TaxTMI 
TaxTMI 
2013 (3) TMI 505
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....Court had issued directions for holding of the meeting of the share holders, secured and unsecured creditors of TAML. Pursuant to the said order a meeting of the secured creditors was held on 9th July 2011. 5 of the secured creditors representing 90.57% approved the Scheme. In the meeting of the equity share holders held on the same day, 62 share holders representing 100% of the members present and voting approved the Scheme. At the meeting of the unsecured creditors held on the same day, 41 unsecured creditors representing 99.07% approved the Scheme. It is stated that apart from the fact that the Scheme has been approved by over 90% of the share holders and secured and unsecured creditors of TAML, the Scheme will also benefit all the parties concerned and will be in public interest. 3. A copy of the Scheme has been enclosed as Annexure P-3 to Co. Pet. No. 425 of 2011. The main features of the Scheme have been set out in paras 9.10 and 9.20 of Co. Pet. No. 425 of 2011 as under: "9.10 Settlement with creditors: That the applicant contributories/shareholders and ex-directors, promoters with the help of Strategic Investor are able to work out settlement with majority of se....
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....ble Court enclosed marked as Annexure P-4 (Colly), Annexure P-5 (Colly), Annexure P-6 (Colly), Annexure P-7 (Colly) & Annexure P-8 (Colly). (*) Applicant has already approached SCB for settlement at Rs.45 lakhs and approval is yet to be received. Copy of letter for settlement is enclsosed as Annexure P-9. (@) IFCI has issued letter to revoke OTS but as per OTS terms, pending settlement amount will carry interest. (**) Dues of PSIDC and PFC have been paid full. B. Class II- Fixed Deposit Holder & Employee Dues Sl. No. Name Settlement offered 1. Fixed Deposit Holders 312.30 2. Employees claim 0.73 Total 313.03 C. Class III-Govt. Dues & Statutory liabilities No. Particulars Settlement offered (Rs. In lakhs) 1 Ministry of Commerce, DGFT, Ludhiana 90.00 2 Office of the Dy. Commisioner Excise Taxation -----do---- 11.81 4.38 3 Dy Excise and Taxation Comm, Ambala 25.19 4 Income Tax, Delhi 35.64 5 Municipal Taxes and other Taxes 61.19 Total (A) 228.21 Principal dues of Rs.17.78 lakhs of P.F. Department will be paid at Par. S....
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....the Scheme. It is further stated that the Scheme is viable and if given effect to, all the liabilities of TAML will be wiped out. As regards the strategic investor, it is explained as under: "A very close friend of the promoters have (sic has)come forward to help in settlement and to revive company. The promoters had given personal guarantee and there is huge decree passed by Debt Recovery Tribunals. The promoters considered appropriate to settle dues of the creditors and revive operations, hence they requested close old family friend for help. Shri Karam Singh Bath resident of H.No. 285, New Jawahar Nagar, Jalandhar and Mr. Pavitar Singh resident of H.No.678, Urban Estate Phase-II, Jalandhar who are financially strong and capable of bringing funds agreed to help promoters by bringing funds through their closely held company M/s. Silverline BuildTech Private Limited having registered office at 306-L/1, Model Town Jalandhar, Punjab. The net worth of the said company is more than Rs.16 crores (sixteen crores) and net worth of Mr. Karam Singh Bath & family is around Rs.230 Crores (Two hundred thirty crores) and net worth of Mr. Pavitar Singh is around Rs.33 crores (Thirty three cro....
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.... 12. The submissions of learned counsel for the parties have been heard at some length. 13. Counsel for IARC states on instructions that IARC agrees that after appropriating the sum of Rs. 250 lakhs kept in the no lien account towards its dues, the balance amount would be paid by TAML to IARC within four months of the sanction of the Scheme. 14. Counsel for the IFCI states on instructions that IFCI is agreeable that the balance amount owing to it can be paid to by TAML within six months from the date of the sanction of the Scheme together with simple interest @ 15% per annum. 15. Counsel for the IDBI acknowledges that out of the sum of Rs.49.20 lakhs owing to it, a sum of Rs.41 lakhs has already been paid. Further, a post dated cheque ('PDC') dated 31st March 2013 has been issued in its favour for the balance sum of Rs. 8.20 lakhs. 16. It has been stated by Mr. Arun Kathpalia, learned counsel appearing for the Propounders on instructions that the said PDC when presented for payment will be honoured. He further states that in the unlikely event of the cheque not being honoured IDBI can have recourse to all the remedies available to it in accordance with law. He also stat....
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.... OL merits acceptance. What weighs with the Court first is that over 90% of the share holders, secured creditors and unsecured creditors of TAML have approved the Scheme. The second factor is that the strategic investor has demonstrated its bonafides by bringing in the money which has been used to pay off some of the secured creditors as noted hereinbefore. Thirdly, the terms on which the balance amount will be paid to the creditors appears to be reasonable. Learned counsel appearing on behalf of the creditors have conveyed to the Court that they accept the terms of payment as proposed. Therefore the objections of OL do not survive. This also accounts for the points raised by the RD in its report. 19. In para 2 (C) of the affidavit filed by Mr. Satish Thapar on 11th October 2012, the claims of the Government and statutory bodies as accepted by the Propounders have been set out. Mr. Arun Kathpalia, learned counsel for the Propounders, explains that these figures were taken from the Report No. 596 of 2012 dated 10th October 2012 of the OL which has enclosed as AnnexureBacopyofthereportoftheCommitteethathadexaminedtheclaimsofthe creditors as well as Government and employees. In the....
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....011 at 3.00 P.M." The report also notes that 44 unsecured creditors attended the meeting by which they approved the Scheme. 22. When notices have been served of the meeting to approve the Scheme on all the unsecured creditors including the Government departments, the requirement of giving them an opportunity to object to the Scheme has been fulfilled. When no objection till date has been received, it cannot be presumed that they have any objection to the Scheme as such. Nevertheless, Mr. Arun Kathpalia, learned counsel appearing for the Propounders on instructions makes a statement that the Propounders will file an affidavit in this Court within three days stating that if there are any further statutory or Government dues that may be found to be payable by TAML, they will be paid in accordance with law. With the above statement there are no further objections to the Scheme. 23. Accordingly, sanction is hereby accorded to the Scheme as propounded by the Propounders with the modifications as indicated hereinabove and subject to TAML filing an affidavit by way of undertaking in this Court within three days stating that: (i) the post dated cheque dated 31st March 2013 issued t....