In the matter of Gemus Engineering Limited

AnApplication Under section 33(1)of theInsolvency &Bankruptcy Code, 2016 Inthematter of: Gemus Engineering Pvt.Ltd. ....Corporate Debtor And Inthematter of: Mr.Anil Anchalia RP …Applicant/IRP Orderpronounced on: 17/12/2024 Coram: Mrs. Bidisha Banerjee, : Member (Judicial) ShriBalrajJoshi, : Member (Technical) Appearances (through hybrid mode): For RP : Mr.Anil Anchalia, RP

O RDE R Per:Bidisha Banerjee, Member (Judicial) 1. ThisAdjudicating Authority convened through hybrid mode.

2. IA(IBC)(LIQ.)/39 (KB)2024- is an application filed under section 33 of the Insolvency and Bankruptcy Code, 2016 (“IBC”) by the Resolution Professional (“RP”) of M/sGemusEngineers PrivateLimited, the Corporate Debtor, praying for INTHENATIONALCOMPANYLAWTRIBUNAL DIVISIONBENCH-I IA(IBC)(LIQ.)/39(KB)2024 in CP(IB)/211(KB)2023 initiation of liquidation process of the Corporate Debtor. This application is supported byan affidavit duly affirmed bythe RP.

TheLd. Counsel appearing for theRP submits that: 3. This Adjudicating authority, on a petition filed u/s. 10 of the IBC read with rule 7 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 by Gemus Engineering Litmited (Corporate Debtor), vide order dated 30/04/2024, had ordered initiation of Corporate Insolvency Resolution Process (“CIRP”) against M/s Gemus Engineers Private Limited, the Corporate Debtor appointing Arun Kumar Gupta, as the Interim Resolution Professional (“IRP”). (Annexure-A)The said order was duly communicated tothe IRP bytheRegistry. 4. Pursuant to provision of section 22(2) of the Insolvency and Bankruptcy Code, 2016, the Committee of Creditors in its first meeting held on 30/05/2024 had appointed Mr.Anil Anchalia as Resolution Professional of the Corporate Debtor by replacing Mr.Arun Kumar Gupta, IRP. The appointment was subsequently approved bytheHon’bleNCLT inits order dated 18/07/2024. 5. It is submitted that Mr.Arun Kumar Gupta, the erstwhile IRP, published Form G to invite Expression of Interest on 29/06/2024. Thereafter, Mr.Anil Anchalia, the RP, published a revised Form-G for the invitation of EOIs in the newspapers on 13/08/2024.(Annexure-C).

6. It is submitted that on 05/09/2024, the RP filed an application being IA No. 1902/2024 under section 60(5) of the IBC, 2016 read with rule 11 of NCLT Rules, 2016, against Calforge Steel Pvt.Ltd. & Ors before this Adjudicating Authority, seeking a directive to hand over the assets financed by Hero Fincorp Ltd., which are currently located at the factory premises purchased by Calforge Steel Pvt.Ltd. through an e-auction sale on 8/8/2022, conducted by Punjab National Bank. This application is pendingfor Adjudication. 7. That on 12/09/2024, the RP filed an application being IA No. 1993/2024 under Section 60(5) of the IBC, 2016, read with rule 11 of NCLT Rules, 2016 and INTHENATIONALCOMPANYLAWTRIBUNAL DIVISIONBENCH-I IA(IBC)(LIQ.)/39(KB)2024 in CP(IB)/211(KB)2023 Regulation 30 of CIRP Regulations,2016, agasint SK. Fajkur Rahaman, proprietor of K.G.N. Engineering Works ( a job worker of the CD) and others, seeking the handover of control and custody of a 9.25 cottah land at Mouza- Manickpur, Uluberia, District-Howrah.This application is pending forAdjudication. 8. It is submitted that inthe 5th CoC meeting held on 24/09/2024, theRP informed the CoC that two Prospective Resolution Applicants (PRAs) had come forward in the CIRP following publication of the Invitation For EOI.The name of the PRAs are (1) Anuj Goyal and (2) Merc Infra India Pvt. Ltd. Following thepublication ofthe EOI on 30/09/2024, the Request for Resolution Plan, Evaluation Matrix, and Information Memorandum (IM) were issued to the PRAs.

The last date of submission of the Resolution Plan was set for 31/10/2024. However, no Resolution Plans were received from eitherof thePRAsintheCIRP. 9. It is submitted in the 7th CoC meeting held on 20/11/2024 ( with e-voting concluded on 28/11/2024), CoC Members, pursuant to Section 33(2) of IBC, 2016, passed a resolution (item No.6) for the initiation of liquidation proceedings against the Corporate Debtor. Photo copy of Minutes of the 7th CoC meeting, along with e-voting results is annexed as Annexure-D. 10. Pursuant to the decision of the CoC to liquidate the Corporate Debtor, the RP is hereby intimating the Adjudicating Authority, in accordance with Section 33(2) of theIBC, 2016,ofthedecision of theCoC. 11. It is submitted that the CIRP of the Corporate Debtor commenced on 30/04/2024 and is set to conclude on 25/01/2025 following an extension of 90 days from 26/10/2024 (the completion of 180 days), as per the Order dt. 3/10/2024 passed in IA No. 1897/2024. 12. In the above facts, it is therefore prayed that the Corporate Debtor may be liquidated in accordance with Section 33(2) of the Insolvency and Bankruptcy Code, 2016and therules and Regulations framed thereunder.

13. In the above scenario, the applicant has filed the instant application being INTHENATIONALCOMPANYLAWTRIBUNAL DIVISIONBENCH-I IA(IBC)(LIQ.)/39(KB)2024 in CP(IB)/211(KB)2023 IA(IBC)(LIQ.)/39(KB)2024 under section 33(1) of the IBC seeking initiation of liquidationprocess against theCorporate Debtor. 14. Section 33(1)(a) of the Code mandates that the Adjudicating Authority shall pass an order of liquidation where no resolution plan is received before the expiry of the CIRP. Sub-section (2) thereof requires the Adjudicating Authority to pass the liquidation order where the Resolution Professional intimates to the Adjudicating Authority the decision of the Committee of Creditors approved by not less than 66%ofthe votingshare toliquidatetheCorporate Debtor.

15. A conjoint reading of these two provisions read with the Resolution of the CoC, leaves this Adjudicating Authority with no other option but to order liquidation of theCorporate Debtor. 16. It is mentioned that the replacement of the liquidatoris covered under section 34(4) oftheCode, which provides as under: - (4) The Adjudicating Authority shall by order replace the resolution professional, if- a. The resolution plan submitted by the resolution professional under section 30 was rejected for failure to meet the requirements mentioned in sub-section (2) ofsection 30;or b. The Board recommends the replacement of a resolution professional to the AdjudicatingAuthorityfor reasons to berecorded [ in writing ;or] c. The resolution professional fails to submit written consent under sub-section (1) 25. We have noted the assertions made in the recommendation that the existing RP be continued as liquidator, however we also note that the Circular No. Liq. 12011/214/2023-IBBI/840 dated 18/07/2023 has been issued by IBBI under the powers given to the Board under section 34(4)(b), whereby the Board in Para 3 of thesaid circular recommends that “ In view of the above justification, the Board in exercise of its powers conferred under section 34(4)(b), recommends that an IP other than the RP/IRP may be INTHENATIONALCOMPANYLAWTRIBUNAL DIVISIONBENCH-I IA(IBC)(LIQ.)/39(KB)2024 in CP(IB)/211(KB)2023 appointed as the liquidator in all cases where Liquidation order is to be passed henceforth. TheLiquidator can be appointed fromthepenal list of IBBI.”

26. This Bench, therefore, hereby orders as follows:- a. IA(IBC)/39(KB)2024 filed by the RP/Applicant of Gemus Engineering Pvt.Ltd, the Corporate Debtor, is allowed. Consequently, the Corporate Debtor is ordered to be liquidated in terms of section 33(2) of the Code read with sub-section(1) thereof;

28. In view of the circular cited above, we hereby appoint Ms. Rashmi Chhawchharia, Regn. No. IBBI/IPA-001/IP-P02016/2020-21/13148 having e-mail ID rashmi.chhawchharia@gmail.com, as Liquidator as provided under section 34(1) of the Code, subject, however, to his possessing a valid Authorisation for Assignment (AFA) issued bythe Insolvency Professional Agency (IPA) of which he is a professional member, in terms of regulation 7A of the Insolvency and Bankruptcy Board of India (Insolvency Professionals) Regulations, 2019. The Liquidator is directed to submit his consent to act as Liquidator within 10 days of receipt of this order. The erstwhile RP shall handover all papers and documents in his possession concerning the Corporate Debtor to the Liquidator appointed inthis matterwithin 10days.

a. The Liquidator shall initiate liquidation process as envisaged under Chapter-III of the Code and the Insolvency & Bankruptcy Board of India (Liquidation Process) Regulations, 2016.

b. Public Notice shall be issued in the same newspapers in which advertisements were issued earlier, i.e., in “Business Standard ” (English) and “Ekdin (Bengali daily) ” in Vernacular Language i.e. Bengali stating that the CorporateDebtor is inliquidation.

c. All the powers of the Board of Directors, and of key managerial persons, shall cease toexistin accordance with section 34(2) of theCode. All these powers

INTHENATIONALCOMPANYLAWTRIBUNAL DIVISIONBENCH-I IA(IBC)(LIQ.)/39(KB)2024 in CP(IB)/211(KB)2023 shallhenceforth vest in theLiquidator.

d. The personnel of the Corporate Debtor are directed to extend all assistance and co-operation to the Liquidator as required by in managing the liquidation process ofthe Corporate Debtor.

e. On initiation of theliquidation process but subject to section 52of the Code, no suit or other legal proceeding shall be instituted by or against the Corporate Debtor save and except the liberty to the Liquidator to institute suit or other legal proceeding on behalf of the Corporate Debtor with prior approval of this Adjudicating Authority, as provided in section 33(5) of the Code read with its proviso.

f. In accordance with section 33(7) of the Code, this liquidation order shall be deemed to be a notice of discharge to the officers, employees and workmen of the Corporate Debtor except to the extent of the business of the Corporate Debtor continued during theliquidationprocess bytheLiquidator.

g. In terms of section 33(1)(b)(iii), the Liquidator shall file a copy of this Order with the Registrar of Companies, West Bengal, within whose jurisdiction theCorporate Debtor is registered. Additionally, theRegistry shall also forward a copy ofthis Order tothe Registrar of Companies, West Bengal.

29.The application bearing IA(IBC)(LIQ.)/39 (KB)2024 shall stand disposed of in accordance withtheabove directions.

30.CP(IB)/211(KB)2023 is to come up for filing of Periodical Progress Report on 08-04-2025.

31.The Registry is directed to send e-mail copies of the order forthwith to all the parties, including the liquidator appointed as above, and their Ld. Counsel for information and for taking necessary steps.

INTHENATIONALCOMPANYLAWTRIBUNAL DIVISIONBENCH-I IA(IBC)(LIQ.)/39(KB)2024 in CP(IB)/211(KB)2023 32.Certified Copy of this order may be issued, if applied for, upon compliance of all requisiteformalities.

BalrajJoshi Bidisha Banerjee Member(Technical) Member (Judicial)

Signed onthis, the17th day ofDec., 2024. PJ