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TMI Blog2020 (3) TMI 1394X X X X Extracts X X X X X X X X Extracts X X X X ..... ad with Section 60(5) of the Insolvency and Bankruptcy Code, 2016 for approval of the Resolution Plan. 2. Facts of the case as evident from application and Form - H: (i) This Adjudicating Authority by Order dated 14.05.2019 admitted the TP No. 41/CTB/2019 for initiation of the Corporate Insolvency Resolution Process of the Corporate Debtor i.e. M/s. Odisha Slurry Pipeline Infrastructure Ltd. (ii) Mr. Ashish Chhawchharia was appointed as the Interim Resolution Professional and subsequently Committee of Creditors accepted him to continue as Resolution Professional of the Corporate Debtor. (iii) Public announcement was made dated 18.05.2019 in two newspapers one in English language i.e. Financial Express and another one in Hindi language i.e. Surya Prabha. (iv) On 07.06.2019, Committee of Creditors were formed. The 1st Committee of Creditor Meeting was held on 14.06.2019. In the said meeting the Interim Resolution Professional was resolved to be appointed as Resolution Professional. Further, two registered valuers were appointed i.e. Adroit Valuation Services Pvt. Ltd. and Kantikaramsey & Co. to ascertain fair value and liquidation value of the assets of the Corporate Debtor. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... total financial proposal under the Resolution Plan, are as under: - Particulars Amount (INR) Upfront Fund Infusion The aggregate of INR 23,599,691,373 and any additional sums which may be needed to (a) pay the Upfront OC Discharge Amount and (b) defray any Insolvency Resolution Process Costs and Standstill Period Costs, if the aggregate of such costs are in excess of INR 60,000,000.00 but only to the extent such additional costs are incurred by the consent of the Monitoring Committee in accordance with Section III (C) (5) (iii) (c). Insolvency Resolution Process Costs and Standstill Period Costs to be permanently settled, discharged, and extinguished in full and reduced to NIL by payment: An aggregate of (a) INR 60,000,000.00 and (b) any additional sums which may be needed to defray any Insolvency Resolution Process Costs and Standstill Period Costs, if the aggregate of such costs are in excess of the INR 60,000,000.00 (referred to in (a) above) but only to the extent such additional costs are incurred by the consent of the Monitoring Committee in accordance with Section III (C) (5) (iii) (c). Operational Debt to be permanently settled, discharged, and extinguished in full ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... d Regulation 38 of the CIRP Regulations. The details of the same are as below: - Sl. No. Section of the Code/Regulation No. Requirement with respect to Resolution Plan Clause of Resolution Plan 1. Section 30(2) The Resolution Plan: (a) Provides for the payment of Insolvency Resolution Process costs in priority to payment of all other debt of the Corporate Debtor; Section III (A) (ii) and Section III (A)(vii)(1) (b) Provides for the payment of the debts of operational creditors in the manner specified in Section 30(2) (b); Section III (A) (iii) (c) (c) Provides for the payment of the debts of dissenting Financial Creditors in the manner specified in Section 30(2) (b); Section III (A) (iii) (b) (4) (d) Provides for the management of the affairs of the Corporate Debtor after approval of the Resolution Plan; Section III (c) (e) Provides for the implementation and supervisions of the Resolution Plan; Section III (C) (5) (f) Does not contravene any of the provisions of the law for the time being in force. Section II (1.7) contains relevant undertakings from the Resolution Applicant, confirmi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... III (A) (vii) (4) to (8). 6 Proposal for shareholders. Section III (A) (v) and Section III (A) (vii) (7). 7 Source of funds. Section III (A) (vi). 8 Implementation Plan. Section III (C) (1). 9 Acquisition Structure. Section III (C) (2). 10 Implementation Schedule and Key Steps. Section III (C) (3). 11 Monitoring Agent and Monitoring Committee. Section III (C) (5) (i) and (iii). 12 Board of Directors. Section III (C) (5) (ii). 13 Effective Date Actions. Section III (C) (6). 14 Prayers, reliefs, concessions, directions. Section VII(1). 6. In Section III (C) (3) (i) of the Resolution Plan, the Resolution Applicant has provided the timeline for implementation of the Resolution Plan, as set out below: Actions Timelines Plan Approval Date. T. Issuance of the Implementation Notice. Within 6 Business Days from T. Effective Date. Within 15 Business Days from T. Actions specified in Section III (C) (6) to be undertaken. Within 15 Business Days from T. 7. The Resolution Applicant has submitted eligibility under Section 29A of the Insolvency and Bankruptcy Code, 2016. Therefore, the Resolution Applicant alongwith its nominees shall hold 100% of the share ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ental is paid under the "Right to Use " Agreement. (g) Interim order and/or orders restraining the Resolution Professional from taking any step and/or steps towards approval of any Resolution Plan in respect of the Corporate Debtor till disposal of the Applicant's C.A.N. No. 11760 of 2016 filed in F.M.A.T. No. 1310 of 2016 (SREI Infrastructure Finance Limited -Vs- OSPIL & Anr.) pending before the Hon'ble High court at Calcutta in connection with the Title Suit being T.S. No. 177 of 2016; In CA (IB) No. 12/CTB/2020 filed by Applicant i.e. SREI Infrastructure Finance Limited seeks the following prayers to be considered are as under: - (a) Allow the applicant/intervenor to be impleaded in the present proceeding and to make necessary submissions: (b) The application filed by the Resolution Professional before this Hon 'ble Tribunal under Section 31 of the Insolvency and Bankruptcy Code, 2016 for approval of the Resolution Plan of the Resolution Applicant being Arcelor Mittal Private Limited ("AMIPL") be rejected. (c) The resolution Plan submitted by the Resolution Applicant being AMIPL be declared illegal and no in accordance with Section 30(2) of Insolvency and b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... s highly discriminating, none of other Financial Creditors hold personal guarantee, such a move is grave injustice to this applicant. (vii) The applicant further submits the resolution plan is discriminatory in nature, failed to take the interest of all the stake holders. Further violates Section 30(2) of IBC Code, over looked basic pillar of IBC Code, being maximization of value of asset. Hence, seeks rejection. The applicant further submits that Corporate Debtor is entitled to receive 1300 crores from Essar Steel India Limited Resolution Applicant has not kept its commitment made under Essar Steel India Limited (ESIL). The Resolution Applicant are one and the same. The Resolution Applicant paid 501.1 crores to itself, to avoid payment of Rs. 1300 crores towards Slurry Pipe Line charges. We are of view that this amount is receivables, subject to certain/various eventuality. (viii) The learned Senior Counsel for Committee of Creditors submits that all the loans of the Financial Creditors including the applicant herein were sanctioned between the period of six months duration or more. However, the rate of interest of each Financial Creditor differs. Therefore, the outsta ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... have, in any way altered the outcome. (x) The applicant draws our attention to approved resolution plan of Essar Steel India Limited, approved by NCLT Ahmedabad. The said Plan is not before us nor part of this application. If the Successful Resolution Applicant takes over, many corporate bodies under resolutions, each plan is separate, and implementation is separate cannot be linked and compared on the basis that Resolution Applicant is one and the same. When Resolution Applicant take over Similar companies or companies of same group, certain advantageous/disadvantageous are bound to be. But there is no illegality on the face of it. (xi) C.S. No. 177/2016 on the file of learned Civil Court, Senior Division at Sealdah shall stands abated, is natural consequences on the approval of this resolution plan. And that cannot be the ground for rejection of Plan nor keep it pending till the disposal of the Civil Suit. The relief sought in CA(IB) No. 194/CTB/2019 and CA(IB) No. 12/CTB/2020 are rejected. 10. This Adjudicating Authority understands and appreciates the purpose and spirits of Insolvency of Bankruptcy Code, 2016 keeping in view, ease of doing business, includes ease of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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