02nd May, 2025 Approval of Resolution Plan - Cambridge Energy Resources Private Limited [IA No. 1499/2022 in CP (IB) No. 138/Chd/Hry/2019] (3.29 MB)

IA No. 1499/ 2022 in CP(IB) No. 138/Chd/Hry/2019
E2E Telelink India Pvt. Ltd vs Cambridge Energy Resources Pvt. Ltd
Page 1 of 37 NATIONAL COMPANY LAW TRIBUNAL CHANDIGARH BENCH (COURT-I)

IA. NO. 1499/2022
IN CP (IB) No. 138/Chd/Hry/2019

IN THE MATTER OF:

E2E Telelink India Pvt Ltd. ...Operational Creditor

Versus

Cambridge Energy Resources Private Limited …Corporate Debtor AND IN THE MATTER OF IA No. 1499/2022: Mr. Vekas Kumar Garg (CS) Resolution Professional Address: D-214, Ground Floor, Ramprastha, Near Raghunath Temple, Ghaziabad, UP - 201011 …Applicant Versus

1. M/s ConnectM Technology Solutions Pvt. Ltd. Successful Resolution Applicant, Address: 17/3, G-11 Divya Sapthami Apartment, Kodichikana Halli, Main Road, BTM Layout 4th stage, Bengaluru KA-560076.
   …Respondent No. 1
2. Indian Renewable Energy Development Agency Limited (IREDA) Registered office: India Habitat Centre, 1st Floor, East Court Core 4A, Lodhi Road, New Delhi-110003. …Respondent No. 2
3. Mr. Achyuta Narayan Bakshi (DIN: 00936659) (Ex- management of the corporate debtor) R/o: A-504 C, Dot Apartment, Sector- 56, Gurgaon, Haryana, Pin- 122011. …Respondent No. 3
4. Mr. Anil Kumar Singh (DIN: 08732489) (Ex- management of the corporate debtor) R/o: House No. A- 509, Sangam Vihar, New Delhi- 110062. …Respondent No. 4

Page 2 of 37 5. Mr. Arun Choudhary (DIN: 06396780) (Ex- management of the corporate debtor) R/o: Flat No. 4, DDA (SFS) Flats Neeti Bagh,
Andrews Ganj, Delhi- 110049. …Respondent No. 5

 Judgment Delivered on: 25.04.2025 

SECTION: 30(6) read with 31(1) of the IBC, 2016

CORAM: SH. HARNAM SINGH THAKUR, HON’BLE MEMBER (JUDICIAL) SH. ASHISH VERMA, HON’BLE MEMBER (TECHNICAL)

PRESENT:

For the Applicant/RP : Mr. Mast Ram Chechi & Mr. Shubham, PCS For the SRA : Dr. Rajansh Thukral, Advocate For the Suspended Board of Directors : Mr. Rakesh Kumar, Advocate

ORDER

PER: HON’BLE SH. HARNAM SINGH THAKUR, MEMBER (JUDICIAL)
HON’BLE SH. ASHISH VERMA, MEMBER (TECHNICAL) The IA No.1499 of 2022 preferred by Mr. Vekas Kumar Garg, Resolution Professional of M/s. Cambridge Energy Resources Private Limited (“Applicant/ Resolution Professional”) under Section 30(6) read with Section 31(1) of the Insolvency and Bankruptcy Code 2016 and Regulation 39(4) of the IBBI (Insolvency Resolution Process of Corporate Debtor) Regulations 2016, for approval of the Resolution plan submitted by M/s ConnectM Technology Solutions Private Limited (“Successful Resolution Applicant” / “SRA”). The Applicant has made the following prayers:

Page 3 of 37 a) Take on record the instant application for approval of the resolution plan along with Compliance Certificate in FORM - H dated 28.09.2022 and convenience proforma dated 28.09.2022.

b) Allow the present application as filed by the Applicant / Resolution Professional for approval of the resolution plan u/s 30 (6) of I&B Code, 2016 in accordance with the decision as taken by the committee of creditors.

To put briefly, the facts of the present case are that the Operational Creditor E2E Telelink India Pvt. Ltd. filed an application under Section 9 of IBC, 2016 for initiating CIR Process against the Corporate Debtor (CD) M/s. Cambridge Energy Resources Pvt. Ltd. The said Application was admitted by this Tribunal vide Order dated 26.03.2021 and Mr. Vekas Kumar Garg was appointed as the Interim Resolution Professional (IRP) of the CD.
3. It is submitted by the Applicant that in terms of Regulation 6(1) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the said IRP made a Public Announcement in Form-A on 02.04.2021 to invite claims, publishing in the newspapers ‘Financial Express’ (English Newspaper) dated 04.04.2021 and ‘Jansatta’ (Regional Newspaper) on 03.04.2021. The said Public Announcement was uploaded on the website of Insolvency and Bankruptcy Board of India (IBBI) too.

It is further submitted that the CoC of the Corporate Debtor was constituted with 1 secured financial creditor. The details of the CoC member are stated herein below:- S.No. Name Amount %CoC 1. Indian Renewable Energy Development Agency Ltd.
Rs. 32,43,08,892/- 100

Page 4 of 37 5. It is stated by the Applicant that the Committee of Creditors ("CoC") pursuant to Regulation no.17(1) of Insolvency and Bankruptcy Board Of India (Insolvency Resolution Process for Corporate Person) Regulations, 2016 in its 1st meeting held on 12.05.2021 resolved to confirm the appointment of the applicant as the Resolution Professional (hereinafter referred as “RP”. The applicant / resolution professional has submitted the Report with regard to the constitution of the CoC before this Bench vide Filing No. 0404116008942019/1 in accordance with Regulation 17(1) of 1881 (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. The same was duly taken on record by this Bench. 6. In accordance with the I&B Guidelines, the initial period for completion of the corporate insolvency resolution process i.e. 180 days was scheduled to expire on 27th September, 2021. 7. Further submitted that as there was a nation-wide lock-down in the month of April & May 2021. The Applicant/resolution professional in consultation with the decision as taken by the CoC in the meeting of the CoC, had earlier filed an application before adjudicating authority for exclusion of time period of 42 days from the overall process due to impact of the lockdown vide IA No. IA/458/2021 and the same was allowed by this Bench vide order dated 24.01.2022. With the aforesaid time exclusion as allowed by this Adjudicating Authority, the CIRP Period was valid till 9th November, 2021.
8. The applicant again filed another application for seeking extension of 90 days in CIRP period from 10.11.2021 to 07.02.2022 under I.A. No. 677/2022 and for which the Bench vide order dated 24.01.2022 allowed the extension of CIRP period till 07.02.2022. Another application was filed for the exclusion of

Page 5 of 37 Covid period of 31 days from 01.01.2022 to 31.01.2022 by way of IA No. 236/2022 and the same was also considered and allowed by this Adjudicating Authority vide order dated 07.04.2022. In addition, the Applicant/ Resolution Professional has applied for another extension of the matter for 60 days' time period beyond 270 days vide IA No. 236/2022 i.e., from 08.02.2022 to 09.05.2022. The same was also allowed by this Bench vide its order dated 07.04.2022. thus, the CIRP Period after adjudicating authority's approval in the matter was valid till 09th May, 2022.
9. At the instance of the CoC, the applicant has filed another application listed by way of diary no. 02189 of dated 12.09.2022 for further extension of the period of CIR Process till 15th September, 2022. The same was also allowed by this Bench. The Applicant states that the CIRP process has been carried out as per the timeline indicated hereunder:-

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10. It is stated by the Applicant that ‘Form-G’ was published on 28.07.2021. The last date of submission of EOI was 13.08.2021. The EOI was also uploaded on the website of IBBI at www.ibbi.gov.in. The Copy for FORM-G along with Information Document as prepared by RP for invitation of EOI is annexed as Annexure - A/23 ("Colly").
11. In terms of the Form G, the Applicant has received 5 EOIs. On the basis of eligibility criterion as fixed by the CoC, the applicant shortlisted 4 out of the 5 applicants in the final list and has issued the following list of prospective resolution applicants- Final List of Prospective Resolution APPLICANTS S. No. Name of Prospective Resolution applicant 1 Cambridge Clean Energy Limited along with M/s Findoc Finvest Private Limited 2 ConnectM Technology Solutions Private Ltd. 3 Alpex Solar Private Ltd. 4 ARDOM Towergen Private Ltd.

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12. It is submitted by the Applicant that pursuant to the EOI, 01 Resolution Plan was submitted by the ConnectM Technology Solutions Pvt. Ltd. In 13th CoC meeting dated 30.07.2022, the resolution plan of the M/s ConnectM Technology Solutions Pvt. Ltd. was approved with 100% voting in favour. The list of the relevant resolutions as passed by the committee of creditors in the 13th meeting of the committee of creditors is as under: "RESOLVED THAT the approval of the committee of creditors be and is hereby granted to allow RA for their delayed submission of the amended resolution plan dated 08.07.2022 and thereafter various left out compliance till 01.08.2022." "RESOLVED. THAT the resolution plan as submitted by M/s ConnectM Technology Solutions Pvt. Ltd. Option 1 offering a total
    plan pay-out of Rs. 9,70,98,336/-(Rs. Nine crore seventy lacs ninety eight thousand three hundred & thirty six) be and is hereby approved in accordance with section 30 of the I&B Code, 2016. The CoC hereby
    further confirms that the resolution plan is in compliance with the
    conditions as stipulated under Regulation 30(2) of IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016." "FURTHER RESOLVED THAT the resolution plan is approved in accordance with the conditions as stipulated in section 30(4) of I&B Code, 2016 which includes the feasibility and viability of the resolution plan and taking into account the manner of distribution of proceeds in accordance with the requirements of Section 53 of I&B Code, 2016 and other requirements as may be specified by the Board." · "RESOLVED FURTHER THAT the committee of creditors is of the opinion that the resolution plan complies with the other legal requirements including the eligibility of resolution applicant in accordance with the provisions of Section 29A of I&B Code, 2016" "FURTHER RESOLVED THAT the resolution professional be and is hereby further directed to do necessary act or file documents/necessary application before the Adjudicating Authority in this regard."

Page 8 of 37 13. The Applicant/RP has annexed the 29A Certificate of the Successful Resolution Applicant (SRA) along with the application. The relevant portion of the resolution plan is reproduced herein below:-

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14. It is stated by the Applicant that in terms of the Regulation 36B(4A) of the IBBI (Insolvency Resolution Process of Corporate Persons) Regulations, 2016, it received from the SRA, the Performance Security deposit of Rs. 2,00,00,000/- (Rs. Two Crore) in the bank account operated by the Applicant.
15. In compliance with Regulation 39(4) of the IBBI (Insolvency Resolution Process of Corporate Persons) Regulations 2016, the Applicant /RP has filed “Compliance Certificate” in Form H certifying that the present Resolution Plan duly approved by the CoC members complies with all the provisions of the IBC and IRPCP Regulations, 2016. The same is reproduced herein for reference: -

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16. As per the Form ‘H’ (IBBI), the Fair Market Value (FMV) of the Corporate Debtor is Rs. 15,43,82,738.3/- and its Liquidation Value (LV) is Rs. 12,26,48,347.4/- The details of the distribution of the Resolution Plan Amount amongst Stakeholders are given, as per which, the gross amount provided under the Resolution Plan is Rs. 9,70,98,336/-, which comes to approximately 79% of the Liquidation Value (LV) and around 63% of the Fair Market Value (FMV) of the Corporate Debtor.

Page 18 of 37 17. In compliance of directions of this Tribunal vide order dated 07.01.2025, the SRA has filed an Affidavit vide Diary No. 02811/2022/20 dated 18.01.2025, undertaking to pay 26.41% of admitted statutory charges/ for the period up to approval of the resolution Plan. The affidavit is reproduced thus:

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18. The SRA has also offered to pay the amount towards the pending dues as payable towards Provident Fund and Gratuity in accordance with the provisions of law (Ref. SRA Affidavit dated 10th April, 2023) and the same was taken on record vide its order dated 06.09.2023. The SRA Affidavit is reproduced herein below:-

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Page 21 of 37 19. The Applicant has also indicated the brief of the financial proposal indicated at Pg. 623 of the Application. The brief financial proposal indicated in the resolution plan is reproduced herein below:-

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20. In the above chart, though as earlier proposed by the SRA, for payment of statutory dues of Government Authorities, “0” amount has been allocated in the resolution plan but later during the course of hearing, an affidavit dated 18.01.2025 was filed by the SRA undertaking to pay 26.41% of admitted claim i.e. Rs. 16,60,418/-, which comes to Rs. 4,38,516/- as discussed in para 17 of this order.

21. As regards to the term and implementation schedule, it has been proposed to implement the Resolution Plan as per the following events’ schedule:

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Page 24 of 37 22. The net worth of SRA and the net worth of its other group companies is stated to be Rs. 34.87 Crores, the same is reproduced as follows:

23. The sources of funds as mentioned in the Resolution Plan on page 622 of the Application are reproduced as under:

24. Regarding supervision and monitoring over implementation of the Resolution Plan, it has been proposed to constitute a 02 Member Monitoring Committee comprising of one representative of secured Financial Creditor and the RP. The relevant details given in the Resolution plan are reproduced thus:

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Page 26 of 37 25. It is further noted from the record that the SRA has stated in relation to the resolution plan being binding in response to the RFRP issued by the RP. The relevant extracts of the affidavit are reproduced thus:

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26. The Applicant during the CIRP process of the Corporate Debtor preferred 2 PUFE applications i.e. I.A. No. 675/2021 and I.A. No. 676/2021. Both the PUFE applications were dismissed vide order dated 09.10.2024.

Page 28 of 37 27. On perusal of the Resolution Plan, it is seen that the SRA has sought certain reliefs and concessions, in the Resolution Plan the same are reproduced herein below:

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Page 34 of 37 28. We are sanguine of the fact that the SRAs shall be eligible to get protection as available under Section 32A of IBC, 2016 and reliefs and concessions as admissible under the relevant laws. 29. We heard the Counsel for the Applicant/RP and perused the Application, and all other documents placed on record. We observe that the CoC of the Corporate Debtor, in its commercial wisdom, has duly considered and approved the instant Resolution Plan submitted by the Successful Resolution Applicant by a voting share of 100% in its 13th Meeting held on 30.07.2022. We also note that the plan is backed by Performance Security deposit of Rs. 2,00,00,000/- (Rs. Two Crore) already deposited by SRA in the bank account operated by the Applicant. 30. The role of the Adjudicating Authority has been examined by the Hon’ble Supreme Court in Civil Appeal No. 10673 of 2018 in the matter of “K. Sashidhar Vs. Indian Overseas Bank & Ors.”, the relevant extracts of which are reproduced below: “35. Whereas, the discretion of the adjudicating authority (NCLT) is circumscribed by Section 31 limited to scrutiny of the resolution plan “as approved” by the requisite percent of voting share of financial creditors. Even in that enquiry, the grounds on which the adjudicating authority can reject the resolution plan is in reference to matters specified in Section 30(2), when the resolution plan does not conform to the stated requirements. Reverting to Section 30(2), the enquiry to be done is in respect of whether the resolution plan provides: (i) the payment of insolvency resolution process costs in a specified manner in priority to the repayment of other debts of the corporate debtor, (ii) the repayment of the debts of operational creditors in prescribed manner, (iii) the management of the affairs of the corporate debtor, (iv) the implementation and supervision of the resolution plan, (v) does not contravene any of the provisions of the law for the time being in force,

Page 35 of 37 (vi) conforms to such other requirements as may be specified by the Board. The Board referred to is established under Section 188 of the I&B Code. The powers and functions of the Board have been delineated in Section 196 of the I&B Code. None of the specified functions of the Board, directly or indirectly, pertain to regulating the manner in which the financial creditors ought to or ought not to exercise their commercial wisdom during the voting on the resolution plan under Section 30(4) of the I&B Code. The subjective satisfaction of the financial creditors at the time of voting is bound to be a mixed baggage of variety of factors. To wit, the feasibility and viability of the proposed resolution plan and including their perceptions about the general capability of the resolution applicant to translate the projected plan into a reality. The resolution applicant may have given projections backed by normative data but still in the opinion of the dissenting financial creditors, it would not be free from being speculative. These aspects are completely within the domain of the financial creditors who are called upon to vote on the resolution plan under Section 30(4) of the I&B Code.” “38. indubitably, the inquiry in such an appeal would be limited to the power exercisable by the resolution professional under Section 30(2) of the I&B Code or, at best, by the adjudicating authority (NCLT) under Section 31(2) read with 31(1) of the I&B Code. No other inquiry would be permissible. Further, the jurisdiction bestowed upon the appellate authority (NCLAT) is also expressly circumscribed. It can examine the challenge only in relation to the grounds specified in Section 61(3) of the I&B Code, which is limited to matters “other than” enquiry into the autonomy or commercial wisdom of the dissenting financial creditors. Thus, the prescribed authorities (NCLT/NCLAT) have been endowed with limited jurisdiction as specified in the I&B Code and not to act as a court of equity or exercise plenary powers.”

31. In view of the decision of Hon’ble Supreme Court (Supra), it has become a well settled principle of law that the Adjudicating Authority is not required to interfere with the decision taken by the CoC in its commercial wisdom, save

Page 36 of 37 and except the circumstances referred to in Section 31(2) of the IBC, 2016. We find the Resolution Plan conforming to the requirement of Section 31(1) of IBC. 32. In sequel to the discussion abovementioned, we have no other option but to approve the Resolution Plan as approved by the CoC and as placed by the Applicant before this Adjudicating Authority. We, therefore, allow the present IA and approve the COC approved Resolution Plan, placed before us by the Applicant/RP, with the following directions in respect of the Corporate Debtor: a. The Resolution Plan shall become effective from the date of passing of this Order and shall be implemented by the Monitoring Committee strictly as per the term of the Resolution Plan and Implementation Schedule given therein, i.e., within 30 days from the approval of resolution Plan vide this order with modifications as discussed in para 17 and 20; b. The Monitoring Committee for the implementation of the resolution plan shall be constituted in accordance with clause 1.3.2 (Manner of Supervision of Plan) of the resolution plan. It shall consist of the Resolution Professional and one (1) representative from amongst the Secured Financial Creditor. The Monitoring Committee will supervise and implement the Resolution Plan and perform its functions in accordance manner of supervision of resolution plan as approved by Committee of Creditors (COC). c. The reliefs and concessions as sought by the Resolution Applicants shall be available subject to their admissibility under the relevant laws, regulations, and rules;

Page 37 of 37 d. The Performance Bank Guarantee submitted by SRA shall remain deposited with the Monitoring Committee, and shall be released after successful of implementation of the Resolution Plan. e. The order of the moratorium in respect to the Corporate Debtor passed by this Adjudicating Authority under Section 14 of the IBC, 2016 shall cease to have effect from the date of passing of this Order; and f. The RP shall forward all the records relating to the conduct of CIRP and Resolution Plan to IBBI for its record and database.

33. The Applicant/Resolution Professional (RP) shall forthwith send a copy of this Order to the CoC and the Successful Resolution Applicant for necessary compliance. A copy of this order shall also be sent by the Applicant to the IBBI for their record.
34. The IA NO. 1499/2022 is allowed and disposed of accordingly. Sd/-

Sd/- (Ashish Verma)

      (Harnam Singh Thakur) 
    Member (Technical) 



Member (Judicial) 



      April 25, 2025 


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