Members Of Stakeholder,S Consultation ... vs Mis Sumeru Processors Pvt. Ltd

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NATIONAL COMPANY LAW APPELLATE TRIBUNAL PRINCIPAL BENCH, NEW DELHI COMPANY APPEAL (AT) (Ins)No.1648 of 2024 In the matter of: Members of Stakeholder's Consultation Committee of Sumeru Processors Pvt Ltd Appellant Vs Sumeru Processors Pvt Ltd Respondent For Appellant:Mr Saurabh Kalia, Mr Attendua Saumya Singh, Mr. Avik Sarkar, Advocates. Respondent : Mr Abhishek, Liquidator. ORDER

HYBRID MODE 21.01.2025: This appeal is filed against an impugned order dated 3rd July, 2024 passed by Ld. NCLT New Delhi.

2. The grievance of the Members of the Stakeholders Consultation Committee is against the decision taken by the Stake Holders Consultation Committee in its 8th Meeting held on 15.06.2024 at 3.30 PM the Ld. NCLT has appointed some other person as a Liquidator. It is argued the decisions was taken to appoint Ms Anshul Sharma as a Liquidator of M/s Sumeru Processors Pvt Ltd in consequence of an order dated 15th April, 2024 wherein the Ld. NCLT was of the view a person who has already been appointed as RP should not be appointed as a Liquidator in view of the recommendations of IBBI.

3. It is argued by the appellant that only in pursuance of such order dated 15.04.2024, the 8th Meeting of Stakeholders Consultative Committee was held on 15.6.2024 wherein unanimously the name of Ms Anshul Sharma was proposed to be Liquidator of CD. Thereafter IA No.1724/2024 was moved by the Corporate Debtor through its current Liquidator for appointment of Ms Anshul Sharma under Section 60(5) read with Section 34 of IBC and Rule 11 of the NCLT Rules, 2016.

4. It is the grievance of the Learned counsel for the Appellant the name proposed by the Stake Holders Consultation Committee viz. appellant was 2

never considered by the Ld. Adjudicating Authority and without giving a valid reason for not considering the name of Ms Anshul Sharma, Ld. NCLT had rather appointed Mr. Rajeev Bansal from the panel of Insolvency Professionals issued by IBBI, thus undermining the wisdom and authority of the Stake Holders Consultation Committee without any valid reason. Reference is made to Regulation 31-A(11) of IBBI (Liquidation Process) Regulations, 2016 as under:-

(11) The consultation committee, after recording the reasons, may by a majority vote of not less sixty-six per cent, propose to replace the liquidator and shall file an application, after obtaining the written consent of the proposed liquidator in Form AA of the Schedule II, before the Adjudicating Authority for replacement of the liquidator:

Provided that where a liquidator is proposed to be replaced, he shall-

(a) Continue to work till his replacement; and

(b) Be suitably remunerated for work performed till his replacement;

Provided that where a consultation committee under regulation 31-A has been constituted before the commencement of Insolvency and Bankruptcy Board of India (Liquidation Process) (Second amendment) Regulations, 2022, the liquidator within thirty days of the commencement of the said regulation, shall reconstitute the consultation committee as required under the said regulations and provisions provided under amended regulation 31-A shall come into effect only after such constitution) (Explanation-It is hereby clarified that the requirements of this regulation shall apply to the liquidation process commencing on or after the date of commencement of the Insolvency and Bankruptcy Board of India (Liquidation Process) (Amendment) Regulations, 2019).

5. We have also heard the learned counsel for the Respondent who says 90% of voting right in such Committee was held by Income Tax Department and it never joined the 8th Meeting of Stake Holders Consultation Committee.

3 Admittedly Income Tax Department did not file any appeal or objections to the decision taken in the 8th Stake Holders Consultation Committee before the Ld. NCLT.

6. Thus considering the submissions made above we set aside the impugned order and rather request the Ld. Adjudicating Authority to reconsider the name of Ms Anshul Sharma to be the Liquidator and in case the Ld. Adjudicating Authority is still not convinced to her appointment, may record reasons, by passing a speaking order.

7. Learned counsel for the appellant submits they shall move an application in this context and in case it is moved the Ld. Adjudicating Authority is requested to dispose of the same within four weeks thereof.

8. The appeal stands disposed of.

9. Pending applications are also disposed of.

(Justice Yogesh Khanna) Member (Judicial)

(Mr Ajai Das Mehrotra) Member (Technical) Bm/md