9911796707
TMI Blog2025 (1) TMI 953X X X X Extracts X X X X X X X X Extracts X X X X ..... e Respondent : Ms. Smriti Churiwal and Mr. Jaiveer Kant, Advocates JUDGMENT ASHOK BHUSHAN, J. This Appeal by Suspended Director of the Corporate Debtor ("CD") has been filed challenging order dated 02.08.2024 passed by National Company Law Tribunal, Mumbai Bench-VI admitting Section 7 Application filed by Financial Creditor. 2. Brief facts of the case necessary to be noticed for deciding the Appeal are: (i) The Respondent No.1 herein sanctioned Working Capital Facility/ loan of Rs.5 crores on 15.10.2020, for which a Master Facility Agreement was executed on 24.10.2020. A loan recall notice dated 02.06.2022 was issued on behalf of the Financial Creditor claiming an amount of Rs.4,61,51,597/-. (ii) Section 7 Application was filed o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of the impugned order. This shall be without prejudice to rights and contentions of both the parties. 5. The Appeal was taken thereof on several occasion and interim order was continued, but no settlement could be finalized between the parties and the matter was thereafter heard. 6. Learned Counsel for the Appellant submits that shares pledged by the CD were sufficient to cover the entire liability and had the pledged shares were immediately transferred, the value of the shares were Rs.4,79,17,375/-. However, shares were sold by the Financial Creditor at a least value subsequently and no default can be found on the part of the CD. Under the MoU, the Financial Creditor was entitled to invoke shares and by MoU, the dispute between the CD ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rity has noticed the amount released by sale of pledged shares and it was found that amount of Rs.2,05,54,296 is still due and payable. Paragraph 6.13 of the order of the Adjudicating Authority is as follows: "6.13 Coming now to the merits of the main Application, we find that the Financial Creditor has annexed to the Application copies of Sanction Letter dated 15.10.2020, Master Facility Agreement-cum- Hypothecation Agreement dated 24.10.2020, Personal Guarantee Deed dated 24.10.2020, Demand Promissory Note dated 24.10.2020 and Letter of Continuity for Demand Promissory Note dated 24.10.2020 in order to prove the existence of 'financial debt' within the meaning of Section 5(8) of the Code. The Financial Creditor has also furnished copy o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... te when shares were pledged, the Financial Creditor would have obtained amount of Rs.6 crores, sufficient to clear the claim, cannot be accepted. Under the MoU, it was the sole discretion of Financial Creditor to invoke the shares and pledge invocation was noticed on 29.11.2022 and thereafter shares were realized and the amount, which was realized by the sale of shares have been noticed, which did not discharge the debt of the Financial Creditor. The fact that CD has taken steps to settle the dues before the Adjudicating Authority as well as this Tribunal, itself indicate that both, debt is there and default is an admitted fact. We have in this Appeal also granted opportunity to the Appellant to enter into settlement with the Financial Cred ..... X X X X Extracts X X X X X X X X Extracts X X X X
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