- (1.) Under reference is a memo filed by the RP before this Adjudicating Authority by Mr. V. Nagarajan, who is Resolution Professional for M/s. Boss Profiles Limited, (for short 'Corporate Debtor') , which is under CIRP as per the Order dated 05.09.2017.
(2.) In the Application, details have been given with regard to the meetings of the CoC. It is seen from the application that no viable Corporate Resolution Plan could be evolved and presented before the CoC. As seen from the records, a Resolution was proposed and considered for liquidation of the Corporate Debtor in Meeting of the CoC conducted on 12.09.2017 and was passed unanimously. In the said meeting, it has been stated in the application, Mr. Shaikh Akhtar Ali, Ex Director of Boss Profiles Limited was of the firm opinion that it will not be possible to restart the business as the overhauling of plant and machineries and factory equipment may take more amounts of time and energy and with their present conditions it may not be possible to restart the same and it has also been mentioned that it will not be possible for the corporate debtor to make a break even or earn profits after servicing the heavy interest costs.
(3.) In the light of the facts and circumstances stated in the Affidavit filed by the RP, this Adjudicating Authority in exercise of powers conferred under Section 33(1) (a) of the I&B Code, 2016, proceed to pass order as follows: i. We order for liquidation of the Corporate Debtor viz., M/s. Boss Profiles Limited, which shall be conducted in the manner as laid down in Chapter III of part II of the I&B Code, 2016; ii. We appoint RP viz., Mr. V. Nagarajan as Liquidator, who shall issue a public announcement stating therein that the Corporate Debtor is in liquidation as recommended by the committee of creditors; iii. The moratorium declared under Section 14 of the I&B Code, 2016, shall cease to have effect from the date of the order of liquidation; iv. Copy of this Order shall be sent to the Registrar of Companies, RD, OL and the Registered Office of the Corporate Debtor. v. As stated in Section 33(5) of the I&B Code 2016, subject to Section 52, no suit or other legal proceedings shall be instituted by/or against the Corporate Debtor. However, a suit and other legal proceedings may be instituted by the Liquidator, on behalf of the Corporate Debtor, with the prior approval of this Authority. vi. We make it clear that para (v) hereinabove shall not apply to legal proceedings in relation to such transactions as notified by the Central Government in consultation with any financial sector regulator. vii. In terms of Section 33(7) of the I&B Code 2016 this Order shall be deemed to be a notice of discharge to the officers, employees and workmen of the Corporate Debtor, except when the business of the Corporate Debtor is continued during the liquidation process by the Liquidator. viii. All the powers of the Board of Directors, Key Managerial Personnel and the Partners of the Corporate Debtor, as the case may be, shall cease to have effect and shall be vested in the Liquidator viz., Mr. V. Nagarajan. In addition to this, the Liquidator shall exercise the powers and duties as enumerated in Sections 35 to 50, 52 to 54 of the I&B Code, 2016, r/w Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016. ix. The personnel of the Corporate Debtor shall extend all assistance and co-operation to the Liquidator as may be required by him in managing the affairs of the Corporate Debtor. x. The Liquidator shall be entitled to charge such fee for the conduct of the liquidation proceedings in such a proportion to the value of the liquidation estate assets as may be specified by the Board. Accordingly, the fees of the conduct of the liquidation proceedings shall be paid to the Liquidator from the proceeds of the liquidation estate.;