In the matter of Silverton Spinners Limited

2. For convenience both IA(IBC)/231(KB)2022 and IA(IBC)/947(KB)2022 are taken together forconsiderations.

IA(IBC)/231(KB)2022

3. This is an application filed under section 33(1)(a) of the Insolvency and Bankruptcy Code, 2016 (“IBC/Code”) by the Resolution Professional (“RP”) of INTHENATIONALCOMPANYLAWTRIBUNAL KOLKATABENCH(CourtII) IA(IBC)/231(KB)2022 &IA(IBC)/947(KB)2022 in CP(IB)/522(KB)2018 Silverton Spinners Limited, the Corporate Debtor, praying for initiation of liquidation process of the Corporate Debtor. This application is supported by an affidavit1dulyaffirmed bythe RP. 4. This Adjudicating authority, on a petition filed u/s. 7 of the IBC read with rule 4 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 by State Bank of India, the Financial Creditor, vide order2 dated 08/11/2019 in CP(IB)/522(KB)2018, has ordered initiation of Corporate Insolvency Resolution Process (“CIRP”) against Silverton Spinner Limited, the Corporate Debtor appointing Mr. Parveen Bansal as the Interim Resolution Professional (“IRP”). The said order was duly communicated to the IRP by the Registry. 5. In terms of regulation 6(1) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, (“CIRP Regulations”) Public Announcements3 in Form A was published on 11/11/2019 in “Financial Express” (English) and “Ekdin” (Bengali) inviting claims from the creditors of the Corporate Debtor stipulating last date of submission of claims on 22/11/2019. Theaforesaid PublicAnnouncement was also published onthewebsiteof IBBI. 6. One ofthesuspended members oftheBoard ofDirectors oftheCorporate Debtor preferred an appeal being Company Appeal (AT) (Ins) No. 1378 of 2019 before the Hon’ble NCLAT challenging the order of admission dated 08/11/2019. The Hon’ble NCLAT vide its order dated 29/11/2019 directed the Interim Resolution Professional “not to constitute Committee of Creditors, till next date of hearing, if not yet constituted”. However, vide order dated 20/09/2021 the Hon’ble NCLATwas pleased to pass the following orders inthesaid appeal: “15. We proceed topass thefollowing order: (i) There is no substance in the Appeal, the Appeal is 1Atpages16to18oftheapplication 2AnnexureAatpages19to29oftheapplication 3AnnexureBatpages30to31oftheapplication

INTHENATIONALCOMPANYLAWTRIBUNAL KOLKATABENCH(CourtII) IA(IBC)/231(KB)2022 &IA(IBC)/947(KB)2022 in CP(IB)/522(KB)2018 dismissed. (ii) Interim Order passed in this Appeal dated 29th November, 2019 does not survive. The period from 29th November, 2019 till today will be excluded for the purpose of Section 12ofIBC. Nocosts.” Copiesof theorders dated 29/11/2019and 20/09/2021form Annexure‘C’4. 7. In response to public announcement, claims were received from three Financial Creditors and Committee of Creditors was duly formed having following members: - 1. StateBank ofIndia(40.3% votingshare) 2. Canara Bank (43.0% votingshare) 3. Central Bank ofIndia (16.7%voting share) In terms of regulation 17(1) of the CIRP Regulations, a report certifying constitution of Committee of Creditors5 (“CoC”) was filed with this Adjudicating Authority. 8. First meeting of the CoC was held on 07/10/2021 wherein the resolution for continuation of the Interim Resolution Professional (“IRP”) for Resolution Professional (“RP”) was passed unanimously by the Committee of Creditors. The report communicating CoC decision for continuation of IRP as RP in terms ofsection 22(3)(a) ofthe Codeforms Annexure‘E’6. 9. In compliance of regulation 27 of the CIRP Regulations, the CoC has approved appointment of two registered valuers for their reports. Accordingly, two valuers were appointed and they have duly submitted their reports. Summary of the valuation reports forms Annexure‘F’7 10. In terms of regulation 36A(1) of the CIRP Regulations, Form G8 was published on 30/10/2021 in “Financial Express” (English) and “Ekdin” (Bengali) inviting Expression of Interest (“EoI”) from prospective resolution applicants (“PRA”). 4 Atpages32to45oftheapplication 5 AnnexureDatpages46to90oftheapplication 6 Atpages91to196oftheapplication 7 Atpages197oftheapplication 8 AnnexureGatpages198to200oftheapplication

INTHENATIONALCOMPANYLAWTRIBUNAL KOLKATABENCH(CourtII) IA(IBC)/231(KB)2022 &IA(IBC)/947(KB)2022 in CP(IB)/522(KB)2018 In response, only one EoI was received from one PRA, ‘Nipun Gupta & Puja Gupta’,along withsecurity ofRs.5Lakhs. 11. The last date for submission of resolution plan was 30/12/2021, which was extended to 03/01/2022. However, PRA failed to submit resolution plan before last date notified for submission of resolution plan and requested for extension of the last date for submission resolution plan by another 10 days. The CoC, after due deliberation at its 3rd CoC meeting held on 11/01/2022, has approved extensionof10days forsubmissionof resolution plan by30/01/2022.9 12. However, the PRA further requested for extension of the last date for submission of resolution plan by another 10 days. The CoC, after due deliberation at its 4th meeting held on 07/02/2022 and adjourned to 18/02/2022, has decided not to grant any further extension for submission of resolution plan and was also not in favour ofextendingthedate for completion ofCIRP.10 13. Vide order11 dated 25/01/2023, this Adjudicating Authority has directed the CoC to take a conscientious decision for liquidation of the Corporate Debtor and place their decision on the same before this Adjudicating Authority for consideration. Accordingly, by a supplementary affirmed on 24/02/2023, RP has placed a copy of the minutes12 of the 9th CoC meeting held on 13/02/2023 along with e-voting results13 showing 83.30% voting share in favour of liquidation of the Corporate Debtor. The resolutions so taken are as follows: - “RESOLVED THAT Committee of Creditors (“CoC”) confirms of their decision for liquidation of Silverton Spinners Limited (“Corporate Debtor”) after due consideration, which is reflected in deliberations and decisions taken byCoC in thefourthCommittee ofCreditors meeting held on07/02/2022.” “FURTHER RESOLVED THAT CA Parveen Bansal, Resolution

9 Avermentsinpara16atpage12oftheapplication 10 Avermentsinpara17atpages12and13oftheapplication 11 AnnexureAatpage4 ofthesupplementaryaffidavitaffirmedon24/02/2023 12 AnnexureBatpages5to12 ofthesupplementaryaffidavitaffirmedon24/02/2023 13 AnnexureCatpages13to19 ofthesupplementaryaffidavitaffirmedon24/02/2023

INTHENATIONALCOMPANYLAWTRIBUNAL KOLKATABENCH(CourtII) IA(IBC)/231(KB)2022 &IA(IBC)/947(KB)2022 in CP(IB)/522(KB)2018 Pofessional of the Corporate Debtor is hereby authorised for placing the decision of Committee of Creditors for liquidation of Corporate Debtor before Hon’ble National Company Law Tribunal, Kolkata Bench for their consideration toorder forliquidation of CorporateDebtor.” 14. The RP has given his written consent14 to act as Liquidator of the Corporate Debtor stating his eligibility to be appointed as Liquidator under the Code and Regulations. 15. Meanwhile theCIRP period has already ended 26/02/2022.

16. 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.

17. A conjoint reading of these two provisions leaves this Adjudicating Authority withnoother option butto order liquidationof theCorporate Debtor.

18. ThisBench, therefore, hereby orders as follows: - a. IA(IBC)/231(KB)2022 filed by Mr. Parveen Bansal, RP of Silverton Spinners Limited, the Corporate Debtor, is allowed. Consequently, the Corporate Debtor is ordered to be liquidated in terms of section 33(2) of the Coderead with sub-section (1)thereof;

b. Though the RP has given his consent to act as the Liquidator of the Corporate Debtor but in view of the IBBI Circular no. Liq-12011/214/2023- IBBI/840 dated 18/07/2023 for appointment of Liquidator other than IRP/RP under section 34(4)(b) of the Code, we hereby appoint Mr. Pratap Mukherjee (Reg. No. IBBI/IPA -001/IP-P-02515/2021- 2022/13851.) having e-mail i.d. pratapmukherjee62@gmail.com, mobile no. 9433169214 as given at Sl.No 42 14 AnnexureIatpages219to221oftheapplication

INTHENATIONALCOMPANYLAWTRIBUNAL KOLKATABENCH(CourtII) IA(IBC)/231(KB)2022 &IA(IBC)/947(KB)2022 in CP(IB)/522(KB)2018 of the Insolvency and Bankruptcy Board of India, Panel for July 1, 2023 to December 31, 2023 – Kolkata Bench, as Liquidator in terms of section 34(1) of the Code. His appointment shall be subject to his possessing a valid Authorisation for Assignment (AFA) issued by the 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 Debtorto theLiquidatorappointed in this matterwithin 10days.

c. 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.

d. Public Notice shall be issued in the same newspapers in which advertisements were issued earlier, i.e., in “Financial Express” (English) and “Ekdin” (Bengali) statingthat theCorporate Debtor isin liquidation.

e. All the powers of the Board of Directors, and of key managerial persons, shall cease to exist in accordance with section 34(2) of the Code. All these powers shall henceforth vest inthe Liquidator.

f. The personnel of the Corporate Debtor are directed to extend all assistance and co-operation to the Liquidator as required by him in managing theliquidation process oftheCorporate Debtor.

g. On initiation of the liquidation process but subject to section 52 of 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

INTHENATIONALCOMPANYLAWTRIBUNAL KOLKATABENCH(CourtII) IA(IBC)/231(KB)2022 &IA(IBC)/947(KB)2022 in CP(IB)/522(KB)2018 withits proviso.

h. 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 Debtorcontinued during the liquidation process bytheLiquidator.

i. In terms of section 33(1)(b)(iii) of the IBC, the Liquidator shall file a copy of this Order with the Registrar of Companies, West Bengal, within whose jurisdiction the Corporate Debtor is registered. Additionally, the Registry shall also forward a copy of this Order to the Registrar of Companies,West Bengal.

19. The application bearing IA(IBC)/231(KB)2022 shall stand disposed of in accordance withtheabove directions.

20. CP(IB)/522(KB)2018 is to come up for filing of Periodical Progress Report on 06/03/2024.

IA(IBC)/947(KB)2022

21. This is an application filed by the Canara Bank, having 43.0% voting share in CoC, praying for appointment of Mr. Surya Kanta Satpathy as the Liquidator in replacement of the present Resolution Professional, Mr. Parveen Bansal while passing order ofliquidationof theCorporateDebtor.

22. In view of the order above passed in IA(IBC)/231(KB)2022 of even date, appointing Mr. Pratap Mukherjee, as the Liquidator of Silverton Spinners Limited, in terms of the IBBI Circular no. Liq-12011/214/2023-IBBI/840 dated 18/07/2023 for appointment of Liquidator other than IRP/RP under section 34(4)(b) of the Code, IA(IBC)/947(KB)2022 has become infructuous and the sameis dismissedas such.

23. The Registry is directed to send e-mail copies of the order forthwith to all the INTHENATIONALCOMPANYLAWTRIBUNAL KOLKATABENCH(CourtII) IA(IBC)/231(KB)2022 &IA(IBC)/947(KB)2022 in CP(IB)/522(KB)2018 parties and theirLd.Counsel for information and fortaking necessary steps.

24. 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, the 25th day ofJanuary, 2024.

PJ.