9911796707
TMI Blog2018 (6) TMI 1192X X X X Extracts X X X X X X X X Extracts X X X X ..... f the Code. The Interim Resolution Professional shall perform all his functions religiously as are contemplated, inter alia, by Sections 15, 17, 18, 19, 20 & 21 of the Code - C.P. (IB)-540(PB)/2017 - - - Dated:- 5-4-2018 - MR. M.M. KUMAR AND MR. S.K. MOHAPATRA, JJ. For The Petitioner : Arun Kathpalia, Sr. Adv., Ms. Misha, Siddhant Kaur, Ranjeev Khatana and Vaijayant Paliwal Advs. For The Respondent : Milan Singh Negi, Mrs. Kunal Godhwani, Advs., and Parmeshwar Prasad Singh, AR JUDGMENT M.M. KUMAR, PRESIDENT The State Bank of India is a Bank established by the State Bank of India Act, 1955. It is a Parliamentary Legislation which was to transfer all the assets of imperial Bank of India to it. The Act made various provisions with regard to the transfer and other matter connected with or incidental thereto. There are many other developments which might have taken place but in the present case we are concerned with the merger of other five subsidiaries Banks into State Bank of India namely State Bank of Bikaner and Jaipur, State Bank of Hyderabad, State Bank of Mysore, State of Patiala and State Bank of Travancore. As a result of merger, the combinat ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 6685 and its registered office is situated at WZ-12A, Bhagwandas Nagar Extension, East Punjabi Bagh, West Delhi, New Delhi - 110026. Its authorized share capital is ₹ 10,00,00,000/- (Rupees Ten Crores only) and the paid up share capital is ₹ 4,73,17,000/- (Rupees Four crores Seventy Three Lakhs and Seventeen Thousand only) as per the details given in master data. Copies of Memorandum of Association, Articles of Association and the master data have been placed on record [Annexure-4 (Colly)]. 6. The Financial Creditor has proposed Interim Resolution Professional with the name of Shri Rajiv Chakraborty, 12 Sukhdev Vihar, 1st Floor, New Delhi-110025, email id [email protected]. His registration number is IBBI/IPA-001/IP-P00602/2017-2018/11053. A written communication dated 14.11.2017 in terms of Rule 9(1) of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 has also been placed on record [Annexure-5 (Colly)]. There is a declaration made by him that no disciplinary proceedings are pending against him in Insolvency and Bankruptcy Board of India or elsewhere. In addition, further necessary disclosures have been made by Mr. Rajiv Ch ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n record (Annexure-7). 9. In order to avoid lapsing of loan on account of the period of limitation the Corporate Debtor has issued the revival letters constituting its acknowledgement of liabilities towards the Financial Creditor in relation to aforesaid facilities. The following is the list of letters acknowledging the financial debt outstanding towards the respondent: (a) Revival Letter dated 17 July 2017 issued by the Corporate Debtor for the purpose of Limitation in favour of the IDBI Bank Limited (in its capacity as the lead bank of the working capital consortium). (b) Revival Letter dated 31 March 2015 issued by the Corporate Debtor for the purpose of Limitation in favour of the Financial Creditor. (c) Revival Letter dated 31 March 2016 issued by the Corporate Debtor for the purpose of Limitation in favour of the Financial Creditor. Copies of the above revival letters are annexed herein as Annexure 6 (colly). 10. The financial creditor has placed on record an overwhelming evidence to prove the default. The details of the security interest have been given in Part V which are s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 377; 5,78,29,730 and the conservative value is ₹ 4,63,00,000. (g) Description of Security: Second pari passu charge on Factory, land and building located at plot No. 4, DIC, Industrial Area, Baddi, HP admeasuring 2000 sq. mtrs. Date of ROC Registration: Updated and modified on 11 December 2014. Estimated Value: As per the valuation report, the fair market value of the said property is ₹ 2,46,98,000 and the conservative value is ₹ 2,00,00,000. (h) Description of Security: Second pari passucharge on Factory, land and building located at plot No. 196-C, Udyog Vihar, Phase VI, Sector 37, Gurgaon admeasuring 1363.90 sq. mtrs. Date of ROC Registration: Updated and modified on 11 December 2014. Estimated Value: As per the valuation report, the fair market value of the said property is ₹ 7,81,26,706 and the conservative value is ₹ 6,30,00,000. (i) Description of Security: First pari passu charge on Plot No. 64, Industrial Area, Baddi (HP) admeasuring 900 sq. mtrs. Date of ROC Registration: Updated and modified on 11 December 2014. Estimated Value: As per the valuation report, the fair market value of the said property is ₹ 1,84 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... GRANTED JY CONSORTIUM OF LENDERS INCLUDING STATE BANK OF NDIA 1. Sanction Letter bearing reference number CBGGN:AMT-II:323B issued by State Bank of India in favour of the Corporate Debtor for renewal of working capital facilities granted pursuant to Agreement of loan for overall limit dated 20 July 2009 and renewed/modified vide sanction letter dated 22 October 2010. 7 December 2011 2. Inter se Agreement executed by and amongst, inter alia, State Bank of India and other consortium lenders. 19 April 2012 3. Working Capital Consortium Agreement entered into, inter alia, between State Bank of India and the Corporate Debtor in relation to grant of working capital facilities of an amount of ₹ 360,00,00,000 (Rupees Three Hundred and Sixty Crores only) 19 April 2012 D. ENHANCEMENT OF WORKING CAPITAL FACILITIES TO ₹ 440 CRORES GRANTED BY CONSORTIUM OF LENDERS INCLUDING STATE BANK OF INDIA ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... F. ENHANCEMENT CUM RENEWAL OF WORKING CAPITAL FACILITIES TO ₹ 617.70 CRORES GRANTED BY CONSORTIUM OF LENDERS INCLUDING STATE BANK OF INDIA (including the erstwhile associate banks amalgamated w.e.f. 1 April 2017 vide Gazette notification dated 22 February 2017) 1. Sanction Letter bearing reference number CBGGN:AMT-II:30 issued by State Bank of India in favour of the Corporate Debtor for renewal of working capital facilities granted pursuant to the Supplemental Working Capital Consortium Agreement dated 10 October 2014. 27 March 2015 2. Sanction Letter bearing reference number SBP/MCB/KGM/2015-16/PK/208 issued by erstwhile State Bank of Patiala in favour of the Corporate Debtor for renewal and enhancement of working capital facilities granted pursuant to the Supplemental Working Capital Consortium Agreement dated 10 October 2014. 8 August 2015 G. ENHANCEMENT CUM RENEWAL OF WORKING CAPITAL FACILITIES TO ₹ 625.36 CRORES GRANTED BY CONSORTIUM OF LENDERS INCLUDING STATE BAN ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... CURRENCY AMOUNT 04079 CC 30789858810 INR 325868585.16 DR 04079 EPC 33055420744 INR 0.00 DR 04079 PCFC 35944388614 INR 0.00 DR 04079 BE-LC BILLS 35870570650 USD 0.00 DR 04079 INLAND LC BILLS 32038664111 INR 0.00 DR 04079 LC INLAND 31043223880 INR 0.00 DR 04079 LC IMPORT 33662525034 USD 15700.99 DR 04079 LOC 36053903902 USD 764337.00 DR 04079 BG 31523146275 INR 125257244.00 DR A copy of balance co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... --------- --------- BG (Sub-Limit of LC) (15.00) (30.00) (45.00) --------- 15.13 LOU/LOC (Sub-Limit of LC) (10.00) (30.00) (40.00) --------- --------- CEL (Sub-Limit of LC) (0.60) --------- (0.60) --------- --------- TOTAL 65.80 43.20 109.00 8.78 71.69 By the aforesaid default notice amount in default/overdues including interest and penal interest aggregating to ₹ 71,69,00,000 (Rupees Seventy One Crores and Sixty Nine Lacs Only) was demanded. 16. The financial creditor has placed on record an overwhelming evidence to prove the default. A record of default is also available with the Central Repository of Information on Large Credits (CRILC) as per its asset classific ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e of Senior Management Grade Scale-IV (SMGS-IV) and above to exercise the signing power to sign all documents, instruments, accounts, receipts, letter and advices etc. connected with the current or authorized business of the Bank in respect of all matters coming in discharge of functions of the posts held for the time being. A perusal of the authorization letter dated 22.11.2017 issued by Deputy General Manager it is patent that Mr. Sanjay Prasad, Chief Manager and Relationship Manager is an officer of Senior Management Grade Scale-IV (SMGS-IV). Accordingly, the present petition has been signed by a competent officer who is an authorized person for filing the petition. Therefore, it is claimed that the petition has been filed by a person authorized in accordance with law. The affidavit and the vakalatnama have also been signed by the aforesaid officer. 18. A rejoinder to the counter affidavit has been filed by the Financial Creditor reiterating the submissions made in the application and controverting the assertions in the counter affidavit. 19. Learned counsel for the Corporate Debtor opposed the admission and has argued that a Joint Lender s Forum has been constituted in re ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... argument also does not need to detain us because the said letter merely expresses an intention of the strategic investor to consider investing in the Corporate Debtor and the said intention is based on ifs and buts. A due diligence proposed to be conducted by the strategic investor and till date there is no concreate proposal in place. However, if the Corporate Debtor is confident about the investment from the strategic investor, the same could be examined as well by the Committee of Creditors of the Corporate Debtor along with Interim Resolution Professional after admission the present petition. 21. Another objection raised by the Corporate Debtor is that the application filed by the Financial Creditor is incomplete on account of absence of necessary disclosures in terms of the Insolvency and Bankruptcy Board of India (Insolvency Professional) Regulations, 2016 by the Interim Resolution Professional in form 2 annexed with the application. We are satisfied that the Interim Resolution Professional at pages No. 119-120 have made adequate declaration satisfying the requirement of the Rules/Regulations and therefore the objection raised by the Corporate Debtor in this regard is ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hat regard, he has submitted that the application as prescribed by Rule 4(1) of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 read with Section 7(2) of IBC has been filed. The Financial Creditor has also given the details of the merger of associate Banks which have merged with the petitioner-State Bank of India by virtue of the notification dated 22.02.2017 w.e.f. 01.04.2017. Learned counsel further submitted that the details of the default along with the dates have been clearly stated in part IV along with all the minute details. There is overwhelming evidence available in the shape of the default and name of the resolution professional has also been proposed along with his written communication. 26. Having heard the learned counsel for the petitioner and having perused the paper book with his able assistance we may first examine the provisions of Section 7(2) and section 7(5) of IBC which read as under:- Initiation of corporate insolvency resolution process by financial creditor. 7(1) 7(2) The financial creditor shall make an application under sub-section (1) in such form and manner and accompanied with such fee as may ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... perty by an owner or lessor where such property is occupied by or in the possession of the corporate debtor. 30. It is made clear that the provisions of moratorium shall not apply to transactions which might be notified by the Central Government. Additionally, the supply of the essential goods or services to the Corporate Debtor as has been specified are not to be terminated or suspended or interrupted during the moratorium period. These would include supply of water, electricity and similar other supplies of goods or services. 31. The Interim Resolution Professional shall perform all his functions religiously as are contemplated, inter alia, by Sections 15, 17, 18, 19, 20 21 of the Code. He must follow best practices and principles of fairness which are to apply at various stages of Corporate Insolvency Resolution Process. His conduct should be above board he must act independently; and he should work with utmost integrity and honesty. It is further made clear that all the personnel connected with the Corporate Debtor, its promoters or any other person associated with the Management of the Corporate Debtor are under legal obligation under section 19 of the Code to extend ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
