Orix Leasing And Financial Services ... vs Rajendra Kumar Jain Resolution ...

IN THE MATTER OF: Orix Leasing and Financial Services India Ltd. ...Appellant

Versus

Rajendra Kumar Jain ...Respondent Resolution Professional of Zenica Cars India Pvt. Ltd.

Present: For Appellant : Mr. Bharat Chadha, Advocate For Respondent : Mr. Pulkit Deora and Ms. Vaishnewi Varshney, Advocates.

ORDER

12.04.2023: Heard learned Counsel for the Appellant.

2. This is an appeal against the order dated 17.01.2023 passed by the

Adjudicating Authority (NCLT, Chandigarh) by which order the application filed

by the Appellant seeking direction for admitting the claim of the Appellant as

Financial Creditor of Zenica Cars Pvt. Ltd. has been rejected.

3. The Appellant entered into Master Lease Agreement, which has been

brought on the record (at page-55 of the Appeal Paper Book) for leasing out the

vehicles to the Corporate Debtor. Learned Counsel for the Appellant has

referred to clause 2.9 which is to the following effects:-

2.9 Rental:

2.9.1 In consideration of the Lease of the Vehicle and/or availing of Fleet Management Services from the Lessor, the Lessee agrees to pay the Lessor regularly and punctually without any abatements or deductions (except statutory deductions which the Lessee is required to deduct under applicable laws) (i) Lease Rental and/or (ii) Fleet management Fees, on their respective due dates, as more specifically mentioned in the Schedule irrespective of whether the Vehicle has been put to use or not or is under repairs maintenance or for replacement for any period whatsoever. 2.9.2 Lease Rental for the Lease of the Vehicle during the Lease Term may be fixed i.e. it shall remain unchanged during the Lease Term or variable as may be set out in the Schedule. The Lessee shall be required to indicate its preference in the VRO".

4. He further submits that there was option for purchase of the vehicle at

55% of the residual value which option was there and hence the nature of the

lease is a financial lease.

5. Adjudicating Authority, after hearing, rejected the Application holding

that the Appellant has failed to prove financial debt.

6. We have considered the submissions of the learned Counsel of the

Appellant and perused the records. The Master Lease Agreement by which the

vehicles were leased, on rental and right to purchase the vehicles on residual

value of 55% does not change the nature of the Master Lease Agreement which

was a lease agreement on rental. In no manner, the said Master Lease

Agreement can be read as financial debt. There is no disbursement for time

value of any, as required under Section 5(8) of the Code.

Company Appeal (AT)(Insolvency) No. 308 of 2023 Page 2 of 3

7. We are of the view that the Adjudicating Authority has rightly rejected

the claim of the application of the Appellant claiming to be a financial debt. We,

thus, do not find any error in the impugned order.

The appeal is dismissed.

[Justice Ashok Bhushan] Chairperson

[Mr. Barun Mitra] Member (Technical) akc/nn

Company Appeal (AT)(Insolvency) No. 308 of 2023 Page 3 of 3