2020 (12) TMI 817 - Tri - Companies Law

Amendment of Scheme by amending clause 22 therein - direction to Petitioner Companies to file revised Affidavits from the shareholders of the respective Petitioner Companies - direction to convening and holding meeting of the equity shareholders of the Petitioner Companies to seek their approval to the Scheme - HELD THAT - From the compliance report dated 18.08.2020 and other documents filed by the Petitioner Companies, the Bench observed that although the Petitioner Companies chose to send notices to all Statutory Authorities through Registered Post, notices to Secured and Unsecured Creditor have been sent by private courier Blue Dart . A certificate from the courier company has been attached of paying ₹ 57 for each such notice sent to the Secured and Unsecured creditors. Given the stage of progress made by the Petitioner Companies, the Bench is of the considered view that a fresh notice alongwith a copy of proposed scheme be given by the Petitioner Companies by Hand Delivery and acknowledgement of respective secured creditors be obtained clearly mentioning the name, designation, email id and correspondence address of the concerned dealing officer of secured creditor concerned who received the notice. This may be complied within 10 days from the uploading of the order. Further, the Petitioner companies will file an affidavit in this regard that the notices have been served upon the respective secured creditors and consents from secured creditors have been obtained by it for the proposed scheme, wherever the terms and conditions of the loan agreement, mortgage/hypothecation deed etc. provide for such condition of obtaining NOC is stipulated by the secured creditor concerned. This is to be complied at least 3 days in advance, before the next date of hearing i.e. 20th January 2021. Ld. Counsel for the Petitioner Companies states that as directed by this Tribunal the notice of the filing of the Company Application has been published in Free Press Journal and Loksatta i.e. in vernacular language Marathi both vide circulations at Maharashtra, Mumbai, stating therein that the present Company Application has been filed in this Tribunal, and any person concerned may file their representations, if any, to the Scheme in this Tribunal within 30 (Thirty) days from the date of publication of the said notice in the newspapers. The Petitioner Companies are directed to publish the notice of the date of hearing of the Company Scheme Petition, at least 10 (Ten) clear days before the hearing of the said Company Scheme Petition, in the same newspapers i.e. Free Press Journal and Loksatta i.e. in vernacular language Marathi both vide circulations at Maharashtra, Mumbai. In addition to the said direction, the Petitioner Companies are also directed to upload the said notice on the website of the respective Petitioner Companies, if any. The Petitioner Companies are directed to file an affidavit attaching acknowledgement of secured creditors and confirming that the consents have been obtained from their respective secured creditors, wherever applicable, for the scheme along with proving publication of the said notice in the newspapers, as directed herein at least 3 (Three) days before the date fixed for hearing of the Company Petition.

Summary

Issues:
1. Compliance with court orders regarding amendment to the Scheme and submission of revised Affidavits.
2. Transmission of notices to secured and unsecured creditors.
3. Publication of notices in newspapers and on websites.
4. Compliance with directions for serving notices to statutory authorities.
5. Requirement of fresh notice to secured creditors and obtaining consents.
6. Submission of compliance report and financial statements.

Comprehensive Analysis:

1. The judgment begins by stating that the court is convened by videoconferencing, and the petition is admitted for hearing on a specified date. The Senior Counsel for the Petitioner Companies submits compliance with a previous order allowing amendment to the Scheme and directing the filing of revised Affidavits from shareholders consenting to the amended Scheme. The court also directed the publication of notices in newspapers for representations from concerned parties.

2. The Senior Counsel further submits that notices were transmitted to secured and unsecured creditors as per the court's directions. A compliance report was filed proving the transmission of notices to creditors. The court observed that while notices to statutory authorities were sent through Registered Post, notices to creditors were sent by a private courier.

3. Financial statements provided by the Petitioner Companies show details of equity, secured creditors, and unsecured creditors as of a specified date. The court notes the number and value of creditors for each company.

4. The court directs the Petitioner Companies to serve a fresh notice to secured creditors by hand delivery within a specified timeframe. The companies are required to obtain acknowledgments from secured creditors and file an affidavit confirming consents obtained. Compliance with this direction is mandated before the next hearing date.

5. The judgment details the publication of notices in newspapers and compliance reports filed by the Petitioner Companies. Notices were issued to various statutory authorities as directed by the court, and compliance reports were submitted to the Registry.

6. The Petitioner Companies are directed to publish notices of the date of the hearing in newspapers and on their websites. An affidavit attaching acknowledgments from secured creditors and confirming consents obtained must be filed before the hearing date. The judgment emphasizes the importance of compliance with court orders and directions throughout the process.