The Supreme Court is likely to hear the appeal brought by Dalmia Bharat Ltd-controlled Rajputana Properties Pvt Ltd (RPPL) against a 15 May order of the National Company Law Appellate Tribunal (NCLAT) allowing the committee of creditors (CoC) to consider a revised offer for Binani Cement put forth by UltraTech Cement, next week.
The order had also prohibited the resolution professional for Binani Cement Ltd from seeking an opinion from the resolution applicants and other parties on the questions of eligibility.
Simultaneously, it has challenged a 22 May order of the NCLAT that refused to stay the corporate insolvency resolution process for Binani Cement. RPPL has sought stay of both the NCLAT orders on an urgent basis.
Dalmia Bharat has offered to pay Rs6,932.46 crore for Binani Cement whereas UltraTech has raised its bid to Rs7,960 crore and claimed that, in the interest of all stakeholders, its bid should be considered by the lenders.
The matter was mentioned before the apex court by former attorney general Gopal Subramanium.
Seeking urgent listing of the matter and for it to be heard on a day-to-day basis, RPPL sought stay of the impugned orders directing the resolution professional and CoC to consider the resolution plans as per the guidelines prescribed under the 15 May order.
The appeal holds that through the impugned orders of 15 May and 22 May, NCLAT has erroneously laid down a procedure unknown to the statutory framework devised for the purpose of evaluation of a resolution plan by eliminating scrutiny regarding its legality and eligibility of a resolution applicant under Section 30(3) and 29A of the Insolvency and Bankruptcy Code, 2016 (IBC).
The effect of the 15 May order is that while the legality and correctness of the rejection of a resolution plan submitted by the applicant is pending adjudication before the adjudicating authority, the CoC has been allowed to consider the revised offer of an unsuccessful resolution applicant (UltraTech), it was stated.
On 15 May, an NCLAT bench headed by Justice S.J. Mukhopadhyay had asked the resolution professional to submit the revised resolution plans for the corporate debtor in a sealed cover before the CoC along with his opinion on questions pertaining to conformity with the IBC. The appellate tribunal further asked the CoC to record reasons for accepting or refusing a resolution plan, as well as the opinion of the board of directors.
The appellate tribunal on 4 May refused to grant an interim stay on a 2 May order of the Kolkata bench of the National Company Law Tribunal (NCLT), which had asked the resolution professional and the CoC to consider the revised bid of UltraTech Cement.
On 2 May, the Kolkata branch of the NCLT had passed an order asking the resolution professional to accept UltraTech’s revised bid of Rs7,900 crore within three days with a provision for Dalmia Bharat to match UltraTech’s offer. This put UltraTech back in the race for acquiring Binani Cement. Thereafter, Dalmia Bharat moved the appellate court to obtain a stay on the NCLT order. NCLAT declined immediate stay.
The appeal is likely to be heard by the top court next week.
Source: Business Standards, May 28, 2018