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TMI Blog2020 (1) TMI 1328X X X X Extracts X X X X X X X X Extracts X X X X ..... lite Power Transmission Limited (STPL) scored 91.26%, IMR Metallurgical Resources AG score was 80.42 %. Based on the evaluation criteria set out in the RFRP Sterlite Power Transmission Limited was declared as a highest evaluated Resolution Applicant. The 31 st Committee of Creditors Meeting held on 13 th November, 2019, the Resolution Plan submitted by M/S Sterlite Power Transmission Limited (SPTL) was approved by the Committee of Creditors by 95.15 % of voting shares. The Resolution Plan submitted by M/S Sterlite Power Transmission Limited (SPTL) i.e. Resolution Applicant, approved by 95.15 % of voting share in 31 st Committee of Creditors Meeting dated 13.11.2019 is APPROVED, as per Section 31 (l) of the Insolvency and Bankruptcy Code, 2016. Accordingly, the same shall be binding on the Corporate Debtor and its employees, members, all creditors including Central and State Government and local authorities, guarantors and other stakeholders. Application allowed. X X X X Extracts X X X X X X X X Extracts X X X X ..... lution Professional. Committee of Creditors passed this resolution with 100 % voting. Meanwhile, another IA No. 19/CTB/2019 was filed seeking further exclusion of 30 days from the Corporate Insolvency Resolution Process. Both this application was allowed by this Adjudicating Authority by Order dated 08th July, 2019. Th present Resolution Professional Mr. Bhuvan Madan was appointed and 30 days of exclusion of Corporate Insolvency Resolution Process period was also granted. Hence, both IA No. 18/CTB/2019 and IA No. 19/CTB/2019 were allowed. (v) Another A No. 75/CTB/2019 was filed before this Adjudicating Authority for the exclusion of days lost in the litigations. After considering the facts and circumstances of the case, this Adjudicating Authority by Order dated 08th August, 2019 granted 98 days of exclusion from the Corporate Insolvency Resolution Process. Thereby the Corporate Insolvency Resolution Process shall end on 14th November, 2019. (vi) It is evident from Form - H that public notice was issued on 08.07.2017. The Committee of Creditors was constituted on 01st August, 2017. The 1st Committee of Creditors Meeting was held on 04th August, 2017. (vii) It is evident from ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ing both the Resolution Plans were discussed. 5. The 31st Meeting of committee of Creditors held on 1 November, 2019 which was adjourned and continued on 12th November, 2019. The Resolution Plan of both SPTL and IMR Metallurgical Resources AG were presented before the Committee of Creditors. In the same Meeting, the proposal for settlement by the promoters under Section 12 (A) of the Code, was also discussed. However, the Financial Creditor i.e. REC Ltd. was no satisfied with the settlement proposals of the promoters/Directors. Hence, the settlement proposal was rejected. Thereafter, the Resolution Plans were taken up for consideration. 6. Both the Resolution Plans were taken up for consideration by the Committee of Creditors. Both the Resolution Plans complied with the mandatory requirements stipulated under Section 30 (2) of the Code read with Regulations thereunder. The Committee of Creditors discussed the feasibility and viability of the Resolution Plans and the capability of the Resolution Applicants to implement the Resolution Plan and carry out the evaluation of the Resolution Plans. Finally, a evaluation matrix was arrived at, as per the scoring rate Sterlite Power Transm ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... lders under the approved Resolution Plan is as under: - (Amount in Rs. cr.) Sl. No. Category of Stakeholder Amount Claimed (in crores) Amount Admitted (in crores) Amount Provided under the Plan# Amount Provided to the Amount Claimed (%) 1 Secured Financial Creditors 79.51 42.16 14.60# 18.36 % 2 Unsecured Financial Creditors 834.17 766.66 265.40# 31.81 % 3 Related parties Financial Creditors 17.53 17.53 NIL NIL 4 Operational C editors 6.01 5.84 NIL NIL Government 353.61 220.58 NIL NIL Workmen NIL NIL NIL NIL Employees NIL NIL NIL NIL 5 Other Debt and Dues NIL NIL NIL NIL Total 1290.83 1052.77 280# 10. The Letter of Intent dated 14th November, 2019 was issued to the successful Resolution Applicant. It was resolved to file Approved Resolution Plan before the Adjudicating Authority for approval in terms of Section 30 (6) of the Code. Further, the successful Resolution Applicant has also undertaken to provide Performance Bank Guarantee in compliance with Regulation 36 (4A) of the CIR Regulations as contemplated in the RFRP. The mandatory requirements envisaged under Section 30 (2) of the Code is as follows: - SECTION/REGULATION ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ution Plan. Regulation 38 (2) (a) of the CIR Re ulations. The Resolution Plan shall provide the term of the plan and its implementation schedule. Section 10 of the Resolution Plan. Regulation 38 (3) (a) The Resolution Plan shall demonstrate that it addresses the cause of default. Section 5 of the Resolution Plan. Regulation 38 (3) (c) The Resolu ion Plan shall have provisions for its effective implementation. Section 7, 8, 9 and 10 of the Resolution Plan. Regulation 38 (3) (d) The Resolu ion Plan shall have provisions for approvals required and the timeline for the same. Section 7 of the Resolution Plan. The mandatory requirements of the provisions of the Insolvency and Bankruptcy Code, 2016 and CIR Regulations are complied with. 12. Summary of the Approved Resolution Plan as stated in the application: - (i) Corporate Insolvency Resolution Process costs - CIR Process cost shall be paid in full and in priority to other creditors from the cash flow generated by the Corporate Debtor. In case of any shortfall, the successful Resolution Applicant will infuse funds by way of equity or convertible securities or subordinate convertible loans or any other appropriate means, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... icant. (g) Resolution Plan in Annexure 4 has requested certain relief and concessions. It is clarified that disallowances of the concessions, reliefs and dispensations as sought for, shall not impact the effectiveness or implementation of the Resolution Plan. In respect to the relief, concessions, dispensations as sought for, the same shall be governed by Rules in accordance with law. 13. The Resolution Professional has filed Compliance Certificate in Form - H as per Regulation 39 (4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, does not contravene any of the provisions of the law for the time being in force. 14. The Resolution Applicant i.e. M/S Sterlite Power Transmission Limited has submitted an affidavit pursuant to Section 30 (1) of the Insolvency and Bankruptcy Code, 2016 confirming its eligibility under Section 29 A of the Insolvency and Bankruptcy Code, 2016. 15. It is disclosed in Form - H that the Resolution Professional has determined the transaction of the nature covered under Sections 43, 45, 50 or 66 as the case may be, of the Insolvency and Bankruptcy Code, 2016, and that appropriate a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... never be the asset of the Corporate Debtor. Any direction/inclusion to sell the individual shares of the promoters of Facor Power Limited is blatant violation. However, it is clarified by Resolution Professional and Committee of Creditors that it is only an "exist option" for the Directors, and not a mandatory. It is purely the wish of the promoters to either benefit from the Clause or not. b. In respect of the inclusion of expertise in "Power" in RFRF, the Corporate Debtor has more than 86.09 % of shareholding in Facor Power Ltd. and it is an asset of the Corporate Debtor. Hence, the Resolution Applicant ought to maximize the asset. Hence, the expertise in "power" become inevitable. The objections raised by applicant in IA No. 175/CTB/2019 are overruled. IA No. 175/CTB/2019 is DISMISSED. Orders passed vide separate sheet. (iii) CA (IB) No. 162/CTB/2019 and CA (IB) No. 176/CTB/2019 is filed by Government of India through Office of the Assistant Commissioner, GST & Central Excise, Balasore Division, Bhubaneswar GST Commissionerate. Both applications are DISMISSED. Orders passed in separate sheet. ORDER 19. The Resolution Plan submitted by M/S Ster ..... X X X X Extracts X X X X X X X X Extracts X X X X
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