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Judgment
Per: - Coram.
The present application is filed under Rule 154 of the National Company Law Tribunal Rules, 2016 for seeking rectification of the Order dated 15th April, 2024 passed by this Tribunal in CP(IB) No.477 (MB)/2023, as the Applicant has noticed some inadvertent typographical errors that have crept in the Order dated 15.04.2024.
The rectifications sought by the Applicant and our observations on the same are given in the table below:
Sr. No. | Page No. and Para No. | Rectification sought in the paragraph of the Order (insertions required shown in bold lettering; deletion shown as strike-through) | Our Observations |
|---|---|---|---|
| 1. | Page No.05 and Para No.08 | The Liquidator has also referred to the IBBI Circular No. IBBI/LIQ/45/2021 dated 15.11.2021 stating that the point 5 of the circular hereby clarified that “as per the provisions of the Code and the Regulations read with Section 178 of the | Allowed. These are the clerical and typographical errors that have |
| Income-tax Act, 1961, an Insolvency Professional handling voluntary liquidation process is not required to seek any NOC/NDC from the Income-Tax Department as part of compliance in the said process.” However, in compliance of the provisions of Section 178 of the Income Tax Act, 1961, the liquidator had served notice of his her appointment by-hand vide Letter dated 08th November, 2021 by letter dated 08th June, 2022 through Speed Post to the Income Tax Department on 10th November, 2021 informing them about the voluntary liquidation of the Company and that he she has made compliance with the Regulation 14 of the Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2017. However, no response was received nor any request for extension was made by the Income Tax Department. The Liquidator also informed the Profession Tax Department about the voluntary liquidation of the Corporate Person on 18.10.2021. | crept in the order and therefore, they deserve to be rectified. Further, we find that the portion of the Order which is sought by the Applicant to be deleted from the Order deserves to be allowed as it does not pertain to the facts of the present case. | ||
| 2. | Page No.06 and Para No.09. | The Liquidator/the Petitioner Company had received no claims from any of the creditors. The Liquidator submitted that they have received no claims as there are no stakeholders other than equity shareholders as on the liquidation commencement date. In pursuance of the paper publication and based on verification of claims as per the books of accounts, the Liquidator made a payment of INR 42,250/- towards the payment of professional tax along with interest upto 31/03/2023. The | Allowed. The errors appearing in paragraph no.09 are typographical and clerical in nature arising out of the accidental slip. and hence, we allow the rectification of the |
Liquidator has obtained and annexed same in the way the Clearance Certificate dated and manner 22/03/2022 from the Profession Tax sought by the Officer, Pune stating that the profession tax has been paid by the Applicant Applicant. Company upto 31.03.2023. The Further, we find Liquidator had submitted the that the portion of Preliminary Report dated November 25, 2021 18 June, 2022 to the directors and the Order which is shareholders of the Corporate Person sought by the within a prescribed time limit of 45 days Applicant to be from the liquidation commencement date i.e., 11.10.2021 19 June, 2022. deleted from the The liquidator submitted the copy of Order deserves to Final Report dated 20.09.2022 be allowed as it 23.03.2023, detailing the liquidation does not pertain to process being conducted. The Final Report states that since there were no the facts of the assets of the Company as on the present case. Liquidation Commencement Date, the amounts were realised by the Company through its contributories to meet the expenses of liquidation and for payment of tax there were no assets for disbursement, only cash in the Bank that was transferred to Liquidation Account. The Final Report states that the Company was not having any creditors on the Liquidation Commencement Date and the liquidation expenses have been adequately paid. The Final Report also mentions that no litigation is pending against the Corporate Person. It is seen from the record that pursuant to Regulation 38 of Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2017, the said Final Report of the Liquidator has been submitted to the Registrar of Companies in Form GNL-2 on 24.09.2022 vide SRN: F26165449 and to IBBI by way of email dated 23.03.2023 and Speed Post, dated 07.10.2022 28.03.2023. Copy of the said Final Report and the Compliance Certificate in Form ‘H’ have been annexed to the application along with audited statement of Receipts and Payments pertaining to the liquidation period from 01-10-2021 to 31-08-2022 05.05.2022 to 23.03.2023.
Thus, in view of our facts pleaded in the application read with our observations in the foregoing paragraph, the present application deserves to be allowed and accordingly, we pass the following order:
Prayer in terms of Clause 10 (a) of the Application is hereby granted. The errors that have crept in Paragraphs 8 and 9 are hereby rectified in terms of Para 2 of this Order;
Post rectification in aforesaid terms, Paragraphs 8 and 9 of the Order dated 15.04.2024 would be read as follows:
“8.The Liquidator has also referred to the IBBI Circular No. IBBI/LIQ/45/2021 dated 15.11.2021 stating that the point 5 of the circular hereby clarified that “as per the provisions of the Code and the Regulations read with Section 178 of the Income-tax Act, 1961, an Insolvency Professional handling voluntary liquidation process is not required to seek any NOC/NDC from the Income-Tax Department as part of compliance in the said process.” However, in compliance of the provisions of Section 178 of the Income Tax Act, 1961, the liquidator had served notice of her appointment by letter dated 08th June, 2022 through Speed Post to the Income Tax Department informing them about the voluntary liquidation of the Company and that she has made compliance with the Regulation 14 of the Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2017. However, no response was received nor any request for extension was made by the Income Tax Department.
9.The Liquidator/the Petitioner Company had received no claims from any of the creditors. The Liquidator submitted that they have received no claims as there are no stakeholders other than equity shareholders as on the liquidation commencement date. The Liquidator had submitted the Preliminary Report dated 18th June, 2022 to the directors and shareholders of the Corporate Person within a prescribed time limit of 45 days from the liquidation commencement date i.e., 19th June, 2022. The liquidator submitted the copy of Final Report dated 23.03.2023, detailing the liquidation process being conducted. The Final Report states that there were no assets for disbursement, only cash in the Bank that was transferred to Liquidation Account. The Final Report states that the Company was not having any creditors on the Liquidation Commencement Date and the liquidation expenses have been adequately paid. The Final Report also mentions that no litigation is pending against the Corporate Person. It is seen from the record that pursuant to Regulation 38 of Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2017, the said Final Report of the Liquidator has been submitted to the Registrar of Companies and to IBBI by way of email dated 23.03.2023 and Speed Post, dated 28.03.2023. Copy of the said Final Report and the Compliance Certificate in Form ‘H’ have been annexed to the application along with audited statement of Receipts and Payments pertaining to the liquidation period from 05.05.2022 to 23.03.2023.”
Prayer in terms of Clause 10(b) of the Application is hereby granted. The timeline of 14 days to file the Order dated 15.04.2024, passed u/s 59(8) of the Code, will run from the date of this Order.
Accordingly, the above-captioned I.A. stands allowed and disposed of on above terms.