2020 (6) TMI 714 - Tri - Companies Law

Restructuring Scheme - revival of company - Sections 230 and other applicable provisions of the Companies Act, 2013 - HELD THAT - The Applicant Company are directed to serve the notice upon the Regional Director, Western Region, Ministry of Corporate Affairs, Mumbai Maharashtra, pursuant to Section 230(5) of the Companies Act, 2013 as per Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 - The Applicant Company is directed to serve the notice upon the concerned Registrar of Companies, pursuant to Section 230(5) of the Companies Act, 2013 as per Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 - The Applicant Company are directed to serve notices along with copy of scheme upon the concerned Income Tax Authority enlisted below, within whose jurisdiction respective assessments of the Applicant Companies are made pursuant to Section 230(5) of the Companies Act, 2013 as per Rule 8 of the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016. The Applicant to file an affidavit of service of the notices issued to Creditors not less than seven days before the date fixed for the holding of the meetings and do report to this Tribunal that the direction regarding the issue of notices have been duly complied with.

Summary

Issues:
1. Comprehensive restructuring scheme for debt burden and management setup.
2. Support from promoters, investors, and financial creditors.
3. Inter Creditors Agreement and debt restructuring.
4. Listing of equity shares and operational proceedings.
5. Prayers made in the application and first motion.
6. Meeting of creditors and submission of recorded video.
7. Issuance of notices to creditors, Regional Director, Registrar of Companies, and Income Tax Authorities.
8. Stay against proceedings initiated by creditors.
9. Exploration of restructuring under Section 230 of the Companies Act.
10. Affidavit of service of notices to creditors.

1. Comprehensive Restructuring Scheme:
The Applicant Company presented a restructuring scheme to reduce the debt burden, strengthen management, and protect employment. The scheme aimed at long-term viability by rationalizing debt, enhancing brand value, and reviving operations to support stakeholders in the engineering field. Promoters, investors, and financial creditors showed support for the scheme.

2. Support from Promoters and Creditors:
Promoters and investors backed the Applicant Company's scheme, along with over 94% of financial creditors who signed an Inter Creditors Agreement for debt restructuring. The company listed its equity shares with a significant number of shareholders and aimed to resolve financial issues in the stakeholders' interest.

3. Inter Creditors Agreement and Debt Restructuring:
The financial creditors entered into an Inter Creditors Agreement following RBI guidelines for stressed assets resolution. The scheme proposed under Section 230 of the Companies Act aimed to align with the RBI framework, considering changes due to COVID-19 for sustainable debt resolution.

4. Listing of Equity Shares and Operational Proceedings:
The Applicant Company listed its equity shares and had ongoing proceedings related to debt. The scheme aimed to address these issues by staying proceedings until the scheme's final disposal to ensure a logical conclusion.

5. Prayers Made in the Application and First Motion:
The application sought suspension of proceedings, convening of creditor meetings, and exploration of restructuring options under Section 230. The company requested time for compliance and urged stakeholders to consider the scheme for debt resolution.

6. Meeting of Creditors and Submission of Recorded Video:
The Tribunal directed the Applicant Company to conduct creditor meetings within 60 days through video conferencing. The company had to submit recorded videos of the meetings and serve notices to creditors for objections and compliance.

7. Issuance of Notices to Creditors and Authorities:
The Applicant Company was directed to serve notices to secured and unsecured creditors, Regional Director, Registrar of Companies, and Income Tax Authorities. Responses were expected within 30 days, indicating no objection to the proposed scheme.

8. Stay Against Proceedings Initiated by Creditors:
The Tribunal found no necessity for a stay on proceedings as the company provided an updated list of creditors, ensuring their interests were protected. The order could be presented to relevant courts if creditors proceeded with actions.

9. Exploration of Restructuring under Section 230:
Stakeholders were encouraged to explore restructuring options under Section 230 if the existing RBI guidelines or Inter Creditors Agreement did not lead to a regular account. Suggestions and modifications could be submitted for consideration by the Tribunal.

10. Affidavit of Service of Notices to Creditors:
The Applicant Company was required to file an affidavit confirming the proper issuance of notices to creditors at least seven days before creditor meetings, ensuring compliance with the Tribunal's directions.