ORDER
Per :- Justice P.N. Deshmukh, Member Judicial 1. The Court convened through videoconferencing.
2. Heard Learned Counsel for the Petitioner Company. No objector has come before the Tribunal to oppose the Company Scheme Petition and nor has any party controverted any averments made in the Company Scheme Petition.
3. The sanction of this Tribunal is sought under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 ("Act") to the Scheme of Arrangement between Reliance Industries Limited & its shareholders and
Page 2 of 27
creditors and Reliance Syngas Limited & its shareholders and creditors ("Scheme").
4. The Petitioner Company inter alia has multiple undertakings viz., digital services, retail, financial services, E&P and oil-to-chemicals including gasification undertaking. Reliance Syngas Limited ("Transferee Company") would be engaged, inter alia, in production of Synthesis Gas (Syngas) through Surface Petcoke/Coal Gasification or Underground Coal Gasification or through Coal Bed Methane extraction or from Gas Hydrate or using Natural Gas.
5. The registered office of the Transferee Company is located in Ahmedabad, Gujarat. Thus, the Transferee Company has filed separate proceedings before the jurisdictional Tribunal viz., National Company Law Tribunal, Ahmedabad Bench.
6. The learned Counsel for the Petitioner Company submits that the rationale mentioned in the Scheme is as under:
"1. The Gasification Undertaking produces syngas to meet the energy requirements at Jamnagar as refinery off-gases which earlier served as fuel were repurposed into feedstock for the Refinery Off Gas Cracker (ROGC). This enables production of olefins at competitive capital and operating costs. Syngas as a fuel ensures reliability of supply and helps reduce volatility in the energy costs. Syngas is also used to produce hydrogen for consumption in the Jamnagar refinery.
2. RIL targets to have a portfolio which is fully re-cyclable, sustainable and net carbon zero. This will be achieved by transitioning to high value
Page 3 of 27
materials and chemicals with renewables as the source of meeting its energy requirements.
3. As RIL progressively transitions to renewables as its primary source of energy, more syngas will become available for upgradation to high value chemicals including C1 chemicals and hydrogen. Further, carbon di-oxide released during the process of producing hydrogen is highly concentrated and easy to capture, substantially reducing the cost of carbon capture. Overall, these steps will help sharply reduce carbon footprint of Jamnagar complex.
4. India is a high growth market and is expected to continue to see a deficit of these high value chemicals in the foreseeable future. Repurposing the gasification assets will help use syngas as a reliable source of feedstock to produce these chemicals and cater to growing domestic demand, resulting in an attractive business opportunity. Further, as the hydrogen economy expands, RIL will be well positioned to be the first mover to establish a hydrogen ecosystem.
5. With optionality in applications for syngas, the nature of risk and returns associated with the Gasification Business will likely be distinct from those of the other businesses of RIL. This distinct business profile also provides the opportunity to potentially attract a different pool of investors and strategic partners for the Gasification Business and new materials and chemicals projects.
6. Accordingly, this Scheme is being proposed for transfer of the Gasification Undertaking to RSL as a going concern on Slump Sale basis.
Page 4 of 27
The Scheme is in the interest of RIL, RSL and their respective stakeholders."
7. Learned Counsel for the Petitioner Company submits that the Company Scheme Petition was filed in consonance with the Order dated 28th January 2022 passed by this Tribunal in CA (CAA) No.15/MB/2022 ("said Order").
8. Learned Counsel for the Petitioner Company submits that vide the said Order, the Company Scheme Application was admitted, and the Petitioner Company was directed to convene meetings of its secured creditors, unsecured creditors and equity shareholders. The Learned Counsel for the Petitioner Company submits that, as directed by this Tribunal vide the said Order, the meetings of the secured creditors, unsecured creditors and equity shareholders were held on 9th March 2022 at 10:30 a.m., 11:45 a.m., and 2:00 p.m. respectively, through video conferencing, for the purpose of considering and if thought fit, approving with or without modification, the Scheme. The Chairperson appointed for the said meetings has filed Chairperson's Report showing the conduct and results of the said meetings as directed, which is annexed as Exhibit 'A14' to the Company Scheme Petition.
9. Learned Counsel for the Petitioner Company submits that the Hon'ble Tribunal admitted the Company Scheme Petition and fixed 28th March 2022 as the date for hearing and final disposal of the Company Scheme Petition. The Petitioner Company was directed to cause publication of the notice of hearing of the Company Scheme Petition, at least 10 (ten) days before the date fixed for final hearing in 'Business Standard' in English having nation- wide circulation and 'Loksatta' in Marathi having circulation in Maharashtra. Learned Counsel for the Petitioner Company states that the Petitioner
Page 5 of 27
Company caused the publication of notice of hearing and final disposal of the Company Scheme Petition in the said newspapers on 17th March 2021.
10. Learned Counsel for the Petitioner Company submits that the Petitioner Company has also served notice of hearing and final disposal of Company Scheme Petition upon: (i) Central Government through the Regional Director, Western Region ("Regional Director"); (ii) Registrar of Companies, Mumbai, Maharashtra; (iii) Income Tax Authority concerned addressed to the Assistant Commissioner of Income Tax Range 3(4), 29th Floor, World Trade Centre, Cuffe Parade, Mumbai (Petitioner Company having Permanent Account Number AAACR5055K); (iv) Goods & Services Tax Authority at the Commissioner of Central Goods & Services Tax, Belapur Commissionerate, 1st Floor, CGO Complex, CBD Belapur, Navi Mumbai - 400 614; and (v) BSE Limited.
11. The Petitioner Company has filed a Compliance Report on 21st March 2022, evidencing the said newspaper publications and service of notices upon the concerned authorities.
12. Learned Counsel for the Petitioner Company states that the Petitioner Company has complied with all the requirements as per the directions of this Tribunal.
13. The Regional Director has filed its Report dated 24th March 2022 ("Report") praying that this Tribunal may pass such orders as it thinks fit, save and except as stated in Paragraphs IV (a) to (l). The observations of the Regional Director, the reply of the Petitioner Company in its affidavit dated 25th March 2022 and the response of the Regional Director in its Supplementary Report
Page 6 of 27
dated 25 th March 2022 ("Supplementary Report") are set out in tabular format below:
| Sr No of Paragraph IV | Observations in Report dated 24th March 2022 filed by the Regional Director | Reply of Petitioner Company in its Affidavit dated 25th March 2022 | Response of the Regional Director in Supplementary Report dated 25th March 2022 |
| (a) | In compliance of AS- 14 (IND AS-103), the Petitioner Companies shall pass such accounting entries which are necessary in connection with the scheme to comply with other applicable Accounting Standards such as AS-5 (IND AS-8) etc. | In so far as the observation made in paragraph IV (a) of the Report of the Regional Director is concerned, the Petitioner Company undertakes that it will pass accounting entries in compliance with applicable accounting standards as notified by the Companies (Indian Accounting Standards) Rules, 2015. | Reply of the petitioners Companies appears to be Satisfactory. |
| (b) | The Petitioners under provisions of section 230(5) of the Companies Act, 2013 have to serve notices to concerned authorities which are | As far as the observation made in paragraph IV (b) of the Report of the Regional Director is concerned, the Petitioner Company states that notices have been issued to the concerned authorities | Reply of the petitioners Companies appears to be Satisfactory. |
IV March 2022 filed by dated 25th March 2022 in Supplementary
the Regional Report dated 25th
Director March 2022
(a) In compliance of AS- In so far as the observation Reply of the 14 (IND AS-103), the made in paragraph IV (a) of petitioners Petitioner Companies the Report of the Regional Companies appears shall pass such Director is concerned, the to be Satisfactory. accounting entries Petitioner Company which are necessary undertakes that it will pass in connection with the accounting entries in scheme to comply compliance with applicable with other applicable accounting standards as Accounting Standards notified by the Companies such as AS-5 (IND (Indian Accounting AS-8) etc. Standards) Rules, 2015.
(b) The Petitioners under As far as the observation Reply of the
provisions of section made in paragraph IV (b) of petitioners 230(5) of the the Report of the Regional Companies appears Companies Act, 2013 Director is concerned, the to be Satisfactory. have to serve notices Petitioner Company states to concerned that notices have been issued authorities which are to the concerned authorities
Page 7 of 27
| likely to be affected by Compromise or arrangement. Further, the approval of the scheme by this Hon'ble Tribunal may not deter such authorities to deal with any of the issues arising after giving effect to the scheme. The decision of such Authorities is binding on the Petitioner Company(s). | under Section 230(5) of the Companies Act, 2013. Necessary compliance reports dated February 26, 2022 has been filed by the Petitioner Company before this Hon’ble Tribunal in that regard. The Petitioner Company confirms that the mere sanction of the Scheme will not prevent the authorities from making any decisions, as per applicable law and any such decision of such authorities if taken, will be dealt with as per applicable law. | |
| (c) | The Hon'ble NCLT may kindly direct to the Petitioners to file an undertaking to the extent that the Scheme enclosed to the Company Application and the scheme enclosed to the Company Petition are one & same and there | As far as the observation made in paragraph IV (c) of the Report of the Regional Director is concerned, the Petitioner Company confirms that the Scheme enclosed to the Company Scheme Application and Company Scheme Petition are one and the same and | Reply of the petitioners Companies appears to be Satisfactory. |
Page 8 of 27
is no discrepancy or there is no discrepancy / deviation. change(s) made.
(d) As per Definition of As far as the observation Petitioner the Scheme, made in paragraph IV (d) of Companies shall
"Appointed Date" the Report of the Regional undertake to means 31 March, Director is concerned, the determine the 2022 or such other Petitioner Company submits Appointed Date date as may be that the present Scheme is in prior or Sanction determined by the compliance with the Date of the Scheme. Board of the Parties; requirements of circular no. The Petitioner F.No.7/12/2019/CL-I dated It cannot be Companies has 21.08.2019 issued by the prospective date. proposed prospective Ministry of Corporate
"Appointed Date" i.e. Affairs. 31 st March 2022 which shall not
allowed by the
Hon'ble Tribunal,
Petitioner Companies
shall undertake to
determine the
"Appointed Date"
prior to present date or sanction date of the Scheme.
"Effective Date" means the day on which last of the
Page 9 of 27
conditions specified in Clause 16
(Conditions
Precedent) of this Scheme are complied with or otherwise duly waived;
Reference in this Scheme to the date of
"coming into effect of this Scheme" or
"effectiveness of this Scheme" or "effect of this Scheme" or
"upon the Scheme becoming effective" shall mean the Effective Date; Further, the Petitioners may be asked to comply with the requirements and clarified vide circular no. F. No.
7/12/2019/CL-l dated 21.08.2019 issued by the Ministry of Corporate Affairs.
Page 10 of 27
(e) As per Clause 13 of As far as the observation Reply of the the Scheme, made in paragraph IV (e) of petitioners
ACCOUNTING the Report of the Regional Companies appears
TREATMENT Director is concerned, the to be Satisfactory. RIL and RSL shall Petitioner Company submits comply with the that the accounting generally accepted principles as prescribed accounting practices under the Companies in India, provisions of (Indian Accounting the Act and Standards) Rules, 2015 as accounting standards notified under Section 133 as notified by of the Companies Act, 2013 Companies (Indian are applicable to the Accounting Petitioner Company and the Standards) Rules, Petitioner Company 2015 as amended undertakes that it shall from time to time, in comply with the same to the relation to the extent applicable. Further, transactions in the the Petitioner Company Scheme including but undertakes that the not limited, to the difference between the book following: value of assets and liabilities
In the books of RIL: of the Gasification Upon this Scheme Undertaking, as on the coming into effect, Appointed date, transferred RIL shall account for to the Transferee Company, the transaction in its as reduced by consideration
received/ receivable by the
Page 11 of 27
books of account in Petitioner Company from the following manner: the Transferee Company, if i. With effect any, shall be debited/ from the Appointed credited, as the case may be, Date, the book value to the statement of profit and of assets and loss of the Petitioner liabilities, of the Company. Further, the Gasification Petitioner Company states Undertaking to the that in terms of the Scheme, extent identified and the difference between the being transferred to book value of assets and RSL in pursuance of liabilities, so recorded in the this Scheme shall be books of the Transferee reduced from the Company, as reduced by balances of the assets consideration paid/ payable and liabilities as by the Transferee Company reflecting in the books to the Petitioner Company, if of RIL; and any, shall be debited/ ii. Difference credited to the capital between the book reserve account of the value of assets and Transferee Company and liabilities of the such Capital Reserve shall Gasification not be available for Undertaking, as on distribution of dividend. the Appointed date, transferred to RSL, as reduced by
consideration
Page 12 of 27
received/ receivable by RIL from RSL, if any, shall be debited/ credited, as the case may be, to the
statement of profit and loss of RIL.
In the books of RSL:
Upon this Scheme coming into effect, RSL shall account for the transaction, in its books of account in the following manner:
i. With effect
from the Appointed Date, RSL shall record all assets and liabilities of the Gasification
Undertaking transferred to it in pursuance of this Scheme at their respective book values as appearing in the books of RIL as
Page 13 of 27
on the Appointed Date; and
ii. Difference between the book value of assets and liabilities, so recorded in the books of RSL, as reduced by consideration paid/ payable by RSL to RIL, if any, shall be debited/ credited to the capital reserve account of RSL. Petitioner Companies have to undertake that the surplus / deficit shall be adjusted to Capital Reserve Account.
Further Petitioner Companies have to undertake that reserves shall not be available for
distribution of dividend.
Page 14 of 27
| (f) | Petitioner Transferor Company has foreign shareholders, Hence Petitioner Transferor Company shall undertake to comply with guidelines of RBI, FEMA and FERA. | As far as the observation made in paragraph IV (f) of the Report of the Regional Director is concerned, the Petitioner Company submits that it will ensure necessary compliance under the FEMA Regulations, RBI Guidelines, and FERA. | Reply of the petitioners Companies appears to be Satisfactory. |
| (g) | Observation letter and Complaint Report received from NSE and BSE dated 17.01.2022, Hence Petitioner Transferor Company shall undertake to comply the same. | As far as observation made in paragraph IV (g) of the Report of the Regional Director is concerned, the Petitioner Company submits that it has complied with the observation letter received from BSE Limited and the National Stock Exchange of India Limited dated January 17, 2022. Further, the Petitioner Company submits that it has filed necessary complaint report with BSE Limited and the National Stock Exchange of India Limited dated December 24, 2021 and December 30, 2021, | Hon’ble Tribunal may consider the aforementioned reply submitted by the Petitioner Company and decide the matter on the merit. |
Page 15 of 27
| | respectively, which states that there are NIL complaints against the Scheme. Further, the Petitioner Company undertakes to comply with the requirements of the stock exchanges, as per applicable law. | |
| (h) | Petitioner Companies undertake to obtain NOC from Income tax department, if applicable. | As far as observation made in paragraph IV (h) of the Report of the Regional Director is concerned, the Petitioner Company states that the Income Tax Authority concerned have already filed their no- objection with the Hon’ble Tribunal. A copy of the said no-objection letter issued by the Income Tax Authority concerned is annexed hereto and marked as Exhibit A. | Hon’ble Tribunal may consider the aforementioned reply submitted by the Petitioner Company and decide the matter on the merit. |
| (i) | The Registered Office of the Petitioner Transferee Company | As far as the observation made in paragraph IV (i) of the Report of the Regional | Reply of the petitioners |
Page 16 of 27
| is situated in the state of Ahmadabad and falls within the jurisdiction of this Hon'ble NCLT, Ahmadabad Bench, hence Companies shall undertake to obtain approval from Hon’ble NCLT Ahmadabad Bench. | Director is concerned, the Petitioner Company states that the Transferee Company has filed the Company Scheme Application and the Company Scheme Petition with the Hon’ble NCLT Ahmedabad Bench for its approval. | Companies appears to be Satisfactory. |
| (j) | Petitioner Companies shall undertake to provide detailed valuation report from Registered Valuer on this Scheme for determining consideration for this Scheme of Arrangement. | As far as the observation made in paragraph IV (j) of the Report of the Regional Director is concerned, the Petitioner Company states that in consideration for the Slump Sale of the Gasification Undertaking, the Transferee Company shall pay a lump sum consideration equal to the carrying value of Gasification Undertaking, calculated as the difference between the book value of assets and the book value of the liabilities of the | Hon’ble Tribunal may decide the matter on its merit. |
Page 17 of 27
| | Gasification Undertaking, as appearing in the books of the Petitioner Company on the Appointed Date. Further, the Appointed Date of the Scheme is March 31, 2022, which is a prospective date. Further, the Gasification Undertaking is being transferred from RIL to RSL, a wholly owned subsidiary of the Transferor Company, and no shares are proposed to be issued pursuant to the Scheme. There will be no change in the shareholding of the Transferor Company and RSL pursuant to the Scheme and hence there is no requirement for obtaining a valuation report in terms of the SEBI Master Circular dated 23 November 2021 on Scheme of Arrangements. | |
| (k) | Petitioner Companies shall undertake to | As far as the observation made in paragraph IV (k) of | Hon’ble Tribunal may consider the |
Page 18 of 27
| provide list/ details of Assets and Liabilities being transferred by the Transferor Company to Transferee Company | the Report of the Regional Director is concerned, the Petitioner Company has annexed an indicative list of assets and liabilities being transferred by the Transferor Company to Transferee Company, as Exhibit B. | aforementioned reply submitted by the Petitioner Company and decide the matter on the merit. |
| (l) | STATUS OF ROC REPORT: - ROC, Mumbai Report dated 22.03.2022 has inter alia mentioned that there are no prosecution, no technical scrutiny, no inquiry, no inspection pending against Petitioner Companies. Further mentioned that: | As far as observation made in paragraph IV (l) of the Report of the Regional Director is concerned, the Petitioner Company states that: | Hon’ble Tribunal may consider the aforementioned reply submitted by the Petitioner Company and decide the matter on the merit. |
| 1. Transferor Company is situated at Mumbai in the state of Maharashtra and falls within the jurisdiction of this | The registered office of the Petitioner Company is situated in Mumbai, Maharashtra, which falls under the jurisdiction of this Hon’ble Tribunal. |
Page 19 of 27
| Hon'ble NCLT, Mumbai Bench. | | |
| 2. There are various complaints pending against Transferor Company relating to share certificate, Bonus Share, Dividend Warrant/Interim Warrant, Corporate Fraud and Serious Complaints & Miscellaneous in nature mostly. | The Petitioner Company will not be dissolved pursuant to the Scheme and the complaints pending against the Petitioner Company will be dealt in ordinary course. The approval to the Scheme by this Hon’ble Tribunal will not affect such pending complaints. |
| 3. Transferor Company authorized Capital and paid capital is Rs.150,00,00,00,000/- and Rs. 676,50,92,78,02.5/- respectively as per the master data which does not match with scheme. | The Petitioner Company has provided details of its Authorised and Paid-up capital as on November 24, 2021 in the Scheme. Post November 24, 2021, the Petitioner Company has allotted 24,000 equity shares of Rs.10 each aggregating to Rs.2,40,000 under the Employee Stock Option Scheme. Further, pursuant to calls made by the Board of |
Page 20 of 27
| | Directors of the Petitioner Company, Rs.210,59,75,515/- (Rupees Two Hundred Ten Crore Fifty Nine Lakh Seventy Five Thousand Five hundred Fifteen only) was received towards call money from the shareholders on the equity shares allotted to them on rights basis. Accordingly, the Petitioner Company has appropriated Rs.210,62,15,515/- towards paid up capital. The paid up capital after considering 24,000 shares allotted under the Employee Stock Option Scheme and call money of Rs.210,59,75,515 as aforesaid is Rs.6765,09,27,802.50 which matches with the records of Ministry of Corporate Affairs | |
| 4. Since the Transferor Company is a Listed Company, | The Transferor Company has received observation letter dated January 17, 2022 |
Page 21 of 27
| they may be directed to give notice to SEBI & Stock Exchange & obtain permission from SEBI & Stock Exchange. | from NSE and BSE. In terms of the observation letters, SEBI and NSE have waived their right to receive notice under Section 230(5) of the Companies Act, 2013. Only BSE Limited had requested the Petitioner Company to effect service upon BSE Limited the notice pursuant to Section 230(5) of the Companies Act, 2013. In view thereof, the Petitioner Company has served notice under Section 230(5) of the Companies Act, 2013 upon BSE Limited. | |
| 5. Form CAA-3 is required to be issued to CCI (Rule 8(ii) & obtain permission from CCI. | The present Scheme is exempt from the requirement to obtain approval of the Competition Commission of India (“CCI”), in terms of the Competition Commission of India Act, 2002 read with applicable regulations. Accordingly, the requirement to issue Form |
Page 22 of 27
| | CAA-3 to CCI and obtain its approval for the present Scheme does not arise. | |
| 6. There are 179 complaints against the Transferor Company RELIANCE INDUSTRIES LJMTTED out of them, 37 complaints are opens against the Transferor company, 4 complaints are related to share certificate, 3 complaints pertains to Bonus share related, Dividend Warrant /Interim warrant related 1 complaint and Corporate fraud and 3 serious complaints and remaining 26 complaints are miscellaneous in nature mostly related to nonreceipt of share | The Petitioner Company will not be dissolved pursuant to the Scheme and the complaints pending against the Petitioner Company will be dealt in ordinary course. The approval to the Scheme by this Hon’ble Tribunal will not affect such pending complaints. |
Page 23 of 27
| certificate/share transfer certificate. | | |
| 7. Necessary Stamp Duty on transfer of property/Assets is to be paid to the respective Authorities before implementation of the Scheme. | The Petitioner Company will lodge a copy of this Order along with the Scheme duly authenticated/certified by the Deputy Director or the Assistant Registrar, National Company Law Tribunal, Mumbai Bench, with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable, on transfer of property/ assets, as per applicable law. |
| 8. Interest of the Creditors should be protected. | The Transferor Company conducted meetings of its secured and unsecured creditors on 9th March 2022. The secured and unsecured creditors have approved the scheme with 99.9019% (in value) and 99.0631% (in value) votes in favour of the Scheme, respectively. Chairperson’s Report in this |
Page 24 of 27
| | regard has been filed on 10th March 2022. Upon the Scheme becoming effective, the creditors of the Petitioner Company will be paid in ordinary course, as per applicable law. | |
| Hon'ble NCLT may kindly direct the Transferor Company to submit the reply on the observations pointed out by ROC, Mumbai in their report and decide the matter on merits. | - |
14. The Regional Director in the Supplementary Report has stated that the
Petitioner Companies shall undertake to determine the Appointed Date prior to Sanction Date of the Scheme. It cannot be prospective date. In view of the aforesaid observation of the Regional Director in the Supplementary Report, Learned Counsel for the Petitioner Company hereby informs that the Appointed Date of the Scheme will be 31st March 2022 and further states that, the Scheme will be made effective on or after the Appointed Date i.e. 31st March 2022 and not on a prior date.
15. The Regional Director has not raised any other objections or dealt with any of the responses of the Petitioner Company other than as set out above.
Page 25 of 27
Learned Counsel for the Petitioner Company submits that it is apparent that the Regional Director is satisfied with the responses provided.
16. From the material on record, the Scheme annexed as Exhibit A-1 to the Company Scheme Petition appears to be fair and reasonable and is not violative of any provisions of law and is not contrary to public policy.
17. Since all the requisite statutory compliances have been fulfilled, the said Company Scheme Petition is made absolute in terms of the prayer clauses 34
(a) to 34 (f) thereof.
18. The Scheme is hereby sanctioned, with the Appointed Date fixed as 31st March 2022.
19. The Petitioner Company is directed to file a copy of this Order along with a copy of the Scheme with the concerned Registrar of Companies, electronically in e-form INC - 28 within 30 days from the date of receipt of the certified copy of this Order by the Petitioner Company.
20. The Petitioner Company to lodge a copy of this Order along with the Scheme duly authenticated/certified by the Deputy Director or the Assistant Registrar, National Company Law Tribunal, Mumbai Bench, with the concerned Superintendent of Stamps for the purpose of adjudication of stamp duty payable, if any, within 60 days from the date of receipt of the certified order from the Registry of this Tribunal or within 60 days from the date of receipt of the certified Order from the Registry of the National Company Law Tribunal, Ahmedabad Bench, whichever is later.
Page 26 of 27
21. All concerned regulatory authorities to act on a copy of this Order along with Scheme duly certified by the Deputy Director or the Assistant Registrar, National Company Law Tribunal, Mumbai Bench.
22. Any person interested is at liberty to apply to this Tribunal in the above matters for any directions that may be necessary.
23. Any concerned Authorities are at liberty to approach this Tribunal for any further clarification as may be necessary.
24. Ordered accordingly. File to be consigned to records.
Sd/- Sd/- SHYAM BABU GAUTAM JUSTICE P. N. DESHMUKH
MEMBER (TECHNICAL) MEMBER (JUDICIAL)
Page 27 of 27