06th January, 2026 Approval of Resolution Plan - Alishan Veneer & Plywood Private Limited [I.A (IB) (Plan) No. 21 & 271/KB/2025 and I.A (IB) No. 1697 & 2058/KB/2024 in RCP (IB) No. 1/KB/2023] (762.07 KB)
IN THE NATIONAL COMPANY LAW TRIBUNAL
KOLKATA BENCH (COURT-II)
KOLKATA
I.A (IB) (PLAN) NO. 21/KB/2025 And I.A (IB) No. 2058/KB/2024 And I.A (IB) No. 1697/KB/2024 And I.A (IB) No. 271/KB/2025 In RCP (IB) NO. 1/KB/2023
Application under section 30(6) read with and 31(1) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulation 2016.
IN THE MATTER OF:
HINDUSTAN ADHESIVE AND CHEMICALS ……Operational Creditor Versus
ALISHAN VENEER AND PLYWOOD PRIVATE LIMITED ……Corporate Debtor And
KOLKATA
I.A (IB) (Plan) No. 21/KB/2025
And
And
And
In
R.C.P (IB) No. 1/KB/2023
Page 2 of 80
IN THE MATTER OF:
RACHNA JHUNJHUNWALA, Resolution Professional of Alishan Veneer and
Plywood Private Limited
……Applicant
Date of Pronouncement: 16.12.2025
CORAM:
Shri. Labh Singh, Hon’ble Member (Judicial)
Ms. Rekha Kantilal Shah, Hon’ble Member (Technical)
APPEARANCES (Physically Or Virtually): Mr. Rishav Banerjee, Adv. ] For the CoC
Mr. Shaunak Mitra, Adv.
]
Ms. Shreya Choudhury, Adv.
] For the RP
Ms. Rachna Jhunjunwala, RP.
Ms. Manju Bhuteria, Sr. Adv. ]
] For SRA Mr. Rahul Auddy, Adv. ] Mr. Aditya Gooptu, Adv. ] Ms. Arundhati Barman Roy, Adv. ]
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TABLE OF CONTENTS
SL. No.
Topic
Page No.
1.
Prologue
4
2.
Particulars of the Corporate Debtor
4-5
3.
Initiation
of
Corporate
Insolvency
Resolution Process (CIRP)
5
4.
Publication
5-6
5.
Constitution of CoC
6-7
6.
Collation of Claims
7-8
7.
Appointment
of
Registered
Valuers
and
Transactional Auditors
8-10
8.
CIR Process and Compliance
10-13
9.
Evaluation and Voting
14-15
10.
Compliance of the Resolution Plan submitted
by the SRA with various provisions under the
IBC and CIRP regulations
15-21
11.
About SRA
22
12.
Financial Proposal given by the SRA
22-27
13.
Provision for Implementation and Monitoring
of the Resolution Plan
27-29
14.
On PUFE Transactions
29
15.
Our Inference
29-40
16.
On Statutory Authorities Approval
41
17.
On the Reliefs, Waivers and Concessions
41-69
18.
On the Extinguishment of claims
70-73
19.
On Guarantors
73-74
20.
On Inquiries, Litigations, Investigations
and Proceedings
74-76
21.
Order
76-80
KOLKATA And And And In Page 4 of 80 O R D E R Per: Rekha Kantilal Shah, Member (Technical)
- This Application has been preferred by the Rachna Jhunjhunwala, Resolution Professional (‘RP’) of the Corporate Debtor, Alishan Veneer and Plywood Private Limited under section 30(6) and 31 of the Insolvency and Bankruptcy Code, 2016 (‘IBC’), seeking direction for final approval of Resolution Plan submitted by Mr. Harsh Agarwal. Prologue
- The CoC at its 22nd Meeting convened on 20.05.2025 has approved the Resolution Plan submitted by Mr. Harsh Agarwal, one of the Promoter Director (suspended board of director) of the Corporate Debtor, by 100% voting share and a Letter of Intent (‘LoI’) was issued on 24.06.2025, which was unconditionally accepted by Mr. Harsh Agarwal on 26.06.2025. The same is attached and marked as annexure- “W” at page no- 465 to 466. Particulars of the Corporate Debtor
- Alishan Veneer and Plywood Private Limited, Corporate Debtor herein was incorporated on 31.03.1995 under the Companies Act, 1956 bearing CIN: U20211WB1995PTC070715 having registered office
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at 46, B.B Ganguly Street, Kolkata- 700012. The Corporate Debtor
is also registered as a Micro, Small and Medium Enterprise
(“MSME”)
and
registered
under
the
category
of
small
manufacturing enterprise, having Udyog Aadhaar No. WB1080011797.
Initiation of Corporate Insolvency Resolution Process
4. The Company Petition in R.C.P (IBC) No 1/KB/2023 was filed by
the Hindustan Adhesive and Chemical, Operational Creditor to
initiate Corporate Insolvency Resolution Process (‘CIRP’) under
section 9 of the IBC 2016, which was admitted vide order dated
05.06.2024 and appointed Mr. Goutam Mukherjee as Interim
Resolution Professional (‘IRP’).
5. An application being I.A(I.B.C)/2176/KB/2024 was filed by Punjab
National Bank (Member of the CoC) for replacing the IRP. This
Adjudicating Authority vide order 04.11.2024 allowed the
application and appointed the present Applicant as the RP.
Publication
6. The Applicant made public announcement in Form- A on 12.06.2024
in Business Standard (English Edition) and Aajkal (Bengali
Edition) newspaper in accordance with section 15 of IBC read
with Regulation 6 of the CIRP Regulations, regarding initiation
of CIRP and for inviting all the creditors of Alishan Veneer and
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Plywood Private Limited to submit their claim to the Applicant.
The last date for submission of proof of claim was 25.06.2024.
Constitution of CoC
7. The erstwhile IRP duly constituted the Committee of Creditors
(“CoC”) of the Corporate Debtor under Section 21(1) of the IBC,
2016 on 04.07.2024 with sole member, Punjab National Bank, in
accordance with Regulation 17 (1) of the Insolvency and
Bankruptcy Board of India (Insolvency Resolution Process for
Corporate Persons) Regulations, 2016.
8. The newly appointed RP, the applicant herein, on 19.01.2025, re-
constituted the CoC considering the claim received up to
18.01.2025 and the CoC re-constitution report was filed before
this Adjudicating Authority on 21.01.2025.
9. Thereafter, an interlocutory application was filed by Kotak
Mahindra Bank Limited praying for condonation of delay in
submission of claim and vide order dated 03.04.2025 the same was
allowed and the claim by the bank was received by the RP. The
CoC was again re-constituted and the re-constituted report was
filed before this Adjudicating Authority on 06.05.2025.
10. The composition of re-constituted of the CoC (as on 06.05.2025)
is furnished herein below:
KOLKATA And And And In Page 7 of 80 SL. No Name of Creditors Voting Percentage 1 Punjab National Bank 93.29% 2 Kotak Mahindra Bank Ltd 4.88% 3 Sun Kissed Merchandise Pvt Ltd 1.83%
Collation of Claims
10. The Total amount claimed and admitted are summarized as under
(IBBI Version 5 as on 04.05.2025):
a) Claims by Creditors (Secured, Unsecured & Operational):
SL. No Secured Creditor
Amount Claimed
Amount Admitted
1.
Punjab
National
Bank
52,68,16,373
52,64,48,368
2.
Kotak Mahindra Bank 2,75,28,106
2,75,28,106
SL. No Unsecured Creditor
Amount Claimed
Amount Admitted
1.
Sunkissed
Merchandise Pvt Ltd
1,03,34,063
1,03,34,063
SL. No Operational
Creditor
Amount Claimed
Amount Admitted
1.
Workman
22,02,951
22,02,951
2.
Employee
4,59,944
4,59,944
3.
EPF
10,50,098
10,50,098
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4.
CGST & CX Uluberia
Division
1,83,88,737
1,83,88,737
5.
Howrah CGST & CX
16,11,659
16,11,659
6.
ESIC
76,00,049
76,00,049
7.
Deputy
Commissioner,
Commercial
Tax,
Bowbazar
22,29,28,624
22,29,28,624
8.
Hindustan Adhesive
& Chemicals
2,58,76,917
2,58,76,917
9.
Regal Udyog Pvt Ltd 36,84,630
21,35,691
Total
84,84,82,151
84,65,65,207
Appointment of Registered Valuers and Transactional Auditors: 11. The erstwhile IRP with the approval of CoC has appointed 4 registered valuers dated 31.07.2024 to determine the fair and liquidation value of Land & Building and Plant & Machinery. The excerpts of the valuation report are as follows:
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Name of the
Valuer
Report
Fair Value (In
Rs.)
Liquidation
Value (In Rs.)
Page
No.
Mr Joydeep
Dhar
Land &
Building
23,94,12,000
19,15,29,000
257
Mr Suvasis
Paul
Land &
Building
24,65,66,922
18,49,25,192
297
Mr Arindam
Chowdhury
Plant &
Machinery
69,00,740
58,65,629
314
Mr Sujit
Ghosh
Plant &
Machinery
59,51,107 (vide
report dated
20.09.2024)
81,458
(vide report
dated
30.12.2024)
45,69,211 (vide
report dated
20.09.2024)
69,239
(vide report
dated
30.12.2024)
434 &
411
Total
24,94,65,906.19 19,36,49,290.07
- It is submitted that the average fair value and the liquidation value of the corporate debtor as mentioned in Form H is as under: a) Fair value- Rs. 24,94,65,906.19
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b) Liquidation value- Rs. 19,36,49,290.07
13. The Applicant/Present RP with the approval of the CoC appointed
two Registered Valuer dated 10.12.2024 to determine the
valuation of Securities and Financial Assets of the Corporate
Debtor:
Name of the
Valuer
Report
Book
Value
Fair
Value (In
Rs.)
Liquidati
on
Value
(In Rs.)
Page
No.
Mr.
Mohit
Jhunjhunwa
la
Securitie
s
&
Financial
Assets
30,48,74,
389
0
1,50,000
453
Mr. Shyamal
Mukherjee
Securitie
s
&
Financial
Assets
30,48,74,
389
0
1,40,257
463
CIR Process and its Compliances 13. The Applicant submits that in terms of the provisions of section 25(2)(h) of the code read with Regulation 36A(1) of the Insolvency and Bankruptcy of India (Insolvency Resolution Process for Corporate Persons) Regulation, 2016, invitations in
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Form G for Expression of Interest (“EOI”) from potential
Resolution Applicant was published in Financial Express (English
Edition) and Aajkal (Bengali Edition) on 05.12.2024 and last
date of receipt Expression of Interest was on 25.12.2024 and
last date to submit resolution plan was on 23.02.2025
respectively (refer page no- 137-138).
14. In response to the Publication of Form-G, 11 EOI were received
of which 6 resolution plans were submitted by the resolution
applicants.
15. In compliance with Section 29 of the Code read with Regulation
36 of the CIRP Regulations, the Applicant prepared the
Information Memorandum containing the details related to matters
listed in Regulation 36(2)(a) to (l) of the CIRP Regulations
(“IM”). In accordance with the provisions of Regulation 36(4)
of the CIRP Regulations, the IM was shared with the members of
the CoC and Prospective Resolution Applicants (‘PRA’).
16. Ld. Counsel submits that in the 10th CoC Meeting held on
10.01.2025, informed that Mr. Harsh Agarwal, one of the directors
(suspended) of the Corporate Debtor, was eligible to submit a
resolution plan by virtue of it being a MSME promoter but did
not meet the eligibility criteria regarding minimum net worth
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of Rs 5,00,00,000 (Five Crores). Thereafter the CoC decided that
Harsh Agarwal was not eligible to submit a resolution plan.
17. Further, an application being no- I.A (IB) No-130/KB/2025 was
filed by Harsh Agarwal praying, inter alia, for relaxation
criteria of net worth by virtue of being a MSME Promoter.
18. Ld. Counsel submits that in view of the IA filed by the Harsh
Agarwal, the CoC members deliberated in the 12th CoC Meeting
held on 20.02.2025 and 13th CoC Meeting held on 03.06.2025 and
decided not to open the resolution plan received so far.
19. This Adjudicating Authority vide order dated 21.03.2025
allowed Harsh Agarwal to submit expression of interest as per
the provision of the IBC and eligibility criteria requirement
for minimum net worth criteria was relaxed (refer page 142 to
154). Thereafter in 14th CoC held on 25.03.2025, after
deliberating upon the aforesaid final order passed, the CoC
members resolved to permit Mr. Harsh Agarwal with 100% voting
share to submit a resolution plan within 04.04.2025 and the said
plan was submitted within the date and time stipulated (refer
Agenda item no- 3 at page no- 156 to 157).
20. Ld. Counsel submits that in the 16th Meeting of the CoC held
on 17.04.2025, all six (6) Resolution Plans were duly considered
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and discussed in the presence of the respective Resolution
Applicants, namely, 1) Mr. Harsh Agarwal, 2) Laser Power & Infra
Private Limited, 3) Mangalkari Asset Management AIF, 4)
Agarvanshi Steels Private Limited, 5) Dhansak Engineering
Company Private Limited, and 6) Mr. Rajendra Kedia. It is further
submitted that, upon deliberation, the deficiencies observed in
the respective Resolution Plans were communicated to the
Resolution Applicants, who were accordingly directed to submit
revised Resolution Plans rectifying the said deficiencies on or
before 22.04.2025. (refer page 170 to 178).
21. Ld. Counsel submits that in the 19th and 20th CoC meeting held
on 29.04.2025 and 03.05.2025, discussion was made on all the
revised resolution plan received by the six resolution
applicants. Further, the calculation of NPV sheet were shared,
and the ranking was reported (refer page no 187 to 191).
22. Ld. Counsel further submits that in the 21st CoC meeting held
on 07.06.2025 the CoC discussed on the Financial vis-a-vis NPV
of the plan, ranking and negotiation process commenced thereon.
Thereafter, the stage-wise elimination process commenced and the
resolution applicants who were eliminated signed the elimination
confirmation (refer Agenda item no- 4 at page- 194 to 195).
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Evaluations and Voting:
23. In 22nd CoC meeting held on 20.05.2025 all the six resolution
plans were placed for voting. The members of the CoC casted vote
in respect of all the resolution plan and the voting was
concluded on 19.06.2025. The CoC approved the resolution plan
of Mr. Harsh Agarwal with 100% voting share (refer page no- 215).
The voting table is reproduced below:
Sl.
No.
Name of Creditor
Voting
Share (%)
Voting for
Resolution Plan
(Voted for/
Dissented /
Abstained)
1
Punjab National
Bank
93.29
Voted for
2
Kotak Mahindra
Bank
4.88
Voted for
3
Sun Kissed
Merchandise Pvt
Ltd
1.83
Voted for
- In conformity with the RFRP, Mr. Harsh Agarwal on 26.05.2025 unconditionally accepted under his signature and the Letter of Intent was shared by the RP on 24.06.2025.
- Ld. Counsel submits that Mr. Harsh Agarwal submitted “Performance Security” of Rs. 2,50,00,000/- (Rupees Two crore
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and Fifty lakhs) in form of bank deposit in the CIRP account of
the Corporate Debtor. Further, submits that the EMD of Rs.
1,00,00,000/- (Rupees One crore) provided for submission of
resolution plan can be adjusted against the performance security
and additionally provided Rs 1,50,00,000/- (Rupees One crore
Fifty lakhs) in terms of LoI issued on 24.06.2025. (Refer page
no- 467 to 470)
Compliance of the Resolution Plan submitted by the SRA with
various provisions under the IBC and CIRP Regulations:
26. The Applicant has filed the instant Application along with the
provisions with respect to the compliances in prescribed form,
i.e., Form ‘H’ of regulation 39(4) of the Insolvency & Bankruptcy
Board of India (Insolvency Resolution Process for Corporate
Persons) Regulations, 2016. (Refer page no- 35 to 46)
27. Further, it is submitted that the Successful Resolution
Applicant is eligible to submit a resolution plan in terms of
Section 29 A of the IBC and accordingly, a declaration has also
been furnished by the SRA at page no 118 to 122 to the
application.
28. Learned Counsel for the Resolution Professional would submit
the details of various compliances as envisaged within the IBC
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and the CIRP Regulations to which a Resolution Plan has been
adhered to. Further, it is submitted that the Resolution
Applicant has submitted its eligibility in terms of Section 30(1)
of the IBC, 2016.
29. It is submitted that the resolution plan does not contravene
any of the provisions of law for time being force. (Refer Clause
4 at page no 85)
30. The Applicant/RP has submitted details of various compliances
in updated Form-“H” as envisaged within the IBC and the CIRP
Regulations which a Resolution Plan should adhere to, which is
reproduced hereunder. (refer page no- 44 to 46)
Section
of the
Code/
Regulati
on No.
Requirement with respect
to Resolution Plan
Compli
ance
(Y/N)
Relevant
clause
of
resolution
plan
Section
25(2)(h)
The
Resolution
Applicant
meets
the
criteria approved
by
the CoC having regard
to the complexity and
scale of operations of
business of the CD
Y
The Successful
Resolution
Applicant
fulfilled the
eligibility
criteria
approved by the
CoC
KOLKATA And And And In Page 17 of 80 Section 29A The Resolution Applicant is eligible to submit resolution plan as per final list of Resolution Professional or Order, if any, of the Adjudicating Authority Y
Section 30(1) The Resolution Applicant has submitted an affidavit stating that it is eligible as per Code Y The Successful Resolution Applicant has submitted an affidavit, a copy whereof is already annexed as letter “C”. Section 30(2) The Resolution Plan-
(a)provides for the payment of insolvency resolution process costs
Y
Page- 10, Financial Proposal Clause 1 (b)provides for the payment to the operational creditors Y Page-12-14, Clause-6 (c)provides for payment to the financial creditors who did not vote in favour of the resolution plan Y Page-12, Clause-5
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(d)provides
for
the
management
of
the
affairs
of
the
corporate debtor
Y
Detailed Steps
for
Implementation
of the Plan has
been mentioned
@ Internal Pg
19 to 21
(e)provides
for
the
implementation
and
supervision of the
resolution plan
Y
Detailed Steps
for
Implementation
of the Plan has
been mentioned
@ Int Pg 19 to
21. The
Implementation
Schedule has
been mentioned
at Int Pg 22.
The terms for
Monitoring of
the Resolution
Plan has been
mentioned at
Int. Pg 23
(f)does not contravene
any of the provisions
of the law for the
time being in force
Y
Mentioned in
Cl. 4 under the
heading
Miscellaneous
in Page-36
KOLKATA And And And In Page 19 of 80 Section 30(4) The Resolution Plan (a)is feasible and viable, according to the CoC (b)has been approved by the CoC with 66% voting share
(a) Y
(b) Y
The
CoC
is
accepted
to
have satisfied
themselves
regarding
feasibility and
viability
of
the
plan
and
voted for the
plan with 100%
voting share.
Section
31(1)
The Resolution Plan has
provisions
for
its
effective
implementation
plan,
according to the CoC
Y
Detailed Steps
for
Implementation
of the Plan has
been mentioned
@ Internal Pg 19
to
21.
The
Implementation
Schedule
has
been mentioned
at Internal Pg
22.
Regulation
38 (1)
The amount due to the
operational
creditors
under the resolution
plan has been given
priority
in
payment
over
financial
creditors
Y
Internal Page
no.: 13 and 14,
clause 6.4
Regulat
ion
38(1A)
The
resolution
plan
includes a statement as
to how it has dealt with
the interests of all
stakeholders
Y
Internal. Page
36, Clause 5
KOLKATA And And And In Page 20 of 80 Regulati on 38(1B) Neither the Resolution Applicant nor any of its related parties has failed to implement or contributed to the failure of implementation of any resolution plan approved under the Code. If applicable, the Resolution Applicant has submitted a statement giving details of any such non- implementation. Y Declaration from SRA present at Internal Page: 25-26 Regulati on 38(2) The Resolution Plan provides: (a)the term of the plan and its implementation schedule Y Internal Page 22 (b)for the management and control of the business of the corporate debtor during its term Y Internal Page 23-24 (c)adequate means for supervising its implementation Y Internal. Page 23-24 Regulation 38(3) The resolution plan demonstrates that – (a)it addresses the cause of default Y Internal. Page: 7
KOLKATA And And And In Page 21 of 80 (b)it is feasible and viable Y CoC has found the plan to be feasible and viable. (c)it has provisions for its effective implementation Y Internal Page 19 to 22 (d)it has provisions for approvals required and the timeline for the same Y Page: 34 (e)the resolution applicant has the capability to implement the resolution plan Y Internal Pg 24 r/w Page: 34 Regulation 39(2) Whether the RP has filed applications in respect of transactions observed, found or determined by him? Y Yes on 30.04.2025 Regulation 39(4) Provide details of performance security received, as referred to in sub-regulation (4A) of regulation 36B)
SRA has submitted the performance security of Rs. 2,50,00,000 ( Two Crore Fifty Lakh) by way of bank deposit.
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About the SRA:
31. The Successful Resolution Applicant, Mr. Harsh Agarwal, is a
suspended board of director of the Corporate Debtor and is
filling the resolution plan in terms of the order of this
Adjudicating Authority vide dated 21.03.2025. Mr. Harsh Agarwal
is associated with the Corporate Debtor since 2011. He is having
experience in the plywood industry as well as in finance.
Financial Proposal given by the SRA
32. The Resolution Plan (refer page 49 to 117), as submitted by the
Successful Resolution Applicant, proposed a total amount of Rs.
21,57,12,993/-, to be paid over a period of 180 (One Eighty)
days from the date of approval of the Resolution Plan.
33. The Resolution Plan submitted by the SRA contemplates an amount
to the tune of Rs. 21,57,12,993/- (excluding CIRP cost) against
the total amount admitted by the RP to the tune of Rs.
84,65,65,207/- and against the total amount claimed received by
the RP for an amount of Rs. 84,84,82,151/-, leading to haircut
of 74.52% in respect of claim admitted by the RP.
34. Resolution Applicant has proposed pay-outs as per provisions of
Insolvency and Bankruptcy Code, reflecting at page no. 65-66 of
this application, is as under:
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Sl.
No
Particulars
Amount
(In
Lakhs)
Timeline for Payment
1.
CIRP Cost
75.00
To be paid in priority
as
per
milestone
indicated in clause 1 &
2 of the Resolution
Plan.
2.
Secured
Financial
Creditors
2090.00
As indicated in clause 2
of the resolution plan
-
Unsecured Financial Creditors
25.00 As indicated in clause 4 of the resolution plan 4 Employees and Workmen Dues 26.63 As indicated in clause 6.1 & 6.2 of the resolution plan 5 Operational Creditors (Government dues) 10.50 As indicated in clause 6.3 of the resolution plan 6 Operational Creditors (other than workmen, Employee Govt dues) 5.00 As indicated in clause 6.4 of the resolution plan 7 Working Capital 200.00 As indicated in clause 11 of the resolution plan Total 2432.13 -
The details of realisable amount under the resolution plan have been provided in Form-H furnished by the RP as under:
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Realisable amount:
Sl.
No. Particulars
Description
1
Total Realizable amount under the
plan
(In case of real estate CDs, provide
the monetary value of flats etc.
given to allottees)
22,32,13,000.00
(inclusive of CIRP
Cost)
*Plus SRA is also
paying Rs. 175
lakhs towards
Personal Guarantee
and Corporate
Guarantee.
2 Fair Value
24,94,65,906.19
3 Liquidation Value
19,36,49,290.07
4 Percentage (%) of realizable amount
to Fair Value
89.48%
5 Percentage (%) of realizable amount to
Liquidation Value
115.27%
6 Percentage (%) of realizable amount to
Principal amount
27.63%
7 Percentage (%) of realizable amount to
Total admitted claims
26.37%
8
Percentage (%) of realizable amount to
Other
than
admitted
Corporate
Guarantee claims
The amount of the
plan approved by the
CoC is exclusive of
Rs. 175 Lakhs to be
paid by the SRA in
respect
of
the
obligations against
the PG and CG to
KOLKATA And And And In Page 25 of 80 Punjab National Bank.
*Note: Over & above the realizable amount under the plan as mentioned, the SRA will pay Rs. 1.75 crore towards relinquishments of the obligations against the personal guarantee of the directors of the CD (suspended) and the CD as a corporate guarantor. Details of Realisable amount: Stakeholder Type Amount(s) Payment schedule Amount Claimed Amount Admitted Realizable amount under the plan Amount realiza ble in plan to amount claimed (%)
Secured
Financial
Creditors
(i)
Creditors not having a right to vote under sub- section 55,43,44 ,479 55,39,76 ,474 20,90,00,0 00 37.70 50% within 90 days of sanction date and remainin g 50% within 180 days of sanction
KOLKATA And And And In Page 26 of 80 (2) of section 21
Dissenting
- Assenting date Unsecured Financial Creditors -Creditors not having a right to vote under sub-section (2) of section 21
Dissenting
Assenting 1,03,34, 063 1,03,34, 063 25,00,000 24.19 90 days from the sanction date Operational Creditors
(i)Governme nt 25,15,79,1 67 25,15,79,1 67 10,50,098 0.42 90 days from the sanction date (ii) Workmen
PF dues
Other dues 22,02,951 22,02,951 22,02,951 100 90 days from the sanction date
KOLKATA And And And In Page 27 of 80 (iii)Employee s
PF dues
Other dues
4,59,944
4,59,944
4,59,944
100
90
days
from the
sanction
date
(iv)Other
Operational
creditors
2,95,61,54
7
2,80,12,60
8
5,00,000
1.69
90
days
from the
sanction
date
Other Debts
and Dues
Shareholders
Total 84,84,82,1 51 84,65,65,2 07 21,57,12,9 93 25.48
Provision for Implementation and Monitoring of the Resolution Plan: 32. The Resolution Applicant proposes to implement within 180 (One Eighty days) days from the date of the approval of resolution plan. The details steps for implementation of the plan are referred in the application from page no. 68 to 71. As per the plan, it is submitted that the management and monitoring of the Corporate Debtor shall be carried out in the manner proposed in the Resolution Plan. (refer page no. 72) 33. The details of implementation of the resolution plan as provided in Form- H is extracted below:
KOLKATA And And And In Page 28 of 80 Next Step(s) Name of Party Timeline Payment of the resolution amount Successful Resolution Applicant 1.Within 90 days for Unsecured Financial Creditors, Operational Creditors, Employee, Workmen and Government Dues and half of the Secured Financial Creditors. 2.The balance half of the Secured Financial Creditors on 180 days from the date of approval of the plan. Infusion of capital Successful Resolution Applicant 180 days from the date of approval of the plan. Reconstitutio n of the Board of Directors Successful Resolution Applicant With effect from the transfer, the existing board of directors as mentioned below shall acts a director of the company and pursuant to settlement of PG as per the resolution plan all dues of
KOLKATA And And And In Page 29 of 80 creditors shall stand settled. Reconstitution of the Board shall be done within 180 days of the effective date.
On PUFE Transaction:
34. It is submitted that in terms of Regulation 35 A read with
Regulation 39(2) of the CIRP Regulation, the RP has found and
determine avoidance transactions (PUFE transactions) under
Section 66 of the Code being I.A (IB) No.749/KB/2025 which is
pending adjudication.
Our Inference:
35. Upon hearing, the submission made by the Ld. counsel appearing
on behalf of the RP of Corporate Debtor herein and pursuing the
record and/or documents placed before this Adjudicating
Authority, we find that the Resolution plan submitted on
22.04.2025 (refer page no- 49 to 117 of the application) by Mr.
Harsh Agarwal, has been approved by the CoC of the Corporate
Debtor by 100% Voting Share. As per the CoC, the plan meets the
requirement of being viable and feasible for the revival of the
Corporate Debtor. Preponderantly, all the compliances have been
KOLKATA And And And In Page 30 of 80 done by the Resolution Applicant for making the plan effective after approval by this Adjudicating Authority. 36. We find that the CoC at its 22nd meeting held on 20.05.2025, Six Resolution plan submitted by the Resolution Applicants were placed before CoC and voting was concluded on 19.06.2025. The Resolution plan submitted by Mr. Harsh Agarwal was approved by 100% Voting Share and accordingly Letter of Intent has been issued to Mr. Harsh Agarwal on 24.06.2025, which is unconditionally accepted on 26.06.2025 by Mr. Harsh Agarwal. Accordingly, Mr. Harsh Agarwal has been declared as Successful Resolution Applicant (SRA). The result of voting approving the Resolution plan is at page no- 215 of the Application. 37. We find that with the approval of the CoC, RP has appointed 4 registered valuers namely Mr. Joydeep Dhar, Mr. Suva’s Paul, Mr. Arindam Chowdhary and Mr. Sujit Ghosh for the valuation reports regarding the Land & Building and Plant & Machinery of the Corporate Debtor, respectively. Further, the RP appointed 2 registered valuers to determine the valuation of Securities and Financial Assets of the Corporate Debtor (refer annexure- “V” at page 228 to 464 of the application)
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38. As indicated in Form- H submitted by the RP under regulation
39(4) of the CIRP Regulations, 2016, we would note that the fair
value of the Corporate Debtor is arrived at Rs. 24,94,65,906.19/-
and the liquidation value of the Corporate Debtor at Rs.
19,36,49,290.07/- while the total value of the resolution plan
including CIRP cost is Rs. 22,32,13,000/- which indicates 73.67%
haircuts.
39. It is noted that the Successful Resolution Applicant being the
director (suspended) of the Corporate Debtor proposed Rs.
1,75,00,000 in the resolution plan for release of the liabilities
against the Personal Guarantee and Corporate Guarantee to the
Punjab National Bank as refer in clause 3 at page 60 of the
application.
40. Thereafter, in the 20th CoC meeting Punjab National Bank had
requested Mr. Harsh Agarwal for CA certificate, net worth
certificate of the PG & CG and other related documents. Further,
due to oversight the entire amount was allocated to Punjab
National Bank instead of being proportionately distributed
amongst all financial creditors. In such circumstances, by an
email dated 20.06.2025 (refer annexure- ‘T’) the SRA requested
to call a special meeting of the CoC in order to allocate a
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proportionate share of Rs. 1,75,00,000 to Kotak Mahindra Bank,
based on their share, for the extinguishment of guarantees.
41. In 23rd meeting of CoC held on 23.06.2025, wherein the SRA,
inter alia, clarified that he was proposing an additional amount
of Rs. 8,69,607.06/- to Kotak Mahindra Bank for releasing the
personal guarantee and corporate guarantee given for the
Corporate Debtor. It was also clarified that the amounts payable
to the other creditors would remain unchanged, and the additional
amount offered to Kotak Mahindra Bank was in accordance with the
revised calculation. After considering the proposal of the SRA,
the CoC deliberated and passed the resolution with 100% voting
by show of hands during the meeting (refer para 7 at page no-
223). Further, it was resolved that the mandatory fees payable
to IBBI @ 0.25% amounting to Rs. 5,83,032.28 plus GST amounting
to Rs. 6,87,978.33 was approved and would form the part of the
CIRP expenses. (Refer page 224)
42. It is observed that the Resolution Plan submitted by the
Resolution Applicant is expressly stated to be unconditional,
as recorded in paragraph 6 at page 85 of the application. The
said declaration unequivocally indicates that the Resolution
Applicant has not subjected the implementation of the Plan to
any contingent events, approvals, or future uncertainties.
KOLKATA And And And In Page 33 of 80 43. In 24th meeting of CoC held on 01.07.2025 the decision with regards to the performance based incentive payable to the RP was discussed, wherein Punjab National Bank decided to pay performance based incentive amounting to Rs. 5,00,000 to the RP and the extract of agenda no. 4 is reproduced below: (refer in page 12 of the supplementary affidavit dated 11.08.2025) “PNB proposed for the incentive fees of Rs five lakh and the same was agreed by the RP. PNB mentioned that that the incentive of Five lakh may be considered as approved (subject to approval from head office, which is awaited). Other members also agreed to the same. Members with 100% voting share voted for the motion by show of hands. Resolved that the performance incentive of the Resolution Professional stand approved for Rs 5 (Five) lakh plus applicable.” 44. It is observed from the Resolution Plan that there are four (4) categories of Operational Creditors, namely: (i) workmen, (ii) employees, (iii) government dues, and (iv) other operational creditors. In terms of Clause 6.1 and clause 6.2 at page 61 and 62 of the Application, the Successful Resolution
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Applicant (SRA) (SRA) has proposed to pay the entire admitted
dues of the workmen and employees amounting to Rs. 22,02,951/-
and Rs. 4,59,944/-, respectively within a period of ninety (90)
days from the date of approval of the Resolution Plan by this
Adjudicating Authority. Further, the plan also provide for
payment towards government claim and other operational creditors
amounting to Rs. 10,50,098/- and Rs. 5,00,000/-, respectively
within ninety (90) days from the date of approval of the
Resolution Plan. This Adjudicating Authority find and notes that
the aforesaid treatment of Operational Creditors is in
compliance with Section 30(2)(b) of the IBC.
45. It is submitted by the Ld. Counsel that the CIRP costs on
‘Actual’ basis, quantified at Rs 75,00,000/-, shall be paid in
priority to all other creditors within a period of ninety (90)
days from the date of approval of the Resolution Plan. (refer
clause- 1 at page 59 of the application)
46. The SRA is one of the director (suspended) of the Corporate
Debtor i.e., Mr. Harsh Agarwal. This Adjudicating Authority vide
order dated 21.03.2025 allowed Mr. Harsh Agarwal to submit a
resolution plan and relaxed the net worth criteria keeping in
mind that the Corporate Debtor is MSME. The MSME certificate
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attached in the application at page no- 163 was obtained prior
to commencement of the CIRP process.
47. It is observed that the Resolution Applicant proposes to
implement the Resolution Plan by arranging the requisite funds
in the form of equity, quasi-equity, and debt from M/s Ready
Leasings Private Limited, as disclosed in Clause-13 at page no.
65 of the Application. Further, we found that M/s Ready Leasings
Private Limited through RP had filed an affidavit under Section
29 A of the IBC along with compliance report vide supplementary
affidavit dated 12.11.2025 marked as Annexure-‘A’.
48. Upon perusal of records this Adjudicating Authority observes
that the CoC members discussed in the 22nd CoC meeting on
feasibility and viability of the plan submitted by the SRA.
49. It is noted that, as per the Form-H, there are four (5)
proceedings or applications pending before this Adjudicating
Authority. The same is extracted below:
KOLKATA And And And In Page 36 of 80 Filin g No. Date of Applic ation Applicant (s) name Respond ent(s) name Amoun t Issue involved (in brief) 19081340 17332025 30-04- 2025 Rachna Jhunjhun wala, Present RP HARSH AGARWA L 573 0.7 7 lak h Applicati on u/s 66 regarding alleged fraudulen t transacti on. 19081340 06502025 19-02- 2025 Rachna Jhunjhunwa la, Present RP HARSH AGARWAL NA Non- cooperation by the suspended director of the CD 19081340 39782024 01-10- 2024 Mr Goutam Mukherjee, IRP The Controll er General of Patents Designs and trade marks Trademar k Registry NA Use of existing trade mark by suspended director of the CD: Prayed to stop all proceeding of registratio n of Trademark under TMA No.
KOLKATA And And And In Page 37 of 80 6471875 in class 19 19081340 32112024 06-08- 2024 Mr. Goutam Mukherjee, IRP Ramesh Kumar Agarwal NA Non- cooperation by the suspended director of the CD 19081340 22552025 19-06- 2025 Ms. Rachna Jhunjhunwal a NA Na 6th Progress Report
- We find in terms of Regulation 35 A read with Regulation 39(2)
of the CIRP Regulation, the RP has found and determine an
avoidance transactions (PUFE transactions) under Section 66 of
the IBC. Further, the said proceeding shall be pursued by the
Secured Financial creditor and any proceeds derived from the
said proceedings shall be distributed to the secured financial
creditors. (Refer clause 9 at page 64 of the application).
Further, this Adjudicating Authority, vide order dated 20.11.2025, sought certain clarifications from the members of the CoC with regard to the proposed distribution of proceeds
KOLKATA And And And In Page 38 of 80 arising out of the PUFE application, being I.A. (IBC) No. 749/KB/2025, filed by the RP. Pursuant thereto, the RP filed a supplementary affidavit dated 25.11.2025 placing on record the minutes of the 27th meeting of the CoC held on 21.11.2025, wherein the CoC members, by a unanimous vote of 100%, resolved that in the event any amount in excess of the claims of the secured creditors is recovered from the said PUFE application— pursued by Punjab National Bank after approval of the Resolution Plan by this Adjudicating Authority— the surplus amount, after deducting the costs incurred in pursuing the application, shall be distributed amongst the other creditors in accordance with the waterfall mechanism prescribed under Section 53 of the IBC. 51. At this juncture, it is pertinent to take note of an order of Hon’ble National Company Law Appellate Tribunal (‘NCLAT’) in the matter of Vinay Jain Vs. AVJ Developers (India) Pvt. Ltd. [(2023) ibclaw.in 554 NCLAT] wherein it was held that the Adjudicating Authority shall proceed to decide the resolution plan and not to await the decision in the PUFE application. In paragraph 19 and 24 following has been stated: “19. In the present case, avoidance application has been filed which are pending consideration. There can be no quarrel to the preposition that avoidance application has
KOLKATA And And And In Page 39 of 80 to be decided by the Adjudicating Authority which shall not affect the proceedings of the CIRP. The legislative intent is very clear that avoidance application is not to affect the proceedings in the CIRP. The proceeding in CIRP i.e. the Resolution of the Corporate Debtor is the objective of IBC and the Resolution Plan has been approved by the CoC and Application for approval is pending before the Adjudicating Authority since 09.11.2021, there is no reason for adjourning consideration of the said application to await the decision of PUFE Application. PUFE Applications are a different scheme of proceedings which has to be concluded to its logical act which shall have its consequences as contemplated in the statute. When the CoC approved the Resolution Plan and has also reiterated that Application for Resolution Plan be considered by tis 17th CoC Meeting dated 27.02.2023, we do not find any reason not to consider the said application merely on the ground that PUFE Applications are pending. The Adjudicating Authority is well within jurisdiction to consider both the Resolution Plan Approval Application as well as PUFE Application but the Adjudicating Authority erred in observing that the consideration of Plan Approval Application has to be
KOLKATA And And And In Page 40 of 80 deferred and can be taken only after PUFE Applications are decided. 24. Taking into consideration the overall facts and circumstances of the present case, ends of justice will be served in disposing of this Appeal with following directions: I. The Adjudicating Authority shall proceed to consider the Resolution Plan Application being I.A. No. 5385 of 2021 and not to await the decision in PUFE Applications.” 52. Further, based on the records, we also found that the Resolution Applicant is eligible to submit the Resolution Plan under Section 29 A of the IBC. 53. Lastly, the Ld. Counsel for the RP would submit that the Resolution Plan complies with all the provisions of the IBC, 2016, read with relevant Regulations of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and does not contravene any of the provisions of law for the time being in force. 54. Upon perusal of the documents on record and/or documents, we are satisfied that the Resolution Plan submitted on 22.04.2025 by Mr. Harsh Agarwal (Successful Resolution Applicant), is in accordance with Sections 30 and 31 of the IBC, 2016 and also
KOLKATA And And And In Page 41 of 80 complies with Regulations 38 and 39 of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. On the Statutory Obligations or Seeking Approvals from the Authorities: 55. As far as the question of granting time to comply with the statutory obligations or seeking approvals from authorities is concerned, the Resolution Applicant is directed to do so within one year from the date of this order, as prescribed under section 31(4) of the IBC.
On the Reliefs, Waivers and Concessions: 56. The Resolution Applicant is automatically eligible for certain relief and concessions on approval of the resolution plan by this Adjudicating Authority. However for effective implementation of the resolution plan and for the benefit of all the stakeholders of the Corporate Debtor, details of concessions or reliefs eligible to the Corporate Debtor and/or Resolution Applicant from various parties as detailed hereunder, this Adjudicating Authority is humbly requested to pass necessary orders towards eligibility and for granting the following reliefs and concessions mentioned below. For the avoidance of
KOLKATA And And And In Page 42 of 80 doubt, it is clarified that the Resolution Plan is not conditional to the reliefs and concessions sought in this clause: I. Save and except specifically dealt with under this Resolution Plan, no other payments or settlements (of any kind) shall be made to any other person in respect of claims filed under the CIRP (including, for avoidance of doubt, any unverified portion of their claims) and all claims against the corporate debtor along with any related legal proceedings, including civil proceedings, criminal proceedings and/or any other penal proceedings, shall stand irrevocably and unconditionally abated, settled and extinguished in perpetuity on the effective date. II. Upon approval of plan by AA under section 31 of IBC code, all pending proceedings, arbitration cases or liabilities (whether admitted or not, ascertain or unascertained, disclosed or undisclosed, due or contingent, asserted or unasserted, crystallized or uncrystallized, known or unknown, secured or unsecured, disputed or undisputed, present or future) if any against the corporate debtor shall stand irrevocably and unconditionally abated in perpetuity. Similarly, all the
KOLKATA And And And In Page 43 of 80 pending proceedings, arbitration cases or liabilities relating to the recovery of dues from the corporate debtor of whatsoever nature, of any authorities involved with regards to the corporate debtor for the tie being in the force shall also stand irrevocably and unconditionally abated in perpetuity. Further no proceedings/penalty, etc. shall be initiated on Resolution Applicant or the corporate debtor pertaining to the period prior to the effective date. III. On making of full payment as proposed in the Resolution Plan to the financial creditors, all encumbrances, security interest, liens and/or attachment (including pursuant to applicable acts & laws), whether covered in the Resolution Plan or not, created or suffered to exist over the assets of the corporate debtor (changed or not changed with the lenders) or over the securities of the corporate debtor, whether by contracts or by applicable law shall cease to exist and shall be irrevocably released and all enforcement commenced by any Secured Financial Creditors or any other person over any of the assets of the corporate debtor or over any securities
KOLKATA And And And In Page 44 of 80 of the corporate debtor shall stand extinguished in perpetuity. IV. On the effective date, all the outstanding negotiable instruments issued by directors/ promotors or the corporate debtor or by any person on behalf of the corporate debtor for any dues of corporate debtor including demand, promissory notes, postdated cheques, letters of credit, etc. shall stand terminated and corporate debtor's liability under such instruments shall stand extinguished perpetuity. V. On the sanction date, the rights of any person (whether exercisable now or in the future and whether contingent or not) to call for the allotment, issue, sale or transfer of shares or loan capital of the corporate debtor, whether on a change of control, or otherwise, shall stand unconditionally and irrevocably extinguished in perpetuity. VI. On the approval of Resolution Plan by Adjudicating Authority, why pending cases at any forum in name of the corporate debtor shall stand withdrawn and settled without any liability and further action.
KOLKATA And And And In Page 45 of 80 VII. On the approval of Resolution Plan by Adjudicating Authority, any pending cases in DRT/DRAT, in the name of the corporate debtor shall stand withdrawn and the name of corporate debtor shall be removed from all future proceedings. VIII. On the approval of Resolution Plan by Adjudicating Authority, any pending cases from Enforcement Directorate in the name of the corporate debtor shall stand withdrawn and the name of corporate debtor shall be removed from all future proceedings. IX. Any amount of GST balance/GST input credit or any other indirect tax balance and Income Tax refunds or any other refunds for direct or indirect tax, if available to the corporate debtor than the same should be available as it is, and no adjustment shall be made against the same for the dues that have been extinguished as per the plan. X. All pending Assessments/litigations/orders/demands etc. including but not restricted to those mentioned in Information memorandum shall be extinguished on effective date and no amount shall be payable by
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Resolution Applicant or corporate debtor against the
same.
XI.
All dues by Excise Department, Income Tax Department,
Service Tax Department, VAT/GST department or any other
department or any other person as applicable, unless
provided in the plan shall be deemed to be extinguished,
various Authorities, Courts, Adjudicating Authority and
constitutional
bodies/
departments
give
certain
refunds, pre deposit of legal cases/appeals etc.
interest subsidy receivable by the corporate debtor
which shall have no effect by the ongoing resolution
process and should be given to corporate debtor without
making any adjustment for the dues that have been
extinguished as per the plan.
XII.
The Adjudicating Authority is requested to grant other
reliefs as deemed appropriate/necessary for successful
implementation of resolution plan.
XIII.
In the event, the Resolution Applicant faces any
difficulty
including
non-cooperation
in
the
implementation of this Resolution Plan, execution of the
necessary documents, handing over the management,
KOLKATA And And And In Page 47 of 80 affairs and assets, books and records of the corporate debtor and/or with respect to any other matter required in connection with or respect to implementation of this Resolution Plan, the Resolution Applicant shall be entitled to make necessary applications to the Adjudicating Authority for necessary directions/order in this regard or take such remedial actions as the Resolution Applicant may deem fit. XIV. In the event, that any difficulty or ambiguity arises in the interpretation of any provision of this resolution plan or otherwise, the resolution applicant shall be entitled to make necessary applications to the Adjudicating Authority to remove such difficult or ambiguity without the requirement of the further approval of the CDC or any financial creditors. XV. Upon approval of this resolution plan by the NCLT, all dues (including but not limited to taxes, duty, penalties, interests, fines, cess, unpaid tax deducted at source/tax collected at source, Dividend Distribution Tax) under the provisions of various direct/indirect taxes including but not limited to Income Tax Act, 1961, the Central Excise Act, 1944, the Finance Act, 1994
KOLKATA And And And In Page 48 of 80 (Service Tax), the Custom Act, 1962, the Central Sales Tax, 1956, State VAT Act, the Goods and Services Tax Act, 2017, whether admitted or not, ascertain or un- ascertain, disclosed or undisclosed, due or contingent, asserted or unasserted, crystallized or uncrystallized, present or future, known or unknown, secured or unsecured, disputed or undisputed, whether part of above claim of tax authorities or not, whether part of the above mentioned contingent liability schedule dues or not, whether part of the above mentioned contingent liability schedules dues or not, whether part of tax due diligence finding or not, in relation to any period prior to the effective date pursuant to this resolution plan, shall stand extinguished by virtue of the order of the Adjudicating Authority approving this resolution plan and the resolution applicant or corporate debtor shall not liable to pay any amount against such demand. All outstanding litigations/ demands, assessments/appellate or other proceedings having any adverse effect on the resolution applicant or corporate debtor, including but not limited to any audits, Investigations, search and seizure, pending in case of
KOLKATA And And And In Page 49 of 80 corporate debtor, on the effective date, relating to period prior to that date, shall stand terminated and all consequential liabilities, if any, shall be deleted and shall be considered to be not payable by the corporate debtor by virtue of the order of the Adjudicating Authority. All notices proposing to initiate any proceedings against the corporate debtor in relation to the period prior to the effective date and pending on that date shall be considered deleted and shall not be proceeded against. Post the order of the adjudicating Authority, no re-assessment/ revision or any other proceedings having any adverse effect on the resolution applicant or corporate debtor, under the provisions of the any direct or indirect tax acts shall be initiated on the resolution applicant or corporate debtor in relation to period prior to the effective date or acquisition of control by resolution applicant and any consequential demand shall be considered non- existing and as not payable by the corporate debtor. Any proceedings which were kept in abeyance in view of the insolvency process or otherwise shall not be revived post the order of the Adjudicating Authority.
KOLKATA And And And In Page 50 of 80 XVI. The resolution applicant or the corporate debtor shall not be liable towards any claims or obligations (admitted or not, ascertain or un-ascertain, disclosed or undisclosed, due or contingent, asserted or unasserted, crystallized or uncrystallized, known or unknown, secured or unsecured, disputed or undisputed, present or future) towards or relating to the subsidiaries or associates companies (domestic or foreign) or any other concern of corporate debtor, domestic or foreign, that relate to a period prior to the sanction date, including in relation to any undertakings or guarantees issued by the corporate debtor for such subsidiaries and associate companies, in any manner whatsoever. Without prejudice to the aforementioned, all guarantees/supports/credit comforts/ put options/ indemnities or any agreement of similar nature given by corporate debtor in relation to such subsidiaries or associate companies before sanction date shall stand irrevocably and unconditionally withdrawn for no consideration and no claim shall be made pursuant to such guarantees/supports/put
KOLKATA And And And In Page 51 of 80 options/indemnities or any agreement of similar nature whether for actions prior or post the sanction date. XVII. The resolution applicant shall require no permission from any Authority/SGM/Board/RBI etc. for written off the investments/loans. XVIII. The Resolution Applicant may write back, Financial creditors, sundry creditors or any other credit balances. The same shall not be liable as Income/under MAT under Income Act, 1961. XIX. Resolution Applicant shall not be liable to comply with non-compliance made by Corporate Debtor before the Effective Date and same shall be deemed to be complied and waiver shall be deemed to be given from filing of the required forms and/or returns. Further it shall be deemed that all the penalty, fine, charges, interest etc. other than those already proposed to be paid under the Resolution Plan, with respect to noncompliance of Applicable Acts & Laws up to sanction date are waived off by Adjudicating Authority and Resolution Applicant or the Corporate Debtor shall not be liable to pay any amount in excess of the amount already provided in the
KOLKATA And And And In Page 52 of 80 Resolution Plan and all the non-compliances are considered as complied. XX. The Resolution Applicant shall be exempt from payment of any charges, duty, levy for transfer of ownership of the Corporate debtor in pursuant to the Resolution Plan approved by Adjudicating Authority. The Resolution Applicant or Corporate Debtor shall not be liable for any liability other than those specifically provided in the Resolution Plan. XXI. The Resolution Applicant and Corporate Debtor shall not be held responsible with reference to any investigation related to the period prior to the sanction date. Resolution Applicant and Corporate debtor shall be granted immunity from any adverse actions and penalties under any applicable acts & laws for such period. XXII. With regards to any belated return of Income Tax of the Corporate Debtor, pertaining to any past period till sanction date, the said belated Income Tax return shall be deemed to be filed in time and the Corporate Debtor shall be deemed to be entitled to all benefits under
KOLKATA And And And In Page 53 of 80 Income Tax Act, 1961 including various deductions, reliefs and carry forward of losses. XXIII. All the past direct tax or indirect tax and/or any other Taxes/Dues return/ Form of period prior to the sanction date shall be deemed to be filed within time limit specified under relevant acts and Corporate debtor shall not considered for any disallowance of expenses, addition to income, penalty, Interest, charges, fine etc. with respect to the same. Also, any past Return/Form or any other document which was submitted pertaining to the period prior to the effective date, to the relevant authority regarding Direct Tax or Indirect Taxes or any other Taxes/ Dues, shall not be considered for any penalty or disallowances of expenses or addition to income or disallowances of losses, interest, charges, fine, etc. for any reason by the Relevant Authority. XXIV. According to the information provided to the Resolution Applicant the losses as per income tax are mentioned in the balance sheet /information memorandum of the CD. The approval of Resolution Plan by Adjudicating Authority shall be deemed to be approval to: a) Treat the
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accumulated losses and unabsorbed depreciation as stated
above to be the loss of the Corporate Debtor for the
year in which the approval of the Resolution Plan is
received by the Resolution Applicant. Hence carried
forward to 8 years will be from the year in which
Resolution Plan is approved. b) Exempt the Resolution
Applicant
and
Corporate
debtor
form
all
the
requirements/conditions prescribe for carry forward &
set off accumulated losses and unabsorbed depreciation
under any, applicable acts & laws including but not
limited to section 47,72,724,73,79,80, or any other
section of the Income Tax Act. c) Treat any write-offs
made in the books of accounts as a deduction/expense in
year of such write-off. d) Exemption from obligation to
pay taxes pursuant to section 115 JB of the Income Tax
Act, 1961 till the time all the carry forward losses are
set off. e) Any capital gain on sale of fixed assets to
pay Secured Financial Creditors will not be liable to
Income Tax Act, 1961.
XXV.
It is specifically mentioned that any present or future
Cases/Notices/Proceedings/Assessment/Demands
/Litigations/Orders/Penalties/Fines etc. with respect
KOLKATA And And And In Page 55 of 80 to the period prior to the sanction date, shall have no adverse effect on the Corporate Debtor. The said adverse effects shall include but not to be limited to any adverse impact on the accumulated losses, Unabsorbed Depreciation or Properties of the Corporate Debtor. XXVI. There shall be a waiver of ROC fees/Stamp duty fees, MOA/ADA registration charges, etc. incidental to increase in the share capital of the Corporate Debtor and issue of the share. XXVII. As the corporate debtor is having accumulated losses, accumulated depreciation, expenses/deductions that can be claimed in future. It may also be having other tax benefits, deductions etc. which will result in tax implications to the various parties to the Resolution Plan, the National Company Law Tribunal/Adjudicating Authority should explicitly and adequately consider the tax implication of such transactions while sanctioning the arrangement/Resolution Plan with respect to the transactions conducted by the said parties, as far as they relate to any action relation to this Resolution Plan. The NCLT/Adjudicating Authority may send notice to any authorities or any other person it deems fit.
KOLKATA And And And In Page 56 of 80 XXVIII. The Corporate Debtor's major shareholding was held by promotors (Individual / HUF). The Resolution Applicant and Corporate Debtor shall not be liable towards any claims or obligation (whether admitted or not, ascertain or unascertained, disclosed or undisclosed, due or contingent, asserted or unasserted, crystalized or uncrystallized, known or unknown, secured or unsecured, disputed or undisputed, present or future) towards or relating to any local or foreign party including promotors for any matter including those in relation to any undertakings or guarantees issued by the Corporate Debtor in any manner whatsoever. XXIX. Resolution Applicant and Corporate Debtor shall not be liable towards any defaults/obligations towards RBI, FEMA etc. with regards to anything related to the prior to the sanction date or with regards to any actions taken as proposed in the Resolution Plan. XXX. With effect from the sanction date, the Resolution Applicant shall be entitled to review, revisit and modify all existing contracts entered into by the Corporate Debtor prior to the sanction date. The corporate debtor shall have no liability or obligations
KOLKATA And And And In Page 57 of 80 to pay the relevant counterparty to such contracts any sums payable for period prior to the sanction date, nor shall the Resolution Applicant and/or the corporate debtor be liable to pay any damages to the relevant counterparty and all claims made against the corporate debtor by counterparties to such contracts/arrangements/purchase order/work orders in relation to period up to the sanction date shall stand settled and/or extinguished by virtue of the order of the Adjudicating Authority approving this Resolution Applicant and/or the corporate debtor shall at no point of time to be, directly or Indirectly, held responsible or liable in relation thereto. XXXI. Accordingly, upon the Resolution Plan being approved by the Adjudicating Authority, the action undertaken by the Resolution Professional and the Corporate Debtor pursuant to be implementation of the resolution plan shall be deemed to be exempt from any tax applicability, tax obligations, conditions requirements etc. under various applicable acts & laws, including but not limited to General Anti-Avoidance Rules(GAAR), section 47,508, 50CA, 56, 68-690, 72, 724, 73, 79, 80, 115J8 and
KOLKATA And And And In Page 58 of 80 1150-0 and other sections of the Income Tax Act, 1961, the Central Goods & Service Act, 2017 (as amended from time to time), Customs, Value Added Tax, the provisions of Indian Stamp Act, 1889 (as amended from time to time), laws relating to payment of stamp duty applicable in any state etc. Also, exemption to various rules including but not limited to rule 110, 110A, 11UAA, 11UAB, 11UAD, 11UAE, 1108, 11UC under the Income Tax rules with respect to issue of shares and transfer of shares at fair market value shall be deemed to be given. XXXII. The corporate debtor shall not require to make any separate application before NCLT for reduction of share capital and the approval of the resolution plan, by AA shall be treated as if the necessary approvals required to have been obtained under the companies Act, including consent of shareholders or creditors of corporate debtor for capital reduction and all the formalities for capital reduction under the companies act shall be deemed to have been obtained and duly complied with and the Corporate Debtor shall not be required to add the words "and reduced" as suffix to its name. The provisions of section 66 of the Companies Act, 2013
KOLKATA And And And In Page 59 of 80 shall be deemed to have been complied with by virtue of the order of the Adjudicating Authority sanctioning the Resolution Plan. XXXIII. The approval of the resolution plan, by AA shall be shall constitute adequate approval for issuance of Equity Shares by the Corporate Debtor to the Resolution Applicant, in accordance with all provisions of Applicable Law. Accordingly, no further actions and requirements (including procedural requirements for issuance of equity shares prescribed under the Companies Act), approval, application or consent shall be necessary on the part of Corporate Debtor. XXXIV. All business permits required by the corporate debtor to conducts its business and which have not been granted, cancelled, terminated, revoked, suspended or not renewed; shall be deemed to granted or reinstated, as the case may be, at no additional cost or burden or fulfilment of any condition to the resolution applicant and corporate debtor; XXXV. The issue / reduction / cancellation/consolidation / allotment of equity shares/derivative equity
KOLKATA And And And In Page 60 of 80 share/preference shares/ warrants or debentures, increase/alteration in authorized share capital: amendment of the memorandum of the association and articles of association of the corporate debtor, appointment of statutory auditory, secretarial auditors, internal auditors, new directors on the board of the corporate debtor and implementation of various other actions and matter contemplated in the Resolution Plan, shall not require any other approvals by the Resolution Applicant or the corporate debtor, after approval of the Resolution Plan by the Adjudicating Authority. XXXVI. The Adjudicating Authority shall have deemed to have directed that all the non-compliances under the Companies Act, 1956, RBI permission or the Companies Act, 2013, if any shall be regularized and all the fees, additional fees, interest, penalties etc, payable in relation to the such non-compliances stand waived off. XXXVII. All power of attorney or authorities executed prior to the date of implementation of the Resolution Plan shall stand revoked, cancelled and shall be void.
KOLKATA And And And In Page 61 of 80 XXXVIII. With regards to any other case with corporate debtor or on behalf of corporate debtor any third person or agent of corporate debtor has done on any party under any law for the time being in force shall be allowed to be continued, only to the extent the amount is recoverable from the other parties. Resolution Applicant or Corporate Debtor shall not be liable for payment of any amount whatsoever in respect of such cases. XXXIX. Secured Financial creditors shall be deemed to have confirm that, on and from the effective date, all accounts of the corporate debtor shall stand regularized, and their assets clarification shall be "standard for the purpose of all applicable acts & laws. XL. All notification with regards to default filed with Credit Information Bureau (India) Limited (CIBIL), any information utility, RBI or any other regulatory authority shall be withdrawn by the respective Financial Creditors. XLI. On the approval of Resolution Plan by Adjudicating Authority, any pending cases, u/s 138 of N.I. Act, 1881, in the name of the corporate debtor and its director
KOLKATA And And And In Page 62 of 80 shall stand withdrawn and the name of corporate debtor and its directors shall be removed from all future proceedings under section 138 of N. 1. Act, 1881. XLII. ROC, Ministry of Corporate Affairs, The Collector of Stamps, Revenue Department, Government of Maharashtra or any other relevant authority shall be deemed to have exempted the Resolution Applicant, Corporate Debtor and other stakeholders in this Resolution Plan, from the levy of stamp duty, any other duty, fees or any other charges applicable in relation to this Resolution Plan and its implementation, including any stamp duty, any other duty, and fees or any other charges applicable on the transfer of immovable properties and assignment of guarantees etc. XLIII. Waiver or reduction in amount payable to financial creditors, operational creditors, share capital and other parties as per final Resolution Plan may result in booking of income which can be subject to normal tax and/or minimum alternate tax as per Income Tax Act. No addition to total income or disallowance of any deduction/expenses/losses shall be made to the
KOLKATA And And And In Page 63 of 80 Resolution Applicant or Corporate Debtor with respect to treatment done as envisaged in Resolution Plan. XLIV. Approval of the Resolution Plan by the Adjudicating Authority should be deemed to be considered as permission to treat the same as not liable to tax and the same should not be considered in total income as per Income Tax including for MAT purpose. XLV. Licenses/Approvals/Contractual Rights and Benefits: For the avoidance of the doubt, it is hereby clarified that all consents, licenses, approvals, rights, entitlement, benefits and privileges whether under law, contract, lease or licenses, granted in favor of the corporate debtor or to which the corporate debtor is entitled or accustomed to, which have expired as of effective date, shall be deemed to continue without disruption for the benefit of the corporate debtor for a period of 2 years or until renewed by the relevant authorities, whichever is later. Without any liability for the non-compliances during the time specified above, the Resolution Applicant undertakes to cause the corporate debtor to expeditiously identify such expired consents, licenses, approval, rights, entitlements, benefits and privileges
KOLKATA And And And In Page 64 of 80 whether under law, contract, lease or licenses, granted in favor of the corporate debtor or to which the corporate debtor is entitled or accustomed to, evaluate the steps required to address the same and takes steps to remedy the same to the extent practically possible. XLVI. All inquiries, investigations and proceeding (including before the BIFR), whether civil or criminal, notices, assessment, cause of action, suits, claims, disputes, litigations, arbitrations or other judicial, regulatory or administrative proceedings against, or in relation to, or in connection with corporate debtor or the affairs of the corporate debtor having any adverse effect on the Resolution Applicant or the corporate debtor, whether pending or threatened, present or future, (including without limitation, any investigation, actions, proceedings, prosecutions, whether civil or criminal, by authorities including but not limited to the Enforcement Directorate, Central Bureau of Investigation, the Enforcement Directorate Stock Exchange, Securities and exchange Board of Indian or any other regulatory, investigating or enforcement agency), in relation to any period prior to the closing
KOLKATA And And And In Page 65 of 80 date or arising on the account of the acquisition of control by the Resolution Applicant over the corporate debtor pursuant to this Resolution Plan, shall stand withdrawn or dismissed and all liabilities or obligations in relation thereto, whether or not set out in the balance sheet of the corporate debtor or the profit and loss account statement of the corporate debtor, will be deemed to be have been written off in full and permanently extinguished and the Resolution Applicant or corporate debtor shall at no point of time be, directly or indirectly held responsible or liable in relation thereto not withstanding any adverse order that may be passed in respect of the same by any authority prior to or after the closing date. Upon approval of this Resolution Plan by NCLT, all new inquires, investigations, whether civil or criminal, notices, assessments, suits, claims, disputes, litigations, arbitration or other judicial, regulatory or administrative proceedings having any adverse effect on the Resolution Applicant or corporate debtor will be deemed to be barred and will not be initiated or admitted
KOLKATA And And And In Page 66 of 80 against the corporate debtor in relation to any period prior to the sanction date. 57. We have perused the above reliefs, waivers and concessions as sought and as provided in the Resolution Plan at page no. 77 to 84. It is evident that some of the reliefs, waivers and concessions sought by the Resolution Applicant come within the ambit of the IBC, 2016, and the Companies Act 2013, while many others fall under the power and jurisdiction of different government authorities/departments. This Adjudicating Authority has the power to grant reliefs, waivers and concessions only concerning the reliefs, waivers and concessions that are directly with the IBC and the Companies Act (within the powers of the NCLT). The reliefs, waivers and concessions that pertain to other governmental authorities/departments may be dealt with by the respective competent authorities/forums/offices, Government or Semi-Government of the State or Central Government concerning the respective reliefs, waivers and concession, whenever sought for. The competent authorities including the Appellate authorities may consider granting such reliefs, waivers and concessions keeping in view the spirit of the IBC, 2016 and the Companies Act, 2013.
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58. It is almost trite and fairly well-settled that the Resolution
Plan must be consistent with the extant law. The Resolution
Applicant shall make necessary applications to the concerned
regulatory or statutory authorities for the renewal of business
permits and supply of essential services, if required, and all
necessary forms along with filing fees etc. and such authority
shall also consider the same keeping in mind the objectives of
the Code, which is essentially the resolving the insolvency of
the Corporate Debtor.
59. In this context, we would rely upon the judgment in Embassy
Property Developments Pvt. Ltd. vs. State of Karnataka reported
at MANU/SC/1661/2019: (2020) 13 SCC 308, wherein, the Hon’ble
Apex Court has laid down that:
“39. If NCLT has been conferred with jurisdiction to decide
all types of claims to property, of the corporate debtor,
Section 18(f)(vi) would not have made the task of the interim
resolution professional in taking control and custody of an
asset over which the corporate debtor has ownership rights,
subject to the determination of ownership by a court or other
authority. In fact an asset owned by a third party, but which
is in the possession of the corporate debtor under
contractual arrangements, is specifically kept out of the
KOLKATA And And And In Page 68 of 80 definition of the term “assets” under the Explanation to Section 18. This assumes significance in view of the language used in Sections 18 and 25 in contrast to the language employed in Section 20. Section 18 speaks about the duties of the interim resolution professional and Section 25 speaks about the duties of resolution professional. These two provisions use the word 'assets’, while Section 20(1) uses the word ’property’ together with the word ‘value’. Sections 18 and 25 do not use the expression ‘property’. Another important aspect is that Under Section 25(2)(b) of IBC, 2016, the resolution professional is obliged to represent and act on behalf of the corporate debtor with third parties and exercise rights for the benefit of the corporate debtor in judicial, quasi-judicial and arbitration proceedings. Section 25(1) and 25(2)(b) reads as follows: 25. Duties of resolution professional – (1) It shall be the duty of the resolution professional to preserve and protect the assets of the corporate debtor, including the continued business operations of the corporate debtor.
KOLKATA And And And In Page 69 of 80 (2) For the purposes of Sub-section (1), the resolution professional shall undertake the following actions: (a)............. (b) represent and act on behalf of the corporate debtor with third parties, exercise rights for the benefit of the corporate debtor in judicial, quasi-judicial and arbitration proceedings. This shows that wherever the corporate debtor has to exercise rights in judicial, quasi-judicial proceedings, the resolution professional cannot short-circuit the same and bring a claim before NCLT taking advantage of Section 60(5). 40. Therefore in the light of the statutory scheme as culled out from various provisions of the IBC, 2016 it is clear that wherever the corporate debtor has to exercise a right that falls outside the purview of the IBC, 2016 especially in the realm of the public law, they cannot, through the resolution professional, take a bypass and go before NCLT for the enforcement of such a right.” 60. The reliefs sought for subsisting contracts/agreements can be granted, and no blanket orders can be granted in the absence of the parties to the contracts and agreements.
KOLKATA And And And In Page 70 of 80 On the Extinguishment of Claims: 61. Concerning the waivers with regard to the extinguishment of claims which arose prior to the initiation of the CIR Process and which have not been claimed are granted in terms of the law laid down by the Hon’ble Apex Court in Ghanashyam Mishra and Sons Private Limited Vs. Edelweiss Asset Reconstruction Company Limited reported in MANU/SC/0273/2021: (2021) 9SCC657: [2021] 13SCR737 that- “Once a resolution plan is duly approved by the Adjudicating Authority Under Sub-section (1) of Section 31, the claims as provided in the resolution plan shall stand frozen and will be binding on the Corporate Debtor and its employees, members, creditors, including the Central Government, any State Government or any local authority, guarantors and other stakeholders. On the date of approval of resolution plan by the Adjudicating Authority, all such claims, which are not a part of resolution plan, shall stand extinguished and no person will be entitled to initiate or continue any proceedings in respect to a claim, which is not part of the resolution plan.”
KOLKATA And And And In Page 71 of 80 (Emphasis Added) 62. Further, the relevant part of the Ghanshyam Mishra judgment (supra) in this regard is given below: “61. All these details are required to be contained in the information memorandum so that the resolution applicant is aware, as to what are the liabilities, that he may have to face and provide for a plan, which apart from satisfying a part of such liabilities would also ensure, that the Corporate Debtor is revived and made a running establishment. The legislative intent of making the resolution plan binding on all the stakeholders after it gets the seal of approval from the Adjudicating Authority upon its satisfaction, that the resolution plan approved by CoC meets the requirement as referred to in Subsection (2) of Section 30 is, that after the approval of the resolution plan, no surprise claims should be flung on the successful resolution applicant. The dominant purpose is, that he should start with fresh slate on the basis of the resolution plan approved.” 62. This aspect has been aptly explained by this Court in the case of Committee of Creditors of Essar Steel India Limited through Authorised Signatory (supra).
KOLKATA And And And In Page 72 of 80 “107. For the same reason, the impugned NCLAT judgment [Standard Chartered Bank v. Satish Kumar Gupta] in holding that claims that may exist apart from those decided on merits by the resolution professional and by the Adjudicating Authority/Appellate Tribunal can now be decided by an appropriate forum in terms of Section 60(6) of the Code, also militates against the rationale of Section 31 of the Code. A successful resolution applicant cannot suddenly be faced with "undecided" claims after the resolution plan submitted by him has been accepted as this would amount to a hydra head popping up which would throw into uncertainty amounts payable by a prospective resolution applicant who would successfully take over the business of the corporate debtor. All claims must be submitted to and decided by the resolution professional so that a prospective resolution applicant knows exactly what has to be paid in order that it may then take over and run the business of the corporate debtor. This the successful resolution applicant does on a fresh slate, as has been pointed out by us hereinabove. For these reasons, NCLAT judgment must also be set aside on this count.”
KOLKATA And And And In Page 73 of 80 63. Thus, on the date of approval of the resolution plan by the Adjudicating Authority, all such claims, that are not a part of the resolution plan, shall stand extinguished and no person will be entitled to initiate or continue any proceedings in respect to a claim, which is not part of the resolution plan. The Hon’ble Supreme Court of India further laid down that all the dues including the statutory dues owed to the Central Govt, any State Govt or any local authority, if not part of the resolution plan, shall stand extinguished and no proceedings in respect of such dues for the period before the date on which the Adjudicating Authority grants its approval under Section 31 of the IBC could be continued. On Guarantors: 64. Concerning the waivers sought in relation to guarantors, the Hon’ble Apex Court held in Lalit Kumar Jain v. Union of India reported in MANU/SC/0352/2021: (2021) 9 SCC 321: (2021) ibclaw.in 61 SC, held that the sanction of a resolution plan and finality imparted to it by Section 31 does not per se operate as a discharge of the guarantor's liability. As to the nature and extent of the liability, much would depend on the terms of the guarantee itself.
KOLKATA And And And In Page 74 of 80 65. Further, we would rely upon the judgment rendered by the NCLAT in Roshan Lal Mittal Vs. Rishabh Jain reported in (2023) ibclaw.in 803 NCLAT that: “The Resolution Plan does not absolve the personal guarantors from their guarantee. The law well settled by the Hon’ble Supreme Court in the matter of “Lalit Kumar Jain vs. Union of India & Ors. – (2021) 9 SCC 321), that by approval of resolution plan the guarantees are not ipso facto discharged.” 66. Hence, we would infer that the remedy lies with the creditors to invoke the guarantee given by the personal guarantor, in accordance with law, be taken. On Inquiries, Litigations, Investigations, and Proceedings: 67. For the reliefs and waivers sought for all inquiries, litigations, investigations, and proceedings shall be granted strictly as per section 32A of the IBC, 2016 and the provisions of the law as may be applicable. 68. In this context, we would infer that upon the approval of the Resolution Plan, the Corporate Debtor avails the limbs of new management to revive its business. Thus, all the past liabilities of the Corporate Debtor including criminal liability prior to
KOLKATA And And And In Page 75 of 80 the initiation of the CIR Process shall stand effaced and the new management will step into the shoes of the company with a fresh or clean slate. Hence, the old management shall be liable to face all the offences committed prior to the commencement of the CIR Process. At this juncture, we would rely upon the judgment rendered by the Hon’ble Apex Court in Ajay Kumar Radheyshyam Goenka vs. Tourism Finance Corporation of India Ltd. reported in MANU/SC/0244/2023: (2023) 10 SCC 545 that: “67. Thus, Section 32A broadly leads to: a. Extinguishment of the criminal liability of the corporate debtor, if the control of the corporate debtor goes in the hands of the new management which is different from the original old management. b. The prosecution in relation to "every person who was a "designated partner" as defined in Clause (j) of Section 2 of the Limited Liability Partnership Act 2008 (6 of 2009), or an "officer who is in default", as defined in Clause (60) of Section 2 of the Companies Act. 2013 (18 of 2013), or was in any manner in charge of, or responsible to the corporate debtor for the conduct of its business or associated with the corporate debtor in any manner and who was directly or
KOLKATA And And And In Page 76 of 80 indirectly involved in the commission of such offence" shall be proceeded and the law will take it’s own course. Only the corporate debtor (with new management) as held in Para 42 of P. Mohanraj will be safeguarded. c. If the old management takes over the corporate debtor (for MSME Section 29A does not apply (see 240A), hence for MSME old management can takeover) the corporate debtor itself is also not safeguarded from prosecution Under Section 138 or any other offences.”
ORDER: 69. Therefore, subject to the compliance of our observations as above, we hereby APPROVE the Resolution Plan of Rs. 22,32,13,000/- (including Rs. 75,00,000 towards CIRP cost) submitted by Mr. Harsh Agarwal (“Successful Resolution Applicant”) along with annexure, affidavit, schedules forming part of the Resolution Plan annexed to the Application subject to above direction and order as under: I. The Resolution Plan along with annexures and schedules forming part of the plan shall be binding on the Corporate Debtor, its employees, members, creditors, including the Central Government, any State Government or any local
KOLKATA And And And In Page 77 of 80 authority to whom a debt in respect of the payment of dues arising under any law for the time being in force is due, guarantors and other stakeholders involved in the Resolution Plan. II. All crystallized liabilities and unclaimed liabilities of the Corporate Debtor as on the date of this order shall stand extinguished on the approval of this Resolution Plan. III. The approval of the Resolution Plan shall not be construed as waiver of any statutory obligations/ liabilities of the Corporate Debtor and shall be dealt with by the appropriate Authorities in accordance with law. IV. It is hereby ordered that the deposit amount of Rs. 2,50,00,000/- (Rupees Two Crore and Fifty Lakhs Only) made by the Resolution Applicant shall remain as performance Guarantee till the amount proposed to be paid to the creditors under this plan is fully paid off and the plan is fully implemented. V. The Memorandum of Association (“MoA”) and Articles of Association (“AoA") shall accordingly be amended and filed with the Registrar of Companies (“RoC”) West Bengal, Kolkata for information and record. The Resolution
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Applicant, for effective implementation of the Plan, shall
obtain all necessary approvals, under any law for the time
being in force, within such period as may be prescribed.
VI. Henceforth, no creditors of the erstwhile Corporate Debtor
can claim anything other than the liabilities referred to
supra.
VII. The moratorium under Section 14 of the Code shall cease
to have effect from the date of this order.
VIII. The RP shall submit the records collected during the
commencement of the proceedings to the Insolvency &
Bankruptcy Board of India for their record and also return
them to the Resolution Applicant or New Promoters.
IX. Liberty is hereby granted for moving any application, if
required, in connection with the successful implementation
of this Resolution Plan.
X. A copy of this Order is to be submitted to the RoC to whom
the company is registered, by the RP.
XI. The RP shall stand discharged from his duties with effect
from the date of this Order.
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XII. The RP is further directed to hand over all records,
premises/ factories/ documents to the Resolution Applicant
to finalise the further line of action required for
starting
the
operation.
The
Successful
Resolution
Applicant shall have access to all the records/ premises/
factories/ documents through the Resolution Professional
to finalise the further line of action required for
starting the operation.
70. We find that there three applications are pending before this
Adjudicating Authority being IA (IBC) No. 271/KB/2025, IA (IBC)
No. 1697/KB/2024 and IA (IBC) No. 2058/KB/2024. The above-
mentioned interlocutory application shall stand infructuous from
the date of the approval of the resolution plan application.
71. The Registry of this Adjudicating Authority is directed to send
e-mail copies of the order forthwith to all the parties and their
Ld. Counsel for information and for taking necessary steps.
72. In terms of the view above, the interlocutory application being
I.A. (IB) (Plan) No. 21/KB/2025 along with the main R.C.P (IB)
No. 1/KB/2023 being shall stand disposed of accordingly.
KOLKATA And And And In Page 80 of 80 73. Certified copy of the orders, if applied for with the registry of this Adjudicating Authority, be supplied to the parties upon compliance with all requisite formalities. 74. File be consigned to the record.
Rekha Kantilal Shah Labh Singh Member (Technical) Member (Judicial)
Order signed on the 16th day of December 2025 S.T (L.R.A)
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