2025 (1) TMI 952 - AT - IBC

Admission of appellant s claims as a financial creditor - inclusion in the Committee of Creditors (CoC) - HELD THAT - Admittedly in the present IAs there was no such direction sought to refer the matter to RP to consider the claims of the appellants but a direction was sought from the Ld. NCLT to direct the RP to admit and include its claims in the capacity of Financial Creditor. It is evident to note in its order dated 04.11.2022 the Ld. NCLT had kept IAs No.5284 and 5181 of 2022 pending and the RP was rather directed to place on record his decision before the Tribunal. Further on both these IAs viz. No.5181/2022 and 5284/2022 the arguments were finally heard on 1.11.2023 despite the decision dated 10.11.2022 of the RP on record and parties were even given liberty to file written synopsis alongwith case laws. However if one peruse the impugned order the arguments made in IA No.5284/2022 as well as in IA No.5181/2022 were never discussed and such applications were disposed off in terms of orders passed on 13.09.2023 by the Ld. NCLT though such orders had nothing to do with issues involved in the present IAs filed by the appellant. The issue in those applications was to consider the belated claims or to hand over the possession of the flats to bona fide allottees (including RERA decree holders) irrespective of whether they (RERA decree holders) have filed their claims or not or filed their claims after 90 days from CIRP date but claims were not admitted due to late filing and the Ld. Counsel for RP rather submitted all bona fide allottees irrespective of whether they have filed claims or not or had filed belated claims will be given possession of the flats. Conclusion - The necessity for a tribunal to provide a detailed and reasoned order addressing the specific issues and arguments presented by the parties involved. The NCLT was directed to reconsider the appellant s applications with a detailed hearing and a reasoned order. Appeal allowed.

1. ISSUES PRESENTED and CONSIDERED

The judgment primarily addresses the following legal issues:

Whether the appellant's claims as a financial creditor should be admitted and included in the Committee of Creditors (CoC).
The validity of the Resolution Professional's (RP) decision to reject the appellant's claim based on the nature of the arrangement with the debtor.
The procedural propriety of the National Company Law Tribunal's (NCLT) handling of the appellant's applications and whether they were disposed of appropriately.
Whether the appellant was given a fair opportunity to present their case and whether the NCLT's decision to dispose of the applications without a detailed hearing was justified.

2. ISSUE-WISE DETAILED ANALYSIS

Issue 1: Admission of the Appellant's Claims as a Financial Creditor

Relevant legal framework and precedents: The Insolvency and Bankruptcy Code (IBC), 2016, particularly Section 7 concerning the initiation of the Corporate Insolvency Resolution Process (CIRP) by financial creditors, and Section 42, which allows creditors to appeal against the rejection of claims.
Court's interpretation and reasoning: The court noted that the appellant's claims were initially rejected by the RP, who viewed the appellant's arrangement with the debtor as a marketing and profit-sharing arrangement rather than a financial debt.
Key evidence and findings: The appellant provided documentation supporting their claim as a financial creditor, but the RP did not accept this, leading to the exclusion of the appellant from the CoC.
Application of law to facts: The court emphasized the need for the RP to consider all submitted documents and make a decision based on the merits of the claim, as directed by the NCLT in an earlier order.
Treatment of competing arguments: The appellant argued for inclusion based on submitted documentation, while the RP maintained that the nature of the arrangement did not constitute a financial debt.
Conclusions: The court found that the NCLT had not adequately addressed the appellant's claims and directed a fresh consideration of the applications.

Issue 2: Procedural Handling by the NCLT

Relevant legal framework and precedents: The procedural rules under the IBC and the NCLT Rules, 2016, which govern the conduct of proceedings and the disposal of applications.
Court's interpretation and reasoning: The court observed that the NCLT disposed of the applications without a detailed discussion of the appellant's arguments, which were distinct from other applications considered simultaneously.
Key evidence and findings: The court noted that the NCLT's order did not address the specific issues raised by the appellant and was based on unrelated applications concerning RERA decree holders.
Application of law to facts: The court highlighted the necessity for a "speaking order" that directly addresses the issues and arguments presented by the appellant.
Treatment of competing arguments: The court acknowledged the appellant's contention that their applications were not heard on merits and the RP's argument that the appellant did not appeal the RP's rejection within the stipulated timeframe.
Conclusions: The court set aside the NCLT's order regarding the appellant's applications and remanded the matter for a fresh hearing.

3. SIGNIFICANT HOLDINGS

Preserve verbatim quotes of crucial legal reasoning: "Thus it would be appropriate to set aside the impugned order qua applications IA No.5181/2022 and 5284/2022 and we request the Ld. NCLT to look into these applications afresh and dispose them of by passing a speaking order."
Core principles established: The necessity for a tribunal to provide a detailed and reasoned order addressing the specific issues and arguments presented by the parties involved.
Final determinations on each issue: The appeals were allowed, and the NCLT was directed to reconsider the appellant's applications with a detailed hearing and a reasoned order.

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