Pooja Entertainment And Films Limited vs Maya Gupta & Ors

[Arising out of order dated 12.10.2023 passed by the Adjudicating Authority (National Company Law Tribunal), New Delhi Bench, Court - VI in IA 678/ND/2023 in C.P. No. IB-1804/ND/2019]

IN THE MATTER OF:

Protima Arora 421, Gandhi Colony, Lane No. 9, Muzaffarnagar, Uttar Pradesh, Pin code 251001 ...Appellant

Versus

1. Maya Gupta, 701, Vikrant Tower, Rajendra Place, New Delhi -110008 Email: cirp.kriarj@gmail.com

2. Easy Trip Planners Limited, 223, FIE, Patparganj Industrial Area, Delhi- 110092

3. Super Cassettes Industries Private Limited E-2/16, Ansari Road, Daryaganj, New Delhi -110002 ...Respondents

Present:

For Appellant: Mr. Amar Dave, Sr. Advocate with Mr. Siddharth Chapalgaonkar and Ms. Sneha Botwe, Advocates.

For Respondents: Mr. Kunal Godhwani, Advocate for R-1 (RP).

With

Cont'd.../ -2-

Company Appeal (AT) (Insolvency) No. 129 of 2024

[Arising out of order dated 12.10.2023 passed by the Adjudicating Authority (National Company Law Tribunal), New Delhi Bench, Court - VI in IA 678/ND/2023 in C.P. No. IB-1804/ND/2019]

IN THE MATTER OF:

Pooja Film Company Pooja House, CTS No. 892-893, Opp. J W Marriott Hotel, Juhu Tara Road, Juhu, Mumbai- 400049 ...Appellant Versus

1. Maya Gupta, 701, Vikrant Tower, Rajendra Place, New Delhi -110008 Email: cirp.kriarj@gmail.com

2. Easy Trip Planners Limited, 223, FIE, Patparganj Industrial Area, Delhi- 110092

3. Protima Arora 421, Gandhi Colony, Lane No. 9, Muzaffarnagar, Uttar Pradesh, Pin code 251001

4. Gourkhath Morya Room No. 1, R. C. Compound, Tripati Balaji Society, Chawl No. 1, Marve Road, Ratho, Mumbai- 400095

5. Super Cassettes Industries Private Limited White House, E-2/16, Ansari Rd, Daryaganj New Delhi, Delhi-110002 ...Respondents

Present:

For Appellant: Ms. Shwetal Shepal, Advocate.

For Respondents: Mr. Kunal Godhwani, Advocate for R-1 (RP).

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -3-

With

Company Appeal (AT) (Insolvency) No. 204 of 2024

[Arising out of order dated 12.10.2023 passed by the Adjudicating Authority (National Company Law Tribunal), New Delhi Bench, Court - VI in IA 678/ND/2023 in C.P. No. IB-1804/ND/2019]

IN THE MATTER OF:

Pooja Entertainment and Films Limited Pooja House, CTS No. 892-893, Opp. J W Marriott Hotel, Juhu Tara Road, Juhu, Mumbai- 400049 ...Appellant

Versus

1. Maya Gupta, 701, Vikrant Tower, Rajendra Place, New Delhi -110008 Email: cirp.kriarj@gmail.com

2. Easy Trip Planners Limited, 223, FIE, Patparganj Industrial Area, Delhi- 110092

3. Protima Arora 421, Gandhi Colony, Lane No. 9, Muzaffarnagar, Uttar Pradesh, Pin code 251001

4. Gourkhath Morya Room No. 1, R. C. Compound, Tripati Balaji Society, Chawl No. 1, Marve Road, Ratho, Mumbai- 400095

5. Super Cassettes Industries Private Limited White House, E-2/16, Ansari Rd, Daryaganj New Delhi, Delhi-110002 ...Respondents

Present: For Appellant: Ms. Shwetal Shepal, Advocate.

For Respondents: Mr. Kunal Godhwani, Advocate for R-1 (RP).

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -4-

JUDGMENT

ASHOK BHUSHAN, J.

These three Appeals have been filed against same order dated 12.10.2023

passed by the Adjudicating Authority (National Company Law Tribunal),

New Delhi Bench, Court-VI by which order I.A. No.678/ND/2023 filed by

the Resolution Professional for approval of the Resolution Plan submitted

by ACAIPL Investment and Financial Services Private Limited has been

approved.

2. Company Appeal (AT) (Ins.) No.72 of 2024 has been filed by Protima

Arora claiming to be Ex-Director of the Corporate Debtor. Company Appeal

(AT) (Ins.) No. 129 of 2024 is filed by Pooja Film Company, who claim to

have filed its claim as Financial Creditor in the CIRP of the Corporate

Debtor. Company Appeal (AT) (Ins.) No. 204 of 2024 is filed by Pooja

Entertainment and Films Limited, who also claim to filed its claim as

Financial Creditor. Aggrieved by the order approving the Resolution Plan,

there Appeals have been filed.

3. We need to first notice the brief facts of the case giving rise to these

appeals:

Company Appeal (AT) (Ins.) No.72 of 2024

(i) An application was filed for initiation of CIRP against the Corporate

Debtor on 19.07.2019. The application under Section 7 was filed

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -5-

by the Financial Creditor - Easy Trip Planners Limited claiming

default of Rs.14,34,12,840/-.

(ii) Notice was issued by Tribunal and the Corporate Debtor filed its

reply opposing Section 7 application. One of the grounds taken in

the reply was that Section 7 application has been filed against a

non-existent company. It is submitted that the company has

already been struck off by the Registrar of Companies vide its

notice dated 29.10.2019.

(iii) The Adjudicating Authority after hearing objection of the

Corporate Debtor, by order dated 11.02.2022 admitted Section 7

application and appointed Ms. Maya Gupta as IRP. Ms. Maya

Gupta was confirmed as Resolution Professional by order dated

29.03.2022.

(iv) Form G was published by the Resolution Professional in response

to which ACAIPL Investment and Financial Services Private

Limited submitted Expression of Interest. The Financial Creditor

having found the Resolution Plan commercially viable approved

the same by 100% voting share on 04.11.2022.

(v) An application being I.A. No.678/ND/2023 was filed by the

Resolution Professional for approval of the Resolution Plan which

has been approved by order dated 12.10.2023. Appellant-Protima

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -6-

Arora claiming to be Ex-Director of the Corporate Debtor has filed

this appeal challenging the approval of Resolution Plan.

Company Appeal (AT) (Ins.) No.129 of 2024

(i) Appellant claim to have entered with the Corporate Debtor various

Memorandum of Agreements (MOAs). Appellant claim to have

filed claim in Form C on 10.04.2023 i.e. subsequent to approval

of Resolution Plan by the CoC.

(ii) The Resolution Professional did not accept the claim of the

Appellant.

(iii) Appellant filed an I.A. No.4047 of 2023 before the Adjudicating

Authority seeking direction to accept the claim of the Appellant

which claim was rejected by order dated 16.08.2023.

(iv) The Adjudicating Authority by order dated 12.10.2023 has

approved the Resolution Plan of the Corporate Debtor, aggrieved

by which order this Appeal has been filed.

Company Appeal (AT) (Ins.) No.204 of 2024

(i) Section 7 application against the Corporate Debtor was admitted

on 11.02.2022. Appellant claim to file its claim in prescribed

Form C on 10.04.2023.

(ii) Appellant aggrieved by order dated 12.10.2023 approving the

Resolution Plan come up in this Appeal.

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -7-

4. We have heard Shri Amar Dave, learned counsel appearing for the

Appellant in Company Appeal (AT) (Ins.) No.72 of 2024. Ms. Shwetal

Shepal, learned counsel has appeared for the Appellant in Company Appeal

(AT) (Ins.) No.129 of 2024 and 204 of 2024. Shri Kunal Godhwani, learned

counsel has appeared for the Resolution Professional.

5. Shri Amar Dave, learned senior counsel for the Appellant submits

that the Corporate Debtor having been struck off by the Registrar of

Companies, Delhi on 29.10.2019, the Corporate Debtor was no more in

existence, hence, the whole exercise of approval of Resolution Plan of

Corporate Debtor culminating into order dated 12.10.2023 is without

jurisdiction and deserves to be set aside on this ground alone. It is

submitted that the Appellant was Director of the Corporate Debtor from

18.07.2015 till it was struck off on 29.10.2019. It is submitted that no

proceeding has been undertaken for revival of the Corporate Debtor, hence,

Resolution Plan ought not to have been approved. Learned counsel further

submitted that after Film Investment Agreement dated 23.02.2018 entered

between the Corporate Debtor and the Financial Creditor, there has been

Settlement Agreement dated 18.06.2018 between the Financial Creditor,

Corporate Debtor and Respondent No.3 herein i.e. Super Cassettes

Industries Private Limited, under which the dues of the Corporate Debtor

were to be paid by the Respondent No.3 - Super Cassettes Industries

Private Limited. Hence, there was no debt due on the Corporate Debtor.

Appellant has also referred to Tripartite Agreement dated 21.06.2018, on

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -8-

stamp paper signed by Corporate Debtor, Financial Creditor and

Respondent No.3.

6. Shri Kunal Godhwani, learned counsel for the Resolution

Professional refuting the submissions of learned counsel for the Appellant

submits that the Corporate Debtor in Section 7 application has raised

objection regarding Corporate Debtor having been struck off from the list

of Registrar of Companies, which objection was overruled by the

Adjudicating Authority by passing order of admission dated 11.02.2022,

which order was never challenged by the Corporate Debtor or anyone else.

Hence, it is not open for the Appellant to raise objection regarding company

being struck off. It is submitted that Respondent No.1 in its capacity as

Chairperson of the Monitoring Committee has issued a letter to the

Registrar of Companies requesting for restoration of name of the Corporate

Debtor. The Respondent No.1 has submitted Form No.INC-20 to the

Registrar of Companies. Respondent No.1 has also filed GNC-2 for placing

on record request application for restoration of company as per the

approved Resolution Plan. On the request made by Respondent No.1, the

Registrar of Companies has restored the name of the Corporate Debtor and

in the website of the Registrar of Companies, the company has been

updated as 'active'. It is submitted that there is no merit in the appeal. It

is further submitted that the Tripartite Agreement dated 18.06.2021 and

21.06.2021 were all noticed by the Adjudicating Authority in the admission

order and despite said agreements has directed for admission. It is

submitted that the liability of the Corporate Debtor to make payment to the

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -9-

Financial Creditor shall not be wiped out by any agreement entered by the

Corporate Debtor with Respondent No.3. It is further submitted that the

settlement letter dated 18.06.2018 was never given effect to and no

payments were made by the Corporate Debtor or Respondent No.3 to the

Financial Creditor which is matter of record. It is submitted that there is

no error in the approval of Resolution Plan by the Adjudicating Authority.

7. Learned counsel for the Appellant appearing in Company Appeal (AT)

(Ins.) No. 204 of 2024 as well as Company Appeal (AT) (Ins.) No.129 of 2024

submitted that Appellants has also entered into Memorandum of

Agreement with the Corporate Debtor under which the Appellants, Pooja

Film Company and Pooja Entertainment and Films Ltd. have extended

several financial benefits. It is submitted that the claim in Form C was filed

on 10.04.2023 by Pooja Film Company as well as by Pooja Entertainment

and Films Ltd. which were never admitted.

8. Learned counsel for the Resolution Professional opposed the

submission of learned counsel for the Appellants in Company Appeal (AT)

(Ins.) No. 204 of 2024 and Company Appeal (AT) (Ins.) No.129 of 2024. It

is submitted that the claims filed by Pooja Film Company and by Pooja

Entertainment and Films Ltd. were never admitted as they had filed the

claim much after approval of the Resolution Plan by the Committee of

Creditors on 04.11.2022. Hence, the claim has rightly not been accepted.

It is submitted that Pooja Entertainment & Films Ltd. has also filed an

application being I.A. No.4047 of 2023 seeking direction for admitting

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -10-

claim, which application was rejected by order dated 16.08.2023, which

order has not been challenged and has become final.

9. We have considered the submissions of learned counsel for the

parties and perused the record.

10. We may first notice the submission of Mr. Amar Dave, learned senior

counsel that the Corporate Debtor having struck off on 29.10.2019 from

the Register maintained by Registrar of Companies, the entire proceeding

of CIRP against the Corporate Debtor is void and deserve to be set aside.

Learned counsel for the Appellant has also referred to 'Notice of Striking Off

and Dissolution' dated 29.10.2019, Annexure-6 to the appeal, which was

published in pursuance of Sub-section (5) of Section 248 of the Companies

Act, 2013. It is submitted that there is provision in the Companies Act,

2013 for revival of struck off company and no proceeding was initiated for

revival of the company. The approval of Resolution Plan has to be set aside

on this ground alone.

11. From the facts as pleaded by the Appellant itself it is clear that the

Section 7 application by the Financial Creditor against the Corporate

Debtor was filed on 19.07.2019. Thus, on the date when application was

filed under Section 7, the company was very much in existence and

subsequently, on 29.10.2019, the company was struck off by publication

of notice under Section 248 Sub-section (5). Learned counsel for the

Resolution Professional has referred to the order dated 11.02.2022 passed

by the NCLT, New Delhi Bench, Court VI under Section 7 in CP No.(IB)

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -11-

1804/(ND)/2019. The Corporate Debtor has opposed the admission of the

application on the ground that the Company has been struck off. The said

argument was noticed by the Adjudicating Authority after noticing the

submission and has observed in Para 5 of the judgment that it is no longer

res integra, IBC proceedings can still be initiated against the Corporate

Debtor which is stuck off. The order dated 11.02.2022 admitting Section

7 application was never sought to be challenged and the ground that

company is struck off has already been repelled by the Adjudicating

Authority. As noted above, on the date when application was filed, the

company was very much in existence and it was struck off in view of notice

dated 29.10.2019 subsequently. We may notice the provision of Section

248. Section 248 Sub-section (7) of the Companies Act, 2013 provides as

follows:

"248. Power of Registrar to remove name of company from register of companies.

(7) The liability, if any, of every director, manager or other officer who was exercising any power of management, and of every member of the company dissolved under sub-section (5), shall continue and may be enforced as if the company had not been dissolved."

12. We have noticed the submission made by learned counsel for the

Resolution Professional that the Resolution Professional has taken steps

after approval of Resolution Plan as Chairman of the Monitoring Committee

by filing necessary application and necessary form, in consequence to

which the company has been now shown as 'Active' in the MCA records.

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -12-

An Additional Affidavit dated 08.04.2024 has been filed by the Resolution

Professional. In Para 12.1, 13, 14, 15, 16.1 and 17.1 following has been

stated:

"12.1 say that on 18.01.2024, Respondent No. 1 in its capacity as chairperson of the Monitoring Committee which was formed for implementation of the Resolution Plan, issued a letter to the Registrar of Companies requesting for the restoration of the name of the Corporate Debtor in pursuance to the approval of the Resolution Plan approved vide order dated 12.10.2023. Copy of Letter dated 18.01.2024 is annexed herewith and marked as ANNEXURE R-4.

13. Subsequently, Respondent No. 1 in pursuance of the same, filed Form No. INC-28 with the Registrar of Company. Copy of Form No. INC-28 along with receipt is annexed herewith and marked as ANNEXURE R-5.

14. The Respondent No. 1 also filed Form No. GNL-2 for placing on record the requisite application for the restoration of the Corporate Debtor as per the approved Resolution Plan along with Form No. DIR- 12 placing on record the details of the newly appointed management. Copy of Form No. GNL-2 along with receipt is annexed herewith and marked as ANNEXURE R-6. Copy of Form No. DIR-12 along with receipt is annexed herewith and marked as ANNEXURE R-7.

15. Subsequently, the Registrar of Companies in view of the request made by Respondent No. I restored the name of the Corporate Debtor. In pursuance of the same, the status of the Corporate Debtor on the website of the

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -13-

Ministry of Corporate Affairs has also been updated to "Active". Copy of the Master Data of the Corporate Debtor is annexed herewith as marked as ANNEXURE R-8.

16.1 say that the Resolution Plan has been duly implemented and Respondent No. I has been duly discharged by the members of the Monitoring Committee from her capacity as the Chairperson of the Monitoring Committee w.e.f. 12.02.2024.

17.1 say that the status of the company is has been updated to ACTIVE by the Registrar of Companies on the website of the Ministry of Corporate Affairs as the CIRP has been successfully concluded and the matter now stands completely resolved. Hence, the Appellants cannot now challenge the transaction by which CIRP was initiated."

13. From the above it is clear that the company is now active in the

Master Data of the Corporate Debtor in the records of the MCA, which has

also been brought on record as Annexure-8 to the Additional Affidavit filed

by the Resolution Professional. We, thus, do not find any substance in the

submission of learned counsel on behalf of the Ex-Director of the Corporate

Debtor that company having been struck off on 29.10.2019 the entire

proceedings of the IBC need to be set aside. Company owed financial

liability to the Financial Creditor and on default committed by the

Corporate Debtor, Section 7 application was filed, as noted above. The same

objection was taken by the Corporate Debtor before the Adjudicating

Authority that company being struck off and the company being non-

existent, application under Section 7 need to be rejected was repelled by

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -14-

the Adjudicating Authority which order has become final. In any view of

the matter, the company has been revived. The liabilities of the company

cannot be simply washed out by action of company of non-compliance of

the provisions of Companies Act, non-filing of the relevant financial

documents and other filings. If the submission is accepted of the Appellant

that proceeding could not have been proceeded, the easiest thing for a

company would be to get struck off to wash of its all liabilities, which

submission cannot be accepted. In any view of the matter, the company

being now revived and active, we are not satisfied with the submission of

the Appellant that on this ground approval of Resolution Plan be set aside.

A perusal of the ROC record indicates that last Balance Sheet was filed by

the Company on 21.03.2016 and it appears that due to reason of non-filing

of relevant balance sheet and other records, the company was struck off.

14. Now we may notice the submission of the Appellant that under the

Settlement letter dated 18.06.2018 and Tripartite Agreement dated

21.06.2018, the liability of the Corporate Debtor was to be discharged by

Respondent No.3 - Super Cassettes Industries Private Limited. Copy of

letters have been brought on the record by the Appellant which indicate

that letter dated 18.06.2018 was written to Super Cassettes Industries

Private Limited signed by Protima Arora on behalf of the Corporate Debtor,

Mr. Bhushan Kumar on behalf of Super Cassettes Industries Private

Limited as well as by Mr. Nishant Pitti on behalf of Easy Trip Planners Pvt.

Ltd. The letter dated 18.06.2018 is as follows:

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -15-

"Date: 18 June 2018

To

Super Cassettes industries Pvt Ltd.

E-21/6, White House, Darya Ganj, New Delhi

Dear Mr. Bhushan Kumar,

This has reference to our Settlement Deed dated 14 June 2018 between Kriarj Entertainment Pvt. Ltd. (Kriarj) and Super Cassettes Industries Pvt Ltd (T-series) wherein T- series is supposed to pay an amount of Rs.6,75,00,000/- (Six Crore Seventy Five Lacs Only) to Kriarj as per terms of the said Settlement Deed.

You are requested to kindly make this payment of Rs.6,75,00,000/- (Six Crore Seventy Five Lacs Only) as per terms of the said Settlement Deed to Easy Trip Planners Pvt. Ltd. instead of Kriarj Entertainment Pvt. Ltd on behalf of Kriarj.

We further confirm that Easy Trip Planners Pvt. Ltd. will withdraw all pending suits, appeals, complaints or other proceedings and cease and desist from initiating any fresh litigation against T-Series and any of its films in this regard, with immediate effect.

As per our discussion, you will give producer credit to Mr. Nishant Pitti as one of the nominee of Kriarj in the film "Batti Gul Meter Chalu" and "Fanney Khan".

Pursuant to the mutual binding understanding as recorded herein above, Kriarj and Easy Trip Planners Pvt. Ltd. hereby confirm that all rights in the said films including but not limited to Batti Gul Meter Chalu and

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -16-

Fanney Khan shall vest solely with T-series with immediate effect and T-series shall be free to commercially exploit all the rights in the said films with out any encumbrances or interference by Kriarj and Easy Trip Planners Pvt. Ltd.

Easy Trip Planners Pvt. Ltd. has signed this letter as a token of their acceptance of the terms mentioned herein above i.e. the binding understanding. All parties have signed hereinbelow as a token of their acceptance.

For Kriarj Entertainment Pvt. Ltd Agreed & accepted in toto for Easy Trip Planners Pvt Ltd

Protima Arora Nishant Pitti Agreed & accepted in toto Witness: For Super Cassettes Industries Pvt Ltd

Bhushan Kumar Prerna Arora Aadhar Card No:"

15. The agreement dated 21.06.2018 signed by all the three parties is as

follows:

"Date: 21.06.2018

TO WHOMSOEVER IT MAY CONCERN

On the basis of the settlement that has been arrived by and in between the Parties e., Super Cassettes Industries Private Limited, Kriarj Entertainment Private Limited and Easy Trip Planners Private Limited. The Parties have decided and agreed to withdraw all complaints, suits, appeals and or any other proceedings pursing before any authorities including but not limited to the following

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -17-

proceedings pending adjudication before the Hon'ble Delhi High Court:

a. CS (Comm.) No. 919 of 2018, titled as Easy Trip Planners Private Limited Vs Super Cassettes Industries Private Limited & Anr.

b. CS (Comm.) No. 919 of 2018, titled as Easy Trip Planners Private Limited Vs Super Cassettes Industries Private Limited & Anr.

c. FAO (OS) (Comm.) No. 122 of 2018, titled as Kriarj Entertainment Private Limited Vs Super Cassettes Industries Private Limited.

Further, the Parties undertake that they shall abide by the terms of the settlement arrived between them."

16. Appellant himself has brought on the record notice/ letter dated

23.06.2018 which was sent to the Super Cassettes Industries Private

Limited on behalf of Easy Trip Planners Pvt. Ltd. The notice take objection

to various steps taken by the parties and the fact the parties have not

abided by the Agreement dated 21.06.2018. It was clearly mentioned that

all the understanding between the parties would stand nullified. Paras 7,

8 and 9 of the said notice are as follows:

"7. However, it is surprising to note that within 24 hours of the withdrawal of the Said Appeal and within a few days of entering into of the Said Settlement, Our Client has become aware of actions being taken by you, the Addressee, which are clearly in contradiction to the specific terms of the Said Settlement. It has come to the knowledge of Our Clients that You, the Addressee, are proceeding to release the teaser of the cinematographic

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -18-

film "Batti Gul Meter Chalu" without giving credit to Our Client.

8. Hence, it seems from your said actions, that the Said Settlement was entered into by You, the Addressee with the malafide intentions. It in fact appears that the representations and promises in pursuance of which the Said Settlement was executed, were made to commit fraud on Our Client, thereby inducing Our Client to enter into the Said Settlement. Whereas, now it appears from the conduct of You, the Addressee that you are not intending to abide by the terms of the Said Settlement.

9. In light of all of the above, we, on behalf of Our Client, hereby call upon You, the Addressee to (i) restrain yourself from committing any breach of the terms of the Said Settlement and (ii) issue a confirmation to Our Client that you will be abiding by the terms of the Said Settlement. We also apprise you that in case any step is taken by you to breach the Said Settlement, then all the understanding between the parties would stand nullified and we shall proceed to take appropriate legal action against You, the Addressee."

17. The submission of the Appellant that under the settlement agreement

dated 18.06.2018 and 21.06.2018 it was Super Cassettes Industries

Private Limited who has to make payment of Corporate Debtor is no more

available to the Appellant since one of the parties i.e. the Financial Creditor

has already nullified all the understanding in writing within four days from

the said settlement. Thus, we are of the view that liability of the Corporate

Debtor to discharge its financial debt continues. More so, admission of

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -19- Section 7 application on the basis of debt and default has become final and

in the proceeding regarding plan approval it is not open for the Ex-Director

of the Corporate Debtor to contend that there is no debt owed by the

Corporate Debtor. We, thus are of the view that submission of the

Appellant that debt is to be paid by Super Cassettes Industries Private

Limited is fallacious and cannot be accepted. No other grounds have been

pressed against order dated 12.10.2023 approving the Resolution Plan. It

is well settled that approval of Resolution Plan can be interfered by the

Adjudicating Authority or this Tribunal only on very limited grounds. The

commercial wisdom of the Committee of Creditors in approving the

Resolution Plan has been given paramount status. We may refer to the

judgment of Hon'ble Supreme Court in K. Sashidhar vs. Indian Overseas

Bank and Ors. - (2019) 12 SCC 150. In para 59 following has been held:

"59. In our view, neither the adjudicating authority (NCLT) nor the appellate authority (NCLAT) has been endowed with the jurisdiction to reverse the commercial wisdom of the dissenting financial creditors and that too on the specious ground that it is only an opinion of the minority financial creditors. The fact that substantial or majority per cent of financial creditors have accorded approval to the resolution plan would be of no avail, unless the approval is by a vote of not less than 75% (after amendment of 2018 w.e.f. 6-6-2018, 66%) of voting share of the financial creditors. To put it differently, the action of liquidation process postulated in Chapter III of the I&B Code, is avoidable, only if approval of the resolution plan is by a vote of not less than 75% (as in

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -20-

October 2017) of voting share of the financial creditors.

Conversely, the legislative intent is to uphold the opinion or hypothesis of the minority dissenting financial creditors. That must prevail, if it is not less than the specified per cent (25% in October 2017; and now after the amendment w.e.f. 6-6-2018, 44%). The inevitable outcome of voting by not less than requisite per cent of voting share of financial creditors to disapprove the proposed resolution plan, de jure, entails in its deemed rejection."

18. We, thus, are of the view that there are no grounds raised by the

Appellant to interfere in the order dated 12.10.2023 approving the

Resolution Plan.

19. Coming to the submission advanced by learned counsel for the

Appellant in Company Appeal (AT) (Ins.) No. 204 of 2024 and Company

Appeal (AT) (Ins.) No.129 of 2024. It is suffice to note that no claim filed by

the Appellants was accepted in the CIRP of the Corporate Debtor. The claim

according to the Appellant admittedly was filed subsequent to the approval

of Resolution Plan by the Committee of Creditors. Pooja Entertainment &

Films Ltd. has filed an application seeking admission of its claim being I.A.

No.4047 of 2023, which was also got dismissed on 16.08.2023. Rejection

of the I.A. No.4047 of 2023 has not further challenged. In both the Appeals

Company Appeal (AT) (Ins.) No. 204 of 2024 and Company Appeal (AT) (Ins.)

No.129 of 2024 no grounds have been made out to in interfere with the

order dated 12.10.2022 approving the Resolution Plan of the Corporate

Debtor.

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024 -21-

20. We, thus, do not find any ground in the above appeals to interfere

with the order dated 12.10.2023 approving the Resolution Plan of the

Corporate Debtor. In result, Company Appeal (AT) (Ins.) No.72 of 2024,

Company Appeal (AT) (Ins.) No. 129 of 2024 and Company Appeal (AT) (Ins.)

No.204 of 2024 are dismissed.

Parties shall bear their own costs.

[Justice Ashok Bhushan] Chairperson

[Barun Mitra] Member (Technical)

[Arun Baroka] Member (Technical)

NEW DELHI

22nd May, 2024

Archana

Company Appeal (AT) (Insolvency) No.72 of 2024, 129 of 2024 and 204 of 2024