Rikin Rameshchandra Parekh vs Kalyan Janata Sahakari Bank Ltd. & Ors.

10.02.2026: Heard learned counsel for the Appellant, learned counsel for the Financial Creditor – Respondent No. 1 and 2 as well as learned counsel for the Ex-Resolution Professional. This appeal by the Successful Resolution Application has been filed challenging the order dated 11.03.2024 passed in I.A. No. 2300 of 2023 filed by the Respondent No.1 and 2 herein seeking direction for payment of amount earned as profit by the Corporate Debtor. In the said application only Resolution Professionals was impleaded as one of the party. The Adjudicating Authority heard the application and by the impugned order dated 11.03.2024 has allowed the application and issued direction in Para 14 to the following effect:

Appellant aggrieved by the order has come up in this appeal. Learned counsel for the Appellant submits that the application which was filed by the Financial Creditor – Respondent No. 1 and 2 was going to directly affect the rights of the Appellant who was the Successful Resolution Applicant and has taken the Corporate Debtor as going concern and without impleadment of the Successful Resolution Applicant in the application, the Adjudicating Authority ought not to have decided the application. Furthermore, the plan was approved by the Committee of Creditors on 24.02.2021 and approved by the Adjudicating Authority on 19.10.2023. On the date when application was allowed, the plan stood approved in which the Appellant was the Successful Resolution Applicant, hence, it was necessary to given opportunity to the Appellant. Learned counsel for the Appellant further submitted that although there was no specific provision in the RFRP with respect to payment of any profit earned during running of the Corporate Debtor but when the Appellant has taken the Corporate Debtor as going concern, the Appellant was entitled to all profit earned by the Corporate Debtor for which there is no specific provision.

Learned counsel for the Financial Creditor refuting the submission of learned counsel for the Appellant submits that the Appellant as per the various clauses of the Resolution Plan the Appellant was entitled for receivables only from the effective date and any amount which was earned as profit by the Corporate Debtor was required to be distributed amongst the Financial Creditors and the Adjudicating Authority has rightly passed the order passing said amount to the Financial Creditors. It is submitted that it was open for the Appellant to file application for impleadment/intervention in the application filed by the Financial Creditors.

Learned counsel for the Resolution Professional submits that on the date when order was passed i.e. 11.03.2024, the Resolution Professional has already been discharged after approval of the Resolution Plan. Learned counsel for the Resolution Professional submits that there being no specific provision in the Resolution Plan, the Resolution Professional has no opinion on the said issue and it is for the Adjudicating Authority to consider and decide the issue.

In this appeal we have passed an interim order on 23.04.2024 under which the amount was directed to be kept in a fix deposit to earn interest and shall not distribute the same till further orders. Interim order passed on 23.04.2024 is as follows:

Learned counsel for the Financial Creditor submits that the amount is still lying in the fixed deposit and has not been distributed.

We have heard the learned counsel for the parties and perused the record.

The Resolution Plan submitted by the Appellant was approved by the CoC on 24.02.2021 and the Adjudicating Authority approved the said Resolution Plan on 19.10.2023. Application I.A. No.2300 of 2023 was heard subsequently on 31.10.2023 and 10.11.2023. A copy of the application has brought on the record as Annexure A-16. In the application dated 22.04.2023 Resolution Professional alone was impleaded, where following prayers has been made:

The issue which was sought to be raised in the application was entitlement of the profit accrued during CIRP period. The Resolution Plan having approved by the CoC on 24.02.2021 much prior to filing of the application, we are of the view that Appellant was necessary party to be heard before passing any order on the application. We, thus, are of the view that the submission advanced by learned counsel for the Appellant that order has been passed without giving opportunity to the Successful Resolution Applicant has substance and we are of the view that the order impugned need to be set aside and the I.A. No.2300 of 2023 be revived before the Adjudicating Authority for fresh consideration. We permit the Appellant to be impleaded as Respondent No.2 in the application and also grant opportunity to the Appellant to file reply to the application within two weeks. Both the parties are given liberty to file an application before the Adjudicating Authority for fixing a date for fresh consideration of the I.A. No.2300 of 2023. We also request the Adjudicating Authority to decide the application expeditiously as early as possible. Appeal is disposed of accordingly.

We make it clear that we have not expressed any opinion on the merits of contentions of either of the parties and it is for the Adjudicating Authority to consider the same and take a decision in accordance with law.