Tribunal modifies order on payment to Resolution Professional based on voting share.

The tribunal modified the Adjudicating Authority's order, directing the appellant to pay the deceased Resolution Professional's remuneration and costs proportionate to their 25.54% voting share as approved in the Committee of Creditors meetings. The appeal was partially allowed, and the erroneous direction to pay legal expenses was set aside.

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Issues Involved:
1. Payment of fees and expenses to the deceased Resolution Professional (RP).
2. Proportionate liability of creditors based on voting share.
3. Approval of legal expenses incurred by the RP.

Issue-wise Detailed Analysis:

1. Payment of Fees and Expenses to the Deceased Resolution Professional (RP):
The appeal was filed under Section 61 of the Insolvency and Bankruptcy Code, 2016 (IBC), challenging the order passed by the National Company Law Tribunal (NCLT), Special Bench, New Delhi. The NCLT had accepted the claim of the Resolution Professional (RP) for payment of fees. The RP, appointed to complete the Corporate Insolvency Resolution Process (CIRP), had constituted the Committee of Creditors (CoC) and conducted four meetings, incurring various expenses. The RP died before the completion of the process. The Adjudicating Authority recorded that the fees payable to the legal heirs of the deceased RP were approved by the CoC in its 1st, 2nd, and 4th meetings. The total amount approved was Rs. 16,09,402. The legal heirs of the deceased RP were entitled to claim this remuneration and the costs incurred by the RP, as approved in the CoC meetings.

2. Proportionate Liability of Creditors Based on Voting Share:
The main contention of the appellant was that they held only a 25.54% voting share and could not be compelled to pay half of the RP's remuneration and expenses. The Adjudicating Authority's direction for creditors to pay 50% of the costs was contrary to the provisions of the IBC and relevant regulations. The tribunal cited the judgment in State Bank of India Vs. SKC Retails Ltd, which stated that the applicant who files the application under Section 7 or 9 of the IBC is required to bear the expenses, which are to be reimbursed by the CoC to the extent ratified. Therefore, the appellant was liable to pay the expenses in proportion to their voting share of 25.54%.

3. Approval of Legal Expenses Incurred by the RP:
The appellant argued that they were not liable to pay the legal expenses as these were not approved by the CoC. The tribunal referenced Bharat Hotels Ltd. Vs. Tapan Chakraborty, which established that if the legal fees were not ratified or approved in CoC meetings, the appellant was not liable to pay their share of these fees. Consequently, the direction by the Adjudicating Authority to pay the legal expenses was erroneous and was set aside.

Conclusion:
The tribunal modified the order of the Adjudicating Authority, directing the appellant to pay the remuneration and costs of the resolution process approved in the CoC meetings proportionate to their voting share of 25.54%. The appeal was allowed in part, and the erroneous direction to pay legal expenses was set aside.

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