Tricon Dry Chemicals Llc vs Supreme Polytubes Limited

The present Application is being filed by Mr. Anurag Goel, Resolution Professional (hereinafter referred to as “RP”/ “Applicant”) of Supreme Polytubes Limited (hereinafter referred to as “Corporate Debtor”) under Section 33(2) of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as “Code”), for initiation of liquidation of the Corporate Debtor. It is prayed by the Applicant that an order for liquidation of the Corporate Debtor in terms of Section 33(2) of the Code be passed and Mr. Mukesh Kumar Jain be appointed as the liquidator.

The averments made by the Applicant in its Application and presented/argued by the learned counsel for the Applicant are summarized hereunder:

An insolvency petition was filed under Section 9 of the code by the Operational Creditor for initiating the Corporate Insolvency Resolution Process (for short hereinafter referred to as “CIRP”) in the case of the Corporate Debtor. Petition was duly admitted vide order dated 18.08.2023, and Mr. Sandeep Kumar Chitkara was appointed as Interim Resolution Professional (hereinafter referred to as “IRP”) of the Corporate Debtor under CIRP. A copy of the order dated 18.08.2023 has been annexed as Annexure A-1 to the application.

Pursuant to the aforementioned order dated 18.08.2023, the IRP collated all the claims submitted by the creditors and constituted a Committee of Creditors ("hereinafter referred as to CoC"), comprising of following sole financial creditor of the Corporate Debtor:

In the second CoC meeting held on 05.10.2023, the CoC resolved and authorized the IRP to publish Expression of Interest (hereinafter referred as to “EoI”) in Form – G in accordance with the regulation 36A (1) of Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. The IRP has published the said Form–G on 09.10.2023, wherein the last date of submission of EoI was 01.11.2023.

The CoC in their third meeting held on 23.10.2023 resolved to ratify the appointment of Mr. Anurag Goel, the Applicant herein, as the RP of the Corporate Debtor for conducting the CIRP of the Corporate Debtor. This was ratified by the Tribunal vide its order dated 30.11.2023.

The CoC in their fourth meeting held on 17.11.2023 resolved to appoint M/s Jasminder Singh and Associates as transaction auditor for the ongoing CIRP.

The 6th CoC was held on 30.12.2023, where the CoC was informed that vide e-mail dated 28.12.2023 both the prospective resolution applicants have asked to extend the last date for submission of resolution plan as they will not be able to do the due diligence of the corporate debtor within the given time frame. The CoC with 100% voting share accorded its consent to extend the last date for submission of resolution plan for a period of further 15 days and accordingly the extended last date of submission of resolution plan was fixed to be 16.01.2024.

The 7th CoC was held on 23.01.2024, where the CoC was informed that one of the prospective resolution applicants named as "Sunrise Industries" on 16.01.2024 have asked to extend the last date of submission of the resolution plan for a further period of 10 days. The RP also apprised that an email was received on 19.01.2024 from M/s Rubicon Industries Pvt. Ltd. wherein they have shown their interest in buying the assets of the corporate debtor. After discussion, the sole CoC member gave his consent to issuance of fresh Form G subject to the condition that the last date of submission of EOI shall be well before the CIRP Timeline i.e. 180 days i.e. 14.02.2024.

The 8th CoC meeting was convened on 14.02.2024 wherein the agenda pertaining to the discussion on the outcome of issuance of invitation of expression of interest on 28.01.2024 was placed before the CoC. In response to the said publication, the RP has received two e-mails from the Investors who were interested in buying the corporate debtor and they requested the RP to provide the EOI documents which were shared by the RP. Further the RP apprised the CoC that he has received only one expression of interest from M/s Maple Enterprises, Mandi Gobindgarh. Although the said prospective Resolution Applicant has submitted the EOI which lacks some of the supporting documents as requested, they had duly submitted the EMD of Rs.10 Lakhs by way of RTGS Transfer in the given bank account.

The 10th CoC meeting was convened by the applicant on 12.04.2024. In the said CoC meeting the applicant presented the list of creditors of the corporate debtor in terms of Regulation 13 (2) (e) of the CIRP regulations to the CoC members. Further the applicant apprised the CoC member that in response to the EOI which was submitted by M/s Maple Enterprises i.e. prospective resolution applicant, the resolution professional has not received any resolution plan till the last date of submission of resolution plan as it did not seem feasible for them to submit any resolution plan in the said matter. The resolution bearing No. COC-10-R1 i.e. to approve liquidation of the corporate debtor was placed before the CoC for voting and the said resolution was passed by the CoC with 100% voting share.

The 11th CoC meeting was convened by the applicant on 13.05.2024, wherein, various resolutions/agendas pertaining to approval of the name of the IP to act as liquidator, approval of estimated liquidation cost and contribution of liquidation cost, authorization to be given to the liquidator to explore the possibilities of compromise and arrangement under Section 230 of The Companies Act, 2013, fixation of remuneration of liquidator for the period if any used for compromise or arrangement, etc. were placed before the CoC by the applicant for discussion, deliberation and voting thereupon.

Further, pursuant to the provisions of Section 33 of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39C of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the CoC resolved that the Corporate Debtor would be kept as going concern during the liquidation process. A copy of the minutes of the 11th CoC meeting held on 13.05.2024 is annexed as Annexure A-16. The relevant resolutions passed with 100% of the vote of CoC under Regulations 39B, 39C and 39D by the COC are as follows:

In the 11th CoC meeting dated 13.05.2024, it was also resolved for appointment of the proposed liquidator Mr. Mukesh Kumar Jain in place of the existing Resolution Professional to act as liquidator of the Corporate Debtor.

The consent Form A and the form for authorization for assignment Form B of Mr. Mukesh Kumar Jain along with valid IBBI Registration certification is annexed as Annexure A-17 of the application.

We have heard the learned counsel appearing on behalf of the Resolution Professional, and have perused the relevant material available on record carefully.

It is noted that the corporate debtor was admitted into CIRP vide order dated 18.08.2023. The CoC consists of a sole member, i.e., Punjab National Bank, Circle Sastra Centre Patiala (Punjab). It is observed that the present Application has been filed under section 33(2) of the Code for the initiation of the liquidation process of the Corporate Debtor. The Resolution Professional has published Form-G two times. However, no Resolution plan was received by the Resolution Professional. Thereafter, the COC in its 10th meeting dated 12.04.2024, passed a resolution for liquidation of the corporate debtor.

The COC resolved and approved the estimated liquidation cost as Rs. Rs.14.00 Lakhs and also that CoC member shall deposit contribution towards liquidation expenses to the escrow account of Corporate Debtor which will be opened and maintained in a scheduled bank. Furthermore, the COC resolved to try for sale of the corporate debtor as a going concern. The COC resolved that the Liquidator may explore the possibilities of compromise or arrangement under section 230 of the Companies Act, 2013 upon approval of liquidation of Corporate Debtor. As such, the application deserves to be allowed.

Considering the above facts and circumstances of the case and taking into account the guidelines of IBBI dated 18.07.2023 that IP other than the IRP/RP may be appointed as liquidator in all the cases where a liquidation order is to be passed henceforth, we considered the name of Mr. Mukesh Kumar Jain having Registration Number IBBI/IPA-001/IP-P01960/2020-21/13089 email: fcafcs19@gmail.com as recommended by the CoC for appointment as liquidator.

In view of the satisfaction of the conditions provided under section 33 of the Code, the Corporate Debtor, i.e., Supreme Polytubes Limited, is directed to be liquidated in the manner as laid down in Chapter III of the Code.

Accordingly, by exercising our power under section 33(2) of the Code we pass the following Order:

This Adjudicating Authority directs the liquidator to issue a public announcement stating that the corporate debtor is in liquidation. The liquidator will also serve a copy of this order to the various Government Departments such as Income Tax, GST, VAT, RPFC etc., who are likely to have any claim upon the corporate debtor so that the authorities concerned are informed of the liquidation order timely. The liquidator will also provide a copy of this order to the trade unions/employee associations of the corporate debtor so that the workman/employees could also be informed of this liquidation order through their association.

Accordingly, IA(Liq.) 14 of 2024 in CP(IB) 171 of 2022 is allowed and disposed of.