TaxTMI 
TaxTMI 
2021 (8) TMI 52
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....India. HNL, was established pursuant to an agreement between Government of Kerala and HPCL on 07.10.1974 for establishment of Kerala Newsprint Project by which Government of Kerala has granted various concession, rights and privileges to HPCL with an objective to promote and encourage industries in the State. Government of Kerala acquired on behalf of HPCL land consisting of 282.86 Hectares and assigned in favour of HPCL pursuant to an agreement dated 29.01.1979. Government of Kerala also granted a lease of 3035.15 Acres of Land to HNL for captive plantation for the requirement of raw material for the Project. HNL produces standard newsprint grades of 42 GSM,45 GSM and 48.8 GSM of quality, which is at par with the best available in the market. HNL meets major portion of its requirement of fibrous raw material from the State Government Forests. The installed capacity of the HNL plant is 1,00,000/- Metric ton per annum in the year 1993. When the Plant was operational on February 2018 the manpower of HNL was 442 permanent employees, 508 Contractual, 27 attendant trainees (to be absorbed as permanent) 32 tenure employees and 11 contractual appointment respectively. HNL is a township ha....
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....la Industrial Infrastructure Development Corporation (KINFRA); and (ii) Sun Paper Mill Ltd. 5. The CoC in the seventh meeting held on 18.09.2020 discussed the Resolution Plans and after due deliberations requested both the RAs to revise and resubmit the Resolution Plan. Accordingly, the Resolution Applicants revised their resolution plans. At the 9th meeting of the CoC held on 16.12.2020, detailed deliberations and discussions were carried out on the resolution plans. The Committee rejected the plan of Sun Paper Mill Ltd as the same is not legally compliant as it does not meet the mandatory requirement under the Regulations. The Committee further deliberated on the plan of KINFRA and decided to further negotiate with KINFRA with respect to improvement of financial offer and also to reduce the period of payment under the Resolution Plan such as that the entire payable under the plan to the creditors shall be disbursed before 10.03.2021. The KINFRA agreed to the proposal made by CoC with respect to reducing the time line of payment under the plan and agreed to make the entire payment within 45 days from the approval of the plan, ie. before 20.03.2021 and resubmitted the r....
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....ilities etc., in addition to supporting social infrastructure facilities like administrative block, bank, post office, round the clock security, etc., thus providing a ready-made manufacturing environment for easy start-up of industrial units with minimum time and cost. The resolution plan has the following salient features: (i) Upfront Payment of CIRP Costs in priority to any other payment. (ii) 35.13% payment to dues of workmen, trainees, secured financial creditors and Statutory PF claims. In case of Secured Financial Creditors, this shall constitute 45% of total principal amount outstanding; (iii) 16.31% Payment to Statutory authorities other than PF authorities, employees, unsecured creditor; (iv) Entire payment to Operational Creditors agreed in the Plan- within 45 days of approval of plan; (v) Payment to Financial Creditors in One Time Settlement scheme - to be paid in 2 instalments without any moratorium period and interest payment. (vi) Resumption of Operation of the Corporate Debtor after required capital addition, repairs and maintenance of plant & machinery and infusion of working capital support for required capacit....
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....employment which will include contractual / fix term / probation / regular / deputation / on consultant basis. D. Restructuring of Capital: As on 31.03.2020, the CD has an authorized share capital of Rs. 100 crores divided into 10 Crore Equity Shares of Rs. 10 each The issued, subscribed and paid-up equity share capital of Rs. 99.99 Crores divided into 9.90 Crore Equity Shares. The existing pre-CIRP shareholding of the Corporate Debtor shall stand cancelled without any further act or deed pursuant to the Resolution Plan. The Resolution Applicant would subscribe to the equity shares of the Corporate Debtor by way of upfront equity infusion of INR 14560.17 lakhs. Pursuant to the same, the Resolution Applicant (along with its affiliates/nominees) shall hold 100% of the share capital of the Corporate Debtor and acquire control of the Corporate Debtor as shown below: Before the approval of the Resolution Plan After the approval of the Resolution Plan Name of the shareholder Percentage of Holding Name of the shareholder Percentage of Holding Hindustan Paper Corporation Ltd 100% Government of Kerala / KINFRA 100% Shri Rokkam Goapala Rao - Manag....
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.... 7,230.10 Operational Creditors Operational Creditors- Workmen 9 030.16 6,404.12 3,442.66 1,209.27 Operational Creditors- Workmen -Gratuity 2,961.46 l,040.24 Operational Creditors- Employees 4543.40 3,190.48 l,779.73 290.30 Operational Creditors- Employees Gratuity 1,410.75 495.54 Operational Creditors-PF Claims 3,046.32 3,046.32 3,046.32 1,070.05 Operational Creditors-Traines 343.75 199.12 199.12 69.94 Operational Creditors- Government ducs other than PF Claims 5,837.79 5,837.79 5,837.79 952.21 Operational Creditors-Suppliers 13,433.81 11,184.99 11,184.99 1,524.40 Operational Creditors - Other Creditors 4,586.68 893.31 893.31 145.71 Operatioonal Creditors - Total (C) 40,821.91 30,756.13 30,756.13 7,097.67 Feel for Monitoring, Documentation and Fillng of Implementation (D) 20 20 TOTAL PROPOSED OUTLAY OF FUNDS (A) + (B) + (C) + (D) 14,560. l7 G. Overall payment under the Plan: ....
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....s 38 and 39 of the Insolvency and Bankruptcy Board of India (Corporate Insolvency Resolution Process) Regulations, 2016 (the Regulations) and has submitted his Form H under Regulation 39 (4). It is stated that the Plan is in compliance with the provisions of the Code and the Regulations. It is further submitted that the Resolution Applicant is not ineligible under Section 29A of the Code. K. Performance Security: The Applicant submitted that in terms of the Request for Resolution Plan (RFRP), the RA has, on 08.01.2021, submitted a performance bank guarantee of INR 14.5 crores. 9. The Applicant submitted that the Resolution Plan meets the requirement of Section 30 (2) of the Code in the following manner: A. Plan provides for the priority payment of CIRP costs in full from the fund to be infused by the Resolution Applicant. B. To pay the Operational Creditors of the Corporate Debtor in the manner indicated supra. It is submitted that the average Liquidation Value of the Corporate Debtor is INR 16,270 lakhs and average Fair Market Value is INR 44,334 lakhs. In view of the fact that the claim of Secured Financial Creditors and workmen is INR 26,896.74 l....
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.... prospective resolution Applicant who successfully take over the business of the corporate debtor. All claims must be submitted to and decided by the resolution professional so that a prospective resolution Applicant knows exactly what has to be paid in order that it may then take over and run the business of the corporate debtor. This the successful resolution Applicant does on a fresh slate, as has been pointed out by us hereinabove." 11. In view of the above ruling of the Hon'ble Apex Court, the Resolution Applicant takes over the Corporate Debtor with all its assets and liabilities as specified in the Resolution Plan subject to the orders passed herein. As already indicated the Resolution Plan has been approved by the CoC in its meeting held on 24.12.2020 with 92.72% voting right. 12. In A. Sashidhar v. Indian Overseas Bank & Others: 2019 SCC Online SC 257 (- (2019) 12 SCC 150) the Hon'ble Apex Court held that if the CoC had approved the Resolution Plan by requisite percent of voting share, then as per section 30(6) of the Code, it is imperative for the Resolution Professional to submit the same to the Adjudicating Authority (NCLT). On receipt of such a proposal, the Adju....
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....he payment of dues arising under any law for the time being in force is due, guarantors and other stakeholders involved in the Resolution Plan. ii. The approval of the Resolution Plan shall not be construed as waiver of any statutory obligations of the Corporate Debtor and shall be dealt by the appropriate Authorities in accordance with law. Any waiver sought in the Resolution Plan, shall be subject to approval by the Authorities concerned. iii. The Memorandum of Association (MoA) and Articles of Association (AoA) shall accordingly be amended and filed with the Registrar of Companies (RoC), concerned for information and record. The Resolution Applicant, for effective implementation of the Plan, shall obtain all necessary approvals, under any law for the time being in force, within such period as may be prescribed. iv. Henceforth, no creditors of the erstwhile Corporate Debtor can claim anything other than the liabilities referred under para 8(F) above. v. The moratorium declared under Section 14 of the Code shall cease to have effect from this date. vi. This Bench hereby discharges Shri Kumar Rajan from the duties of Resolution Professio....