TMI Blog2018 (9) TMI 2028X X X X Extracts X X X X X X X X Extracts X X X X ..... GHAVAN, MEMBER (TECHNICAL) 1) The Applicant in the present Application prays as follows; a) That this Hon'ble Tribunal be pleased to approve the resolution plan submitted by Ingen Capital Group, LLC for the Corporate Debtor as has been approved by the CoC pursuant to its meeting held on 4th June 2018 and voting as concluded on 21st June 2018 as per Section 31 (1) of the Insolvency and Bankruptcy Code, 2016; b) That this Hon'ble Tribunal be pleased to approve the consummation of all such steps contemplated for implementation of the resolution plan; c) That this Hon'ble Tribunal be pleased to approve settlement or restructuring of all claims as per the terms set out in the resolution plan ; d) Upon approval by the Hon'ble Tribunal as mentioned in prayer (a) above, declare that the moratorium order passed by the Hon'ble Tribunal under Section 14 of the Code vide its order dated 17th August 2017 shall cease to have effect; e) For such other orders as this Hon'ble Tribunal deems fit in the facts and circumstances of the case. 2) The Tribunal vide its order dated 17.08.2017 admitted an application initiating the corporate ins ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Quimico Farmacuetica, Spain (Uquifa Spain), before 4:00 p.m. on 15.03.2018 at the address mentioned in the Process Memorandum dated 19.02.2018. 8) At the 7th Meeting of the CoC, the CoC directed me to invite submission of resolution plan from prospective eligible resolution applicant in Form - G, as per Regulation 36A (5) once again as all the resolution plans received in the first round were ineligible. The CoC also asked the RP to inform Ingen Capital, Fidelity and Uquifa Spain about their non-compliances and ask them to get them corrected in the 2nd round of bidding, if they were taking part. A revised Form G was uploaded on the Company website and stock exchanges on 02.03.2018 and the last date for submission of resolution plans as per the revised Form G was 10.04.2018 to allow for a period of 15 days from the date of the revised Form G. 9) In the 8th CoC Meeting held on 17.04.2018 the CoC agreed that the resolutions plans of Ingen Capital and Fidelity were not compliant with the provisions of the Code and/or the Process Memorandum. Accordingly, the resolution plan submitted by Uquifa Spain, being the only resolution plan compliant with the Code and the Process Memorandu ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... withdrawing from participation in the resolution process. 13) At the 11th CoC Meeting held on 08.05.2018 the CoC unanimously decided to consider Option I provided by Uquifa Spain as it offered higher net present value (NPV) to financial creditors and to have an e- voting for voting on the said resolution plan. Accordingly, upon voting, the resolution of the CoC to accept the resolution submitted by Uquifa Spain as per Section 30(4) of the Code did not obtain the requisite majority of the CoC. On 29.05.2018, the CoC sub-committee had a conference call with representatives of Ingen Capital to discuss the resolution plan of Ingen Capital to improve its offer made out in its resolution plan dated 16.05.2018. In this regard, Ingen Capital also filed an application MA/105/IB/2018 in CP/540/IB/2017 before the Tribunal. In the Application, Ingen Capital has inter alia sought for waiver of submission of EMD of Rupees Five Crores citing restrictions arising out of the requirements of the laws of the United States of America. 14) At the 12th Meeting of the CoC on 04.06.2018 meeting the resolution plan dated 24.04.2018 and the resolution plan dated 01.05.2018 submitted by Ingen Capital ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... hed me informing that due to lack of response/ information from the Resolution Applicant as also since the Resolution Applicant has sent atleast three plans, CoC members has sought clarity on the Plan. CoC members will be able to take a decision and vote on the matter only after the information sought by them is received. In the light of the above, I am agreeable to keep the voting on June 20, 2018. I will be filing the status update to Hon'ble NCLT on the matter for information and guidance. 17) The e-voting commenced on Wednesday, 20.06.2018 (4:00 PM) and ended on Thursday, 21.06.2018 (4:00 PM) on the following resolutions which are set out below along with percentage of votes cast in favour (by value) out of the votes cast in respect thereof: Description of Resolution Results (i) Acceptance of resolution plan with total consideration of ₹ 1490 Crores submitted by Ingen Capital Group LLC and declare them as successful bidder; 78.64% votes in favour of the resolution (ii) Waiver of Earnest Money Deposit (INR 5 cror ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ution Plan read with Schedule 2 annexed thereto. In this regard it is observed that against the verified claim amount of ₹ 88.52 crores the Operational creditors receive ₹ 37 Crores suffering a haircut of 58.21 %. D. Workmen and Employee Dues - the Resolution applicant provides for the payments of ₹ 13 Crores to workmen/employees whose dues have been verified by the resolution professional pursuant to the terms of the Approved Resolution Plan as set out in Section 8(c) of the Approved Resolution Plan read with Schedule 2 annexed thereto. E. Payment to dissenting financial creditors : The dissenting financial creditors shall be paid a minimum amount equal to the liquidation value due to them before any payment is made to assenting financial creditors in the manner set out in Section 8(f) of the Approved Resolution Plan read with Schedule 2 annexed thereto. F. Payment of claims under litigation/ dispute : Payments in respect of claims that may arise on account of pending litigation and/ or dispute has been set out in Section 8(i) of the Approved Resolution Plan read with Schedule 2 annexed thereto. G. Management and Control of affairs of Corporat ..... 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