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TMI Blog2019 (5) TMI 821X X X X Extracts X X X X X X X X Extracts X X X X ..... facilities including business loans, personal loans, consumer loans, loan against property, home equity loans, term loan, etc. 3. M/s. Dhanlaxmi Solvex P. Ltd., is a company incorporated under the Companies Act, 1956 on January 17, 2006 having identification No. U1541MP2006PTC018304 having its registered office at 201, Bansi Plaza, 581, M. G. Road, Indore-452 001 (Madhya Pradesh). That authorised share capital of the respondent-company is Rs. 23,00,00,000 and the paid-up share capital is Rs. 16,28,20,810. 4. That, the learned lawyer appearing on behalf of the applicant/financial creditor has submitted that the respondent/corporate debtor is in the business of extraction of Soya Oil and trading of soya seeds had availed various credit facilities from the applicant since 2009 which facilities have been renewed/modified/enhanced and restructured from time to time. That, various security and credit agreements/documents including but not limited to corporate guarantees, personal guarantees, third party mortgages were executed/signed by the corporate debtor and other obligors on behalf of the corporate debtor, which have been extended from time to time in order to secure the credit fa ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nt under one time settlement (OTS) has to be paid as per the terms decided in the acceptance letter and balance payment has to be paid on or before September 30, 2018 and if there is any delay in payment beyond September 30, 2018 the OTS will be treated as failed. That, the OTS failed due to non-compliance of terms and conditions by the corporate debtor which was confirmed in the consortium meeting dated June 26, 2018. That, in the consortium meeting dated June 26, 2018 it was confirmed that the total outstanding liabilities of the corporate debtor amounts to Rs. 500.82 crores (rupees five hundred crores eighty-two lakhs only) as on March 31, 2018 and it was confirmed by Mr. Rajendra Manglani, directors of the corporate debtor company and the corporate debtor company have no resolution plan to pay off the dues of the consortium lenders. That, the outstanding debts have not been repaid till date and the same are due and payable. That, with an intent of framing a comprehensive resolution plan post initiation of corporate insolvency resolution process, the present application under section 7 of the Insolvency and Bankruptcy Code, 2016 is being filed. 7. The applicant has submitted th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... able Assets to Secure Multiple Facilities) dated May 22, 2009 corporate borrower for securing Rs. 63,00,00,000 (rupees sixty three crores only) Annexure-9 13. General letter of lien and set-off borrowing arrangements from the borrower dated May 22, 2009 in favour of Dena Bank for securing Rs. 63,00,00,000 (rupees sixty-three crores only) Annexure-10 14. General undertaking dated May 22, 2009 by corporate debtor to Dena Bank for securing Rs. 63,00,00,000 (rupees sixty-three crores only) Annexure-11 15. Agreement of hypothecation of goods and assets dated February 22, 2010 by borrower in favour of State Bank of Indore for securing Rs. 3,00,00,000 (rupees three crores only) Annexure-12 16. Continuity letter in favour of State Bank of Indore dated February 22, 2010 by the corporate debtor for securing Rs. 203,00,00,000 (rupees two hundred three crores only) sanctioned under SBIND Consortium arrangement Annexure-13 17. Agreement to mortgage including power of attorney in favour of State Bank of Indore dated February 22, 2010 executed between corporate debtor and State Bank of Indore for securing Rs. 203,00,00,000 (rupees two hundred three crores only) sanct ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 1), dated March 26, 2014 executed between corporate debtor and State Bank of India, State Bank of Mysore, Union Bank of India, Bank of Baroda, Bank of Maharashtra, State Bank of Patiala and Dena Bank for securing Rs. 350,42,00,000 (rupees three hundred fifty crores forty two lakhs only) Annexure-24 28. Joint deed of hypothecation (Form CF-2) dated March 26, 2014 executed between the corporate debtor and State Bank of India, State Bank of Mysore, Union Bank of India, Bank of Baroda, Bank of Maharashtra, State Bank of Patiala and Dena Bank for securing Rs. 350,42,00,000 (rupees three hundred fifty crores forty two lakhs only) Annexure-25 29. Inter se agreement (Form CF-3) dated March 26, 2014, executed between the State Bank of India, State Bank of Mysore, Union Bank of India, Bank of Baroda, Bank of Maharashtra State Bank of Patiala and Dena Bank for securing Rs. 350,42,00,000 (rupees three hundred fifty crores forty two lakhs only) Annexure-26 30. Security delivery letter dated March 26, 2014 by borrower to the State Bank of India-lead bank for term deposit receipt of Rs. 10,00,000 (Rupees ten lakhs only) Annexure-27 31. Letter of undertaking dated March 26, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... fifty eight lakhs only) executed by the corporate debtor in favour of Dena Bank Annexure-36 40. Demand promissory note dated January 30, 2015 from the corporate debtor to pay Dena Bank or their order the sum of Rs. 5,50,00,000 (rupees five crores and fifty lakhs only) for vale received with interest rate of 1.75% per annum above Dena Bank Base Rate (DBBR), the present DBBR being 10.25 per cent. per annum with monthly rests along with interest tax as applicable Annexure-37 41. General undertaking dated January 30, 2015 executed by the corporate debtor in favour of Dena Bank for securing Rs. 5,50,00,000 (rupees five crores and fifty lakhs only) Annexure-38 42. General letter of lien and set-off borrowing arrangements from the borrower dated January 30, 2015 in favour of Dena Bank for securing Rs. 5,50,00,000 (rupees five crores and fifty lakhs only) Annexure-39 43. Letter of guarantee dated May 22, 2009 from Shri Rajendra Manglani, Shri Satish Manglani, and Smt. Sonia Manglani, for securing Rs. 63,00,00,000 (rupees sixty three crores only) Annexure-40 44. Deed of guarantee (Form CF-4) dated February 22, 2010 by Shri Rajendra Manglani, Shri Satish Mangla ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... of State Bank of India, State Bank of Mysore, Union Bank of India, Bank of Baroda, Bank of Maharashtra State Bank of Patiala, Dena Bank for securing Rs. 350,42,00,000 (rupees three hundred fifty crores forty two lakhs only) Annexure-49 53. Letter of undertaking/declaration dated March 26, 2014 by Shri Satish Manglani, Shri Rajendra Manglani, Shri Dhanesh Manglani, Shri Nandlal Manglani, Mrs. Krati Manglani, Mrs. Sonia Manglani, Mrs. Archana Manglani and M/s. Pooja Commodity Futures in favour of State Bank of India-lead bank for securing Rs. 350,42,00,000 (rupees three hundred fifty crores forty two lakhs only) Annexure-50 54. Letter of undertaking dated March 26, 2014 by Shri Satish Manglani, Shri Rajendra Manglani, Shri Dhanesh Manglani, Shri Nandlal Manglani, Mrs. Krati Manglani, Mrs. Sonia Manglani, Mrs. Archana Manglani and M/s. Pooja Commodity Futures not to take/create any further charge over their property and assets including uncalled capital in favour of State Bank of India-lead bank for securing Rs. 350,42,00,000 (rupees three hundred fifty crores forty two lakhs only) Annexure-51 55. Declaration dated March 26, 2014 by Shri Satish Manglani, Shri Rajend ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... egistrar of Companies, Gwalior in favour of Consortium of State Bank of India, State Bank of Mysore, Union Bank of India, Bank of Baroda, Bank of Maharashtra, State Bank of Patiala and Dena Bank Annexure-61 65. Certificate of charge dated May 8, 2015 for the total limit of Rs. 414.17 crores (Dena Bank share Rs. 5.50 crores) issued by the RoC, Gwalior in favour of Consortium of State Bank of India, State Bank of Mysore, Union Bank of India, Bank of Baroda, Bank of Maharashtra, State Bank of Patiala and Dena Bank Annexure-62 66. Copy of notice under section 13(2) of the Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 (SARFAESI) has been issued by State Bank of India (lead bank) dated December 23, 2016 demanding payment of outstanding debt of Rs. 434,68,20,063.25 Annexure-63 67. Copy of notice under section 13(4) of the SARFAESI Act dated August 20, 2018 issued by Dena Bank for possession of properties Annexure-64 68. Copy of possession notice dated August 29, 2018 and panchnama Annexure-65 69. Commercial credit information report dated September 21, 2018 Annexure-66 70. Statement of accounts of t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Annexure-79 83. Minutes of the joint lenders meeting held on May 8, 2018 in the conference room of SBI Ram Branch, Bhopal Annexure-80 84. Minutes of the consortium meeting (P & C) banker's part held on June 26, 2018 in the conference room of SBI Ram Branch, Bhopal Annexure-81 85. Compromise proposal dated November 30, 2017 of Rs. 135 crores for settlement of loan account by corporate debtor Annexure-82 86. Acceptance letter dated February 23, 2018 of settlement of bank's dues under one-time settlement scheme by State Bank of India Annexure-83 87. Board resolution of the corporate debtor dated April 5, 2010 for creation of equitable mortgage by constructive deposit of title deeds for creation of second charge Annexure-84 88. Board resolution of the corporate debtor dated April 5, 2010 for creation of equitable mortgage by constructive deposit of title deeds for creation of pari passu charge Annexure-85 89. Memorandum of agreement dated April 6, 2010 executed between the Madhya Pradesh Financial Corporation, Dhanlaxmi Solvex P. Ltd., and State Bank of India, State Bank of Indore, State Bank of Mysore, State Bank of Patiyala, ICICI Bank Ltd ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ated October 19, 2010 Annexure-96 100. Certificate of document verification by advocate dated May 30, 2009 Annexure-97 101. Application for credit facility by the financial debtor to Dena Bank Annexure-98 102. Process note of Dena Bank Annexure-99 103. Letter of authority dated February 22, 2010 given by consortium co-lenders-State Bank of Mysore, State Bank of Patiala, ICICI Bank and Dena Bank to lead bank-State Bank of India for securing Rs. 203,00,00,000 (rupees two hundred three crores only) Annexure-100 104. Pari passu letter dated February 22, 2010 by bankers for securing Rs. 203,00,00,000 (rupees two hundred three crores only) Annexure-101 105. Letter of authority given by Dena Bank to State Bank of Indore (lead bank) dated July 30, 2010 Annexure-102 106. Inland Bill Form dated September 29, 2010 by the corporate debtor to Dena Bank Annexure-103 107. Foreign Bill Form dated September 29, 2010 by the corporate debtor to Dena Bank Annexure-104 108. Letter of acknowledgment dated September 29, 2010 by the corporate debtor to Dena Bank for term loan and interest due for credit facility amounting Rs. 29,50,00,000 (rupees twent ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ile reply without making any prayer to set aside the order passed on January 11, 2019. That, the order dated January 11, 2019 was very much in the knowledge of the corporate debtor having filed vakalatnama on February 7, 2019 has not made any request either to set aside order and/or to allow to file reply. That, even as on February 21, 2019 no such prayer has been made or put forward by the respondent. Finally the matter was heard in absence of the corporate debtor. Findings 11. The applicant had granted several facilities including cash credit facility to the corporate debtor and the corporate debtor fully availed those facilities. Those facilities carry interest/penalty applicable from time to time as per the terms and conditions mentioned in the sanction letters. Therefore, the amount due to the financial creditor from the corporate debtor is a financial debt. In view of the judgment of the hon'ble National Company Law Appellate Tribunal, in the case of Innoventive Industries Ltd. v. ICICI Bank (in Company Appeal (AT) (Insolvency) Nos. 1 and 2 of 2017), this Adjudicating Authority has to satisfy whether a default has occurred ; whether the application is complete ; and whe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... porate debtor in Part II, particulars of the proposed interim resolution professional in Part III, particulars of the financial debt in Part IV and documents, records and evidence of default in Part V. 14. On perusal of the record it is found that the application is complete in all respect as per the above Rules and in such a form and manner as prescribed in the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016. 15. In view of the above, the petitioner/financial creditor having fulfilled all the requirements of section 7 of the Code, the instant petition deserves to be admitted. 16. The petition is, therefore, admitted and the moratorium is declared for prohibiting all of the following in terms of sub-section (1) of section 14 of the Code : "(i) the institution of suits or continuation of pending suits or pro ceedings against the corporate debtor including execution of any judgment, decree or order in any court of law, Tribunal, arbitration panel or other authority ; (ii) transferring, encumbering, alienating or disposing of by the corporate debtor any of its assets or any legal right or beneficial inter est therein ; (iii) any action to foreclo ..... X X X X Extracts X X X X X X X X Extracts X X X X
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