The processes of Redevelopment in Marathi

The processes of Redevelopment

In case of redevelopment, the considerations for members range from extra amenities to extra space provided even fresh construction in place of an older structure that enhances the life of a building. Extra area allotted by the developer is just one of the myriad considerations offered to members. The construction of a fresh structure in place of an older one itself forms consideration enough for redevelopment.

For a redevelopment project, there are a series of objectives that need to be fulfilled in a particular order too. Here goes a reckoner on how to go about doing it:

• Firstly, the members need to finalise the list of amenities that will be provided by the developer through the redeveloped project. After this, the tender documents need to be drafted, discussed with members of the committee and finalised.
• Once this is done, tenders both technical and commercial need to be invited from among developers after doing the technical evaluation and generating a comparison statement where necessary before short-listing a few developers.
• After the builders/developers are short-listed, joint meetings have to be held along with the committee members before finalising the most suitable developer for the project. A letter of intent, based on the terms negotiated with the concerned developer needs to be issued. The measurement of each flat and carpet area of each member has to be ascertained.
• Also, requirements of each member need to be taken down and tentative drawings prepared. A detailed survey too needs to be carried out. A list of solicitors, legal consultants and tax consultants needs to be drawn up for reference and legal action in the future.
• Agreement formalities between the society and the developer as well as between the society members and the developer need to be completed. The layout of the entire plot should be finalised; approved from the civic corporation and building files submitted accordingly. The society also needs to obtain CCs where necessary. Importantly, the plans to be finalised have to be as per member requirements. This has to be followed by obtaining approvals on finalised plans and CCs for the same.
• The members need to be shifted to a temporary accommodation while the project is afoot. The old structure and building need to be demolished after which a soil exploration takes place. This is followed by the construction of new buildings and associated infrastructure such as access roads, recreational facilities, playgrounds, parks and compound wall with gate and concrete pavement and watchman cabin.
• The occupation certificate has to be obtained along with a permanent water connection and a fixing water supply meter. After this, the site has to be cleaned thoroughly and possession handed over to members after confirming the carpet areas of newly constructed flats.

Do your homework before entering into that redevelopment agreement

A redevelopment agreement, as the name suggests, is an agreement for the restoration of an old building between the residents and the developer. But, it’s not as simple as it sounds; the housing society needs to exercise necessary caution to ensure that the residents' interest is safeguarded.

"Even seemingly simple things such as getting the redevelopment agreement registered with the sub-registrar or then, paying proper stamp duty are very important in such a deal," says Navdeep Co-operative Housing Society secretary, Girish Pradhan.

In most cases, the developer negotiates the deal of restoring an old building with the managing committee of the society. "In which case, the onus is on the managing committee to ensure that the interests of the residents are protected and they need to take all the precautions," offers Mr Pradhan.
"It's advisable to discuss the agreement in detail at the general body meeting so as to arrive at a consensus about the terms and conditions in order to avoid later hassles," he maintains.

As with any property dealing, when it comes to redevelopment contract, it's of utmost importance to ensure that the developer has a sound reputation. "If possible, the members of the managing committee must visit the site of some of his previous projects, so that they get a first-hand information about the developer," says the CHS secretary.

Considering that the property of so many residents is at stake, it makes sense to seek the help of professionals in getting a clear picture about the dealing that the society is entering into.

Sound advice from professionals such as lawyers, architects, engineers before signing on the dotted line is sure to help the society make a responsible decision. It is reasonable to hire the services of a technical supervisor who can keep a check on the work done by the developer.

In order to ensure the smooth implementation of such a contract, the respective obligations of the developer and the CHS members and the consequences of the breach, if any, need to be put down in writing clearly in the agreement.

For instance, the time of completion of the project and the consequences of non-completion in the stipulated time must be specified in the contract so that the developer doesn't drag on the work.

Redevelopment modes and taxation

When a cooperative housing society undergoes redevelopment, their taxability depends on the mode of redevelopment they choose.

Self-Development

When a society appoints a developer for reconstruction and pays the developer to reconstruct it, there is no scope of income for the society. Very often in these situations, the society allots additionally constructed flats or floor space index to members at a subsidised cost, market price or even free of cost. In such situations, there will not be any taxable income to such members since they would be covered by the concept of mutuality. Individual members who choose to sell off any such additional flats though would be liable to pay tax in the usual manner.

Even in situations where the society decides to lease or rent the flats arising from the reconstruction for the rent and security deposit, the deposit would not be liable to taxation. Since the rent collected in such situations would be the income of the society under the ‘income from house property’ tag, this income could be set by collecting lesser or no contribution of monthly maintenance from members.

Common developer and individual members

When a redevelopment project generates additional flats as a result of re-construction, they may be made available to members with or without cost. In such situations, the individual members and not the society would be liable to pay tax.

Society contracts with a developer

In this situation, the society and the developer enter into an arrangement where the developer reconstructs the building of the society giving members their flats rebuilt free of cost or even pays an agreed sum to the society or individual members. In these situations, it’s important to remember that the entitlement to balance FSI and the right to use TDR are assets that belong to the owner of the land. Under section 2(47) of the Income Tax Act, allowing a developer to use such rights would be considered as a ‘transfer of assets.’ The consideration received from the developer for such a transfer of assets would be taxable under Capital Gains.

As per the law, a duly registered cooperative housing society is the owner of the land and its buildings. And since the society is the legal owner, the consideration received for the transfer of assets would be taxable for the society even if the developer does not pay any consideration to the society and pays it to individual members.

 

PRELIMINARY DRAFT FOR DISCUSSION IN FORTHCOMING 

MEETING.     

23^rd February, 2018 

 

 

 

 

 

THIS RE-DEVELOPMENT AGREEMENT is executed at Mumbai on this 

_________day of _________________ in _________  

 

BETWEEN 

 

----------------------------a federation of 48 (individual co-operative housing societies limited) formed and registered under the provisions of the Maharashtra Cooperative Societies Act, 1960 under Registration No. 

[M.U.M./M.H.A.D.B./H.S.G./T.C.)12492/Year 2006-2007] and having its registered office at [------------Mumbai – 400 033 hereinafter referred to as “the Federation” (which expression shall, unless repugnant to the context or meaning thereof be deemed to mean and include the individual co-operative housing societies limited who are its Members) of the First Part 

 

AND 

 

---------------, a company incorporated under the provisions of the Companies Act, 1956 and having its registered office at 702, Natraj, M V Road Junction, Andheri (East), Mumbai- 400053, hereinafter referred to as ----------” (which expression shall unless repugnant to the context or meaning thereof be deemed to mean and include its successor or successors in law) of the Second Part 

 

AND 

 

[●], a company incorporated under the provisions of the Companies Act, 1956 and having its registered office at [●], being a special purpose vehicle incorporated by Keystone hereinafter referred to as “the Developer” (which expression shall unless repugnant to the context or meaning thereof be deemed to mean and include its successor or successors in law) of the Third 

Part  

 

The Federation, Keystone and the Developer are hereinafter, wherever the context requires, collectively referred to as “Parties” and individually as 

“Party” hereto.        

 

WHEREAS: 

 

• MHADA is the owner of all that piece and parcel of land admeasuring 1,33,593.88 square meters situated at Cadastral Survey No. 6/148 of Parel Sewree Division, Mumbai (“hereinafter referred to as “the said Land”) more particularly described in Schedule written hereunder and shown washed with [●] colour in the plan annexed hereto and marked as Annexure “[●]”.  

 

• On or about 1956 to 1964, MHADA (then known as the Bombay Housing and Area Development Board) constructed 46 buildings (“the Existing Buildings”) on the said Land for the purpose of allotting the same to persons belonging to Low Income Group and subsidized Industrial Housing Scheme.  

 

• In the year 1985 MHADA constructed one building on a small portion of the said Land known as Abhyudaya Nagar Raigad Co-operative Housing Society Limited, consisting of 24 tenements for allotting the same to persons belonging to the High-Income Group. Thereafter, in the year 1995 MHADA constructed one building known as Abhyudaya Nagar Vaishali Co-operative Housing 

Society Ltd on a small portion of the said Land, consisting of [●] no. of tenements for allotting the tenements constructed therein to persons belonging to Low Income Group.  

 

• The said Land, excluding the land belonging to Abhyudaya Nagar Raigad Co-operative Housing Society Ltd and the said Existing Buildings are  hereinafter collectively referred to as “the said 

Property”. 

 

• Presently there are 3410 tenements in all 49 buildings (being the Existing Buildings) and out of which (i) 3186 tenements each admeasure 208.71 square feet (ii) 36 tenements each admeasuring 192 square feet (iii) 8 tenements each admeasuring 315 square feet (iii) 8 tenements each admeasuring 486 square feet are all residential tenements and (iv) 172 commercial tenements having an area of 45,000 square feet. These 172 commercial tenements include 36 units of BMC schools in building No. 7. These  3410 tenements include  24 tenements owned by the Members of Abhudyanagar Raigad Cooperative Housing Society 

Ltd. which is not a member of the Federation. 

 

• MHADA allotted (i) 3222 residential tenements and (ii) 172 commercial 

tenements to various persons belonging to Low Income Group and 

(iii) 16 tenements to Higher Income Group.  

 

• The occupants of the tenements (of the Low-Income Group) in 48 buildings (being the Existing Buildings) paid certain premium amount to the MHADA for converting their tenements into ownership and thereafter the respective buildings formed their own respective Co-operative Housing Society with the consent of the 

MHADA.  

 

• There are 47 buildings (being the Existing Buildings) and 48 Co-

operative Housing Societies registered under the provisions of the Maharashtra Co-operative Societies Act, 1960 (“the said Act”) and the Rules framed thereunder on the said Property (hereinafter individually referred to as “the said Society” and collectively referred to as “the said Societies”). The list of the said Societies along with their respective Members with flat/shops nos. and area is provided in Annexure “[●]” enclosed herewith. 

 

• On or about 2006, 47 (forty-seven) co-operative Societies formed and 

registered the Federation under the said Act with the object to inter 

alia undertake the redevelopment of the said Property (defined hereinafter). 

 

• Pursuant to the formation and registration of the said Societies of the Existing Buildings, MHADA has executed Sale Deed in respect of building and a Lease Deed in respect of portions of the said Property on which the buildings are situated. The details of buildings with whom MHADA have executed Sale Deed and Lease 

Deed till this date are as under: - 

 

i) Building No. 20 - Abhyudaya Nagar Sankalp                                                   Siddhi Co-operative 

Housing Society Ltd. 

 

• Sale deed 

 

By and under Deed of Sale dated 13^th July 2007 executed between the MHADA of the one part and Abhyudaya Nagar Sankalp Siddhi CHS Ltd. of the other part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. BBE-1/8075 of 2007, the MHADA conveyed the right, title and interest in the said Building No.20 in favour of 

Sankalp Siddhi CHS Ltd.  

 

• Lease deed 

 

By and under Lease Deed dated 13^th July 2007 executed between the MHADA of the one part and Abhyudaya Nagar Sankalp Siddhi CHS Ltd. of the other part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. BBE-1/8076 of 2007, the MHADA leased the land appurtenant and beneath the Building No.20 in favour of Abhyudaya Nagar Sankalp Siddhi CHS Ltd. for a period of 99 years in the manner and on the terms and conditions stated therein.  

 

• Building No. 11 & 11A Abhyudaya Nagar Shri Hari Om  

                                               Co-operative Housing Society                                                 Ltd. 

 

• Sale deed 

 

By and under Deed of Sale dated [●] executed between the MHADA of the one part and Abhyudaya Nagar Shri Hari Om CHS Ltd. of the other part which is registered with the SubRegistrar of assurances at Mumbai bearing No. [●], the MHADA conveyed the right, title and interest in Building No. 11 in favour of Abhyudaya Nagar Shri Hari Om CHS Ltd. 

  

• Lease deed 

 

By and under Lease Deed dated [●] executed between the MHADA of the One Part and Abhyudaya Nagar Shri Hari OM CHS Ltd. of the Other Part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. [●], the MHADA leased the land appurtenant and beneath the Building No. 11 in favour of Abhyudaya Nagar Shri Hari Om CHS Ltd. for a period of 99 years in the manner and on the terms and conditions stated therein.  

 

• Building No. 21-Abhyudaya Nagar Gauri Nandan                                      Co-operative Housing Society  Ltd. 

 

• Sale deed 

 

By and under Deed of Sale dated [●] executed between the MHADA of the One Part and Abhyudaya Nagar Gauri Nandan CHS Ltd. of the Other Part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. [●], the MHADA conveyed the right, title and interest in the Building no.21 in favour of Abhyudaya Nagar Gauri Nandan CHS Ltd. 

  

• Lease deed 

 

By and under Lease Deed dated [●] executed between the MHADA of the one part and 

Abhyudaya Nagar Gauri Nandan CHS Ltd. of the Other Part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. [●], the MHADA leased the land appurtenant and beneath the Building No. 21 in favour of Abhyudaya Nagar Gauri Nandan CHS Ltd. for a period of 99 years in the manner and on the terms and conditions stated therein.  

 

• Building No. 27 - Abhyudaya Nagar Swastik  Co-op. Housing Society Ltd. 

 

• Sale deed 

 

By and under Deed of Sale dated [●] executed between the MHADA of the One Part and 

Abhyudaya Nagar Swastik CHS Ltd of the Other Part which is registered with the Sub-Registrar of Assurances at Mumbai bearing No. [●], the MHADA conveyed the right, title and interest in the Building No. 27 in favour of Abhyudaya Nagar Swastik CHS 

Ltd. 

 

• Lease deed 

 

By and under Lease Deed dated [●] executed between the MHADA of the One Part and 

Abhyudaya Nagar Swastik CHS Ltd. of the Other Part which is registered with the Sub-Registrar of Assurances at Mumbai bearing No. [●], the MHADA leased the land appurtenant and beneath the Building No. 27 in favour of Abhyudaya Nagar Swastik CHS 

Ltd. for a period of 99 years in the manner and on the terms and conditions stated therein.  

 

• Building No. 38       - Abhyudaya Nagar Siddhivinayak Co-

operative Housing Society  Ltd. 

 

• Sale deed 

 

By and under Deed of Sale dated [●] executed between the MHADA of the One Part and 

Abhyudaya Nagar Siddhivinayak CHS Ltd. of the Other Part which is registered with the SubRegistrar of assurances at Mumbai bearing No. [●], MHADA has conveyed the right, title and interest in the Building No. 38 in favour of Abhyudaya Nagar 

Siddhivinayak CHS Ltd. 

 

• Lease deed 

 

By and under Lease Deed dated [●] executed between the MHADA of the One Part and 

Abhyudaya Nagar Siddhivinayak CHS Ltd. of the Other Part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. [●], MHADA leased the land appurtenant and beneath the building No.38 in favour of Abhyudaya Nagar Siddhivinayak CHS Ltd. for a period of 99 years in the manner and on the terms and conditions stated therein.  

 

• Building No. 8 - Abhyudaya Nagar Shri Ram Co-  

 operative Housing Society Ltd. 

 

 

• Sale deed 

 

By and under Deed of Sale dated [●] executed between the 

MHADA of the One Part and  

Abhyudaya a  Nagar Shri Ram CHS Ltd. of the Other Part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. [●], MHADA conveyed the right, title and interest in the Building No. 8 in favour of Abhyudaya a  Nagar 

Shri. Ram CHS Ltd. 

 

(B) Lease deed 

 

By and under Lease Deed dated [●] executed between the MHADA of the One Part and Abhyudaya a  Nagar Shri Ram CHS Ltd. of the Other Part which is registered with the SubRegistrar of Assurances at Mumbai bearing No. [●], MHADA leased the land appurtenant and beneath the Building No.8 in favour of Abhyudaya a  Nagar Shri Ram CHS Ltd. for a period of 99 years in the manner and on the terms and conditions stated therein.  

 

vii) Building No. 36 - Abhyudaya Nagar Sagar Co- 

                                               Operative Housing Society Ltd. 

 

• Sale deed 

 

By and under Deed of Sale dated [●] executed between the MHADA of the One Part and Abhyudaya Nagar Sagar CHS Ltd. of the Other Part which is registered with the Sub-Registrar of assurances at Mumbai bearing No. [●], MHADA conveyed the right, title and interest in the said Building No. 36 in favour of Abhyudaya Nagar Sagar CHS 

Ltd. 

  

• Lease deed 

 

By and under Lease Deed dated [●] executed between the MHADA of the One Part and Abhyudaya a  Nagar Sagar CHS Ltd. of the Other Part which is registered with the Sub-Registrar of Assurances at Mumbai bearing No. [●], MHADA leased the land appurtenant and beneath the building No.36 in favour of Abhyudaya Nagar Sagar CHS 

Ltd. for a period of 99 years in the manner and on the terms and conditions stated therein.  

 

 

• Save and except for the Sale Deeds and Lease Deeds set out 

hereinabove, no conveyance/lease has been executed in favour of any other individual co-operative housing societies by the MHADA.  

 

• The said Existing Buildings were constructed in or around 1956 to 

1964 and require substantial structural/material repairs.  

 

• In the Special General Body Meeting of the Federation held on 12^th May 2012, in the interest of all occupants/ members, the Federation decided to undertake the redevelopment of all the Existing Buildings and the said Property by demolishing and undertaking the redevelopment as a single composite layout by constructing New Buildings thereon by utilizing and exploiting the full development potential of the said Property. 

 

• In view of the same, the Federation being desirous of appointing an 

established, reputed and experienced, Developer to undertake the re-development of the said Property followed the procedure set out in the directives issued by the State Government under the provisions of section 79A of the said Act (“the said Directive”). 

 

• The individual 47 Co-operative Housing Societies (being the said Societies) who are the Members of Federation also passed resolutions in their respective general body meetings for undertaking the redevelopment of the said Property by the Federationand also appointed a Project Management Consultant 

(“PMC”) as per the said Directives.  

 

• The PMC in consultation with the Members of the Federation prepared 

a tender document in order to seek competitive offers for cluster redevelopment of the said Property by detailing the process for the selection of a suitable Developer for the redevelopment of the said Property (“the said Tender”). The said Tender was circulated by Federation amongst the member socities for their approval and the member societies approved the same by passing resolution in their respective Special General Body MeetingsCopy of the said Tender is annexed hereto and marked as Annexure [●] hereto.  

 

• The Federation issued a public notice on 24^th August 2014 inviting competitive offers from reputed Developers for the cluster redevelopment of the said Property. Pursuant to the said Tender, the Federation invited bids on 7^th September 2014. 

 

• Pursuant to the Public Notice dated 24^th August 2014 various offers from interested participants were received by the Federation.  

 

• All bids received in response to the Public Notices were opened in the meeting of the Federation held on 12^th October 2014 in the presence of the PMC and the then legal advisor.   

 

• 4 (four) bidders including Keystone herein were shortlisted and 

thereupon the Member Societies of the Federation were requested to take the decision to select the Developer of their choice for the said Project.  

 

• One of the shortlisted bidders, Ornate Housing Limited (“said Ornate”) 

filed Notice of Motion No. 3479 of 2015 in S.C Suit No. 2098 of 2015 against the Federation, Keystone and PMC seeking a declaration that the bid of Keystone must not be considered by the Federation and sought a direction from the Hon’ble Court seeking to restraining the Federation from selecting Keystone as a 

Developer. The Notice of Motion was decided by the Hon'ble City Civil Court by its order dated 28th October, 2015 whereby the Hon’ble City Civil Court declined to grant any ad-interim/interim relief in favour of the said Ornate.  

 

• The said Ornate challenged the order passed by the Hon’ble City Civil Court, Mumbai dated 28^th October 2015 by filing Appeal from Order No. 264 of 2016 before the Hon’ble Bombay High Court once again seeking to restrain Keystone from participating in the tender process. By and under an order dated 5^th October 2016 the Hon’ble Bombay High Court refused to interfere with the order passed by the Hon’ble City Civil Court and dismissed the Appeal. 

 

• The said Ornate filed SLP No. 15940 of 2016  in the Hon’ble Supreme Court of India. By and under an order dated 5^th July 2016 the Hon’ble Supreme Court of India refused to grant any reliefs in favour of the said Ornateand the SLP is dismissed and all the pending applications are disposed off. The said Suit is pending before the Hon’ble City Civil Court. 

 

• 30 out of 47 of the said Societies of the Federation passed a resolution 

in their Special General Body meeting (which was presided over by 

the Authorized Officer of the Deputy Registrar of Co-operative Housing Societies (MHADA) wherein 26 societies selected Keystone herein and 4 societies selected the said Ornate as their selected Developer. One Society’s General Body Meeting was adjourned due to insufficient Quoram.  

 

• In light of the fact that the majority of the said Societies having selected Keystone as their selected Developer, one Member Society of the Federation namely Abhyudaya Nagar Sankalp Siddhi CHS Ltd. made an application to the Joint Divisional Registrar, Co-operative Housing Societies, Mumbai Division, seeking a direction that the Federation be permitted to proceed with the final selection of Keystone as the Developer of the Project. 

 

• The Joint Divisional Registrar, Co-operative Housing Societies, Mumbai Division passed an order dated 2^nd May, 2016 directing the Federation to immediately select Keystone as the Developer for the Project. Copy of the Order passed by the Joint Divisional Registrar, Co-operative Housing Societies dated 2^nd May, 2016 is annexed hereto and marked as Annexure “[●]” hereto. 

 

• Being aggrieved by the order dated 2^nd May, 2016 one Dilip Narayan Dalvi, Member of the Abhyudaya Nagar Ekta Co-operative Housing Society (being one of the Member Societies) & Ors., filed an appeal before the Hon’ble Minister for Co-operation, Maharashtra State challenging the order dated 2^nd May, 2016 alleging that the entire process as per the said Tender was not completed as 17 of the said Societies were still to proceed for selection of their preferred Developer.   

 

• The Federation vide its Letter of Award dated 6^th July, 2016 (“the said Letter of Award”) declared Keystone as selected Developer in respect of the said Property in the manner as stated therein. Copy of the said Letter of Award addressed by the Federation to 

Keystone is annexed hereto and marked as Annexure “[●]”. 

 

• By and under an order dated 7^th July, 2016 passed by the Hon’ble Minister for Co-operation, Maharashtra State, the Hon’ble Minister dismissed the appeal and confirmed the order dated 2^nd May, 2016 passed by the Joint Divisional Registrar, Co-operative Housing 

Societies, Mumbai Division. Copy of the order dated 7^th July, 2016 is annexed hereto and marked as Annexure “[●]”.  

 

• Abhudaya Nagar Shree Hari Om Co-operative Housing Society Limited  has now been bifurcated into two Societies namely (i) Abhudaya Nagar Shree Hari Om  Co-operative Housing Society Limited and (ii) Abhudaya Nagar Hari Om  Co-operative Housing Society Limited. Abhudaya Nagar Hari Om  Cooperative housing 

Society Limited is yet to be admitted as member of the Federation. 

. 

 

• The Developer is a special purpose vehicle incorporated by Keystone for the purposes of the redevelopment of the said Property. Keystone intends to cause the redevelopment of the said Property to be undertaken by the Developer. 

 

• The Federation has in its Special General Body Meeting held on [●] 2018, accepted the request of Keystone to permit the Developer (being a special purpose vehicle incorporated by Keystone) as the Developer of the said Property. A copy of the resolution passed by the Federation at its special general body meeting held on [●] is hereto annexed and marked as Annexure “[●]”.  

 

• The development of the said Property shall be undertaken by the 

Developer in a phase-wise manner.  

 

• Prior to the execution hereof, the draft of this Agreement (defined 

hereinbelow) in its present form with all the Annexures hereto and the draft of the Power of the Attorney in favour of the Developer has been approved by the General Body of the Federation in its meeting held on [●]. A copy of the resolution passed in the aforesaid General Body Meeting of the Federation held on [●] is annexed hereto and marked Annexure “[●]”. [WG Note: Power of 

Attorney draft will be circulated shortly] 

 

• Prior to the execution of this Agreement, the Developer has duly 

verified the process of its appointment by the Federation (including the resolutions passed in this regard) and is duly satisfied with the same. 

 

• The Parties hereto are now desirous of recording the terms and conditions agreed to by and between them in the manner as provided herein. 

 

 

NOW THIS AGREEMENT WITNESSETH AND IT IS HEREBY MUTUALLY AGREED, DECLARED, CONFIRMED AND RECORDED BY AND BETWEEN THE PARTIES HERETO AS UNDER: - 

 

1. RECITALS TO FORM PART OF OPERATIVE PART 

 

All the aforesaid Recitals, the Annexures and the Schedule to this Agreement shall form an integral and operative part of this Agreement as if the same are set out and incorporated verbatim in the operative part and to be interpreted, construed and read accordingly in its entirety. 

 

2. DEFINITIONS AND INTERPRETATION 

 

2.1 In this Agreement, unless the context otherwise requires, the following words and phrases shall have the following meaning. 

 

• “Applicable Law” shall mean any statute, treaty, law, code, regulation, ordinance, rule, judgment, order, decree, byelaw, approval of any governmental authority, directive, guideline, policy, requirement or other governmental restriction or any similar form of decision of or determination by, or any interpretation or administration having the force of law. 
• “Approvals” shall include, with respect to the Redevelopment of the said Property, all permissions, clearance, permit, sanctions, height approval, sanctioned plans, commencement certificates, occupation certificates or completion certificates (by whatever name called), and such other approval / no objection certificate from government authority, but not limited to approvals/permissions to be obtained from Municipal Corporation of Greater Mumbai (“MCGM”), Maharashtra Housing and Area Development Authority (“MHADA”), 

Slum Rehabilitation Authority (“SRA”), High Power Committee (“HPC”) Urban Development Department of the Government of Maharashtra, Revenue and Forest Department of the Government of Maharashtra, Electricity Department, Water and Sewerage Department, Fire Department, Airport Authority of India, Maharashtra Pollution Control Board, Ministry of Environment, Forest & 

Climate Change of the Government of India (“MOEF”), National Coastal Zone Management Authority, 

Maharashtra Coastal Zone Management Authority, Ministry of Civil Aviation of the Government of India, Directorate General of Civil Aviation, any other concerned statutory and Governmental Authority and such other concerned authorities as may be required under Applicable Law; 

• “Agreement” shall mean this Agreement with all its terms and conditions, Schedule, Annexures and all amendments made thereto in writing and signed by the parties hereto. In case of any inconsistency between the terms of this Agreement and any other document(s) including the bid document, the terms of this Agreement shall supersede terms of such other document(s).  
• “Aggregate FSI” shall mean the development potential of FSI consumable on the said Property and shall mean and include the present FSI and any additional FSI which may be available to be utilized on the said Property under any of the prevailing D.C. Regulations (including under Regulation 33(5) and/or Regulation 33(9)) and/or New Development Plan 2034 and/or any special development control regulations or any other Applicable Law in force either by way of an increase in FSI in respect of the said Property or by way of TDR or by way of incentive FSI or by way of additional FSI or by reason of change in Applicable Law or in any other manner whatsoever and consisting of:-  

• The original FSI / Built-up Area utilised and exploited in respect of the Existing Buildings; and/or 
• The FSI (present and future) available due to implementation of any special incentive scheme under the prevailing DC Regulations and/or in accordance with the New Development Plan 2034 and/or any other Applicable Law; and/or 
• The FSI (present and/or future) available due to implementation of any special incentive scheme including under the provision of Regulation 33(5) of the DC Regulation 1991 and/or Regulation 33(9) of the prevailing DC Regulations and/or in accordance with the New Development Plan 2034 and/or any other Applicable Law; and/or 
• The FSI available due to the amalgamation and/or clubbing of any adjoining properties to the said Property and/or with the said Property; and/or 
• The FSI available due to the rehabilitation to be undertaken of the slum dwellers under the provisions of the Applicable Law and/or DCR; and/or (f) The FSI available free of cost and/or by payment of premium to the relevant authorities from time to time (including the Fungible FSI thereof); and/or 

(g) Transferable Development Rights (“TDR”) to be utilized / exploited on the said Property under the D.C. 

Regulations (if permissible).  

• “Additional FSI” shall mean Aggregate FSI that may be available on the said Property over and above the Threshold FSI save and except the FSI available free of cost and/or by payment of premium to the relevant authorities from time to time including the Fungible FSI thereof.  
• “Architect of the Project” shall mean any Architect appointed by the Developer (from time to time), at the costs and expenses of the Developer. The Architect of the Project 

shall be the liaising Architect of the Project who will submit the proposal on behalf of the Federation/ Developer before various municipal authorities/ departments for the purpose of obtaining various Approvals for the Project.  

• “Bid Document” shall mean and include:  
• The Bid Document, as submitted by Keystone to the Federation;  
• Revisions/ Amendments/ Addendum issued to the Bid Document by the Federation and accepted by Keystone; 
• Correspondence exchanged between the Federation and Keystone from the time of first submission by Keystone to the Federation till the date hereof. 
• “Carpet Area” shall have the meaning ascribed as defined in 

Real Estate (Regulation and Development) Act, 2016  

• “Commencement Date” shall mean the commencement date for each Phase and shall be the date on which the last Member of the Society/ies proposed to be redeveloped in that Phase, hands over quiet, vacant and peaceful possession of his/her Existing Flat and/or car parking space/s in the Existing Buildings (in that Phase) to the Developer or in case if such Phase is to be commenced on any portion of vacant land on the said Property then on the obtainment of the Commencement Certificate to commence development on such Phase. 
• “Commencement Certificate” shall mean the building commencement certificate(s) issued by the Municipal Corporation of Greater Mumbai on the basis of the approved plan and IOD (s) issued for such approved plans. 
• “Completion Date” shall mean the completion date for each Phase (together with the Amenities to be provided in that Phase) and shall be the date on which the Developer completes the construction of the New Buildings in that Phase together with the respective infrastructure of such Phase and obtains the Occupation Certificate (OC) from MCGM for the New Buildings so constructed by the Developer in that Phase and also hand over the possession of the Members New Buildings in such Phase together with the payment of corpus by the Developer to the Federation payable with respect to the Members to be rehabilitated in such Phase.   
• “Composite New Building” shall mean the New 

Building/s/Wings to be constructed on the said Property which shall comprise of both Members New Premises as well as Developer’s Premises  

• “Construction Activities” shall mean commencement of excavation or any other activity commenced in pursuance of Commencement Certificate.  
• “Consideration” shall mean the consideration mentioned in Clause [●] herein below. 
• “D.C. Regulations / DCR” shall mean the Development Control Regulations for Greater Mumbai 1991 and any statutory amendment or modification or re-enactment thereof.  
• “Defect Liability Period” shall have the meaning set out in clause [●] hereinbelow  
• “Developer’s New Buildings” shall mean the buildings/wings to be constructed by the Developer  

(comprised in the New Buildings) in each of the Phase (which shall have the Developer’s Premises).  

• “Developer’s New Flats” shall have the meaning ascribed to the term in Clause [●] below. 
• “Developer’s New Shops” shall have the meaning ascribed to the term in Clause [●] below. 
• “Developer’s Car Parking Spaces” shall have the meaning ascribed to the term in Clause [●] below. 
• “Developer’s Premises” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “Existing Carpet Area” shall mean the carpet area of the respective Existing Flats and/or the Existing Shops, as the case may be, as provided in Annexure “[●]” which is accepted as carpet area by the Parties hereto; 
• “Force Majeure Event” shall mean occurence of any of the following events, viz: 
• War, riots, civil commotion or any terrorist attack/ threat;  
• Act of god, which includes earthquake, cyclone, tsunami, flooding and any other natural disaster or unforeseen naturally accruing event; 
• Any notice, order, rule, notification of the Governmental Authority (as defined below) affecting the 

redevelopment of the said Property;  

• Any restraint and/or injunction and/or prohibition order of Court and/or any other judicial or quasi-judicial authority and/or any statutory authority affecting the redevelopment of the said Property; 
• Any notification, change in law and/or regulations, which materially affects the redevelopment of the Property as presently envisaged by the Developer;   

in pursuance whereof the Developer is prevented, restricted or delayed in the performance of its obligations hereunder. 

• “Final NOC” shall mean the no objection certificate to be furnished by MHADA/HPC for the redevelopment of the Project in accordance with Applicable Law. 
• “FSI” shall mean Floor Space Index as defined and understood under the Maharashtra Regional and Town Planning Act, 1966 and the D.C. Regulations or any statutory modification, re-enactment or amendment thereof. 
• “Free Sale Individual Society”  shall have the meaning set out in clause [●] 
• “Letter of Award” shall mean letter dated 6^th, July 2016 addressed by the Federation to Keystone, being Annexure “[●]” hereto read with the Acceptance Letter dated 9^th July, 2016 addressed to the Federation by Keystone read with letters dated [●], [●], [●], being Annexure “[●]” hereto collectively. 
• “Sale” shall mean sale on ownership basis under the provisions of Real Estate Regulation and Development Act, 2016 and the Rules framed thereunder and to receive, accept and appropriate the consideration thereof and to give full and effectual discharge for the payment received and to execute and register all necessary agreements, deeds, documents and writings in this regard.  
• “Members” shall mean all the members of the said Societies as detailed in Annexure “[●]” hereto, and shall mean and include their respective heirs, executors, administrators and assign permitted by the Society.  
• “Member’s New Building(s)” shall mean the building(s)/wing(s) to be constructed by the Developer (comprised in the New Buildings) in each Phase which shall have Member’s Premises.  
• “Members’ New Car Parking Spaces” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “Members New Flats” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “Members New Shops” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “Members’ New Premises” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “MHADA Surplus Area” shall mean the constructed builtup area to be handed over to MHADA as per the terms and conditions set out in the Final NOC. 
• “MHADA New Buildings” shall mean the buildings/wings to be constructed by the Developer and to be handed over to MHADA as Surplus Area in each Phase  pursuant to the Final NOC and as per DCR to be handed over in each Phase. 
• “MHADA Car Parking Spaces” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “MHADA New Flats” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “MHADA New Shops” shall have the meaning ascribed to the term in Clause [●] herein below.  
• “MHADA Premises” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “New Buildings” shall mean the New Buildings to be constructed and developed on the said Property in Phases by utilizing the Aggregate FSI and shall include the Member’s New Buildings, the Developer’s New Buildings and MHADA New Buildings. 
• “New Flats” shall include the Members’ New Flats, the Developer’s New Flats, MHADA New Flats. 
• “New Individual Society” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “Member’s Amenities” shall mean and include the amenities and facilities, as listed in Annexure “[●]” hereto, to be provided by Developer for the benefit of the Member. 
• “Notice” shall mean a notice in handwritten, typed or printed characters delivered personally and obtained acknowledgement of the authorised representative of the parties or dispatched by registered post / speed post with acknowledgement due, to the address furnished by the Parties hereto from time to time. 
• “Phase” shall have the meaning ascribed to the term in Clause [●] herein below. 
• “Purchaser(s)” shall mean and include an individual, a partnership firm, a limited company, body corporate or any other person with whom the Developer has entered into and executed agreement/s of/for Sale for the Developer’s Premises.  
• “Project” the Development and Re-development of the said Property by the Developer in accordance with this Agreement in Phases by consuming exploiting and utilizing the Aggregate FSI and by undertaking the development by constructing multi-storey buildings thereon for residential/ commercial user and/or such other user as may be permitted under the Applicable Law.  
• “Re-development” shall mean and include development and redevelopment of the said Property which shall include the demolition of the Existing Building/s and construction of New Buildings (which shall include the Members’ New Flats, Members’ New Shops, Members’ New Premises, Developer’s New Flats, Developers New Shops, Developers Car Parking Spaces, Developers Premises, MHADA  Car Parking Spaces, MHADA New Flats, MHADA New Shops, MHADA Premises) together with construction of community hall with office, society office/s admeasuring an area not less than 20 square meters, Gym, Common Club House, landscape garden,  construction of the common temple, by utilization of the Aggregate FSI in accordance with the terms and conditions of this Agreement. 
• “Rental Compensation” shall mean the monthly compensation payable by the Developer to the Members for the Temporary Alternate Accommodation for the period to be computed from the Commencement Date till the date of offering to hand over the possession of the Members’ New Flats to the Members. This Rental Compensation shall be payable to such Members who are not provided Temporary Alternate Accomodation. 
• “Special Purpose Vehicle” means the Developer herein being  a company incorporated under the provisions of Companies Act, 2013 for the purpose of redevelopment of said Property wherein Keystone holds majority shareholding i.e. 51% or more and holds the control of the Board operation and shall continue to hold till completion of the Rehab Component. 
• “Specifications” shall mean and include general specifications and technical specifications for Redevelopment as annexed hereto as Annexure “[●]”. In the absence of specifications as aforesaid covering any particular work or part or portion thereof, it shall mean the relevant Indian Standard Specification or the National Building Code for or relating to the particular work or part.  
• “TDR” shall mean Transferable Development Rights as understood under the Maharashtra Regional and Town Planning Act, 1966 and the D.C. Regulations and any statutory modification, re-enactment or amendment thereof. 
• “Threshold FSI” shall mean FSI upto 4 FSI of the Property not including FSI which is free of cost and/or on payment of premium to MCGM/ relevant authorties  and/or fungible FSI and as more detailed in clause 4.3. 
• “Zero Maintenance” shall mean the provisions made (in accordance with this Agreement) for the maintenance of common areas and service charges towards the following: 

• Landscape management and all other common amenities maintenance charges;  
• Salaries of the staff deployed for security and maintenance; 
• Property tax for (i) all amenities provided in the Rehab 

Portion (ii) landplate of the Rehab Portion (iii) 

Member New Premises (iv) Members New 

Buildings 

• Club House maintenance and management which includes man power, club house AC/s and electricity, monthly expenditure of swimming pool and Gym; 
• Maintenance Charges for the maintenance of the Member’s New Buildings and the Members Amenities provided therein and also of the equipment’s to be used for the maintenance of the Member’s New Buildings and electric, pluming and fire fighting equipments; 
• Insurance premiums payable for the Member’s New 

Buildings; 

for a period of 10 years from the Member taking possession of the respective New Premises in each Phase in the New Buildings/ Composite New Building. It is clarified that no capital cost shall be included in the Zero Maintenance. In case if there is a deficit in the maintenance in accordance with the provisions made in accordance with this Agreement, during this period of 10 years from the Member taking possession of the respective New Premises in each Phase in the New Buildings/ Composite New Buildings then the same shall be duly borne by the Developer.  The working method to arrive at Zero Maintenance as provided by JLL is annexed hereto as Annexure –[•].  

It is clarified that the Developer shall cure any defects that may arise in the construction of the Members New Buidlings at its own costs and expenses for a period of 5 (five) years from the date of handing over of posession of the Members New Premises in the Members New Buidlings and this shall not form part of Zero Maintenance. 

2.2 In this Agreement: 

 

• References to any agreement or document including this Agreement shall include such agreement or document as amended, modified, varied, novated, supplemented or replaced from time to time in writing and signed by the duly authorized representatives of each Party and registered when required; 

 

• The descriptive headings of Clauses are inserted solely for convenience of reference and are not intended as complete or accurate descriptions of the content of such Clauses; 

 

• The use of words in the singular or plural, or with a particular gender shall not limit the scope or exclude the application of any provision of this Agreement to such person or persons or circumstances unless the context otherwise permits; 

 

• The terms “hereof”, “hereto” and “hereunder” and similar expressions mean and refer to this Agreement and not to any particular Clause of this Agreement. The terms “Recital”, “Schedule”, “Clause” or “Annexure” mean and refer to the specified Recital of, Schedule to, Clause of and 

Annexure to, respectively, of this Agreement; 

 

• Any grammatical form of a defined term herein shall have the same meaning as that of such term; and 

 

• The words “including” and “includes” herein shall mean “including, without limitation” and “includes, without limitation”, respectively. 

 

3. GRANT  

 

3.1

The Federation for itself and on behalf of the said Societies has  appointed the Developer (on the request of Keystone) for undertaking the redevelopment of the said Property and hereby grants unto the Developer the development rights with respect to the said Land more particularly described in Schedule hereunder written and delineated in red colour boundary line on the plan annexed hereto and marked as Annexure [●] in the manner and on the terms and conditions set out in this Agreement together with the right to use and utilize the total available floor space index of the said Property being the Aggregate FSI in the manner,  the 

Developer deems, fit and proper.  

 

3.2 The utility of the Additional FSI by the Developer beyond the Threshold FSI excluding the FSI available free of cost and/or by payment of premium to the relevant authorities from time to time (including the Fungible FSI thereof) shall be in the manner as stated in clause [●] below.  

 

3.3

Simultaneously with the execution of this Agreement, the Federation for itself and on behalf of the said Societies permits the Developer to enter upon the said Property for undertaking the preliminary work required to be undertaken for the redevelopment of the Project including inspection of the conditions of the buildings for carrying out repairs to the Existing Building and for fulfilling the other obligations of the Developer under this Agreement including obtainment of the Final NOC. Simultaneously with obtainment of Final NOC, the Developer shall have an irrevocable license to enter upon and continue on the said Property for Redevelopment of the said Property.   

 

3.4 Simultaneously with the execution of this Agreement, the Federation 

on behalf of the said Societies (subject to seeking consent of MHADA and/or any other statutory authority), hereby allows/ permits the Developer, to take quiet, vacant and peaceful possession of the portion of the said Property which is demarcated with brown colour on the Plan annexed hereto and marked as 

Annexure “A”.   

 

3.5 The Federation for itself and on behalf of the said Societies doth 

hereby grant to the Developer, full, free, uninterrupted and exclusive rights to Market the Developer’s Premises, the Developer’s New Flats, the Developer’s New Shops, and the Developer’s Car Parking Spaces in the manner and on the terms and conditions as stated herein.  

 

3.6 Simultaneously with the execution hereof, the Federation has also 

executed an irrevocable Power of Attorney of (“the Power of Attorney”) of even date in favour of the Developer, inter-alia, for the purpose of undertaking the redevelopment of the said Property in the manner provided herein and for exercising its rights and entitlements as contained in this Agreement and to do all acts, deeds, matters and things as may be required in this regard. Keystone has prior to execution hereof given and interest free refundable security deposit of a sum of Rs. 5,00,00,000/- (Rupees Five Crore Only) to the Federation (“Refundable Security Deposit”) as per the said Tender.   The proportionate Refundable Security Deposit (i.e. Rs.14,663/- per Member) shall stand adjusted towards the corpus fund payable by the Developer to the Federation (set out in clause 4.2 (iii) hereinafter) as and when such Members of Existing Societies are rehabilitated in Member’s New 

Building. 

 

3.7 Keystone hereby confirms the transaction. 

 

4. OBLIGATION OF DEVELOPER  

 

4.1 In consideration of the Federation for itself and on behalf of each of          

the said Societies granting to the Developer, the development right as per this Agreement, the Developer will undertake the following: - 

 

• The Developer after demolishing the Existing Buildings will construct New Buildings inter-alia for giving permanent accommodation to the Members (of Member affiliated societies of the Federation) (“Member’s New Buildings”).  

 

• Since the redevelopment of the said Property can be/permitted to be  undertaken in accordance with the modifeid policy of the Regulation 33(5) published on 3^rd July 2017 the Developer shall construct and handover (a) to each Member (having Existing Flat) Carpet Area equal to 635.40 (Six Hundred Thirty  Five Point Forty (six hundred thirty five point forty ) square feet plus additional 50 (fifty) square feet (out of the Free Sale Component or even otherwise) (hereinafter referred to as “Members’ New Flats”) and (b) to each of the Members (having Existing Shop(s)), new shop(s) having Carpet Area equal to the Existing Carpet Area plus additional area equal to 44% of the Existing Carpet Area plus 50 (fifty) square feet Carpet Area (out of the Free Sale Component or even otherwise) (hereinafter referred to as “Members’ New Shops”).   

 

• Notwithstanding if the redevelopment of the said Property undertaken under any provisions of the said DCR including Regulation 33(9) of DCR; the area to be provided to the Members shall be as stated in clause (ii) above and the amounts to be payable by the Developer to the Members/ 

Federation shall be as stated in clause 4.2 below.  

 

• To provide to each of the Member; 1 (one) car parking space (“Members’ New Car Parking Spaces”) and also sufficient two-wheeler parking space to all the Members. 

 

• The Member’s New Flat, Member’s New Shops and the Member’s New Car Parking Spaces are hereinafter referred to as “Member’s New Premises”. 

 

• To provide the Member Amenities upon the Re-development of the said Property, as listed in Annexure “[●]” hereto. 

 

• The Members Premises shall be comprised in the Member’s New Building and the Member’s New Building and Members Premises shall be undertaken by the Developer in accordance with the Specifications. 

 

• The Carpet Area of the Members’ New Flat and the Members’ New Shops Premises shall be measured by the Architect of the Project. In case there is a shortfall in the Carpet Area in any of the Members’ New Flat and/or Members’ New Shops, as the case may be, up to maximum 3% (three per cent) then for such shortfall in Carpet Area the Member shall be compensated by the Developer at the ready reckoner rate. The Developer covenants that there shall be no shortfall in Carpet Area beyond  3 % (three per cent) of the Carpet Area in any of the Members’ New Flat and/or Members’ 

New Shops as the case may be. 

 

• Since the redevelopment of the said Property can be/ is permitted to 

be undertaken in accordance with the new policy of the Regulation 33(5) published on 3^rd July 2017 and/or any other Regulation under the DCR, the Developer shall pay a lumpsum amount of Rs. 2,50,000/- (Rupees Two Lakhs Fifty Thousand only) in the manner as stated herein below:-  

 

• Rs. 1,00,000/- (Rupees One Lakh only) shall be paid by the Developer to the Members on the receipt of individual irrevocable consent by Members for redevelopment of the said Property in accordance with the format to be mutually agreed between the Federation and the Developer. 
• Rs. 50,000/- (Rupees Fifty Thousand only) shall be paid by the Developer to the respective societies/MHADA and/or any other statutory agencies for and on behalf of the Members for the outstanding dues payable by such Member to their respective Societies/MHADA/any other statutory agencies for the purposes of obtainment of Final NOC for the redevelopment of the said Property. After such payments have been made/ or in cases where no such payments are to be made, the balance amount/ entire amount (as the case may be) shall be paid by the Developer to the Member on obtainment of the Final NOC. 
• Rs. 1,00,000/- (Rupees One Lakh only) shall be paid by the Developer to the Existing Members at the time of the handing over possession by the Developer to the Existing Member of the Member’s Premises in the Member’s New Buildings after adjusting any amounts paid by the Developer for and on behalf of such Existing Members and/or recovering the monies due and payable by the Existing Members to the Developer.  

The amounts payable by the Developer to the Members in sub-clause (i), (ii) and (iii) above are hereinafter collectively referred to as “Hardship Compensation”  

• In the event of any dissenting Member having any outstanding dues payable to respective Societies/MHADA/any other statutory agencies, the Developer shall for and on behalf of the Member for the prurpose of obtainment of Final NOC, make such payment which is outstanding. The amount so paid by the Developer for and on behalf of such dissenting Member shall be adjusted from the Hardship Compensation payable by the Developer to the Member.  
• Rs. 15,00,000/- (Rupees Fifteen Lakhs only) after deduction of proportionate outstanding amount of Refundable Security Deposit to be adjusted by the Developer as set out in clause 3.7 hereinabove shall be paid by the Developer to the Federation/New Individual Society and/or as may be directed by the Federation/New Individual Society at the time of the handing over possession of the Member’s Premises in the Member’s New Buildings which shall not be distributed to the Members and will continue to be with Federation/New Individual Society for a term of 10 (ten) years to commence from the date of handing over the possession to the Members of their respective Member’s New Buildings to ensure that the interest income to be earned on such corpus is utilized by the Federation/New Individual Society for the maintenance of the Member’s New Buildings (and there is no additional burden on the Members to bear and pay for the maintenance of the Member’s New Buildings) for the period of 10 (ten) years to commence from the date of handing over the possession to the Members of their respective Member’s New Building (“Member’s Corpus”). 

 

4.4

In order to achieve Zero Maintenance (that is there is no additional burden on the Member) for a period of 10 (ten) years from the date of handing over of possession of the respective Members New Flat/ Members New Shop comprised in the Phase, the Developer and the Federation shall jointly appoint a professional agency to monitor/ compute the accounts of income and expenditure for each of the Member’s New Building / Composite Building and amenities provided therein for such period to verify/ ascertain that the interest income accrued on the Corpus Fund (as stated in clause [●]) is sufficient to meet the expenses as mentioned in the definition of Zero Maintenance. It is agreed that in case if the interest accrued on the Corpus Fund is not sufficient to  achieve Zero Maintenance for such period of 10 (ten) years, then to an extent of                         Rs.5,00,000/- (Rupees Five Lakh only) per Member can be duly deployed from the Corpus Fund of such Member lying with the Federation. In case there is still a deficit on account of the Existing Member(s) as well as prospective purchaser of the Developer in the Composite Building, then the same shall be contributed by the Developer, as and when required ensuring that an amount of Rs. 10,00,000/- (Rupees Ten Lakhs) per Member is available at the end of 10^th year with the Federation for each Member/ prospective purchaser. In the event, if the Composite New Building is constructed by the Developer having both Member’s New Flat and Developer’s New Flat, the Developer shall cause the prospective Purchaser(s) of the Developer’s New Flats to deposit his share of contribution towards corpus equivalent to the sum as stated in clause [●] with the Federation before calling upon the New Individual Society to admit such prospective purchaser as a 

Member thereof.         

 

4.5

In case if the FSI that is available to be utilized on the said Property and intended to be utilized by the Developer on the said Property, is over and above the Threshold FSI (whether on account of increase in FSI or TDR or change in eligibility or change in Applicable Law or change in policy otherwise howsoever) save and except the FSI available free of cost and/or by payment of premium to the relevant authorities from time to time (including the Fungible 

FSI thereof) 

 

• over and above 4 FSI up to a maximum of 5 FSI (“First FSI 

Cap”) and and the Developer is desirous of utilizing such First FSI Cap on the said Property or any part thereof for the purposes of residential/commercial and/or such user as may be permissible in law, then the Developer shall pay to the Members (through the Federation/New Individual Society) an additional hardhip compensation to be computed  at 10% of net profits earned on the Premises constructed by utilising the the First FSI Cap;  and  

 

• In case if the Developer disposes off the First FSI Cap (rather than utlise the same) then in such a case the Developer shall pay the to the Members (through the Federation/Member Society) Additional Hardship Compensation to be computed at 10% of the Net Profit earned on the sale of the First FSI Cap. 

 

• over and above 5 FSI (“Second FSI Cap”) and and the Developer is desirous of utilizing such Second FSI Cap on the said Property or any part thereof for the purposes of residential/commercial and/or such user as may be permissible in law, then the Developer shall pay to the Members (through the Federation) an additional hardhip compensation to be computed as 50% of the net profits on the Premises to constructed by utilising the the Second FSI 

Cap. 

 

• In case if the Developer disposes off the Second FSI Cap 

(rather than utlise the same) then in such a case the 

Developer shall pay the to the Members (through the Federation/Member Society) Additional Hardship Compensation to be computed at 50% of the Net Profit earned on the sale of the Second FSI Cap. 

 

 

• The additional hardship compensation payable to the Members (through the Federation) in sub-paragraph (i) to (iv) above are hereinater collectively referred to as “Additional Harship Compensation”. The computation of net profits for the payment of the Additonal Hardhip Compensation shall be undertaken after considerting (a) all the costs, charges 

and expenses to be incurred for the utilisation/development of the First Cap FSI and/or Second Cap FSI (as the case) and also the sale of the Premises to be constructed by the utilisation/development of the First Cap FSI and/or Second Cap FSI (as the case); (b) the direct/ indirect  taxes payable by the Developer on the Realisations arising on the sale of the Premises to be constructed by the utilisation/development of the First Cap FSI and/or Second Cap FSI (as the case) and (c) the cost of money/ capital for the utilisation/development of the First Cap FSI and/or Second Cap FSI (as the case) and also the sale of the Premises to be constructed by the utilisation/development of the First Cap FSI and/or Second Cap FSI (as the case).  

 

• It is clarified that for computation of the FSI for the determination of the Additional Hardship Compensation; any FSI which is available free of cost and/or by payment of premium to MCGM/ the relevant authorities and/or Fungible 

FSI shall not be considered.  

 

• It is hereby clarified that the benefit of this Additional Hardship Compensation will be restricted and available only to the Existing Members and the Purchaser(s) of the Developer’s Premises will not be entitled to the benefit of this Additional 

Hardship Compensation.   

 

 

• Any amounts payable over and above Rs. [●] /- (Rupees [●]) towards 

fees for the services of the PMC (for the scope of work as agreed to be performed by PMC as per the letter dated _________), the Advocates of the Federation (for the scope of work as agreed to be performed by the Advocates of the Federation) shall be mutually decided by the Developer and the Federation and such agreed fees shall be paid by the Developers at actuals. It is expressly agreed that before the appointment of any additional consultant, a need based assessment will be done jointly by the Developer and the Federation. Any appointment of such additional consultant including the scope, term and fees thereof shall be made jointly by the Developer and the Federation.   

 

• In case if there are any costs, charges and expenses to be incurred/ 

paid by the Federation to defend any litigation initiated by any third party disputing the grant of development rights for the said Property by the Federation to the Developer, then the same shall be duly paid/ reimbursed by the Developer provided that the Federation shall defend such litigation in accordance with the  decisions mutually taken by the Developer and Federation.  

 

• The Developer shall prior to the commencement of development of 

any of the Phase and simultaneously with the vacation of all the Members in the Existing Building forming part of the Phase that is commence and handing over the possession thereof to the Developer; give 6 (six) bank guarantees of a Nationalized Bank or of reputed  Banks such as HDFC Bank, ICICI Bank, IDFC Bank, Standard Chartered Bank, Kotak Mahindra Bank and YES Bank of an amount to be computed at the construction cost of the Member’s New Premises to be undertaken in such Phase.  The Developer shall provide a separate set of Bank Guarantees for each Rehab Building/Composite New Building comprised in such 

Phase.   

 

• The validity of each of the Bank Guarantee’s shall be as set out in the following manner: 

 

• Bank Guarantee for quantum of 16% percentage of the Members New Building in the respective Phase valid until completion of the 7^th habitable floor of the Members New Building in such Phase  ("Guarantee No. 1"); 
• Bank Guarantee for quantum of 16% percentage of the Members New Building in the respective Phase  valid until completion of the 14^th habitable floor of the Members New Building in such Phase  ("Guarantee No. 2"); 
• Bank Guarantee for quantum of 16% percentage of the Members New Building in the respective Phase  valid until completion of the 21^st habitable floor of the Members New Building in such Phase  ("Guarantee No. 3"); 
• Bank Guarantee for quantum of 16% percentage of the Members New Building in the respective Phase  valid until completion of the 28^th habitable floor or terrace floor, whichever is later of the Members New Building in such Phase  ("Guarantee No. 4"); 
• Bank Guarantee for quantum of 16% percentage of the Members New Building in the respective Phase  valid until completion of the finishing of the Members New Building in such Phase  ("Guarantee No. 5"); and 
• Bank Guarantee for quantum of 20% percentage of the Members New Building in the respective Phase  valid until Completion Date of the Members New Building in such Phase  ("Guarantee No. 6"). 

 

• Each of the Bank Guarantees being Guarantee No. 1, Guarantee No.   

2, Guarantee No. 3, Guarantee No. 4, Guarantee No. 5 and Guarantee No. 6 shall stand discharged completely upon the Architect  certifying the occurrence of the events specified in subclause [●]. 

 

• In addition to the Bank Guarantee to be furnished by the Developer as 

stated above, the Developer shall also furnish a bank guarantee for vacation of an Existing Building (which are certified by a structural engineer of repute to be dilapidated and not habitable or not capable of being repaired) which may not form part of the Phase which is presently commenced by the Developer. Such Bank Guarantee shall be of an amount which is to be computed at the construction cost of the Existing Carpet Area of the Existing Flats. This Bank Guarantee shall be forthwith released once the development of the Phase in which such Member is to be rehabilitated is commenced and a fresh Bank Guarantee is given for that Phase  by the Developer in the manner as stated in clause 

[●] above. 

 

• It is hereby agreed by the Parties that the Developer shall not be 

entitled to demolish the Existing Building/s (in any Phase) before handing over the Bank Guarantee to the Federation as stated above.   

 

• The Developer hereby also agrees and undertakes to the Federation to renew the Bank Guarantee from time to time.  

 

• The Developer shall not provide any bank guarantee(s) for development to be carried out on the Open Spaces, Recreation Ground, Play Ground on the said Property provided that such development is of a Composite New Building. However, it is clarified that the Developer shall provide set of  Bank Guarantees in the manner as stated in clause [●] above if the development of only Members New Building/s is to be carried out on the Open Spaces, Recreation Ground, Play Ground on the said Property and not of a Composite New Building.  

 

• The Bank Guarantee shall be invoked by the Federation only in the following manner: 

 

 

• If the development of the Members New Building in the Phase  which has commenced has stopped / halted for a continuous period of 3 months, then in such a case the Federation shall intimate in writing to the Developer that the Federation intends to step in and complete construction of the Members New Building/s.  

 

• Within a period of [●] days from the written intimation by the Federation to the Developer, the Federation shall be entitled to invoke the Bank Guarantee.  

 

• The amounts received on the invocation of the Bank Guarantee shall be duly deposited by the Federation in a separate bank account to be opened in the name of the Federation and dedicated only for the purposes of utility of monies therefrom for the construction of the Members New 

Building/s. 

 

• The Federation shall give all the necessary accounts of the amounts spent by the Federation towards completion of the 

Members New Building/s to the Developer. 

 

• In case if there is a deficit with regard to the completion of the Members New Building in such a Phase , post invocation of 

the Bank Guarantee, the Developer shall be liable and obliged to reimburse / fund such deficit to the Federation to enable the Federation to complete development / construction of the Members New Building. 

 

• The Developer shall undertake all necessary acts, deeds matters and tings to enable the Federation to complete development of the Members New Building in such a Phase  including furnishing the plans and Approvals thereof to the 

Federation. 

 

• In case of occurrence of any Force Majeure, the Developer shall extend/ revalidate the Bank Guarantee as may be necessary. 

 

4.16 The Bank Guarantee can also be invoked by the Federation in the following manner: 

• If there is a default on the part of the Developer to pay Rental 

Compensation to the Members who are not given temporary alternative accommodation but who are assured Rental Compensation in the manner as stated in clause [●] below, then in such a case the Federation shall intimate in writing to the Developer that the Federation intends to invoke such portion of the Bank Guarantee to make good the payment of the Rental Compensation which is due and defaulted by the Developer.  

 

• Within a period of 30 days from the written intimation by the Federation to the Developer, the Federation shall be entitled to invoke such portion of the Bank Guarantee to make good the payment of the Rental Compensation which is due and defaulted by the Developer. 

 

• The amounts received on the invocation of the Bank Guarantee shall be duly deposited by the Federation in a separate bank account to be opened in the name of the Federation and dedicated only for the purposes to make good the payment of the Rental Compensation which is due and defaulted by the Developer. 

 

• The Federation shall give all the necessary accounts of the amounts spent by the Federation to the Developer. 

 

• The Developer shall provide a fresh Bank Guarantee to replenish the Bank Guarantee so invoked within [●]  days of the invocation by the Federation. It is clarifed that the Bank Guarantee shall  be at the same amount as the previous 

Bank Guarantee.  

 

5. LAYOUT/ BUILDING PLANS/ PHASE-WISE DEVELOPMENT 

 

5.1 It is specifically agreed by and between the Parties that the Developer 

shall develop the said Property in phases and each such Phase  may comprise of Members New Building, Developers New Building and the MHADA New Building (“Phase”).  

 

5.2 Within a period of 6 (six) months from the date of obtainment of 70% 

consent of the Existing Members and No Due Certificates to be issued by MHADA/ MCGM for such Existing Members, the Developer shall submit an entire scheme for redevelopment of the said Property to MHADA/High Power Commitee (“HPC”) for issuance of an offer letter (“MHADA Offer Letter/ HPC Offer Letter”) of MHADA/ High Power Commitee (“HPC”) under the applicable provisions of the said DCR. 

 

5.3 On the receipt of MHADA Offer Letter / HPC Offer Letter for the 

redevelopment of the said Property under the provisions of the Regulation 33(5) of the DCR and/or Regulation 33(9) of the DCR and/or any other Regulation, the Developer shall prepare a master plan for the development of the said Property (“Master Plan”) which shall inter-alia provide for:-  

 

• The details of the FSI and the utilization thereof in the said Property, 
• The details of each of the Phase together with the building plans therein,  
• The details of Member’s New Building, the Developer’s New Building and the MHADA New Building to be developed in each of the Phase,  
• The land plate upon which Member’s New Building, the Developer New Building and the MHADA New Building are to be developed, 
• The common areas and facilities to be provided in the layout and also in each of the Phase (“Common Areas and 

Facilities”) and  

• The decision of the Developer to provide to the Members of the Phase either the Temporary Alternate Accommodation (on the said Property or in the vicinity) or the Rental Compensation; as stated in clause [●] below.     
• The construction schedule providing for timelines for commencement and completion of each Phase.  
• The schedule for the execution of the conveyance of the New Building/s/ lease (from MHADA) of the portion of the said Land with respect to each of the Phase. 

5.4

The Developer shall then submit the Master Plan to the Federation. The Federation shall within a period of 30 days from the receipt of Master Plan suggest its changes, if any. In the event the Federation suggests its changes, then Developer and the Federation shall mutually discuss and thereupon duly finalize the same. If the Federation does not suggest/provide changes in respect of the Master Plan before the expiry of 30 (thirty) days from the receipt of the Master Plans, then the Developer shall issue a notice of reminder and still if the changes are not suggested/provided before the expiry of a period of 30 (thirty) days from the notice of reminder, then the Master Plan as submitted by the Develoepr to the Federation shall be deemed to have been approved.  

 

5.5 After the finalization of the Master Plan between the Developer and the 

Federation: -  

 

• The Developer shall commence the process for the obtainment of all the Approvals as per the construction schedule in the Master Plan for the development of the said Property; 
• The Developer shall decide the Phase/s in the Master Plan which it intends to develop in priority;  
• The Developer shall prepare and thereupon submit the layout plan for the said Property and the building plans (based on the Master Plan) with respect to each of the Phase/s to the MHADA and MCGM and all the necessary statutory 

authorities for its approval;  

• If MHADA and/or MCGM and/or all the necessary statutory authorities require any amendments or modification to the layout plan of the said Property and/or the building plan for such Phase/s, whereby the location, area or floor layout of Members’ New Flats and/or Members’ New Shops and/or Members New Car Parking Spaces in the layout plan is altered/ amended or changed, then the Developer shall be entitled to carry out such modifications and amendments after seeking the prior written consent of the Federation. 
• If the location, area or floor layout of Members’ New Flats and/or Members’ New Shops in the layout plan is not altered/ amended or changed, then the Developer shall be entitled to carry out such modifications and amendments without seeking the prior written consent of the Federation. However, the Developer shall furnish and intimate to the Federation the modifications/ amendment/ changes carried to the layout plan of the said Property and/or the building plan for such Phase/s.  
• In addition thereto, the Developer shall be entitled to further amend, modify, vary, alter, change, substitute and redesign the layout plan and/ or building plan for such Phase as may be necessary in respect of the Re-development so far as such amendment does not affect the location, floor 

and areas of Member’s New Flats and/ or Members’ New Shops and/or Members New Car Parking Spaces. 

• Within a period of 6 (six) months from the MHADA Offer Letter/ HPC Offer Letter, the Developer shall apply to MHADA/MCGM/HPC for the sanction of the layout of the said Property (in accordance with the Master Plan) (“Final NOC”).  

 

• Within a period of 6 (six) months from the obtainment of Final NOC, 

the Developer shall apply for the obtainment of the First Intimation of Disapproval in accordance with the Final NOC.  

 

• Upon the MHADA and/or MCGM and/or all the necessary statutory 

authorities approving/ sanctioning the building plan for the Phase (“Sanctioned Plan”), the Developer will submit certified copies of the Sanctioned Plan and the necessary Approvals to the Federation and such respective societies proposed to be redeveloped in such Phase. The Developer shall be entitled to amend, modify, vary, alter, change, substitute and re-design the said Sanctioned Plan as may be necessary in respect of the redevelopment so far as such amendment does not affect the location, floor and areas of Members’ New Flats and/or Members’ New Shops and/or Members New Car Parking Spaces.. Upon amendment of the Sanctioned Plans, the Developer will submit certified copies of the duly amended Sanctioned Plan to the 

Federation. 

 

• The Federation shall, upon receipt of the Sanctioned Plans from the Developer and the necessary Approvals, call for its Special General Body Meeting to inter-se allot and distribute to each of the Members (in that Phase) their respective Members’ New Flats or Members’ New Shops as the case may be, and the Member’s Car Parking plus sufficient two wheelers parking spaces to the 

Member. 

 

• It is clarified that the Developer shall not be under any obligation with 

respect to the allocation and distribution of the Members’ New Flats or Members’ New Shops as the case may be, and the Member’s Car Parking Spaces and shall merely act in accordance with the resolution passed by the said Federation. 

 

• Thereafter, upon receipt of the certified copy of the resolution as stated 

in Clause [●] above, the Federation shall issue allotment letters to the Members (in that Phase) for the allotment of their respective Members’ New Flats and/or Members’ New Shops as the case may be, and the car parking spaces (“Members Allotment 

Letters”) and the Members shall duly confirm the same.  

 

 

• Thereupon the Federation, the Developer, the Member and the Existing Society  shall execute and register a permanent alternate accommodation agreement (“PAA Agreement”) with respect to the Members’ New Flats and/or Members’ New Shops as per the allotment list so provided by the Federation. Any stamp duty payable on the PAA Agreement shall be borne and paid by the Developer. The PAA Agreement shall be duly signed in the format as furnished by the Developer and as approved by the Federation. 

 

• Thereupon, the Developer will issue a 30 (thirty) day notice of vacation 

(“Notice to Vacate”) to the Member (in that Phase). 

 

• Within the notice period of 30 days, the Members (in that Phase) shall 

vacate their respective Existing Flats and/or the Existing Shops and handover quiet, vacant and peaceful possession thereof along with existing car park space if any to the Developer. 

 

• Simultaneously with the vacation of the Existing Building/s by all Members (in such Existing Building) for such Phase and handing over the possession thereof to the Developer for demolition thereof, the Developer shall submit Bank Guarantee for such 

Phase to the Federation.  

 

• On and from the Commencement Date, the Developer shall demolish 

the Existing Buildings and make the land plate (of that Phase) vacant and ready for development in accordance with this 

Agreement and Applicable Law; 

 

• The Developer will satisfy and comply with the required and necessary 

terms and conditions of the Layout Approval and will apply to and obtain from the MCGM the Commencement Certificate and on the receipt of the Commencement Certificate, the Developer shall commence the development of that Phase.  

 

• In the event if any Member fails and/or defaults to vacate and 

handover the quiet, vacant and peaceful possession of all Existing Flats and/or Existing Shop and/or the Existing Car Parking Spaces in that Phase to the Developer within a maximum period of 30 days from the date of the issuance of the Notice to Vacate, then without prejudice to the other  rights and remedies of the Developer, the Developer shall be entitled to adopt necessary proceedings for eviction under section 95(A) of the Maharashtra Housing and Area Development Act, 1976 against such defaulting Member. Further, the Federation shall take all steps necessary and undertakes to do all the required acts, deeds, matters and things to cause the vacation of such Member’s New Flat, Member’s New Shop and/or 

Members New Car Parking Spaces.   

 

• The Developer shall provide a club house and a gym for the benefit of 

the Member(s) of the New Individual Society. In case if such club house is meant for the usage of the Purcahses of the Developer’s Premsies also then the Developer shall proportionaltely increase the area of the club house/ gym.  

 

• If for any reason the Developer is unable to undertake the redevelopment of the said Property and/or abandon the Project and/or fails to adhere to the obligation of the Developer as contained herein, then Keystone shall complete the Rehab Component in accordance with the obligations towards the Members and Keystone shall be responsible and/or liable for  all such obligations of the Developer under this Agreement.   

 

• The shareholding of Keystone in the Developer shall not be diluted and reduced below 51%, till the completion of the entire Rehab 

Component without the prior written consent of the Federation.  

 

6 TEMPORARY  ALTERNATE  ACCOMMODATION /  RENTAL 

COMPENSATION 

 

6.1 The Developer will develop the said Property in a phase wise manner 

as stated hereinbelow and will decide as to whether the Members 

(in such Phase) are to be provided: - 

 

• Temporary alternate accommodation of 250 square feet Carpet Area by construction of transit buildings on the said Property and/ or part thereof for a period from the Commencement Date (for the Phase) till the Completion Date (for the Phase) and/ or  
• Temporary alternate accommodation of 208 square feet Carpet Area in the vicinity of the said Property for a period from the Commencement Date (for the Phase) till the Completion Date (for the Phase) and/or  
• In case if the Developer has opted for the payment of the 

Rental Compensation then in such a case: -  

• To pay the Rental Compensation for an amount of a sum of Rs. 21,000/- per month payable from the Commencement Date (for the Phase) till the Completion Date (for the Phase). For each successive Phase the Rental Compensation payable to the Members shall be escalated at the rate of 10% on the last paid rent for the preceeding 

Phase. 

 

• In the event the Developer commences the successive Phase before completion of the preceding Phase,  in such an event  the Members who are part of the earlier ongoing Phase who are yet to be rehoused in the Member’s New Building shall be paid the Rental Compensation for the balance period at the rate as would be payable to the Members of the successive Phase which is duly commmenced.  

   

• To pay  one months prevailing Rental Compensation for respective Phases from time to time as  shifting charges per Member along with Notice to vacate.  

 

• To pay one months prevailing Rental Compensation for respective Phases from time to time as brokerage charges to the Existing Members who shall be offered Rental Compensation by the Developer.  

 

• The Developer shall along with Notice to Vacate handover to the Members /Federation monthly postdated cheques for each Member (in that Phase) towards the Rental Compensation for an initial period of ___ months. For each successive period of 24 (twenty-four) months to commence from the Commencement Date (for each Phase), the Developer shall hand over post-dated cheques to the Federation for each of the Members towards the 

Rental Compensation . 

 

7 TRANSFER OF MEMBERS’ FLATS AND MEMBERS’ SHOPS 

 

7.1 The Federation for itself and on behalf of the said Societies undertakes 

THAT no Member shall, during the  subsistence of this Agreement, be entitled to transfer, assign, sell in any manner whatsoever his interest in his Existing Flat and/or the Existing Shop, as the case may be, or the benefits or obligations under this Agreement without execution of deed of adherence from any such Purchaser(s) (“Permitted Transferee”) (as per the formatto be mutually agreed between the Federation and the Developer)) and registration thereof with the office of the Sub-Registrar of Assurances inter-alia to adhere and abide by all the terms and conditions and obligations of this Agreement and Redevelopment. The Federation hereby undertake not to allow/cause the Individual Societies to transfer such Members’ New Flats and/or and Members’ New Shops in the name of the Permitted Transferee in its records unless the Permitted Transferee executes and register the deed of adherence (as per the formatto be mutually agreed between the Federation and the Developer). Such Permitted Transferee shall not be entitled to receive any further/additional compensation over and above what is provide herein from the Developer or the Federation or claim any right adverse to the rights/ interest of the Developer.                

 

8 COVENANTS  

 

8.1 The Parties shall fulfil and/or perform the following conditions subsequent  at the own costs and expenses of the Developer as and when the Developer deems fit and necessary for the implementation of the Project:  

 

8.2 To cause the execution and registration of a Deed of Lease in respect 

of the balance portion of the said Property by MHADA in favour of the said Societies and also to cause the execution of Deed of Conveyance in respect of the balance number of the Existing Buildings by MHADA in favour of the said Societies and/or the 

Federation/ New Individual Society. 

 

8.3 To cause the mutation and updation of the revenue records (including 

Property Register Cards) in name of the New Individual 

Society/Federation . 

 

8.4 To regularize the name of all the Members in the records of MHADA 

and to discharge all outstanding dues payable by the Members to their respective Societies/MHADA/any other statutory agencies at the cost of Members. 

 

8.5 To cause the layout sanction of MHADA for the redevelopment of the said Property. 

 

9 RIGHTS, ENTITLEMENTS AND RESPONSIBILITIES OF THE 

DEVELOPER 

 

9.1 Simultaneously with the execution of this Agreement, the Developer shall at its own costs and expenses be entitled and also be responsible, to do the following acts, deeds, matters and things with respect to the said Property: - 

 

• To carry out a structural audit of the Existing Buildings of the said Societies through a reputed RCC consultant on the panel of MCGM, and registered with Government of India.  

 

• To carry out repairs to the Existing Buildings if found necessary on the recommendation of the RCC Consultant at the cost of the Developer and also obtain stability certificate till the time of demolition of any of the Existing Buildings.