Mangesh Vitthal Kekre RP of Indian Soya Industries Pvt Ltd vs Indian Soya Industries Pvt Ltd & Ors

The present Application has been filed by Mr. Mangesh Vitthal Kekre, Resolution Professional (hereinafter referred to as ‘RP’ or ‘Applicant’) of M/s Indian Soya Industries Private Limited (hereinafter referred to as ‘Corporate Debtor’ or ‘CD’) on 07.10.2021, under Section 30 of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as ‘IBC’ or ‘the Code’) r.w. Regulation 39 IBBI (Insolvency Resolution Process for Corporate Person) seeking approval of the Resolution Plan submitted by M/s Maa Annapurna Agritech Pvt. Ltd. in consortium with Mrs. Manorama Devi Jhavar (hereinafter referred to as ‘SRA’ or ‘Successful Resolution Applicant’) in respect of the Corporate Debtor.

The Application is filed before this Adjudicating Authority in C.P. (IB) No. 484 of 2019, which is the main Company Petition under Section 9 of the Code filed by M/s Samunnati Agro Solutions Private Limited (Operational Creditor) against the Corporate Debtor.

The Corporate Debtor, M/s Indian Soya Industries Private Limited, is a private limited company incorporated on 29.06.1968 under the Companies Act, 1956, having its registered office at Plot No. 1 & 2, Sector B, Industrial Area, Sanwer Road, Indore, Madhya Pradesh – 452015, bearing Corporate Identity Number (CIN) U25110MP1968PTC001038. The Corporate Debtor is registered with the Registrar of Companies, Gwalior and was engaged in the business of manufacturing and supply on soya products and soya oil.

M/s Samunnati Agro Solutions Private Limited (Operational Creditor) filed a petition under Section 9 of the IBC, 2016, before this Hon'ble Tribunal. The said petition was admitted by this Adjudicating Authority vide Order dated 14.07.2020 in C.P. (IB) No. 484 of 2019, thereby commencing the CIRP against the Corporate Debtor. By the same order, Mr. Mangesh Vitthal Kekre (IBBI Registration No. IBBI/IPA-001/IP-P00539/2017-2018/10964) was appointed as the Interim Resolution Professional (hereinafter referred to as 'IRP').

Pursuant to initiation of CIRP and in compliance with Sections 13 and 15 of the IBC, the IRP issued a Public Announcement in Form-A on 23.07.2020 calling upon creditors to submit their claims.

After collation and verification of claims, the IRP constituted the Committee of Creditors (CoC) on 10.08.2020.

The complete details of all creditors, category-wise, are set out hereinbelow:

In compliance with Regulation 27 of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (hereinafter 'CIRP Regulations'), the IRP appointed two (2) registered valuers on 23.08.2020 for determination of the Fair Value and Liquidation Value of all classes of assets of the Corporate Debtor. The valuers gave the following valuations for the class of assets, summarised herein below:

Accordingly, the Fair Value of the Corporate Debtor is Rs. 27,16,00,000/- (Rupees Twenty-Seven Crores Sixteen Lakhs Only). The Liquidation Value of the Corporate Debtor, determined on the same basis, is Rs. 20,12,00,000/- (Rupees Twenty Crores Twelve Lakhs Only).

The chronological record of all CoC meetings, is produced hereunder:

The RP, pursuant to Regulation 36A of the CIRP Regulations, published Form-G (Invitation for Expression of Interest) for the first time on 29.09.2020. Accordingly, The RP received Expression of Interest from 6 Prospective Resolution Applicants (PRAs) and out of these 3 PRAs namely, (i) Maa Annapurna Agritech Pvt. Ltd. in consortium with Mrs. Manorama Devi Jhavar, (ii) Samyak International Limited, (iii) Bio Treasure Overseas submitted the resolution plan, which were first put to discussion in the 5th Meeting of CoC dated 09.12.2020 and the matter was under consideration with the CoC till the 10th Meeting of CoC.

On 10.01.2021, the prescribed period of 180 days under Section 12(1) of the Code was due to expire. Prior thereto, the Committee of Creditors (CoC), in its 5th meeting held on 09.12.2020, passed a resolution for extension of the Corporate Insolvency Resolution Process (CIRP) beyond 180 days. Pursuant to the said resolution, the Adjudicating Authority, by order dated 28.01.2021 in I.A. No. 19 of 2021, extended the CIRP period beyond 180 days, i.e., from 10.01.2021 to 10.04.2021.

The Applicant-Resolution Professional (RP) submits that in the 10th CoC meeting held on 19/03/2021, all three resolution plans were placed for voting but due to the unforeseen second wave of COVID-19 and the lockdown/curfew imposed by the local administration at Indore, the bank officials authorized to take decisions deferred the voting till 22/04/2021, resulting in a standstill of the CIRP.

Thereafter, the RP promptly filed IA No. 88/2021 on 09/04/2021 and IA No. 97/2021 on 07/06/2021 seeking exclusion of time on account of the COVID-19 outbreak in the office of the sole CoC member. These applications were disposed of on 17/09/2021 with a direction to file a proper application specifying the number of days for extension/exclusion. It is further submitted that on 10/04/2021 the 270th day of CIRP was due to expire while the exclusion applications were still pending and owing to restricted functioning of the Adjudicating Authority under COVID-19 SOPs, along with an email dated 23/04/2021 from the CoC member seeking additional time for negotiation to maximize value, the process could not progress. The situation was aggravated as senior officials of the sole CoC member contracted COVID-19 and the RP himself was infected and quarantined for more than 14 days, causing delay in final voting beyond the control of the CoC and the RP.

It is further submitted that the 12th CoC meeting was convened on 20/05/2021 to renegotiate with all PRAs and to obtain enhanced offers, wherein the RP emphasized adherence to the statutory timelines.

Subsequently, after receipt of revised plans, the 13th CoC meeting was held on 02/06/2021 for voting, but the CoC abstained from voting. Despite the mandatory outer limit of 330 days under Section 12(3) of the Code having expired, the CoC did not take a decision and had abstained from voting on 19/03/2021 and 02/06/2021, compelling the RP to file IA No. 111/2021 seeking initiation of liquidation.

Meanwhile, one of the Resolution Applicants, M/s Maa Annapurna Agritech Pvt. Ltd. (Respondent No. 3), filed IA No. 138/2021 seeking directions for voting on its resolution plan dated 26/07/2021, pursuant to which, by order dated 13/08/2021, the Adjudicating Authority directed that the plans be put to vote, leading to the convening of the 15th CoC meeting and voting on the plans.

The Applicant submits that undertakings under Section 29A of the Code were obtained confirming eligibility of the Resolution Applicants, and the RP, after due interpretation of Sections 29A and 240A, allowed participation of the successful Resolution Applicant (Respondent No. 3), the Corporate Debtor being an MSME.

The RP examined the resolution plan and found it compliant with Section 30(2) of the Code, and the final plan along with addendum was placed before the CoC.

The CoC, in its 15th meeting held on 19/08/2021 and through e-voting concluded on 27/08/2021, approved the resolution plan submitted by Maa Annapurna Agritech Pvt. Ltd. with 100% voting share, satisfying the requirement of more than 66% approval after considering feasibility and viability.

Consequently, the liquidation application IA No. 111/2021 was heard along with other applications on 17/09/2021 and, in view of the approved resolution plan, was withdrawn with prior approval of the CoC and dismissed as infructuous by order dated 17/09/2021.

It is submitted that although the resolution plan had initially been received within time on 28/11/2020, its approval was delayed due to unavoidable and unforeseeable circumstances arising from the COVID-19 pandemic. Since the resolution plan submitted by Respondent No. 3 provides better value than liquidation value, it was approved by the CoC within the extended period.

The successful Resolution Applicant has deposited a performance security of Rs. 1,00,00,000/- in compliance with Regulation 36B(4A) of the CIRP Regulations, 2016.

Upon conclusion of e-voting on 27.08.2021, the Resolution Plan of M/s Maa Annapurna Agritech Private Limited in consortium with Mrs. Manorana Devi Jhavar was approved by the CoC with a voting share of 100% in favour, far exceeding the mandatory threshold of 66% under Section 30(4) of the Code. All other plans were rejected with 100% dissent. The e-voting results are summarised hereunder:

The application for approval of resolution plan was filed on 07.10.2021. For the purposes of the present proceedings, this Adjudicating Authority is treating 07.10.2021 as the effective date of filing of the present Application, being the date on which the requisite court fees/filing fees were paid by the Applicant, and Application for liquidation being I.A. No. 111 of 2021 was filed on 22.06.2021. The Application is accordingly held to be within the exclusion and extended CIRP period of 330 days.

During the pendency of the present application, an affidavit dated 07.10.2024 was filed by the Resolution Professional to place on record that the leasehold rights in respect of the factory land situated at Plot Nos. 1, 2, 3 and 4/A, Sector D, Industrial Area, Sanwer Road, Indore, were terminated by the District Industries Centre during the subsistence of the Corporate Insolvency Resolution Process, in contravention of the moratorium imposed under Section 14 of the Insolvency and Bankruptcy Code, 2016. Consequently, an application bearing IA No. 175 of 2021 was preferred before the Adjudicating Authority seeking appropriate directions against the District Industries Centre. However, the Hon'ble NCLT, Indore Bench, advised the Resolution Professional to avail an alternative remedy by way of a writ petition.

Pursuant thereto, the Resolution Professional filed Writ Petition No. 29524 of 2022 before the Hon'ble High Court of Madhya Pradesh challenging, inter alia, the order passed by the Industrial Commissioner as well as the order passed by the second appellate authority. The Hon'ble High Court, vide order dated 22.04.2025, observed that the same authority/person had passed orders in both the first appeal and the second appeal, which is impermissible in law and violative of the principles of natural justice. Accordingly, the order passed by the second appellate authority was set aside, and the matter was remanded for fresh adjudication by a competent appellate authority, with a direction to pass a reasoned and speaking order and to duly communicate the same to the petitioner

The applicant has filed another affidavit dated 22.11.2025, stating that in compliance with the directions of the Hon'ble High Court, the applicant approached the Principal Secretary, MSME Department, Government of Madhya Pradesh, in the second appeal. It is submitted that the Principal Secretary, by order dated 17.11.2025, set aside the termination of the lease deed and consequently quashed the lease cancellation order dated 26.08.2021.

The Successful Resolution Applicant, Maa Annapurna Agritech Private Limited, is a Private Limited Company incorporated in the year 1997 under the Companies Act, 1956, having CIN: U15203MP1997PTC011839, having its registered office at bijepur, Betma Tehsil Depalpur Indore (M.P.). The SRA is involved in providing warehousing and proving cold storage related services. The SRA has an Authorized Share Capital of Rs. 2.05 Crores and Paid-up Capital of Rs. 1.34 Crores.

Mrs. Manorama Devi Jhavar is well versed in performing quantitative and qualitative analysis to evaluate and diagnose business and management decisions. She can diagnose business problems and can recommend near-term and long-term solutions and implement them to improve business efficiency, performance, cost control, and professionalization of employee base.

The Resolution Applicant has authorized Mr. Vaibhav Jhavar, Director of the Company Maa Annapurna Agritech Private Limited, to take all steps necessary for the submission of and further actions in connection to this Resolution Plan in accordance with the terms of the Request For Resolution Plan (RFRP) approved by CoC on 26.10.2020, shared by the RP on 09.11.2020, vide Board Resolution passed by the Board of Directors of Maa Annapurna Agritech Private Limited dated 06.10.2020.

The Resolution Plan submitted by Maa Annapurna Agritech Private Limited is dated 26.07.2021, with Addendums. The total resolution plan amount as per the Plan is Rs. 30,33,42,136/- (Rupees Thirty Crores Thirty-Three Lakhs Fourty-Two Thousand One Hundred and Thirty-Six Only), payable over a period of 7 years from the Effective Date. The Plan value is higher than the Liquidation Value of Rs. 20,12,00,000/-, thereby satisfying the requirement of Section 30(2)(b) of the Code.

The resolution plan amount of Rs. 30,33,42,136/- shall be contributed by the SRA, in the following tabulated manner:

The payment timeline is as follows:

The detailed break-up of payments proposed under the Plan to all stakeholders is as follows:

TERM OF THE RESOLUTION PLAN: The term of the Resolution Plan is 7 (Seven) years from the Effective Date i.e., date of approval of this plan by the NCLT).

The approved Resolution Plan provides for constitution of the Monitoring Committee within 3 days from the Effective Date, comprising:

SECTION 29A ELIGIBILITY: The Successful Resolution Applicant (SRA) has submitted an affidavit dated 23.11.2020, affirming that it is not an undischarged insolvent and has not been classified as a wilful defaulter in accordance with the guidelines issued by the Reserve Bank of India under the Banking Regulation Act, 1949. It is further stated that the SRA has not been convicted of any offence punishable with imprisonment for two years or more under the statutes specified in the Twelfth Schedule of the Code, nor for seven years or more under any other applicable law.

The SRA has also declared that none of the members of its consortium are disqualified from acting as directors under the Companies Act, 2013, and that they are not debarred by the Securities and Exchange Board of India from accessing or trading in the securities market. Additionally, it has been affirmed that neither the SRA nor any member of the consortium is a promoter or in control of any corporate debtor in which preferential, undervalued, extortionate credit, or fraudulent transactions have been identified and adjudicated under the provisions of the Code.

Further, the SRA has confirmed that it is not a connected person rendered ineligible under clauses (a) and (a)(i) of Section 29A of the Code. It is also submitted that, in terms of Section 240A(1) of the Code, the provisions contained in clauses (c) and (h) of Section 29A shall not apply to the resolution applicant in respect of the Corporate Insolvency Resolution Process (CIRP) of a Micro, Small and Medium Enterprise (MSME)

In the above backdrop, the Resolution Plan also meets the requirement of Section 30(2) of the Code, as under:

Further, it has been observed that the Resolution Plan is in compliance of Regulation 38 of the CIRP Regulations, 2016 in the following manner:

There is no Interlocutory Applications filed by the RP in the present CIRP are pending adjudication before this Adjudicating Authority.

The Commercial Tax Department had filed its claim amounting to Rs.52,16,26,934, seeking to be treated as a secured operational creditor. However, the Hon'ble Tribunal, by its order dated 30.01.2026, rejected the said application on the ground that the claim of the Commercial Tax Department was filed beyond the prescribed time limit.

Details of Income Tax Losses carry forward under section 79(2)(c) of Income Tax Act, 1961, if any – INR 58,60,603 [Business Loss]

In clause 16 of the Resolution Plan, the SRA has set out the details of concessions and reliefs to be sought by the Corporate Debtor and/or the Resolution Applicant from various parties. For the effective implementation of the Resolution Plan and for the benefit of all stakeholders, the SRA has requested to grant the following reliefs and concessions:

The Tribunal has sought clarification on 24.04.2026. Whereby the Applicant has filed Clarificatory Affidavit on 13.05.2026 clarifying on following points:

The Applicant has placed on record the Statement of Profit and Loss of the Corporate Debtor for the financial year ended on 31.03.2019:

On perusal of the Statement of Profit and Loss for the financial year ended on 31.03.2019, it is observed that Indian Soya Industries Private Limited had a total revenue of Rs. 1,00,01,74,477/- and incurred a loss of Rs.44,48,20,549/- during the said financial year.

The Applicant has placed on record the Statement of Profit and Loss of the Corporate Debtor for the financial year ended on 31.03.2020:

On perusal of the Statement of Profit and Loss for the financial year ended on 31.03.2020, it is observed that Indian Soya Industries Private Limited had a total revenue of Rs. 4,65,51,000/- and incurred a loss of Rs.1,63,24,000/- during the said financial year.

The Applicant submits that he had appointed two valuers for each asset class viz. Land & Building (L&B), Plant & Machinery (P&M) and Securities & Financial Assets (SFA) as below;

Accordingly, it is observed that the fair value of the Corporate Debtor has been assessed at Rs. 27,16,57,531 (Rupees Twenty-Seven Crore Sixteen Lakh Fifty-Seven Thousand Five Hundred Thirty-One Only) and the liquidation value at Rs. 20,12,23,106 (Rupees Twenty Crore Twelve Lakh Twenty-Three Thousand One Hundred and Six Only). The Resolution Applicant has proposed a total resolution amount of Rs. 30,33,42,136 (Rupees Thirty Crore Thirty-Three Lakh Forty-Two Thousand One Hundred Thirty-Six Only) under the Resolution Plan, which is higher than both the fair value and the liquidation value of the Corporate Debtor.

Following are the claims received by Resolution Professional during CIRP, towards statutory liabilities;

The applicant further submits that as on the Insolvency Commencement date, the latest audited financials of the CD were available for Financial Years 2016-17, 2017-18 & 2018-19. The details of statutory liabilities shown in the audited financial statements of the Corporate Debtor for the said period is as below;

The Successful Resolution Applicant (SRA) is a consortium of Mrs. Manorama Devi Jhavar & M/s Maa Annapurna Agritech Pvt Ltd. It is respectfully submitted that the SRA is a related party of this Corporate Debtor, the relationship between the two parties is explained herein below;

The applicant submits that the Corporate Debtor is classified as a Micro, Small and Medium Enterprise (MSME). In view of the exemption available under Section 240A of the Insolvency and Bankruptcy Code, 2016, the Successful Resolution Applicant (SRA) is eligible to submit the Resolution Plan despite the provisions of Section 29A of the Code. It is further submitted that the SRA has furnished an affidavit of eligibility under Section 29A of the IBC, 2016, which has been annexed to the Plan Application as Annexure P/8 at pages 134–136.

The applicant submits that the Corporate Debtor has been recognized as an MSME vide certificate issued by the District Industries Centre dated 31.03.2009. It is further submitted that the said MSME certificate along with the Udyam Registration Certificate has been placed on record and annexed with the Plan Application [IA No. 207/2021] as Annexure P/9 at pages 140–141 in support of the MSME status of the Corporate Debtor.

The applicant submits that, in compliance with IBBI Circular No. IBBI/CIRP/90/2025 dated 29.12.2025, the SRA has submitted a statement of Beneficial Ownership along with an affidavit as required under Regulation 38(3A) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. The said statement and affidavit have been filed as Annexure F. It is further submitted that at the time when the Resolution Plan was submitted by the SRA, approved by the Committee of Creditors, and subsequently filed before this Hon’ble Tribunal, no such circular was in force. Nevertheless, the SRA has subsequently furnished the requisite affidavit at the request of the Applicant and in order to ensure compliance with the clarifications sought by this Hon'ble Tribunal as well as the prevailing regulatory framework.

The Applicant further submits that the Successful Resolution Applicant in its plan has provided source of funds of resolution amount as below;

Needs It to be mentioned here that the said vendor/party has provided its confirmation recently also, for purchase of this unit. A copy of the LOI submitted by the vendor M/s Atharv Global Enterprises then and in current date, is annexed herewith and marked as 'ANNEXURE G' Collectively 3Reserves & Surplus of SRA Maa Annapurna Agritech Pvt. Ltd. [MAAPL]3,31,00,000MAAPL has been in existence since the year 1999. It has an accumulated Reserves and surplus of approx. INR 4 crores on as 31.03.2025. Audited financial of MAAPL for FY 2024-25 attached herewith as 'ANNEXURE H'. Furthermore, the SRA has also submitted proof of sufficient liquid funds available with it in the form of deposits with the Bank. A copy of deposit certificate evincing such fund is also annexed herewith and marked as "ANNEXURE I". 4Operations of SRA -Maa Annapurna Agritech Pvt. Ltd. [MAAPL]1,43,47,375MAAPL plans to raise this amount from operations. Attached herewith is the financial snap shot of MAAPL for the period 2020-21 2024-25 for reference. Attached "ANNEXURE J". As Per the Statement of Account the cash profit are of Rs.95.38 Lacs and Net Worth is Rs.542.58 Lacs for the F.Y. 2024-25. 5Through Relatives, Friends and Family members7,04,47,385The list of all the family members and friends who had confirmed their capacity and willingness for accommodation in this endeavor is attached as "ANNEXURE K1" Confirmation from all these members the same members have also been sought in current date to ensure the continuity. Attached "ANNEXURE K/2" 6Through operations of the CD11,49,47,376Business plan submitted by the SRA to substantiate the generation of funds through the operations of the CD, is attached as "ANNEXURE L" The SRA is quite well versed with the trade and has been into business for more than 40 years now.

bidder continued to remain higher than that of the H2 and H3 bidders, along with supporting justification and records.

The Clarification along with supporting justification and records is as under:

Note: It is to be noted that in accordance with the terms of evaluation matrix, as approved by CoC, NPV is to be calculated at a flat discounting rate of 10% on payments made within 365 days & at 12% for the amounts paid beyond 365 days.

The highlights of the Resolution Plan, for ease of reference, are set out hereunder:

We hereby approve the Resolution Plan submitted by Maa Annapurna Agritech Private Limited in consortium with Mrs. Manorama Devi Jhavar (Successful Resolution Applicant), along with annexures, schedules forming part of the Resolution Plan annexed to the Application and order as under: -

- A. The Resolution Plan proposed to offer Rs. 30,01,00,000/- (Rupees Thirty Crores One Lakhs Only) against the total admitted claims of the Financial Creditors aggregating to Rs. 49,09,05,601.80 (Rupees Forty-Nine Crores Nine Lakhs Five Thousand and Six Hundred and One Only) - B. The Resolution Plan along with annexures and schedules forming part of the plan 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. - C. All crystallized liabilities and unclaimed liabilities of the Corporate Debtor as on the date of this order shall stand extinguished on the approval of this Resolution Plan.

D. The approval of the Resolution Plan shall not be construed as waiver of any statutory obligations/ liabilities of the Corporate Debtor and shall be dealt with by the appropriate Authorities in accordance with law. Any waiver sought in the Resolution Plan, shall be subject to approval by the Authorities concerned as held by Hon'ble Supreme Court in the matter of Ghanashyam Mishra & Sons Private Limited Versus Edelweiss Asset Reconstruction Company Limited in Civil Appeal No.8129 OF 2019 dated 13.04.2021. E. The Memorandum of Association (MoA) and Articles of Association (AoA) shall accordingly be amended and filed with the Registrar of Companies (RoC) Gwalior 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. F. Henceforth, no creditors of the erstwhile Corporate Debtor can claim anything other than the liabilities referred to supra. G. The moratorium under Section 14 of the Code shall cease to have effect from this date. H. 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.