Samanvithaa Textiles Ltd (STL), with roots dating back to 1975 manufacturing coarse woollen blankets, has evolved into a leading manufacturer of the finest fabrics in India under the brand name "Samanvithaa". Reckoned fo

CS Professional · Insolvency - Law and Practice · PYQS · December 2023
Samanvithaa Textiles Ltd (STL), with roots dating back to 1975 manufacturing coarse woollen blankets, has evolved into a leading manufacturer of the finest fabrics in India under the brand name "Samanvithaa". Reckoned for its pioneering innovations and having enjoyed the patronage of millions of consumers, 'Samanvithaa' is amongst the trusted brands in India offering an exquisite range of shirting and suiting fabrics across a plethora of options such as worsted fabrics, cotton, wool blends, linen and denim. STL has proposed an expansion plan to enter into the business of hosiery garments at a project cost of ₹300 crore to be funded through promoters contribution, internal accruals and bank finance to the tune of ₹40 crore for importing and installing high technology machinery. The company approached its bankers and a consortium of bankers sanctioned a term loan of ₹40 crore and ₹10 crore towards working capital limits. In consortium of bankers, the lead banker was Star Bank of India. The other bankers and their proportion of share of lending is as under: Name of the Bank Term Loan (₹ in Crore) Working Capital (₹ in Crore) Total (₹ in Crore) % of Share Star Bank of India 15 10 25 50 Fine Bank 5 0 5 10 Orient Bank 7 0 7 14 Flex Bank 8 0 8 16 Good Bank 5 0 5 10 Total 40 10 50 100 The machineries were imported and installed. The company started producing hosiery garments for men's wear in premium category, office wears and casuals. The company created a niche in the market for its finest fabrics, variety and affordable pricing. In March 2020, the brunt of COVID-19 pandemic that spread all over the world, had a severe impact on the company's operations as well due to closure of the production unit for more than a year, skilled labours migrating to their home town, the distribution channel getting effected, lack of demand in most of the urban areas etc. As a result, the cash flows of the company mismatched and the term loan account and cash credit working capital account was classified as Non-Performing Accounts. At the consortium meeting, the member banks decided to take recourse to legal actions against the borrower company and they issued a recall notice followed by a legal notice from an Advocate. STL requested the bankers to provide some time to pay the overdue interest on the credit facilities and to regularize the account thereafter. The consortium of bankers agreed to provide one and half years' time to regularize the account. Despite giving one and half years' time to the Company, the situation did not improve and it went from bad to worse. In view of this situation, the consortium of bankers decided to proceed under Section 13(2) of the Securitization and Reconstruction of Financial Assets and Enforcement of Securities Interest Act, 2002 (SARFAESI). The member banks authorized Star Bank of India to initiate action and take possession of the secured assets and also take control of the management of the affairs of the company. Accordingly, a demand notice was issued under Section 13(2) of SARFAESI, 2002 to repay the entire outstanding of the bankers within a given period, lest, the bank shall exercise its powers given under SARFAESI, 2002 to take possession of the secured assets of the borrower. After the lapse of the specified period as mentioned in the notice, the bankers took possession of the secured assets which were exclusively mortgaged with the financial creditor since the corporate debtor failed to repay the debts due. After following the procedure as mentioned in SARFAESI, the banker made an advertisement for sale of the secured assets by way of e-auction. The secured assets were successfully auctioned for ₹35 crore and the successful bidder deposited 25% of the bid amount (₹8.75 crore) instantly and the balance of 75% (₹26.25 crore) of the bid amount was supposed to be deposited within 15 days by the successful bidder. In the meanwhile, STL filed an application under Section 10 of the IBC, 2016 on the premise that upon committing a default, the corporate applicant itself can file an application for initiating Corporate Insolvency Resolution Process (CIRP) before the NCLT. The application filed by the company was admitted by the NCLT and it declared a moratorium under Section 14(1) of the IBC, 2016 and appointed a Resolution Professional (RP). Subsequently, the financial creditors (all the members of the consortium) filed a claim of ₹65 crore with the RP. The operational creditors who supplied the raw materials to the company, also lodged their claim for ₹5 crore. Besides, the employees and labour's whose wages and salaries were due, also filed their claim of ₹0.75 crore. The RP admitted the claim and constituted the Committee of Creditors (CoC) which was comprising of the bankers only. The operational creditors and the employees raised the issue before the RP for inclusion of their names as a member of CoC. However, the RP refused to entertain their request for inclusion of their names in the CoC, but he allowed them to only attend the CoC meeting, if they wish so. However, after receipt of the balance 75% of the bid amount, the Bankers filed a revised claim of ₹38.75 crore (65 Crs. (-) ₹26.25 Crs. = ₹38.75 Crores) post disclosing that the bankers had realized the collateral security through e-auction of the secured assets of the corporate debtor. Thereafter, the company being the corporate debtor filed an application in the NCLT requesting to set aside the sale made by the bankers since moratorium was imposed. The NCLT set aside the sale made by the bankers in the light of the initiation of CIRP and moratorium was imposed. Aggrieved by the order of the NCLT, the bankers filed an appeal in the NCLAT, New Delhi. On the basis of the above inputs, answer the following: In the given case, who shall be the members of the Committee of Creditors?

Topics: Corporate Insolvency Resolution Process (CIRP)

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