TMI Blog2023 (12) TMI 570X X X X Extracts X X X X X X X X Extracts X X X X ..... which order was challenged by the IRP in this Tribunal. The above judgment fully supports the submissions of the Counsel for the Respondents. When the Resolution has been passed by the CoC in accordance with the provisions of the IBC deciding to replace the IRP, IRP cannot be heard in questioning the resolution on the ground that present was not a case where IRP could have been replaced by another Resolution Professional. Submission of the Appellant that in the Resolution dated 01st September, 2023 name of Anil Goel was mentioned whereas the Adjudicating Authority has approved the replacement with Resolution Professional- Ankit Goel - HELD THAT:- Suffice it to say that name of Ankit Goel was clearly mentioned in the Joint Lenders Meeting dated 28th August, 2023 when Joint Lenders Meeting decided to replace the Appellant with Ankit Goel. Further it was the Appellant who in the minutes dated 01st September, 2023 has mentioned Anil Goel. Registration No. of Ankit Goel and that of Anil Goel mentioned in the minutes is same as submitted by Learned Counsel for the Respondent. The mere fact that the name of RP who is to be appointed after replacement is spelled as Anil Goel instea ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... spondent Nos 1 to 3 (newly impleaded) in which Specified Undertaking of Unit Trust of India Ltd. (SUUTI in short) have 74.64% vote share. ii. On 19th July, 2023, an Email was sent by SUUTI asking the Resolution Professional to reduce his fee as well as CIRP Cost. Appellant by its email informed the SUUTI on same date i.e. 19th July, 2023 that he shall not be able to reduce his fee. The CoC made a request to Resolution Professional to convene a meeting of the CoC for 25th July, 2023. A meeting of CoC was convened for 25th July, 2023 which was held on 26th July, 2023 (18th CoC Meeting). One of the Agenda Item No. 7 was to consider, approve and vote on agenda of Resolution Professional . iii. The meeting dated 26th July, 2023 was held as 18th CoC Meeting in which Agenda Item No. 7 was taken. On the said agenda, the Resolution Professional recorded in the minutes that Agenda Item No. 7 shall be taken in the next CoC Meeting i.e. 19th CoC Meeting since the emails were received after circulation of the notice. Chairman also expressed his inability to continue rendering the service. Subsequent to 18th CoC Meeting, a Lenders Meeting was held on 28th August, 2023 which was attended b ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... been replaced in accordance with provisions of the Code. There was proposal for replacement by Ankit Goel whose registration number was mentioned whereas it was the Appellant who in the minutes of the meeting mentioned the name of Ankit Goel as Anil Goel. It is submitted that Appellant s replacement being in accordance with the provisions of the IBC, appellant has no right to challenge the order of the Adjudicating Authority. 8. We have considered the submissions of Learned Counsel for the parties and have perused the record. 9. As noted above, on 19th July, 2023, Member of CoC, SUUTI has written an email to the Appellant to reduce his fee and CIRP Cost which was declined by the Appellant thereafter there was request made to convene a meeting including agenda for replacement of the Resolution Professional. Notice for agenda was issued for 18th CoC meeting to be held on 25th July, 2023 which actually was held on 26th July, 2023 in which meeting one of the agenda which was Agenda Item No. 7 was to the following effect : Item No. 7. To consider, approve and vote on change of resolution professional 10. The Agenda and other materials have been brought on record by th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nt quoted for RP Fees 1 Stellar Insolvency Professionals LLP Rs. 3.25 Lakhs per month 2 AAA Insolvency Professionals LLP Rs. 2 lakhs per month 3 Moore Singhi Advisors LLP Rs. 5 lakhs per month 4 C.R. Shah Associates. Rs. 4 lakhs per month It was noted that AAA Insolvency Professionals LLP with the RP as Mr. Ankit Goel had quoted the minimum of Rs. 2 lakhs per month and hence the members of the Joint Lenders Meeting selected Shri Ankit Goel as the new RP of M/s. Modern Syntex (India) Ltd. The meeting concluded with a vote of thanks 12. It was after the Joint Lenders Meeting that the CoC requested the Appellant to convene the meeting of the 19th CoC meeting on 30th August, 2023. Resolution Professional issued notice for agenda for 01st September, 2023 where agenda was issued where Item No. 7 was following: 7. To consider, approve and vote on change of Resolution Professional 13. The meeting of Co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the Appellant requested to take legal action including lodging FIR which was not acceded to by the SUUTI which resulted in replacement of the Appellant. 16. It is relevant to notice that illegal auctioning which is alleged by the Appellant is of August, 2018 that is four years before the commencement of the CIRP which commenced on 28th February, 2022. It was for the SUUTI, to whom assets were hypothecated, as per the Appellant to take appropriate action. The fact that SUUTI decided not to lodge FIR cannot be a reason for the Appellant to contend that the decision taken for replacement of the RP cannot be approved. 17. We have further noticed that on 19th July, 2023, an email was sent by the SUUTI to the Appellant to reduce his fee and CIRP Cost which was immediately declined and in 18th CoC Meeting it was Appellant who himself has expressed, and it was noted in the minutes that he is not interested to continue any further. He has expressed his inability to continue rendering his services. In the above background, sequence and events, we see no reason to find any fault with the Resolution of the CoC replacing the Appellant with another Resolution Professional under Section 27. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... vency) No.1037 of 2022- Sumant Kumar Gupta vs. Committee of Creditors of M/s. Vallabh Textiles Company Ltd. where challenge made by the Resolution Professional who was replaced, on the ground that he was entitled for the opportunity to be heard after issuing notice was considered. This Tribunal after noticing Section 27 of the IBC laid down following in paragraphs 6 and 7:- 6. When we read Section 27(1), it clearly provides that when the CoC is of the opinion that a resolution professional appointed under section 22 is required to be replaced, it may replace him with another resolution professional in the manner provided under the section. The manner provided under Subsection (2) of Section 27 is that a resolution be passed at the meeting of the CoC by vote of 66% voting share to replace the Resolution Professional and to appoint another Resolution Professional, subject to a written consent from the proposed resolution professional. 7. In the present case, the CoC in its meeting dated 04.06.2022 with 100% vote has decided to replace the Appellant with another Resolution Professional. When we look into the scheme of Section 27 as delineated by the statute, it does not ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... me to the submission of the Appellant that in the Resolution dated 01st September, 2023 name of Anil Goel was mentioned whereas the Adjudicating Authority has approved the replacement with Resolution Professional- Ankit Goel. 22. Suffice it to say that name of Ankit Goel was clearly mentioned in the Joint Lenders Meeting dated 28th August, 2023 when Joint Lenders Meeting decided to replace the Appellant with Ankit Goel. Further it was the Appellant who in the minutes dated 01st September, 2023 has mentioned Anil Goel. Registration No. of Ankit Goel and that of Anil Goel mentioned in the minutes is same as submitted by Learned Counsel for the Respondent. The mere fact that the name of RP who is to be appointed after replacement is spelled as Anil Goel instead of Ankit Goel in the minutes which was produced by the Appellant shall have no effect on the resolution for replacement and we do not find any merit in the above submission of the Appellant that although Appellant was decided to be replaced by Anil Goel but ultimate order is of Ankit Goel. Appellant himself has brought on record materials in I.A. No. 5665 of 2023 that written consent and affidavit of Ankit Goel which was obt ..... 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