2023 (4) TMI 1468 - Tri - IBC

Corporate debtor dissolution under IBC sought via Regulation 45; tribunal found no assets and ordered dissolution.

Application under Regulation 45 of the IBBI Liquidation Process Regulations sought dissolution of a corporate debtor. The tribunal accepted the resolution ... Dissolution of corporate debtor - liquidation process - final report prior to dissolution - Section 54(1) of Insolvency and Bankruptcy Code, 2016 - Regulation 45 of IBBI (Liquidation Process) Regulations, 2016 - Committee of Creditors' resolution to dissolve - valuation and liquidation value as basis for dissolution - HELD THAT:- This IA is filed under Regulation 45 of the Insolvency & Bankruptcy Board of India (Liquidation Process) Regulations, 2016 praying the Adjudicating Authority to order Dissolution of the Corporate Debtor Company. There were no assets to be disposed of and as such the operations of the Corporate Debtor has been completely wound up. On going through the facts aforementioned and the material placed along with the Application, it is evident that there are no other assets for disposal by the RP and as such it is a fit case for passing dissolution order in respect of the Corporate Debtor. Thus, we hereby order dissolution of the Corporate Debtor viz., M/s. Ogene Systems India Limited from the date of this Order, in terms of Section 54(1) of IBC, 2016, and the Corporate Debtor stands dissolved. Consequently, the Resolution Professional stands relieved. Issues: Whether the application filed by the Resolution Professional under Section 54(1) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 45 of the IBBI (Liquidation Process) Regulations, 2016 for dissolution of the corporate debtor (M/s. Ogene Systems India Limited) should be allowed.Analysis: The application records that CIRP was admitted and the Resolution Professional was acting pursuant to the Committee of Creditors' resolution to dissolve the corporate debtor due to absence of assets of value (average liquidation value reported as Rs.87,000) and no prospect of revival. Regulation 45 prescribes submission of final report and compliance certificate prior to dissolution; Section 54(1) provides that where assets have been completely liquidated the liquidator shall make an application to the Adjudicating Authority for dissolution. The material on record indicates no assets remain for disposal, valuation reports have been placed before the CoC, and the CoC resolved to seek dissolution to avoid further liquidation costs.Conclusion: The application for dissolution under Section 54(1) of the Insolvency and Bankruptcy Code, 2016 is allowed and the corporate debtor is ordered to be dissolved; the Resolution Professional is relieved.