Ms. Medha Kulkarni vs M/s. Technology Development Board & Anr.

Rajeswara Rao Vittanala, Member (J)

I.A. No.169 of 2019 in C.P. (IB) No.13/BB/2018 is filed by Ms. Medha Kulkarni, Resolution Professional ('Applicant/RP') of M/s. Notion Ink Design Labs Private Limited ('Respondent/Corporate Debtor') under Section 54(1) of the IBC, 2016 and Rule 32 and 11 of the NCLT Rules, 2016, by inter alia seeking to pass dissolution order for the Corporate Debtor i.e. M/s. Notion Ink Design Labs Pvt. Ltd.; to accept Audited Financial Statements till date of Liquidation and Final Receipt and Payment post Liquidation and pass dissolution order for this Corporate Debtor; to direct surrender of GST Registration, PAN, TAN and PT registrations to the respective authorities to avoid ongoing compliance requirements, to direct ROC Bangalore to strike of the name of the Company from Register of Companies, etc.

Brief facts of the case, as mentioned in the Company Petition, are as follows:

Initially, C.P. (IB) No.13/BB/2018 is filed by M/s. Technology Development Board, Department of Science & Technology ('Applicant/Financial Creditor') under Section 7 of the IBC, 2016 read with Rule 4 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016, by inter alia seeking to initiate Corporate Insolvency Resolution Process (CIRP) in respect of M/s. Notion Ink Design Labs Private Limited ('Respondent/Corporate Debtor') for committing default for a total outstanding of Rs.7,90,36,467/- (Rupees Seven Crore Ninety Lakh Thirty Six Thousand Four Hundred and Sixty Seven Only) as on 30.11.2017.

Accordingly, the Tribunal by an order dated 24th April, 2018 admitted C.P. No.13/BB/2018 by initiating CIRP by appointing Ms.Medha Kulkarni bearing Registration No.IBBI/IPA-001/IP- P00121/ 2017-18/10263 as Interim Resolution Professional (IRP) in respect of the Corporate Debtor M/s.Notion Ink Design Labs Private Limited and imposed moratorium, etc.

In pursuant to the admission of the case, a public announcement was given on 01st May, 2018 in English Daily 'Deccan Chronicle' and Kannada Daily 'Hosa Digantha' inviting proof of claims from Creditors. However, no claims were received in response to the public announcement.

Subsequently, the existing IRP Ms.Medha Kulkarni was confirmed as Resolution Professional (RP) vide communication dated 11th June, 2018, communicated by M/s.Technology Development Board.

When there was no viable resolution plan received from anybody, the Resolution Professional preferred an I.A. No.417 of 2018 under Section 33(2) of the Code seeking an order for Liquidation of the Corporate Debtor. Accordingly, the Tribunal has passed an order for liquidation vide order dated 09th January, 2019 in I.A. No.417 of 2018, by appointing Ms.Medha Kulkarni, the existing Resolution Professional, as Liquidator.Accordingly, the Liquidator, as per Regulation 12 of the IBBI (Liquidation Process) Regulations, 2016, has caused a public announcement in Form-B on 12th January, 2019, one in English Daily 'Deccan Chronicle' and another in Kannada Daily inviting proof of claims from stakeholders on or before 08.02.2019. However, no claims were received from any Operational Creditor except claim received from Financial Creditor i.e. M/s. Technology Development Board.

During the liquidation, it was found that the Corporate Debtor Company does not have any assets or revenue or employees. Even the premises occupied by the Company was vacated to avoid payment of rent and electricity cost. She has communicated ROC and other regulatory stakeholders about Liquidation order and that there is no litigation against the Corporate Debtor. The Income Tax Authorities have been communicated and there is no response to the communication. She has communicated to bankers to consolidate bank balances in Liquidator account.

The Learned Liquidator has submitted the following details from the Audited Financial Statement till the date of Liquidation:

a) Long term borrowing is the loan from only Financial Creditor – Technology Development Board;

b) Trade payables are payments due to Accounting and Company Secretarial services which is paid out of proceeds of Inventory subsequently;

c) Other current liabilities are interest accrued on long term borrowing. There are no fixed assets. Other intangible assets were Capital Work in Progress which is written off that there is no economic benefits expected from these intangible assets'

d) Inventory of Rs.31,000/- is subsequently sold through e-auction. Short term loans and advances are Tax Deducted at Source and Customs duty refund which is receivable from Government.

As per Regulation 6 of the IBBI (Liquidation Process) Regulations, 2016, the Liquidator has prepared Liquidator Final Statement of Receipts & Payments (Cash and Bank Book) till date and have these Statement audited by Statutory Auditor, which are given hereunder:

The learned Liquidator has also filed an Affidavit dated 26.02.2019, by inter alia declaring as follows:

Heard Ms.Medha Kulkarni, learned Liquidator. I have carefully considered the materials placed on record and extant provisions of the Code.

As per Regulation 14 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016, if it appears to the Liquidator that-

By perusal of the above pleadings of the learned Liquidator and also the various documents filed in support of the Petition, it is established that assets of the Corporate Debtor have been completely liquidated and nothing remains for any further adjudication or investigation into the affairs of the Corporate Debtor. As detailed supra, the Learned Liquidator has complied with all conditions and procedural requirements as specified under various provisions of Section 54 of the Insolvency & Bankruptcy Code, 2016 and also relevant Regulations of Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016, before seeking order for dissolution of the Corporate Debtor. Therefore, the Application deserves to be allowed as prayed for.

In the result, by exercising powers conferred on the Adjudicating Authority, under Section 54(2) of the Insolvency and Bankruptcy Code, 2016 R/w Regulation 14 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016, both I.A. No.169 of 2019 & C.P. (IB) No.13/BB/2018 are disposed of with the following directions:

The Corporate Debtor namely M/s.Notion Ink Design Labs Private Limited is hereby dissolved with immediate effect;

The Registry is directed to forward a copy of this Order to the Registrar of Companies, Karnataka, Bangalore, within a period of two weeks from today;

The learned Liquidator is also directed to forward copies of this order to all authorities connected with the affairs of the Company.