TaxTMI 
TaxTMI 
2026 (1) TMI 1087
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....een filed under Section 61 of the Insolvency and Bankruptcy Code, 2016 (In short 'Code') read with Rule 11 of the NCLAT Rules, 2016 against the impugned order dated 11.03.2024 passed by the NCLT, Kolkata Bench in I.A No. 1576/KB/2022 in CP (IB) No. 518/KB/2018 whereby the Adjudicating Authority allowed the application bearing I.A No. 1576 of 2022 pertaining to the prayers B, C, D, E, F & I and the judgment was later on corrected by passing a corrigendum order of date 22.03.2024 whereby above mentioned order was corrected and the prayers A, B & C of the aforesaid application were allowed. 2. Brief factual matrix necessary for the disposal of the instant appeal is that CP (IB) No. 518/KB/2018 was filed by the Bank of India against the CD/Sri Balaji Forest Products Pvt. Ltd. under Section 7 of the Code which was admitted vide order dated 18.10.2019 passed by the Adjudicating Authority and Mr. Aditya Kumar Tibrewal was appointed as the Interim Resolution Professional (IRP) who was later on confirmed as the Resolution Professional of the CD. 3. The public announcement was made by the IRP on 24.10.2019 in order to collate the claims of the creditors and Form G for inviting Expressi....
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....esolution Plan, the CoC shall invoke the Performance Bank Guarantee furnished by the Resolution Applicant. 49. Subject to the observations made in this Order, the Resolution Plan in question is hereby approved by this Bench. The Resolution Plan shall form part of this Order. 50. The Resolution Plan is binding on the Corporate Debtor and other stakeholders involved so that revival of the Debtor Company shall come into force with immediate effect. 51. The Moratorium imposed under section 14 shall cease to have effect from the date of this order. 52. The Resolution Professional shall submit the records collected during the commencement of the proceedings to the Insolvency & Bankruptcy Board of India for the record and also unto the Resolution Applicant or New Promoters. 53. Certified copy of this Order be issued on demand to the concerned parties. upon due compliance. 54. Liberty is hereby granted for moving any Application if required in connection with implementation of this Resolution Plan. 55. A copy of this Order is to be submitted in the Office of the Registrar of Companies, West Bengal. 56. The Resolution P....
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....udulent, illegal and void ab initio in as much as the same has been executed after the issuance of the notice under Section 13(2) of the SARFAESI Act, 2002 in light of Mannalal Khetan v. Kedarnath Khetan AIR 1977 SC 536. 41. The above facts clearly demonstrate that the lease deed dated 30th November 2016 has been executed fraudulently and is grossly undervalued in order to defraud the creditors of Corporate Debtor and accordingly the such act of respondents is liable to be prosecuted under Section 45, Section 49 and Section 66 of the 1 & B Code, 2016. Accordingly, the lease deed dated 30th November 2016 is hereby set aside by this Adjudicating Authority in light of the powers conferred under Section 45, Section 49 read with Section 66 of the 1 & B Code, 2016. 42. In addition to the above, the Respondent Nos. 6 and 7 have failed to appear and/or place their submissions before this Adjudicating Authority. In the absence of any justification to the transactions entered into with related parties, being Respondent Nos. 6 and 7 within the lookback period, the said transactions fall under the ambit of Section 43 of the 1 & B Code, 2016 and accordingly, Respondent Nos. 6 ....
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.... Counsel for the Appellant as well as Ld. Counsels for the Respondent No. 2 and 6. Perused the record. 12. Ld. Counsel for the Appellant submits that the Adjudicating Authority has committed a patent illegality in granting relevant prayers of the I.A No. 1576 of 2022 moved by the Respondent No. 2 before it showing to have been passed in compliance with the earlier order dated 04.07.2022 passed in I.A No. 319 of 2021 and the same is unsustainable as the same is entirely founded on the order dated 04.07.2022 which is itself void and per incuriam and have been passed in disregard to Section 18(1)(f) of the Code and explanation appended therewith. 13. It is further submitted that the resolution plan which has been approved by the Adjudicating Authority vide order dated 04.07.2022 treated the immovable property owned by the Appellant and other 3rd party as assets of the CD and directed the vesting of the same in the CD upon approval of the plan and thus the aforesaid Section 18(1)(f) of the Code has been ignored and the decision rendered in ignorance of mandatory legal provisions is per incuriam and cannot be relied or enforced. 14. It is further submitted that this Appellate T....
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....hus the Appellant as of now is not having any merit or substance in his submissions. 18. It is further submitted that any objection with regard to the terms of the resolution plan may not be raised by the Appellant at this stage when the plan has been approved by the CoC, Adjudicating Authority as well as by this Appellate Tribunal and no appeal against the approval order has been preferred before the Hon'ble Supreme Court, therefore, the submission of Ld. Counsel for the Appellant that any condition or content of the resolution plan is illegal may not be considered at this stage by this Appellate Tribunal. 19. It is vehemently submitted that the resolution plan submitted by the Respondent No. 2 has already stand implemented in full and amount of approximately Rs. 27 Cr. has been paid to the creditors of the CD and also in reviving business operations of the CD. 20. It is also submitted that by passing the impugned order nothing new has been done but the effect has been given to the provisions of the approved resolution plan by directing the Appellant who had mortgaged the subject matter land to lenders of the CD for loans taken by it and he was also its personal guarantor....
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....nsferred in the name of the Corporate Debtor. B. The approval of the resolution plan by the Hon'ble Adjudicating Authority will be binding on the personal guarantors pursuant to Section 31(1) of the Code and the personal guarantors Mr. Satyaprakash Pandey and Mr. Murlidhar Pandey as stakeholders in respect of landed premises as mentioned in the table herein above (under St. 3. Resolution Plan Amount and Payment Thereof) starting from S.N. 1 to 40 which are included as the assets of the CD In the IM are directed to immediately (1) pass the necessary Corporate Resolutions; (ii) provide all approvals, execute all documents, deeds, instruments, notices, certificates or power of attorney in the format provided by the resolution applicant of the Corporate Debtor; (iii) do all filings and take all actions and do all registration and/or other requirements to be effected for transfer of the landed premises under the applicable laws to the Corporate Debtor; (iv) to take all actions and do all deeds as may be required and/or as directed by the resolution applicant for transferring the aforesaid landed premises to the Corporate Debtor or such person as the resolution applicant may....
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....porate Debtor's Guarantors. Thus, the suspended board of directors and guarantors to the corporate debtor are bound by the approved resolution plan. In light of the above discussion, we believe that the objections raised by the suspended. board of directors and guarantors to the corporate debtor are not sustainable. It is also pertinent to mention here that the suspended board of directors and guarantors are the persons who have been in complete controlled the corporate debtor till initiation of Corporate Insolvency Resolution Process. 41. It is also important to point out that land is an essential part of the corporate debtor's business. The entire plant and factory of the corporate debtor is being established on the said land sought to be transferred to the successful resolution applicant by virtue of the approval of the resolution plan. Therefore, it is an essential part of the Resolution Process. The value arrived in the 'CIRP', the purported liquidation value, all includes the value of the land and the same has always been the essence of the business of the Corporate Debtor. 42. It has also been contended by the Ld. Senior Counsel appearing fo....
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.... canvas that the judgment passed by the Adjudicating Authority on 04.07.2022 with regard to the approval of the resolution plan submitted by Respondent No. 2 and setting aside the lease deed are per incuriam and illegal as the 3rd party property cannot be included in the property of the CD and the RP or the IRP could also not take possession of the same and also that the AA is not having any jurisdiction to cancel the lease deed which is only vested in the Civil Courts. 28. We have already stated that since the resolution plan order and order of the same date pertaining to the setting aside of the lease deed were challenged before this Appellate Tribunal by filing appeals and those appeals have been dismissed by this Appellate Tribunal and no further appeal has been filed before the Hon'ble Supreme Court, therefore, the same has become final and binding on the parties, therefore, as of now this Appellate Tribunal appears to be not having any jurisdiction to enter into those questions which have already become final and binding on the parties, therefore, we do not find any force in the aforesaid submissions of Ld. Counsel for the Appellant. 29. Now coming to the impugned order....