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TMI Blog2018 (6) TMI 846X X X X Extracts X X X X X X X X Extracts X X X X ..... -02 (MB)/2018 - - - Dated:- 6-6-2018 - MR. M.K. SHRAWAT, J. For The Petitioner : Janak Dwarkadas, Mustafa Doctor, Sr. Counsel, Animesh Bisht, Anush Mathkar, Dhananjay Kumar, Abhishek Makhija, Advs. Ms. Saloni Kapadia and Ms. Surbhi Pareekh For The Respondent : . Zal Andhyarjina, Sandeep Ladda, Punit Domodar, Ms. Nikita Vardhan, Akanksha Agarwal and Nikhil Upadhya ORDER Per M. K. Shrawat, Member (Judicial) 1. A Petition has been filed on 01st January 2018 by State Bank of India in the capacity of Financial Creditor by invoking the provisions of Section 7 of the Insolvency Bankruptcy Code, 2016 ( The Code ), a Public Sector Bank incorporated on 01st July, 1955 pursuant to the enactment of State Bank of India Act, 1955, against the Corporate Debtor viz. Videocon Industries Limited, ( VIL ) having its address in district Aurangabad, Maharashtra, India, hence within the territorial jurisdiction of NCLT, Mumbai Bench. 2. The Corporate Debtor is part of the Videocon Group having business of manufacturing, assembling, marketing and distribution of Consumer Electronics and Home Appliances. It is informed that the Subsidiaries of the Group are also ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... y) as specified in Schedule I to the Working Capital Facility Agreement and forward contracts/derivatives facility of ₹ 60 Crores (Rupees Sixty Crores Only). (The above mentioned facilities granted to the Corporate Debtor by SBI are collectively referred to as the SBI Facilities ) Total debt granted to the Corporate Debtor under the SBI Facilities: ₹ 2532 Crores (Rupees Two Thousand Five Hundred and Thirty Two Crores Only) By SBH: Fund based facilities (1) Rupee term loan to the tune of ₹ 300 Crores (Rupees Three Hundred Crores Only) ( SBH RTL ), as set out in Schedule I to the RTL Agreement. (2) Further, a working capital term loan to the limit of ₹ 83 Crores (Rupees Eighty Three Crores Only) ( SBH Working Capital Facility ) was made available to the Corporate Debtor comprising of fund based facility to the tune of ₹ 29.25 Crores (Rupees Twenty Nine Crores and Twenty Five Lakhs Only) and non-fund based facilities being letter of credit facility of ₹ 51.75 crores (Rupees Fifty One Crores and Seventy Five Lakhs Only) and bank guarantee facility of ₹ 2 crores (Rupees Two Crores Only) as speci ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s made available to the Corporate Debtor comprising of fund based facility to the tune of ₹ 31 Crores (Rupees Thirty One Crores Only) and non-fund based facilities being letter of credit facility of ₹ 52 crores (Rupees Fifty Two Crores Only) and bank guarantee facility of ₹ 2 crores (Rupees Two Crores Only) as specified in Schedule I to the Working Capital Facility Agreement. (The above mentioned facilities granted to the Corporate Debtor by SBP are collectively referred to as the SBP Facilities ) Total debt granted to the Corporate Debtor under the SBP Facilities: ₹ 135 Crores (Rupees one Hundred and Thirty Five Crores Only) (The SBI Facilities, SBH Facilities, SBM Facilities, SBT Facilities, SBBJ Facilities and SBP Facilities, are collectively referred to as the Facilities ) The total amount of debt granted by the Financial Creditor to the Corporate Debtor by way of the Facilities is ₹ 3747.85 Crores (Rupees Three Thousand Seven Hundred and Forty Seven Crores and Eighty Five Lakhs Only) and the total debt outstanding as on December 27, 2017 is ₹ 3961.56 Crores (Rupees Three Thousand Nine Hundred and S ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 31.07.1995 Facilities were renewed on 04.01.2017 Balance above BG limit are against 100% cash margin. Total 2592.00 2812.07 SBBJ Facility 1 SBBJ RTL facility 100.00 Principal: 93.99 28.09.2012 Interest: 13.82 Total: 107.81 Total 100.00 1007.81 SBH Facilities 1 SBH RTL facility 200.00 Principal: 281.63 16.11. 2012 100.00 Interest: 40.87 15.05. 2013 Total: 322.50 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... SBP Facilities 1 SBP RTL Facility 16.09 Principal: 42.86 19.12.2012 2.45 Interest: 5.80 . 20.12.2012 27.31 Total: 48.66 20.12.2013 2 SBP WCTL facility - Cash Credit Facility 31.00 Principal: 57.07 24.11.2005 Facilities were renewed on 20.01.2016 Interest: 7.09 Total: 64.16 3 SBP WCTL facility - LC Facility 52.00 24.11.2005 Facilities were renewed on 20.01.2016 4 SBP WCTL facility - BG Facility 2.00 24.11.2005 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 2. Letter of Credit facilities up to a limit of ₹ 50 crore ( SBM VTL LC ) in each case, as set out in Schedule 1 to the Rupee Facility Agreement dated May 31, 2010 as amended from time to time. 4.3 Amount claimed to be in Default and the date of default is described as under:- 2. AMOUNT CLAIMED TO BE IN DEFAUL T AND THE DA TE ON WHICH THE DEFAULT OCCURRED (A TTACH THE WORKINGS FOR COMPUTA TION OF AMOUNT AND DA YS OF DEFAULT IN TABULAR FORM) Amounts under default and dates of default under the SBI Facilities: (1) The amount in default under the SBI RTL facility as on December 27, 2017 is ₹ 298.63 crores (Rupees Two Hundred and Ninety Eight Crores and Sixty Three Lakhs Only), out of which the total principal amount defaulted as on December 27, 2017 is ₹ 38.85 Crores (Rupees Thirty Eight Crores and Eighty Five Only). The first date of default under this facility was May 01, 2016. (2) The amount in default under the SBI Working Capital Facility facility (sic) as on December 27, 2017 is ₹ 44.12 crores (Rupees Forty Four Crores and Twelve Lakhs Only), ou ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... acility was May 01, 2016. Amounts and dates of default under the SBP Facilities: 1) The amount in default under the SBP RTL facility as on December 27, 2017 is ₹ 6.66 Crores ( Rupees Six Crores and Sixty Six Lakhs Only) out of which the total principal amount defaulted as on December 27, 2017 is ₹ 0.86 Crores (Rupees Eighty Six Lakhs Only). The first date of default under this facility was May 01, 2016. (2) The amount in default under the SBP Working Capita! Facility facility (sic) as on December 27, 20171s ₹ 7.16 Crores (Rupees Seven Crores and Sixteen Lakhs Only) out of which the total principal amount defaulted as on December 27, 2017 is ₹ 0.07 Crores (Rupees Seven Lakhs Only). The first date of default under this facility was May 01, 2017. Total amount in default as on December 27, 2017 under the SB! Facilities SB! Facilities, SBH facilities, SBM facilities, SBT facilities and SBBJ facilities, SBP Facilities collectively; ₹ 498.63 Crores (Rupees Four Hundred Ninety Eight Crores and Sixty Three Lakhs Only). 4.4 That vide Notice dated 05.03.2016 the Financial Creditor had demanded the Corporate D ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... oceed further, it is worth to place on record an information that the Corporate Debtor (VIL) had filed a Writ Petition before the Hon ble Bombay High Court against the Petitioner, State Bank of India. The main purpose for filing the said Writ Petition was to issue a Writ of Certiorari for quashing or setting aside a Notification of Reserve Bank of India. Alternatively, a Prayer is that the Hon ble Court be pleased to issue a Writ of Mandamus directing State Bank of India and Reserve Bank of India to appoint independent Rating Agency. The contention of the Company { VIL ) was that on one hand the negotiations were in the process with the JLF , but on the other hand the State Bank of India had filed this Petition for invocation of Insolvency Proceedings. As per the said Writ Petition a Meeting was held on 12.05.2016 among the Corporate Debtor and the members of JLF but thereafter no action was taken for the implementation. In the Writ Petition several dates are mentioned to demonstrate that the impugned Corporate Debtor had made efforts to consider the proposal of restructuring of the Debt which was agreeable to the Consortium of Banks, but while the proposal was pending, a Circular ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... t at present this default has happened because of the unexpected and unforeseen circumstances. In the month of February, 2012 the Hon ble Supreme Court had directed to cancel 156 2-G licences of various Telecom Operators. The Videocon Group was carrying on Telecom business, therefore, badly affected by the said Order of the Hon ble Supreme Court. The Telecom business was victimised and the Authorities have cancelled 21 2-G Telecom Licences. The Group had suffered huge losses in Telecom business on account of cancellation of Licence which resulted into non-payment of Bank Liabilities. 6.2 The Learned Counsel has further stated that on 18.09.2008 Videocon had executed a 50:50 Joint Venture with Brazil Petroleum Limited to have a business of Oil and Gas. The delay was caused in obtaining the sanction from the local Government, which resulted into heavy losses, 6.3 The Learned Counsel has also informed that VIL was in the business of manufacturing and supply of Cathode Ray Tube Televisions and being only manufacturer earning considerable profit margin. The business was across the world as there was a large demand of CPR-TV. However, on account of demonetization in India the Suppl ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cifications as per the Amended Petition along with the Main Petition. 9. That the admitted factual position thus emerges that the Debt as defined U/s 3(11) of The Code under consideration have been classified as Non-Performing Asset by the Consortium of Banks, listed hereinabove and there was a Default as defined U/s 3(12) of The Code of non-payment. Therefore, the basic requirement of Admission of an Application under Section 7 appears to be fulfilled for initiation of Corporate Insolvency Resolution Process ( CIRP ) . The Financial Creditor has furnished several evidences to establish the existence of the Financial Debt and sufficient record to establish the occurrence of Default . Rest of the conditions being satisfied, this Petition deserves Admission . 10. The Financial Creditor has intimated the name of the IRP Mr. Anuj Jain having Registration No. IBBI/IPA-001/IP-P00344/2017-18/10645, Address: KPMG, 1st Floor, Lodha Excelus, Apollo Mills Compound, NM Joshi Marg, Mahalaxmi, Mumbai-400 Oil, Email: [email protected]. The proposed IRP has furnished the requisite Certificate in Form No.2 that no disciplinary Proceedings is pending. On due consideration, ..... X X X X Extracts X X X X X X X X Extracts X X X X
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