2023 (6) TMI 102 - NATIONAL COMPANY LAW APPELLATE TRIBUNAL , CHENNAI

Dissolution of Corporate Debtor - contention of the Appellant is that, when he was taking necessary all possible endeavours to revive the business of the Company, the 1st Respondent had filed an Application for early Dissolution of the Corporate Debtor, in terms of Regulation 14 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations 2016, at the Corporate Insolvency and Resolution Process itself.

HELD THAT:- Section 54 of the I & B Code, 2016, provides that once the affairs of the Corporate Debtor, have been wound up, its Assets, completely liquidated, the Liquidator, has to prefer an Application, before the Adjudicating Authority (National Company Law Tribunal) for the Dissolution of the Corporate Debtor.

It is to be noted that the Account of the Corporate Debtor, was classified as Non Performing Asset, by the 2nd Respondent / Bank, on 18.09.2016. There is no two opinion of the primordial fact that in the absence of any Resolution Plan(s) or Saleable Assets of the Company, the 1st Respondent / Resolution Professional, had no option, but to seek a Relief, for the Dissolution of the Corporate Debtor, and the fact of the matter is that the same was approved, by the Committee of Creditors - It is to be remembered that the Appellant was issued with a No Objection Certificate, dated 27.09.2018, and it has No Nexus with the present Controversy / Dispute, that the said No Objection Certificate, was no way concerned with the Corporate Debtor, because of the simple fact that it was issued to the Appellant, in his personal capacity as Corporate Debtor.

One cannot remain oblivious of the candid fact that the I & B Code, 2016, does not envisage that the Adjudicating Authority / Tribunal, ought to provide a Hearing to the Promoter / Corporate Debtor of the Company, at the time of passing of an Order for Liquidation.

The Insolvency Resolution Process under the I & B Code, 2016, is a Time Bound Process, and the Appellant / Promoter, having failed to project the Resolution Plan, within the specified time limit and later, the 1st Respondent / Resolution Professional, is not to accept any Plan - Suffice it for this Tribunal, to make a pertinent mention that in the absence of any Asset(s) / the Resolution Plan(s), the Resolution Professional, had no other go, but to pray for an Order of Dissolution, to be passed by the Adjudicating Authority. After all, the end of Liquidation, requires complete Dissolution of an Entity.

This Tribunal, taking note of the facts and circumstances of the instant case, in a conspectus fashion, comes to a consequent conclusion that the impugned order, dated 24.06.2020 in IA No. 198 of 2020 in CP (IB) No. 180 / BB / 2018, passed by the Adjudicating Authority (National Company Law Tribunal, Bengaluru Bench), in passing an Order of Dissolution of the Corporate Debtor / Company (M/s. Air Pegasus Private Limited), with immediate effect, is free from any Legal Infirmities - Appeal dismissed.