2021 (1) TMI 811 - Tri - Insolvency and Bankruptcy

Liquidation of Corporate Debtor - Section 33 (1) (2) of the Insolvency and Bankruptcy Code 2016 - HELD THAT - Considering the fact that the 2nd CoC with 100% voting right resolved to approach the Adjudicating Authority for liquidation under Section 33(2) of IBC, this Tribunal can pass an order for liquidation as referred to in sub-clauses (i), (ii) and (iii) of clause (b) of subsection (1) of IBC. The Corporate Debtor M/s Goodwin Packpet Private Limited is hereby put under liquidation with immediate effect under Section 33(2) of IBC, 2016 - Application disposed off.

Summary

Issues: Liquidation of Corporate Debtor under Section 33(2) of the Insolvency and Bankruptcy Code, 2016

Issue 1: Liquidation Application and CoC Decisions
The Interim Resolution Professional (IRP) filed an application seeking liquidation of the Corporate Debtor under Section 33(2) of the IBC. The CoC meetings held on 18.11.2020 and 23.11.2020 discussed the lack of cooperation from the suspended directors, leading to the decision for liquidation due to the impossibility of completing the Corporate Insolvency Resolution Process (CIRP). The CoC, with 100% voting power, decided to proceed with liquidation as the Corporate Debtor was not a going concern.

Issue 2: Compliance and Affidavit Submission
The Tribunal directed the IRP to explain non-compliance with Regulation 36A of the IBBI Regulations and the delay in filing the liquidation application. The IRP submitted an affidavit detailing the decisions taken by the CoC and the dismissal of a Writ Petition filed by the Corporate Debtor challenging the CIR proceedings before the High Court of Kerala.

Issue 3: Appointment of Liquidator
During the proceedings, the IRP expressed disinterest in continuing as the Liquidator. The Tribunal decided to appoint a resolution professional from the panel of IPs issued by the Insolvency and Bankruptcy Board of India for the Kochi Zone from January to June 2021.

Issue 4: Tribunal's Order for Liquidation
Based on the CoC's decision and after considering all relevant aspects, the Tribunal ordered the liquidation of the Corporate Debtor with immediate effect under Section 33(2) of the IBC. Mr. Balakrishnan Baburajan was appointed as the Liquidator, subject to specified requirements. The Tribunal directed the IRP to continue until the Liquidator assumes charge and to hand over all relevant documents promptly.

Conclusion
The Tribunal, after thorough consideration of the facts and CoC decisions, ordered the liquidation of the Corporate Debtor under Section 33(2) of the IBC. The appointment of a new Liquidator was made, and necessary directions were issued for the seamless transition of responsibilities. The IA was disposed of on 11th January 2021, marking the conclusion of the proceedings.