TaxTMI 
TaxTMI 
2021 (3) TMI 1252
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.... "Tarun Bharat", Mumbai Edition (vernacular newspaper) inviting claims from the creditors of the Corporate Debtor. ii. The CoC in its 2nd meeting held on 08.01.2019 decided to replace the IRP with Mr. Rajat Mukherjee (the present Applicant) as the Resolution Professional (RP). This Tribunal by order dated 18.02.2019 confirmed the appointment of the Applicant as the RP. iii. Thereafter, pursuant to the public announcement IRP received two claims from financial creditors i.e. Janakalyan Sahakari Bank Limited and ASREC India Limited one operational Creditor i.e. M/s. Beli Sharma and Company. The Interim Resolution Professional upon verification of the same, constituted the CoC. iv. The Applicant in compliance of the provisions of the Code and Rules framed there under conducted the CIRP of the Corporate Debtor. 3. During the period of CIRP the RP issued Form-G on 14.02.2019 inviting expressions of interest (EOI) in "Free Press Journal" in English and "Tarun Bharat" in Marathi from prospective resolution applicants (PRAs). The last date for receiving the expression of interest was 01.03.2019. The Applicant received EOIs from 2 Prospective Resolution Applica....
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.... Form "H" was issued by the Resolution Professional. 8. The salient features of the Resolution Plan are as under: A. The Resolution Applicant is engaged in the business of providing financial consultancy in various fields including insurance sector re-insurance & insurance banking and has client from insurance, re-insurance & insurance broking industry. The Resolution Applicant confirmed that it is eligible to submit Resolution plan as per Section 29A of Insolvency and Bankruptcy Code. B. As the Corporate Debtor is dealer of cars and insurance products, including fresh insurance & renewals the Resolution Applicant under this Resolution Plan has proposed to use customer's data collected by the Corporate Debtor for its insurance advisory. C. The Resolution Applicant has proposed to acquire the full ownership and control over the share capital and management of the Corporate Debtor in the following manner: i. Reconstitution of the board of directors of the corporate debtor such that nominees of the Resolution Applicant shall constitute all the members of the board of directors of the Corporate Debtor; ii. Cancellation and reduction o....
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....ssional after approval of resolution plan by CoC will be with due intimation to RA or the monitoring committee appointed by RA. In terms of section 30(2)(a) of the IBC, the CIRP coasts are to paid in priority to any other creditor of the Corporate Debtor. Accordingly, RA have proposed to allocate Rs. 16,00,000/- towards CIRP which will be paid in priority to all other debt. In the event any CIRP cost is due after the completion of CIRP period and same is approved by CoC and Resolution Professional, same shall be paid out fully. Note 2: Operational Creditors (other than workmen and employees dues) - Payment to them shall be as follows: a. So far no claims have been received till date as set out in the Information Memorandum RA appreciates if any of the existing employees pursue for the continuation of the employment even after the approval of the resolution plan of the corporate debtor. Accordingly, necessary discussions and changes with respect to employment terms will be decided between the continuing employees and P.A. b. However, RA propose to pay rupees Nil as the full and final settlement towards Liabilities pertaining to the Workmen and Employees. Amount ....
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....rged from the books of all the banks and shall be assigned to the Resolution Applicant on payment of upfront (within T+90 days) amount Rs. 8.70 Lacs. Total consideration is to be distributed between all the financial creditors will be as per point 5.11.8 of the Resolution Plan. 10. The Resolution Applicant proposes to appoint suitably qualified and experienced persons, key personnel and other officer for operations of the Corporate Debtor in terms of Section 30(2)(c). The Plan also provides for implementation of provision of the Resolution Plan as stated above as per Section 30(d). The Resolution Applicant has given a declaration that the Resolution Plan does not contravene any provisions of the law for the time being in force. The Resolution Plan is in compliance of the Regulation 38 of the Regulations in terms of Section 30(2)(f) as under: a) Payment to Operational Creditor will be made in priority over Financial Creditor (Regulation 38(1)(a)). b) Since the plan has been approved by 90% voting share of the CoC. This is in compliance of Regulation 38(1)(b) of the Regulations. c) Declaration by the Resolution Applicant that the Resolution Plan has c....
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....lan "as approved" by the requisite percent of voting share of financial creditors. Even in that enquiry, the grounds on which the Adjudicating Authority can reject the Resolution Plan is in reference to matters specified in Section 30(2) when the Resolution Plan does not conform to the stated requirements. 14. In CoC of Essar Steel (supra) the Hon'ble Apex Court clearly laid down that the Adjudicating Authority would not have power to modify the Resolution Plan which the CoC in their commercial wisdom have approved. In para 42 Hon'ble Court observed as under: "Thus, it is clear that the limited judicial review available, which can in no circumstance trespass upon a business decision of the majority of the Committee of Creditors, has to be within the four corners of section 30(2) of the Code, insofar as the Adjudicating Authority is concerned, and section 32 read with section 61(3) of the Code, insofar as the Appellate Tribunal is concerned, the parameters of such review having been clearly laid down in K. Sashidhar (supra)." 15. In view of the discussions and the law thus settled, the instant Resolution Plan meets the requirements of Section 30(2) of the Code....
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.... 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. iv. 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. v. The moratorium under Section 14 of the Code shall cease to have effect from this date. vi. The Applicant and the Monitoring Committee shall supervise the implementation of the Resolution Plan and the Applicant shall file status of its implementation before this Authority from time to time, preferably every quarter. vii. The Applicant shall forward all records relating to the conduct of the CIRP and the Resolution Plan to the IBBI along with copy of this Order for information. viii. The Applicant shall forthwith send a copy of this Order to the ....