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TMI Blog2023 (2) TMI 1181X X X X Extracts X X X X X X X X Extracts X X X X ..... ruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (CIRP Regulations) for approval of a Resolution Plan in respect of McNally Sayaji Engineering Limited (Corporate Debtor). 4. The underlying Company Petition in C.P. (IB) No. 131/KB/2020 was filed by ICICI Bank Limited against McNally Sayaji Engineering Limited, the Corporate Debtor, under section 7 of the Insolvency and Bankruptcy Code 2016, which was admitted vide order dated 11 February 2021. 5. Initially, Mr. Jitendra Lohia, the Applicant having IBBI Reg. No. IBBI/IPA-001/IP-P00170/2017-18/10339, was appointed as the Interim Resolution Professional (IRP) and was appointed as the Resolution Professional (RP) of the Corporate Debtor on 27 December 2021. Constitution of CoC 6. The IRP made public announcement on 15 February 2021 in The Economic Times (English) (All India Edition), Dainik Jagran (Hindi) (Dhanbad Edition), Divya Bhaskar (Gujrati) (Vadodra Edition), Hosa Digantha (Kannad) (Bangalore Edition) and Aajkal (Bengali) (West Bengal Edition) newspapers regarding initiation of Corporate Insolvency Resolution Process (CIRP) and called proof of claims from the financial and operati ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e notice was also published on the website of the Insolvency and Bankruptcy Board of India (IBBI). 13. The Applicant submits that in response to the invitation for EoI published on 28 January 2022, the RP received seventeen EoIs. 14. The RP then shared the Information Memorandum, Evaluation Matrix and Request for Resolution Plan (RFRP) with the Prospective Resolution Applicants. 15. The last date for submission of Resolution Plan was 01 April 2022, which was extended till 21 April 2022. Evaluation and voting 16. The Resolution Plans were opened before the CoC in its 5th CoC meeting and the Resolution Plans were placed for discussion before the CoC in its 6th CoC meeting and the CoC requested for further revision in the Resolution Plans. 17. In the 8th CoC meeting, all the Resolution Applicants were called for negotiation and bidding. The Resolution Applicants submitted their revised Resolution Plans as discussed in the 8th CoC meeting. 18. The Resolution Plans were put for e-voting on the 11th CoC meeting held on 17 August 2022, the e-voting concluded on 24 September 2022. 19. The Resolution Plan submitted by Tega Industries Limited was approved with 99.787% voting share. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ) the liquidation value payable to the Dissenting Financial Creditors; and/or (d) there is no pending proceeding which, in the reasonable opinion of the Resolution Applicant, would have a material impact on the implementation of this Resolution Plan or any part thereof". Details on Management/Implementation and Reliefs as per the Resolution Plan - Salient Features 27. The Resolution Plan also provides for - a. Management of company after resolution in Clause 5 of Resolution Plan. b. Term of the resolution plan in Clause 4.2 of Resolution Plan. c. Implementation and Supervision of the resolution plan in Clause 5.2 of the Resolution Plan. Relinquishment/Waiver of liabilities and Approvals 28. The Reliefs, Exemptions and Waivers sought by the Resolution Applicant from the Adjudicating Authority are set out below for the successful implementation of the Resolution Plan. The orders thereon are indicated against each. Orders 29. On hearing the submissions made by the Resolution Professional, and perusing the record, we find that the Resolution Plan has been approved with 99.787% voting share. As per the CoC, the plan meets the requirement of being viable and feasible for re ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ting contracts/agreements can be granted, and no blanket orders can be granted in the absence of the parties to the contracts and agreements. With respect to the waivers with regard to extinguishment of claims which arose Pre-CIRP and which have not been claimed are granted in terms of Ghanashyam Mishra and Sons Pvt Ltd v Edelweiss Asset Reconstruction Company Ltd, [2021 SCC OnLine SC 313 decided on 13.04.2021] wherein the Hon'ble Supreme Court has held 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 Govt, any State Govt or any local authority, guarantors and other stakeholders. We place reliance on the recent judgement of Hon'ble High Court of Rajasthan in the matter of EMC v. State of Rajasthan wherein it has been inter-alia held that : "Law is well-settled that with the finalization of insolvency resolution plan and the approval thereof by the NCLT, all dues of creditors, Corporate, Statutory and others stand extinguished and no demand can be ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... o the Registrar of Companies, West Bengal. 43. The Resolution Professional shall stand discharged from his duties with effect from the date of this Order, save and except the duties envisaged in the Resolution Plan. 44. The Resolution Professional is further directed to handover all records, premises/factories/documents to the Resolution Applicant to finalise the further line of action required for starting of the operation. The Resolution Applicant shall have access to all the records and premises of the corporate debtor through the Resolution Professional to finalise the further line of action required for starting of the operation. 45. I.A. (IB) No. 1214/KB/2022 in the main Company Petition, i.e., C.P. (IB) No. 131/KB/2020 shall stand disposed of accordingly. 46. The Registry is directed to send e-mail copies of the order forthwith to all the parties for information and for taking necessary steps. 47. Certified copy of this order may be issued, if applied for, upon compliance of all requisite formalities. Order signed on the 24th day of February 2023. Foot-Notes 1 Pp. 171-174 of the I.A. 2 Annexure L at Pp. 175-176 of the I.A. 3 Annexure N at Pp. 182-194 of the I.A. ..... X X X X Extracts X X X X X X X X Extracts X X X X
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