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2018 (12) TMI 77 - Tri - Insolvency and BankruptcyInitiation of CIRP by Applicant/Corporate Debtor in respect of itself as being a Corporate Debtor Company - Held that - As perused the material available on record it shows that the Corporate Applicant has filed a copy of its Board Resolution dated 15.12.2017 by authorising Mr. Girish Kantilal Patel to file the present application on behalf of the Corporate Applicant/Corporate Debtor Company and in the absence of any contrary material, filed in the present case, we do not find any sufficient ground for rejecting the present application because the present applicant is equally having the substantial shareholdings in the Corporate Applicant/Corporate Debtor Company which has stated that it has right for revitalisation and resolution plan under the provisions of Section 10 the IB Code because the Corporate Applicant Company is having its intangible assets in the form of its Goodwill (brand name of the Company) and such goodwill amount to as purchase of brand. Hence, Goodwill expected to be calculated and held as identified asset in the books of account. Hence, Goodwill and Brand may be treated as a valued assets of a company although it may not be in physical form or reflected in the Balance Sheet. By considering the above facts and circumstances of the present case, we find the present application is found complete and deserves for admission under Section 10 of the IB Code.Therefore, the present I.B. Petition is admitted, consequently the moratorium is declared in respect of Corporate Debtor Company under Sections 13 and 14 of the IB Code.
Issues Involved:
1. Initiation of Corporate Insolvency Resolution Process (CIRP) under Section 10 of the Insolvency and Bankruptcy Code (IB Code). 2. Objections by the Secured Creditor (Punjab National Bank) regarding the completeness and bona fides of the application. 3. Legal precedence and interpretation of Section 10 of the IB Code in relation to other laws like SARFAESI Act and DRT Act. Detailed Analysis: 1. Initiation of CIRP under Section 10 of the IB Code: The Corporate Applicant, M/s. Vaman Fabrics Private Limited, filed an application under Section 10 of the IB Code seeking initiation of CIRP against itself. The application, dated 16.12.2017, was submitted in Form-6 as prescribed under Rule 7 of the Application to Adjudicating Authority Rules, 2016. The Corporate Applicant disclosed a default amounting to ?7,34,89,392.77 as of 18.03.2016, primarily owed to Punjab National Bank (PNB). The application included necessary authorizations, financial details, and the proposed name of an Interim Resolution Professional (IRP). 2. Objections by the Secured Creditor (PNB): PNB opposed the application, alleging it was filed with mala fide intentions to stall debt recovery proceedings. They argued the application was incomplete, lacking requisite documents in conformity with Rule 7(i) of the IB Code. PNB also contended that the Corporate Applicant had not filed financial statements and balance sheets with the Registrar of Companies (RoC) as required under Section 129(2) of the Companies Act, thus questioning the validity of the documents submitted. PNB further argued that the Corporate Applicant had no tangible assets, making the initiation of CIRP futile. They cited a Gujarat High Court order safeguarding the residential property of the Corporate Applicant, implying no immediate risk to the applicant's assets. Additionally, PNB expressed concerns about bearing the costs of CIRP as the sole financial creditor. 3. Legal Precedence and Interpretation of Section 10 of the IB Code: The Tribunal referred to several judgments, including the Hon'ble NCLAT's decisions in BCL Homes Ltd. Vs. Canara Bank and Unigreen Global Private Ltd. Vs. Punjab National Bank, which clarified the scope of Section 10 of the IB Code. The judgments emphasized that the adjudicating authority must admit an application if it is complete and the applicant is not ineligible under Section 11. The authority cannot reject the application based on unrelated facts or pending proceedings under other laws like the SARFAESI Act or DRT Act. The Tribunal also cited the Hon'ble Supreme Court's decision in Innoventive Industries Ltd. Vs. ICICI Bank Ltd., which affirmed that the IB Code is an exhaustive code on insolvency matters, with overriding effect under Section 238. The Supreme Court held that once a default is established, the application must be admitted unless it is incomplete. Conclusion: The Tribunal concluded that the Corporate Applicant's application was complete and met the requirements under Section 10 of the IB Code. The objections raised by PNB were found to be insufficient to reject the application. The Tribunal admitted the application, declared a moratorium under Sections 13 and 14 of the IB Code, and appointed the proposed IRP, subject to confirmation from the Insolvency and Bankruptcy Board of India (IBBI). The Tribunal directed the Corporate Applicant to cooperate with the IRP and comply with all necessary provisions under the IB Code. The moratorium order prohibited any suits, asset transfers, or recovery actions against the Corporate Debtor during the CIRP, ensuring the process could proceed without interference from ongoing legal proceedings.
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