process memorandum invitation for bids for auction of

PROCESS MEMORANDUM Invitation for bids for auction of assets of Transstroy (India) Limited (“in liquidation”) under the provisions of Insolvency and Bankruptcy Code, 2016 (“Code’) by an order of Honorable National Company Law Tribunal (“NCLT”) with effect from Sept 18, 2019.

Issued by - Dr. G.V. Narasimha Rao Liquidator for Transstroy (India) Limited (A company under Liquidation by NCLT order dated September 18, 2019) Communication Address:

c/o EY Restructuring LLP

THE SKYVIEW 10 18th Floor, “Zone A” Survey No. 83/1, Raidurgam Hyderabad – 500032, India Email Id: [email protected] Registered with IBBI: IP Registration No. IBBI/IPA-003/IP-N00093/2017-18/10893 Address: B/1201, Lansum Etania Puppalaguda, Near MyHome Avatar, Hyderabad, Telangana - 500075 Email Id: [email protected] The affairs, business and property of Transstroy (India) Limited ( TIL) are being managed by the Liquidator, G.V. Narasimha Rao, who acts as agent of TIL only and without personal liability.

mailto:[email protected]


Issued to All Prospective Bidders

Terms and conditions, deadlines etc. for participating in the electronic auction are provided in the Process

Memorandum. Process Memorandum is non-transferable.

Timelines, notifications, updates and other details for the e-auction process are available on the website of

the company Transstroy (India) Limited

Bidders desirous to submit their bid have to submit Bids on E-Auction Portal https://www.iquippo.com/

DISCLAIMER

This document is issued by Mr. G.V Narasimha Rao , the Liquidator for general information purposes, to provide general information only, without regard to specific objectives, suitability, financial situations and the requirements of any particular person. The purpose of this document is to set out the process for submitting auction bids for the assets of Transstroy (India) Limited (in liquidation) (the “Company” or “TIL”) in accordance with the Insolvency and Bankruptcy Code, 2016 (‘IBC’). Nothing herein or in materials relating to the Process Memorandum is intended to be construed as legal, financial, accounting, regulatory or tax advice by the Liquidator. This Process Memorandum is personal and specific to each auction process participant. Neither this Process Memorandum nor anything contained herein shall form the basis of, or be relied upon in connection with any contract, agreement, undertaking, understanding or any commitment whatsoever. This Process Memorandum does not solicit any action based on the material contained herein. The information in this Process Memorandum, which does not purport to be comprehensive, is provided by the Company and has not been independently verified by the Liquidator. While this information has been prepared in good faith, no representation or warranty, express or implied, is or will be made and no responsibility or liability is or will be accepted by the Liquidator, the Company or by any of its officers, employees or agents in relation to the accuracy, fairness, authenticity or completeness of this Process Memorandum or any other written or oral information made available to any interested party or its advisers and any such liability is expressly disclaimed. In so far as the information contained in this Process Memorandum includes current or historical information, the accuracy, adequacy, authenticity, correctness, fairness, and completeness of such information cannot be guaranteed. By acceptance of this Process Memorandum, the auction process participant shall be deemed to have acknowledged that it has not relied upon any representation and warranty made by the Liquidator. This document has not been filed, registered or approved and will or may not be filed, registered, reviewed or approved by any statutory or regulatory authority in India or by any stock exchange in India or any other jurisdiction. This Process Memorandum has not been approved, reviewed or recommended by SEBI. This Process Memorandum and information contained herein or disclosed pursuant to the terms of this Process Memorandum or any part of it does not constitute or purport to constitute any advice or information in publicly accessible media and should not be printed, reproduced, transmitted, sold, distributed, or published by the recipient without prior written approval from the Liquidator. Distributing or taking/sending/dispatching/transmitting this Process Memorandum in certain foreign jurisdictions may be restricted by law, and Persons into whose possession this Process Memorandum comes should inform themselves about, and observe, any such restrictions. Neither the Liquidator, nor his professional advisors, affiliates, directors, employees, agents, representatives or managers of the process shall be liable for any damages, whether direct or indirect, incidental, special or consequential including loss of revenue or profits that may arise from or in connection with the use of this Process Memorandum, including for the Auction Participant not being selected as a Successful Bidder or on account of any decision taken by the Liquidator. The Liquidator and/or the Company give no undertaking to provide the recipient with access to any additional information or to update this Process Memorandum or any additional information, or to correct any inaccuracies in it which may become apparent, and they reserve the right, without giving reasons, at any time and in any respect, to amend or terminate the procedures set herein or to terminate negotiations with any auction process applicant. The issue of this Process Memorandum shall not be deemed to be any form of commitment on the part of the Liquidator or the Company to proceed with any transaction. In addition to the provisions set out in this Process Memorandum, the auction process applicant shall be responsible for fully satisfying the requirements of the IBC and related Regulations as well as all laws in force that are or may be applicable to the applicant or the sale process and for obtaining requisite regulatory or other approvals, if any, that are or may be required under applicable law and nothing contained in this Process Memorandum shall be deemed to relieve, wholly or partially, directly or indirectly, the auction process applicant from compliance with the IBC and related Regulations as well as any other law in force, and/ or any instrument having the force of law as may be applicable and nothing in this Process Memorandum shall be construed as, or operate either, wholly or in part, as exempting the auction process applicant from complying with all such laws, as are or may be applicable. By procuring a copy of this Process Memorandum, the recipient accepts the terms of this disclaimer notice, which forms an integral part of this Process Memorandum and all other terms and conditions of this Process Memorandum. Further, no Person, including the Auction Participant shall be entitled under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment or otherwise to claim for any loss, damage, cost or expense which may arise from or be incurred or suffered on account of anything contained in this Process Memorandum or otherwise, including the accuracy, adequacy, authenticity, correctness, completeness or reliability of the information or opinions contained in this Process Memorandum and any assessment, assumption, statement or information contained therein or deemed to form part of this Process Memorandum, and the Liquidator, Company, and their advisors, affiliates, directors, employees, agents, representatives or managers do not have any responsibility or liability for any such information or opinions and therefore, any liability or responsibility is hereby expressly disclaimed. In no circumstances shall the Auction Participant or its officers, employees, agents and professional advisers

make any contact, direct or indirect, by any mode whatsoever, with the management, employees, customers, agents or suppliers of the Company until the Liquidator gives permission to do so in writing. The assets of the Company are proposed to be sold on “As is where is basis”, “As is what is basis”, “Whatever there is basis” and “No recourse” basis and the proposed sale of assets of the Company does not entail transfer of any title except the title which the Company had on its assets as on date of transfer. The Liquidator does not take or assume any responsibility for any shortfall or defect or shortcoming in the moveable/immoveable assets of the Company. The Auction Participant shall bear all its costs and charges associated with or relating to the preparation and submission of its bid including but not limited to preparation, copying, postage, delivery fees, expenses associated with any demonstrations or presentations which may be required by the Liquidator or any other costs incurred in connection with or relating to its bid. This Process Memorandum is neither transferable nor assignable.

TABLE OF CONTENTS

1. IMPORTANT INFORMATION

2. DEFINITIONS

3. INTRODUCTION

4. OVERVIEW OF THE COMPANY

5. ELIGIBILITY

6. SITE VISIT FOR ASSET INSPECTION

7. ASSETS TO BE AUCTIONED

8. BIDDER REGISTRATION PROCESS

9. EARNEST MONEY DEPOSIT

10. AUCTION ACTIVITIES

11. FRADULENT AND CORRUPT PRACTICES

12. COST, EXPENSES AND TAX IMPLICATIONS

13. GOVERNING LAW AND JURISDICTION

14. ANNEXURES

1. IMPORTANT INFORMATION

1.1 This Process Memorandum has been issued with the intent to carry out e-auction (E-Auction) of assets

of Transstroy (India Limited(in liquidation) (the “Company” or “TIL”) under the provisions of the Insolvency

and Bankruptcy Code (IBC), 2016 and the Insolvency and Bankruptcy Board of India (Liquidation Process)

Regulations, 2016 (Liquidation Process Regulations).

1.2 All information provided in this Process Memorandum should be read together with the provisions of the

IBC and the Liquidation Process Regulations. In the event of a conflict between this Process Memorandum

and the IBC or the Liquidation Process Regulations, the provisions of the IBC or the Liquidation Process

Regulations, as the case may be, shall prevail.

1.3 The information contained in this Process Memorandum or subsequently provided to Bidder(s), whether

verbally or in documentary or any other form by or on behalf of the Liquidator, is provided to Bidder(s) on

the terms and conditions set out in this Process Memorandum.

1.4 This Process Memorandum is neither an agreement nor an offer by the Liquidator to the prospective

Bidders or any other person. The purpose of this Process Memorandum is to provide interested parties with

information that may be useful to them in making their bids pursuant to this Process Memorandum. The

assumptions, assessments, statements and information contained in the Process Memorandum may not be

complete, accurate, adequate or correct. Each Bidder should, therefore, conduct its own investigations and

analysis and should check the accuracy, adequacy, correctness, reliability and completeness of the

assumptions, assessments, statements and information contained in this Process Memorandum and obtain

independent advice from appropriate sources.

1.5 Information provided in this Process Memorandum to the Bidder(s) has been collated from several

sources. The information given is not intended to be an exhaustive account of statutory requirements and

should not be regarded as complete. The Liquidator accepts no responsibility for the accuracy or otherwise

for any statement contained in the Process Memorandum.

1.6 The Liquidator, makes no representation or warranty and shall have no liability to any person, including

any Bidder under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment

or otherwise for any loss, damages, cost or expense which may arise from or be incurred or suffered on

account of anything contained in this Process Memorandum or otherwise, including the accuracy, adequacy,

correctness, completeness or reliability of the Process Memorandum and any assessment, assumption,

statement or information contained therein or deemed to form part of this Process Memorandum or arising

in any way from participation in this auction process.

1.7 The Liquidator also accepts no liability of any nature howsoever caused arising from reliance of any

Bidder upon the statements contained in this Process Memorandum

1.8 The Liquidator may in its absolute discretion, but without being under any obligation to do so, update,

amend or supplement the information, assessment or assumptions contained in this Process Memorandum.

1.9. The issue of this Process Memorandum does not imply that the Liquidator is bound to select a Bidder or

to appoint the Preferred Bidder as Successful Bidder for the assets of the company and the Liquidator

reserves the right to reject all or any of the Bidders or bids without assigning any reason whatsoever.

1.10. Each Bidder shall bear all its costs and charges associated with or relating to the preparation and

submission of its bid and/or participation in the e-auction, including but not limited to preparation, copying,

postage, delivery fees, expenses associated with any demonstrations or presentations which may be required

by the Liquidator or any other costs incurred in connection with or relating to its bid.

1.11. M/s Iquippo Services Limited (“Iquippo” or “E-Auction Service Provider” or “Auctioneer”) has been appointed as the E-Auction Service Provider. The sale of the assets shall be undertaken by the E-Auction Service Provider for and on behalf of the Seller through an e-auction platform provided on the website portal of the E-Auction Service Provider (Platform). 1.12 Other details with respect to the e-auction are as follows:

Type of Bid E-Auction

Seller G V Narasimha Rao (Liquidator for TIL)

Website of E-Auction service provider

https://iquippo.com/

Service Provider IQUIPPO SERVICES LIMITED


CIN : U74999WB2017PLC221672 Registered Office: “IPCL Building”, Ground Floor, Plot No X-1, 2 & 3, Block EP, Salt Lake City, Kolkata – 700091 Contact person – Mr Eshwar Reddy Email id - [email protected]

Annexures

1. 1 Auction Registration Form (Annexure 1, will be available to be filled

online at https://iquippo.com/)

2. 2. Bidder Undertaking (Annexure 2, will be available for download at

https://iquippo.com/ )

3. 3. Other Terms and conditions (Annexure 3)

4. 4. List of assets and their reserve prices (Annexure 4)

Special Instructions This bidding is a serious matter and last minute bidding may lead to lapses. Neither the Auctioneer nor the Liquidator will be responsible for any lapses on part of the Bidders.

1.13 All terms and conditions with respect to the sale of the Assets shall be governed by the directions of

the Liquidator, Hon’ble National Company Law Tribunal (NCLT), NCLAT and in accordance with the provisions

of applicable laws. As mandated by the NCLT, the Liquidator shall exercise all rights with respect to sale of

the Assets and it would be open to the Liquidator to appoint such experts, professionals or other persons, as

the Liquidator might think necessary, in consultation with NCLT, so as to enable the sale of the Assets.

1.14. This Process Memorandum is neither transferable nor assignable. 1.15. The appendices shall form an integral part hereof and this Process Memorandum shall always be read in conjunction with them hereto.




2. DEFINITIONS “Adjudicating Authority” or “NCLT” shall mean the Hon’ble Mumbai Bench of the National Company Law Tribunal; “Applicable Laws” means, all applicable laws, regulations, rules, guidelines, circulars, re-enactments, revisions, applications and adaptations thereto, judgments, decrees, injunctions, writs and orders of any court, arbitrator or governmental agency or authority, rules, regulations, orders and interpretations of any governmental authority, court or statutory or other body applicable for such transactions including but not limited to the IBC, Liquidation Regulations, Companies Act, 1956 / 2013 (as applicable), Competition Act, 2002 , Transfer of Property Act, 1882, Sale of Goods Act, 1930, Foreign Exchange Management Act, 1999, whether in effect as of the date of this Process Memorandum or thereafter and each as amended from time to time; “Auction Participant” or “Bidder” mean, Person or Persons who submitted a bid as per the Process Memorandum; and shall include a Qualified Bidder or the Successful Bidder, as the case may be, and as the context requires; “IBC” shall mean Insolvency and Bankruptcy Code, 2016 and the related rules and regulations issued thereunder, as amended from time to time. “Liquidation Process Regulations” means, the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations 2016 as amended from time to time; “Liquidator” or “Seller” means an insolvency professional appointed as a liquidator in accordance with section 34 of the IBC; “Person” shall mean an individual, a partnership firm, an association, a corporation, a limited company, a trust, a body corporate, bank or financial institution or any other body, whether incorporated or not; “Process Memorandum” means this document including all the appendices hereto, for the purposes of setting out the process for submission of a bid and selection of Successful Bid in accordance with the provisions of the IBC and shall include all supplements, modifications, amendments, alterations or clarifications thereto issued in accordance with the terms hereof. “Qualified Bidder(s)” shall mean a Bidder whose bid fulfils the eligibility criteria listed out in the Process Memorandum “Bid” means, any bid submitted by the Bidders as required in terms of this Process Memorandum and in accordance with the provisions of IBC read together with the Liquidation Process Regulations and the Applicable Laws; “Successful Bidder” means, the Qualified Bidder whose bid is approved and who is declared by the Liquidator at the end of the determined auction phase Capitalized terms used herein but not defined otherwise shall have meaning prescribed to them under the

provisions of the IBC and the rules and regulations thereunder.

3. INTRODUCTION

3.1 The liquidation process for the Company has been initiated under the provisions of the IBC and the Liquidation Process Regulations by an order of the NCLT with effect from 18th September 2019. As per the said order, G.V Narasimha Rao has been appointed as the Liquidator. 3.2 The Liquidator endeavours to sell the assets comprising the liquidation estate of the Company in the manner specified under Regulation 32 of the Liquidation Process Regulations, any other rules, regulations, orders, circulars, directions or notifications or the like, issued pursuant to or under the IBC or the Liquidation Process Regulations, as the case may be, and as per directions, if any, of the NCLT and NCLAT in respect of the liquidation process of the Company and in the manner specified in this Process Memorandum. 3.3. The E-Auction would be conducted in the manner specified in Schedule I as provided under Regulation 33 of the Liquidation Process Regulations, any other rules, regulations, orders, circulars, directions or notifications or the like, issued pursuant to or under the IBC or the Liquidation Process Regulations, as the case may be, and as per directions, if any, of the NCLT or NCLAT in respect of the liquidation process of the Company and in the manner specified in this Process Memorandum. 3.4 The Bidders are encouraged to acquaint themselves with the provisions of the IBC and the Liquidation Process Regulations and any other rules, regulations, orders, circulars, directions or notifications or the like, issued pursuant to or under the IBC or the Liquidation Process Regulations, as the case may be.

4. OVERVIEW OF THE COMPANY

Brief background:

Transstroy (India) Limited (‘Company’ or ‘TIL’ or ‘Corporate Debtor’) is an engineering and construction company incorporated in 2001 and has its Corporate Office in Hyderabad. The Company began with projects in the irrigation and road sector. The Company is headquartered at Hyderabad with projects across Andhra Pradesh, Tamil Nadu and Madhya Pradesh. Corporate Insolvency Resolution Process (CIRP) was initiated in respect of TIL under the provisions of the Insolvency and Bankruptcy Code, 2016 (‘IBC’) by an Order of the Learned National Company Law Tribunal, Amaravathi Bench (‘NCLT’) with effect from 10th October, 2018 in CP(IB) No. 47/7/HDB/2018. As the Company did not receive any Resolution Plan (‘RP’) by the end of the CIRP period, and based on the discussions held with the Committee of Creditors(‘CoC’), the Resolution Professional had filed an application for seeking appropriate orders from Hon’ble Tribunal for liquidating TIL under Section 33(2) of IBC. The application of liquidation was disposed off on 18th September, 2019 (‘Liquidation Commencement Date’) and the Hon’ble NCLT ordered Liquidation of the Corporate Debtor (‘Liquidation Order’) and I, Dr. Govindarajula Venkata Narasimha Rao (IP Registration no. IBBI/IPA-003/IP-N00093/2017-18/10893) am appointed as the Liquidator of the Company. The assets of TIL are spread across various sites at Tamil Nadu, Madhya Pradesh and Andhra Pradesh. As part of Liquidation process, the liquidator for the Company is hereby putting the assets of the company for e-auction to recover the dues of the creditors. The assets being auctioned do not pertain to a Company having the status of going concern.

5. ELIGIBILITY

An auction process applicant shall not be eligible to submit a bid for purchase of assets of the Company if it fails to meet the eligibility criteria set out in Section 29A of the IBC (as amended from time to time). As on date, as per Section 29A, a person shall not be eligible to submit a bid (“Eligible Bidder”), if such person, or any other person acting jointly or in concert with such person –

a. Is an undischarged insolvent;

b. Is a wilful defaulter in accordance with the guidelines of the Reserve Bank of India issued under the Banking Regulation Act, 1949;

c. at the time of submission of the resolution plan has an account,] or an account of a corporate debtor under the management or control of such person or of whom such person is a promoter, classified as non-performing asset in accordance with the guidelines of the Reserve Bank of India issued under the Banking Regulation Act, 1949 (10 of 1949) 3 [or the guidelines of a financial sector regulator issued under any other law for the time being in force,] and at least a period of one year has lapsed from the date of such classification till the date of commencement of the corporate insolvency resolution process of the corporate debtor: Provided that the person shall be eligible to submit a resolution plan if such person makes payment of all overdue amounts with interest thereon and charges relating to nonperforming asset accounts before submission of resolution plan; Provided further that nothing in this clause shall apply to a resolution applicant where such applicant is a financial entity and is not a related party to the corporate debtor Explanation I.- For the purposes of this proviso, the expression “related party” shall not include a financial entity, regulated by a financial sector regulator, if it is a financial creditor of the corporate debtor and is a related party of the corporate debtor solely on account of conversion or substitution of debt into equity shares or instruments convertible into equity shares 1 [or completion of such transactions as may be prescribed], prior to the insolvency commencement date. Explanation II.— For the purposes of this clause, where a resolution applicant has an account, or an account of a corporate debtor under the management or control of such person or of whom such person is a promoter, classified as non-performing asset and such account was acquired pursuant to a prior resolution plan approved under this Code, then, the provisions of this clause shall not apply to such resolution applicant for a period of three years from the date of approval of such resolution plan by the Adjudicating Authority under this Code;]

d. has been convicted for any offence punishable with imprisonment – (i) for two years or more under any Act specified under the Twelfth Schedule; or (ii) for seven years or more under any law for the time being in force: Provided that this clause shall not apply to a person after the expiry of a period of two years from the date of his release from imprisonment: Provided further that this clause shall not apply in relation to a connected person referred to in clause(iii) of Explanation I

e. Is disqualified to act as a director under the Companies Act, 2013; [Provided that this clause shall not apply in relation to a connected person referred to in clause (iii) of Explanation I;]

f. Is prohibited by the Securities and Exchange Board of India from trading in securities or accessing the securities markets;

g. has been a promoter or in the management or control of a corporate debtor in which a preferential transaction, undervalued transaction, extortionate credit transaction or fraudulent transaction has taken place and in respect of which an order has been made by the Adjudicating Authority under this Code; Provided that this clause shall not apply if a preferential transaction, undervalued transaction, extortionate credit transaction or fraudulent transaction has taken place prior to the acquisition of the corporate debtor by the resolution applicant pursuant to a resolution plan approved under this Code or pursuant to a scheme or plan approved by a financial sector regulator or a court, and such resolution applicant has not otherwise contributed to the preferential transaction, undervalued transaction, extortionate credit transaction or fraudulent transaction;

h. has executed 1 [a guarantee] in favour of a creditor in respect of a corporate debtor against which an application for insolvency resolution made by such creditor has been admitted under this Code 2 [and such guarantee has been invoked by the creditor and remains unpaid in full or part];

i. Has been subject to any disability, corresponding to clauses (a) to (h), under any law in a jurisdiction outside India; or

j. Has a connected person not eligible under clauses (a) to (i)

Explanation4 [I]. — For the purposes of this clause, the expression "connected person" means— (i) any person who is the promoter or in the management or control of the resolution applicant; or (ii) any person who shall be the promoter or in management or control of the business of the corporate debtor during the implementation of the resolution plan; or (iii) the holding company, subsidiary company, associate company or related party of a person referred to in clauses (i) and (ii): 5 [Provided that nothing in clause (iii) of Explanation I shall apply to a resolution applicant where such applicant is a financial entity and is not a related party of the corporate debtor: Provided further that the expression "related party" shall not include a financial entity, regulated by a financial sector regulator, if it is a financial creditor of the corporate debtor and is a related party of the corporate debtor solely on account of conversion or substitution of debt into equity shares or instruments convertible into equity shares 6 [or completion of such transactions as may be prescribed], prior to the insolvency commencement date; Explanation II—For the purposes of this section, "financial entity" shall mean the following entities which meet such criteria or conditions as the Central Government may, in consultation with the financial sector regulator, notify in this behalf, namely:— (a) a scheduled bank; (b) any entity regulated by a foreign central bank or a securities market regulator or other financial sector regulator of a jurisdiction outside India which jurisdiction is compliant with the Financial Action Task Force Standards and is a signatory to the International Organisation of Securities Commissions Multilateral Memorandum of Understanding; (c) any investment vehicle, registered foreign institutional investor, registered foreign portfolio investor or a foreign venture capital investor, where the terms shall have the meaning assigned to them in regulation 2 of the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations, 2017 made under the Foreign Exchange Management Act, 1999 (42 of 1999); (d) an asset reconstruction company register with the Reserve Bank of India under section 3 of the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 (54 of 2002); (e) an Alternate Investment Fund registered with Securities and Exchange Board of India; (f) such categories of persons as may be notified by the Central Government.

The bidder will provide an undertaking to confirm that he/she is/are eligible to purchase the assets of the Company under Section 29A of the Insolvency and Bankruptcy Code, 2016 which will form part of the Bidder Undertaking. In order to bid, the bidder will provide the Earnest Money Deposit (EMD) in the manner enlisted in this Process Memorandum and EMD details will be provided in the Auction Application Form as well Documents to be submitted by eligible bidders An eligible bidder shall submit the following documents which have been provided in Annexure 1 and 2

- Auction Registration Form – to be filled online at auction portal

- Bidder Undertaking Form –available document on the auction portal to be duly filled and signed copy

to be sent to [email protected]

It is to be noted that only eligible bidders will gain access to documentation, additional information required for due diligence and site visits for asset inspection, after submission of the above documents. 6. SITE VISIT FOR ASSET INSPECTION

The Asset(s)’s put up in the Auction are to be sold on “AS-IS-WHERE-IS” and “AS-IS-WHAT-IS” and

“WHATEVER-THERE-IS” and “ON NON RECOURSE BASIS” only.

It shall be the duty of the Bidder to inspect the Asset(s) as there may be missing parts/equipment and to ensure complete satisfaction and knowledge about the condition of the Asset(s) being sold, taxes and duties, local working condition and other extraneous factors before placing the bid for the Auction. Physical evaluations of Assets may be undertaken by the Bidder, upon request to the Auctioneer. The Principle of Caveat Emptor (let the buyer beware) shall apply to the Auction. No complaints or grievances by the Bidder shall be entertained by the Auctioneer or/and Seller after the Auction on the ground that certain information about the Asset(s) were not known, including issues/queries pertaining to Tax Liability, RTO Expenses, Warranty or Guarantee of the quality, quantity, measurement, condition, defects in any item/s or lot/s, etc. For viewing the Asset(s), Bidders may please contact the Auctioneer (iQuippo) for gate pass. Bidders are advised to obtain all relevant information before bidding and during the inspection of the Assets. These information provided are for reference only and shall not absolve the duty of the Bidder to inspect the Asset(s). The inspection timelines will be provided in the Auction Catalogue which is available under auctions tab at https://iquippo.com/. Note that bidder registration and undertaking form is not required to be submitted for the site inspection purposes. 7. ASSETS TO BE AUCTIONED The List of assets to be auctioned are provided in the Auction Catalogue which will be available under auctions tab at https://iquippo.com/. The list of assets has also been provided in Annexure 4 along with the their respective reserve prices. For the purposes of sale, these assets have been divided into two parts –

1. Individual Assets

2. Site-Wise Block of Assets (“Asset Block”)

The bidder can bid for the individual asset(s) as well as for Asset Block. Cognizance should be taken of the fact that the liquidator does not give any assurance or warranty of the

physical condition of assets and their suitability for any sort of operation that the bidder envisages.

8. BIDDER REGISTRATION PROCESS

Registration for the Auction can be done online through the Auction Portal. Bidders are required to submit / upload the following documents along with the signed Bidder Undertaking Form

- Copy of PAN Card -Mandatory

- Copy of Aadhaar Card – Mandatory

- GSTIN - Optional

Bidder has to send duly filled and signed Bidder Undertaking Form (Annexure 2) which will be available for download on the auction portal (https://iquippo.com/) to [email protected]

9. EARNEST MONEY DEPOSIT (EMD)

EMD for participating in the auction shall be 1,00,000/- (Rupees One Lakh Only) for bidding in all available lot of auction EMD Mode: Through NEFT / RTGS in favour of Transstroy (India) Limited Account Details Account Name: Transstroy (India) Limited – in Liquidation Account number: 0722073000000080 IFSC Code: SIBL0000722 Name of the Bank: The South Indian Bank Limited (‘SIB’) Branch: Hyderabad Corporate




Binding Bid: Once the Bid has been submitted by the Bidder, the same cannot be cancelled / withdrawn and the Bidder shall be bound to buy the Asset(s) at the final Bid Amount offered by the Bidder, if approved. Forfeiture/Penalty: Entire EMD paid by a Successful Bidder may be forfeited and/or will be blacklisted including blocking of User ID and preventing from bidding in any auction conducted by the Auctioneer may be done for the following reasons, including for breach of terms of the Bidder Undertaking;

- Non-payment of the full Bid Amount for any one or more than one Asset(s) bid by the Bidder

in the Auction

- Non-payment of the full Bid Amount within the stipulated Payment Timelines as mentioned

in this Auction Catalogue

- Failure to lift the Assets(s) within the stipulated timelines

REFUND: The EMD for unsuccessful Bidder shall be refunded by Auctioneer/Seller, as the case may be, in the respective bank account of the Bidder as declared in the Auction Registration Form. The Bidders will not be entitled to claim any interest, costs, expenses and any other charges (if any) on the EMD from the Auctioneer/Seller. EMD ADJUSTMENT: The Successful Bidder’s EMD will be blocked against the Assets(s) under Auction till they make full payment of the Bid Amount (along with applicable charges and taxes) for the same.

10. AUCTION ACTIVITIES

AUCTION DATE The Auction Date will be provided in the Auction Catalogue which will be available under auctions tab at https://iquippo.com/ DETERMINATION OF SUCCESSFUL BIDDER Determination of the successful bidder(s) shall be done on the basis of eligibility and highest bid received (above reserve price) for the asset/Asset Block by the Seller/Auctioneer via the auction portal process. Any bid for asset/Asset Block which is below the reserve price as mentioned in Annexure 4 will be rejected by the Seller. In case of a dispute, the right of selecting and declaring the successful bidder(s) shall solely rest with the Seller at all times. LETTER OF AWARD (LOA) LOA will be intimated by Seller to the Successful Bidder through E-Mail within 3 working days from the Auction was concluded. PAYMENT OF BID AMOUNT Payment deadline is strictly within 5 working days from the date of LOA or within the specified mentioned in the LOA. Payment must be done from Successful Bidder’s A/c only. No third party payment will be accepted by the Seller. No cheque will be entertained. Bidders shall deposit the full Bid Amount minus EMD by RTGS / NEFT in the following account - Account Name : Transstroy (India) Limited – in Liquidation Account number : 0722073000000080 IFSC Code : SIBL0000722 Name of the Bank : The South Indian Bank Limited (‘SIB’) Branch : Hyderabad Corporate RELEASE ORDER After receipt of full Bid Amount from the Successful Bidder, Seller shall release the Release Order (DO) of the Asset in the name of the Successful Bidder only.


LIFTING PERIOD Asset Lifting Period shall be within 7 days from the date of the Release Order. If there is delay in taking delivery after the mentioned date on the Release Order, the Bidder shall be liable to take delivery from each site at its own risk. Neither Seller nor the Auctioneer will be responsible for the upkeep, maintenance or security of the Assets after the due date for lifting of the Asset(s) as mentioned in the Release Order. If the Successful Bidder doesn’t take delivery of the Asset within 30 days from the date of the Release Order the Seller may reject the sale and sell the Asset to another Bidder and the Bid Amount/EMD may be forfeited without any intimation. And in such cases, the Bidder’s claim on the said Asset will cease to exist. On refusal to lift and/or Non-payment within payment deadline by the successful bidder, the Seller reserves the right to sell the said asset/lot to any other party/parties as per their discretion. In such cases, anyamount paid by the Successful Bidder shall be forfeited by Seller without any intimation and the User ID may be blocked by the auctioneer POST-SALE DOCUMENTS FROM SELLER NOC and relevant post sale documents pertaining to the Auction lots will be released by Sellers in their normal course, which Bidders are advised to take note of. Sale documents will be executed by the Seller in the name of the Successful Bidder only and will not be issued in any other name(s) or any third party. Original/ Copy of invoice, RC, TAX, Permit, Insurance, Form -36 & any other additional RTO Docs may not be available. Issuance of Form 35 & 36 may not be possible. Release Order will be provided by the Seller; however Sale Letter will be issued on these cases subject to receipt of request from Bidder. The right, title and ownership in the Asset(s) shall pass to the Successful Bidder/purchaser only on payment of the full purchase price (including the bid amount, TCS and applicable taxes ) has been made to the Seller within the stipulated time. The Bidder understands that the Auction and transfer of the Asset may be subject to the directions/confirmations/orders passed by competent courts and the Bidder agree to all risks or material considerations associated with it. The Bidder understands and agrees that the Seller shall have the right to cancel or postpone the Auction at any time without assigning any reason thereof, including after receipt of the Bid Amount from the Successful Bidder. However, in such cases, the Seller shall refund the entire amount received, without any interest or compensation.

11. FRAUDULENT AND CORRUPT PRACTICES

The auction process applicant shall observe the highest standard of ethics during the auction Process and subsequently during the closure of the auction process and declaration of successful bidder. Notwithstanding anything to the contrary, contained in this Process Memorandum, or in the Letter of Award, the Liquidator shall reject an auction bid, revoke the Letter of Award, as the case may be, without being liable in any manner whatsoever to the auction process applicant, if the Liquidator, at his discretion, determines that the auction process applicant has, directly or indirectly or through an agent, engaged in corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice in the auction Process or has, undertaken any action in respect of such process which results in the breach of any Applicable Law including the Prevention of Corruption Act, 1988.

For the purposes of this Clause the following terms shall have the meaning hereinafter respectively assigned to them:

“coercive practice” shall mean impairing or harming, or threatening to impair or harm, directly or indirectly, any person or property to influence any person’s participation or action in the auction Process; “corrupt practice” shall mean (i) the offering, giving, receiving, or soliciting, directly or indirectly, of anything of value to influence the actions of any person connected with the auction Process (for avoidance of doubt, offering of employment to or employing or engaging in any manner whatsoever, directly or indirectly, any official of the Liquidator or the Company, who is or has been associated or dealt in any manner, directly or indirectly with the auction Process or arising there from, before or after the execution thereof, at any time prior to the expiry of 1 (one) year from the date such official

resigns or retires from or otherwise ceases to be in the service of the Liquidator or the Company, shall be deemed to constitute influencing the actions of a person connected with the auction Process); or (ii) engaging in any manner whatsoever, during the auction Process or thereafter, any person in respect of any matter relating to the Company, who at any time has been or is a legal, financial or technical adviser of the Liquidator or the Company, in relation to any matter concerning the auction process; “fraudulent practice” shall mean a misrepresentation or omission of facts or suppression of facts or disclosure of incomplete facts, in order to influence the auction Process; “restrictive practice” shall mean forming a cartel or arriving at any understanding or arrangement among the auction process Applicants with the objective of restricting or manipulating a full and fair competition in the auction Process; and “undesirable practice” shall mean (i) establishing contact with any person connected with or employed or engaged by the liquidator with the objective of canvassing, lobbying or in any manner influencing or attempting to influence the auction Process; or (ii) having a Conflict of Interest.

The Bidder shall not involve himself or any of his representatives in price manipulation of any kind directly or indirectly by communicating with other Bidders. The Bidder shall not divulge either his bid or any other details provided to him by the Liquidator or during the due diligence process in respect of the asset to any other party.

12. COSTS, EXPENSES AND TAX IMPLICATIONS The auction process applicant shall be responsible for all the costs incurred by it on account of its participation in the auction process, including any costs associated with participation in the discussion (if any), Site Visits, etc. The Liquidator/Auctioneer shall not be responsible in any way for such costs, regardless of the conduct or outcome of the auction Process. For purpose of abundant clarity, it is hereby clarified that the auction process applicant is expected to make its own arrangements including accommodation for Site Visit and all costs and expenses incurred in that relation shall be borne by the auction process Applicant. The auction process applicant shall not be entitled to receive re-imbursement of any expenses which may have been incurred carrying out of due diligence, search of title to the assets and matters incidental thereto or for any purpose in connection with the auction process plan. All taxes applicable on sale of assets would be borne by the successful bidder

i. The sale may attract stamp duty, registration charges etc. as per relevant laws

ii. In case of purchase/ sale of assets for an invoice value exceeding Rs 10 Lakhs, TCS 0.75% is

applicable.

iii. The Auction Bid is basic price and it is exclusive of GST. GST is applicable on the Assets purchased

by bidder as per applicable law which will be paid by the Successful Bidder. The Seller/Auctioneer

will provide the GST invoice, once the sale transaction is completed.

It is expressly stated that the Liquidator does not take or assume any responsibility for any dues, statutory or otherwise, of the Company, including such dues, if any, which may affect transfer of the liquidation assets in the name of the Successful Bidder and such dues, if any, will have to be borne/ paid by the Successful Bidder. The auction process applicant shall be responsible for fully satisfying the requirements of the IBC and related Regulations as well as all Applicable Laws that relevant for the sale process. The Successful Bidder shall be responsible for obtaining requisite regulatory or statutory or third-party approvals, no-objections, permission or consents, if any, that are or may be required under Applicable Law for purchasing the relevant assets.


a) Governing Law: The Auction, the Process Memorandum, the Auction Catalogue, this Bidder Undertaking and Terms and Conditions of Auction and other associated documents shall be governed in accordance with the laws of India. b) Jurisdiction : Any dispute, differences and or claims arising between the Parties under the Process Memorandum and Auction or contract shall be settled by arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996 or any statutory amendments thereof by a sole arbitrator to be

appointed mutually by the Bidder / Seller. The said Arbitration proceedings will take place at Hyderabad. The language of the arbitration shall be English and the award given by the said soles arbitrator shall be final and binding on all the Parties. Subject to the foregoing, the Courts and Tribunals in Hyderabad shall have exclusive jurisdiction to adjudicate upon any such dispute

Annexure 1

Auction Registration Form

(to be filled online at https://iquippo.com/)

Name:

Attendee:

PAN:

GST IN:

CIN / LLP-IN:

Mobile No:

User ID / Email:

Address :

City :

State:

PIN :

Address Proof Doc: AADHAAR CARD No:

EMD DETAILS

Payee

Amount /Token No.

Mode:

UTR No.

Date:

Amount:

Bank:


Annexure 2

Bidder Undertaking

Form will be available for download on https://iquippo.com/

(To be filled offline, duly signed and sent to [email protected])

That I/We,__________________________________, whose details are as mentioned above (“Bidder”), do hereby

declare and acknowledge that I/we have gone through the Terms and Conditions of Auction detailed in the

Auction Catalogue for the Auction of the Asset(s) vide Auction ID ____________________(“Auction”)

conducted by iQuippo Services Limited (“Auctioneer”) on the e-auction portal, https://iquippo.com and/or

mobile applications and related websites and applications (“Auction Portal”) and unconditionally and

irrevocably agrees to be bound by the said terms to participate in the Auction and submit that I/we have

understood the same to take part in the Auction.

I/We do hereby also undertake and agree to the following:

I / We provide an undertaking to confirm that I am eligible to purchase the assets of the Company under

Section 29A of the Insolvency and Bankruptcy Code, 2016

1. INFORMATION

a) The information provided by me/us in the Auction Registration Form is true and correct and complete in

every aspect.

b) I/We understand and agree that if any of the statement/information disclosed by me/us to the

Auctioneer/Seller is found to be incorrect and/or untrue or misleading, the offer/bid submitted by me/us is

liable to be cancelled and in such case, the EMD paid by me/us is liable to be forfeited and the Seller/

Auctioneer will be at liberty to annul the offer made to me/us at any point of time as well as suspend or

permanently ban me/us from participating in any future Auctions and/or ban the User ID.

For the purpose of this Bidder Undertaking, “Seller” shall have the meaning assigned to it in the Process

Memorandum.

c) I/We confirm and agree that I/We are competent to enter into this Auction in accordance with applicable

laws and is authorized to take all the steps required to be taken for participating and bidding in the Auction

process including submission of necessary documents and execute all other agreements, deeds and writings

as may be required in relation to the Auction process.

d) I/We confirm that our participation in the Auction process, submission of the Bid pursuant to the provisions

of the Terms and Conditions of Auction as specified in the Auction Catalogue/ Process Memorandum will

not conflict with, or result in a breach of, or constitute a default under (i) our documents of incorporation; or

(ii) any applicable laws; (iii) any authorisation or approval of any government or local authority; or (iv) any

judgment, order, injunction, decree, or ruling of any court or governmental authority, domestic or foreign

binding on me/us; or (v) any agreement to which I am/we are a party or by which I am/we are bound.

2. INSPECTION

a) I/We have inspected and made independent enquiries about the Asset(s) as mentioned in Auction

Catalogue at the respective sites and we are completely aware and have complete knowledge of the condition

and status of the said Asset(s).

b) I/We agree that it shall be the responsibility of the Bidders to inspect and satisfy themselves about the

Asset(s) and specification before submitting the bid.

c) I/We agree that by participating in the Auction it shall be treated as conclusive evidence of the fact that

the Bidder has inspected the Asset(s) offered for sale and satisfied himself in all respects regarding condition

of vehicles/equipment’s, taxes and duties, local working condition and other extraneous factors and the

principles of Caveat Emptor (let the buyer beware) will apply. It shall also be deemed that the Bidder has

carefully gone through and understood the Terms and Conditions of Auction, including the amendments, if

any. No complaints or objections shall be entertained by Seller and or the Authority after the sale of the

Asset(s).


d) I /We further submit that we are aware that the Asset(s)’s put up in the AUCTION are to be sold on “AS-

IS-WHERE-IS” and “AS-IS-WHAT-IS” and “WHATEVER-THERE-IS” and ON NON RECOURSE BASIS only. By

“AS-IS- WHERE-IS”, it means that the Asset(s) are sold without any warranty, or condition, express, implied

or statutory and specifically disclaim any implied warranties of title, merchantability, fitness for a particular

purpose and non-infringement and that all the pending statutory taxes, rates, assessments, charges, fees

etc. owing to anybody including to Government/Regulatory authority till date on the Asset(s) is delivered to

me/us will be cleared by me/us, should I/we be the Successful Bidder in the Auction.

The Bidder in whose favour the Bid may be awarded shall be referred to as ‘the Successful Bidder.’

e) I/We agree that the Successful Bidder shall bear all the necessary expenses like applicable stamp

duties/additional stamp duty/transfer charges, Registration expenses, fees etc. for transfer of the Asset(s)

in its/their name.

f) I/We acknowledged and agrees that inadequacy, lack of completeness or incorrectness of information

provided in the Auction documents or ignorance of any of the matters related to the e-Auction process or

the Asset(s) shall not be a basis for any claim for compensation, damages, extension of time for performance

of its obligations, loss of profits etc., from the Seller/Auctioneer.

I/We acknowledge that some of the Assets may have inspection report made by third parties, however, I/We

understand that information provided in such inspection report are for reference only and shall not absolve

the duty of the Bidder to inspect the Asset(s).

3. EARNEST MONEY DEPOSIT (EMD)

a) I /We understand and agrees that the Bidders will not be entitled to claim any interest, costs, expenses

and any other charges (if any) on the EMD from the Auctioneer/Seller.

b) I/We understand that the EMD for unsuccessful Bidder shall be refunded by Auctioneer/Seller, as the case

may be, in the respective bank account of the Bidder as declared in the Auction Registration Form or to the

virtual Wallet of the Auctioneer in a manner as specified in the Terms and Conditions of Auction attached to

the Auction Catalogue and Process Memorandum.

c) I/ We understand that in case the EMD is collected by the Auctioneer, EMD will not be adjusted with the

Bid Amount to be paid to the Seller. Bidder can get the access to participate in the upcoming / schedule

auction/ sale events with the unutilized EMD which is lying with iQuippo or may request for refund.

d) I/We do hereby agree that the Bid once submitted by me/us, the same cannot be cancelled / withdrawn

and the Bidder shall be bound to buy the Asset(s) at the final bid price offered by the Bidder. The failure on

part of the Successful Bidder to comply with the Terms and Conditions of Auction detailed in the Auction

Catalogue/ Process Memorandum will result in forfeiture of the EMD amount paid by the defaulting Bidder.

e) I/We acknowledge and accept that in case my/our Bid is accepted for one or more than one Asset(s) in

the above mentioned Auction and due to any circumstances I/we are not be in a position to make the payment

for any one or more than one Asset(s) then my deposit of Full EMD amount would be forfeited by the Seller /

Auctioneer and that, I/we would not have any claim on the same what-so-ever.

4. PAYMENT

a) If, I/we are selected as the Successful Bidder, I/we agree to pay the final Bid Amount and all applicable

Taxes and charges vide our bid placed by me on the Auction Portal (“Bid”) by way of NEFT/RTGS/ online

payment such means as specified in the LOA to the Seller, within (5) working days from receipt of Letter of

Intent/Award (LOA) as per the timeline specified in the LOA, whichever is earlier.

b) “Bid Amount” shall mean the final irrevocable bid amount placed by a Bidder during the Auction.

c) I/We hereby represents and confirms to the Auctioneer/Seller that the monies used for acquiring the

Asset(s), including the EMD are entirely from my/our own sources and are not generated from any illegal

activities/sources or in violation of any prevalent laws in India, inter alia including Prevention of Money

Laundering Act, 2002 or any amount of tax payable under the Income Tax Act, 1961/GST Act, 2017 and/or

any other prevalent laws in force has been evaded.

d) I/We hereby represents and confirms to the Auctioneer/Seller that all amount paid for the Auction is not

in violation of extant foreign exchange laws and no amount has been paid in foreign currency or sent from a

bank account situated outside India.

e) I/We acknowledge and agree that non-payment of any of the aforesaid sums within specified time, or non-

compliance with necessary requisitions to effect sale, shall lead to forfeiture of EMD amount, any other

amounts paid and/or blocking of the User ID. Forfeiture of EMD amount and any other amounts shall be

without prejudice to other rights and remedies available to the Seller.

f) I/We further agree and confirm that the quotation of the above Bid is an irrevocable offer from our end and

shall continue to be in full force and in effect till such time the entire amount is paid in full to the Seller to its

satisfaction.

5. DELIVERY

a) If, I/We are selected as the Successful Bidder, I/we undertake and agrees to remove/lift/shift the Asset(s)

at its own cost within seven (7) days from issuance of the Release Order by the Seller or such time as

mentioned in the Auction Catalogue/Process Memorandum, whichever is earlier, and subject to receipt of

Full Payment by the Seller and execution/submission of necessary agreements and documents, as requested

by the Seller.

b) I/We understand and agree that once the Sale Invoice is issued by the Seller, the Seller/Auctioneer shall

not be held responsible for security and safe-keeping of the Asset(s). In case the Successful Bidder fails to

take possession of the Asset(s) within such number of days as specified in the Terms and Conditions attached

to the Auction Catalogue/Process Memorandum of issuance of the above documents, the Seller reserves the

right to revoke the sale confirmed in his/her favour, forfeit the entire amount paid by the Successful Bidder

and go for re-bidding or sell the Asset(s) by any of the modes, including sale by negotiation with any of the

bidders and/or other parties by private treaty. In such an event, the original Successful Bidder shall have no

claims on the Asset(s) or to any amount /s for which it may be subsequently sold.

6. TRANSFER OF RISK, OWNERSHIP AND SALE CERTIFICATE

a) I/We hereby acknowledge and agree that the Sale Invoice or Certificate of Sale or Sale Deed or Sale Letter

(as the case may be) will be issued and /or transaction / sale documents will be executed by the Seller in the

name of the Successful Bidder only and will not be issued in any other name(s) or any third party.

b) I/We hereby acknowledge and agree that the post-sale documents shall be collected in person by the

Successful Bidder or through an authorized person by submission of appropriate authority letter/power of

attorney.

c) I/We hereby acknowledge and agree that the risk of loss of Asset shall pass onto the highest Bidder on the

fall of the hammer, which is once the email notification confirming he/she has won the Bid has been sent to

him/her.

d) I/We hereby acknowledge and agree that right, title and ownership in the Asset(s) shall pass to the

Successful Bidder/purchaser only on payment of the full purchase price (including the Bid Amount, TCS, and

applicable taxes ) has been made to the Seller within the stipulated time.

e) I/We hereby acknowledge that the Auction and transfer of the Asset may be subject to the

directions/confirmations/orders passed by competent courts and we agree to all risks or material

considerations associated with it.

f) I/We hereby acknowledge and agree that the delivery of the Asset(s) will be taken by the Successful Bidder

/ authorized representative at his sole risk and responsibility and no claim shall lie against Seller/Auctioneer

on any account whatsoever if delivery is obtained by wrong person. In the event of first highest tenderer /

bidder fails to pay the amount and lift the material within the stipulated time, the Seller reserves the right to

offer the same to the second highest tenderer / bidder or any other person at the sole discretion of the Seller.

7. INDEMNITY AND LIMITATION OF LIABILITY

a) I/We hereby confirm and agree with all the other terms and conditions as mentioned in the Auction

Catalogue and Process Memorandum

b) I/We hereby agree and acknowledges that I/We will not held the Seller / Auctioneer and/or its employees,

staffs, directors, agents for any direct, indirect, consequential, special or other kind of losses that I/We may

face while participating in the Auction.

c) I/We hereby agree and acknowledges that in no event shall the Seller be liable for any direct, indirect,

incidental, special, incidental, consequential or exemplary damages, including but not limited to, damages

for loss of profits, goodwill, use, data or other intangible losses arising out of or in connection with the Auction

and the Asset(s) ( however arising, including negligence).

d) I/We hereby release the Seller/Auctioneer, its directors, officers, employees and agents from and against

any and all claims, demands and damages, disputes (actual and consequential) of every kind and nature,

known and unknown, suspect and unsuspected, disclosed and undisclosed, arising out of or in any way

connected with such disputes. In no event will Seller/Auctioneer be liable for any damages or losses of the

Bidder.

e) Bidder hereby indemnify, defend and hold harmless each Seller and Auctioneer and their employees,

governing body, officers, owners, affiliates, subsidiaries, directors, agents and representatives from and

against any and all claims, losses, damages, liabilities, judgments, fees, costs and expenses (including

reasonable attorneys’ fees and expenses) related to, arising from or associated with i) Bidder’s or his agents

or representatives, use of the Auction Portal, including but not limited to personal injuries or property

damage incurred on the auction premises or during removal and transport of any Auction item/lots; ii) arising

out of, based upon, or resulting from any breach or violation by Bidder of the Auction Terms and Conditions,

this Bidder Undertaking, the General Terms and Condition and Privacy Policy of the Auction Portal or ii) any

use by Bidder of the Auction Portal; or iii) as a result of a dispute with another bidder; or iv) violation of

applicable laws; or v) any loss, damage, claim, obligation, suit or proceeding which may arise on account of

payment of any monies for acquiring such Asset(s) from any illegal activities/sources or in violation of any

applicable laws.

f) Bidder hereby agrees that if it is selected as the Successful Bidder, it shall indemnify, defend and hold

harmless each Seller and Auctioneer and their employees, governing body, officers, owners, affiliates,

subsidiaries, directors, agents and representatives from and against any and all claims, losses, damages,

liabilities, judgments, fees, costs and expenses (including reasonable attorneys’ fees and expenses) related

to, arising from or associated with i) any non-payment by the Successful Bidder of any statutory taxes, dues,

levies, cess etc. for whatsoever reasons, including and all past and future statutory liabilities of any nature;

or ii) all claims, demands, liabilities, obligations, suits, actions or proceedings of any kind or nature

whatsoever that may be instituted or preferred by any person claiming to be entitled to any right, title,

interest, dues in respect of the Asset(s) which may affect or be deemed to affect the Seller/Auctioneer and

all costs, charges, outgoings and expenses that may be incurred by Seller/Auctioneer in that behalf; or iii)

any loss, damage, demand, claim, etc. by any third party towards payment of monies (cash / cheques /

demand drafts/RTGS/NEFT etc.) by the Successful Bidder for acquiring such Asset(s).

8. OTHER TERMS & CONDITIONS

a) I/We agree and understand that I/we will solely be responsible for any errors or mistakes made by me/ us

during the Auction process and will have no claim or request for that.

b) I/We understand that any conditional bids or counter offer may be treated as invalid bid.

c) I/We agree and understand that the Seller is not bound to accept the highest offer and the Seller has

absolute right to accept or reject any or all offer(s) or adjourn/postpone/cancel the Auction without assigning

any reason thereof, including after receipt of the Bid Amount from the Successful Bidder. However, in such

cases, the Seller shall refund the entire amount received, without any interest or compensation.

d) I/We agree and understand that in case of any dispute arises as to the validity of the bid(s), amount of Bid,

EMD or as to the eligibility of the Bidder, authority of the person representing the bidder, selection of the

highest Bidder/Successful Bidder, the interpretation and decision of the Seller shall be final and conclusive.

e) I/We agree that in case the H1 bidder is unable to pay the Bid Amount within the stipulated timelines or is

disqualified or otherwise, the Seller may sell the Asset(s) to the H2/H3 Bidder or any other Bidder at its sole

discretion, in such cases, the H2/H3 and other Bidders shall be deemed to be Successful Bidder and all terms

and conditions as applicable on a H1 Successful Bidder will be applicable on them.

f) I/ We understand that the Auctioneer or the Seller, during the period of online Auction or Simulcast will

not be held responsible for any power failures/ internet connection failures/ Bandwidth problems/ erroneous

bids etc. at my/ our end or be responsible in any manner whatsoever for my/our failure to access and bid on

the Auction Portal due to loss of internet connectivity, electricity failure, virus attack, problems with the

computer system, any other unforeseen circumstances, etc. before or during the Auction event. I/ We agree

to check at my/ our end and bid in advance and monitor our lots.

g) I/We agree and understand that Auctioneer is providing services as an independent contractor for the

Seller only and is not responsible for statements made by other parties.

h) I/We agree and understand that the Auctioneer does not have control over the item/lots that are posted

in the Auction Portal, and cannot guarantee the authenticity and quality of said Asset(s). Auctioneer is not

responsible for the actions the Sellers and Bidder take before, during, and after the Auction, typographical

errors, misprints, loss of merchandise/money, damage or failure of equipment, due to your visit to the

Auction site.

i) I/We agree not to use any robot, spider, other automatic device, or manual process to monitor or copy the

Auction Portal or the content contained herein without Auctioneers prior, express written permission. You

agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper

working of the Site or any activity being conducted on the Site.

j) I/We also undertake to abide by the additional conditions, if any, announced during the Auction, including

any announcement for correction of and/or additions or deletions to the time of the Auction.

k) I/We also confirm that I/we have taken training on on-line bidding/auction and confirm that we are fully

conversant with the functionality and process.


a) Governing Law: The Auction, the Process Memorandum, the Auction Catalogue, this Bidder Undertaking

and Terms and Conditions of Auction and other associated documents shall be governed in accordance with

the laws of India.

b) Jurisdiction: I/We acknowledge and agree that any dispute, differences and or claims arising between the

Parties under this Auction Catalogue, Process Memorandum and Auction or contract shall be settled by

arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996 or any statutory

amendments thereof by a sole arbitrator to be appointed mutually by the Bidder / Seller / iQuippo. The said

Arbitration proceedings will take place at Hyderabad. The language of the arbitration shall be English and the

award given by the said soles arbitrator shall be final and binding on all the Parties. Subject to the foregoing,

the Courts and Tribunals in Hyderabad shall have exclusive jurisdiction to adjudicate upon any such dispute.

I/We hereby agree that by registering and participating in the Auction conducted by the Auctioneer/Seller,

event and/or transaction, I declare to have gone through and understood the terms and conditions of the

respective event/Auction – as defined in the Process Memorandum, Auction Catalogue, Terms and Conditions

of Auction of the said Auction (available on auction/event page of Auction Portal), as well as the General

Terms and Conditions and Privacy Policy of Auction Portal, and agree to abide by the said terms and

conditions.

The Bidder hereto agree to electronic authentication of this Bidder Undertaking and acknowledge that the

Bidder Undertaking and rights and obligations herein are legally enforceable to the fullest extent permitted

by prevalent law and the Bidder hereby waive any objection to the contrary. The Bidder hereby also agrees

and undertakes that it will not challenge the validity or enforceability of such execution of this Bidder

Undertaking.

Annexure 3

Other Terms and Conditions

1. All sales are strictly on “As is, Where is basis”, with no exceptions whatsoever.

2. Buyers are advised to obtain all relevant information before bidding and during the inspection of

the assets. The SELLER/Auctioneer will not entertain any queries or grievances post Auction. This

is applicable to all issuers, including issues/queries pertaining to Tax Liability, RTO Expenses,

Warranty or Guarantee of the quality, quantity, measurement, condition, defects in any item/s or

lot/s from the Bidder’s end.

3. Lot details given are indicative only and the Bidder(s) is (are) strongly advised to inspect the assets

in the Seller’s warehouses/premises/third-party parking lots before bidding

4. Any communication with the Company’s staff members excepting at the time of registering for the

auction or filling Bidder Undertaking form is not allowed. Forming or attempting to form CARTEL

amongst Bidder is strictly not allowed and will result in disqualification of the Bidder(s). Any

Bidder(s) found in indulging in any of the above mentioned activities will be disqualified and barred

from participating in the Auction.

5. The highest bidder does not get any right to demand acceptance of his offer/bid. SELLER reserves

the right to accept/ reject/ cancel any offer/bid, withdraw any portion of the assets at any stage

from Auction even after acceptance of offer / bid/ issue of delivery order or release order/ deposit

of full value by successful bidder without assigning any reason thereof. In the event of such

rejection/cancellation/ withdrawal, SELLER shall refund the value of assets, if paid for, to the

successful bidder. Discretion lies solely on SELLER regarding this.

6. No Lots can be removed without full payment being realized and presentation of original Release

Order (Delivery Order) obtained from SELLER.

7. Any Disputes related to the Assets / Documents, RTO procedures, Post Sale, would be dealt by

SELLER only and iQuippo does not have any involvement or does not have any role to play in the

same.

8. The seller does not give any guarantee in providing R C Books of all the machinery which were

earlier registered with RTA and / or RTO form 19/20/21/22 for assets which are unregistered. The

tenderer / bidder(s) should make their own arrangements for completing the entries in R C Books

of machinery purchased by them. Letter, if any, required from the seller, shall however be provided.

Once the delivery is affected the seller is deemed to have been completed transaction.

Annexure 4 – List of assets

Note: The prices are exclusive of any applicable taxes

Table 1

Individual Asset Wise Reserve Prices

Sr. No.

Unique Asset No

Physical Location post inspection

Description Reserve Price( Rs)

Site – Dindigul, Tamil Nadu

1 TIL60 Dindigul, Batlakundu Crusher Plant 200 TPH Puzz 64,51,586

2 TIL103 Dindigul, Batlakundu Vogele Paver Finisher 9 Mtrs 31,73,118

3 TIL270 Dindigul, Batlakundu Batching Plant 56 Cum M1 Stetter 10,93,680

4 TIL488 Dindigul, Batlakundu Front End Loader JCB 432ZX 4,73,010

5 TIL489 Dindigul, Batlakundu Front End Loader JCB 432ZX 4,73,010

6 TIL514 Dindigul, Batlakundu Semi Low Bed Trailor 40 Ton x 40 Ft 2,68,597

7 TIL1163 Dindigul, Batlakundu Soil Compactor Greaves BW212 4,63,029

8 TIL1164 Dindigul, Batlakundu Soil Compactor Greaves BW212 4,63,029

9 TIL1244 Dindigul, Batlakundu Concrete Pump Stetter BP 350 DXT With Pipe Line

3,20,989

10 TIL1583 Dindigul, Batlakundu Tractor John Deere 55 HP 5310 With Dozer Attachmentv

55122

11 TIL1266 Dindigul, Batlakundu Back Hoe Loader Case 770 3,92,811

12 TIL1310 Dindigul, Batlakundu Back Hoe Loader Tata 315e 3,50,882



15 TIL1500 Dindigul, Batlakundu Baby Roller Case 450DX 54,000

16 TIL1534 Dindigul, Batlakundu Mini Buss Traveller Smooth 20+D 89,000

17 TIL1535 Dindigul, Batlakundu Mini Buss Traveller Smooth 20+D 1,21,658

18 TIL1642 Dindigul, Batlakundu Mini Buss Trax Cruiser 13+D 60,000

19 TIL1661 Dindigul, Batlakundu Generator Cummins 125 KVA 1,29,151

20 TIL1773 Dindigul, Batlakundu Weigh Bridge NESL 60 Tons 1,18,292

21 TIL1829 Dindigul, Batlakundu Weigh Bridge NESL 60 Tons 51,890

Site – Kakinada, Andhra Pradesh

22 TIL68 Kakinada, Bikkavolu Hot Mix Plant Linnhoff 160 TPH 57,70,937

23 TIL268 Kakinada, Bikkavolu Batching Plant 56 Cum M1 Stetter 13,04,006

24 TIL306 Kakinada, Bikkavolu Excavator Volvo EC210BLC 3,70,000

25 TIL1277 Kakinada, Bikkavolu Soil Compactor Vibromax VM115 JCB 2,97,939

26 TIL1340 Kakinada, Bikkavolu Back Hoe Loader Case 770 2,61,322

27 TIL1403 Kakinada, Bikkavolu Cement Silos with Unloading Accessories

19,000

28 TIL1648 Kakinada, Bikkavolu Generator Kirloskar 125 KVA 50,202

29 TIL1775 Kakinada, Bikkavolu Weigh Bridge NESL 60 Tons 1,20,694

Site – Tindivanam, Tamil Nadu

30 TIL67 Tindivanam, Alampundi Hot Mix Plant Linnhoff 160 TPH 58,66,078

31 TIL211 Tindivanam, Alampundi Motor Grader Cat 120K2 15,33,500

32 TIL212 Tindivanam, Alampundi Motor Grader Cat 120K2 20,47,994

33 TIL307 Tindivanam, Alampundi Excavator Tata Hitachi Zaxis210 10,50,056



36 TIL388 Tindivanam, Alampundi Paver Apollo 5.5 Mtr Wmm 12,82,196

37 TIL427 Tindivanam, Alampundi Front End Loader HM 2021 8,01,873

38 TIL428 Tindivanam, Alampundi Front End Loader HM 2021 8,01,873

39 TIL494 Tindivanam, Alampundi Tippers Leyland U3123 (12 Tyres) 3,69,657





44 TIL939 Tindivanam, Alampundi Tippers Leyland 2516IL 2,59,092

45 TIL1014 Tindivanam, Alampundi Tippers Leyland 2516IL 1,98,160

46 TIL1015 Tindivanam, Alampundi Tippers Leyland 2516IL 83,000

47 TIL1228 Tindivanam, Alampundi Concrete Pump Stetter BP 350 DXT With Pipe Line

3,78,483

48 TIL1262 Tindivanam, Alampundi Soil Compactor Escorts EC 5250 3,35,860

49 TIL1444 Tindivanam, Alampundi Water Tankers 12KL Capacity 1,87,649

50 TIL1639 Tindivanam, Alampundi Diesel Tanker 3 KL Tata 407 31,376

51 TIL1852 Tindivanam, Alampundi Water Tankers 12KL Capacity 38,842

52 TIL35 Tindivanam, Kannakurikai Hot Mix Plant Speco 160 TPH 65,40,285

53 TIL328 Tindivanam, Kannakurikai Excavator Volvo EC210B 9,64,333



56 TIL389 Tindivanam, Kannakurikai Paver Apollo 5.5 Mtr Wmm 12,26,696

57 TIL405 Tindivanam, Kannakurikai Transit Mixer 8Cum CLA25.280 Man 3,98,554

58 TIL406 Tindivanam, Kannakurikai Transit Mixer 8Cum CLA25.280 Man 3,98,554

59 TIL426 Tindivanam, Kannakurikai Front End Loader HM 2021 8,01,873

60 TIL429 Tindivanam, Kannakurikai Front End Loader HM 2021 8,01,873

61 TIL492 Tindivanam, Kannakurikai Semi Low Bed Trailor 40 Ton x 40 Ft 2,69,807

62 TIL496 Tindivanam, Kannakurikai Tippers Leyland U3123 (12 Tyres) 3,69,657






68 TIL829 Tindivanam, Kannakurikai Tandem Roller Greaves BW151 4,57,931

69 TIL935 Tindivanam, Kannakurikai Tippers Leyland 2516IL 1,40,500

70 TIL936 Tindivanam, Kannakurikai Tippers Leyland 2516IL 2,59,092

71 TIL1013 Tindivanam, Kannakurikai Tippers Leyland 2516IL 83,000

72 TIL1166 Tindivanam, Kannakurikai Soil Compactor Greaves BW212 4,46,029

73 TIL1167 Tindivanam, Kannakurikai Soil Compactor Greaves BW212 4,46,029

74 TIL1229 Tindivanam, Kannakurikai Concrete Pump Stetter BP 350 DXT With Pipe Line

3,78,483

75 TIL1267 Tindivanam, Kannakurikai Back Hoe Loader Case 770 4,71,905

76 TIL1449 Tindivanam, Kannakurikai Water Tankers 12KL Capacity 1,87,649

77 TIL1485 Tindivanam, Kannakurikai Water Tankers 12KL Capacity 69,883

78 TIL1488 Tindivanam, Kannakurikai Water Tankers 12KL Capacity 1,13,883

79 TIL1489 Tindivanam, Kannakurikai Water Tankers 12KL Capacity 69,883

80 TIL1502 Tindivanam, Kannakurikai Cement Silos with Unloading Accessories

89,000

81 TIL1734 Tindivanam, Kannakurikai Light Source Atlas Copco QLT M10 86,158



84 TIL1906 Tindivanam, Kannakurikai Generator Leyland 30 KVA 46,882

Site – Trichy, Tamil Nadu

85 TIL361 Trichy, Keeranur Excavator Komatsu PC200 9,25,327

86 TIL1265 Trichy, Keeranur Back Hoe Loader Case 770 3,68,983

87 TIL1355 Trichy, Keeranur Back Hoe Loader Case 770 1,73,000

88 TIL1395 Trichy, Keeranur Cement Silos with Unloading Acessories

19,000

89 TIL1557 Trichy, Keeranur Generator Cummins 180 KVA 1,70,469

90 TIL107 Trichy, Tirumayam Vogele Paver Finisher 9 Mtrs 32,91,240

Table 2

Asset Block Wise Reserve Prices

Sr. No.

Asset Block

Physical Location post inspection

Description Reserve Price (Rs)

1 Asset Block 1

Dindigul, Batlakundu All the individual assets appearing in the Table 1 under “Site – Dindigul, Tamil Nadu”

1,53,55,019

2 Asset Block 2

Kakinada, Bikkavolu All the individual assets appearing in the Table 1 under “Kakinada, Andhra Pradesh”

81,94,100

3 Asset Block 3

Tindivanam, Alampundi and Tindivanam, Kannakurikai

All the individual assets appearing in the Table 1 under “Site – Tindivanam, Tamil Nadu”

3,77,00,828

4 Asset Block 4

Trichy, Keeranur All the individual assets appearing in the Table 1 under “Site – Trichy, Tamil Nadu”

49,48,019