R.K. Distilleries Private Ltd vs Nadhi Bio Products Private Ltd

The present Application is filed by the Resolution Professional i.e. the Applicant herein (hereinafter referred to as the "Resolution Professional" or the "Applicant") of M/s. Nadhi Bio Products Private Limited (Corporate Debtor), under Sections 30(6) and 31 read with Regulation 39 (4) of IBBI (CIRP) Regulations 2016, seeking approval of Adjudicating Authority under section 31 of the IBBI, 2016, on the Resolution Plan submitted by Mr. Nakkirikanti Rammurthy Jointly with Mr. Namburi Visweswara Rao (Successful Resolution Applicant/SRA), as approved by the Committee of Creditors (COC) with 82.29% of voting share.

AVERMENTS IN THE APPLICATION: -

That, a petition under Section 7 of the IBC was filed by R.K. Distilleries Private Limited ("Financial Creditor") against the Corporate Debtor i.e. Nadhi Bio Products Private Limited, which was admitted by this Tribunal vide order dated 26.05.2023 by appointing Mr. Ramakanth Malapalli as Interim Resolution Professional and was replaced with True IPE Private Limited represented by Mr. Chandra Prakash Jain, as the Interim Resolution Professional, who was later confirmed as the Resolution Professional. Subsequently, vide order dated 29.04.2024, the Hon'ble Tribunal replaced the Erstwhile Resolution Professional with the present Applicant, Mr. Sreenivasa Rao Ravinuthala, whose appointment order is annexed and marked as Annexure 1.

The Erstwhile Resolution Professional, after verification and collation of claims, constituted the Committee of Creditors (CoC) comprising 28 members with admitted claims amounting to ₹65.70 Crores, and their respective voting shares as tabulated below:

CIRP Timeline & Extensions:

During the CIRP, this Tribunal has granted multiple extensions, which are tabulated as below:

TOTAL COC MEETINGS CONDUCTED DURING CIRP:

A total of twenty-two (22) meetings of the Committee of Creditors (CoC) were conducted during the Corporate Insolvency Resolution Process (CIRP) prior to the filing of the present application by the Resolution Professional.

APPOINTMENT OF REGISTERED VALUERS

The erstwhile Resolution Professional, in accordance with the applicable provisions of the Insolvency and Bankruptcy Code, 2016, and the relevant regulations framed thereunder, obtained the valuation of the assets of the Corporate Debtor. As per the said valuation, the fair value of the assets of the Corporate Debtor is determined to be Rs. 72.21 Crores, and the liquidation value is determined to be Rs. 47.37 Crores.

EOI & RESOLUTION PLAN PROCESS:

Form G was first published on 16.11.2023, and after an extension (due to elections), the last date for EOI submission was revised to 12.12.2023. The final list of 21 Prospective Resolution Applicants (PRAs) was published (Annexure – 3).

RECEIPT & EVALUATION OF RESOLUTION PLANS:

It is submitted that, pursuant to the RFRP and the Information Memorandum, the Erstwhile Resolution Professional received eight (8) Resolution Plans from the final list of twenty-one (21) Expressions of Interest (EoIs). These Resolution Plans were subsequently placed before the Committee of Creditors (CoC) for its consideration, discussion, and approval in the 20th CoC Meeting held on 20.04.2024. The CoC deliberated and discussed upon the compliance, viability and feasibility of final resolution plans as submitted by the 08 Prospective Resolution Applicants and the same were put for e-voting from 23.04.2024 and extended upto 27.05.2024, pursuant to the directions of this Hon'ble Adjudicating Authority in IA 775 of 2024.

The Resolution Plan submitted by Mr. Nakkirikanti Rammurthy jointly with Mr. Namburi Visweswara Rao was approved by the CoC with 82.89% voting share. It is submitted that the approved resolution plan meets all the requirements envisaged under the Code, rules and regulations made there under,

Pursuant to the approval, the Resolution Professional issued the Letter of Intent and received Bank Guarantee bearing No. 06301IGL0001624 dated 01.06.2024 for ₹10 Crores. A copy of the letter of extension of Bank Guarantee till 01.06.2026 is filed along with memo dated 09.06.2025.

SALIENT FEATURES OF RESOLUTION PLAN:

Mr. Nakkirikanti Rammurthy, aged 64, has over 36 years of experience in agro commodities, rice milling, real estate, hospitality, and solar power. He is known for successfully turning around stressed assets and managing diverse business ventures.

Mr. Namburi Visweswara Rao, aged 54, has over 20 years of experience in rice trading, brokerage, and real estate, with expertise in marketing, sales, and operations, contributing to profitability and business growth.

The COC comprised of the following Financial Creditors and distribution of voting share among them is as under:

The amounts provided for the stakeholders under the Resolution Plan is as under:

(Amount in Rs. lakh)

In the above backdrop we heard Shri Shaik Gouse, Ld. PCS for the Resolution Professional and perused the records. He submits that the Resolution Plan meets the requirement of Section 30 (2) of the Code, as under:

Further, the Resolution Plan is in compliance of Regulation 38 of the Regulations in the following manner:

This Tribunal sought clarification from the Ld. PCS representing the Resolution Professional as to how the two claims that were admitted after filing of the application for approval of the Resolution Plan before the Adjudicating Authority, were dealt with? Pursuant thereto, the Ld. PCS filed a memo dated 11.06.2025, stating that the Resolution Professional admitted the following two claims pursuant to the orders passed by the Adjudicating Authority in the IA mentioned hereunder:

The Ld. PCS further submitted that Clause 7 of the Resolution Plan provides for Limit of liability of the Applicant restricted to the resolution amount of Rs.90,49,61,987 except the resolution process cost to be incurred by the Resolution Professional. The clause 7 of the Resolution plan is extracted below

It is submitted that in clause 6 of the Resolution Plan, the Resolution Applicant allocated an amount of Rs.22,86,38,458 towards the settlement of the Operational Creditors whose claims were admitted.

In view of the aforesaid clauses, the two claims of operational creditors admitted by the Resolution Professional pursuant to the orders of this Adjudicating Authority, will be settled as per the allocation of amounts by the Resolution Applicant in the resolution plan i.e the amount proportionately distributed among the operational creditors in the ratio of their admitted claims.

At the outset we refer to the following judgements: -

Hon'ble Apex Court in re Sashidhar v. Indian Overseas Bank & Others (in Civil Appeal No. 10673/2018) held that

The Hon'ble Supreme Court has further held at para 35 of the above judgement that:

The Hon'ble Supreme Court in Committee of Creditors of Essar Steel India Limited Vs. Satish Kumar Gupta & Ors, held that:-

The Hon'ble Supreme Court of India, in the recent ruling in re Vallal RCK vs M/s Siva Industries and Holdings Limited & Ors, has held as under:-

According to the Applicant, from the date of commencement of CIRP to till date of filing this instant application, a total of 22 COC meetings were convened.

It if further noted that the 180 days' time limit for completion of the CIRP as per Section 12 of the Code was 02.12.2023. However, the time was extended time and again and the date of expiry of extended period of CIRP was 26.06.2024.

The highlights of the resolution plan are as under:-

According to the Resolution Professional, the said Resolution Plan complies with all the provisions of the IBC, IBBI / CIRP Regulations and does not contravene any of the provisions of the law for the time being in force and the Successful Resolution Applicant has filed an Affidavit pursuant to Section 30 (1) of the Code, confirming its eligibility under Section 29A of the code and the Resolution Professional affirms that the contents of the said Affidavit are in order.

Therefore, the resolution plan, when tested on the touch stone of the aforesaid facts and the rulings, we are of the view that the instant resolution plan satisfies the requirements of Section 30 (2) of the Code and Regulations 37, 38, 38 (1A) and 39 (4) of the Regulations. We also find that the Resolution Applicant is eligible to submit the Resolution Plan under Section 29A of the Code.

We therefore, hereby approve the Resolution Plan submitted by Mr. Nakirikanti Ramamurthy and Mr. Namburi Visweswara Rao ("Successful Resolution Applicant") along with annexures, schedules forming part of the Resolution Plan annexed to the Application and order as under: -

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.

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.

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.

It is hereby ordered that performance guarantee of Rs. 10,00,00,000/- deposited by the Successful Resolution Applicant shall remain as performance Guarantee till the amount proposed to be paid to the creditors under the plan, is fully paid off and the plan is fully implemented.

The Memorandum of Association (MoA) and Articles of Association (AoA) shall accordingly be amended and filed, if applicable, with the Registrar of Companies (RoC) Hyderabad 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.

Henceforth, no creditors of the erstwhile Corporate Debtor can claim anything other than the liabilities referred to supra.

The moratorium under Section 14 of the Code shall cease to have effect from this date.

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.

The Applicant shall forthwith send a copy of this order to the CoC and the Resolution Applicant.

The Registry is directed to furnish free copy to the parties as per Rule 50 of the NCLT Rules, 2016.

The Registry is directed to communicate this order to the Registrar of Companies, Hyderabad for updating the master data and also forward a copy to IBBI.

The Monitoring Committee/ Resolution Professional will submit a report to the Registry immediately after the implementation of the Plan.

Accordingly, IA No. (plan) 13/2024 is allowed and stands disposed of.