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TMI Blog2021 (6) TMI 840X X X X Extracts X X X X X X X X Extracts X X X X ..... 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 - Application allowed. - Janab Mohammed Ajmal, Hon ble Member (Judicial) And Shri V. Nallasenapathy, Hon ble Member (Technical) For the Applicant : Mr. Rahul Totala, Advocate with Associates For the Resolution Applicant : Mr. Ayush J. Rajani, Practising Chartered Accountant ORDER Per : V. Nallasenapathy , Member (Technical) 1.This is an Application filed by the Resolution Professional of the Corporate Debtor under Section 30(6) of the Insolvency and Bankruptcy Code, 2016 (the Code), seeking approval of the Resolution Plan submitted by Dr. Bharat Agrawal in consortium with M/s Theta Labs Private Limited (Resolution Applicant). 2.The facts leading to the Application are as under. a.Corporate Insolvency Resolution Process (CIRP) of the Corporate Debtor was initiated by this Bench by an order dated 14.08.2019 upon admission of a Petition under Section 7 of the Code and Mr. Jagdish Kumar Parulkar was appointed as the Interim Resolution Professional (IRP). The moratorium was declared w.e.f. 14.08.2019 and IRP after rece ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... oC in its 7th meeting held on 20.03.2020 resolved to replace the erstwhile RP with Mr. Mangesh Vitthal Kekre as RP (the Applicant) and the same was approved by the NCLT, Principal Bench vide order dated 08.06.2020. The Applicant took charge of the Corporate Debtor on 22.06.2020. i.The Applicant filed IA no. 1158 of 2021 on 22.04.2021 for exclusion of period covered within the Covid 19 pandemic from 23.03.2020 to 31.08.2020. It is submitted that the Resolution Plan was approved by the CoC on 04.09.2020 and the present Application has been filed on 28.09.2020. Considering the developments, the Application for exclusion was allowed by this Tribunal vide order dated 03.06.2021 by extending the CIRP period till the filing of the plan before this Tribunal. 3.The Applicant received only one Resolution Plan on 31.08.2020 from PRA- Dr. Bharat Agrawal in consortium with M/s Theta Labs Private Limited. The other PRA (Skymap Pharmaceuticals Private Limited) did not furnish any Plan. After due verification of the eligibility of the PRA in terms of Section 29 (A) of the Code, the CoC in its 15th meeting held on 04.09.2020 considered the Resolution Plan and approved the Plan with 96.84% voting sh ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... al Creditors (Note 2) (a) Related Party of Corporate Debtor - - - (b) Other than (a) above: Government (Statutory Dues) Workmen Employees Suppliers 0.62 - 0.23 154.31 0.62 - 0.23 154.31 0.62 - 0.23 1.54 Total (a) +(b) 155.16 155.16 2.39 4 Other debts and dues - - - Grand Total 3346.90 3346.90 1283.39 *This amount includes payment towards the outstanding CIRP cost ₹. 1,25,00,000/- on Effective Date. As per clause 7.4.10 of the resolution plan, if there is any unpaid CIRP costs as on effective date, the same shall be adjusted from the amount of ₹ 1280 lakhs which is proposed to be paid to BoI (secured Financial Creditor). Note1: The CIRP cost of ₹. 125 Lakhs shall be paid in priority to the payment of other debts of the Corporate Debtor and within 90 days from the date of the receipt of the certified copy of order approving the plan (Clause 7.2 (d) of the Resolution plan). Note 2: The amount due to the Operational Creditors of the Corporate Debtor under the Resolution Plan shall be given in priority over the Financial Creditor as per Regulation 38(1) of the Regulations. d.MEANS OF FUNDS: The Resolution Plan amount of ₹.1283.39 Lakhs is funded by the internal a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sfied that the Plan is in compliance of the provisions of the Code and the Regulations made thereunder. 5.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 SRA [Section 30(2)(a)]. B.Proposes to pay the Operational Creditors of the Corporate Debtor in priority over the Financial Creditor. [Section 30(2)(b)]. C.The Management of the affairs of the Corporate Debtor after approval of the Resolution Plan would be with the Resolution Applicant [Section 30(2)(c)]. D.The Plan also provides for implementation and supervision of the Resolution Plan as stated above [Section 30(2)(d)]. E.The Resolution Applicant has given a declaration that the Resolution Plan does not contravene any provisions of the law for the time being in force [Section 30(2)(e)]. 6.The Resolution Plan is in compliance of the Regulation 38 of the Regulations in terms of Section 30(2)(f) of the Code as under: a)Payment to Operational Creditor under the Resolution plan shall be given priority in payment over financial Creditors as per clause 7.3(g) o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 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(6) of the Code, it is imperative for the Resolution Professional to submit the same to the Adjudicating Authority (NCLT). On receipt of such a proposal, the Adjudicating Authority 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. 11.In CoC of Essar Steel (supra) the Hon ble Apex Court clearly laid down that the Adjudicating Authority would not have power to modify the Resolution Plan w ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on the Corporate Debtor, its employees, members, creditors, including the Central Government, any State Government 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.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. c.With regard to the reliefs and concessions sought by the Resolution Applicant in respect of the Corporate Debtor, the Monitoring Agency or the new Management, as the case maybe, may approach the respective authorities and departments for such reliefs. The authorities concerned may favourably consider such applications as deemed proper under law, keeping in view the object of resolution of the Corporate Debtor as envisaged in the Code and various pronouncements of the Hon ble Apex Court. d.The Memorandum of Association (MoA) and Articles ..... X X X X Extracts X X X X X X X X Extracts X X X X
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