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TMI Blog2021 (3) TMI 1252X X X X Extracts X X X X X X X X Extracts X X X X ..... ny the by Resolution Applicant. Resolution Applicant agreed to pay the full CIRP cost and also future costs if any as certified by the Resolution Professional and CoC. The Resolution Applicant is making full payments to Financial Creditors. The Resolution Plan submitted by M/s. Leadadroit Services Pvt. Ltd. is hereby approved - Application allowed. - M.A. No. 2710 of 2019 in C.P. No. 2924/IB/2018 - - - Dated:- 5-3-2021 - H.V. Subba Rao and Shyam Babu Gautam, JJ. For Appellant: Amir Arsiwala, Advocate For Respondents: Kunal Kanoonago, Advocate ORDER Authored By : H.V. Subba Rao, Shyam Babu Gautam H.V. Subba Rao, J. 1. This is an Application under Section 30(6) of the Insolvency and Bankruptcy Code, 2016 (the Code) filed by the Resolution Professional seeking approval of the Resolution Plan submitted by the Resolution Applicant, M/s. Leadadroit Services Pvt. Ltd. 2. The facts leading to the Application are as under: i. Corporate Insolvency Resolution Process (CIRP) of the Corporate Debtor was initiated by this Bench by an order dated 06.11.2018 (Admission Order) and Mr. Navin Srichand Kanjwani was appointed as Interim Resolution Professional. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ulation 27 of the IBBI (IRP for Corporate Persons) Regulations, 2016. 6. The Applicant submits that on 19.04.2019, the Applicant received resolution plan form M/s. Leadadroit Services Pvt. Ltd. (Resolution Applicant). The Applicant/RP negotiated with the Resolution Applicant to make the resolution plans more robust and to improve the same and submit the revised resolution plan. Accordingly, the resolution applicants revised their resolution plan and submitted the revised plan on 26.07.2019. Accordingly, the Applicant/RP at the 5th meeting of the CoC held on 26.07.2019 placed revised plan before the CoC members, in which detailed deliberations and discussions were carried out on the resolution plans. Following are the prospective resolution applicants: i. M/s. Leadadroit Services Pvt. Ltd. ii. M/s. Paridhi Finvest Pvt. Ltd. iii. M/s. Outcome Commercial Pvt. Ltd. 7. The RP submits that after due verification of the eligibility of the successful Resolution Applicant in terms of Section 29(A) of the Code, the CoC in its 5th meeting held on 26.07.2019 considered the revised and final Resolution Plan of M/s. Leadadroit Services Pvt. Ltd. and approved the Plan with the voti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... separately. G. Payment towards Operational Creditor -- as per Section 30(2)(b) of IBC, the Operational creditors shall be paid not less than the amount which would be payable in the event of liquidation. Since, the liquidation value is nil, payment to the Operational Creditors will be nil. However, the Resolution Applicant had made provision for ₹ 14.50 Lacs as full and final payment towards operational dues (which also includes dues of Central Government, State Government and any other local authority. H. Payment to financial creditors -- Resolution Applicant propose to pay ₹ 8.70 Lacs as full and final payment towards all dues, rights and claims of the financial creditors. Out of ₹ 8.70 Lacs, ASREC India Ltd. will be paid ₹ 8.23 Lacs and Jana Kalyan Sahakari Bank will be paid ₹ 0.46 Lacs. 9. The Resolution Plan proposes an upfront payment of INR 39.20 Lacs to creditors (including CIRP costs), in the following manner: Note 1: CIRP Costs: RA have estimated CIRP Cost to be ₹ 16,00,000/-. Any excess or shortfall will be accordingly adjusted with the Payment of financial creditor. All the CIRP Coast incurred by Resolution Profess ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rporate Debtor. Note 3: Payments to remaining Operational Creditors- However, RA will pay ₹ 14,50,000/- as full and final Payment towards remaining operational creditor (Which also includes dues of Central Government, any State Government and any other local authority) within 90 days. Note 4: Payments to Financial Creditors under the Plan- Out of the Total Resolution Amount, the RA will make payment to the financial creditors ₹ 8,70,000/- (financial debt settlement amount) as full and final settlement towards all dues, rights and claims of financial creditors. Resolution Applicant will infuse ₹ 8,70,000 in the corporate debtor against which RA will get Equity Shares of Corporate Debtor. Pursuant to this upfront payment, the financial creditors are fully discharging the Liabilities of the Corporate Debtor also including the corporate and personal guarantees issued to the relevant Financial Creditors with respect to loans and other facilities granted by the relevant Financial Creditors to the said corporate debtor. Accordingly, after due payments, the corporate and personal guarantors of the Corporate Debtor shall stand fully discharged from the books of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... by us hereinabove. 12. 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 26.07.2019 with 94.84% votes. 13. In K. Sashidhar v. Indian Overseas Bank Others MANU/SC/0189/2019 : (2019) 12 SCC 150) the Hon'ble Apex Court held that if the CoC had approved the Resolution Plan by 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 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... m part of this order. It shall be binding 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 of dues arising under any law for the time being in force is due, guarantors and other stakeholders involved in the Resolution Plan. ii. We shall clarify here that the Resolution Applicant shall take over the corporate debtor with all its assets and liabilities as per terms of approved resolution plan. If any relief concerning any identified liability of the corporate debtor is required then that needs to be specifically mentioned and sought for in the resolution plan. This bench cannot allow any general power to any resolution applicant absolving him of liability of the corporate debtor company, without knowing about the liability against which such exemption is sought in other words, relief/exemptions from only existing liabilities which are specifically identified can be sought and allowed in the resolution plan. iii. The approval of the Resolution Plan shall not be construed as waiver of any statutory obligations of the Corporate Debtor and shall be dealt ..... X X X X Extracts X X X X X X X X Extracts X X X X
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