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TMI Blog2020 (6) TMI 687X X X X Extracts X X X X X X X X Extracts X X X X ..... l resolution applicant i.e "Atyant Capital India Fundi-1". 3. The Corporate Insolvency Resolution Process ("CIR Process) of the corporate debtor was initiated vide order of this tribunal dated 17-3-2017 upon admission of an application filed by the Corporate Debtor under section 10 of the Code and Mr. Dinkar T. Venkatasubramanian was appointed as the IRP, Thereafter, the CoC of the Corporate Debtor at the meeting held on 19-4-2017 resolved to appoint Mr. Mukesh Mohan Gupta as Resolution Professional which was confirmed by this Adjudicating Authority, 4. In accordance with the provisions of the Code, the statutorily prescribed period of one-hundred and eighty (180) days from the insolvency commencement date was expiring on 17 September 2017, accordingly, upon an application filed by the erstwhile Resolution Professional (being Mr. Mukesh Mohan Gupta) under section 12 of the Code, the said period of the CIR Process Period was extended by this Hon'ble Tribunal by another 90 days vide its order dated 3 August 2017. Accordingly, the CIR process of the Corporate Debtor was due to expire on 12 December 2017. 5. During the CIR Process of the Corporate Debtor, the erstwhile Resolutio ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Hon'ble Supreme Court in Civil Appeal No. 9090-9091 of 2018 whereby the Hon'ble Supreme Court vide order dated 7 September 2018 , while issuing notice directed for maintenance of status quo as on the said date. The said civil appeal was thereafter taken up and dismissed by the Hon'ble Supreme Court vide its order dated 23 January 2019. 10. Subsequently, the Applicant herein was appointed as the Resolution Professional by the Committee of Creditors and thereafter such appointment was confirmed by this Adjudicating Authority vide order dated 8 March 2019. Thereafter, the Resolution Professional called for the 17th COC meeting on 29 March 2019 to inter alia discuss the future course of action and to evaluate the existing resolution applicants i.e. Atyant Capital India Fund -I and Hindustan Oil Exploration Co. Limited ('HOEC'). 11. At the said meeting, on account of the fact that the C1R Process of the Corporate Debtor has been marred by litigations and the fact that the Hon'ble NCLAT has directed the "re-constituted" Committee of Creditors to consider/re-consider the resolution plans of existing resolution applicants, and while the statutorily prescribed per ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nce with the Process Document and were discounted by more than 50% in comparison to plans originally submitted in 2017. 17. The CoC in its 20th meeting on 17 June 2019 evaluated and discussed the revised resolution plans submitted by both the resolution applicants and proceeded with the outbidding process as mentioned in the Process Document in an attempt to achieve value maximization of the Corporate Debtor without prejudice to its rights under the Process Document. As per the evaluation carried out by the CoC, Atyant Capital India Fund -I was declared as the H1 bidder and HOEC was declared as the H2 bidder. 18. Thereafter the H2 bidder was given the opportunity to outbid the H1 bidder, in accordance with the process for outbidding stipulated under the Process Document. The H2 bidder i.e. HOEC declined to outbid the H1 bidder. Consequently, H1 bidder i.e. Atyant Capital India Fund -I was declared the highest evaluated resolution applicant. However, on the request of the CoC, Atyant Capital India Fund -I reconsidered and submitted a revised financial proposal with an improvement of Rs. 6 crore as its revised financial offer by way of letter dated 17 June 2019. The CoC however ind ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... vit certified that: (a) The contents of the improved Resolution Plan submitted by "Atyant Capital India Fund-I" meet all the requirements of the IBC and the Regulations thereunder; and (b) The improved Resolution Plan submitted by "Atyant Capital India Fund-I" has been approved by the Committee of Creditors by 100% voting share under section 30 (4) of the IBC in its meeting. (c) Further, Resolution Professional has submitted compliance certificate in Form -H, inter alia, certifying eligibility of Resolution Applicant under section 29 A of the Code and feasibility & viability of Approved Resolution Plan. 25. Sub-section 2 of Section 30 of the Code reads as under; The resolution professional shall examine each resolution plan received by him to confirm that each resolution plan- (a) &nbs ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... es for repayment of debts of Operational Creditors (OCs) in such manner as maybe specified by the Board, which shall not be less than the amount payable to them in the event of liquidation u/s 53. Section 7.3 of the Resolution Plan read with Annexure 4 and Addendum D- Final. (c) The Resolution plan provides for management of the affair of the CD after approval of the resolution plan. Section 9 of the Resolution Plan read with Annexure 5. (d) The Resolution plan provides for Implementation and Supervision of resolution plan Section 7 read together with section 9 of the Resolution Plan and Annexure-5. (e) The Resolution plan does not contravene any of the provisions of the law for the time being in force. Section 9 of the Resolution Plan read with Annexure 5. 27. The following table shows that the requirements of Regulation 38 of CIR Regulation are met by the approved plan: Reference of relevant Regulations Requirement Compliance (yes/no) 38(1) The amount due to the operational creditors under a resolution plan shall be given priority in payment over financial creditor. Section 7 of the Resolution plan read with clause A4 of Addendum A and Addendum D- Final 38 (1A) ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... monitoring agency shall be Rs. 1,50,000/- plus taxes and out of pocket expenses at actual. 31. The Resolution Applicant is allowed to remove and/or substitute the Monitoring Agency with prior approval of this Adjudicating Authority if the Monitoring Agency is unable to satisfactorily perform its responsibilities or breaches terms of its appointment. 32. It is directed that the resolution plan so approved shall be binding on the Corporate Debtor, its employees, members, creditors, guarantors and other stakeholders involved in the resolution plan. With the approval of the resolution plan, the moratorium order passed by this Tribunal under section 14 of the Code shall ceases to have effect. The Resolution Professional is directed to forward all the record relating to the conduct of the corporate insolvency resolution process and the resolution plan to the 1BBI to be recorded on its database. 33. In view of the above discussion, the Approved Resolution Plan submitted by "Atyant Capital India Fund-1" is found in conformity of section 30 (2) of the Code and the same is approved. 34. Accordingly, the resolution plan is hereby approved and will be effective from the date of modified o ..... X X X X Extracts X X X X X X X X Extracts X X X X
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