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2017 (8) TMI 1384 - Tri - Insolvency and BankruptcyInitiation of the Corporate Insolvency Resolution Process - Held that - Resolution Plan envisages for insolvency resolution of SDAL, and ensure continuity of business along with most effective use of the assets and equipments of SDAL and the amalgamation of the Corporate Debtor with the Resolution applicant will bring in the number of operating and financial synergies, since both the companies relates to Aluminum Alloy wheel manufacturing industry, in which the corporate debtor is engaged in the manufacturing of Aluminum Alloy wheel and that of the applicant is in the field of painted and chrome plated Aluminum Alloy Wheel etc. The applicant (applicant of resolution plan) in the past has settled dues pertaining to 5 banks of the Corporate Debtor, which constituted 93% of the borrowings of corporate debtor. And the same was also recognized by BIFR in one of its proceedings. Applicant has proven track record of optimum utilization of the infrastructure and manufacturing facilities of the corporate debtor and it has successfully provide continued and meaning employment to direct/indirect work force of over 1500 employees. Most of these employees are absorbed by the applicant when the corporate debtor ceased operations. It is currently single largest employer of extremely skilled and unskilled persons in the Zone and more than 1500-2000 families depend on the applicant. Apart from others as provided in the resolution plan, it would be in the best interest of the Company, its employees in particular, public in general, and also in the interest of financial creditors to accept the Resolution plan in question. We are unanimous in accepting Resolution plan in question as it meets all parameters including legal and moral.
Issues Involved:
1. Approval of the Resolution Plan under Sections 30(6) and 31 of the Insolvency and Bankruptcy Code, 2016 (IBC). 2. Compliance with statutory provisions and regulations. 3. Objections raised by Edelweiss Asset Reconstruction Company Limited (EARCL). 4. Constitution of the Committee of Creditors (CoC). 5. Financial and operational restructuring of the Corporate Debtor. 6. Payment to creditors and statutory dues. 7. Reliefs and concessions sought in the Resolution Plan. Detailed Analysis: 1. Approval of the Resolution Plan under Sections 30(6) and 31 of the IBC: The application was filed by the Resolution Professional seeking approval of the Resolution Plan submitted by Synergies Castings Ltd. (SCL), which was approved by the Committee of Creditors (CoC) with a 90.16% majority vote. The Tribunal admitted the Corporate Debtor into the Corporate Insolvency Resolution Process (CIRP) and confirmed the Resolution Professional. The Resolution Plan was found to comply with the mandatory provisions of Section 30(2) of the IBC and was approved by the CoC as per Section 30(4). 2. Compliance with statutory provisions and regulations: The Resolution Professional ensured statutory compliance with all provisions of the IBC and the Rules and Regulations made thereunder. The plan was examined and found to meet all requirements of the Code and the Regulations, including the payment of insolvency resolution process costs, repayment of debts to operational creditors, management of the Corporate Debtor's affairs, and the implementation and supervision of the plan. 3. Objections raised by EARCL: EARCL filed an objection contending that the approved resolution plan was in contravention of Section 13(4) of the IBC and was not passed with a 75% vote of financial creditors. They also questioned the inclusion of Millennium Finance Ltd. (MFL) in the CoC and the validity of assignment agreements. The Tribunal noted that these issues were already raised in other applications and were adjudicated separately, rejecting EARCL's contentions. 4. Constitution of the Committee of Creditors (CoC): The CoC was constituted after collating claims from creditors, and its list was updated and placed before the Tribunal. The CoC included Alchemist Asset Reconstruction Company Ltd. (AARC), EARCL, MFL, and SCL. The process of inviting prospective resolution applicants was carried out, and the resolution plans submitted by SMB Ashes Industries, Synergies Castings Limited, and Suiyas Industries Private Limited were considered. The plan by SCL was approved by the CoC. 5. Financial and operational restructuring of the Corporate Debtor: The Resolution Plan envisaged financial restructuring through debt settlement, operational restructuring via amalgamation with SCL, and capital restructuring by allotting shares to the Corporate Debtor's shareholders. It also included payment to operational creditors and statutory dues in a staggered manner, infusion of fresh funds by promoters, and payment of insolvency resolution process costs. 6. Payment to creditors and statutory dues: The plan provided for the payment of secured financial creditors, deferred sales tax dues, current liabilities, and statutory dues over a period of three years. It aimed to ensure continuity of business and effective use of assets, with a detailed payment plan and means of financing. 7. Reliefs and concessions sought in the Resolution Plan: The plan sought exemptions from the State Government of Andhra Pradesh, the Sales Tax Department, the Service Tax Department, and the Central Board of Direct Taxes (CBDT) regarding stamp duty, sales tax, service tax, and income tax provisions. It also included provisions for pre-payment of dues, reinstatement of dues in case of payment failure, and continued personal guarantees by promoter directors. Conclusion: The Tribunal approved the Resolution Plan submitted by SCL, finding it compliant with the IBC and beneficial for the Corporate Debtor, its employees, and creditors. The order included specific directions regarding the implementation of the plan, payment priorities, and compliance with statutory provisions. The moratorium order ceased to have effect, and all parties were directed to cooperate and adhere to the terms of the Resolution Plan. The Tribunal appreciated the efforts of all involved parties and emphasized the importance of the IBC in financial and corporate sector reforms.
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