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2020 (5) TMI 722 - Tri - Insolvency and BankruptcySeeking permission to submit Expression of Interest (EoI) and Resolution Plan for the Corporate Debtor - HELD THAT - By virtue of mandatory contents of resolution plan, the same is in accordance with Section 30 and 31 of the Code, and also complies with the requirement of the Regulations 38 and 39 of CIRP Regulations - The resolution applicant has sought certain reliefs and concessions in the resolution plan. The said relief and concessions are mentioned in Para No. 27 (a) to (r) of the Resolution Plan annexed to the application. This bench is not inclined to allow any of the said reliefs and concessions prayed by the Resolution Applicant. The resolution plan is approved with modifications, which shall be binding on the Corporate Debtor and its employees, members, creditors, guarantors, Resolution Applicant and other stakeholders involved in the resolution plan - application allowed.
Issues Involved:
1. Permission to submit Expression of Interest (EoI) and Resolution Plan. 2. Declaration of entitlement to funds in an Escrow Account. 3. Treatment of claims by the tax department. 4. Approval of the resolution plan. 5. Change of vote by a creditor on the resolution plan. Detailed Analysis: Issue 1: Permission to Submit Expression of Interest (EoI) and Resolution Plan MA 47/2020 was filed by DSM Infocom Pvt Ltd (DSM) seeking permission to submit EoI and Resolution Plan for the Corporate Debtor. DSM claimed awareness of the EoI invitation on 15 December 2019 and expressed interest in submitting a resolution plan for value maximization. The Resolution Professional (RP) argued that the application for the CoC-approved Resolution Plan was filed on 18th November 2019, and the last date for EoI submission was 10th May 2019. DSM did not participate during the CIRP period and approached the Tribunal post-CoC approval. The RP also highlighted DSM's status as a willful defaulter under Section 29A of the IBC, making it ineligible to submit a resolution plan. The Tribunal dismissed the application, considering the resolution plan filed by the successful Resolution Applicant under Section 30 of the Code. Issue 2: Declaration of Entitlement to Funds in an Escrow Account MA 2615/2019 was filed by Ricoh India Ltd under Section 60(5) of the Code, seeking a declaration that INR 11,19,82,530/- out of INR 11,48,53,877/- due from E-Governance Uttar Pradesh belongs solely to the applicant. The Corporate Debtor had partnered with the applicant for an e-District Mission Mode Project and opened an Escrow Account for payments. The Tribunal referenced the judgment in Deutsche Trustee Company Ltd vs. Tulip Telecom Ltd., which discussed the nature of Escrow Accounts, stating that money in such accounts is not exclusive property of the Corporate Debtor. The Tribunal directed the Corporate Debtor to honor the Escrow Agreement and pay the specified amount to the applicant. The application was allowed. MA 3444/2019 was filed by Systel Technologies Services Private Limited under Section 60(5) of the Code, seeking similar relief for funds in an Escrow Account related to a project with the Government of Andhra Pradesh/Telangana. The Tribunal, referencing the same Deutsche Trustee judgment, directed the Corporate Debtor to honor the Escrow Agreements and apportion the specified sum to the applicant. The application was allowed. Issue 3: Treatment of Claims by the Tax Department MA 3505/2019 was filed by the Commercial Tax Department, Rajasthan, seeking acceptance of its claim of INR 11.95 Crores. The RP categorized the claim as 'amount disputed' due to ongoing legal proceedings. The RP, referencing the Supreme Court judgment in Committee of Creditors of Essar Steel India Limited Vs. Satish Kumar Gupta, proposed admitting the claim at a notional value of INR 1. The Tribunal found the RP's action in order and dismissed the application. Issue 4: Approval of the Resolution Plan MA 3711/2019 was filed by the Resolution Professional under section 30(6) of the IBC, seeking approval of the resolution plan submitted by Ebix Software India Pvt Ltd and approved by the CoC with 75.22% voting share. The Tribunal reviewed the resolution plan, which included provisions for payment to various stakeholders, appointment of a Monitoring Committee, and compliance with Sections 30 and 31 of the Code and CIRP Regulations. The Tribunal approved the resolution plan with modifications, making it binding on all stakeholders and directing the RP to forward records to the IBBI. The application was allowed and disposed of. Issue 5: Change of Vote by a Creditor on the Resolution Plan MA 3950/2019 was filed by Axis Bank seeking a direction to the RP to consider its change of vote from dissent to assent on the resolution plan. Axis Bank initially dissented due to concerns over uninvoked bank guarantees but later sought to change its vote after clarifications. The CoC did not approve the change in vote. The Tribunal, referencing the NCLAT decision in Mr. Sharad Sanghi vs. Ms. Vandana Garg & Ors., held that the CoC is the final authority on such matters and dismissed the application.
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