A director of a company in CIRP had moved the Hon'ble NCLT, Mumbai Bench, seeking the right to participate in the meetings of the Committee of Creditors (CoC) and access all the documents and/or information including the

Case Law: Vijay Kumar Jain v. Standard Chartered Bank and Others The Hon'ble Supreme Court held that the scheme of the Code makes it clear that the directors, though not members of the CoC, have a right to participate in every meeting of the CoC. In addition, for effective participation as vitally interested parties in discussion on resolution plans, they have the right to receive copies of the resolution plans presented to the CoC. The Hon'ble Supreme Court also clarified that under Regulation 21(3)(iii) of the CIRP Regulations, the notice of the CoC meeting, which is required to be given to the directors as well, must contain copies of all the documents relevant for matters to be discussed, including the resolution plans. The Hon'ble Supreme Court considered the directors to be vitally interested on two counts: Such directors are often guarantors and bound by the approved plan, which may scale down their own debts. The directors, being well versed in the affairs of the company, may be able to assist the CoC on determining whether the resolution plan addresses the cause of default by the company (a mandatory requirement for resolution plans). The Hon'ble Supreme Court also clarified that any concerns over breach of confidentiality may be alleviated by the resolution professional obtaining a confidentiality undertaking from the directors, which may also contain an indemnity to the resolution professional against any breach. Thus, based on the decision by the Hon'ble Supreme Court, the director may be given copies of the resolution plan and other related documents, provided he is ready to sign the confidentiality agreement.