TaxTMI 
TaxTMI 
2020 (1) TMI 1328
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....olution Professional under Section 30 (6) read with Section 31 (l) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39 (4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2 16 for approval of the Resolution Plan submitted by the successful Resolution Applicant i.e. Sterlite Power Transmission Limited. 2. Facts of the case: - (i) By Order dated 06.07.2017 passed by the NCLT, Kolkata Bench, the Corporate Insolvency Resolution Process of the Corporate Debtor M/S Ferro Alloys Corporation Limited commenced. Mr. K.G. Somani was appointed as Interim Resolution Professional. In the Committee of Creditors Meeting held on 08.08.2017, IRP Mr. K.G. Somani was appointed as Resolution Professional. (ii) The Promoters of the Corporate Debtor filed a Company Appeal (AT) N0. 92 of 2019 before the Hon'ble NCLAT challenging the Order of admission dated 06th July, 2017. By Order dated 08th January, 2019, the Hon'ble NCLAT dismissed the appeal. The Hon'ble Apex Court also dismissed the appeal vide Order dated 11^th February, 2019. (iii) In CA No 309/2018 it was submitted that the....
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....bsp; As on 31^st Dec, 2018 RBSA -INR 350.44 cr.; MITCON - INR 370.64 cr. As on 30^th June, 2019 (On Piecemeal Basis) 3. The applicant submits that Request For Resolution Plan (RFRP) dated 19th August, 2019 was called from the prospective Resolution Applicants. As per the invitation, the last date for submission of the plan was 30th September, 2019. However, this date was extended and finally extended up to 30th Oc!ober, 2019. The Resolution Professional received 7 (Seven) prospective applications which was noted in the 20th Committee of Creditors Meeting held on 16th October, 2019. The Resolution Applicants are: - a) Jindal Stainless (Hisar) Limited; b) Sterlite Power Transmission Limited; c) Indian Metals and F rro Alloys Limited; d) Prudent ARC Limit d; e) MOIL Limited; f) Asset Reconstructio Company (India) Limited; g) Essel Mining and In ustries Limited. 4. Out of seven R solution Applicant, who have expressed interest only one Resolution Applicant, namely, Sterlite Power Transmission Limited (SPTL) submitted a Resolution Plan on 30th October, 2019. This was opened in the 29t Meeting of the Committ....
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....Transmission Limited (SPTL) was approved by the Committee of Creditors by 95.15 % of voting shares. 7. The list of Financial Creditors of the CD - Ferro Alloys Corporation Limited, being members of the COC and distribution of voting share among the is as under: - Sl. No. Name of Creditor Voting Share Voting for Resolution Plan (Voted for/Dissented/Abstained 1 Rural Electrification Corporation Limited RECL 91.60 % Voted For 2 Syndicate Bank 0.45 % Abstained 3 Central Bank of India 3.55 % Voted for 4 Bank of India 2.26 % Dissented 5 State Bank of India 0.74 % Dissented 6 Toplight Corporate Management Private Limited 1.39 % Abstained 7 Aroma Plantation Private Limited 0.01 % Abstained Total 100.00 % 8. Resolution Plans as per the evaluation matrix and declaration of the highest scoring Resolution Applicant is as under: - Sterlite Power Transmission Limited: Evaluation Criteria Score 1. Upfront Cash 37.76 2. NPV factoring including upfront cash 25.00 3. Equity infusion for improvement in ops 10.00 4. NPV o operational credit....
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.... envisaged under Section 30 (2) of the Code is as follows: - SECTION/REGULATION REQUIREMENT CLAUSE OF THE RESOLUTION PLAN/ADDITIONAL DOCUMENTS Section 29A of the Code. This disqualification under Section 29A of the Code should not apply. Section 3 (m) of the Resolution Plan read with the affidavit dated 30th October, 2019 submitted by the Successful Resolution Applicant. Section 30 (2) (a) of the Code. The Resolution Plan provides for the payment of insolvency resolution process costs in a manner specified by the Board in priority to the repayment of other debts of the Co orate Debtor. Section 3 (a) of the Resolution Plan. Section 30 (2) (b) of the Code. The Resolution Plan provides for the payment of the debts of Operational Creditors in such manner as may be specified by the Board which shall not be less than the amount to be paid to the Operational Creditors in the event of a liquidation of the Corporate Debtor under Section 53 or less than the amount payable to Operational Creditors if the resolution proceeds were to be distributed in accordance with the priority under Section 53, whichever is higher. Section 3 (b) and 3 (e) of the Resolution....
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....case of any shortfall, the successful Resolution Applicant will infuse funds by way of equity or convertible securities or subordinate convertible loans or any other appropriate means, as cash flows of the Corporate Debtor shall ensure priority payment. (ii) Employees and workmen's dues - The Corporate Debtor is an "ongoing concern". There is no outstanding amount due and payable to the employees/workmen. However, if there is any due, they shall be treated pari passu with Financial Creditors and shall be paid in full from the cash flows of the Corporate Debtor in priority over the Financial Creditors. (iii) Assenting Financial Creditors - Against the total verified amount of Rs. 808.82 Crores, the Resolution Plan provides for the following: - (a) An upfront payment amount of Rs. 10 Crores plus cash equivalent to cash balance in Facor Power Limited ('FPL') towards settlement of claims of the consenting Financial Creditors ('Upfront Payment'); (b) An amount of Rs. 270 Crores ('Total Consideration') will be converted into zero coupon secured and unlisted nonconvertible debentures and will be issued to the consenting Finan....
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.... It is disclosed in Form - H that the Resolution Professional has determined the transaction of the nature covered under Sections 43, 45, 50 or 66 as the case may be, of the Insolvency and Bankruptcy Code, 2016, and that appropriate application has been filed before the Adjudicating Authority which are pending for adjudication. 16. It is evident from Form - H, under Regulation 39 (4), the Resolution Applicant shall submit performance guarantee in term of RFRF on or before 17th November, 2019. This Resolution Plan has come for approval before this Adjudicating Authority, the Resolution Applicant shall submit performance guarantee as contemplated under CIRP Regulations, if not already done, before implementation of the Plan. 17. In respect to Annexure - 4 of Resolution Plan, the request for certain relief and concessions, it is hereby clarified that such exemptions, reliefs, concessions shall be construed as NOT GRANTED. 18. Applications/lntervening Applications against approval of Resolution Plan: - (i) CA (IB) No. 160/CTB/2019 is filed by unsucc ssful Resolution Applicant. This CA (IB) No. 160/CTB/2019 is DISMISSED. Orders passed vide separate sheets. (ii....