Anuj Goyal vs Mr Amit Chandrakant Shah

IN THE MATTER OF: Anuj Goyal ...Appellant Versus Amit Chandrakant Shah, RP of Frost International Ltd. ...Respondent

Present: For Appellant : Mr. Mohit Chowdhary, Mr. Prakhar Mithal and Mr. Gaurav Raj, Advocates.

For Respondent : Mr. Varun Kalra and Mr. Pranav Khadda, Advocates for R-1.

Mr. Ramji Srinavasan, Sr. Advocate with Mr. Atul Shankar Mathur, Mr. Prabal Mehrotra, Mr. Shubhankar, Ms. Shefali Munde and Mr. Arjun Bhatia, Advocates for Intervenors.

ORDER

(Hybrid Mode)

16.05.2025: Heard counsel for the appellant and learned counsel

appearing for the RP as well as learned Sr. counsel Mr. Ramji Srinivasan

appearing for another bidder - Greensward Enterprises Pvt. Ltd.

2. This appeal has been filed against an order dated 11.04.2025 by which

order, adjudicating authority allowed I.A. 1424/MB/2025 filed by the RP

seeking clarification with regard to re-run the second challenge mechanism.

The appellant was highest bidder in the first challenge process and he raised

objection with regard to application filed by the RP. Adjudicating authority

after hearing the parties by the impugned order has allowed the I.A. meaning

thereby directing for the second challenge process to take place.

3. Learned counsel for the appellant submits that CoC could not have

conducted second challenge process and could not permit participation of

those resolution applicant who did not participate in the first challenge.

Learned counsel for the appellant has referred to Clauses 3.3 & 3.7 of the

RFRP.

4. Learned counsel for the RP submitted that second challenge process

has already been completed and third challenge process has been scheduled

on 19.05.2025.

5. We have considered the submissions of counsel for the parties and

perused the record.

6. Clauses 3.3 & 3.7 on which reliance has been placed does not preclude

the CoC to opt for second challenge process and give opportunity to those

resolution applicants who did not participate in first challenge process since

their financials were to be treated for final for the purposes of the first

challenge process.

7. Appellant although was declared H-1 in the first challenge process but

that does not give any right to the applicant to claim that his H-1 bid should

be accepted by the CoC. CoC has full jurisdiction and domain to take decision

to hold negotiation or challenge processes for maximisation of the value of the

corporate debtor under the Clauses of the RFRP.

8. Adjudicating authority has rightly placed reliance on the judgment of

this Tribunal in the matter of 'Vistara ITCL India Limited' Vs. 'Torrent

Investments Pvt. Ltd. & Ors.' in Comp. App. (AT) (Ins.) No. 132/2023,

decided on 02.03.2023.

Comp. App. (AT) (Ins.) No. 766 of 2025 & I.A. No. 2932 of 2025 2 of 3

9. We thus do not find any error in the order of the adjudicating authority

permitting the RP to proceed with the second challenge process.

10. Learned counsel for the appellant has also submitted that Greensward

Enterprises Pvt. Ltd. who did not participate in the first challenge process and

his financials were freeze, its higher offer could not have accepted by the CoC.

11. We are of the view that above higher offer cannot be treated to be any

offer in accordance with the process, however, that does not preclude the CoC

to invite for any further negotiation and hold further challenge process.

12. Learned counsel for the appellant lastly submitted that he should also

be permitted to participate in the third challenge process. Counsel for the RP

submitted that email has already sent to the appellant to participate in the

third challenge process.

In view of the aforesaid, no further orders are required. We close the

appeal.

[Justice Ashok Bhushan] Chairperson

[Barun Mitra] Member (Technical)

[Arun Baroka] Member (Technical) himanshu/nn

Comp. App. (AT) (Ins.) No. 766 of 2025 & I.A. No. 2932 of 2025 3 of 3