India Printing Works vs Vidhyasagar Learning Pvt Ltd

IA(DIS.)/17/2025- The above IA(DIS.)/17/2025 is listed for pronouncement of order. The same is pronounced in open Court, vide a separate order.

The present Application has been filed by the Applicant/Liquidator seeking following prayers:

Vidyasagar Learning Pvt Ltd. (‘Corporate Debtor’) having CIN U80300MH1993PTC070422, is a Company engaged in Higher education [Includes post-secondary/ senior secondary sub-degree level education that leads to university degree or equivalent.] and other ancillary activities and has a registered office at Mumbai.

It is submitted that India Printing Works preferred a Petition u/s 9 of the Code against the Corporate Debtor before this Adjudicating Authority and thereafter, the Corporate Debtor was admitted into Corporate in Resolution Process ("CIRP") vide the Order of the Adjudicating Authority dated 22.10.2019.

It is submitted that, on no Resolution Plans having been received, Mr. Anish Gupta (hereinafter referred to as "the Erstwhile RP") moved an Interlocutory Application bearing IA (IBC) No. 2712/ 2022 u/s 33(2) of the Code for the Liquidation of the Corporate Debtor. The Adjudicating Authority vide Order dated 28.09.2022 in IA 2712 / 2022, initiated Liquidation of the Corporate Debtor, by virtue of which the Applicant herein having IP Regn. No. IBBI/ IPA-002/IP-N00285/2017-2018/ 10843 is holding office as the Liquidator.

It is further submitted that the said order was uploaded on the portal of NCLT on 26.11.2022 and pursuant to the Liquidation Order dated 28.09.2022, the Applicant in his capacity as the Liquidator of the Corporate Debtor and in terms of Regulation 12 of the Liquidation Process Regulations, i.e. after the order being uploaded on the portal on 27.11.2022, the Applicant caused to issue a public announcement in the prescribed Form B inviting claims from the Creditors of Corporate Debtor in two Newspapers namely Financial Express (English) and Navshakti (Marathi) having circulation in the Mumbai region where the Registered Office of the Corporate Debtor is located. The last date of submission of claims was 26.12.2022. The Applicant had in fact written communications to all the creditors requesting them to file their claims. In accordance with Regulation l4(l)(a) of the Liquidation, the Applicant from time to time filed the various progress reports.

It is submitted that the Liquidator after the receipt of all claims verified the claims submitted the following list of Stakeholders with the Board. No claims were received after the expiry period under Regulation 31. The List of the Creditors is as follows:

It is submitted that the first SCC meeting was held on 03.12.20222 wherein inter-alia it was informed that the Corporate Debtor possessed of the assets mentioned hereunder and if the Financial Creditors relinquished their claims then the same could be dealt with and the Corporate Debtor could be sold as a going concern and in case the CD could not be sold as a going concern, the movable / immovable property and actionable claims can be sold under Regulation 32(a) to (d) of IBBI Liquidation Process Regulations, 2016 by public auction.

It is submitted that the Corporate Debtor had the following assets:-

a . One Car being Skoda Superb Laurin & Klement (L&K) 130kw TDI, (hereinafter for the sake of brevity referred to as "the said car") approximately valuing Rs. 14,75,000/- (Rupees Fourteen Lakhs and Seventy-Five Thousand Only) (FMV) which was secured with the Saraswat Bank (SCC member)

b. Commercial office being Office no. 201, 205 & 206 at 2^nd Floor in Suyash Plaza, Station Road, behind Santosh Hotel, Kalyan (west), Dist - Thane, Pin - 421301, admeasuring 1220 sq. ft being lying and situate at Kalyan (west), Dist-Thane, Pin-421301 (hereinafter for the sake of brevity referred to as "the said office Premises") secured with ACIL, the valuation of which was approximately Rs. 1,15,00,000/- (Rupees One Crore and Fifteen Lakhs Only) (FMV). (hereinafter collectively referred to as the said Assets)

It is submitted that the Applicant had appointed various valuers to value the said assets. The average valuation done is set out hereunder:

It is submitted that the Applicant had received total claims amounting to Rs. 2,39,24,102/- (Rupees Two Crores Thirty-Nine Lakhs Twenty-Four Thousand One Hundred and Two Only). Pursuant to the sale of the above-mentioned assets, the total sale value of the assets was Rs. 76,88,000 /- (Rupees Seventy-Six Lakhs and Eighty - Eighty Thousand Only). The sale was finally concluded on 29.06.2023. The said Office Premises was sold to one Yoshita Mishra having address at 83, Kalindi Mid Town, Devguradia Bypass, Indore - 451016 and the said Car was sold to Tatkal Loan India Pvt. Ltd. having address at 110A, Vinay Bhavya Complex, 159 CST Road, Kalina, Mumbai - 400098.

It is submitted that the following members were eligible for distribution of funds:

It is submitted that the funds available after deduction of liquidation cost and expenses, was to be distributed amongst the secured creditors. The amount of Rs. 44,78,133/ - (Rupees Forty-Four Lakhs Seventy-Eight Thousand One Hundred and Thirty-Three Only) payable to M/s. ARCIL was paid on 15.03.2024, however the funds were not taken by Saraswat bank in spite of several reminders. The letter for appropriation of funds were sent by email to them on 11.03.2024 and thereafter various reminders by email to them. It is only Due to which the further process of dissolution was pending. It is submitted that it is only on 06.08.2024 that Saraswat Bank finally accepted the said amounts.

It is submitted that it was further discussed that the liquidation process was required to be completed within one year, which has now lapsed as of September 28, 2023. Although all of the company's properties were sold within this timeframe, delays in obtaining the NOC from ARCIL and in appropriating the funds designated for disbursement to Saraswat Bank have caused delays in the liquidation process.

It is submitted that thereafter the Applicant has preferred an application seeking extension from 28.09.2023 to 31.10.2024 with retrospective effect u/s 60(5) of the Insolvency and Bankruptcy Code, 2016 r/w Regulation 44 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016 ("Liquidation Process Regulations") and Rule 11 of the NCLT Rules, 2016, the same has been disposed off vide order dated 20.03.2025, through which delay in filing the application by 368 days and extension of liquidation period from 28.11.2023 to 15.11.2024 has been allowed.

It is further submitted that in the meantime, the Applicant states that the Applicant was following up with the bank seeking closure of the Liquidation account which was opened by the Applicant with Saraswat Co-operative Bank Ltd, Dadar Branch, bearing account number 610000000020008 on 20.01.2023. Pursuant to the completion of the distribution from the Liquidation proceeds got completed, the Applicant closed the Liquidation Account on 10.12.2024. For the same, the Applicant states that there has been delay of 115 days in filing this present Application for which the Applicant is seeking condonation of delay. The Applicant has further submitted the Final Report.

On 01.04.2025, the Liquidator was directed to furnish the revised Form-H as there was some arithmetical mistake in the previously filed Form H attached to the said Dissolution Applicant.

The Applicant has prepared the revised compliance certificate in Form H dated 30.04.2025 by way of additional affidavit as per the directions given on 01.04.2025 which is reproduced as under:

*Reported for the purpose of clarification and not counted for total in the last.

Accordingly, it is submitted that the process of Liquidation of the Company has been completed by the Applicant in accordance with the provisions of the Act except delay in filing reports and disclosure in some cases.

It is submitted that during the process, there is no violation by the Applicant of the applicable provisions of the Insolvency and Bankruptcy Code, 2016 r.w. the Insolvency and Bankruptcy Code Rules, and the provisions of any other Law for time being in force except delays in some cases as provided in the Form H.

It is further submitted that there is no pending litigation by or against Corporate Debtor neither before any Court of Law and / or Authority and / or Tribunal within the territory of India nor outside the territory of India.

It is further submitted that there are no amounts lying as unclaimed dividends and there is no amount that has remained as undistributed proceeds in the liquidation process of the Company.

It is the submission of the Ld. Counsel for the Liquidator that the present application for dissolution of the Corporate Debtor has been filed by delay of 115 days. It is submitted that such delay has happened on account of process time taken by Saraswat Co-operative Bank Limited, Dadar Branch for closing the liquidation account which took time. She further submits that the delay was not intentional. For the reasons as submitted, the delay in filing the present application is condoned.

We are satisfied that in the present case, there are no further assets of the Corporate Debtor left for liquidation and no useful purpose would be served by keeping the corporate debtor alive. Thus, this is a fit case of a Corporate Debtor to be dissolved as prescribed under Section 54 of The Insolvency and Bankruptcy Code, 2016.

Accordingly, we hereby order for the dissolution of the Corporate Debtor i.e. Vidyasagar Learning Private Limited with the following directions:

ii) The Liquidator, Mr. Anish Gupta [IBBI/IPA002/IP-N00285/ 2017-18/10843], is discharged from his duties and responsibilities as the Liquidator of the Corporate Debtor.

iii) The Registry is directed to forward copy of this Order to the concerned Registrar of Companies and to the IBBI, within 7 (seven) days from the date of uploading of this order for further necessary action as prescribed under Law.

iv) Liquidator is also directed to forward copy of this Order to the concerned authorities including Income Tax and Sales Tax authorities, the concerned Registrar of Companies and IBBI for further necessary action as prescribed under the law.

In the result, IA No. 17 of 2025 is hereby allowed and stands disposed of and C.P.(IB)- 2347 (MB)/2019 is hereby closed.