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TMI Blog2024 (1) TMI 1164X X X X Extracts X X X X X X X X Extracts X X X X ..... Adjudicating Authority proceeding to examine the objections on merits and thereafter saying that Appellant has no locus is a contradiction in itself. On looking into the facts and sequence of events, the Appellant has submitted offer after receipt of EOI and RFRP for Resolution Plan. The Appellant also revised its offer and had negotiation with CoC and RP, which is a fact established from the record. The RP and CoC interacted with the Appellant in respect of its offer and it appears that on the basis of the offer submitted by the Appellant Right of First Refusal was exercised by Respondent No.2 and consequently offer was received Company Appeal (AT) (Insolvency) No.1650 of 2023 10 from Respondent No.2, which find favour by the CoC. The Appellant, who participated in the process cannot be said to be a person having no locus to object the Application filed by the RP for approval of offer submitted by Respondent No.2. Appeal disposed off. - Justice Ashok Bhushan] Chairperson , [Mr. Barun Mitra] Member (Technical) And [Mr. Arun Baroka] Member (Technical) For the Appellant : Mr. Arun Kathpalia, Sr. Advocate with Mr. Siddharth Ranade, Ms. Nishi Bhankharia, Ms. Bani Brar, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... $32,500,000. Thereafter, the RP requested Applicant to present a revised offer in view of multiple extensions given by the RP. Accordingly, the Applicant presented a revised offer ( Second Offer ) dated August 31 2022, for the acquisition of 17.857% of the PI in the Wahoo Field. Thereafter, during the 8th meeting of the Core Committee, after the discussion on Secord Offer, a counterproposal was made by the Core Committee, which was accepted by the Applicant. The Applicant, on November 21, 2022, ultimately submitted a revised offer ( Third Offer ) along with all the documents requested by the RP, receipt of which the RP acknowledged and confirmed. 3. Thereafter, the RP did not revert to the Applicant after the submission of Third Offer. It had come to the knowledge that in the IM it was provided that the indirect acquisition of the PI is subject to the rights of contractual counterparties, including BPRL. The VEBL and BPRL were the contractual counterparties in a Quotaholders Agreement, which was regarding the governance of IBV, dated September 12, 2008. Basis the Quotaholders Agreement, the COC and the RP have arrived at terms with BPRL for BPRL to acquire VEBL's quotas/ ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... No. 2787 of 2023; D. In the alternative to Prayer B, that this Hon ble Tribunal be pleased to permit the Applicant to file Affidavits / pleadings and make submissions at the time of hearing of Interlocutory Application No. 2787 of 2023: E. Pending the hearing and final disposal of this Application, this Hon ble Tribunal be pleased to stay the proceedings in Interlocutory Application No. 2787 of 2023; (iii) Reply was filed by the RP to the Intervention Application and Adjudicating Authority heard the Applicant/ Appellant, RP as well as Committee of Creditors ( CoC ) and Counsel for Respondent No.2 and by the impugned order rejected the Intervention Application on the ground that Applicant has no locus to file the Application. The Adjudicating Authority held that Applicant has no locus in the matter nor any of its rights are infringed. 3. We have heard Shri Arun Kathpalia, learned Senior Counsel appearing for the Appellant; Shri Ramji Srinivasan, learned Senior Counsel appearing for RP; Shri Gopal Jain, learned Senior Counsel appearing for CoC and Shri Sajan Poovayya, learned Senior Counsel appearing for Respondent No.2. 4. Shri Kathpalia, learned Senior Couns ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and 3 also adopted the submission of learned Counsel for Respondent No.1 and in addition submitted that the Adjudicating Authority has rightly rejected the Application for Intervention filed by the Appellant. The Appellant having himself mentioned about the Right of First Refusal, it cannot now be allowed to turn round and say that process was not in accordance with law. The learned Senior Counsel for Respondent No.2 submits that the Appellant, who has submitted EOI, has categorically stated that it shall not be deemed as an applicant of a Resolution Plan, nor a party to the Resolution Plan. When the Appellant has not submitted any Resolution Plan, he cannot object the process adopted by RP and CoC. The Appellant is neither necessary party, nor proper authority, hence, does not have any locus. The offer of the Appellant itself was contingent on BPRL s nonexercise of its ROFR. The offer of Respondent No.2 is equitable and leads to value maximization. 7. We have considered the submissions of learned Counsel for the parties and have perused the records. 8. The question which needs consideration is as to whether the Appellant had any locus to file the IA No.3363 of 2023 in IA No ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... act established from the record. The RP and CoC interacted with the Appellant in respect of its offer and it appears that on the basis of the offer submitted by the Appellant Right of First Refusal was exercised by Respondent No.2 and consequently offer was received Company Appeal (AT) (Insolvency) No.1650 of 2023 10 from Respondent No.2, which find favour by the CoC. The Appellant, who participated in the process cannot be said to be a person having no locus to object the Application filed by the RP for approval of offer submitted by Respondent No.2. 11. The Application filed by the Appellant is referable to Section 60, subsection (5) (c), which is as follows: 60(5) Notwithstanding anything to the contrary contained in any other law for the time being in force, the National Company Law Tribunal shall have jurisdiction to entertain or dispose of - (c) any question of priorities or any question of law or facts, arising out of or in relation to the insolvency resolution or liquidation proceedings of the corporate debtor or corporate person under this Code. 12. The intervention which was sought by the Appellant was intervention arising in relation to the Co ..... X X X X Extracts X X X X X X X X Extracts X X X X
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