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TMI Blog2018 (8) TMI 2151X X X X Extracts X X X X X X X X Extracts X X X X ..... ify the terms of 'debt' contract only by negotiations between the 'creditors' and the 'corporate debtor' i.e. the 'Board of Directors'. Therefore, for the purpose for modifications/terms of 'contract' between the 'creditors' and 'corporate debtor', the 'Board of Directors' are to be taken into confidence - The Board of Directors cannot decide the viability and feasibility of a 'Resolution Plan' nor is competent to restructure their debt in order to make the 'Corporate Debtor' as a going concern. It only in the domain of the 'committee of creditors' who are expert in the field to decide the viability, feasibility and financial matrix of one or other ' ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ntial document and cannot be disclosed or provide to any person including the members of (suspended) Board of Directors or the 'Operational Creditor' or other 'resolution applicant'. 4. We have heard learned counsel for the parties and perused the record. Section 24 of the I B Code relates to meeting of 'Committee of Creditors'. In terms of clause (b) of sub-section(3) of Section 24 the 'resolution professional' is required to give notice of each meeting of the 'Committee of Creditors' to the members of the (suspended) 'Board of Directors' or the 'partners of the corporate persons', as the case may be. 5. The aforesaid provision fell for consideration before this Appellate Tribunal in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ; on important issues. (c) According to the 'Joint Parliamentary Committee' the important issues and the views/concerns as may be raised by those who are present are required to be taken into account by the Committee of Creditors while finalizing the resolution plans. 6. The aforesaid provisions have also been noticed by this Appellate Tribunal in Rajputana Properties Pvt. Ltd. vs. Ultra Tech Cement Ltd. Ors. in I.A. No. 594 of 2018 in Company Appeal (At)(Insolvency) No. 188 of 2018 on 15th May, 2018 while disposing of I.A. In the said case this Appellate Tribunal observed as follows: 9. As per Section 30(2), the Resolution Professional is required to examine whether resolution plan confirm the provisions as mentioned therein but he ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ting of Committee of Creditors at the time of approval of one or other resolution plan. (a) members of Committee of Creditors; (b) members of the (suspended) Board of Directors or the Partners of the corporate persons; (c) Operational Creditors or their representatives if the amount of their aggregate dues is not less than ten per cent of the debt [Clause (a), (b), (c) of Section 24(3)]; and (d) Resolution Applicant(s) when resolution plan of such applicant(s) are placed for consideration [Section 30(5)]. 14. The members of the 'Committee of Creditors' have voting right but others who attend the meeting as noticed above including the Board of Directors, Partners, Operational Creditor(s) and the Resolution Applicant(s) have no voting ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... be contained an agenda of the meeting and the document which are required to be discussed and the issues to be voted upon in the meeting, reads as follows: 21 Contents of the notice for meeting- (3) The notice of the meeting shall- (a) contain an agenda of the meeting with the following- (i) a list of the matters to be discussed at the meeting; (ii) a list of the issues to be voted upon at the meeting; and (iii) copies of all documents relevant to the matters to be discussed and the issues to be voted upon at the meeting; and (b) state that a vote of the members of the committee shall not be taken at the meeting unless all members are present at such meeting. From the aforesaid provisions, it is clear that the 'resolution professional& ..... X X X X Extracts X X X X X X X X Extracts X X X X
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