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TMI Blog2022 (4) TMI 373X X X X Extracts X X X X X X X X Extracts X X X X ..... s for R-1. Mr. Ramji Srinivasan, Sr. Advocate with Ms. Rajshree Chaudhary, Ms. Ojasa Arya, Mr. Shubham Rai, Mr. Akash Yadav, Mr. Indranil Ghosh, Mr. Palzer Mokhtan, Mr. Orijit Chatterjee and Ms. Swati Dalmia, Advocates for R-2. Mr. Ratnanko Banerji, Sr. Advocate with Mr. Soorjya Ganguli, Ms. Pooja Chakrabarti, Mr. Kanishk Kejriwal and Ms. Kiran Sharma, Advocates for R-3. JUDGMENT Ashok Bhushan, J. 1. This Appeal has been filed against judgment dated 25.11.2021 passed by the Adjudicating Authority (National Company Law Tribunal), Kolkata Bench, Kolkata, rejecting I.A (IB) No. 644/KB/2021 in C.P. (IB) No. 1214/KB/2018. The Appellant, a Suspended Director of the Corporate Debtor, has filed this Appeal challenging the order of the Adjudicat ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ended Director filed I.A (IB) No. 644/KB/2021 on 17.07.2021 praying for various reliefs including prayer to set aside the entire Insolvency Resolution Process and to reinstate the Board of Directors of the Corporate Debtor. It was further prayed that proceedings instituted under Section 230 of the Companies Act, 2013 be revived. The Adjudicating Authority after hearing the Applicant as well as the Respondent by order dated 25.11.2021, rejected the Application. The Appellant aggrieved by the said order has come up in this Appeal. 2. We have heard Shri Anuj Singh, Learned Counsel for the Appellant. Learned Counsel for the Appellant challenging the impugned order submits that inclusion of the Respondent No.3 in the list of Prospective Resolut ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Scheme of Arrangement. 3. We have considered the submissions of the Learned Counsel for the Appellant and have perused the record. 4. As per Form- 'G' published, the last date for submission of the Expression of Interest was 31.12.2020. The list of Prospective Resolution Applicants was also uploaded. It is true that in the 18th meeting of the CoC dated 02.03.2021, the CoC took note of the three Resolution Plans which were received from 'Mainthan Alloys Limited', 'ESL Steel Limited' and 'Rimjhim Ispat Private Limited'. However, minutes of the 18th meeting of the CoC indicate that Resolution Plans were not voted upon in the said meeting. Similarly, in the 19th CoC meeting dated 08.03.2021 detailed discussion was made on the Resolution Plan ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... having decided to condone the delay in submission of Expression of Interest by Respondent No.3 and to include the Respondent No.3 in the list of Resolution Applicants, no exception can be taken by the Appellant to the decision of the CoC. The object of the IBC is to maximise the assets of the Corporate Debtor and as noted above, in the 19th CoC meeting, earlier Resolution Applicants were requested to revise the financial proposal. Thus, by the time Respondent Nos.3 was permitted to submit a Resolution Plan neither any Resolution Plan was accepted nor even put to e-vote. Hence, the commercial wisdom of the CoC to accept the Respondent No.3 as Prospective Resolution Applicant cannot be faulted. The Resolution Plan submitted by the Respondent ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Adjudicating Authority, the Scheme of Arrangement never came to be approved. No creditor other than State Bank of India attended the meeting. The State Bank of India has also intimated the Applicant by an e-mail dated 09.12.2020 that the financial proposal under the Scheme of Arrangement was not tenable in law. The creditor having not agreed with the Scheme, no reliance can be placed by the Appellant on the said Scheme. Further, after initiation of the CIRP, the Applicant being Suspended Director of the Corporate Debtor stands disqualified under Section 29A of the Code in submission of any Scheme of Arrangement or Resolution Plan. 7. Section 230 of the Companies Act as well as Section 29A of the Code came for consideration before the Hon'b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Section 230 of the Act of 2013. We find no merit in this contention. As explained above, the stages of submitting a resolution plan, selling assets of a company in liquidation and selling the company as a going concern during liquidation, all indicate that the promoter or those in the management of the company must not be allowed a back-door entry in the company and are hence, ineligible to participate during these stages. Proposing a scheme of compromise or arrangement under Section 230 of the Act of 2013, while the company is undergoing liquidation under the provisions of the IBC lies in a similar continuum. Thus, the prohibitions that apply in the former situations must naturally also attach to the latter to ensure that like situations a ..... X X X X Extracts X X X X X X X X Extracts X X X X
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