolution was approved by 100% vote in favor of the resolution:-

“RESOLVED THAT, pursuant to regulation 31 of Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and in accordance with the provision of Insolvency and Bankruptcy Code, 2016 if any, approval of committee of creditors be and is hereby accorded to a tentative budget of Rs...... /- towards holding the committee of creditors meeting.”

  1. TO APPOINT A RESOLUTION PROFESSIONAL AND FINALISE FEES FOR THE SAME

The Chairman brought to the notice of the members that as per section 22(2) of Insolvency & Bankruptcy Code, 2016, the committee of creditors (COC), in the first meeting, by a majority vote of the financial creditors, either resolves to appoint the interim resolution professional as a resolution professional or to replace the interim resolution professional by another resolution professional.

The Committee was informed that Mr...... (Name of the IRP), the IRP eligible for appointment as Resolution Professional (RP) offered himself for the appointment as RP at a fee of Rs...... /- plus applicable taxes per month.

Following Resolution was approved by 100% vote in favor of the resolution.

“RESOLVED THAT, pursuant to section 22(2) of Insolvency and Bankruptcy Code, 2016, and other applicable provisions, if any, of Insolvency and Bankruptcy Code, 2016 and in accordance with rules and regulations made thereunder, approval of committee of creditors be and is hereby accorded to Rs...... plus applicable taxes/- per month towards fee to Resolution Professional.”

  1. TO AUTHORIZE RESOLUTION PROFESSIONAL TO RAISE INTEREST-FREE INTERIM FINANCE FROM GROUP COMPANIES

The Chairman informed the members that as per section 28 sub section (1) clause (a) Resolution Professional shall not raise any interim finance in excess of the amount as may be decided by the committee of creditors in their meeting. On the basis of Average monthly budget, expenses incurred to run day-to-day business is around INR ...... Lakhs as referred under Agenda Item no.1 of List of Items to be voted. Hence RP is required to raise interest-free interim finance from the group companies to meet the said expenses. The committee is therefore requested to authorize RP to raise an interim finance of the said amount on monthly basis.

The matter was discussed at length by the members and the following resolution was approved by 100% vote in favor of the resolution:

“RESOLVED THAT, pursuant to Section 28 sub-section (1) clause (a) of Insolvency and Bankruptcy Code, 2016, and in accordance with rules and regulations made thereunder, the committee of creditors authorize RP to raise interest-free interim finance from group companies upto a limit of ...... to meet operating expenses of the corporate debtor.”

(To be confirmed by COC members after discussion with their higher authorities)

  1. Other Matters:

(a)Permission from the COC to incur Day-to-Day operating expenses.

The Chairman informed that since the term of the IRP concludes from the end of the first COC meeting, it is necessary for the Insolvency Professional (IP) to obtain the permission of the COC to incur any expenses going forward. SBI suggested that the average monthly expenses incurred by ...... ( NAME OF THE CORPORATE DEBTOR) be taken as a benchmark.

The Chairman informed that the monthly budget for expenses will be circulated to the members. Pending this, he requested that an ad-hoc amount be approved to take care of operational expenses. Based on this request the COC approved a sum of Rs...... Lakhs as a tentative budget for immediate operating expenses.

The details of the actual expenses to be submitted in the subsequent COC meetings. The Chairman informed that from the subsequent meeting amonthly budget would be presented for prior approval.

Following Resolution was approved by 100% vote in favor of the resolution.

“RESOLVED THAT, pursuant to applicable provisions of Insolvency and Bankruptcy Code, 2016, and in accordance with rules and regulations made thereunder, approval of committee of creditors be and is hereby accorded to budget of Rs...... /- per month towards monthly expenses to be incurred by the corporate debtor.”

There being no other business raised, the meeting concluded at 12.30 p.m.

Date of Circulation:

Place:

Sd/-

...... (NAME OF THE IRP)

CHAIRMAN OF THE MEETING

Friday, August 04, 2017Private and confidential

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