TaxTMI 
TaxTMI 
2026 (1) TMI 429
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....B) No. 45 (MP)/2024. By the impugned order, the Adjudicating Authority has admitted the Section 7 application filed by the Respondent-Bank of Baroda and admitted C-Net Infotech Pvt. Ltd.-Corporate Guarantor of the Corporate Debtor- C-Net Digital Pvt. Ltd. into the rigours of CIRP. Aggrieved by the impugned order, the present appeal has been preferred by the suspended director of the Corporate Guarantor-Appellant. 2. Recapitulating the sequence of events, it is relevant to notice that following the admission of the Section 7 application filed by the Respondent-Bank of Baroda by the Adjudicating Authority vide the impugned order dated 11.09.2025, the present appeal was filed by the Appellant assailing the impugned order. However, since the Appellant soon entered into a settlement with Bank of Baroda and the latter had consented to file appropriate application under Section 12A of IBC for withdrawal of the CIRP, this appeal had been disposed of by this Tribunal on 06.10.2025 with liberty to the Bank of Baroda to file Section 12A application in accordance with law. The Appellant also made part payment to the Bank of Baroda in terms of the settlement. However, the Bank of Baroda did ....
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.... Without denying that this ground of jurisdictional defect had not been raised by the Appellant before the Adjudicating Authority, it was canvassed that this being a question of law which went into the root of jurisdiction, this issue of maintainability of the Section 7 application could as well be raised at the appellate stage. In support of their contention, it has been submitted that the Hon'ble Supreme Court in Jagmittar Sain Bhagat Vs Director, Health Services, Haryana (2013) 10 SCC 136 has categorically held that a pure question of law going to the root of jurisdiction, particularly one concerning maintainability, can be raised at any stage of the proceedings. 4. Refuting the contentions raised by the Appellant, it has been submitted by the Shri Abhishek Naik, Ld. Counsel for the Respondent that the present appeal tantamount to gross abuse of the process of law as the issues raised in the Section 7 application are no more res integra. Repelling the argument canvassed by the Appellant that the Section 7 application did not meet the requisite threshold, it was asserted that this ground not having been taken by the Appellant before the Adjudicating Authority, it was estopped ....
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....total of Rs. 1,37,71,961.38/- only. The Part-IV reads to the effect: Part- IV PARTICULARS OF FINANCIAL DEBT 1. TOTAL AMOUNT OF DEBT GRANTED DATE(S) OF DISBURSEMENT A/C 29210500002803 75,00,000 A/c 29210600006160 19,45,000 A/c 29210600006742 8,41,000 A/c 29210600006157 7,50,000 Total 1,10,36,000 As per Sanction dated 27.07.2017 for CC & Term Loan, Two BECLS-TL 02.05.2020 and FITL-TL 26.11.2020 1,10,36,000 TOTAL AMOUNT OF DEBT GRANTED (AS PER ANNEXURE -C) 1,10,36,000 2. AMOUNT CLAIMED TO BE IN DEFAULT AND THE DATE ON WHICH THE DEFAULT OCCURED (ATTACH THE WORKING FOR COMPUTATION OF AMOUNT AND DAYS OF DEFAULT IN TABULAR FORM) PRINCIPAL OUTSTANDING 93,16,846.09/- INTEREST OUTSTANDING (unapplied + un-serviced) 43,39,523.29 /- Other Charges 1,15,592.00/ TOTAL OUTSTANDING as on 19.02.2024 1,37,71,961.38/ DATE ON WHICH DEFAULT OCCURRED (THE WORKING FOR COMPUTATION OF AMOUNT AND DATES OF DEFAULT IN TABULAR FORM SHOWN IN ANNEXURE-D) The loan was given to C-Net Digital Private limited and C- Net- ....
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....ch Principal or in respect of any liability incurred by you, for such principal or in respect of any monies you may at any time advance, or pay to or any liability you may incur for the use or accommodation, or on the credit of the principal, whether on Current, Overdraft, Cash Credit or any other accounts in connection therewith for which the principal shall be liable to you solely/jointly with others" Clause 2 "I/We expressly declare that this guarantee shall be for the periods aforementioned and a continuing guarantee to you for any amount from time to time not exceeding as aforesaid the said sum of (Rupees only) on the wholesome due on the said account/s together with interest and charges thereon and whether or not from time to time there be nothing owing on any or all the said accounts or the same be brought to credit from time to time." 11. It was submitted by the Appellant that Clause 1 opens with the line reading as "solely/jointly and severally guarantee the payment upto but not exceeding in the aggregate the sum of Rupees Seventy Five Lacs only and also of all moneys, which term shall include all the interest due or to become due in respect of the mon....
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....rincipal or in respect of any liability incurred by you". Hence a combined reading of the two Clauses makes it amply clear that the Corporate Guarantor was liable not only to repay the principal amount of Rs. 75 lakhs but additionally also the interest and other charges upon the loan advanced to the principal borrower. 14. Coming to our analysis and findings, we begin with our observation that it is well settled that the liability of the Guarantor has to depend on the terms of the Guarantee Deed and in interpreting the terms of a Guarantee Deed, a plain and simple meaning as derived from the express provisions of the Guarantee Deed requires to be read into the same. A Guarantee Deed being a contractual document, its interpretation needs to be based strictly on its written terms. We also hasten to add here that there is no role for equity jurisdiction in looking at a Guarantee Deed for applying the principles of equity would lead to the vulnerability of rewriting or modifying or varying the express agreement of the parties which is beyond the jurisdiction of this Tribunal. 15. We would like to first deal with the term "aggregate" appearing at Clause1 of the Guarantee deed. For....
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....sion "and also of all moneys" alongwith the phrase "upto but not exceeding in the aggregate" it clearly signifies that the ceiling of Rs. 75 lakhs was the upper limit for which the guarantee could be invoked and that this ceiling was sacrosanct and impenetrable. 17. At this stage, we would like to notice the use of the words "on the wholesome due on the said account/s together with interest and charges thereon" appearing in Clause 2 of the Guarantee Deed. The crucial word used here is "together" and therefore the import of the word "together" cannot be ignored or overlooked. This affirms that the amount of Rs. 75 lakhs was treated as the "wholesome due" coupled with interest component as well as any other charges arising thereon. Moreover, the usage of the phrase "as aforesaid the said sum" in Clause 2 is a clear reference to the cap of Rs. 75 lakhs as spelt out in Clause 1. The term "as aforesaid" makes it clear that the same outer ceiling limit governed both the clauses. The express language of both Clause 1 and Clause 2 complement and affirm each other and are mutually explanatory and this aspect cannot be overlooked. 18. In the present case, when Clause 1 and Clause 2 are....