M/s. Ashika Global Securities Private Limited vs M/s. Evyavan Mercantile Private Limited

IA(PLAN)/121/2025: - The above IA is listed for pronouncement of the order. The same is pronounced in the open court, vide a separate order

This present IA has been filed on 24.09.2025 by Mr. Shailesh Desai, Resolution Professional (‘the Applicant’) of M/s. Evyavan Mercantile Private Limited (‘Corporate Debtor’) under Section 30(6) of the Insolvency and Bankruptcy Code, 2016 (‘the Code’) read with Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (‘CIRP Regulation 2016’) seeking approval of the Resolution Plan submitted by the Successful Resolution Applicant, Mr. Bijay Kumar Dokania, as approved by the Committee of Creditors in its 14th meeting held on 16.09.2025 with 100% voting share.

The Corporate Insolvency Resolution Process (‘CIRP’) of M/s. Evyavan Mercantile Private Limited (‘Corporate Debtor’) was initiated by this Tribunal vide order dated 02.11.2023 under Section 7 of the Code (‘said order’). Pursuant to the said order, the Applicant was appointed as the Interim Resolution Professional (‘IRP’) of the Corporate Debtor, later confirmed as the Resolution Professional (‘RP’) in the 1st meeting of the Committee of Creditors (‘CoC’) dated 01.12.2023.

The suspended board of director of the Corporate Debtor filed an appeal challenging the Admission Order dated 02.11.2023 before the Hon’ble NCLAT vide- Company Appeal (AT) (Insolvency) No.1536 of 2023. Hon’ble NCLAT vide interim order dated 24.11.2023, permitted constitution of the CoC and stayed the issuance of Form G, however subsequently vide order 29.11.2024, the Appeal was dismissed.

Accordingly, Public Announcement in Form A was issued on 03.11.2023, in Free Press Journal and Navshakti (Mumbai editions) inviting claims from all the creditors on or before 16.11.2023.

Thereafter, as per the claim received from all the creditors and after collation constituted the CoC and and report of the constitution of CoC was filed with the Tribunal on 29.11.2023. The list of CoC with their admitted claim along with voting share, is set out below:

In 2nd CoC meeting convened on 12.12.2024, the CoC gave approval of eligibility criteria and timelines for issuance of Form G and Expression of Interest ('EoI'). Further, the Applicant appointed registered valuers namely, Mr. Ankit Kothari and Jayesh Shah (SFA) category.

The appointed valuers have submitted their Valuation Reports, annexed as Annexure – 'AA' to the present Application. The summary of valuation by the registered valuers are, as submitted are reproduced below:

(Amount in Rs.)

In compliance with Regulation 36A of the CIRP Regulations, the Applicant published Form G on 13.12.2024 in Free Press Journal and Navshakti. In the 3rd CoC meeting dated 05.02.2025, noting that no EoI had been received and the Corporate Debtor had no assets, the CoC approved liquidation with 100% voting share; however, the filing of the liquidation application was kept in hold at the request of the sole CoC member to explore possible resolution.

In the 6th CoC meeting held on 15.05.2025, the CoC was informed that interested parties were willing to submit a Resolution Plan. Accordingly, the earlier liquidation decision was set aside, and a fresh Form G was published on 16.05.2025 in Free Press Journal (English) and Navshakti (Marathi) wherein the last date for receipt of EoIs was fixed as 31.05.2025. Thereafter, only one formal EoI was submitted by Mr. Bijay Kumar Dokania (individual). Further, the Request for Resolution Plan ('RFRP'), Information Memorandum ('IM'), and Bid Matrix were shared with the Prospective Resolution Applicant ('PRA') on 10.06.2025.

In the 8th CoC meeting dated 10.07.2025, the timeline for submission of the Resolution Plan was extended from 10.07.2025 to 21.07.2025, and subsequently, in the 9th and 10th CoC meetings, further extended to 04.08.2025 and 14.08.2025, respectively. The Applicant submits that the sole PRA, Mr. Bijay Kumar Dokania, submitted the Resolution Plan on 14.08.2025, which was placed before the CoC for consideration.

In the 14th CoC meeting held on 16.09.2025, the Resolution Plan submitted by Mr. Bijay Kumar Dokania was approved with 100% voting share in terms of Section 30(4) of the Code. The relevant extract from minutes of the said meeting are reproduced hereunder for ease of reference:

Further, in compliance with the Order dated 27.11.2025, the Applicant filed an Additional Affidavit dated 26.12.2025 enclosing, inter alia, (i) the corrected Form H dated 23.09.2025; and (ii) the corrected Information Memorandum dated 10.06.2025. Additionally, pursuant to the Order dated 05.01.2026, the Applicant filed an Affidavit dated 14.01.2026 enclosing the duly signed Information Memorandum.

The Applicant submits that the Mr. Bijay Kumar Dokania, Successful Resolution Applicant (‘SRA’) is not barred by section 29A of the Code from presenting a Resolution Plan for the Corporate Debtor as per the Affidavit dated 14.08.2025 under Section 29 A of the Code and along with the Due Diligence certificate by the Resolution Professional and Compliance Report of the Resolution Plan issued by Mr. Bhupendra Dave of Naavick Legal LLP dated 01.09.2025.

The Applicant submits that under Section 30(2) of the Code and Regulation 38(3A) of the CIRP Regulation, a corrected compliance certificate in Form H dated 23.09.2025 has been annexed as Annexure B to the Additional Affidavit dated 26.12.2025.

The Resolution Plan has been submitted by Mr. Bijay Kumar Dokania, a Chartered Accountant, Cost Accountant and LLB, with over four decades of experience in finance, taxation, investments, M&A, and real estate. He has also been actively associated with NGOs and community welfare initiatives. His credentials indicate financial and managerial capability to revive the Corporate Debtor.

The Resolution Plan proposes an aggregate amount of Rs. 45,00,000/- plus 100% CIRP costs on actuals as on the date of submission. The CIRP costs shall be paid in full and on priority to other debts of the Corporate Debtor, within 30 days of approval of the Plan by the Adjudicating Authority.

The Plan further provides that any cost paid from the internal accruals of the Corporate Debtor shall not be treated as CIRP cost under the IBC and shall not be funded by the Resolution Applicant; if funded, the same shall form part of the current assets to be taken over by the Resolution Applicant.

The Allocation of amounts proposed under the plan is reproduced below:

It is observed that no amount has been admitted towards the claims of Operational Creditors and, therefore, no distribution has been proposed to them under the Resolution Plan. The related party financial creditors, not being part of the Committee of Creditors in terms of the proviso to Section 21(2) of the Code, are not entitled to any distribution under the Resolution Plan. The payment proposed to the assenting Financial Creditor is higher than the liquidation value and has been approved by the CoC in exercise of its commercial wisdom.

The Resolution Plan envisages that the Resolution Applicant shall make the payments from its internal accruals and/or financing arranged by it's from any financial institution.

The upfront cash shall be infused by the Resolution Applicant into the Corporate Debtor, by way of equity / Quasi Equity as may be decided by the Resolution Applicant at its sole discretion.

The Resolution Applicant shall provide working capital and capital expenditure support up to Rs. 5 lakhs, as required post-takeover, and may raise additional funds, if necessary, through borrowings from relatives and friends of the promoters.

As per the RFRP dated 05.06.2025, the Resolution Applicant was required to furnish a Rs. 5,00,000/- Bank Guarantee or refundable interest-free Earnest Money Deposit, by way of a duly stamped bank guarantee issued by a scheduled commercial bank in India or direct deposit, as part of the Resolution Plan (“Binding Submission Bond Guarantee” or “BSBG”).

Upon selection as the Successful Resolution Applicant, the BSBG may be adjusted towards the Performance Security in terms of Clause 1.9 of the RFRP, and any balance amount shall be furnished accordingly.

The Resolution Applicant, as per the terms and conditions contained in the RFRP, it deposited EMD of Rs. 5,00,000/- at the time of submission of the Resolution Plan.

As per the RFRP, the Successful Resolution Applicant is required to furnish a Performance Security within 7 days of CoC approval, equivalent to 10% of the total amount offered under the Resolution Plan to all the stakeholders, by way of a non-interest-bearing deposit or bank guarantee in favour of the Corporate Debtor. The Performance Guarantee shall remain valid for 365 days from approval of the Plan and continue until all stakeholder payments are completed in accordance with the Plan.

Upon approval of the Resolution Plan by the CoC in 14^th meeting dated 16.09.2025, the Performance Security under Clause 1.9.1 of the RFRP was computed at Rs. 4,50,000/- (being 10% of Rs. 45,00,000/- i.e., total amount offered under the Resolution Plan to all the stakeholders), which was lower than the EMD already furnished. Accordingly, in terms of Clause 1.8.4 of the RFRP and the communication dated 17.09.2025 issued by the Resolution Professional, the EMD was adjusted towards the Performance Security.

It is observed that in the Compliance Certificate in Form-H dated 23.09.2025 the total admitted claim amount and the percentage of realisation under the Resolution Plan have been inadvertently reflected as Rs. 39,62,66,141/- and 1.14% respectively. However, on the basis of the admitted claims as borne out from the record, the correct total admitted claim works out to Rs. 48,25,56,237/- and the percentage of realisation correspondingly to 0.93%. The said discrepancy is on account of a clerical/arithmetical error in the tabulation in Form H and does not have any impact on the distribution proposed under the Resolution Plan or the decision of the Committee of Creditors, as the payment to the sole voting Financial Creditor has been computed on the basis of its admitted claim. Therefore, the said error being non-material in nature stands clarified.

The Monitoring Committee shall supervise the implementation and to oversee the proposed Transaction of the Resolution Plan. The Resolution Professional/Applicant would be appointed as the monitoring official for supervising effective implementation of the plan.

The Composition of the Monitoring Committee is described as follows:

i. One Authorized representative from Financial Creditor ii. One person of Resolution Applicant in consultation with CoC or the monitoring committee

The Remuneration of the Resolution Professional shall be as fixed by the Monitoring Committee.

Management and Control of the Business of the Corporate Debtor upon Implementation of Resolution Plan:

After approval, the management of the Corporate Debtor will vest with a reconstituted Board comprising Mr. Bijay Kumar Dokania and Mr. Subham Dokania. From the Cash Infusion Date, the day to day operation and management of the Corporate Debtor shall be responsibility of the Resolution Applicant.

The Monitoring Committee, through the Monitoring Officer, shall undertake all necessary acts to implement and give effect to the Resolution Plan, supervise the management and operations of the Company, and provide periodic updates to the Financial Creditor/CoC on the progress of implementation until payment of dues to creditors and completion of all legal compliances and proposed transactions under the IBC, 2016.

Upon approval of the Resolution Plan, the entire existing share capital of the Corporate Debtor, including any preference shares, shall stand cancelled, and fresh equity shares of face value Rs. 10/- each shall be issued to the Resolution Applicant and its promoters in accordance with the Companies Act, 2013 and other applicable laws.

Pursuant to Regulation 39(4) of the IBBI (CIRP) Regulations, 2016, the Applicant/Resolution Professional submitted the Compliance Certificate in Form H along with the Application. A corrected Form H dated 23.09.2025, has also been placed on record vide Additional Affidavit dated 26.12.2025.

Compliance under mandatory requirements under IBBI (Insolvency Resolution Process of Corporate Debtor) Regulations, 2016:

The CIRP has been conducted as per the timeline indicated as under:

On perusal of Form-H, it is seen that the Resolution Plan is in compliance with the mandatory compliances as stipulated under Section 30(2) of the Code. The Successful Resolution Applicant has submitted an Affidavit dated 14.08.2025 as attached as Annexure- 'AD' (Page 474) along with the Due Diligence certificate by the Resolution Professional and Compliance Report of the Resolution Plan issued by Mr. Bhupendra Dave of Naavick Legal LLP dated 01.09.2025 as attached as Annexure- 'Z' of the application stating that Resolution Applicant nor any other person who is a connected person (as defined under the IBC) are ineligible under Section 29 A of the Code. 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 Applicant has filed I.A. No. 5737 OF 2024 and I.A. No. 5286 OF 2024 on 05.12.2024 and 08.10.2024 respectively seeking avoidance of certain transactions under Section 43 and 66 of the Insolvency and Bankruptcy Code, 2016. The said applications are presently pending adjudication before this Adjudicating Authority.

Mr. Bijay Kumar Dokania, the Successful Resolution Applicant, has clarified that the Resolution Plan does not factor any consideration for PUFE applications. All rights, benefits, and recoveries arising therefrom shall vest with the creditors, who shall also bear the related costs, and the Resolution Applicant shall have no responsibility in this regard.

In K Sashidhar v. Indian Overseas Bank & Others (2019) 12 SCC 150, 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 Apex Court further observed that the role of the NCLT is ‘no more and no less’. The Hon’ble Apex Court 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. 49. In view of the law laid down by Hon’ble Supreme Court, the commercial wisdom of the COC is to be given paramount importance for approval / rejection of the resolution plan. As the Resolution Plan meets the requirements of the Code and the IBBI (CIRP) Regulations, 2016 the same.

In view of the law laid down by Hon’ble Supreme Court, the commercial wisdom of the COC is to be given paramount importance for approval / rejection of the resolution plan. As the Resolution Plan meets the requirements of the Code and the IBBI (CIRP) Regulations, 2016 the same needs to be approved. Accordingly, the Resolution Plan is approved with the following directions:

a. Approval of the Resolution Plan shall not be a ground for termination of any existing consents, approvals, licenses, concessions, authorizations, permits or the like that has been granted to the Said corporate debtor or for which the Said corporate debtor has made an application for renewal, grant permissions, sanctions, consents, approvals, allowances, exemptions etc.

b. Any exemption as sought for in relation to the payment of registration charges, stamp duty, taxes and fees arising out of the implementation of the Resolution Plan is not granted but the Resolution Applicant is at liberty to approach Competent Authorities for the exemptions if permitted under the law.

c. For past non-compliances of the Said corporate debtor under applicable laws the Resolution Applicant shall not be liable for any liabilities and offences committed prior to the commencement of CIRP as stipulated under Section 32A of IBC, 2016.

d. It is hereby clarified that in terms of the Judgement of Hon'ble Supreme Court in the matter of Ghanshyam Mishra and Sons Private Limited Vs. Edelweiss Asset Reconstruction Company Limited (2021) 9 SCC 657, on the date of approval of the 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 of a claim which is not a part of the Resolution Plan.

e. With regard to other concessions and reliefs, most of them are subsumed in the reliefs granted above. The relief included in any part of resolution plan, which is not expressly granted above, shall not be construed as granted. The exemptions if any sought in violation of any law in force, it is hereby clarified that such exemptions shall be construed as not granted. It is further clarified that the reliefs and concessions sought which are beyond the scope of provisions of Section 31(1) and Section 32A of the Code cannot be granted and are as such deemed to have not been granted.

f. It is also clarified that, if this Resolution Plan stipulates or provides for any benefit flowing through any other law, then the same may be deemed as not allowed/approved and would be open to action by the concerned authority in accordance with law.

Accordingly, the Resolution Plan submitted by Mr. Bijay Kumar Dokania is hereby approved, and I.A. (PLAN) NO. 121 OF 2025 is allowed and disposed off.