IN THE NATIONAL COMPANY LAW TRIBUNAL, DIVISION BENCH - I, CHENNAI TA(BO)/2119/CHE/2023 in 1BA/483/2020 ‘Application filed under Section 12A ofthe Insolvency and Bankruptcy Code, 2016 and Read with Rule 11 of NCLT Rudes, 2016) [In the matter of Consolidated Construction Consortium Limited Krishnasamy Vasudevan Resolution Professional of ‘fs. Consolidated Construction Consortium Limited Office at 17B/7B, Maruthi Nagar, Hasthinapuram, Chrompet, ‘Chennai ~ 600 064 Applicant “Versus- 1. State Bank of India Stressed Assets Management Branch, ‘No.32, Montieth Road, Egmore, (Chennai ~ 600 008 2. Bank of Baroda Stressed Assets Management Branch No.45, Moore Street, 4 Floor, JBAS Building, ‘Chennai ~ 600 001 3. IDBI Bank Limited NMG, 115, Anna Salai, Saidapet, PB No. 808, Chennai ~ 600 018 4, ICICI Bank SSG Department, 3* Floor, No. 1, Cenotaph Road, ‘Chennai ~ 600 018 ‘wiecyerieciEnoe3 in eavhae@ nthe ater of Connie Corio Cosrti Lid rapa‘TATA Capital Financial Services Limited 18 Floor, Centennial Square, 6 Dr. Ambedkar Sala, Kodambakkam, Chennai ~ 600 024 Edelweiss Asset Reconstruction Company Limited EARC SC Trust 40, Edelweiss House, Off CST Road, Kalina, Mumbai ~ 400 098, 7. [Link] & S, Sivaramakrishnan 8/33, Padmavathiyar Road, Jeypore Colony, Gopalapuram, ‘Respondents Order Pronounced on 54 January 2024 CORAM: SANJIV JAIN, MEMBER JUDICIAL) VENKATATARAMAN SUBRAMANIAM, MEMBER (TECHNICAL) For Applicant [Link] Prakash, Senior Advoncte K. Vasudevan, RP For Respondents ML. Ganesh, Adoocate for R1 B. Dhanraj, Advocate er R2 6 R3 Dev Estar forR4 P.S, Raman, Senior Advocate Abitha Banu, Advocate for R7 ORDER Gieard through Video Conferencing mode) 1A(BC)/2119(CHE)/2023 is an Application filed under Section 12A of the Insolvency and Bankruptcy Act, 2016 (hereinafter the “IB mL 222016") read with Rule 11 of the National Company Law Tribunal Rules, 2016 (hereinafter the "NCLT Rules”), seeking reliefs as follows; (a) to treat this Petition as urgent (®) To direct all the parties to abide by the terms of the settlement plan in repayment of the dues tothe creditors including release of charge and release of all shares held by the creditors for the ‘compliance of effective settlement. (©) Pass an order allowing the present Application filed under Section 12A of the Insolvency and Bankruptey Code, 2016 read ‘with Regulation 30A of IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and permi the Applicant ie. Petitioner Creditor namely, the 1 Respondent herein, to ‘withdrew the Corporate Insolvency Resolution Process of the Corporate Debtor namely Consolidated Construction Consortivum Limited in IBA No. 483 of 2020. (@) Pass such further and other orders as this Hon'ble Court may deem fit and proper in the facts and circumstancesof the case and thus render justice. 2. The Corporate Insolvency Resolution Process (CIRP) in relation to the Corporate Debtor was initiated by this Tribunal vide order dated 20042021. The Applicant herein was appointed as the Interim Resolution Professional (RP). 3. In the 1 CoC meeting, the Applicant was appointed as the “Resolution Professional’ in respect of the Corporate Debtor. Its stated, ‘ecan9cHEr23 alk ae nthe mater of Comal Contraco Cori Lied sethat during the CIRP of the Corporate Debtor, the Applicant has issued Expression of Interest for 4 times and the details of which are given below; Dare | Bofissvep row REMARKS 06.09.2021 VEot No, of Prospective Resolution Applicants CPRA) participated -1 04.11.2021 | Fol (Reissued) [In order to get more PRA the EOI was reissued, There was no response to the EOL 17.01.2022 | Modified Eat | Since the existing PRA had not submitted ‘any Resolution Plan, the COC resolved to ‘modify the eligibility criteria of EOI, In this EOL, 5 PRAs showed interest in submitting a Resolution Pian. Among the 5 PRA, 3 PRAs got qualified and 2 PRA ‘were rejected. No offer came till the final date, __ | 25072022 | Reissue of | No. of PRAs participated inthe EOL was # Expression of — | however, no Resolution Plan was received Interest pursuance | from any of them. toNCLT order dated 14.07.2022 in 1A725(CHE)12022 which directed the Resolution Professional to come out with, another Form-G. 4. It is stated that the Promoters of the Corporate Debtor / 7 Respondent filed [A(IBC)/1484(CHE)/2022 praying for a direction to the members of the CoC to consider the Settlement proposal. In the ‘meantime, CoC meeting was convened for the purpose of passing a ‘wascyriiscHenens ie avssn20 Inher of Coated Corie Corti Lind sgnResolution for Liquidation of the Corporate Debtor en 29.12.2022, During the said meeting, the CoC did not take any concrete decisions as, to the Liquidation of the Corporate Debtor, instead decided to wait for the outcome of the Application filed by the Promoters. 5. Its stated that since the CoC did not take any decision both on Liquidation and on the Application filed by the Promoters of the Corporate Debtor, the Applicant / RP moved an Application under Section 38 of IBC, 2016 seeking Liquidation of the Corporate Debtor in TA(BC)/627(CHE)/2023. This Tribunal vide its order dated 12.08.2023, ordered for Liquidation of the Corporate Debtor. 6. As against the order of Liquidation passed by this Tribunal, the 7% Respondent preferred an Appeal before Hon‘ble NCLAT in Company Appeal (AT\(Ins) No, 139 of 2023. In the meantime, the lenders granted their approval for the settlement plan submitted by the 7 Respondent. The Hon'ble NCLAT vide its Judgment dated 21.08.2023 set aside the Liquidation order passed by this Tribunal, as follows; It is represented on behalf ofthe “Appellant” tha: a Memo dated 18.09.2023, filed before the ‘Office of the Registry’ om 19.09.2028 vide Diary No.0918, stating that Section 12A Proposal in ISB Code, 2016, submitted by the ‘Appellants’ was approved by the ‘Committee of Creditors‘ and further fhe said Section 12A Proposal wasapproved by the ‘aaacyaiiscHens i awss2020 Indie ter of Coline Conroe Co soa“Committee of Creditors’, with 95.34%, as against requir 90% approval of Committe of Creditors’, under the 1& B Cote, 2016, (On behalf of the Appellants, a request has been nade through ‘Merno dated 18.09.2023, before this “Tribunal, o take the same on record ‘andthe sa “Order on Liquidation, passed in 1A(IBCV627/CHE/2023 in TBA No.483/2020, resultantly direct the 3rd Respondent file ‘Form FA’ before the “Adjudicating Authority’, and to take necessary steps for withdrawal of IBA No.483/2020 on the file of Nationa, Company Law ‘Tribunal, Division Bench 1, Chennai There is no dispute to the factum of Memo’, bing filed by the ‘Appellants’ dated 18.09.2023 filed before the ‘Office ofthe Registry’ on 19.09.2023) and the Respondents" have admitted the contents of ‘Memo’. Considering the fat thatthe Section 12A Proposal under the 168 Code, 2016, submitted ty the ‘Appellants’, was approved by the ‘Committe of Creditors’ and thatthe said “Approval” by the ‘Cantor of Creditors’, sin a majority, as against the required 30% of approval of ‘Committe of Creditors. This Tribunal, refers to tae the ‘Memo’ on record inthe instant Comp App (AT) (CH) (Ins) No.138! 2023 and sets aside the ‘Liquidation Order’, dated 12.05.2023, passed in TA(BC)627ICHE/2023 in IBA No-483/2020, directs the Resolution Profesional to file ‘Form FAY, before the ‘Adjudicating Authority’, as prescribed under 168 code, 2016 and take final steps, in regard to the withdrawal in IBA No.483/2020, on the file of the National Company Law ‘Tribunal, Division Bench-1, Chennai ofcourse, in the manner known to “La an in accordance with ‘Lew’ With the above said observations, the instant Comp App (AT) (CH) (ins) No.139 J 2023, stands ‘disposed of. The connected pending IA Nos. 464, 465 & 46/2023 are closed. 7. Thereafter, the Petitioning Creditor viz. State Bank of India submitted the Form — FA dated 21.10.2023 to the Applicant / RP. In the 21% CoC meeting dated 25.10.2023, the Form —FA was placed before the ‘acyaiisciens a mass he mater fCountiited Contin Conte Lined oyeCoC and the same was discussed as Item No. 6, which is extracted hereunder; To consider and vote on the Form - FA suby he State Bank of_India_for withdrawal of CIRP_ initiated against Consolidated Construction Consortium Limited. The Chairman informed the members that upon approval cf the Settlement lar submitted by the Promoters ky a vote of 94,10% in four ofthe plan, the State Bank of India, the applicant to the Company Petition 1BA/483/2020 had submitted the Form FA dated 21.10.2023 being ‘application for withdrawal of Corporate Insolvency Resolution Process initiated against the Corporate Debtor ‘The Chairman informed the members that in terms ofthe Regulation 308 ofthe CIRP Regulations, the application for withdrawal ofCIRP i. Form Ais placed before the COC for its consideration and approval. ‘The COC discussed the Form FA and approved the sam: by passing the {following Resolution [RESOLVED that the application fr withdrawal of Corpmate Insolvency ‘Resolution Process fled by the State Bank of Inia, the petitioner tothe original Company Petition 1BA/483/2020 in Form FA-dated 21 10:2023 to the Insolvency, and Bankruptey Board of India (Inslcency Resolution Process for Corporate Persons) Regulations 2016 has ber approved RESOLVED FURTHER that the Resolution Profesional shall make necessary application before the Adjudieating Authority and such other leeds to withdraw the Corporate Insolvency Resolution Process against the Corporate Debtor Voting Results S| GeC Members| Voting | Favour | Against | Abstain No. w | ~ | | w | State Bank ofindia | 8600 | 5600 [| — [2 [aber Bank Limited 1630 | 1630 | = 3 [Bank of Baroda 1990 [1990 | = | Ine ter ofConalsite Contretin Coe Lisi rn4 [laCianktimied [am [= [am [= [TATA Capital Financial] 1.90 [190] ~ Services Limited @ [Edelweiss Asset | 130 Sal Reconstruction Company Voting Result ioo_|-sa30 [a0 [1307 ‘The above Resolution is approved with 94.10% voting in feoour of the Resolution by the Committe of Creditors. 8. Pursuant to the same, the present Application has been filed before this Tribunal by the Applicant. Objections 9. ICICI Bank / 4% Respondent has filed its objections to TAGBC)/2119(CHE)/2023. 10, _ Its stated thatthe prayer encompassed under reli (b) seeing to roles the shares Held by the creditor (Le) the non-consenting financial creditor / 4 Respondent who has not voted in favour of the settlement proposal is not maintainable under IBC, 2016 and the Resolution Professional does not have any control of locus to seek such a prayer thereby forcing any creditor to release the shares held in is favour, a te ter ef Coed Conran Connie Lina saz11, _Itisstated that Section 12A of IBC, 2016 permits only withdrawal of application upon approval of 90% of voting percentage of CoC ‘embers. In the present case it has 94.10% and there is no embargo for withdraval of CIRP against the Corporate Debtor, however the relief can be limited only tothe extent of seeking withdrawal of CIRP and not to seek release of the securities and shares held by the other non — consenting financial creditor who has not voted in favour. 12, _ It is stated that there is no provision of law under IBC, 2016 that permits the Applicant / RP to compel the non ~ consenting Financial Creditor to enter for settlement with the Corporate Debtornder Section 12A of IBC, 2016, Under such circumstances, the Learned Counsel for the 4* Respondent has prayed for dismissal of relief (b). 13. The 7" Respondent / Promoter of the Corporate Debtor has filed written submissions. 14. _Itisstated that as per the final settlement plan, the time period for payment of Rs.175.00 cores is 30 days from the date of the order of the CLT. Furthermore, the 7% Respondent has already paid Rs.138.25, ‘aaciei scenes Ass Inthe mater 9 Conse Cotton Conn Lined syncrores which is kept in a No Lien Account and the remaining Rs.36.75 crores is to be paid on sale of obsolete materials after receipt of no objection from the Lenders, 15. Its stated thatthe Respondents 1 to 5 hold pari pas (Gest and second) charge over the movable and immovable assets ofthe Corporate Debtor inchiding pledged shares and they also hold equity sharesin the Corporate Debtor which were allotted to Lenders, namely the Respondent No 1 to 5 as conversion of loan to equity during CDR proposal in 2015, through fresh issue by diluting premoters stake holding percentage. The share allotment and pledge details are follows Lendername [No ofshates alloted by loanto [No of shares equity pledged ‘SST SoRTTRGF TH94De Pari Passu Charge hon Tem [pasosiras aa a ‘aaecyanscHEe3 in avez20 nh tr of Comat Corton Costa Lined wot16. It is stated that as per Settlement proposal, charges over all the fixed assets, current assets and shares and all Guarantees are to be released to implement the 12 proposal successfully. 17, _Itis stated that the Code requires the members of CoC holding 90% of voting share to agree for withdrawal of the Petition. n the present case including the voting share of 6 Respondent who abstained from voting, the settlement plan has been approved by 95.40%. The 4 Respondent who holds voting rights of only 460% cannet claim that i is not bound by the terms ofthe settlement. The 4 Respondent has also objected for the release of their charge over the collateral securities including the shares both pledged and equity shares held by it. 18, It is stated that the 4! Respondent ICICI Bank is bound to act as per the terms of the plan for the following reasons: a. In view of CDR, all creditors are having pari passu charge ‘over the security and as per 12A plan and the same has to bbe released by all the creditors. b. ICICI Bank vide email dated 10.05.2023 agreed for the release of the collateral security, transfer of equity shares etc on payment of the entire plan amount of Bs.175 Crores by the 7 Respondent and insisted for relevant \ifcations in the plan, ‘MMBcyRINCHEOD Ava 1h ter of Comat Contcion Cort Lie ngaAfter modification of the plan as insisted by ICICI Bank, it gave in principle approval for 12A plan in the oint Lenders ‘Meeting held on 29.05.2023. d. After giving in principle approval, ICICI Bank cannot refuse to transfer the equity shares and release the securities, @. Joint Lenders Meeting held on 18.05.2023, 29.05.2023, (08.08.2023 and 22.08.2023 would clearly show that there were wide deliberations amongst the members of JLM while considering the settlement plan and its implementation as submitted by the 7 Respondent and it ‘was unanimously approved by all lenders in principle. Inspite of this in the 19% CoC, ICICI has gone back from its approval. £. In view of 12A plan being approved by 94.10% of CoC members as against the required percentage of 90%, the ICICI Bank which dissented cannot refuse “0 release the collateral security and shares both issued and pledged. 19, It is stated that if the ICICI Bank withholds the collateral securities, guarantees and the equity shares, it will make the entire 12A proposal as a failure and it might lead to liquidation of the Corporate Debtor. 20. It is stated that since the Corporate Debtor is coming out of IBC, the promoters will not be in a position to raise any loan from any Financial Institutions immediately. The only option for the promoters to ngahonour present and future commitment tothe remaining stakeholders is to raise funds from Strategic investors. The prospestive strategic investors are insisting the Promoters to hold minimum of 75% of Shareholding to have a strong contol ofthe affairs and management of the Company to infuse further money. Hence release of 999% of Equity Which is held by ICICI Bank is critical to secure the 75% of shares. Also, ICICT Bank releasing its share wil bein line with the other Creditors who have approved 12A plan with 95% majority. Its stated that after receiving the money due to ICICI Bank out of overall R5.175.00 Cras per the plan, the ICICI Bank cannot refuse to release the equity shares, guarantees and collateral securities. Therefore, it i essential that the entire stakes held by the Lenders should devolve to the Promoters, 21, Tis stated that 12A plan is more beneficial to the lenders and all the stakeholders. Once the amount of 5175.00 Crore is paid as ‘mentioned in 12A plan, ICICI Bank has no right to withkold its charge ‘nail collateral securities including share which were alletted as pat of Joan conversion, The facts thatthe other lenders have aged to release charge on all guarantees, collateral securities including release of the equity shares on receipt ofthe dues as per the plan in order to implement ‘aaacyaisoc Hes navn Inthe mtr of Coated Cothe 12A plan sucessfully. tis stated thatthe 12A planis implementable only when all the secured creditors follow the terms of plan by virtue of, mutual obligation specified in 12A plan. The implementable plan has been finalised based on the confirmation received from sll the lenders including ICICI Bank but ICICI Bank has rejected the pln. It is stated that if ICICI continues to hold the shares, no investor would come forward to invest in the company to revive the same and inspite of approval of 12A plan, the Company will not be able to survive, INDI TRIBUNAL 22, Heard the submissions made by the Learned Counsel for the parties. 23. ‘The present Application has been fled uncler Section 12A of IBC, 2016 read with Regulation 30A of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. Section 12A of IBC, 2016 states as follows; 2A, Withdrawal of application admitted under section 7,9 0r 10.~The Adjudicating Authority may ll ie iran of aplication adit under section 7 section 9 or section 10, on an appiction made bay the applicant with the approval of ninety percent voting share of the CoC, in such manner as may be specified. {nthe male of Covet Contraction Cori noe24, Regulation 30A of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 states as follows; 30. Withdrazal of application. (1) An application for withdrawal under section 12 may be made to the Adjudicating Authority ~ (a) before the constitution ofthe committee, by the applicant through the interim resolution professional; (0) after the constitution ofthe commie, by the applicant through the interim resolution profesional or the resolution professional, as the ase may be: Provided that where the application is mae under clause (b) after the issue of invitation for expression of interest ander regulation 36A, the applicant shall state the reasons justifying withdrawal after issue of seh imitation, (2) The application under sub-regulation (1) shall be mace in Form FA of the Schedule-1 accompanied by a bank guarantee (@) towards estimated expenses incurred on or by the interim resolution professional for purposes of regulation 33, tl the dat of filing ofthe application under clause (a) of subregulation (1); oF (©) towards estimated expenses incurred for purposes of clauses (an), (ab), (o) and (A) of regulation 31, till the date of filing of the ‘pplication under clause (of sub-regulation (0. (3) Where an application for withdrawal i under cleuse (a) of sub regulation (1), the interim resolution professional shall submit the application to the Adjudicating Authority on behalf of the applicant, ‘within three days of ts receipt (2) Where an application for withdrawal is under cleuse (D) of sub- regulation (1), the committee shall consider the application, within seven days of ts recip ‘mancyaisscrnnes nash ‘nhc ter of Coat Contr Conrt Lied ws(5) Where the application refered to in sub-regulation (4 is approved by ‘the committer with ninety percent voting share, the resolution profesional shal submit suck application along withthe approval ofthe committe, to the Adjudicating Authority on behalf ofthe applicant, seth three days of such approval (6) The Adjudicating Authority may, by order, epprove te application submitted under subregulation (3) oF (5). (7) Where the application is approved under sub-reguation (6), the ‘applicant shall deposit an amount, towards the actual enenses incurred Jor the purposes refered to in claus a) or elause (bof subregulation (2) till the dae of approval by the Adjudicating Authority, as determined by the interim resolution professional or resolution professional a the ease ‘may be, within three days of such approval, in the bank acount of the corporate debtor, failing which the bank guarantee recived under sub- regulation (2) shal be invoked, without prejudice to any other action permissible agains th applicant under the Code, 25, Section 12A of IBC, 2016 read with Regulation 30A of the IBBI (insolvency Resolution Process for Corporate Persons) Regulations, 2016 deals only with withdrawal of Application filed under Section 7, 9.0r 10 of IBC, 2016 and not approval of a Settlement Proposal. 26. Section 30 of TBC, 2016 which deals with the approval of Resolution Plan contemplates 66% of the CoC to approve a Resolution Plan. Ifso approved, the said Resolution Plan would bind the Creditors even those who did not vote in favour ofthe Resolution Plan. However, under Section 12A of IBC, 2016 the CoC does not vote or approve for a ‘waacrarinciEe3 m k3.2020 {nthe ater f Conte Contin Corte int oftSettlement proposal, the CoC is required to vote and approve only for withdrawal simpliciter. 27. The Hon'ble Supreme Court in the case of Arun Kumar Jagatramka v. Jindal Steels and Power Limited and Ang, (2021) 7 SCC 474 compared the Scheme under Section 230 of the Companies Act, 2013 (tohich is akin toa Resolution Plan wonder Section 30 of TBC, 2016) with the ‘withdrawal applications uncler Section 12A of IBC, 2016 and held as under; Distinction between a withdrawal simpliciter and scheme of arrangement 7%. The submission is that om the withdrmonl ofthe pplioton under Sections 7,9 and 10, a8 the ease may be, the company goes ack tothe same promoter in spite of such a promoter beng ineligible under Seton 28-4 for ‘biting revolution plan. As such, i was urged tat tere is no reason oF |sifomton then to preclude a promote fram presenting aschame of compromise or aragement under Section 230 78, There i a fundamental fallacy i the submission, An application forswithdrazol under Section 12-A is nt intended to bes culmination of the resolution process. This, os the statutory scheme would indict, ia the inception of the process. Rue ofthe Adjusting Authority Rules, ome have seen ere, contemplates a withdrseal before adision, Section 12-A subjects ‘uithdrmoal of an application, which hs been admitted under Sections 7 9 and 10, to the requirement ofan approval of ninety percent wong shares of the CaC. ‘The decision ofthis Court in Swiss Ribtons [Swiss Ribbon (P) Ld . Union of India, 2013) 4 SCC 17 (pare 82 extracted abe) stipulates tat where the CoC as not ye been constituted, NCLT, functioning as the adjuicating ewhorty, nay be moved dircly for wiharawal which, in the exerce of is inboent et eusam0 3 Inher of Covel Contin Corti Lied vyseca 9cHE223 | Ine tr 9 Cota Costin Coote insted powers der Rule 11 of the Adjudicting Authority Rus, may allow or isola the application for withdrawal or stement afer hearing the parties and considering the releant factors on theft ofeach ese. A withdrawal in other swords i by the applicant. The withdrawal leads ‘oa status quo ‘tle in respect ofthe liabilities ofthe corporate debtor A withdrazoal under Section 12-A is in the nature of settlement, which has to be distinguished both from a resolution plan which is myproved ander Sect 1 whic is sanctioned under Section 230 ofthe 20 ‘Aet, A resolution plon pon approval under Section 31(1) IBCs binding 7 the conporate debtor, its employees, members, eeitors (including the Central and State Governments), local authorities, guarantors and other stakcholders Te ypocal of esolution pan wer Section 31 results a elm late” as held in the judgment ofthis Court in Essar Stel (Onda) Le, (CoC). Satish Kumar Gupta [Essar Ste (nin) Ltd, (CoC), Sie Kumar Gupta, 2020)8 SCC531 (2021) 2 SCC (Cio) 443). Rokntn F. Nariman, speaking the ee Judge Hench ofthis Cour, observed + (Esur Stel case [Essar Steel (indi) Lid (CoC) » Satish Kumar Gupte, 2020) 8 SCC 531 : (2021) 2 SCC (Cin) 443, SCC p 615, para 105) 105, Seton 310) of the Code makes it clear tht once a eslation pla fs approved by the Committe of Cratos shal b binding om ail saleaer, including guarantor. This #8 for te reason tat this provision ensures thatthe sucessful esation applicant tris running the business ofthe corporate debtor oma fresh slat as ieee In SBI. V Ramakrishna (SBI 0, V. Ramabrisnen, (2018) 17 SCC 39 : (2019) 2 ‘SCC (Cin) 458, his Cour relying upon Section 31 of the Code has held (SCC p. 411, par 25) "25, Section 31 of the Act was aso strongly rid upon by the respondents. This ection only states tat once a esalution plan, 5 spproved by the Commitee of Creditors, takes eft t shall be binding onthe corporat debtor aswell asthe gusrantar. This is for the reson that others, under Section 133 of he Contact Act, 1872, any change made to the debt owed bythe conorte debtor, without the surety’ consent, would rele the guarentor fom payment. Section 3101, in fat, makes i lar tat the guarantor Cannot escape payment as the resolution pla. which as eon prowet may wel include provisions sto payments o Be made by ygauch grantor. This i perhaps the reson that Annexure Ve) Form 6 contained in the Rules and Regulation 362) referred to show, require information ast personal guaran tat have Ban _siven relation to the debts ofthe corporate debtor. Far from sporting the stad ofthe respondents i is lw tha in point of fac, Section 32 is ne more factor in four of prsanal guarantor Tang to pay for debts due witout any moran applying to se him" 80, The benefit under Section 31, following upon the approval of ie resolution pln, i thatthe succesful resolution applicant starts manning the busines ofthe corporate debtor on “a fet slate”. The schems of compromise ‘[Link] under Section 230 of the 2013 Act camsot certainly be equated with a withirawal simpli ‘an_application, as_is ‘contemplated under Section 12-A IBC. A scheme of compromise or arrangement, upon receiving sanction under sub-section (8) of Section 230, binds the company, its creditors and members ora clas of persons or eens 5 the cae may wel he liguidatar (appointed under the 2013 Actor the 18C), Both, the resolution pln pon beng approved wnder Section 31 BC and 4 scheme of compromise or arrangement po beg sanctioned under sub section (6) of Section 230, represent the clinton ofthe process. This must istinguished from a mere withdrazoal ofan applica ‘D-A. There is clear distinction between these process, in terms of statutory context and its consequences a yeequated ith the former, (mphasis supplied) 28, The withdrawal of an Application under Section 12A of IBC, 2016 is not intended to be a culmination of Resolution process, The Hon'ble Supreme Court in the Judgment as referred above has categorically held that the withdrawal under Section 12A of IBC, 2016 leads to a status quo Vv ‘ante in respect of the liabilities of the corporate debtor. ‘ancyriocHEs i acs20 ‘he mer of Comat Coton Cort Lia gn29. Under Section 12A of IBC, 2016 this Tribunal has no powers to approve / adjudicate upon a Settlement Proposal enteredinto between the Creditors and the Promoters of the Corporate Debtor. 30, _ In the said circumstances, we are of the view that the relief (b) as prayed for by the Applicant transcends beyond the scope of Section 12 of IBC, 2016 and hence stands rejected. 31. _ Inthe present case, as per Regulation 304 of the IBBI (Insolvency Resolution Process of Corporate Persons) Regulations, 2016, the Applicant /has filed the Form ~ FA along with the Applicaton and the same is appended as Annexure ~ 13, Further, the Form ~FA was placed before the CoC in its 216 meeting held on 25.10.2028 and the same was approved with 94:10% voting tights by the CoC. Thus the mandate as required under Section 12A of IBC, 2016 is satisfied. 32, Itis also stated in Form ~ FA that as per the email received from the RP dated 19.10.2023, no expected liability towards CIRP expenses is, payable and accordingly the bank guarantee as per sub ~regulation (2) of Regulation 30A isnot required. ‘anpcrariecears iw RDN Inte mater of Cond Circo Contin Lind nog33, Taking into consideration the said submissions made by the Learned Counsel for the Applicant/RP as well as the averments contained in the Application, relief (c) stands allowed. In the circumstances, IBA/483/2020 stands withdrawn, 34. The CIRP initiated by this Tribunal against the Corporate Debtor in TBA/483/2020 vide order dated 20.04.2021 stands withdrawn, The powers ofthe Board of Directors which stood suspended i restored and the management and affairs of the Corporate Debtor is directed to be handed over to them by the RP, including the possession and control of ‘books and assets ofthe Corporate Debtor, if any taken during the CIRP period. The RP is discharged from all his responsibilities. The positon of the Corporate Debtor is restored to status quo ante prior to the Insolvency Commencement date. The Corporate Debtor shall operate through its own Board. 35. It is made clear that this Tribunal is allowing withdrawal simpliciter under Section 12 of IBC, 2016 and not approving the terms of the Settlement proposal ‘aacyriiocHnns in ialesc20 dhe mer of Coste Castro Coston Lined36. Accordingly IA(IBC)2119/CHE/2023 stands _allowed. 1BA/483/2020 stands dismissed as withdrawn. All the connected Applications stands closed, File be consigned to records. ‘VENKATARAMAN AM SANJIV JAIN MEMBER (TECHNICAL) MEMBER JUDICIAL) Renond ‘aeCyIMCHEODS in aviane0 Inher 9f Coolie Coren Corton ie