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TMI Blog2021 (4) TMI 1128X X X X Extracts X X X X X X X X Extracts X X X X ..... hority is required to satisfy itself that the Resolution Plan as approved by CoC meets the requirements specified in Section 30(2). The Hon ble Court observed that the role of the NCLT is no more and no less . The Hon ble Court further held that the discretion of the Adjudicating Authority is circumscribed by Section 31 and is limited to scrutiny of the Resolution Plan as approved by the requisite percent of voting share of financial creditors. Even in that enquiry, the grounds on which the Adjudicating Authority can reject the Resolution Plan is in reference to matters specified in Section 30(2) when the Resolution Plan does not conform to the stated requirements. The Resolution Plan as approved by the CoC under Section 30(4) of the Code meets the requirements of Section 30(2) of the Code and Regulations 37 and 38 of the Regulations. The Resolution Plan is not in contravention of any of the provisions of Section 29A of the Code and is in accordance with law. The same needs to be approved as provided under Section 31 of the Code - application allowed. - Janab Mohammed Ajmal, Hon ble Member (Judicial) Shri V. Nallasenapathy, Hon ble Member (Technical) For the Applicant : Pradeep S ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Further the date of submission of Resolution Plan was extended by 30 days from the date of amended RFRP and the remaining PRA submitted the revised Resolution Plan on 14.08.2020. 7. Further the Applicant filed an Application IA No. 1034 of 2020 for exclusion of 52 days due to the delay in receiving exclusion order and 42 days for delay in receiving the order for appointment of Applicant as RP, in addition to Covid-19 lockdown period. The same was allowed by this Tribunal vide its order dated 18.12.2020 by extending period of CIRP by 105 days to end on 02.04.2021. 8. After due verification of the eligibility of the PRA in terms of Section 29 (A) of the Code, the CoC in its 16th meeting held on 20.11.2020 considered the revised and final Resolution Plan of Mr. Ashok Atre and approved the Plan with 100% voting share. 9. Salient features of the Resolution Plan: a. SUCCESSFUL RESOLUTION APPLICANT (SRA): The SRA is the Promoter of the Corporate Debtor i.e., Transparent Energy Systems Private limited (TESPL). The SRA founded TESPL in 1986. He holds more than three decades of experience in the field of Boilers and Thermal systems related equipment s design and manufacturing. The Company i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nad Cement with the High Court of Madras 404.00 0-6 Months Administrative charges deducted by the High Court of Madras to be recovered from M/s Chettinad Cement 9.00 0-6 Months Accrued interest on amount deposited by M/s Chettinad Cement in the High Court of Madras 16.00 0-6 Months Current balance in the bank 24.86 6-12 Months account of the Company at HDFC Bank, Pune Sale of Scrap 35.00 0-6 Months Fresh Equity infusion by RA 10.00 0-6 Months Payment by Mr. Ashok Atre to SBI for release of his personal Guarantee 40.00 30-36 Months Withdrawal of amount deposited by the Creditors of Company in the High Court of Bombay 12.00 0-6 Months Recovery from Litigations 1285.00 50.00 Lakhs in 12-18 months 200.00 Lakhs in 18-24 months 400.00 Lakhs in 24-30 months 635.00 Lakhs in 30-36 months Sale of Thane Office 50.00 12-18 months Group Gratuity Fund (Note 2) 65.00 0-6 months Total 2,273.52 Note 2: The amount of Rs.. 65 Lakhs available in the form of Group Gratuity Fund (held in LIC of India in the name of a trust formed by the Corporate Debtor) will be used entirely for payment of Gratuity amount. The balance amount of Rs.. 19.42 Lakhs (84.42 - 65 Lakhs) will be made available for Gratuity pay ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e as well as Regulations 38 and 39 of the Insolvency and Bankruptcy Board of India (Corporate Insolvency Resolution Process) Regulations, 2016 (the Regulations) and has submitted his Form H under Regulation 39 (4) thereof. That the Plan is in compliance with the provisions of the Code and the Regulations. It is further submitted that Section 29A of the Code does not apply to the SRA as the Corporate Debtor is an MSME and SRA being its Promoter is eligible under Section 240A of the Code to submit Resolution Plan. h. PERFORMANCE SECURITY: The SRA conveyed the acceptance of Letter of Intent (LoI) on 22.11.2020 and complied with the requirement of Performance Security of Rs.. 40,00,000/-in the form of Bank Deposit. Copy of the said LoI, cheque dated 22.06.2020 towards EMD of Rs.. 10,00,000/- and Demand Draft dated 20.11.2020 of Rs.. 30,00,000/- has been submitted as proof. 10. The Applicant submits that the Resolution Plan meets the requirement of Section 30 (2) of the Code in the following manner: A. Plan provides for the payment of CIRP cost in full and in priority from the fund to be infused by the Resolution Applicant [Section 30(2)(a)]. B. Proposes to pay the Operational Creditors ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... faced with undecided claims after the resolution plan submitted by him has been accepted as this would amount to a hydra head popping up which would throw into uncertainty amounts payable by a prospective resolution Applicant who successfully take over the business of the corporate debtor. All claims must be submitted to and decided by the resolution professional so that a prospective resolution Applicant knows exactly what has to be paid in order that it may then take over and run the business of the corporate debtor. This the successful resolution Applicant does on a fresh slate, as has been pointed out by us hereinabove. 14. In view of the above ruling of the Apex Court, the Resolution Applicant takes over the Corporate Debtor with all its assets and liabilities as specified in the Resolution Plan subject to orders passed herein. As already indicated the Resolution Plan has been approved by the CoC in its meeting held on 20.11.2020 with 100% votes. 15. In K. Sashidhar v. Indian Overseas Bank Others: 2019 SCC Online SC 257 (2019) 12 SCC 150) the Hon ble Apex Court held that if the CoC had approved the Resolution Plan with requisite percent of voting share, then as per section 30 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ernment or any local authority to whom a debt in respect of the payment arising under any law for the time being in force is due, guarantors and other stakeholders involved in the Resolution Plan. b. The Memorandum of Association (MoA) and Articles of Association (AoA) shall accordingly be amended and filed with the Registrar of Companies (RoC), concerned for information and record. The Resolution Applicant, for effective implementation of the Plan, shall obtain all necessary approvals, under any law for the time being in force, within such period as may be prescribed. c. As far as the permits held by the Corporate Debtor and the rights and benefits accrued therein, the Corporate Debtor (under the new Management) needs to approach the authorities concerned for renewal and that the same may have to be considered by them favourably, subject to relevant Law and Rules, so that the implementation of Plan becomes smooth. d. Henceforth, no creditors of the erstwhile Corporate Debtor can claim anything other than the liabilities referred to in Paras supra. e. The moratorium under Section 14 of the Code shall cease to have effect from this date. f. The Applicant shall supervise the implemen ..... X X X X Extracts X X X X X X X X Extracts X X X X
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