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TMI Blog2020 (3) TMI 1394X X X X Extracts X X X X X X X X Extracts X X X X ..... ubmitted by M/s. Arcelor Mittal India Private Limited, the Resolution Applicant, approved by 100 % of voting in the 8th Committee of Creditor's Meeting held on 06.12.2019 is APPROVED as per Section 31(1) of the Insolvency and Bankruptcy Code, 2016. Accordingly, the same shall be binding on the Corporate Debtor, its employees, members, creditors, including the Central Government, any State Governments, or any local authority, guarantors and other stakeholders - Application allowed. - CA (IB) No. 188/CTB/2019, TP No. 41/CTB/2019 Arising out of CP (IB) No. 352/KB/2018 and CA No. 13/CTB/2020 - - - Dated:- 2-3-2020 - Sucharitha R., Member (J) and Satya Ranjan Prasad, Member (T) For Appellant: Deep Roy, Saswat K. Acharya, Ashish K. Dey, Advs., Shyam Sundar Sonthalia, CMA CS, Pinaki Misra, Sr. Adv., Sudheer Sharma, Abhishek Swaroop, Ipsit Acharya, Ashok Parija, Sr. Adv., Soummo Biswas, Advocates, Parth Gokhale, Sachin Kumar Sahu, Amit Patnaik, Adv., Ratnanko Banerji, Sr. Adv., Jishnu Chowdhury, Adv., S. Mitra, Patita Paban Bishwal, Supriyo Gole, Advs. ORDER Sucharitha R., Member (J) 1. This application has been filed by Mr. Ashish Chhawchharia, Resolution Profes ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... was submitted by M/s. Arcelor Mittal India Private Limited and M/s. Thriveni Earthmovers Private Limited. As on 30.11.2019, there were two successful Resolution Plans for approval. The Resolution Plans were placed before the 6th Committee of Creditors Meeting held on 30.11.2019. In the 7th Committee of Creditors Meeting transaction audit in accordance with the Code was submitted, no transaction under Section 43, 45, 50 and 66 were found. (viii) The two Resolution Plans one by M/s. Arcelor Mittal India Private Limited and another one by M/s. Thriveni Earthmovers Private Limited was scrutinised and Compliance Certificates for both the Plans were submitted to the Committee of Creditors by Resolution Professional Mr. Ashish Chhawchharia. (ix) In the 8th Committee of Creditors meeting held on 06.12.2019, the Resolution Plan submitted by Arcelor Mittal India Private Limited was approved with 100 % voting of the Committee of Creditors. (x) The Resolution Applicant has confirmed in its Affidavit dated 29.11.2019 that it is eligible under Section 29A of the Insolvency and Bankruptcy Code, 2016 to submit Resolution Plan. (xi) On 06.12.2019, the Resolution Professional issued Let ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... payment of: INR 13,124,788,019.00 ( Upfront Secured IFC Discharge Amount ) being 100 % of the principal amounts verified and admitted by the Resolution Professional. Unsecured Institutional Financial Creditors Debt to be permanently settled, discharged, and extinguished in full and reduced to NIL by payment of: INR 2,132,776,053.00 ( Upfront Unsecured IFC Discharge Amount ) being 100 % of the principal amounts verified and admitted by the Resolution Professional. SIFL Debt to the permanently settled, discharged, and extinguished in full and reduced to NIL by payment of: INR 3,216,000,000.00 ( Upfront SIFL Debt Discharge Amount ) being 100 % of the principal amounts verified and admitted by the Resolution Professional. ESIL Debt to be permanently settled, discharged, and extinguished in full and reduced to NIL by payment of: INR 5,010,081,000.00 ( Upfront ESIL Debt Discharge Amount ) being 100 % of the principal amounts verified and admitted by the Resolution Professional. PSCL Debt to be permanently settled, discharged, and extingu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... l Creditors under the Resolution Plan has been given priority in payment over Financial Creditors. Section III (A) (iii) (c) 3. Regulation 38(1)(b) The amount due to the dissenting creditors under the Resolution Plan has been given priority in payment over Financial Creditors. Section III (A) (iii) (b) (4) 4. Regulation 38(1A) The Resolution Plan includes a statement as to how it has dealt with the interests of all stakeholders. Section III (B) 5. Regulation 38(1B) The Resolution Applicant or any of its related parties has not failed to implement or contributed to the failure of implementation of any Resolution Plan approved under the Code. Section II (1.7) contains relevant undertakings from the Resolution Applicant, confirming compliance. 6. Regulation 39 (2) (b) The Resolution Plan provides: Section III (C) (1), (a) The term of the plan and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Source of funds. Section III (A) (vi). 8 Implementation Plan. Section III (C) (1). 9 Acquisition Structure. Section III (C) (2). 10 Implementation Schedule and Key Steps. Section III (C) (3). 11 Monitoring Agent and Monitoring Committee. Section III (C) (5) (i) and (iii). 12 Board of Directors. Section III (C) (5) (ii). 13 Effective Date Actions. Section III (C) (6). 14 Prayers, reliefs, concessions, directions. Section VII(1). 6. In Section III (C) (3) (i) of the Resolution Plan, the Resolution Applicant has provided the timeline for implementation of the Resolution Plan, as set out below: Actions Timelines Plan Approval Date. T. Issuance of the Implementation Notice. Wit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ution Professional to take possession of the asset of the Corporate Debtor and take necessary steps to recover the outstanding user charges under the Right to Use Agreement from the user of the pipeline which is the only asset of the Corporate Debtor company; (f) In the alternative, an interim order directing the Resolution Professional from not to allow any third party to use the 253 KM pipeline, the only asset of the Corporate Debtor till such time the outstanding rental is paid under the Right to Use Agreement. (g) Interim order and/or orders restraining the Resolution Professional from taking any step and/or steps towards approval of any Resolution Plan in respect of the Corporate Debtor till disposal of the Applicant's C.A.N. No. 11760 of 2016 filed in F.M.A.T. No. 1310 of 2016 (SREI Infrastructure Finance Limited -Vs- OSPIL Anr.) pending before the Hon'ble High court at Calcutta in connection with the Title Suit being T.S. No. 177 of 2016; In CA (IB) No. 12/CTB/2020 filed by Applicant i.e. SREI Infrastructure Finance Limited seeks the following prayers to be considered are as under: - (a) Allow the applicant/intervenor to be impleaded in the present ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... class. This has caused great injustice to this applicant. Based on the outstanding claim amount admitted by the Resolution Professional, if you calculate it in percentage, the applicant will get only 58 % of the admitted amount. Whereas an unsecured creditor stands to gain 72 % of the admitted claim amount. This is discriminatory, blatant on the face of it. Further, the applicant is also aggrieved by the fact that he cannot continue the claim against the personal guarantors. This is highly discriminating, none of other Financial Creditors hold personal guarantee, such a move is grave injustice to this applicant. (vii) The applicant further submits the resolution plan is discriminatory in nature, failed to take the interest of all the stake holders. Further violates Section 30(2) of IBC Code, over looked basic pillar of IBC Code, being maximization of value of asset. Hence, seeks rejection. The applicant further submits that Corporate Debtor is entitled to receive 1300 crores from Essar Steel India Limited Resolution Applicant has not kept its commitment made under Essar Steel India Limited (ESIL). The Resolution Applicant are one and the same. The Resolution Applicant paid 501.1 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Infrastructure Finance Ltd. succeeds in Company Appeal (AT) (Insolvency) No. 1407/2019, and had an opportunity to participate in CoC. The voting share of this applicant would have been only 18%. There again assuming voted against the Resolution Plan, the Resolution Plan would have been approved with 82 % voting in favour of the Resolution Plan. Hence, this Resolution Plan is binding on all stakeholders. We accept the contention that participation of this applicant in CoC, would not have, in any way altered the outcome. (x) The applicant draws our attention to approved resolution plan of Essar Steel India Limited, approved by NCLT Ahmedabad. The said Plan is not before us nor part of this application. If the Successful Resolution Applicant takes over, many corporate bodies under resolutions, each plan is separate, and implementation is separate cannot be linked and compared on the basis that Resolution Applicant is one and the same. When Resolution Applicant take over Similar companies or companies of same group, certain advantageous/disadvantageous are bound to be. But there is no illegality on the face of it. (xi) C.S. No. 177/2016 on the file of learned Civil Court, Sen ..... X X X X Extracts X X X X X X X X Extracts X X X X
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