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2019 (6) TMI 1660 - Tri - Insolvency and BankruptcySeeking approval of the Resolution Plan - Sections 30(6) and 31 of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 - HELD THAT - The Resolution Professional filed this Application under Section 30, 31 of the IBC for approval of the Resolution Plan submitted by SMAIT. The Resolution Plan shall confirm to the requirements stated in 30 (2) of the Code. The Resolution Applicant is competent to file the Resolution Plan. The Resolution Professional has given certificate that Resolution Plan confirms to the requirements of Section 30 (2) of the IBC. The Resolution Plan is for revival of the Corporate Debtor Company. In the 200 meeting of CoC held on 10.12.2018 the Resolution Plan filed by SMAIT was taken up for consideration and e-voting window was kept open from 13.12.2018 to 21.12.2018. The Resolution Plan (originally dated 28.11.2018) submitted by SMAIT dated 11.12.2018 was approved by the CoC with 81.39% voting share. Annexure-C is the copy of voting percentage. Annexure-B (Colly) is the Resolution Plan filed by SMAIT dated 11.12.2018. The Plan to be approved by CoC with 66% voting share. However, the Plan has been approved by the members of CoC having 81.39% voting share. M/s Future Corporate Resources Private Limited (FCRPL) filed counter to the Application filed by the Resolution Professional for approval of the Resolution Plan. The averments in the counter are already stated. Interestingly, FCRPL is a member of CoC which voted in favour of the Resolution Plan. Having voted in favour of the Resolution Plan, FCRPL is now asking the Tribunal to delete Clause 11.28 from the Resolution Plan and related clauses with regard to waiver of guarantees and securities given by DCHL for the loan taken by subsidiary Company Aviotech Pvt Limited. It is not open to FCRPL to ask for deletion of the Clause 11.28 from the Resolution Plan because it has voted in favour of the Resolution Plan. Without going into the merits of the objections raised by FCRPL, the objection cannot be entertained on the simple ground, it has voted in favour of the Resolution Plan. Therefore, it is not open to FCRPL at this stage to direct the Resolution Applicant to delete Clause 11.28. Secondly, The Resolution Plan which is approved by members of CoC having voting share of 81.39% of which FCRPL is also one of the members of CoC. So objection raised by FCRPL cannot be considered and no reliefs can be granted as prayed by FCRPL. Resolution Plan submitted by Resolution Applicant M/s SREI Multiple Asset Investment Trust Vision India Fund, which is approved by members of CoC having 81.39% voting share stands approved - moratorium order passed under Section 14 shall cease to have effect from today.
Issues Involved:
1. Approval of the Resolution Plan under Sections 30(6) and 31 of the Insolvency and Bankruptcy Code, 2016 (IBC, 2016). 2. Objections raised by M/s Future Corporate Resources Private Limited (FCRPL) regarding the Resolution Plan. 3. Reliefs and waivers sought by the Resolution Applicant in the Resolution Plan. Issue-Wise Detailed Analysis: 1. Approval of the Resolution Plan: The application was filed by the Resolution Professional for Deccan Chronicle Holdings Limited (DCHL) under Sections 30(6) and 31 of the IBC, 2016, seeking approval of the Resolution Plan submitted by SREI Multiple Asset Investments Trust-Vision India Fund. The Tribunal had previously admitted the petition under Section 7 of the Code and initiated the Corporate Insolvency Resolution Process (CIRP) against DCHL, appointing Mr. Karuchola Koteswara Rao as the Interim Resolution Professional, later replaced by the current applicant. The CIRP period was extended multiple times due to various orders, ultimately ending on 15.02.2019. The IRP issued a public announcement inviting claims from creditors, which led to the formation of the Committee of Creditors (CoC). The CoC approved the Resolution Plan with an 81.39% voting share. The Resolution Plan was found compliant with the mandatory provisions of Section 30(2) of the IBC and relevant regulations. The Resolution Professional certified the plan's compliance and submitted the necessary documents, including a Performance Bank Guarantee of ?15 crores. The Tribunal approved the Resolution Plan, noting that it met the requirements of Section 30(2) of the IBC and was approved by a majority of creditors. The plan provided for the payment of CIRP costs, debts of operational creditors, management of the Corporate Debtor's affairs, and implementation and supervision of the plan. The Resolution Plan was binding on the Corporate Debtor, its employees, members, creditors, guarantors, and stakeholders. 2. Objections Raised by FCRPL: FCRPL, a member of the CoC, raised objections regarding the Resolution Plan, specifically the treatment of its claims and the waiver of guarantees and securities given by DCHL for loans taken by its subsidiary, Aviotech Pvt Limited. FCRPL argued that despite holding a charge over immovable properties and being declared a secured creditor, its claim was not treated as such in the Resolution Plan. It also contended that the plan sought to relieve DCHL of guarantees for loans issued to APL. The Resolution Professional responded that she acted as a facilitator and did not have adjudicatory powers. She relied on various judgments to support her stance that the commercial aspects of the Resolution Plan were within the CoC's domain. The Tribunal noted that FCRPL had voted in favor of the Resolution Plan and therefore could not challenge it at this stage. The objections raised by FCRPL were not entertained, and no reliefs were granted to FCRPL. 3. Reliefs and Waivers Sought by the Resolution Applicant: The Resolution Applicant sought various reliefs and waivers in the Resolution Plan, including exemptions from stamp duty, withdrawal of suits and arbitration proceedings, and waiver of tax liabilities. The Tribunal granted some of these reliefs, such as the reorganization of share capital and authorization for Financial Creditors Category-B lenders to deal with respective assets of the Corporate Debtor. However, certain reliefs, such as stopping investigations by CBI or SFIO, were denied as they were against the law. The Tribunal allowed the Resolution Applicant to use the brand name/trademark of the Corporate Debtor, subject to the outcome of a related application. The Resolution Applicant was also exempted from liability to pay tax arrears due by the Corporate Debtor prior to the commencement of CIRP. The Tribunal directed the Resolution Applicant to obtain necessary approvals within one year as per Section 31(4) of the Code. Order: The Tribunal approved the Resolution Plan dated 11.12.2018 submitted by SREI Multiple Asset Investment Trust-Vision India Fund, subject to the reliefs granted. The moratorium order under Section 14 ceased to have effect, and the Resolution Professional was directed to forward all records to the Board. The Resolution Applicant was instructed to obtain necessary approvals within one year from the date of approval of the Resolution Plan.
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