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TMI Blog2019 (6) TMI 1632X X X X Extracts X X X X X X X X Extracts X X X X ..... ny remains a going concern and payment of wages to the employees/workmen and construction etc. do not suffer. On 21st May, 2019, learned counsel for the Appellant submitted that the parties have settled the matter and they were allowed to enclose the Terms of Settlement'. 3. An affidavit (vide Diary No. 12512) has been filed on behalf of the Appellant enclosing the Terms of Settlement'. By 'Settlement Agreement' dated 20th May, 2019, the Appellant settled the matter with Mr. Kapil Arora who had 18% share. The Terms of Settlement' reads as under: "SETTLEMENT AGREEMENT This Settlement Agreement is entered into at New Delhi on 20 day of May, 2019 (hereinafter "this Agreement"/"this Settlement Agreement") BY AND BETWEEN Mr. Kapil Arora, s/o. LATE SHRI ATAM PRAKASH ARORA, r/o. B-134, SECTOR-30, NOIDA DISTRICT GAUTAM BUDH NAGAR (hereinafter referred to as 'FIRST PARTY', which expression shall, unless repugnant to or inconsistent with the context of meaning thereof, be deemed to include his successors, heirs and permitted assigns); AND Mr. Prithvi Raj Kasana, S/o. Shri Mani Ram Kasana R/o. 12/2 BAN ROAD, SHIPRA SUN CITY, INDIRAPURAM, GHAZIABAD, UP, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... amount of Rs. 1,00,00,000/- (Rupees One Crore only) was advanced by the FIRST PARTY to Morpheus under Memorandum of Understanding dated 04.10.2015; b. the said principal sum paid by the FIRST PARTY was to bear time value in the form of assured returns for 12 months, after which the amount was to be returned by Morpheus to the FIRST PARTY; c. Morpheus defaulted in re-payment and admits that part Principal Sum (Rs. 50,00,000/-) became liable to be paid along with interest to the FIRST PARTY. 2. In acknowledgement of its debt and in order to ensure the return of the money to the FIRST PARTY, the SECOND PARTY has agreed to pay a sum of Rs. 50,00,000/- (Rupees Fifty Lakh only) to the FIRST PARTY in lieu of the principal sum outstanding. The SECOND PARTY has also agreed to pay interest and compensation on the said outstanding principal sum further amounting to Rs. 87,50,000/- (Rupees Eighty Seven Lakh and Fifty Thousand only) as time value for the outstanding sum, in consideration of the extended time granted by the FIRST PARTY for repayment. 3. The SECOND PARTY hereby agree to pay and acknowledge their liability to pay the principal sum and interest value mentioned in clause 2 o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nsibility of the SECOND PARTY to ensure builder buyer agreements are executed and allotment formalities are fulfilled in favor of the FIRST PARTY by Morpheus or any other entity, as required. In case of failure to execute the said Builder Buyer Agreements in favor of the FIRST PARTY, the same shall constitute default by the SECOND PARTY and the FIRST PARTY shall be free to undertake all legal remedies including reinstating the proceedings under the Insolvency and Bankruptcy Code, 2016 against Morpheus. (d) In case payments are made by the SECOND PARTY in terms of clause 3 above, either in full or in part, the FIRST PARTY will release units mentioned in Schedule I of the equivalent value and the monies to be derived from taking over such units mentioned in Schedule I will reduce accordingly. 4. The Parties shall make appropriate representation before the Hon'ble National Company Law Appellate Tribunal in the pending Appeal to ensure this Agreement is made part of the record and endeavor shall be made to get the order passed by Hon'ble Adjudicating Authority i.e., Hon'ble National Company Law Tribunal, Principal Bench, Delhi admitting insolvency set aside. 5. The Pa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... kruptcy Code, 2016 or any other law for the time being in force against Morpheus. 10. This Settlement Agreement is being agreed to and executed in super-session of all previous agreements and understanding between the Parties. 11. This Settlement Agreement shall be governed by and construed exclusively in accordance with the laws of India and the courts at New Delhi shall have exclusive jurisdiction. 12. The FIRST PARTY and SECOND PARTY both jointly in equal portion agrees to bear the costs and expenses of execution of this Settlement Agreement. 13. This Settlement Agreement is being executed in two counterparts each of which constitutes original. In witness whereof the Parties have caused this Settlement Agreement to be duly executed by themselves on the date and year first hereinabove written. MR. KAPIL ARORA (FIRST PARTY) Date and Place 20/5/19 NOIDA MR. PRITHVI RAJ KASANA (SECOND PARTY) Date and Place 20/5/2019 NOIDA" SCHEDULE I Units to be allotted to the FIRST PARTY within 7 days of dissolution of insolvency proceedings against Morpheus (FLATS TOWARDS REPAYMENT OF MORPHEUS) Units to be allotted to the FIRST PARTY within 7 days of dissolution of insolvenc ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 'ble NCLAT. WHEREAS, MDPL (HB) (1-54) has requested the Authorized representative as appointed by NCLT as home buyer class (AR) as per IBC-2016 to submit this settlement Agreement from MDPL before Hon'ble NCLAT on 3rd June 2019 with voting outcome from electronic means from voting agency of his class of creditors i.e. MDPL (HB) (1-54) as per regulation 26 of insolvency resolution regulations 2016 for individual approval of this settlement agreement or/and against voting pattern consolidated 82% voting share in this case COC as constituted by IRP as per sec-21 of IBC-2016 its consolidated outcome voting patter of favour and against this settlement agreement, NOW THEREFORE, after observing the above circumstances, it is hereby agreed by and between the parties hereto as follows: Definitions: * The term "Morpheus" would mean the Company Morpheus Developers Private Limited. * Terms Tower B1, B2,..B10 refers the Tower B1 & so on, of the project "Morpheus Pratiksha", GH-16A, Sector-01, Greater Noida (West), U.P., which is under construction by Morpheus Developers Private Limited. * The term Phase-1 includes Towers B1-B6 and Phase-2 indicates Towers B7-B10. * The ter ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ll be calculated as per the details mentioned in S. No. 12 of this Agreement. Morpheus will ensure with utmost care to the buyers of the Phase-2 (Towers B7 to B10) that the flats offered to them in Phase-1 (Towers B1 to B6) will be free from any obligations and dispute. 3. Morpheus will start construction from 1st July-2019. 4. Buyers will form a Buyer committee and Sub-Committee for Review financial data and construction planning and progress. 5. To resume the construction activities in a sustainable manner, Morpheus shall arrange for mobilisation funds for at least 5-months of constructions activities as per detailed construction schedule and fund flows attached herewith as Annexure-I. The fund flow/projection includes pending fund inflows, detailed liabilities including the Credit Notes issued to buyers, penalty recoverable from buyers and penalty payable to buyers, etc. same has been reviewed & verified suitably by the buyer committee. 6. Morpheus will provide monthly cash flow and intake plan for each Tower and it will be open for review in monthly Builder-Buyer Committee meetings. 7. Morpheus will provide monthly construction plan for each Tower and it will be o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ion regulations 2016. Date:- 30/05/2019 Place:- NOIDA Annexure - 1 PROJECT: MORPHEUS PRATIKSHA - GH 16A, SECTOR - 01, GREATER NOIDA - UTTAR PRADESH BROAD OUTLINE OF THE PROJECT AND TENTATIVE COMPLETION SCHEDULE AND CASH FLOWS : STAGE OF CONSTRUCTION & COMPLETION OF B-1 TO B-6 TOWERS TENTATIVE COST TO BE INCURRED : (AMT IN Rs) PROSPECTIVE CASH FLOWS TO COMPLETE THE PROJECT TENTATIVE DATE OF HANDING OVER POSSESSION 5. Mr. Navjit Singh, who represented 54 allottees, submits that apart from 18% voting share of Mr. Kapil Arora, 82% voting shares of rest of the allottees have been obtained by e-voting who supported the 'Settlement Agreement'. The copy of the e-voting for settlement has been enclosed, which reads as follows: 6. It is informed that 100% allottees have agreed with the Terms of Settlement'. 7. Dr. M.K. Pandey, Advocate appears on behalf of the 'Resolution Professional' - 'Mr. S.K. Bhatt'. He submits that no payment has been made to the 'Interim Resolution Professional' and the present 'Resolution Professional' including the resolution cost. 8. Ms. Prachi Johri, learned counsel appears on behalf of Mr. Kapil Arora -&# ..... X X X X Extracts X X X X X X X X Extracts X X X X
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