TMI Blog2019 (12) TMI 1137X X X X Extracts X X X X X X X X Extracts X X X X ..... ot fall under any of the category as mentioned in Section 29A of the Code - Regulation 36B(4A) of the CIRP Regulations requires that the Resolution Applicant shall provide a performance security. Resolution professional has certified that the Resolution Applicant has submitted Performance Guarantee of ₹ 44 Crores issued by AU Small Finance Bank Limited in compliance of Regulation 36B(4A) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 - we are satisfied that all the requirements of Section 30(2) are fulfilled and no provision of the law for the time being in force appears to have been contravened. The requirements as per the Code and regulations have been complied with. Moreover, the Resolution Plan has been unanimously approved by 100% voting share of the members of CoC and has been submitted in compliance of Section 30 of the Code for approval. In view of the aforesaid discussions and as no infirmity have been brought out upon screening of the Resolution Plan; we hereby approve the Resolution Plan under sub-section (1) of Section 31 of the Code - C.A. NO. 932(PB) OF 2019, CP (IB) NO. -265 (PB) OF ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ) of the Code, the Interim Resolution Professional collated all claims submitted by the creditors pursuant to the public announcement and constituted a Committee of Creditors comprising of nine (9) financial creditors of the Corporate Debtor i.e. Karur Vysya Bank Ltd., Karnataka Bank Ltd., Corporation Bank, IDBI Bank Ltd., ICICI Bank Ltd., City Union Bank Ltd., Punjab National Bank, Invent Assets Securitization Reconstruction Pvt. Ltd. and Canara Bank on 13.08.2018. 5. The first meeting of the Committee of Creditors (CoC) was convened on 21.08.2018 where it was decided by 94.10% voting share to continue the Interim Resolution Professional (IRP) Mr. Gian Chand Narang as the Resolution Professional in terms of Section 22(3)(a) of the Code. 6. Subsequently, in terms of Regulation 27 of the CIRP Regulations the Resolution Professional appointed two registered valuers, i.e. M/s. Adroit Technical Services Pvt. Limited and M/s. Crest Capital Group Pvt. Limited to ascertain the fair value and liquidation value of the corporate debtor. 7. It is submitted that pursuant to the invitation of resolution plan the following EOIs were received from 4 Prospective Resolu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... plan by CoC. Three out of the five Resolution Applicants, namely M/s. GP Global Asphalt Pvt. Limited, M/s. Jatalia Global Venture Limited and Umaiza Infracon LLP (SPV of Ajay Yadav Co.) submitted the required letter of Declaration/Affirmation to the CoC. 12. It is submitted that in the 11th meeting of the CoC convened on 30.03.2019 the modified/revised resolution plan as received from Ajay Yadav Co. through its SPV Umaiza Infracon LLP was presented before CoC. The remaining two Resolution Applicants had not submitted revised plans since they had in their letters submitted on 27.03.2019 not agreed to make the modifications in line with the requirements stipulated by CoC. However, it was decided by CoC to evaluate the Resolution Plans of Umaiza Infracon LLP, latalia Global Ventures Ltd. and G P Global Asphalt Pvt. Ltd as per the evaluation matrix, while resolution plans of Outcome Commercial Pvt. Ltd. and GRM Overseas Limited were not considered as the resolution consideration amount offered by them was below the liquidation value. 13. It is appropriate to mention here that C.A No. 611/PB/2019 filed by the resolution professional for exclusion of time lost in th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s and the resolution plan to the Board to be recorded on its database. (4) The resolution applicant shall, pursuant to the resolution plan approved under sub-section (1), obtain the necessary approval required under any law for the time being in force within a period of one year from the date of approval of the resolution plan by the Adjudicating Authority under sub-section (l) or within such period as provided for in such law, whichever is later. (Emphasis given) 18. Therefore, before approving the Resolution Plan, the Code mandates the Adjudicating Authority to ensure that,- (1) the Resolution Plan meets the requirements of Section 30(2) of the Code and (2) the resolution plan has provisions for its effective implementation. 19. In respect of compliance of condition (1) above, it is necessary to refer to sub-section (2) of Section 30 of the Code which reads as follows: 30. Submission of resolution plan. (1) .. (2) The resolution professional shall examine each resolution plan received by him to confirm that each resolution plan - (a) provides for the payment of insolvency resolution process co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... er law for the time being in force for the implementation of actions under the resolution plan, such approval shall be deemed to have been given and it shall not be a contravention of that Act or law. (3). ** ** ** 20. Sub-section 2 of Section 30 casts a duty on the Resolution Professional to examine the resolution Plan received by him to confirm that such Resolution Plan provides for the payment of insolvency resolution process costs, provides for the payment of the debts of the operational creditors and financial creditors in such manner as specified, provides for the management of the affairs of the corporate debtor after approval of the Resolution Plan; the implementation and supervision of the Resolution Plan, that the Resolution Plan does not contravene any of the provisions of the law, and that the Resolution Plan conforms to such other requirements as may be specified by the Board. 21. The Resolution Professional has filed compliance certificate in Form H and inter alia has confirmed that he has examined and verified the Resolution Plan approved by the CoC, in the light of the requirements of the Code and Regulations a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nation in respective class of creditors, as same treatment is provided to similarly situated each class of creditors. 28. Besides the resolution plan provides for the payment of the debts of operational creditors in such manner as may be specified by the Board which shall not be less than the amount to be paid to the operational creditors in the event of a liquidation of the corporate debtor under Section 53. 29. As a sequel to the aforesaid discussion it is seen that clause (b) of sub-section (2) of Section 30 of the Code stands satisfied. 30. In terms of Section 30(2)(c), the Resolution Plan provides for management of affairs of the corporate debtor after approval of the Resolution Plan. The management of the affairs and control of the business of the corporate debtor after approval of the Resolution Plan has been provided at Clause 7 of the Resolution plan which inter alia provides that the Company shall continue as a going concern and operate in its normal course of business upon implementation of the Resolution Plan. The Resolution Professional has confirmed in the compliance certificate given in Form H that section 7 of the Resolution Plan provides ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... B(4A) of the CIRP Regulations requires that the Resolution Applicant shall provide a performance security. Resolution professional has certified that the Resolution Applicant has submitted Performance Guarantee of ₹ 44 Crores issued by AU Small Finance Bank Limited in compliance of Regulation 36B(4A) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. 36. As a sequel to aforesaid discussions we are satisfied that all the requirements of Section 30(2) are fulfilled and no provision of the law for the time being in force appears to have been contravened. 37. The Resolution Professional has further certified that the Resolution Plan has been approved unanimously by 100% of voting share of financial creditors after considering its feasibility and viability and other requirements specified by the Code and CIRP Regulations. It is noted that there is no dissenting financial creditor who opposed the resolution plan. 38. Adjudicating Authority is not expected to substitute its view with the commercial wisdom of the CoC nor should it deal with the technical complexity and merits of Resolutio ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Section 30(2) of the Code and the reasoned commercial decision of CoC is neither discriminatory nor perverse. 43. In the facts we are satisfied that the requirements as per the Code and regulations have been complied with. Moreover, the Resolution Plan has been unanimously approved by 100% voting share of the members of CoC and has been submitted in compliance of Section 30 of the Code for approval. In view of the aforesaid discussions and as no infirmity have been brought out upon screening of the Resolution Plan; we hereby approve the Resolution Plan under sub-section (1) of Section 31 of the Code. 44. We also approve appointment of 'Monitoring Committee' with modification that Resolution Professional (IP) shall be a member thereof at least for three months to monitor and supervise the implementation of the Resolution Plan. We also grant Liberty to the monitoring Committee to apply to the Tribunal for any further direction in order to ensure effective implementation of the plan, if such a necessity arises. 45. In respect of reliefs and concession sought for in the Plan which are beyond the jurisdiction of this Tribunal, Monitoring committee alo ..... X X X X Extracts X X X X X X X X Extracts X X X X
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