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2021 (2) TMI 1231 - Tri - Insolvency and BankruptcyRejection of a portion of the claim as preferred by the Applicant - Section 60 (5) of the Insolvency and Bankruptcy Code (IBC) 2016 r/w Rule 11 of NCLT Rules of 2016 - HELD THAT - IRP is to only merely collate the claim filed and not to dwell in to the transactions behind the Claim -In relation to the submission of Learned Senior Counsel for the Applicant that the IRP is only required to collate the claim of the claimants based on the documents filed and nothing more, this Tribunal has its reservation in view of the recent developments which had taken place in law established by judicial pronouncements of the Hon ble Supreme Court. In Phoenix ARC Private Limited -vs- Spade Financial Services Ltd and Ors 2021 (2) TMI 91 - SUPREME COURT the Apex Court had an occasion to consider claims arising out of collusive transactions as between the claimant and the corporate debtor and where the IRP had rejected the claim made by the financial creditor applying his mind. It is clearly identifiable that in relation to IndusInd Bank facilities only the term loan amount had been reflected where as in relation to the Corporate Guarantee there had been no murmur on the part of the Applicant while the claim statement was filed initially on 04.05.2017. Thus, in the absence of any primary document/evidence being produced in relation to the Corporate Guarantee as given by the Corporate Debtor in relation to the loan availed by VDHPL, this Tribunal is constrained to uphold the decision of the IRP in rejecting the claim made in asum of ₹ 54.97,35,793/- by the Applicant. The IRP is directed to admit the claim of ₹ 180,92,22,164/- pertaining to assignment agreement dated 29.03.2017 between the IndusInd Bank and the Applicant in the capacity as an Assignee having been kept in abeyance vide his communication dated 06.02.2020, however the decision of the IRP in relation to Corporate Guarantee alleged to have been given by the Corporate Debtor in relation to the loan availed by Vasan Dental Hospital Private Limited and amounting to a sum of ₹ 54,97,35,793/- being the amount claimed stands rejected. Application disposed off.
Issues Involved:
1. Legality of the Assignment Agreements. 2. Role and responsibilities of the Insolvency Resolution Professional (IRP). 3. Admissibility of claims under the Corporate Insolvency Resolution Process (CIRP). 4. Validity of the Corporate Guarantee. 5. Voting share percentage in the Committee of Creditors (CoC). Detailed Analysis: 1. Legality of the Assignment Agreements: The IRP questioned the legality of the Assignment Agreements executed between the Applicant and IndusInd Bank Limited, and ECL Finance Limited. Under Section 5(7) of the Insolvency and Bankruptcy Code (IBC), a financial creditor includes a person to whom such debt has been legally assigned or transferred. The Applicant, an Asset Reconstruction Company, entered into Assignment Agreements dated 29.03.2017 and 26.09.2018, respectively. The IRP's concerns about authorization and registration delays were dismissed, as the Applicant complied with the Registration Act, 1908, and the Companies Act, 2013, within permissible periods. 2. Role and Responsibilities of the IRP: The IRP's role was debated, with the Applicant arguing that the IRP should merely collate claims without delving into transaction details. However, the Tribunal, referencing the Supreme Court judgment in Phoenix ARC Private Limited vs. Spade Financial Services Ltd, clarified that the IRP must verify claims, including examining the real nature of transactions to prevent collusive or sham transactions. The IRP's duty includes ensuring claims are genuine and not part of avoidable transactions under Sections 43, 45, 49, and 50 of the IBC. 3. Admissibility of Claims under CIRP: The IRP initially accepted the Applicant's claims but later rejected a significant portion, citing issues with the Assignment Agreements and the transactions' legitimacy. The Tribunal found the IRP's action of keeping claims "in abeyance" unsustainable, directing the IRP to either admit or reject claims. The Tribunal reviewed documents submitted by the Applicant, including loan agreements and balance confirmations, and directed the IRP to admit the claim of ?180,92,22,164/- related to the IndusInd Bank loan and ?155,46,59,320/- related to ECL Finance Loan II. 4. Validity of the Corporate Guarantee: The Applicant's claim of ?54,97,35,793/- based on a Corporate Guarantee given by Vasan Health Care Pvt. Limited (VHCPL) to Vasan Dental Hospital Pvt. Limited (VDHPL) was rejected. The Tribunal noted the absence of primary documents evidencing the Corporate Guarantee and discrepancies in financial statements. The IRP's rejection of this claim was upheld due to a lack of substantial proof and non-reflection of the guarantee in the financial statements of the Corporate Debtor and VDHPL. 5. Voting Share Percentage in the CoC: The Applicant's voting share percentage in the CoC was a point of contention. Initially, the IRP's rejection of claims affected the Applicant's voting rights. The Tribunal directed the IRP to recompute the voting share percentage, reflecting the admitted claims, and ensure the Applicant's participation and voting in the CoC in accordance with IBC provisions and regulations. Conclusion: The Tribunal directed the IRP to admit specific claims related to the Assignment Agreements while rejecting the claim based on the Corporate Guarantee. The IRP was instructed to reflect the Applicant's claims as a Financial Creditor and recompute the voting share percentage accordingly in the CoC, ensuring compliance with IBC regulations. The application was disposed of with these directions.
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