XWDPL-Minutes-1 CoC-26-10-2024
XWDPL-Minutes-1 CoC-26-10-2024
XWDPL-Minutes-1 CoC-26-10-2024
Insolvency Professional
IBBI/IPA-001/IP-P-02738/2022-2023/14194
Reg & Comm Address: 910, 9th Floor, Ajmera Sikova, Opposite Damodar Park,
Nityanand
Nagar, Ghatkopar West, Mumbai-400086
Email Id: - [email protected] / [email protected]
______________________________________________________________
Item No. 1:
THE RESOLUTION PROFESSIONAL (IRP) TO TAKE THE CHAIR:
In accordance with Regulation 24(1) of the Insolvency and Bankruptcy Board of India
(Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (“CIRP
Regulations”), Mr. Vikas Khiyani, IRP took the chair, presided over the meeting, and
welcomed the participants at the Meeting of the Committee of Creditors (“COC”) of ‘XRBIA
WARAI Developers Private Limited’ (“Corporate Debtor”).
As per Regulation 24(1) of the CIRP Regulations, the Interim Resolution Professional (IRP)
shall act as the Chairperson of the meeting of the Committee of Creditors (“COC”).
Item No. 2:
TO TAKE ROLL CALL OF PARTICIPANTS ATTENDING THE MEETING
THROUGH VIDEO CONFERENCING OR OTHER AUDIO AND VISUAL MEANS
The Chairman took a roll call of the members pursuant to provisions of the Regulation 24(2)
of the CIRP Regulations, wherein every participant attending through other audio and visual
means stated for the record, the following:
(a) his name;
(b) whether he is attending in the capacity of a member of the COC or any other participant;
(c) the location from where he is participating;
(d) that he has received the agenda and all the relevant material for the meeting; and
(e) that no one other than him is attending or has access to the proceedings of the meeting
at the location of that person.
The Chairman informed that Mr. Raj Sharma, Hon’ble Secretary, Mr. Vijay Kanojia,
President and Mr. Arun Kulkarni, member requested for attending the meeting as an invitee
and are representing Xrbia Resident’s Welfare Association. Mr. Harshal Gandhi from ARCIL
enquired if they can attend the said meeting to which the Chairman clarified that they can
attend the meeting, however they do not have any decision-making power on the agendas.
Item No. 3:
TO ASCERTAIN THE QUORUM OF THE MEETING
The Chairman informed the members of the COC that pursuant to Regulation 22(1) of the
CIRP Regulations, the quorum for the meeting of members of the COC shall be members of
the Committee representing at least thirty-three percent (33%) of the voting rights present
by video conferencing or other audio-visual means. The requisite quorum 100% was
present and hence the meeting could commence.
The COC took note of the same.
The Chairman apprised the COC that as per provisions of Section 18 (b) of the Code, the
IRP received, collate all claims submitted by the creditors to him pursuant to the public
announcement made under Sections 13 and 15 of the Code.
He informed the COC that the claims received up to October 08, 2024, have been verified to
the extent of available information and admitted being the last date for receipt of claims as
per the public announcement published on September 26, 2024 in the newspapers namely
Financial Express + Navakal (Mumbai) - English + Marathi and Financial Express +
Navrashtra (Pune) - English + Marathi. He further informed that the verification of the claims
has been based on the claims submitted by the creditors and information to the extent
available with the IRP and has been admitted on the best estimate basis.
In line with the above as per Regulation 14, the IRP / RP as the case may be, shall revise
the amounts of claims admitted, including the estimates of claims made, as soon as may be
practicable and when the IRP / RP comes across additional information warranting such
revision.
Further, list of creditors has been prepared based on the claims received up to October 08,
2024, and the same has been filed with Adjudicating Authority.
Item No. 5:
The Chairman informed the COC that pursuant to the order passed by the Hon’ble NCLT,
Mumbai admitting the Corporate Insolvency Resolution Process in respect of the Corporate
Debtor on June 28, 2024, the IRP had intimated the initiation of the Corporate Insolvency
Resolution Process (CIRP) to various parties such as suspended Board of Directors of the
Corporate Debtor, applicant, financial creditor, financial institutions, and other authorities.
c. Constitution of COC:
The Chairman apprised that as per Section 21(1) of the Code, the IRP shall after collation of
all claims received against the corporate debtor and determination of the financial position of
the corporate debtor, constitute a ‘Committee of Creditors’.
The constitution of CoC was displayed by the IRP at the meeting as given below:
TOTAL 100.00%
It was informed to the members of the CoC that the IRP and its team visited the registered
office address as per the MCA records on September 30, 2024 and took the handover of the
asset of the Corporate Debtor.
f. Opening of Process Specific Bank Account in the name of the Corporate Debtor
for the CIRP
Item No. 6:
TO TAKE NOTE OF THE MANNER AND CONDUCT OF THE VOTING:
The Chairman apprised the COC that as per Regulation 25 (3) of the CIRP Regulations, the
Resolution Professional (which includes Interim Resolution Professional) shall take a vote of
the members of the committee present in the meeting, on any item listed for voting after
discussion on the same.
As per Regulation 25 (5) of the CIRP Regulations, the resolution professional (which
includes Interim Resolution Professional) shall:
a) Circulate the minutes of the meeting by electronic means to all members of the committee
within 48 (forty-eight) hours of the conclusion of the meeting; and
The COC is requested to take note of the same and specify whether they will be voting in
the meeting itself (by Voice Vote / Show of Hands) or would like to opt for E-Voting
(voting by electronic means), and in case of the latter, the COC is requested to specify the
number of days for which the e-voting window should be kept open.
Item No. 7:
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
Item No. 8:
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
The Chairman also informed that as per Section 22(2) of the Code, the Committee of
Creditors, may, in the first meeting, by a majority vote of not less than 66% (sixty-six per
cent) of the voting share of the financial creditors, either resolve to appoint the Interim
Resolution Professional as the Resolution Professional or to replace the Interim Resolution
Professional by another Resolution Professional.
As per Section 22(3) of the Code, where the CoC resolves to continue the interim resolution
professional as resolution professional, subject to a written consent from the interim resolution
professional in the specified form, it shall communicate its decision to the interim resolution
professional, the corporate debtor, and the Adjudicating Authority.
Further as per Section 22(5) of the Code, where the Board does not confirm the name of the
proposed resolution professional within ten days of the receipt of the name of the proposed
resolution professional, the Adjudicating Authority shall, by order, direct the Interim Resolution
professional to continue to function as the Resolution Professional until such time as the Board
The following resolution was therefore placed before the COC for consideration, voting on
which shall be sought through E-voting:
Resolution 10 (i):
“RESOLVED THAT pursuant to Section 22, sub-section (2) and other applicable provisions
of the Code, if any, read with Regulations 34 & 31 of the Insolvency and Bankruptcy Board of
India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and in
accordance with rules and regulations made there under, the approval of the Committee of
Creditors be and is hereby accorded for appointment of Interim Resolution Professional i.e.
Mr. Vikas Khiyani, an Insolvency Professional (Registration No. IBBI/IPA-001/IP-P-
02738/2022-2023/14194), as the Resolution Professional in the matter of Corporate
Insolvency Resolution Process of Xrbia Warai Developers Private Limited.
RESOLVED FURTHER THAT the Committee of Creditors approves the following to be paid
to Resolution Professional and the said fees to be treated as Insolvency Resolution Process
Cost.
a) INR 4,50,000.00/- (Indian Four Lakhs and Fifty Rupees Only) per month plus applicable
taxes to be paid/ payable to Mr. Vikas Khiyani, an Insolvency Professional (Registration
No. IBBI/IPA-001/IP-P-02738/2022-2023/14194, as Resolution Professional in the
matter of Corporate Insolvency Resolution Process of Xrbia Warai Developers Private
Limited
b) Plus, out of pocket expenses be payable to the Resolution Professional and excluding
all additional costs in relation to the appointment of other professionals and other
incidental cost at actual.
RESOLVED FURTHER THAT the Committee of Creditors hereby authorizes the Resolution
Professional to do all acts, deeds and matters as may be necessary to give effect to this
resolution.”
“RESOLVED THAT pursuant to Section 22, sub-section (2) and other applicable provisions
of the Code, if any, read with Regulations 34 & 31 of the Insolvency and Bankruptcy Board of
India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and in
accordance with rules and regulations made there under, the approval of the Committee of
Creditors be and is hereby accorded for appointment of Interim Resolution Professional i.e.
Mr. Vikas Khiyani, an Insolvency Professional (Registration No. IBBI/IPA-001/IP-P-
02738/2022-2023/14194), as the Resolution Professional in the matter of Corporate
Insolvency Resolution Process of Xrbia Warai Developers Private Limited.
RESOLVED FURTHER THAT the Committee of Creditors approves the following to be paid
to Resolution Professional and the said fees to be treated as Insolvency Resolution Process
Cost.
a) Mr. Vikas Khiyani, an Insolvency Professional (Registration No. IBBI/IPA-001/IP-P-
02738/2022-2023/14194 shall be paid as per Regulation 34(B) read with Schedule II of
the CIRP Regulations which prescribes the minimum fixed fee to be payable to the
Resolution Professional along with the Performance Linked Incentive for timely
resolution and value maximization, plus applicable taxes, as appointment of Resolution
Professional in the matter of Corporate Insolvency Resolution Process of Xrbia Warai
Developers Private Limited
b) Plus, out of pocket expenses be payable to the Resolution Professional and excluding
all additional costs in relation to the appointment of other professionals and other
incidental cost at actual.
RESOLVED FURTHER THAT the Committee of Creditors hereby authorizes the Resolution
Professional to do all acts, deeds and matters as may be necessary to give effect to this
resolution.”
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred.
Thus, the above provision clarifies that appointment of the valuers can be made within seven
days of the appointment of the Resolution Professional but not later than forty seventh day
from the commencement of CIRP. In view of the above, the said agenda can be deferred to
the next CoC meeting in the event the said voting item does not meet the requisite voting
percentage to pass the resolution for appointment of the professional i.e. valuers.
Thereafter, on the request of the CoC, the said agenda was deferred to the next meeting of
the CoC.
Item No. 14
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
meeting could not be deferred. However, on the request of the CoC, the said agenda was
deferred to the next meeting of the CoC.
An email was received from ARCIL, member of the CoC stating that considering certain of
their claim amount is under verification, the CoC voting percentage is not final, they shall not
be in the position to take any decision and requested for rescheduling of the meeting after
two weeks.
However, as per Regulation 17 (2) of the CIRP Regulations which states that the interim
resolution professional shall hold the first meeting of the committee within seven days of
filing the report under this regulation and considering that the IRP is duty bound, the said
2. Mr. Bhushan Bharambe further informed that they are in the process of submitting
proposal under Section 12A for settlement with the all the creditors, to which the IRP
informed that the same shall be done with the respective parties internally and any
update on the same shall be sent to him through e-mail. Mr. Harshal Gandhi from ARCIL
requested the IRP to look into the same whether the suspended management can now
put up the application u/s 12A of the code. The IRP took note of the same.
There being no other business to transact, the meeting concluded with vote of thanks at
03:00 PM (IST).
Vikas Khiyani
IBBI/IPA-001/IP-P-02738/2022-2023/14194
Process specific address for correspondence:
910, 9th Floor, Ajmera Sikova, Opposite Damodar Park, Nityanand Nagar, Ghatkopar West,
Mumbai-400086
Process specific email id for correspondence: [email protected]