Sudhanshu Gupta vs M/s Sawalsha Leasing & Finance Private Limited

FINDINGS OF THIS ADJUDICATING AUTHORITY

FORM H COMPLIANCE CERTIFICATE

(Under Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016)

I, Sudhanshu Gupta, an insolvency professional enrolled with ICSI Institute of Insolvency Professionals and registered with the Board with registration number IBBI/IPA-002/IP-N00216/2017-18/10668, am the resolution professional for the corporate insolvency resolution process (CIRP) of ECA Engineering Private Limited.

1A. The details of the CIRP are as under:

Sl. No.	Particulars	Description
1	Name of the CD	ECA Engineering Private Limited
2	Date of Initiation of CIRP	09/07/2024
3	Date of Appointment of IRP	09/07/2024
4	Date of Publication of Public Announcement	11/07/2024
5	Date of Constitution of CoC	30/07/2024
6	Date of First Meeting of CoC	07/08/2024
7	Date of Appointment of RP	07/08/2024
8	Date of Appointment of Registered Valuers	Date of Appointment of First Registered Valuer: 14/08/2024 Date of Appointment of Second Registered Valuer: 14/08/2024 Date of Appointment of Third Registered Valuer: 01/11/2024
9	Date of Issue of Invitation for Eol (In case of multiple issuance of Eol, please specify all such dates)	07/09/2024
10	Date of Final List of Eligible Prospective Resolution Applicants	17/10/2024
11	Date of Invitation of Resolution Plan	22/10/2024 [However, Addendum to RFRP was issued as on 07/12/2024]
12	Last Date of Submission of Resolution Plan	21/11/2024 [However, last date was extended vide addendum to RFRP till 04/01/2025]
13	Date of submission of Resolution Plan to the RP	03/01/2025
14	Date of placing the Resolution Plan before the CoC	24/02/2025
15	Date of Approval of Resolution Plan by CoC	03/04/2025
16	Date of Filing of Resolution Plan with Adjudicating Authority	31/05/2025

Sl. No.	Particulars	Description
1.	Name of Successful Resolution Applicant (SRA)	M/s. Sawalsha Leasing & Finance Private Limited (Previously known as M/s. Growing Bharat Fintech Private Limited)
2.	Nature of Business of SRA	Investment and Credit Company (ICC)
3.	Relationship status of SRA with CD, if any	No
4.	Whether SRA is eligible to submit plan u/s 240A of IBC in case of MSME CD	Not Applicable
5.	Due Diligence Certificate of the RP u/s 29A of IBC for the SRA (pls attach copy of certificate)	Due Diligence Certificate u/s 29A is enclosed herewith.

1B. (i) Whether Application for approval of Resolution Plan filed within 180 days of CIRP initiation - Y/N

(ii)

Number of days beyond 180 days taken for filing application for resolution plan: 146 days

(iii)

Reasons for delay: No Resolution Plan received from any Prospective Resolution Applicant till the last date of submission of Resolution Plan but considering the request of Prospective Resolution Applicant M/s. Sawalsha Leasing & Finance Private Limited (Formerly known as Growing Bharat Fintech Private Limited) last date of submission of resolution plan got extended in hope of revival of the Corporate Debtor. Further on 14.02.2025, Hon'ble NCLT heard the application filed by the RP and passed the order for extension of CIRP Process for 90 days w.e.f. 05.01.2025. Further negotiation on resolution plan and filing of addendum of Resolution plan by RA consumed the remaining time. COC members approved the Resolution Plan dated 05.01.2025 with addendum dated 24.03.2025 in the COC meeting dated 03.04.2025 but CIRP Period got expired again. Finally, NCLT approved the application filed by the RP for extension of time of CIR Process of the Corporate Debtor for further 60 days vide order dated 13.05.2025. In view of the above, RP is being filing the application for approval of COC approved Resolution Plan after completing all necessary formalities.

2.

I hereby certify that-

(i)

the said Resolution Plan complies with all the provisions of the Insolvency and Bankruptcy Code 2016 (Code), the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (CIRP Regulations) and does not contravene any of the provisions of the law for the time being in force.

(ii)

the Resolution Applicant M/s. Sawalsha Leasing & Finance Private Limited (Previously known as M/s. Growing Bharat Fintech Private Limited) has submitted an affidavit pursuant to section 30(1) of the Code confirming its eligibility under section 29A of the Code to submit resolution plan. The contents of the said affidavit are in order.

(iii)

the said Resolution Plan has been approved by the CoC in accordance with the provisions of the Code and the CIRP Regulations made thereunder. The Resolution Plan has been approved by 100% of voting share of financial creditors after considering its feasibility and viability and other requirements specified by the CIRP Regulations.

(iv)

The voting was held in the meeting of the CoC on 03/04/2025 where all the members of the CoC were present.

or

I sought vote of members of the CoC by electronic voting system which was kept open at least for 24 hours as per the regulation 26.

[strike off the part that is not relevant]

3.

The details and documents related to the successful resolution applicant are as under:

Sl. No.	Particulars	Description
1.	Name of Successful Resolution Applicant (SRA)	M/s. Sawalsha Leasing & Finance Private Limited (Previously known as M/s. Growing Bharat Fintech Private Limited)
2.	Nature of Business of SRA	Investment and Credit Company (ICC)
3.	Relationship status of SRA with CD, if any	No
4.	Whether SRA is eligible to submit plan u/s 240A of IBC in case of MSME CD	Not Applicable
5.	Due Diligence Certificate of the RP u/s 29A of IBC for the SRA (pls attach copy of certificate)	Due Diligence Certificate u/s 29A is enclosed herewith.

4.

The details of CIRP, and resolution plan are as under:

Sl. No.	Particulars				Description
1.	Whether Corporate Debtor is an MSME, if so, Date of obtaining MSME registration (pls attach copy of registration certificate)				No
2.	Business of the CD)				Engineering and Consultancy Services Business
3.	Total admitted claims (Amount in Rs.)				2,59,41,192.47
	Sl. No.	Description	Principal	Interest and penalty	Total
	1.	Corporate Guarantee claims	NA	NA	NA
	2.	Other than Corporate Guarantee claims	84,61,690.88	1,74,79,501.59	2,59,41,192.47
4.	Resolution Plan Value (including insolvency resolution process cost, infusion of funds etc) (In the case of real estate CDs, provide the monetary value of flats etc. given to allottees) (pls attach copy of Resolution plan)				Rs. 40.22 Lakhs
5.	Voting percentage (%) of CoC in favour of Resolution Plan (pls attach copy of minutes approving resolution plan)				100% Copy of Minutes of COC Meeting dated 3rd April, 2025 is enclosed herewith.

5.

Details of implementation of resolution plan:

Sl. No.	Particulars	Description
1.	Amount of Performance Guarantee furnished by SRA (in Rs.) and its validity (attach document)	Rs. 1 Lakhs Validity- 3 months Copy of Cheque of Rs. 1 Lakh is enclosed herewith for reference.
2.	Source of funds (in brief)	The RA shall initially bring in the funds through: Own Sources The RA has substantial net owned funds and internal sources of funds, which will be realized to meet the committed schedule of payment of this plan. The internal accruals of Corporate Debtor once the operations run-on full capacity.
3.	Capital restructuring and management of CD post approval of resolution plan (in brief including shareholding proposed to be transferred in favour of SRA)	The issued, subscribed and paid-up equity share capital of INR 1,94,55,000 divided into 194550 equity shares of Rs. 100 each belonging to erstwhile promotor and promoter group category shall be transferred to the Resolution Applicant and its nominees for Rs 1 (one) The existing Board of Directors of the

		Corporate Debtor shall cease from the offices w.e.f. NCLT Approval Date without any further action/act required on the part of the Corporate Debtor and the new Board of Directors of the Corporate Debtor shall be reconstituted with the nominees as nominated by the RA
4.	Term and implementation of plan (in brief)	Payment to the CIRP Cost shall be made within 60 days of NCLT approval date Payment to Financial Creditors, Operational Creditors or other Creditors, if any shall be made maximum within 90 days of NCLT approval date On and from the NCLT approval date and until Closing Date, the Corporate Debtor will be managed and controlled by the reconstituted Board of the Corporate Debtor under the guidance of monitoring committee. On and from the Closing Date, the management and control of business of the Corporate Debtor shall vest with the reconstituted board of the Corporate Debtor.
5.	Details of monitoring committee (in brief)	Monitoring committee (MC) shall be constituted following the NCLT Approval Date and until the Closing Date, shall comprise of 1(One) representatives of the FCs, 1 (One) representative of the RA, and the RP. The RP shall be the Chairman of the MC.
6.	Effective date of resolution plan implementation	NCLT approval date

6.

The list of financial creditors of the CD being members of the CoC and distribution of voting share among them is as under:

Sl. No.	Name of Creditor	Voting Share (%)	Voting for Resolution Plan (Voted for / Dissented / Abstained)
1.	Marlin Travels Private Limited	96.15%	Voted for
2.	Raja Towers Pvt Ltd	3.85%	Voted for

7A. Realisable amount:

Sl. No.	Particulars	Description
1.	Total Realisable amount under the plan (In case of real estate CDs, provide the monetary value of flats etc. given to allottees)	Rs. 40.22 Lakhs [Including amount of CIRP Cost of Rs. 16.10 Lakhs]
2.	Fair Value	Rs. 47.89 Lakhs
3.	Liquidation Value	Rs. 33.63 Lakhs
4.	Percentage (%) of realisable amount to Fair Value	83.99%
5.	Percentage (%) of realisable amount to Liquidation Value	119.59%
6.	Percentage (%) of realisable amount to Principal amount
7.	Percentage (%) of realisable amount to Total admitted claims	15.50%
8.	Percentage (%) of realisable amount to Other than admitted Corporate Guarantee claims	15.50%

7B. Details of Realisable amount:

Stakeholder Type	Amount(s)				Payment schedule
	Amount Claimed	Amount Admitted	Realisable amount under the plan	Amount realizable in plan to amount Claimed (%)
Secured Financial Creditors	NA	NA	NA	NA	NA
- Creditors not having a right to vote under subsection (2) of section 21	NA	NA	NA	NA	NA
- Dissenting	NA	NA	NA	NA	NA
- Assenting	NA	NA	NA	NA	NA
Unsecured Financial Creditors	NA	NA	NA	NA	NA
-Creditors not having a right to vote under subsection (2) of section 21	NA	NA	NA	NA	NA
- Dissenting	NA	NA	NA	NA	NA
- Assenting	3,37,94,349.35	2,59,41,192.47	24,00,000	9.25%	within 90 days from NCLT Approval date
Operational Creditors
(i) Government	NA	NA	NIL*	NA	NA*
(ii) Workmen					NA
- PF dues	NA	NA	NA	NA	NA
- Other dues	NA	NA	NA	NA	NA
(iii) Employees	NA	NA	NA	NA	NA
- PF dues	NA	NA	NA	NA	NA
- Other dues	NA	NA	NA	NA	NA
(iv) Other Operational creditors	NA	NA	NIL*	NA	NA *
Other Debts and Dues	NA	NA	NA	NA	NA
Shareholders	NA	NA	NA	NA	NA
Total	3,37,94,349.35	2,59,41,192.47	24,00,000	9.25%

* There is no amount claimed and admitted from operational creditors but Resolution Applicant has provided provision of Rs. 1000 each for payment to Statutory Authorities and payment to operation creditors (non-related) excluding Workmen/Employees and Statutory Authorities as provision for business prudence wherever required. Said provision is booked for payment within 90 days from approval of Resolution Plan by adjudicating authority.

8.

The time frame proposed for obtaining relevant approvals is as under:

Sl. No.	Nature of Approval	Name of applicable Law	Name of Authority who will grant Approval	When to be obtained
1	Not Applicable	Not Applicable	Not Applicable	Not Applicable
2	Not Applicable	Not Applicable	Not Applicable	Not Applicable
3	Not Applicable	Not Applicable	Not Applicable	Not Applicable

9.

Steps to be taken by the concerned parties post approval of resolution plan by AA:

Next Step(s)	Name of Party	Timeline
Payment towards the CIRP Cost as proposed in Section Four of this plan	M/s. Sawalsha Leasing & Finance Private Limited (Previously known as M/s. Growing Bharat Fintech Private Limited) or Corporate Debtor through RA	Within 60 days from NCLT approval date
Payment to Assenting FCs as proposed in Section Four of this plan	M/s. Sawalsha Leasing & Finance Private Limited (Previously known as M/s. Growing Bharat Fintech Private Limited)	Within 90 days from NCLT approval date
Payment to OCs, Other Creditors and other stakeholders, if any as envisaged in this resolution plan	M/s. Sawalsha Leasing & Finance Private Limited (Previously known as M/s. Growing Bharat Fintech Private Limited)	Within 90 days from NCLT approval date

10.

Details of Income Tax losses carry forward under Section 79(2)(c) of Income Tax Act, 1961, if any. Total Amount of carry forward losses of the Corporate Debtor is Rs. 1,04,805 as on 31^st March, 2024.

11.

Amount of Regulatory fee payable (0.25%) to the Board under Regulation 31A [Rs. 6,030] and affidavit to the said effect is submitted by the SRA to the Resolution Professional.

12.

Status of Preferential, Undervalued, Fraudulent and Extortionate transactions and how these are dealt in the resolution plan, if any

Sl.No.	Type of Transaction	Amount (Rs.)	Date of Filing with Adjudicating Authority	Date of Order of the Adjudicating Authority	Brief of the Order	How it is dealt in resolution plan
1	Preferential transactions under section 43	NIL	Not Applicable	Not Applicable	Not Applicable	Not Applicable

2	Undervalued transactions under section 45	NIL	Not Applicable	Not Applicable	Not Applicable	Not Applicable
3	Extortionate credit transactions under section 50	NIL	Not Applicable	Not Applicable	Not Applicable	Not Applicable
4	Fraudulent transactions under section 66	NIL	Not Applicable	Not Applicable	Not Applicable	Not Applicable

13.

If resolution plan submitted by suspended director/ promoter of CD, any PUFE applications against the suspended directors are pending, if so the details of the same. Not Applicable

14.

Details of other IAs pending against the Corporate Debtor:

Filing No.	Date of Application	Applicant (s) name	Respondent (s) name	Amount Involved, if any	Issue involved (in brief)
NIL	Not Applicable	Not Applicable	Not Applicable	Not Applicable	Not Applicable

15.

Other compliances Not Applicable

a. The committee has approved a plan providing for contribution under regulation 39B as under:

(i)

Estimated liquidation cost: Rs.

(ii)

Estimated liquid assets available: Rs.

(iii)

Contributions required to be made: Rs.

(iv)

Financial creditor wise contribution is as under:

Sl. No.	Name of financial creditor	Amount to be contributed (Rs.)
1.
2.
...
Total

b. The committee has recommended under regulation 39C as under:

(i)

Sale of corporate debtor as a going concern: Yes/ No

(ii)

Sale of business of corporate debtor as a going concern: Yes / No

c. The committee has fixed, in consultation with the resolution professional, the fee payable [Amount in Rs...] to the liquidator during the liquidation period under regulation 39D.

16.

Whether Resolution Plan is subject to any contingency/condition - Y/N.

17.

The Resolution Plan has been filed 146 days after the commencement of CIRP (in terms of Section 12 of the Code).

Declaration

I (Sudhanshu Gupta) hereby certify that the contents of this certificate are true and correct to the best of my knowledge and belief, and nothing material has been concealed therefrom.

Name of the Resolution Professional: Sudhanshu Gupta

IP Registration No: IBBI/IPA-002/IP-N00216/2017-18/10668

Address as registered with the Board: 311, Agarwal Chamber-2, Plot No. 30, 31, Veer Savarkar Block, Opp. Metro Pillar No. 58, Shakarpur, East Delhi-110092

Email id as registered with the Board: [email protected]

Date:

Place:

31st May 2025 Delhi

'35. Whereas, the discretion of the adjudicating authority (NCLT) is circumscribed by Section 31 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. Reverting to Section 30(2), the enquiry to be done is in respect of whether the resolution plan provides : (i) the payment of insolvency resolution process costs in a specified manner in priority to the repayment of other debts of the corporate debtor, (ii) the repayment of the debts of operational creditors in prescribed manner, (iii) the management of the affairs of the corporate debtor, (iv) the implementation and supervision of the resolution plan, (v) does not contravene any of the provisions of the law for the time being in force, (vi) conforms to such other requirements as may be specified by the Board. The Board referred to is established under Section 188 of the I&B Code. The powers and functions of the Board have been delineated in Section 196 of the I&B Code. None of the specified functions of the Board, directly or indirectly, pertain to regulating the manner in which the financial creditors ought to or ought not to exercise their commercial wisdom during the voting on the resolution plan under Section 30(4) of the I&B Code. The subjective satisfaction of the financial creditors at the time of voting is bound to be a mixed baggage of variety of factors. To wit, the feasibility and viability of the proposed resolution plan and including their perceptions about the general capability of the resolution applicant to translate the projected plan into a reality. The resolution applicant may have given projections backed by normative data but still in the opinion of the dissenting financial creditors, it would not be free from being speculative. These aspects are completely within the domain of the financial creditors who are called upon to vote on the resolution plan under Section 30(4) of the I&B Code.”

“38.

This Regulation fleshes out Section 30(4) of the Code, making it clear that ultimately it is the commercial wisdom of the Committee of Creditors which operates to approve what is deemed by a majority of such creditors to be the best resolution plan, which is finally accepted after negotiation of its terms by such Committee with prospective resolution applicants.”

“273.1.

The adjudicating authority has limited jurisdiction in the matter of approval of a resolution plan, which is well-defined and circumscribed by Sections 38(2) and 31 of the Code. In the adjudicatory process concerning a resolution plan under IBC, there is no scope for interference with the commercial aspects of the decision of the CoC; and there is no scope for substituting any commercial term of the resolution plan approved by the Committee of Creditors. If, within its limited jurisdiction, the adjudicating authority finds any shortcoming in the resolution plan vis-a-vis the specified parameters, it would only send the resolution plan back to the Committee of Creditors, for re-submission after satisfying the parameters delineated by the Code and exposited by this Court.” (emphasis supplied)

“102.1

That once a resolution plan is duly approved by the Adjudicating Authority under sub-section (1) of Section 31, the claims as provided in the Resolution plan shall stand frozen and will be binding on the Corporate Debtor and its employees, members, creditors, including the Central Government, any State Government or any local authority, guarantors and other stakeholders. On the date of approval of 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 part of the resolution plan.

102.3

Consequently all the dues including the statutory dues owed to the Central Government, any State Government or any local authority, if not part of the resolution plan, shall stand extinguished and no proceedings in respect of such dues for the period prior to the date on which the adjudicating authority grants its approval under Section 31 could be continued.”

“38. Mandatory contents of the Resolution Plan.

(4)(c) The monitoring committee shall submit quarterly reports to the Adjudicating Authority regarding the status of implementation of resolution plan”.