IN THE NATIONAL COMPANY LAW TRIBUNAL

MUMBAI BENCH-IV

I.A. No. 27 of 2024

IN
C.P. (IB) No. 76/MB/2023

Under Section 30(6) of the Insolvency

and Bankruptcy Code, 2016.

CS Anagha Anasingaraju, Resolution

Professional
… Applicant
In the matter of
C.P. (IB) No. 76/MB/2023
M/s. Hindustan Eco-Tech Pvt. Ltd.
…Petitioner

Order Pronounced on: 09.05.2024

Coram:

Ms. Anu Jagmohan Singh Mr. Kishore Vemulapalli

Hon’ble Member (Technical) Hon’ble Member (Judicial)

Appearances:
For the Applicant : Mr. Avinash R Khanolkar a/w.
Ms. Surekha Yadav, Ld. Counsel
for the Applicant.

Space Left Blank Intentionally

 IN THE NATIONAL COMPANY LAW TRIBUNAL
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ORDER

1. The instant application has been filed on 18.04.2024 by CS Anagha

Anasingaraju, the Applicant Resolution Professional (“RP”) of M/s.
Hindustan Eco-Tech Private Limited (“Original Petitioner / Corporate
Debtor”), under Section 30(6) of the Insolvency and Bankruptcy Code, 2016
(hereinafter referred to as the “IBC, 2016”) on behalf of the Committee of
Creditors seeking approval of the Resolution Plan submitted by M/s. F and
K Agro Private Limited (the “SRA / Successful Resolution Applicant”) and
approved by 100% (one-hundred percent) of the voting share of the members
of the Committee of Creditors (hereinafter referred to as “CoC”) of the
Corporate Debtor herein.

2. The brief facts of the Application are as follows:

2.1 Pursuant to the captioned petition bearing C.P. (IB) No. 76/MB/2023
filed by M/s. Hindustan Eco-Tech Private Limited (“Corporate
Debtor” therein) u/s. 10 of IBC, 2016; This Tribunal was pleased to
initiate Corporate Insolvency Resolution Process (“CIRP”) of the
Corporate Debtor therein vide Order dated 25.07.2023. In furtherance
thereof, Ms. (CS) Anagha Anasingaraju (IBBI Reg. No.: IBBI/IPA-
002/IP-N00247/2017-18/10732) was appointed as Interim Resolution
Professional (“IRP”). The said IRP caused a public announcement to
be made, informing the commencement of CIRP of the Corporate
Debtor and thereby invited claims from creditors to enable the
constitution of Committee of Creditors (“CoC”).

2.2 The First Meeting of the CoC was conducted by the IRP on 22.08.2023,
wherein the said IRP was confirmed as the Resolution Professional
(“RP”). The said appointment was duly confirmed by this Bench vide
Order dated 25.10.2023.

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2.3 The Applicant RP submits that a total of seven CoC meetings were held
during the CIRP period. During the intervening period, the Applicant
RP published FORM-G i.e. Notice inviting Expression of Interest
(“EOI”) for submission of Resolution Plan for the Corporate Debtor.
Accordingly, the said FORM-G was published in two newspapers viz.
‘Indian Express’ (English) and ‘Loksatta’ (Marathi) dated 11.09.2023.
Pursuant to the same, the last scheduled date of submission of EOIs
was fixed as 26.11.2023.

2.4 In response to the publication of the said Form-G, five EOIs were
received out of which only two applicants met the eligibility criteria.
Consequently, the members of the CoC sought to opt for re-issuance of
FORM-G. Pursuant to the publication of the revised FORM-G in the
newspapers mentioned in Para (2.3) hereto on 14.10.2023, only one
EOI was received but the final resolution plan could not be fructified.
The CoC again sought to opt for re-issuance of FORM-G, pursuant to
which a total of four EOIs were received. At the backdrop however, on
account of the statutory period of 330 days as envisaged by the Code
nearing expiration, the Applicant RP sought an extension of 90 days to
the CIRP Period w.e.f. 22.01.2024 and this Bench was pleased to grant
the same vide Order dated 07.02.2024.

2.5 With regards to the four EOIs received pursuant to the re-issuance of
Form-G in the newspapers mentioned in Para (2.3) hereto on
15.01.2024; A provisional list of Prospective Resolution Applicant(s)
(“PRA”) was prepared and upon finalisation, duly circulated among
members of the CoC on 17.02.2024. Subsequently, the Request for
Resolution Plan (“RFRP”) was circulated amongst the PRAs, for
submission of their Final Resolution Plan for the Corporate Debtor.
Following the requisite submission of an EMD of INR 1 Crore, only

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one out of the four PRAs viz. M/s. F and K Agro Private Limited was
declared eligible for submission of Resolution Plan and the same was
duly effectuated with on its part.

2.6 The Applicant RP submits that the proposed Resolution Plan submitted
by the said PRA was put for consideration in the Sixth Meeting of the
CoC dated 18.03.2024. After a series of deliberations and negotiations
in respect of the feasibility of the proposed Resolution Plan, the revised/
modified Resolution Plan was submitted by the said PRA on
21.03.2024. The revised/ modified Resolution Plan was taken up for
consideration in Seventh Meeting of CoC dated 23.03.2024. However,
the said meeting stood adjourned to 29.03.2024, and accordingly the
Resolution Plan was put to voting before the CoC. The Resolution Plan
dated 19.03.2024 was thereby approved with a voting share of 100% in
the Seventh Meeting of CoC, convened on 29.03.2024. Resultantly,
M/s. F and K Agro Private Limited was declared as the Successful
Resolution Applicant (“SRA”) for the Original Petitioner herein.

2.7 The Applicant RP hereby submits that the Resolution Plan approved
by the CoC is in compliance with the legal requirements mandated
under IBC, 2016 as extracted hereinafter:

a. Compliance with S. 30 (2) (a): The SRA has provided that payment of
CIRP Cost will be paid at Actuals as on effective date within 30 days from
the Effective date. And therefore, the proposed Resolution Plan is in
compliance of the said provision (Clause D Table 14 of the Proposed Plan).

b. Compliance with S. 30 (2) (b): The SRA has provided that towards the
claims of the Operational Creditors in following manner:

i. Operational Creditors: The SRA has proposed a payment of 01.00%

of the Admitted claim amount towards payment of the Government

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Dues and other operational creditors within 30 days from the Effective
Date (Clause 8.5 of the Proposed Plan)

ii. Dissenting Financial Creditor: The Proposed Plan in clause 11.8

gives treatment about the dissenting Financial Creditor.
In accordance herein-above it is stated and submitted that the proposed
Resolution Plan is in compliance with the provisions of S. 30 (2)(b).
However, in actual there is not Dissenting Financial Creditor and the
proposed Plan has been approved by the 100% of the voting by the CoC
the question of implementation of this clause will not arise.

iii. Further, the SRA has proposed a payment of 33.38% of the admitted
claim amount towards Secured Financial Creditors of the Corporate
Debtor. It is stated and submitted that the said amount, qua the each
Secured Financial Creditor, is higher than the Liquidation value
attributable to such Secured Creditor and therefore the proposed Plan
is in compliance with the said provision. (Clause 8 of the proposed Plan)

c. Compliance with S. 30 (2) (c): It is stated and submitted that the proposed
Resolution Plan in clause 24.8.a. provides for the change in management
and shareholding of the Corporate Debtor and therefore the proposed
Resolution Plan is in compliance with the said provision.

d. Compliance with S. 30 (2) (d): It is stated and submitted that the proposed
Resolution Plan in clause 11.2. provides for formation of ‘Monitoring
Committee’ consisting of the Applicant, one member from the CoC and one
nominee from the SRA to supervise the implementation of the Resolution
Plan. Accordingly, it is stated and submitted that the proposed Resolution
Plan is in conformity of the said provision.

e. Compliances with S. 30 (2) (e) & (f): It is stated and submitted that the
SRA has not provided anything and/or sought approval to anything
which is against/ contrary to any Law for time being in force. The SRA

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has asked certain reliefs and concessions from this Hon’ble Bench which
would completely be at discretion of this Hon’ble Bench and therefore the
proposed Resolution Plan is not contrary to any Law for time being in
force.
f. Further, the proposed Plan in Clause 11.6. and 24.8. provides for the terms
of ‘Addressing cause of default’. And therefore, the proposed Resolution
Plan, in opinion of the Applicant, is in compliance with the provision of
Regulation 38 (3) (a) of the CIRP Regulations.

g. Further, the SRA has proposed to infuse fund for implementation of the
Plan through its Personal. It is stated and submitted that as on 31.03.2023
the SRA is having net-worth ₹ 33.46 Crores. Further, the SRA is in similar
line of business since year 1989 and therefore the SRA is having relevant
expertise to run the business of the Corporate Debtor. Therefore, in opinion
of the Applicant as well as the CoC the proposed Plan is viable and feasible
as per the provisions of Reg. 38(3)(b) and (e) of the CIRP Regulations.

h. Further, the proposed Resolution Plan in clauses 11.6. and 24.8 provides
mechanism for the effective implementation and timelines for approvals
required. Therefore, in opinion of the Applicant as well as the CoC the
proposed Plan is viable and feasible as per the provisions of Reg. 38 (3) (c)
and (d) of the CIRP Regulations.

3. The Resolution Applicant viz. M/s. F and K Agro Private Limited is engaged
in the business of Roller Flour Mills and has confirmed that it is eligible to
submit the Resolution Plan as per Section 29A of Insolvency and Bankruptcy
Code, 2016.

4. As per the Applicant RP, the Fair Value and Liquidation Value have been
determined by three valuer(s). The averages of the said determination of the
requisite Fair Value and Liquidation Value, as provided in FORM-H, are as
hereunder:

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Average Fair Value:

INR 19,59,57,828.00/- (Indian Rupees Nineteen
crores, fifty-nine lakhs, fifty-
seven thousand, eight hundred
and twenty-eight only)

Average Liquidation Value:

INR 15,19,12,350.00/- (Indian rupees Fifteen crores,
nineteen-lakhs,twelve thousand,
three-hundred and fifty only)

5. The key features of the Resolution Plan for Corporate Debtor submitted by
the Resolution Applicant viz. M/s. F and K Agro Private Limited is
summarized below:

As a % of

Sr. amount

No. Particulars Amount admitted Amount Offered (₹) admitted

At Actuals i.e.

1 CIRP Costs At Actuals 25,19,186/-

Secured

Financial

2 Creditors 42,05,14,835.15/- 14,04,00,845 33.38%

Unsecured

Financial

3 Creditors Nil NA 0.00%

4 Workmen Nil NA 0.00%

5 Employees Nil NA 0.00%

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Operational

6 Creditors 8,62,12,080/- 8,62,120.80/- 01.00%

Total ₹ 50,67,26,915.15/- ₹ 14,37,82,151.80/- 27.88%

6. Furthermore, the Resolution Applicant has proposed to implement the

Resolution Plan in full as per the timelines provided hereinafter:

Type of creditors Amt offered (₹) Timeline (From Effective Date)

CIRP Cost – at 25,19,186/- 0-30 days (within 30 working days of

actuals certified copy of order of approval of

Resolution Plan by AA)

Financial 14,04,00,845/- 0-30 days (within 30 working days of

Creditors certified copy of order of approval of

Resolution Plan by AA)

Operational 8,62,120.80/- 0-30 days (within 30 working days of

Creditors certified copy of order of approval of

Resolution Plan by AA)

Total: 14,37,82,151.80/-

7. The Applicant RP submits that the SRA viz. M/s. F and K Agro Private
Limited has chosen to pay the Performance Guarantee amount directly in
the CIRP account of the Corporate Debtor and that accordingly, an amount
of INR 2,60,00,000/- (Indian Rupees Two crores, sixty-lakh only) has been
deposited in the Bank Account of the Corporate Debtor (Original Petitioner
herein) on 30.03.2024.

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8. The Learned Counsel for the Applicant Resolution Professional has annexed
a certificate of the Form-H to the Application, under Regulation 39(4) of the
CIRP Regulations, 2016 to certify that the Resolution Plan has approved by
the CoC meets all the requirements of the IBC and its Regulations, as
extracted hereto:

FORM H
COMPLIANCE CERTIFICATE

(Under Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency
Resolution Process for Corporate Persons) Regulations, 2016

I, Anagha Anasingaraju, an insolvency professional enrolled with ICSI Institute of Insolvency

Professionals and registered with the Board with registration number IBBI/IPA-002/IP-
N00247/2017-18/10732, am the resolution professional for the corporate insolvency resolution
process (CIRP) of Hindustan Eco-Tech Private Limited.

2. The details of the CIRP are as under:

Sl. No. Particulars Description

1 Name of the CD Hindustan Eco-Tech

Private Limited

2 Date of Initiation of CIRP 25 July 2023

3 Date of Appointment of IRP 25 July 2023

4 Date of Publication of Public Announcement 28 July 2023

5 Date of Constitution of CoC 16 August 2023

6 Date of First Meeting of CoC 22 August 2023

7 Date of Appointment of RP 22 August 2023

8 Date of Appointment of Registered Valuers RV Purva Bhise (L&B) –

29 Aug 2023

RV Abhishek Joshi
(L&B) – 05 Sept 2023

RV Ruchita Bhonge
(P&M) – 29 Aug 2023

RV Mangesh Ketkar
(P&M) – 01 Sept 2023

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RV Sanket Deshpande
(SFA) – 31 Aug 2023

Experity Advisors LLP

(SFA) – 31 Aug 2023

9 Date of Issue of Invitation for EoI 1. 11 September 2023

(original)
2. 14 October 2023
(reissue)
3. 15 January 2024
(reissue)

10 Date of Final List of Eligible Prospective Resolution 1. 24 November 2023

Applicants 2. 17 February 2024

11 Date of Invitation of Resolution Plan 1. 29 November 2023

2. 17 February 2024

12 Last Date of Submission of Resolution Plan 1. 29 December 2023

2. 18 March 2024

13 Date of Approval of Resolution Plan by CoC 29 March 2024

14 Date of Filing of Resolution Plan with Adjudicating To be submitted

Authority

15 Date of Expiry of 180 days of CIRP 21 January 2024

16 Date of Order extending the period of CIRP 07 February 2024

17 Date of Expiry of Extended Period of CIRP 20 April 2024

18 Fair Value Avg fair value – INR

19,59,57,828.00/-

19 Liquidation value Avg liquidation value –

INR 15,19,12,350.00

20 Number of Meetings of CoC held Seven

3. I have examined the Resolution Plan received from Resolution Applicant ‘M/s F and K Agro
Private Limited’ and approved by Committee of Creditors (CoC) of Hindustan Eco-Tech Private
Limited.

4. I hereby certify that-

(i) the said Resolution Plan complies with all the provisions of the Insolvency and Bankruptcy
Code 2016 (Code), the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process

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for Corporate Persons) Regulations, 2016 (CIRP Regulations) and does not contravene any of the
provisions of the law for the time being in force.
(ii) the Resolution Applicant ‘M/s F and K Agro Private Limited’ has submitted an affidavit
pursuant to section30(1) of the Code confirming its eligibility under section 29A of the Code to
submit resolution plan. The contents of the said affidavit are in order.
(iii) the said Resolution Plan has been approved by the CoC in accordance with the provisions of
the Code and the CIRP Regulations made thereunder. The Resolution Plan has been approved by
100 % of voting share of financial creditors after considering its feasibility and viability and other
requirements specified by the CIRP Regulations.
(iv) The voting was held in the meeting of the CoC held on 23 March 2024 and which was
adjourned to 29 March 2024 where all the members of the CoC were present.
or
I sought vote of members of the CoC by electronic voting system which was kept open at least
for 24 hours as per the regulation 26.
[strike off the part that is not relevant]

5. The list of financial creditors of the CD Hindustan Eco-Tech Private Limited being members
of the CoC and distribution of voting share among them is as under:
Sl. Name of Creditor Voting Share Voting for Resolution Plan (Voted
No. (%) for / Dissented / Abstained)

1. The Vishweshwar Sahakari 42.28% Voted in favour of Resolution Plan

Bank Limited
2. The Maharashtra State Co- 22.09% Voted in favour of Resolution Plan
Op Bank Ltd. Limited
3. Rajarambapu Sahakari 35.63% Voted in favour of Resolution Plan
Bank Ltd., Peth

6. The Resolution Plan includes a statement under regulation 38(1A) of the CIRP Regulations as
to how it has dealt with the interests of all stakeholders in compliance with the Code and
regulations made thereunder.

6A. Minutes of the committee meeting relating to discussion and decisions about resolution plan
are attached with this certificate.

7. The amounts provided for the stakeholders under the Resolution Plan is as under:
(Amount in Rs.
lakh)
Sl. Category of Sub-Category of Amount Amount Amount Amoun
No. Stakeholder* Stakeholder Claimed Admitted Provide t
d under Provid
the ed to
Plan# the
Amoun
t
Claime
d

(%)

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(1) (2) (3) (4) (5) (6) (7)

1 Secured (a) Creditors not 0 0 0 0

Financial having a right to
Creditors vote under sub-
section (2) of
section 21

(b) Other than (a)

above:

(i) who did not vote

in favour of the 0 0 0 0
resolution Plan

(ii) who voted in 33.38

42,05,14,8 42,05,14,8 14,04,0
favour of the %
35.15 35.15 0,845
resolution plan

Total[(a) + (b)] 42,05,14,8 42,05,14,8 14,04,0 33.38%

35.15 35.15 0,845

2 Unsecured (a) Creditors not 0 0 0 0

Financial having a right to
Creditors vote under sub-
section (2) of
section 21

(b) Other than (a)

above:

(i) who did not vote

in favour of the 0 0 0 0
resolution Plan

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(ii) who voted in 0 0 0 0
favour of the
resolution plan

Total[(a) + (b)] 0 0 0 0

3 Operational (a) Related Party of 0 0 0 0

Creditors Corporate Debtor

(b) Other than (a)

above:

(i)Government
6,03,90,02 6,03,09,02 6,03,09 01.00%
7 3 0
(ii)Workmen
0 0 0 0

0 0 0 0
(iii)Employees

(iv)Other than
00.94%
Workmen and 3,16,51,35 2,59,03,05 2,59,03
Employees and 1 7 0
Government Dues

Total[(a) + (b)] 9,20,41,37 8,62,12,08 8,62,12 00.94%

8 0 0

4 Other debts and 0 0 0 0

dues

Grand Total 51,25,56,2 50,67,26,9 14,12,6 27.56%

13.15 15.15 2,965

*If there are sub-categories in a category, please add rows for each sub-category.
# Amount provided over time under the Resolution Plan and includes estimated value of non-
cash components. It is not NPV.]

8. The interests of existing shareholders have been altered by the Resolution plan as under:
Sl. No Category of No. of Shares No. of Shares Voting Share Voting Share (%)
Share Holder held before held after the (%) held held after CIRP
CIRP CIRP before CIRP
1 Equity 76,29,600 0 100 0

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2 Preference 0 0 0 0

9. The compliance of the Resolution Plan is as under:

Section of the Requirement with respect to Resolution Plan Clause of Complian
Code / Resolution ce (Yes /
Regulation Plan No)
No.
25(2)(h) Whether the Resolution Applicant meets the criteria Pg 6-10 of Yes
approved by the CoC having regard to the complexity the plan
and scale of operations of business of the CD?
Section 29A Whether the Resolution Applicant is eligible to submit Pg 8-Clause Yes
resolution plan as per final list of Resolution 5, Para 26
Professional or Order, if any, of the Adjudicating
Authority?
Section 30(1) Whether the Resolution Applicant has submitted an Para 26, Yes
affidavit stating that it is eligible? Appendix 5
Section 30(2) Whether the Resolution Plan-

(a) provides for the payment of insolvency resolution Table 14 Yes

process costs?

(b) provides for the payment to the operational Para 9, Yes

creditors? Table 5.2
Table 14

(c) provides for the payment to the financial creditors Para 11.8 Yes
who did not vote in favour of the resolution plan?

(d) provides for the management of the affairs of the Para 24.8 Yes
corporate debtor?

(e) provides for the implementation and supervision of Para 24.8 Yes
the resolution plan?

(f) contravenes any of the provisions of the law for the Para 11.7 Yes
time being in force?]

Section 30(4) Whether the Resolution Plan

(a) is feasible and viable, according to the CoC? Yes Yes

(b) has been approved by the CoC with 66% voting Yes, 100% Yes
share? voted in
favour

Section 31(1) Whether the Resolution Plan has provisions for its Yes Yes
effective implementation plan, according to the CoC?

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Regulation38 Whether the amount due to the operational creditors Para 11.2 Yes
(1) under the resolution plan has been given priority in
payment over financial creditors?]

Regulation Whether the resolution plan includes a statement as to Para 11.3, Yes
38(1A) how it has dealt with the interests of all stakeholders? 24A 2
Regulation (i) Whether the Resolution Applicant or any of its Yes
38(1B) related parties has failed to implement or contributed No; in Para
to the failure of implementation of any resolution plan 11.1
approved under the Code.

(ii) If so, whether the Resolution Applicant has N.A.

submitted the statement giving details of such non-
implementation?]
Regulation
(a) Whether the Resolution Plan provides:
38(2) (a) the term of the plan and its implementation Para 24.8,
schedule? Table 15 Yes
(b) for the management and control of the business of
the corporate debtor during its term?
(c) adequate means for supervising its implementation?
38(3) Whether the resolution plan demonstrates that – Para 11.6,
24
(a) it addresses the cause of default?
(b) it is feasible and viable?
(c) it has provisions for its effective implementation?
(d) it has provisions for approvals required and the
timeline for the same? Yes
(e) the resolution applicant has the capability to
implement the resolution plan?
39(2) (b) Whether the RP has filed applications in respect of No such N.A.
transactions observed, found or determined by him? transaction
observed
Regulation
(c) Provide details of performance security received, as As per the Yes
39(4) referred to in sub-regulation (4A) of regulation 36B.] terms of
RFRP, the
RA was
required to
provide
performance
guarantee of
Rs.
2,59,45,538
/- (25% of
plan value).
However,
the SRA
chose to pay
the
Performance

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Guarantee
amount
directly in
the CIRP
account of
the
Corporate
Debtor.
Accordingly
, an amount
of Rs.
2,60,00,000
/- has been
deposited in
the Bank
Account of
the
Corporate
Debtor on
30 March
2024.

10. The CIRP has been conducted as per the timeline indicated as under:
Section of the Description of Activity Latest Timeline Actual Date
Code / under regulation
Regulation No. 40A
Section 16(1) Commencement of CIRP and T 25 July 2023
Appointment of IRP
Regulation 6(1) Publication of Public Announcement T+3 28 July 2023
Section 15(1)(c) Submission of Claims T+14 08 Aug 2023
/Regulation 12
(1)
Regulation 13(1) Verification of Claims T+21 15 Aug 2023
Section 26(6A) / Application for Appointment of T+23 Not applicable
Regulation 15A Authorised Representative, if necessary
Regulation 17(1) Filing of Report Certifying Constitution T+23 16 Aug 2023
of CoC
Section 22(1) First Meeting of the CoC T+30 22 Aug 2023
and regulation
17(2)
Regulation 35A Determination of fraudulent and other T+115 No such
transactions transactions
identified
Regulation 27 Appointment of two Registered Valuers T+47 29 Aug 2023, 31
Aug 2023, 01
Sept 2023, 05
Sept 2023
Regulation 36 Submission of Information Memorandum T+95 28 October 2023
(1) to CoC

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Regulation 36A Invitation of EoI T+60 1. 11
Septemb
er 2023
2. 14
October
2023
3. 15
January
2024

Publication of Form G T+60 4. 11

Septemb
er 2023
5. 14
October
2023
6. 15
January
2024

Provisional List of Resolution Applicants T+85 09 Nov 2023

09 Feb 2024
Final List of Resolution Applicants T+100 1. 24
Novemb
er 2023
2. 17
Februar
y 2024

Regulation 36B Issue of Request for Resolution Plan, T+105 1. 29 November

which includes Evaluation Matrix and 2023
Information Memorandum to Resolution
Applicants 2. 17 February
2024

Section 30(6) / Submission of CoC approved Resolution T+165 To be submitted

Regulation 39(4) Plan
Section 31(1) Approval of Resolution Plan T=180 NCLT approval
pending

11. The time frame proposed for obtaining relevant approvals is as under:
Sl. No. Nature of Approval Name of Name of When to be
applicable Law Authority who obtained

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will grant
Approval

1 NA NA NA NA

2 NA NA NA NA

3 NA NA NA NA

12. The Resolution Plan is not subject to any contingency.

or
The Resolution Plan is subject to the following contingencies (Elaborate the contingencies):
i…………………………………………………………………
ii………………………………………………………………...

13. Following are the deviations / non-compliances of the provisions of the Insolvency and
Bankruptcy Code, 2016, regulations made or circulars issued thereunder (If any deviation/ non-
compliances were observed, please state the details and reasons for the same): Not Applicable

Sl. Deviation/Non- Section of the Code / Reasons Whether rectified or

No. compliance observed Regulation No. / not
Circular No.

1 CIRP not completed 12 Extension Yes

within 180 days sought

14. The CIRP period of 180 days expired on 21 January 2024. However vide the Order dated 07
February 2024 the Hon'ble NCLT has extended time till 20 April 2024. The Plan stood approved
by the CoC on 29 March 2024 and thereafter it took some time for finalisation of Application and
filing the same. Therefore a necessary prayer will be made to the Hon'ble NCLT

14A. Whether the resolution professional has, in accordance with regulation 35A,- Not applicable
(a) applied to the Adjudicating Authority on or before the one hundred and thirty-fifth day of
the insolvency commencement date:
Yes / No
(b) filed Form CIRP 8 with the Board on or before the one hundred and fortieth day of the
insolvency commencement date:
Yes / No]

15. Provide details of section 66 or avoidance application filed / pending.

Sl. Type of Transaction Date of Filing with Date of Order of Brief of the
No. Adjudicating the Adjudicating Order
Authority Authority

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1 Preferential transactions under Not applicable Not applicable Not
section 43 applicable

2 Undervalued transactions Not applicable Not applicable Not

under section 45 applicable

3 Extortionate credit Not applicable Not applicable Not

transactions under section 50 applicable

4 Fraudulent transactions under Not applicable Not applicable Not

section 66 applicable

15A. The committee has approved a plan providing for contribution under regulation 39B as
under:
a. Estimated liquidation cost: Rs. 35,94,838
b. Estimated liquid assets available: Nil
c. Contributions required to be made: Rs. 35,94,838
d. Financial creditor wise contribution is as under:
Sl. No. Name of financial creditor Amount to be contributed (Rs.)
1 The Vishweshwar Sahakari Bank 15,19,898
Limited
2 The Maharashtra State Co-Op Bank 7,94,099
Ltd. Limited
3 Rajarambapu Sahakari Bank Ltd., 12,80,841
Peth
Total Rs. 35,94,838

15B. The committee has recommended under regulation 39C as under:

a. Sale of corporate debtor as a going concern: Yes / No
b. Sale of business of corporate debtor as a going concern: Yes / No
The details of recommendation are available with the resolution professional.
15C. The committee has fixed, in consultation with the resolution professional, the fee payable to
the liquidator during the liquidation period under regulation 39D.] Yes, pursuant to Regulation
39D of Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate
Persons) Regulations, 2016 read with
Regulation 4 of Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations,
2016 fee of Rs. 1,00,000 + GST per month

16. I Anagha Anasingaraju hereby certify that the contents of this certificate are true and correct
to the best of my knowledge and belief, and nothing material has been concealed therefrom.

(Signature)
Name of the Resolution Professional: Anagha Anasingaraju
IP Registration No: IBBI/IPA-002/IP-N00247/2017-18/10732
Address as registered with the Board: Kanjmag & Co, 1-2 Aishwarya Sankul, G.A. Kulkarni
Path ,Pune, Maharashtra ,411038
AFA Validity till 22 November 2024
Email id as registered with the Board: rp.anagha@kanjcs.com
Date:
Place: Pune

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9. In the circumstances mentioned hereinabove, the Applicant Resolution

Professional has filed this Application seeking approval of this Tribunal on
the Resolution Plan, submitted by the Resolution Applicant viz. M/s. F and
K Agro Private Limited stating that the plan is in accordance with Section
30(2) of IBC, 2016, and other provisions laid thereunder.

10. On perusal of the Resolution Plan, it is observed that the Resolution Plan
provides for the following:
i. Payment of CIRP Cost as specified u/s 30(2)(a) of the Code.
ii. Repayment of Debts of Operational Creditors as specified u/s
30(2)(b) of the Code.
iii. For management of the affairs of the Corporate Debtor, after the
approval of Resolution Plan, as specified U/s 30(2)(c) of the Code.
iv. The implementation and supervision of Resolution Plan by the RP
and the CoC as specified u/s 30(2)(d) of the Code.

11. The Applicant RP has complied with the requirements of the Code in terms
of Section 30(2)(a) to 30(2)(f) of IBC, 2016, and Regulations 38(1), 38(1)(a),
38(2)(a), 38(2)(b), 38(2)(c) & 38(3) of CIRP Regulations.

12. The Applicant RP has filed Compliance Certificate in Form-H along with
the plan. On perusal the same is found to be in order. The Resolution Plan
has been approved by the members of CoC in the (Adjourned) Seventh
Meeting convened on 29.03.2024, with a voting percentage of 100% (One
hundred percent). Further, there are no such pending proceedings u/s. 66(1)
r/w. 43(1) and 44(1) of the Code.

13. The Resolution Applicant has additionally sought certain waivers,

concessions and relief per Item {25} of the Resolution Plan.

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13.1. We make it expressly clear that no reliefs, concessions and

dispensations that fall within the domain of other government
department/authorities are granted hereto, and the same shall be
dealt with by the respective competent authorities/fora/offices,
Government (State or Central) with regard to the respective reliefs,
if any.

13.2. During the course of hearing on 01.05.2024 in the captioned

application and in response to a query of this Bench thereto, the Ld.
Counsel for the Applicant has duly submitted that the Resolution
Applicant is not a party to any Lease Arrangement(s) and/or
Memorandum of Understanding(s). In light of the same, we are of
the considered view that the Applicant is not entitled to any relief
from this tribunal in respect of the relief(s) sought via Sl. No. (17) and
(19) under Item {25} of the Resolution Plan.

13.3. Be that as it may, the Learned Counsel for the Applicant RP has
categorically affirmed that the implementation of the Resolution
Plan is not conditional or contingent upon grant of any or all of such
reliefs, concessions and dispensations by this Adjudicating
Authority.

14. In the case of K Sashidhar v. Indian Overseas Bank & Others (in Civil Appeal
No.10673/2018 decided on 05.02.2019) the Hon’ble Apex Court held that if
the CoC had approved the Resolution Plan by requisite percent of voting
share, then as per section 30(6) of the Code, it is imperative for the
Resolution Professional to submit the same to the Adjudicating Authority
(NCLT). On receipt of such a proposal, the Adjudicating Authority is
required to satisfy itself that the Resolution Plan as approved by CoC meets
the requirements specified in Section 30(2). The Hon’ble Court observed
that the role of the NCLT is ‘no more and no less’. The Hon’ble Court

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further held that the discretion of the Adjudicating Authority is

circumscribed by Section 31 and is 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.

15. In CoC of Essar Steel (Civil Appeal No. 8766-67 of 2019 decided on 15.11.2019)
the Hon’ble Apex Court clearly laid down that the Adjudicating Authority
would not have power to modify the Resolution Plan which the CoC in
their commercial wisdom have approved. In para 42 Hon’ble Court
observed as under:

“Thus, it is clear that the limited judicial review available, which can in no
circumstance trespass upon a business decision of the majority of the
Committee of Creditors, has to be within the four corners of section 30(2) of the
Code, insofar as the Adjudicating Authority is concerned, and section 32 read
with section 61(3) of the Code, insofar as the Appellate Tribunal is concerned,
the parameters of such review having been clearly laid down in K. Sashidhar
(supra).”

16. In view of the discussions and the law thus settled, the instant Resolution
Plan meets the requirements of Section 30(2) of the Code and Regulations
37, 38, 38 (1A) and 39 (4) of the Regulations. The Resolution Plan is not in
contravention of any of the provisions of Section 29A of the Code and is in
accordance with law. The same needs to be approved. Hence ordered.

Space Left Blank Intentionally

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ORDER

17. The present Application being I.A. No. 27 of 2024 in C.P. (IB) No.
76/MB/2023 is hereby Allowed. The Resolution Plan annexed to the
Application is hereby approved. It shall become effective from this date and
shall form part of this order.

17.1. It shall be binding on the Corporate Debtor, its employees,

members, creditors, including the Central Government, any State
Government or any local 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.

17.2. The approval of the resolution plan shall not be construed as

waiver of any statutory obligations of the Corporate Debtor and shall be
dealt by the appropriate authorities in accordance with law.

17.3. Further in terms of the judgment of Hon’ble Supreme Court in

the matter of Ghanshyam Mishra And Sons Private Limited V/S Edelweiss
Asset Reconstruction Company Limited, on the date of approval of the
Resolution Plan by the adjudicating authority, all such claims which 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 a part of the Resolution Plan.

17.4. The Memorandum of Association (MoA) and Articles of

Association (AoA) shall accordingly be amended and filed with the
Registrar of Companies (RoC), Mumbai, Maharashtra for information
and record. The Resolution 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.

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17.5. The moratorium under Section 14 of the Code shall cease to have
effect from this date.

17.6. The Applicant shall supervise the implementation of the

Resolution Plan and file status of its implementation before this
Authority from time to time, preferably every quarter.

17.7. The Applicant shall forward all records relating to the conduct of
the CIRP and the Resolution Plan to the IBBI along with copy of this
Order for information.

17.8. The Applicant shall forthwith send a certified copy of this Order
to the CoC and the Resolution Applicant, respectively for necessary
compliance.

18. The captioned Interlocutory Application bearing I.A. No. 27 of 2024 in

C.P. (IB) No. 76/MB/2023 is accordingly Allowed and Disposed-of.

Sd/- Sd/-
ANU JAGMOHAN SINGH KISHORE VEMULAPALLI
MEMBER (TECHNICAL) MEMBER (JUDICIAL)
09.05.2024
Aditya Kalia

***

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