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TMI Blog2019 (2) TMI 1352X X X X Extracts X X X X X X X X Extracts X X X X ..... ul Lakhani Adv., Ms Prachi Dave Adv., Mr Bankim Gangar Adv., i/b Dhaval Vussonjji & Associates For The Titagarh Wagons Ltd : Mr. Rajesh Kumar Chaudhary Adv. a/w Mr. Rajendra Mishra Adv., Ms. Kalyani Sharma Adv. For The BESI Marine Systems : Mr Rohit Gupta Adv., a/w Anagh Pradhan Adv., i/b Divya Shah Associates. For The CGST Commissionerate : Mr. Raguram K., IRS, The Deputy Commissioner, CGST & Central Excise and Mr Jamna Prasad Sharma, Asst. Commissioner of Customs. For The Employees, Workers, Contractor and Consultant : Adv. Jai Prakash Pawar, Mr Nimay Dare, Mr Prashant Bare. Mr. Manoj Mishra Adv., Zain Mookhi Adv., Arshil Shah Adv. Ms. Rashi Agrawal Adv. i/b Manilal Kher Ambalal & Co. ORDER Per V. P. Singh, Member (Judicial) And Ravikumar Duraisamy, Member (Technical) 1. The MA No. 170 is filed by the RP seeking approval of the Resolution Plan submitted by Edelweiss Asset Reconstruction Co. Ltd (EARC) duly approved by the CoC by a vote share of 94.3 %. 2. Initially, the Company Petition No. 292/2017 was filed under section 7 of the Insolvency and Bankruptcy Code, 2016 ("IBC") by Edelweiss Asset Reconstruction Company Ltd., Financial Creditor, for initiating Corporate Inso ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... yable after ten years as bullet repayment * INR 1000 crs debt at 0.01% interest would continue as convertible debt (option with RA) against which instrument may be issued at a later date - any unconverted portion of this would be repaid after 15 years. * Payment to ECL finance (priority loan included in total o/s) to be over and above this amount. * Equity to be issued to lenders in a manner that on a fully diluted basis all lender's hold 90% equity in the Company in proportion to their o/s. * As against this the liquidation value due to financial creditors is INR 497 crs. Pg. 74, 75 and 69 (equity structure on a fully diluted basis) and 59 (liquidation value) There is an error in this amount - liquidation value is INR 497 Crores. 4. Payment towards Workmen dues with O/S ~INR 5 crs (for last 24 months) and ~ INR 4 crs (for more than 24 months) * Payment of INR 5 cr's total to Workmen towards their dues. * Liquidation value due towards the last 24 months is ~ INR 20 lakhs where for more than 24 months in NIL. * Apart from this, a trust for employees and workmen will be created which will initially hold ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he Board and two by lenders. * A Monitoring agency will also be set up to oversee implementation of the plan. Page 72, 73, 97, 62, 98, 111,82 9. Capital Structure of the Company * Current capital structures are ~ 5 crs. shares of Face Value INR 10 each with ~40% promoter holding. * Since the net worth of the Company is completely eroded and the share does not have any book value, share capital will be written down in 2 rounds to ~ five lakhs share of FV INR 10 each. * The holding of the Promoters will be written down, and the new capital structure will have 68% held by Lenders, 10% by GOI, 20% for employee trust and balance 2% by Public Holding. * The Company will comply with SEBI guidelines at all times. * Further, the lenders will have option to issue preferential shares to the lender shareholder within the next five years to further dilute the non-lender shareholding ~10%. Page 66, 67, 68, 69 10. Sources of Funds * To implement the plan following sources will be used: - Ongoing operations - Existing liquid investment - Existing cash balance - Margin money r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... has submitted that he does not wish to press for the reliefs in this IA 21/2018. 8. The MA no. 489/2018 is filed by ARCS Ship Build Services (P) Ltd., which is one of the unsuccessful resolution applicants. This application has challenged the defects in the process of calling for resolution plans, lack of provisions of information provided for the preparation of resolution plan. The relief sought in the application is, among other things, to make the ARCS Ship Build Services (P) Ltd. a party to the proceedings and to provide a copy of the final resolution plan. 9. The MA no 461/2018 is filed by MEC Consultants, operational creditors of the corporate debtor. The relief sought in this application is, among other things, to direct the RP to pay the operational debt due as well as the lease rent of Rs. 9,82,000/-per month in respect to the plant and machinery and enabling works, materials that are owned by MEC Consultants but are lying at Corporate Debtor's yard in Dhabol till the time it is released. 10. The MA no. 482/2018 is filed by Poly-Tech Engineers, Operational Creditor of the Corporate Debtor whose part claims are disputed and not admitted. The relief sought in this ap ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the 2nd CoC meeting, 5th CoC meeting. (c) Applicant No. 2 namely, Mr Prakash Chandra Kapoor was asked to the excuse himself before the meeting before the discussion on the "Presentation Deck". (d) The expression of interests received by the RP was not disclosed to the suspended board. (e) RP has been acting collusively with the Resolution Applicant (RA) EARC as Mr Vijay Pasupathy, who has been present at the meetings of the CoC, is, in fact, part of the team of E & Y, EARC approached that prior to Insolvency Commencement Date and proposed to be engaged by EARC for (1) facilitating the development of a 'resolution plan' for the CD; (2) drafting resolution strategy/ plan; (3) work with financial creditors for approval of the appropriate resolution plan; (4) Understand commercial interest of different lenders and develop the tenets of a potential resolution plan; (5) prepare the draft resolution plan in the pre-IBC period that can be fine-tuned during the IBC based on the new information. RP is a partner of E&Y. (f) An analogy has been drawn regarding EARC approving its resolution plan with the principle of law of property that a "man cannot sell to himself" and such a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... by suspended Board of Directors to MA 584/2018 states that their objections of the suspended board were not recorded. It also states that RP has delegated his duties under the CIRP to one Mr Dinkar Subramaniam by way of a power of attorney. Subsequently, Mr Dinkar Subramaniam has been exercising the powers of the Resolution Professional under the Code, which violates Regulation 3(3) of the CIRP Regulations, as he is a partner of E&Y. It has also been contended that the CD is an indirect shareholder of Great Offshore Limited and holding 49.73% shares as on 31st March 2016. Accordingly, the CD and Great Offshore Limited are interrelated parties to each other. E&Y was also appointed as the monitoring agency in respect of Great Offshore Limited which is also a related party of the CD. This is in clear breach of the provisions of the Code of Conduct as contained in the First Schedule to the IBBI (Insolvency Professionals) Regulations, 2016. The Applicants believes that the Resolution Plan submitted by the EARC is the plan which has been prepared by E&Y under the service agreement read with the Proposal Document. In such case, the RP and EARC cannot be said to have duly examined the res ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tment banker by the CoC. 21. MA 334/2018 has been filed by the Contractors of the Corporate Debtor u/s 60(5) of the IBC read with the Rule 11 of the NCLT Rules, 2016. They have, inter-alia, prayed that (a) RP be directed to disclose on oath the details of Resolution Plans received from the potential Resolution Applicants pursuant to the Advertisement by the Interim Resolution Professional; to disclose on oath the reasons in detail for rejection of EOIs from the Potential Resolution Applicants; the concluded CIRP be set aside for being violative of the letter and spirit of the IBC;RP to consider the resolution plans submitted by various other resolution applicants in a fair and unbiased manner. The Contractors stated that their claims have been ignored by the RP and the CoC. They have submitted their claims to the Interim Resolution Professional, but they have not heard from either the Interim Resolution Professional or the RP. 22. In the Reply to MA 334/2018 filed by the RP, it has been contended that the present application is not maintainable and the reliefs sought cannot be granted by the Bench for being contrary to, and ultra vires the provisions of the IBC. It has been furth ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ees who have been terminated by the RP without following the due process of law. 26. In its reply to MA 463/2018, the RP has stated that this application is not maintainable and the relief sought cannot be granted as the same is contrary to and ultra vires the provisions of IBC. Further, the RP states that the present application has been filed to delay the grant to the approval of the resolution plan. The RP has stated that since in the present case the total debt of the Corporate Debtor is Rupees Eleven thousand three hundred seventy-three crores, whereas dues owed to operational creditors of the Corporate Debtor are Rs. Four hundred fifty-six crores which are substantially less than the statutory requirement of 10% as provided u/s 24(3)(c) of IBC. Therefore, the operational creditors do not qualify for entry in the meetings of the CoC. With regards to the termination of employees, the RP states that prior approval of CoC was taken before termination of services. 27. In MA 170/2018, under the receipt of the Resolution Plan, the suspended Board of Directors have raised following objections vis-à-vis the Resolution Plan: (a) Laying off/Right-sizing of the employees witho ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... prayer is made in respect of a preferential allotment. (l) Though the plan proceeds on the basis that it aims to continue the operations as a going concern, but it has failed to demonstrate the manner in which the same is proposed to be achieved. (m) The plan is contrary to basic tenets of the maximisation of value as envisaged in the IBC and the protection of the interest of all the stakeholders. (n) The plan contemplates that neither the CD nor the Resolution Applicant will be liable for any claims arising from the various proceedings which have been initiated in the ordinary course of business of the CD. (o) The plan proposes to continue enforcement of the rights of the creditors against the guarantors despite the conversion of the debt into equity and to write off the debt by the lenders. This is in contravention of Section 134 of the Indian Contract Act. 28. We have tested the resolution plan in the light of Section 29A which lays down the ineligibility criteria for being a Resolution Applicant. The resolution applicant, Edelweiss Asset Reconstruction Company Limited ("EARC") was incorporated in September 2009 as an asset reconstruction company by Edelweiss group alon ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to be paid to the Operational Creditors in the event of liquidation of the Corporate Debtor under Section 53. In the resolution plan, Operational Creditors' admitted dues are Rs. 187 crores whereas the resolution plan proposes the payment of Rs. 9 crores to the Operational Creditors, i.e. 4.81% of their admitted dues. It is further stated in the plan that the payment to the Operational creditors whose claims have been admitted would be made in a phased manner as given in Schedule 3 of the plan. The settlement amount and period for each operational creditor subject to a total cap of Rs. 9 crores will be at the discretion of the new management/Board. 33. It is important to mention that Hon'ble NCLAT in case of Binani Industries Ltd vs Bank of Baroda CA (AT) Insolvency No.82/2018 has held that: " the law must ensure all key stakeholders will participate to collectively assess viability. The law must ensure that all creditors who have the capability and willingness to restructure their liabilities must be part of the negotiation process. The liabilities of all creditors who are not part of the negotiation process must also be met in any negotiated solution. The IB Code aims a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Section 5D(1) of the plan which is as follows: (i) Secured and Unsecured Financial Creditors having admitted dues of Rs. 11,373.40 crores as on 06.06.2017 shall be paid as follows: (a) As mentioned in Section 5A of this plan, the debt of Rs. 93 crores would be converted into equity; (b) Continuing sustainable debt (term loan) of Rs. 400 crores at the interest of 10%. The principal would be repayable at the end of three years and accrued interest to be converted into fresh term loan payable in five equal instalments starting from the end of the fourth year. The debt facility to carry an option of pre-payment based on cash flows of the company. It will reduce in proportion to dissenting financial creditors; (c) The unsustainable term loan of Rs. 600 crores would continue in the company carrying interest at 0.01% repayable after ten years as bullet repayment. (d) A debt with the principal of Rs. 1000 crores at the interest of 0.01% would continue in the company which at the option of the resolution applicant would be convertible to any instrument being issued by the company in future. Any remaining debt after conversion would be repaid by the company at the end of 15 years. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... who have paid Rs. 600 crores. We are of the considered view that Nil amount proposed to be paid to them in the resolution plan, is not a genuine proposal, especially when the Government Departments have already paid about Rs. 148 Crores. 40. Further, no proposal is made towards repayment of any amount for advances received in addition to various waivers. The plan contains a lot of uncertainties, a lot of speculation; the plan also envisages to allot equity shares to the Government of India towards various statutory dues. 41. The public shareholding in the company would be reduced to a mere 2% from the current substantial level of approx. 60%. 42. In addition to various waivers, relaxation sought, the resolution plan sought exemption from complying with SEBI-ICDR Regulations, especially relating to lock in period which was strongly opposed by other parties. 43. It is further stated in the plan that the company is also one of the very few private sector shipyards in India to have a defence warship building license. The order book of the company shows that it has pending orders of 24 defence vessels, 9 interceptor vessel, 5 Fast Speed Boats (Indian Coast Guard), 9 Water & Sewage B ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... f margin money and Bank Guarantee in favour of the company. Resolution Applicant is not infusing any cash in the company, but Resolution Applicant's investment is only by way of refund of SBI margin money, by the sale of Kolkata Yard, the sale of Andheri Office or Bank Guarantee Margin Money for executed vessels, the sale of land at Alibaug etc. The entire cash inflow is by way of sale of assets of the company and by getting the refund of SBI margin money and release of Bank Guarantee Money. The plan is against the contract terms, which has been executed by the company with Govt. Of India for getting defence contracts from Govt of India. It is also proposed in the plan that any corporate guarantee provided by the company shall turn null and void on approval of this plan. 48. It is pertinent to mention that in the proposed plan, it is stated that the company shall continue with the existing defence warship license in its current form. The company would also bid for new orders from Indian Coast Guard and Ministry of Defence depending on its operational and financial strength. In the plan, it is also provided that all existing registration with Director General Foreign Trade, Shi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... There is no need of voting or application of mind for approving resolution plan, as it will be sold at the highest price. One would not need, Corporate Insolvency Resolution Process, Interim Resolution Professional, Resolution Professional, Interim Finance, calm period, essential services, Committee of Creditors or Resolution Applicant and detailed Regulated Process for the purpose of sale. ..... It is not an auction. Depending on the facts and circumstances of the Corporate Debtor, Resolution Applicant may propose a resolution plan that entails change of management, technology, product portfolio on marketing strategy; acquisition or disposal of assets, undertaking of business; modification of capital structure or leverage; infusion of additional resources in cash or kind over time; etc. Each plan has a different likelihood of turnaround depending on credibility and track record of 'Resolution Applicant' and feasibility and viability of a 'Resolution Plan' are not amenable to bidding or auction. It requires application of mind by the 'Financial Creditors' who understand the business well." 53. It is thus clear that resolution plan should be a plan for insol ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the company with the help of a professional management team till they find an investor for the company. 55. It is admitted that the resolution applicant is the lead lender holding 82.7% of share in financial debt, by which it may be presumed that it had access to certain information and proceedings of the CoC and the voting rights in the decision making of the CoC that a financial creditor would have. 56. When such a resolution plan, that is not with the intent of running the company, but to manage it for a specified period of time, three years as per plan, and then sell it to an investor, then it raises a doubt regarding the object of the resolution plan . The object of the Resolution Plan should be to save the company and not recovery of the debts of the financial creditors which appears to be the case in this resolution plan. 57. The plan proposes that the company will not be able to pay cash for the government dues and thus it will issue 10% shares of the company to the Government of India for the settlement of dues. The RP has sent letters to various officials of the Tax Departments seeking approval for allotment of equity shares instead of paying outstanding tax amount. On ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nto new contracts with employees/workmen, that is proposed to be retained, on revised terms as per the operational requirements of the company. The counsel for the employees, workmen and even the suspended directors vehemently opposed the proposal of right-sizing. In our view, the resolution applicant seeks to be absolved from all the liabilities concerning the termination of contracts with employees/workmen/consultants without having to comply with various laws. The order sought from this Tribunal is to terminate the contracts of the existing employees/workmen/consultants without mentioning the number of employees/workmen/consultants that will be terminated/retained or the terms on which the new contracts would be entered into. The resolution applicant wants all powers to decide the fate of employees/workmen/consultants of the company and further seeks exemption from complying with the applicable laws and immunity from any claims from the employees/workmen/consultants so terminated. We are of the strong opinion that it would be inappropriate to approve such a plan, which contravenes the law, and which is prejudicial and causing injustice to the existing employees/workers/consultan ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... & Mumbai editions, on 04.09.2017 and 11.01.2018. The corporate debtor is one of the largest shipbuilding companies in India which is primarily engaged in construction and repair of ships and rigs for Defence and commercial entities. It is one of the very few private sector shipyards in India to have a Defence Warship Building Licence. We think that prospective buyers of the company could be present across the world and the publication of advertisement calling for EOI should have been published internationally. On the contrary, the Resolution Professional published the advertisement calling for EOI only in Economic Times, Delhi and Mumbai editions and not even in all India edition. It is the responsibility of the Resolution Professional to safeguard the value of assets of the corporate debtor and take all steps to maximise the value of assets of the company. The wide publication of the EOI would have reached more prospective buyers of the corporate debtors, and thus the CoC would have received more resolution plans leading to maximisation of value of the assets of the corporate debtor, but for the failure of the Resolution Professional to take such appropriate action as per the req ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tated above. 67. The CoC approved the Resolution Plan of EARC who is the major financial creditor of the Corporate Debtor having approx. 82.5% in the vote share of the CoC. 68. Total admitted outstanding amount to financial creditors is Rs. 11,373crores, and workmen dues, employees claims, statutory claims, other claims are Rs. 1136 Crores. Thus, the total admitted claim is Rs. 12,509 Crores. If we look at the summary of proposed payment to financial creditors, as against such a huge admitted amount of outstanding, only Rs. 400 crores are proposed to be paid that too at the end of 3 years as against Rs. 11,373 crores which are only 3.5% of the outstanding debt amount. Thus, the proposed haircut is 96.5%. 69. The manner of paying the amount is by way of continuing sustainable debt of Rs. 400 crores at 10% for 3 years, and continuing unsustainable debt of Rs. 600 crores at 0.01% interest payable after 10 years and convertible debt of Rs. 1000 Crores at 0.01% interest with conversion option with resolution applicant, non converted portion to be repaid after 15 years. 70. The plan also does not envisage any upfront payment towards outstanding dues, and no concrete schedule of payme ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ed by IBBI, RP has delegated his power to the said Mr. Dinkar Venkatsubramaniam, and he has issued a letter to the erstwhile Managing Director on 08.09.2017. 75. As discussed in detail above, the Resolution Plan has not given due consideration to the interest of all the stakeholders. 76. It is noted that E&Y/E&Y LLP is providing entire service in the current CIRP like a single window system viz. the RP, Mr Dhinal Shah is partner of E&Y, the Power of Attorney holder Mr Dinkar Venkatsubramaniam is also from E&Y, RP's team members are also from E&Y, Investment Banker appointed during the CIRP is also from E&Y. This creates a conflict of interest which was even highlighted by the counsel for the suspended Board of Directors for the Corporate Debtor. We believe that the RP and CoC have failed to ensure appropriate checks and balances and failed to implement "Chinese wall" concept during the entire CIRP. Further, this will also act as a monopoly in the entire CIRP, which needs to be examined by IBBI. Therefore, we direct IBBI to examine this issue and to frame suitable guidelines. The successful Resolution Applicant wants to find a suitable buyer for the corporate debtor on a going ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... responsible for the same and proceed against but not against the current management and the company. It is also observed that the money lying with the corporate debtor are being used, assets of the corporate debtor will be sold to generate cash flow, sale of scrap, waiver of advances received from the customers especially from the Government Departments, no claim towards arbitration awards etc. which implies that the resolution applicant hardly brings in any money towards the resolution plan wherein it would acquire the entire stake/controlling interest of the corporate debtor whose market value would run into thousands of Crores as per the valuation of one of the registered valuers, and the other bidders/resolution applicants as discussed above. The proposed settlement of claims at Nil value is totally against the prudent/normal commercial practices especially when a huge amount of advances was paid by the various Departments of Government of India. 80. As per the Balance Sheet of EARC, it appears that RA does not have an adequate source/current assets to pump in the money required for investments to be made in the corporate debtor as discussed in its plan. The resolution applic ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ubmitted by the successful resolution applicant, the debts of operational creditors, the amounts to be paid to the operational creditors are not in compliance with section 30(1)(b) of the I & B Code 2016. The RA has proposed in the plan to allot 20% of shares to employees/trusts, 10% equity shares to the Government towards the Government dues which is not permissible under law as confirmed by the Departments as discussed above and also without prior sanction of the Government. 85. The RA has also not given a practical and viable plan to manage the affairs of the corporate debtor. We are of the considered view that the plan is not compliant with section 30(1)(b) in addition to other lacunas as discussed above and is in contravention of the provisions of the Law. The proposed plan is not in the interest of all stakeholders including the financial creditors, as they are taking a haircut of more than 95% and paid only around 4% that too without any certainty/fixed payment schedule. The operational creditors are proposed to be allotted shares, especially to the Government of India. The same is in addition to various waivers sought, the sale of assets of the Corporate Debtor, not to rep ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... mate object in the resolution plan is to sell the company, then it can be achieved by allowing the sale as a going concern during the liquidation process. 89. In addition to various waivers, relaxation sought, the resolution plan sought exemption from complying with SEBI-ICDR Regulations, especially relating to lock in period which was strongly opposed by other parties, also requires appropriate approval from SEBI in this regard. The Bench is of the considered view that any waiver sought in the plan, the same will be subject to the approval by the concerned authority as decided by New Delhi Bench of NCLT in the matter of Parveen Bansal v. Amit Spinning Industries Ltd. and Kolkota Bench of NCLT in the matter of Edelweiss Asset Reconstruction Company v. Jalan Intercontinental Hotels Pvt. Ltd. 90. At this stage, it is pertinent to narrate the interest evinced by other bidders and opportunity provided by the Tribunal to maximise the value of the asset of the Corporate Debtor. 91. ARCS Ship Build Services Pvt Ltd valued the company at Rs. 2300 Crores (to make an upfront payment of Rs. 200 Crores as per their previous plan and ready to revive the upfront payment substantially). Anothe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... esolution Plan and proposed to pay an upfront amount of Rs. 3000 crores by way of cash within 90 days of approval of the resolution plan together with Rs. 130 crores towards operational creditors, including statutory dues and Rs. 37 crores towards workmen and employees dues. 94. Ld. Counsel Mr Kunal Dwarkadas appearing on behalf of Geotech confirmed during the hearing on 25.9.2018 that Geotech would bring in Earnest Money Deposit of Rs. 10 crores on or before 3.10.2018 and also Bank Guarantee for a value of 10% of the resolution plan value amounting to Rs. 317 crores. The Ld. Counsel has also given an oral undertaking that if Geotech fails to submit Bank Guarantee amount of Rs. 317 crores on or before 10.10.2018, the Earnest Money Deposit amount of Rs. 10 crores paid shall be forfeited. Further Ld. Counsel has also undertaken to submit the detailed resolution plan as prescribed under the provisions of IBC on or before 01.10.2018 and also the proof of fund availability within 2 days. 95. During the hearing held on 03.10.2018, the Ld. Counsel for Geotech submitted that due to continuous Bank Holidays in India as well as Hongkong, it could not bring in Earnest Money Deposit amount t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and at the same time, not genuine/non-serious players to be discouraged. Only genuine/financially capable /serious players to participate in the resolution process and to prohibit such bidders, who dragged on the proceedings unnecessarily, causing loss to the valuation of assets, loss of employment. IBC being a new Code and evolving Code, we feel that some amount of discipline is required at the initial stage. Given the above, we direct IBBI to frame suitable guidelines in this regard. 99. Given the discussions above, facts and in circumstances of the instant matter, instead of approving the resolution plan as approved by CoC, we at this moment reject the resolution plan u/s. 31(2) of the IBC, 2016. ORDER 100. We direct that the Corporate Debtor be liquidated as per provisions of Regulation 32(b) & (e) of the IBBI (Liquidation Process) Regulations, 2016 which provides for assets in a slump sale, the corporate debtor as a going concern, in the manner as laid down in Chapter III under Part II of IBC, 2016. 101. However, considering the national importance attached to product line of the company, the customers explicitly Ministry of Defence, Indian Coastguard, Customs etc, order ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... y the Liquidator. 108. We direct the CoC/Resolution Professional for initiation of the process of the sale of the corporate debtor unit as a whole, on a going concern basis, i.e. slump sale, to extract maximum value to the assets of the company which may be in the interest of the company and its employee. 109. Since this liquidation order has been passed, no suit or other legal proceeding shall be instituted by or against the Corporate Debtor without prior approval of this Adjudicating Authority save and except as mentioned in sub-section 6 of Section 33 of the IBC. 110. Moratorium declared vide Order dated 06.06.2017 in CP No.292/2017 shall cease to exist. 111. Since the corporate debtor is a listed company, a copy of this order be served upon SEBI for initiating appropriate action as deemed fit. 112. Accordingly, the MA 170/2018 in CP 292/2017 is hereby disposed of and all connected MA 334, 473, 584/2018 & MA 377, 425, 501, 565, 602, 549/2017 and IA 334, 420/2018 & INVP 21/2018 are also hereby disposed of with a direction that the aggrieved person if any may make a claim with the Liquidator. 113. The registry is directed to communicate this order to RP, RA and all concerned ..... X X X X Extracts X X X X X X X X Extracts X X X X
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