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TMI Blog2022 (12) TMI 1434X X X X Extracts X X X X X X X X Extracts X X X X ..... this Adjudicating Authority vide order dated 01.09.2020, in an application filed by the financial creditor Indian Overseas Bank under Section 7 of the Code triggering the moratorium and the Applicant herein Mr. Avil Menezes was appointed as Interim Resolution Professional ('IRP'). The IRP made a public announcement in Form-A on 03.09.2020 and collated claims and thereafter constituted a Committee of Creditors ('CoC') of following financial creditors: Sr. No. Name of Financial Creditor Voting Share 1 Bank of India 17.71% 2. Punjab National Bank (including Oriental Bank of Commerce) 10.45% 3. IDBI Bank 23.99% 4. Central Bank of India 10.77% 5. UCO Bank 9.91% 6. JM Financial Asset Reconstruction Company Ltd. 2.04% 7. BOB 5.76% 8 Indian Overseas Bank 18.49% 9. SBI 0.40% 10. OSI Steel Pvt. Ltd. 0.31% 11. Frontier Steel Components Ltd. 0.17% TOTAL 100% 3. It is submitted that CoC in its 1st meeting held on 01.10.2020, resolved to appoint the Applicant as Resolution Professional of the Corporate Debtor and had also resolved to appoint three separate registered valuers for valuation of financial assets, plant and machinery, land and building of the Co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pective resolution applicants Triton Electric Vehicle LLC and Tube Investment India Ltd. seeking condonation of delay and permission to submit a resolution plan for the Corporate Debtor. These applications were allowed vide orders dated 31.01.2022 and 23.02.2022 respectively. In order dated 23.02.2022 following directions were passed: "All the Resolution Plans may be received by the RP till 15th March, 2022 evening at 6.00 pm which then can be processed and put up before the CoC for consideration." Thereafter Tube Investment India Ltd. filed an application seeking further six weeks' time to submit a resolution plan. Considering the decision of CoC, vide order dated 16.03.2022, Tube Investment India Ltd. was allowed to submit a resolution plan on or before 21.03.2022. Relevant extract of the order dated 16.03.2022 is reproduced below: "Learned Counsel for the RP states that the present Application was received by RP, and RP then consulted the five CoC members, being Nationalized Banks, were of unanimous opinion that the CoC can consider granting further time till the next date of hearing which is on 21.03.2022. The CoC was of the view that since 330 days have expired in Septem ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... .05.2022. Copy of email is annexed with the affidavit filed on 12.12.2022. 10. It is further submitted by the Applicant Resolution Professional that the resolution plan complies with provisions of Section 30(2) of Code and Regulation 38 (3A) of the CIRP Regulations. As recorded in the daily order dated 25.07.2022, the ex-management is not objecting to the plan. No application from any person was received objecting to the plan. 11. The amount provided for the stakeholders under the Resolution Plan is as under: Note1: The total Resolution Plan payout of INR 210 Crores to the financial creditors is subject to the following deductions; * Unpaid CIRP Cost over and above INR 3.73 Crores as provided in the resolution plan submitted dated 28th March 2022. * Statutory dues payable to employee in excess of INR 6.05 Crores as provided in the resolution plan. Note 2: SREI Infrastructure Finance Limited ("SREI") had filed a claim as an unsecured financial creditor for a sum of approximately Rs. 253.40 crores pursuant to a purported corporate guarantee furnished in favor of SREI by the Corporate Debtor. However, the claim was not admitted by the RP due to insufficient documents pr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... No. 4649/2022 dated 22.08.2022 and submitted as under: "16. It is submitted that in any event the Successful Resolution Applicant is planning to set up a manufacturing unit of electric vehicles in Bhuj, Gujarat, through its Indian subsidiary, by way of the Resolution Plan. Therefore, the Successful Resolution Applicant does not require approval from FIPB or any other authority under the terms of FEM NDI Rules and Consolidated Foreign Direct Investment Policy." 15. The Income Tax Department has filed a letter stating that a demand of Rs. 24,027/- is outstanding against Corporate Debtor and further an assessment proceeding for A.Y. 2014-15 & 2017-18 are going on against Corporate Debtor. 16. On perusal of records certain clarifications were sought on 29.09.2022 and an affidavit clarifying the issues were filed on 13.10.2022. The clarification sought and submission thereof made by the Applicant Resolution Professional is as under: Clarification 1: Whether the Resolution Plan under reference is in compliance with the decision of the Hon'ble Supreme Court in the case of Rainbow Papers Limited on the issue of priority of statutory dues payable by the corporate debtor. S ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... CVAL. Nevertheless, the amount payable to SBI being dissenting unsecured financial creditor in case of liquidation was nil. It is also stated that one SREI Infrastructure Finance Ltd. ('SREI') had filed its claim as financial debt towards corporate guarantee given by the Corporate Debtor on behalf of AMW Commercial Vehicles Applications Limited, on November 24, 2020 and after submission of additional documents sought by the Applicant, vide email dated 11.05.2022 its claim was admitted as an unsecured financial creditor by the Applicant on 02.06.2022 i.e. after filling of present application. Thereafter report dated 07.06.2022 certifying the reconstituted CoC was filed. Clarification 3: The discrepancy in the amounts reflected in the Resolution Plan in Form-H (pages 766 & 767) and in the IA (pages 43 to 45). Submission: The approximate amount of Rs. 253.40 crore claimed by SREI was admitted on 02.06.2022 i.e. after filling of present application and Form-H. Thus, the said claim amount is not reflecting in Form-H. However, the said amount was mentioned in Annexure I of the resolution plan and also at page 43 of the present Application. 17. Thereafter further clarifications were ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on 14 of the Code shall cease to have effect from the date of this order. III. The Resolution Plan so approved shall be binding on the Corporate Debtor and its employees, members, creditors, guarantors and other stakeholders involved in the Resolution Plan. IV. The monitoring committee as proposed in the resolution plan shall be constituted for supervising the effective implementation of the Resolution Plan. V. The Resolution Professional, Mr. Avil Menezes, is released from the duties of the resolution professional of the Corporate Debtor from the date of this order. VI. The Resolution Professional shall forthwith send a copy of this Order to the parties concerned. VII. The Resolution Professional shall forward all records relating to the conduct of the corporate insolvency resolution process and Resolution Plan to the Insolvency and Bankruptcy Board of India, to be recorded in its database. VIII. As regards to various reliefs and concessions which are being sought, we hereby grant the following reliefs and concessions only as against reliefs and concessions claimed by the resolution applicant: a) After the payment of the dues to the creditors, as per the resolution p ..... X X X X Extracts X X X X X X X X Extracts X X X X
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