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TMI Blog2020 (7) TMI 5X X X X Extracts X X X X X X X X Extracts X X X X ..... tions and procedural requirements as may be specified by the Insolvency and Bankruptcy Board of India are to be complied with. The provision further envisages a declaration from majority of the Directors of the Company regarding formation of an opinion that either the Company has no debt or that it would be able to liquidate its liability from sale proceeds of its assets with further requirements that the company is not being liquidated to defraud any person. The initiation of process of voluntary liquidation of 'M/s. TEIL Projects Limited' has not been called, in question, in this appeal. The letter of rejection referred to hereinabove dated 14th May, 2019 has admittedly been passed after notifying of Section 59 of the 'I B Code'. It is nobody's case that the winding up proceedings were pending before the Hon'ble High Court. Therefore, it would be absurd to hold that the Voluntary Liquidation Process initiated by 'M/s. TEIL Projects Limited' is not governed by Section 59 - there being specific provision in the 'I B Code' dealing with admission or rejection of claim by the Liquidator with mechanism provided for questioning the same in appe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... etter dated 14thMay, 2019 on the ground that the same was not part of the declaration dated 13th June, 2016. On appeal, the Adjudicating Authority found that the explanation by the Respondent No. 1 in regard to non submission of claim for ₹ 16,18,118/- was plausible as the amount was due and payable which had been admitted by the Liquidator in its letter of rejection, but that the Liquidator had improperly rejected the same. The Liquidator was directed to admit the claim of the Respondent No. 1 as per Form B which has already been filed by the Respondent No.1. Consequently, the letter of rejection dated 14th May, 2019 was set aside to the extent of the rejection of the claim of the Respondent No. 1. 4. Heard learned counsel for the parties and perused the record. 5. The controversy involved at the bottom of this appeal is very narrow and does not call for a very elaborate exercise as regards consideration of the issue raised in this appeal. It is beyond controversy that 'M/s. TEIL Projects Limited' is undergoing Voluntary Liquidation Process contemplated under Chapter V of Part II of the 'I B Code'. It is indisputable that Section 59 of the 'I B Code ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... debt to any person, creditors representing two thirds in value of the debt of the company shall approve the resolution passed under sub-clause (c) within seven days of such resolution. (4) The company shall notify the Registrar of Companies and the Board about the resolution under sub-section (3) to liquidate the company within seven days of such resolution or the subsequent approval by the creditors, as the case may be. (5) Subject to approval of the creditors under sub-section (3), the voluntary liquidation proceedings in respect of a company shall be deemed to have commenced from the date of passing of the resolution under sub-clause (c) of sub-section (3). (6) The provisions of sections 35 to 53 of Chapter III and Chapter VII shall apply to voluntary liquidation proceedings for corporate persons with such modifications as may be necessary. (7) Where the affairs of the corporate person have been completely wound up, and its assets completely liquidated, the liquidator shall make an application to the Adjudicating Authority for the dissolution of such corporate person. (8) The Adjudicating Authority shall on an application filed by the liquidator under sub-section ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Adjudicating Authority has no jurisdiction to adjudicate upon the claim of the Respondent No. 1 in appeal. 8. As regards order dated 29th June, 2017 issued by the Ministry of Corporate Affairs in the form of S.O. 2042 (E), be it seen that such order has been issued to clarify the position and remove difficulties regarding transfer of proceedings relating to those cases of voluntary winding-up of a company where notice of the resolution by advertisement has been given under sub-section (1) of Section 485 of the Companies Act, 1956 but the company has not been dissolved before the 1st April, 2017. The order seeks to substitute the third proviso to Section 434(1) (c) of the Companies Act, 2013 by providing that the proceedings relating to cases of voluntary winding up of a company where notice of the resolution by advertisement has been given, but the company has not been dissolved before the 1st April, 2017 shall continue to be dealt with in accordance with provisions of the Companies Act, 1956 and the Companies (Court) Rules, 1959. The order in question operates in a different field and seeks to remove difficulties regarding transfer of voluntary winding up proceedings of a compa ..... X X X X Extracts X X X X X X X X Extracts X X X X
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