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TMI Blog2021 (6) TMI 1077X X X X Extracts X X X X X X X X Extracts X X X X ..... etc in full and on priority - application approved. - IA 196 of 2021 in CP (IB) 02/MB/C-II/2018, 01/MB/C-II/2018, 508/MB/C-II/2018, 509/MB/C-II/2018, 507/MB/C-II/2018, 511/MB/C-II/2018, 510/MB/C-II/2018, 562/MB/C-II/2018, 512/MB/C-II/2018, 560/MB/C-II/2018, 528/MB/C-II/2018, 564/MB/C-II/2018 - - - Dated:- 8-6-2021 - HARIHAR PRAKASH CHATURVEDI, MEMBER (J) AND RAVIKUMAR DURAISAMY, MEMBER (T) CP (IB) 563/MB/C-II/2018 For Appellant/Petitioner/Plaintiff: Gaurav Joshi, Ld. Senior Counsel, Anoop Rawat, Meghna Rajadhyaksha, Radhika Indapurkar, Bryan Pillai, Zeeshan Khan, Shivangi Kumar and Aishani Das, Ld. Advocates i/b Shardul Amarchand Mangaldas and Co. For CoC: Ravi Kadam, Ld. Senior Counsel, Bishwajit Dubey, Madhav Kanoria, Surabhi Khattar, Anush Mathkar, Naveena Varghese, Jetashree and Aarant Sarangi, Ld. Advocates i/b Cyril Amarchand Mangaldas For Resolution Applicant: Venkatesh Dhond, Ld. Senior Counsel, Shyam Kapadia, Ameet Naik, Madhu Gadodia, Shashank Trivedi and Swati Singh, Ld. Counsels i/b Naik and Naik Co. ORDER 1. By this application the Resolution Professional (in short, the RP) of Videocon Industries Limited Ors. (the Corporate Debtors) s ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... said invitation of EoI. iv) The Applicant prepared a virtual data room to enable the prospective resolution applications to conduct the due diligence. The Applicant uploaded the Information Memorandum (IM) dated 26.11.2019, on the virtual data room and submitted to the CoC members. The Applicant also uploaded other relevant data of the Corporate Debtors and a Request For the Resolution Plan ( RFRP ) which included evaluation matrix, timelines for submission of resolution plans, formats for the purpose of submission of resolution plans and other relevant terms. The RFRP, was further amended to 5th February, 2020. v) The Applicant submits that the last date for submission of EoI was 11.11.2019. The last date for submission of resolution plans by prospective resolution applicants was also extended up to 26.12.2020. The revised Form G was published on 01.11.2019 in Financial Express-All India Edition and in 8 (eight) different regional newspapers. vi) Subsequently, the prospective resolution applicants sought a further extension of the last date for submission of resolution plans. In the 6th CoC meeting held on 24.12.2019, the Applicant received the requests from the prosp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ts for extension of timelines for submission of the resolution plans. In light of the various requests received from the prospective resolution applicants, the timelines for submission of resolution plans were further extended vide various corrigenda which are listed hereunder:- CoC Meeting Date of the CoC meeting Date of publication of the corrigendum Last date for submission of resolution plan 8 31.01.2020 05.02.2020 16.03.2020 9* 16.03.2020 26.03.2020 16.04.2020 10 15.04.2020 27.04.2020 30.05.2020 11 2.052020 03.06.2020 26.06.2020 12 29.06.2020 06.07.2020 27.07.2020 13 29.07.2020 0 4.08.2020 19.08.2020 14 14.08.2020 20.08.2020 31.08.2 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... (Under Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 I, Abhijit Guhathakurta, an insolvency professional registered with the Board with registration number IBBI/IPA-003/IP-N000103/2017-2018/11158, am the resolution professional for the consolidated corporate insolvency resolution process ( CIRP ) of 13 Videocon Group Companies ( CDs / Corporate Debtors ) as listed in column 2 of Annexure A. 2. The details of the CIRP are as under: Sl. No. Particulars Description 1 Name of the CD 13 Videocon Group Companies as listed in column 2 of Annexure A 2 Date of Initiation of CIRP Refer column 3 of Annexure A 3 Date of Appointment of IRP Refer column 4 of Annexure A 4 Date of Publication of Public Announcement Refer column 5 of Annexure A 5 Date of Constitution of CoC ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... INR 4,069.95 crores 19 Liquidation value INR 2,568.13 crores 20 Number of Meetings of CoC held Refer column 9 of Annexure A for the individual CIRPs of the CDs Number of Meetings of CoC held for the consolidated CIRP of the CDs 19 meetings The Provisional List of Resolution Applicants and the Final List of Resolution Applicants were released pursuant to the Invitation for Expression of Interest dated October 11, 2019 (Revised on November 1, 2019). However, given the complexities involved in the resolution plan process, being the first consolidated corporate insolvency resolution process, considering varying levels of interests in specific/ individual asset categories and the consolidated assets of the CDs, and with a view to ensure wider participation from prospective resolution applicants, there was a corrigendum advertisement published on January 18, 2020, pursuant to approval of the CoC accorded at the 7th meeting held on January 15, 2020, further inviting all interested prospective resoluti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... (1) (2) (3) (4) (5) (6) (7) 1*** Secured Financial Creditors** (a) Creditors not having a right to vote under sub-section (2) of section 21 N.A N.A N.A N.A (b) Other than (a) above: (i) who did not vote in favour of the resolution Plan## (ii) who voted in favour of the resolution plan (b) 59,132.37 (i) 2,308.07 (ii) 56,824.30 (b) 58,522.29 (i) 2,306.63 (ii) 56,215.66 (i) 105.23## (ii) 2,779.05 (i) 4.56% (ii) 4.89% Total[(a) + (b)] 59,132.37 58,522. 29 2,884.28 4.88% 2*** Unsecured Financial Creditors (a) Creditors not having a right to vote under sub-section (2) of section 21 N.A. N.A. N.A. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... areholding in VIL on a post money fully diluted basis. Further, the non-convertible debentures to be issued to the financial creditors, which remain outstanding, shall carry a coupon of 6.65% per annum payable annually. # Amount provided over time under the Resolution Plan and includes estimated value of non-cash components. It is not NPV. ##These are the estimated amounts basis the liquidation value derived as on the insolvency commencement date, and the amounts shall be determined at the time of payout in accordance with Section 30(2) and Section 30(4) of the Code. 8. The interests of existing shareholders have been altered by the Resolution plan as under: 9. The compliance of the Resolution Plan is as under: Section of the Code / Regulation No. Requirement with respect to Resolution Plan Clause of Resolution Plan Compliance (Yes / No) 25(2)(h) Whether the Resolution Applicant meets the criteria approved by the CoC having regard to the complexity and scale of operations of business of the CD? - Yes. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... (d) provides for the management of the affairs of the corporate debtor? (d) Clause 3.9, 3.11, 8 and 9 (d) Yes (e) provides for the implementation and supervision of the resolution plan? (e) Clause 3.9, 3.11, 7, 9, 10, 11 (e) Yes (f) contravenes any of the provisions of the law for the time being in force? (f) At Clause 3.12 of the Resolution Plan, the Resolution Applicant has declared that the Resolution Plan is not in contravention of the provisions of any Applicable Laws. (f) Yes Section 30(4) Whether the Resolution Plan (a) is feasible and viable, according to the CoC? (a) Clause 5 Item-wise responses: (a) Yes The Resolution Plan has been determined to be feasible and viable by the CoC and CoC Process Advisor. Presentations in this regard were made by Dunn Bradstreet on the techno-economic viability of the Resolution Plan and the CoC Process Advisor in the meeting of CoC dated November 11, 2020. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ing details of such non-implementation? In the executive summary of the Resolution Plan (at page no. 15) the Resolution Applicant has declared that neither the Resolution Applicant nor any of its related parties has failed to implement or contributed to the failure of implementation of any other Resolution Plan approved by the Adjudicating Authority at any time in the past. Yes Regulation (a) 38(2) (b) Whether the Resolution Plan provides: (a) the term of the plan and its implementation schedule? Item-wise responses: (a) Clause 10, 3.1, Annexure 2 Item-wise responses: (a) Yes (c) (b) for the management and control of the business of the corporate debtor during its term? (b) Clause 3.9, 3.11, 8 and 9 (b) Yes (d) (c) adequate means for supervising its implementation? (c) Clause 3.9, 9 (c) Yes 38(3) Whether the resolution plan demonstrates that- (a) it addresses the cause of defaul ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ction 16(1) Commencement of CIRP and Appointment of IRP T The time period of 180 days for the consolidated CIRP, as per the Consolidation Order, commenced on August 8, 2019*. Refer column 3 and column 4 of Annexure A for the individual CIRPs of the CDs Reglation 6(1) Publication of Public Announcement T+3 Refer column 5 of Annexure A Section 15(1)(c) /Regulation 12 (1) Submission of Claims T+14 Refer column 4 of Annexure C Reglation 13(1) Verification of Claims T+21 Refer column 5 of Annexure C Section 26(6A) / Regulation 15A Application for Appointment of Authorised Representative, if necessary T+23 Refer column 6 of Annexure C Regulation 17(1) Filing of Report Certifying Constitution of CoC T+23 Refer column 7 of Annexure C Section 22(1) and regulation 1 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... D of Annexure B of this Form H. #The Provisional List of Resolution Applicants and the Final List of Resolution Applicants were released pursuant to the Invitation for Expression of Interest dated October 11, 2019 (Revised on November 1, 2019). However, given the complexities involved in the resolution plan process, being the first consolidated corporate insolvency resolution process, considering varying levels of interests in specific/ individual asset categories and the consolidated assets of the CDs, and with a view to ensure wider participation from prospective resolution applicants, there was a corrigendum advertisement published on January 18, 2020, pursuant to approval of the CoC accorded at the 7th meeting held on January 15, 2020, further inviting all interested prospective resolution applicants to submit resolution plans. **Also refer to Part D of Annexure B. 11. The time-frame proposed for obtaining relevant approvals is as under: Sl. No. Nature of Approval Name of applicable Law Name of Authority who will grant Approval When to be obtained 1 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e issued to the Financial Creditors) is achieved within a period of 45 days from the NCLT Approval Date. 13. Following are the deviations/non-compliances of the provisions of the Insolvency and Bankruptcy Code, 2016, regulations made or circulars issued thereunder (If any deviation/ non-compliances were observed, please state the details and reasons for the same): Sl. No. Deviation/Non-compliance observed Section of the Code/ Regulation No. /Circular No. Reasons Whether rectified or not 1 Deviations from certain model timelines under the Regulation 40A of the CIRP Regulations. Regulation 40A of the CIRP Regulations Reasons have been detailed in Part D of Annexure B NA 14. The Resolution Plan is being filed December 15, 2020 before the expiry of the period of CIRP provided in section 12 of the Code. Refer to Part C of Annexure B in this regard. It is further clarified that on account of notifications issued by the Government of India and Government of Maharashtra from time to time, the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to note below. d. Financial creditor wise contribution is as under: Refer to note below. Note: The same was discussed at the 19 th meeting of the CoC dated November 11, 2020, wherein the RP Chair appraised the CoC members that the consolidated CDs has sufficient cash balance to meet the consolidated liquidation costs. The CoC members concurred, took note of the same and it was decided that there may not be a requirement to vote on this agenda as there is no shortfall expected. 15B. The committee has recommended under regulation 39C as under: Note: The CoC members had deliberated during the 19 th meeting of the CoC dated November 11, 2020, to discuss the liquidation agenda items in a subsequent meeting, in the event liquidation of the CDs becomes imminent for any reason. Since the Resolution Plan is approved by CoC with voting percentage of 95.09 %, no discussions were considered necessary on this matter. 15C. The committee has fixed, in consultation with the resolution professional, the fee payable to the liquidator during the liquidation period under regulation 39D. Note: The CoC members had deliberated during the 19 th meeting of the CoC dated Nove ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he NCLT had appointed interim resolution professionals for each of the Corporate Debtors, who were thereafter confirmed as resolution professionals by the respective committee of creditors of the concerned Corporate Debtors. The CIRP way undertaken as per the provisions of the Code and the CIRP Regulations for a period or roughly one year respectively. Part B: Consolidation Subsequently, SBI had filed an application for substantive consolidation (being Miscellaneous Application No. 1306 of 2018) before this Hon'ble Tribunal. Mr. Venugopal N. Dhoot also filed an application for substantive consolidation (being Miscellaneous Application No. 1416 of 2018) before this Hon'ble Tribunal. This Hon'ble Tribunal, vide its order dated August 8, 2019 ( Consolidation Order ) partially allowed SBI's application and directed: (i) consolidation of Corporate Debtors out of the 15 Videocon group companies, namely VIL, VTL, Value, Evans, Millennium, Sky, PE, CE India, Techno, Techno Kart, Century, Applicomp and Electroworld; and (ii) CIRP of KAIL and Trend to be run independently. The Consolidation Order granted a period of 180 days from the date of the order itse ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... whole or part of the country, where the registered office of the corporate debtor may be located, shall be excluded for the purpose of counting of the period for the CIRP under Section 12 of the Code, in all cases where CIRP has been initiated and pending before any bench of the Hon'ble NCLT or in appeal before the Hon'ble NCLAT. The relevant portion of the NCLAT order has been reproduced for ready reference: the period of lockdown ordered by the Central Government and the State Governments including the period as may be extended either in whole or part of the country, where the registered office of the Corporate Debtor may be located, shall be excluded for the purpose of counting of the period for 'Resolution Process under Section 12 of the Insolvency and Bankruptcy Code, 2016, in all cases where 'Corporate Insolvency Resolution Process' has been initiated and pending before any Bench of the National Company Law Tribunal or in Appeal before this Appellate Tribunal. On account of March 30, 2020 order of the Hon'ble NCLAT, read with various notifications from Government of India and Government of Maharashtra extending lockdown in the entire state/ ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... idance applications 1. For Videocon Industries Limited, on the basis of a transaction audit report dated January 20, 2020 submitted by PricewaterhouseCoopers Private Limited and I have independently corroborated and formed a view that the suspended/ erstwhile directors/ personnel indulged in certain preferential and fraudulent transactions, which were detrimental to Videocon Industries Limited and its creditors, which in my view are preferential and fraudulent under Section 43 and 66 of the Code. An application was filed before this Hon'ble Tribunal Mumbai seeking avoidance of such transactions. 2. For Videocon Industries Limited, on the basis of a transaction audit report dated January 20, 2020 submitted by PricewaterhouseCoopers Private Limited and I have independently corroborated and formed a view that the suspended/ erstwhile directors/ personnel indulged in certain preferential and fraudulent transactions, which were detrimental to Videocon Industries Limited and its creditors, which in my view are preferential and fraudulent under Section 43 and 66 of the Code. An application was filed before this Hon'ble Tribunal Mumbai seeking avoidance of such tran ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d a view that the suspended/ erstwhile directors/ personnel indulged in certain fraudulent transactions, which were detrimental to Videocon Telecommunications Limited and its creditors, which in my view are fraudulent under Section 66 of the Code. An application was filed before this Hon'ble Tribunal Mumbai seeking avoidance of such transactions. 4. The salient features of the Resolution Plan as recorded in the sixth meeting are stated hereunder:- (in Crores) S. No. Type of Creditor Amount Claimed Amount admitted Amount provided for in the Resolution Plan Percentage of amount provided from amount claimed 1. Secured Finanial Creditor (Assenting) 56,824.30 56,215.66 2779.05 4.89 % 2. Secured Finncial Creditor (Disenting) 2,308.07 2,306.63 105.23 (estimated amounts basis the liquidation value derived on the CIRP commencement date and the amounts ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... lment of ₹ 625 crores will be due 3 years from the Closing Date, the third instalment of INR 625 crores shall be due 4 years from Closing Date, the fourth instalment of INR 625crore would become due 5 years from Closing Date and the fifth instalment of INR 625crore would become due 6 years from Closing Date. The outstanding NCDs shall carry a coupon of 6.65% annually payable. Subsequent to payment of CIRP Costs, cash balances available on the Plan Effective Date shall accrue to the financial creditors. Post implementation of the Resolution Plan, the financial creditors (except the dissenting financial creditors) will receive 8% of equity holding in VIL, on a post money fully diluted basis. 3. Workmen and Employees Admitted workmen dues INR 13.5 crores Admitted employees / non workmen dues INR 38.5 crores Approx. ₹ 52 crores Upfront cash payment pursuant to funds infused by the RA 4. Operational Creditors (i.e. operational creditors and statutory creditors) ₹ 1,178 crores (Operational) + ₹ 1,5 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 11 corporate debtors (being Applicomp, CE India, Century Appliances, Electroworld Digital Solutions, Evans Fraser Co, Millennium Appliances, PE Electronics, SKY Appliances, Techno Electronics, Techno Kart, Value Industries, (except Videocon Telecom Limited) into VIL;. The merger is intended to be effected as a part and parcel of the Resolution Plan, in terms of the process set out in Annexure 2 of the Resolution Plan, without requiring recourse to the applicable provisions of the Companies Act, 2013 and such merger shall be deemed to have been granted approval in terms of the NCLT order approving the Resolution Plan. Such a scheme of merger (as part of the Resolution Plan) is also envisaged in terms of sub-clause (ba) of Regulation 37 of the CIRP Regulations and the fact that the IBC is an exhaustive code on the subject matter of insolvency in relation to corporate entities and is complete in itself [Refer order dated December 14, 2018 of the NCLAT in Edelweiss Asset Reconstruction Company Ltd. v. Synergies Dooray Automative Ltd. and Ors. (Company Appeals (Insolvency) 169-173 of 2017)]. 3. Settlement of trust of ₹ 1,000/- in favour of the financial creditors to hold in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Implementing Entity) amounting INR 2700 crores into NCDs-which NCDs shall be issued by VIL to the Implementing Entity as envisaged in Resolution Plan. 10. Assignment of the Balance Debt to the Implementing Entity in lieu of the Implementing Entity assigning and transferring the said NCDs issued by VIL to the Implementing Entity (as envisaged in Step 9 above) to the financial creditors. OBSERVATIONS OF THE ADJUDICATING AUTHORITY 5. As per the CoC approved Resolution Plan, Assenting Secured Financial Creditors would get only 4.89%, Dissenting Secured Financial Creditors would get only 4.56%, Assenting Unsecured Financial Creditors would get only very meagre amount of 0.62%, Dissenting Unsecured Financial Creditors would get NIL/ ZERO amount and Operational Creditors would also get a very meagre amount of only 0.72%. Out of total claim amount of ₹ 71,433.75 Crores, claims admitted are for ₹ 64,838.63 Cores and the plan is approved for an amount of only ₹ 2962.02 Crores which is only 4.15% of the total outstanding claim amount and the total hair cut to all the creditors is 95.85%. Therefore, the Successful Resolution Applicant is paying almost nothing ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ere appointed as Registered Valuers, SBI Capital Markets Limited was appointed as Process Advisor, Dunn Bradstreet was appointed as Techno- Economic Viability Consultant, Kroll Associates (India) Pvt. Ltd. was appointed for conducting due diligence and eligibility check under Sec 29A of the I B code for PRA. Further Price Water House Coopers Pvt. Ltd., M/s. Batliboii Purohit, N.V. Dand Associates and Haribhakti Co., LLP were appointed as Transaction Review Auditors for all the 13 Corporate Debtors. Also V. Nair and Associates were appointed for certification of Consolidated Financial Statements of Corporate Debtor's as on 31.03.2018. 9. The registered valuers have valued the assets of the 13 companies situated throughout the country and the 13 companies have varied business interests, products, segments viz oil and gas assets, Consumer Electronics and Home Appliances such as manufacturing Air Conditioners, Refrigerators, LED/ LCD TVs, Washing Machines, Air Coolers, providing Telecom Services, digital solutions, Real Estate, Electronic Retail Chain, Owner of Two Premium Brands etc. Surprisingly the Resolution Applicant also valued all the assets and liabilities of all ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the IB Code as amended up to date casts a duty upon the Resolution Professional to examine each Resolution Plan received by him to confirm that such plan is in conformity of the following provisions:- a) provides for the payment of insolvency resolution process costs in a manner specified by the Board in priority to the payment of other debts of the corporate debtor; b) provides for the payment of debts of operational creditors in such manner as may be specified by the Board which shall not be less than, i. the amount to be paid to such creditors in the event of a liquidation of the corporate debtor under section 53; or ii. the amount that would have been paid to such creditors, if the amount to be distributed under the resolution plan had been distributed in accordance with the order of priority in sub-section (1) of section 53, whichever is higher, and provides for the payment of debts of financial creditors, who do not vote in favour of the resolution plan, in such manner as may be specified by the Board, which shall not be less than the amount to be paid to such creditors in accordance with sub-section (1) of section 53 in the event of a liquidation of the corpo ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... val of Resolution Plan, as specified U/s. 30(2)(c) of the Code. d) The implementation and supervision of Resolution Plan by the RP and the CoC as specified u/s. 30(2)(d) of the Code. 16. Moreover the RP has certified through affidavit that the Resolution Plan is not in contravention to any of the provisions of law, for the time being in force, as specified u/s 30(2)(e) of the Code. In terms of Regulation 27 of the Regulations, Liquidation value was ascertained through two registered valuers. The Liquidation value of the Corporate Debtor is ₹ 2568.13 Crores. The Fair value of the assets of the Corporate Debtor is ₹ 4069.95 Crores. 17. The RP has complied with the requirement of the Code in terms of Section 30(2)(a) to 30(2)(f) and Regulations 38(1), 38(1)(a), 38(2)(a),38(2)(b), 38(2)(c) 38(3) of the Regulations. 18. The RP has filed Compliance Certificate in Form-H along with the Resolution Plan which seems to be in order. The Resolution Plan includes a statement under regulation 38(1A) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process For Corporate Persons) Regulations, 2016 and in what manner it has dealt with the interest of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... an 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. Reverting to Section 30(2), the enquiry to be done is in respect of whether the resolution plan provides: (i) the payment of insolvency resolution process costs in a specified manner in priority to the repayment of other debts of the corporate debtor, (ii) the repayment of the debts of operational creditors in prescribed manner, (iii) the management of the affairs of the Corporate Debtor, (iv) the implementation and supervision of the resolution plan, (v) does not contravene any of the provisions of the law for the time being in force, (vi) conforms to such other requirements as may be specified by the Board. The Board referred to is established under Section 188 of the I B Code. The powers and functions of the Board have been delineated in Section 196 of the I B Code. None of the specified functions of the Board, directly or indirectly, pertain to regulating the manner in which ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... shra and Sons Private Limited (Civil Appeal No. 8129 of 2019 decided on 13.04.2021) the Hon'ble Apex Court laid down the law by giving rest to many legal issues and clarifying the legal position, under the Doctrine of Clean Slate that all claims against the Corporate Debtor prior to CIRP and after the transfer of the assets of the Corporate Debtor to the successful Resolution Applicant to be dealt with in terms of the Resolution Plan and if not forming part of such Resolution Plan shall extinguished. The relevant portion of the Supreme Court Judgment is reproduced herein below para 95; 95. In the result, we answer the questions framed by us as under: (i) That once a resolution plan is duly approved by the Adjudicating Authority under sub-section (1) of Section 31, the claims as provided in the resolution plan shall stand frozen and will be binding on the Corporate Debtor and its employees, members, creditors, including the Central Government, any State Government or any local authority, guarantors and other stakeholders. On the date of approval of resolution plan by the Adjudicating Authority, all such claims, which are not a part of resolution plan, shall stand exti ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Resolution Plan shall not be construed as waiver of any statutory obligations/liabilities of the Corporate Debtor and shall be dealt with by the appropriate Authorities in accordance with law. Under the Doctrine of Clean Slate as propounded by the Hon'ble Supreme Court in the matter of Committee of Creditors of Essar Steel V/s. Satish Gupta and Ghanashyam Mishra and Sons Private Limited. iii. The Memorandum of Association (MoA) and Articles of Association (AoA) shall accordingly be amended and filed with the Registrar of Companies (RoC), Mumbai, Maharashtra 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. iv. All the pending IA's in this regard are disposed of in the light of and aforesaid direction given to the Applicant and CoC to consider the claim of Dissenting Financial Creditors, employees and ex-employees of the Corporate Debtor and other Operational Creditors, other Stakeholders in the light of aforesaid decisions of the Hon'ble Supreme Court and take appropriate Commercial decision there ..... X X X X Extracts X X X X X X X X Extracts X X X X
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