Allowed

In the matter of Hariom Rice Mill Private Limited [Ia (Ibc) No. 196-CB-2023 in Cp (IBlNo. 249-CB-2020]

NCLT11 Oct 2023IA (IBC) No. 196-CB-2023 in CP (IBlNo. 249-CB-2020

Case brief

AI extract

What is this about?

The NCLT, Cuttack Bench granted an acquisition plan filed by a liquidator for Hariom Rice Mill Private Limited, allowing the sale of the corporate debtor as a going concern to Rashik Bihari Food Private Limited. The tribunal approved relief, concessions, and exemptions, including moratorium extension and extinguishment of pre-acquisition liabilities.

What did the court decide?

Reliefs, concessions, exemptions, and moratorium extension under the IBC Acquisition Plan were granted, subject to compliance with other authorities and statutory requirements.

In the matter of Hariom Rice Mill Private Limited [Ia… — Insolvency and Bankruptcy | NCLT (2023)

¶1

¶2

IN TIIE NATIONAL COMPAI{Y^{LAW TRIBUNAL} CUTTACKBENCH CUTTACK

¶3

IA (IBC) No. 196 /CB/2023 In CP (IBlNo,249/CB/2020

¶4

In the matter of:

¶5

Application under Section 60 (5) of the Insolvency and Bankruptcy Code, 2016 seeking direction in respect of the Acquisition Plan of the corporate debtor as a whole^{going concern.} -And-

¶6

In the matter of:

¶7

Mr. Shikhar Chand Jain, Liquidator of the Corporate debtor having its office at: Ist Floor, Mahavir Gaushala Complex, K.K. Road, Moudhapara, Raipur^(C.G) 492 001, Reg No- IBBI/IPA-0O 1 /IP-P0 049 5 / 2017- 1 8 / 1 0883 ;

¶8

. . .Applicant / Liqaidator

¶9

Rashik Bihari Food^private "r.u^lirT]itur Bidder of the corporate debtor) Through its Authorised Representative, having registered office au Mini Mata Chowk, Janjgar Road, Village: Taroud, Akahtaru, Chhattisgarh- 495 552.

...Respondent

.In-

In the matter of:

Hariom Rice Mill Private Limited., a company incorporated under the Companies Act, 1956 having its registered office situated at: Vill. & Post- Darrighat Masturi Road, Bilaspur- 495 551, Chhattisgarh.

¶14

Coram:

¶15

Shri P. Mohan Raj : Member (Judicial)

¶16

Shri Kaushalendra Kumar Singh : Member (Technical)

¶17

Appearances (through Yideo Conference)

¶18

For the Applicants

¶19

IN'TI]E NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH

¶20

IA (IBC) No. 196 /CB/2023 In CP QB) No, 249/CB/2020 In re: Hariom Rice Mills Private Limited

¶21

Mr. Sukanta Behera, Adv. Mr. S. Bajaj, Adv. Mr. A Choudhary, Adv.

¶22

For the Respondents

¶23

Mr. S. Tiberwal, Adv.

¶24

Order reserved on: 18.09.2023 Order pronounced on: 11. 10.2023

¶25

ORDER

¶26

This Application has been fi.led under Section 60 (5) of the Insolvency and Bankruptcy Code, 2016 by the Liquidator Mr. Shikhar Chand Jain (hereinafter referced as^{((applicaat')} of Hariom Rice Mill Private Limited (hereinafter referred to as^((Corporate Debtor") seeking permission of this Adjudicating Authority to execute and conclude the purchase/acquisition of the Corporate Debtor as a whole on a going concem basis under Liquidation by way of implementation of the acquisition plan submitted by the Applicant and seek certain reliefs, concessionr, I , directions, dispensations, and exemptions from this Adjudicating Authority which I are necessary to acquire Hariom Rice Mill Private Limited (the corporate debtor) as a going conce(n.

¶27

The averments as made in the application are surnmarized hereunder:

¶28

(r) The corporate Insolvency Resolution Process (hereinafter rcferred as ((CIRI"') in respect of the corporate debtor was initiated under Section 10 IBC, 2016 nApplication No. CP(IB) No.249/CB/2020 vide order dated09.06.2021by this Adjudicating Authority. During the CIRP, Mr. Pratim Bayal having reg. No. IBBI/IPA-003/IPN00213/2018-20L9/12385 was appointed as the Interim Resolution Professional (hereinafter as "IRI"') and was subsequently was confirmed as the Resolution Professional by the CoC of the corporate debtor in its first meeting. As no Resolution Plan was approved by the Committee of Creditors during the CIRP of corporate debtor and as a result of the same, this Adjudicating page 2 of 15 - ,q

¶29

IN T}{E NA'|IONAL COMPANY LAW TRIBUNAL CUTTACI( BENCTI

¶30

IA (IBC) No. 196 /CB/2023 In

¶31

CP (IB) No, 249 / CB / 2020 In re; Hariom Rice Mills Private Limited

¶32

Authoriry vide order dated03.08,2022 passed the liquidation order for liquidating the corporate debtor as a going concern. The RP did not submit the consent to act as the liquidator of the corporate debtor, The AdjudrcatrngAuthority vide same order appointed Mr" Shikar Chanrl Jain bearing reg no. IBBI/IPA-001/IPP00495/20t7-18/ 10883; as the liquidator of the corporate debtor. A Copy of the Admission Order dated 09.06.2021 is annexed to Application as Annexure-B. Copy of the liquidation order dated 03.08.2022 passed by the Adjudicating Authority is annexed to Application as Annexure-C.

¶33

(ii) Subsequently, the applicant issued the Public Notice in terms of Regulation 12 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016 (Liquidation Regulations) and the Process Memorandum for calling the stakeholders to submit their claims with requisite documents.

¶34

(iii) The Applicant then undertook the process of selling the Corporate Debtor as a whole, on a clean slate as a going concern, in terms of Regulation 32(e) of the Liquidation Regulations to maximize the value of the Corporate Debtor.

¶35

¶36

(iv) In accordance with the provision of the Liquidation Regulations, the Liquidator had, vide public notice, published on 29.12.2022 in the vernacular newspaper inviting EOIs inviting partrcipation in e- auction pertaining to sale of the Corporate Debtor as a whole on a going concern basis on a "as is where is", "as is what is "as is how is" and "without recourse basis" on the terms and conditions prescribed by the Liquidator, wherein the reserve price was fixed at INR 6,47,05,000/- (Rupees Six Crores Forty- Seven Lakhs and Five Thousand Only). The Applicant has also provided the Process '9

¶37

Page 3 of 15

¶38

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACI( BENCH

¶39

IA (IBC) No. 196 /CB/2023 In CP (B) No. 249/CB/2020 In re: Hariom Rice Mills Private .Limited

¶40

Memorandum dated 29.12,2022, wherein the terms and conditions of the auction were described.

¶41

(v) Pursuant to the verification /revtew of the expression of interest (hereinafter referred as "EOI") along with supporting documents and submission of Earnest money in terms of Process Memorandvm, "Rashik Bihari Food Private Limited" was declared as the Successful Bidder for the highest submitted bid of Rs" 10,31,05,000/- (Rupees Ten Crores Thirry-One Lakhs and Five thousand Only).

¶42

(vi) Pursuant to the review of the expression of interest ("EOI"), supporting documents submitted with the Respondent, and submission of the earnest money deposit ("EMD") in terms of the Process Document, upon verification of the EOI along with EMD and supporting documents, submitted by the Bidder, the Liquidator declared the Bidder as a "Qualified Bidder" on 30.01 .2023. Thereafter, the bid was undertaken by way of an e-auction process on 01,.02.2023, whereby the respondent was declared as the Successful Bidder.

¶43

(vir) Subsequently, the applicant issued the Letter of intent dated 03.02.2023 (hereinafter referred as "LOI") to the Successful Bidder, subject to the fulfillment of the conditions specified therein, including tnter alia the payment of INR 2,25,4L,250 (two crore twenty-five lak*rs forty-one thousand two hundred and fifty only) being equivalent to 25% (trventy-five percent) of the Final Consideration ("Upfrontrr) and the Balance consideration amount INR 7,73,28,750 (Seven crore seventy-three lakhs twenty-eight thousand seven hundred and fifty only). Copy of the Letter of Intent dated03.02.2023 is annexed herewith as Annexure-^((F'?.

Page 4 of 15

C.,[

IN THE NATIONAL COMPANY I-AW TRIBUNAL CUTTACK BENCH

¶48

IA (IBC) No. 196 /CB/2023 In

¶49

CP (B) No, 249/CB/2020 In re: Hariom Rice Mills Private Limited

¶50

(viii) The Applicant, pursuant to issuance of LOI, and in compliance of the terms and conditions of the LOI, has duly paid the Upfront Payment of INR 2,25,41,250(Two Crore Twenty-Five Lakh ForryOne Thousand Two Hundred and Fifty Only) on 07 "02.2023, and a Balance consideration of INR 7,73,28,150 (Seven Crore SeventyThree Lakhs Twenty-Eight Thousand Seven Hundred and Fifty Only) in parts on 03.03.2023 and 3.04.2023, and Amount of Rs. 4,93,157/-(Rupees Four Ninety Three Thousand One Hundred and Fifty One Only) towards interest into the Liquidation Account which has been duly acknowledged andacceptedby the Respondent.

¶51

(ix) In pursuance of the above, the liquidator issued the Sale Certificate dated)l .04"2023 alongwith the possession Memo dated}T ,04.2023, It is submitted that from 07.04.2023 (hereinafter refened as ((HandoverDate") the respondent was entitled to all benefits arising out of the corporate debtor. Copy of the Sale Certificate dated 07.04.2023 is annexed herewith as Armexure^((G" and Annexure d(H" respectively. In pursuance of the letter dated 04,05.2023, the liquidator submitted the Form INC-28 with the Registrar of Companies, which is presently appearLng with the status "IJnder Processing".

¶52

(x) Further, pursuant to the issuance of LOI, and in accordance with the Process Document, the Applicant has submitted the Acquisition Plan for acquiring the Corporate Debtor on a going concern in accordance with the Section 32A of the Code and for setting out the reliefs, concessions, exemptions in respect of the acquisition of the Corporate Debtor.

¶53

We have heard the leamed counsel for the parties and on a perusal of the record, we are of the considered view that since that Corporate Debtor has been Page 5 of 15 .-q

¶54

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH

¶55

¶56

IA (IBC) No, 196 /CB/2023

¶57

CP (IB) No, 249 / CB / 2020 In re: Hariom Rice Mills Private Limited

¶58

sold as a gotng concern, the reliefs sought for in the form of waivers and concessions, by the applicatfi cafi be granted for the smooth transition of the corporate debtor and continuation of the business by the Applicant, as below.

¶59

We have perused the facts pleaded and the reliefs prayed in the petition. The rehef / concession as sought by the applicant are listed in the Column (2) in table below. Column (3) therein contains our remarks as to the extent such relief/conces sion being allowed.

¶60

Reliefs and Concessions sought, and orders thereon, are tabulated below,

¶61

S.No. (i)	Reliefsoueht bytheApplicantQ)	Remarks/Orders thereon(3)
5.1.	Considering thesimilaritiesbetweenresolutionofa corporatedebtor (undercolporateinsolvency resolutionprocessundertheCode)onagoing concernbasis, andsaleofacorporate debtor(under liquidationundertheCode)on agoingconcern basis,allbenefits, privileges,rights,exemptions, andotherentitlementsasareusuallyavatlabletoa resolution applicant, whetherunder theApplicable LawsshallbeequallyapplicabletotheBidder under thisAcquisitionPlan. Similar toaresolution applicantwhointends to acquireacorporatedebtor undergoing corporate insolvency resolutionprocess onacleanslate basis,theBiddershall,pursuantto thisAcquisitionPlan,acquiretheCorporate Debtoras agoing concernonacleanslate basis.	Granted
5.2.	Assuch, thisAcquisitionPlan upon its approvalby AdjudicatingAuthorityshallbe bindingonall Stakeholdersandshal1providethebenefitof	Granted

¶62

Page 6 of 15 -q

¶63

-!.-_-

¶64

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT|ACK BENCII

¶65

IA (IBC) No. 196 /CB/2023

¶66

Iu CP (B) No" 249/CB/2020

¶67

In re: Hariom Rice Mills Private Limited

¶68

	continuingthe businessof the CorporateDebtor on aclean slate.Withoutprejudicetothegeneralityof the above, andinadditiontothebenefitsasmaybe avarlabletotheBidderforacquiring the Corporate Debtorunder liquidation,thebenefitsasare applicabletoinsolvencyresolutionunder ApplicableLaws shallbeapplicabtetothis AcquisitionPlan.
5.3.	UponreceiptoftheNCLTApprovalOrder,no separateorfurtherapproval, actions,stepsordeeds shall berequired for the completionofanyactions contemplatedunderthisAcquisitionPlan, includingreduction/extinguishmentoftheshare capttalofCorporateDebtor heldbytheexisting shareholder, issuanceoffreshequirysharesofthe CorporateDebtor,delistingofsharesfromthe stockexchangesandtherewillbenorequirement toadd 'and reduced' tothe nameof theCorporate Debtor.Anyproceduralrequirementssuchas filingstotheRoC,RBI,SEBIorthestock exchangesshallbefilled bythe Corporate Debtor, incompliance oftheApplicable Law.	The Co shallprepar file nec forms application withappl fee with concerned Registra Compani required conceured and authorities consider keepingin the intent& ofIBC.	mpany eand essary and along icable the rof es,if .The RoC other shall it view spirit
5.4.	Asthebidderisrequired totakeover the Corporate Debtor onagoing concern'allPermits(including ,consents,^{licenses,approvals,clearances,rights,} entitlements,benefitsandprivilegeswhether under lawcontract,leaseor license)grantedinfavourof theCorporateDebtoror towhich theCorporate Debtoris entitledoraccustomedtoshall continue	Suchab reliefcann granted.If corporate approache concern competent Authorities shallconsid requestinter	lanket otbe the debtor sthe ,they erthe msof

¶69

Page 7 of 15

¶70

¶71

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCI_I

¶72

IA (IBC) No. 196 / CB/ 2023

¶73

¶74

CP (B) No, 249/CB/2020

¶75

In re: Hariom Rice Mills Private Limited

¶76

	toremainvalid,notwithstanding anyprovisionto the contraryintheirterms, andprovidedthatin caseofPermitsthathave expiredorlapsed, notwithstandingthat they may haveakeadylapsed orexpired duetoany breachNon-Complianceor effluxoftime, bedeemedtocontinue without disruption forthe benefitofthe Corporate Debtor untileithersuchPermitisrenewedorafreshPermit isissuedbythe relevant GovernmentalAuthority infavouroftheCorporateDebtor,inaccordance withtheprocedureprovided under the Applicable Law. Forthesakeofclarrty, the relevant Personor theGovernmentalAuthoriryshall be requiredto renew suchPermitorissueafreshPermiton similartermsasthecurrentPermit,totheextent possible.Withoutprejudicetotheaforesaid,the CorporateDebtorshall continuetoreceivethe benefitofPermitsandEssentialContractsto maintain its'going concern'status,andnoPermit shall be allowedtobe cancelledorsuspendedor terminated or disrupted,andnoEssentialContract shall beallowedtobeterminated or not performed ordisruptedbythecounterpartiesfor atleast36 (thirty-sixmonthsfrom theAcquisitionDate (unless,incaseofEssentialContract, thesameis terminatedearlierbytheCorporateDebtor pursuant tothe terms of thisAcquisitionPlan oras perApplicableLaws).	judgmentofthe SupremeCourtin Ghanashyam Mishraandsons- vs- Edelweiss Asset Reconstruction Company2021 SCC onlineSC 313andkeepingin viewtheintent& spiritoftheIBC.
).)	Neither theBidder,noranyofitsaffiliatesor connected persons,willbedisqualified,or

¶77

¶78

Page 8 of 15

¶79

IN TI]E NATIONAL COMPANY LAW TRIBUNAL CUTTACI( BENCI]

¶80

IA (IBO No. 196 /CB/2023

¶81

In CP (B) No. 249/CB/2020 In re: Hariom Rice Milk Private Limited

¶82

¶83

	consideredineligible,under the Code forproposing and/orimplementtngaplaninrelationtothe insolvency resolutionorliquidation ofanyperson (otherthantheCorporateDebtor), merelyon accountofthe implementationofthisAcquisition PlanbytheBidder.	NotGranted
5.6.	ChangeintheshareholdingoftheCorporate Debtoras aresultoftheCDbeing soldasagoing concernandpursuanttoapprovalbythe AdjudicatingAuthorityleadingtosuch changein shareholding shallnotresultinlapseofanycarcy forwardlossesand/orunabsorbeddepreciationin the booksofthe CorporateDebtorasontakeover date.thatarebrought forwardundertheprovisions ofsection79readwithsection 2(18) Income-tax Act,196l.	The unpaid liabilities/existing share capital whicharetobe extinguished,are tobecreditedinto ((Capital Reserve"in accordancewith applicableInrlian Accounting Standards;andtle accumulated losses,ifany,as perthebalance- sheetpriortothe dateof acquisition willhavetobe adjusted/setoffas against such ((Capital Reserve".The balanceamount losses,ifany,can onlybe considered forcarryforward asperprovisions ofSections79Q) ofthe fncomeTax Act,provideda reasonable
	Pageeof15	q

¶84

IN TTIE NATIONAL COMPANY LAW TRiBUNAL CUTTACI( BENCH

¶85

IA (IBC.| Na 196 / CB/ 2023

¶86

In CP (IB) No, 249 / CB / 2020 In re: Hariom Rice Mills Private Limited

¶87

		opporhrnityis given to the Principal Commissionerof IncomeTax.
J.l.	Withoutprejudicetoanythingsetoutinthis AcquisitionPlan,forarLybreachesorNon- ComplianceswiththeprovisionsofApplicable Laws; oranylitigations,investigationsordisputes arisingasaemitofanallegedbreachofcontract, ApplicableLaworotherwise;whichhavenotbeen settled,cured,extinguishedandarecontinuing evenpost theAcquisition Date,andwhichifnot settled,curedorremedied may haveamaterial impacton the businessoftheCorporateDebtor,the Bidderwillinvestigateastoveracityofsuch allegations andifsorequired, takeorcausetobe taken remedialactionsinthisregardwithina reasonableperiodof time,duringwhich timethe relatedlitigations/proceedings/investigations shall be keptinabeyanceandthatnocoercive actionbetakenagainsttheBidder ortheCorporate Debtor.TheBidderwillrequireaperiodof36 (thirty-six)monthsfromtheAcquisition Dateto remedyanyunderlyingbreachesornon- Complianceswhichhavenotbeenextinguished or settledorabatedaspartofthis AcquisitionPlan, andarccontinuingpost theAcquisitionDate.	AII thePast liabilities of corporatedebtor andconsequential actionsofthe corporatedebtor arordall the consequential actionsuponthe. corporatedebtor priortothedateof acquisition will stand permanently extinguished.

Page 10 of 15

IN TI]E NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH

¶92

IA (IBC) No. 196 / CB/ 2023 In CP (B) No. 249/CB/2020 In re: Hariom Rice Mills Private Limited

¶93

5.8	A11GovernmentAuthoritiestogrant anyrelief, concessionordispensationasmayberequiredfor implementationofthetransactions contemplated under theAcquisitionPlaninaccordancewithits terms andconditions.	The cor debtorwill approac concerned authoritie in firrr, conside request kee viewthe andspirit IBC.	porate haveto hthe s,who will rthe pingin intent ofthe
5.9.	The RoCtotakeonrecordandenable implementationoftheAcquisitionPlan,upon approvaloftheAcquisitionPlanby Adjudicattng Authority,withoutanyfurthercompliances. Withoutprejudicetothegeneralityofabove, the RoCshall, pursuanttotheNCLTApprovalOrder, updateitsrecordstoreflectthestafusofthe CorporateDebtor as'active'fromthestatusof 'underliquidation'.	Granted respecttoth complianc the co debtor bef date acquisitio RoCshall thestatus of (active'fro statusof liquidation"	with e non- esby rporate orethe n.The change CDas mthe ^((vnder . of
s.10	TheCorporateDebtorshall have therighttoreview andterminateanycontractthatitenteredor executedprior tothedateoftheNCLTApproval Order"Ifany contractenteredintoorexecutedby the CorporateDebtorpriortotheAcquisitionDate containsaprovisionforterminationincaseof initiationofinsolvency, bankruptcy, liquidation, windinguporanyotherproceedingsofsimilar natureagainsttheCorporateDebtor andsuch	Grante	d.

¶94

Page 1lof 15 gl

¶95

¶96

IN THE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCH

¶97

¶98

IA (IBC.) No. 196 /CB/2023

¶99

CP (IB) No. 249 / CB / 2020 In re: Hariom Rice Mills Private Limited

¶100

	clause hasnotbeentriggeredlusedbythe counter parties)tilltheAcquisitionDate,itshall bedeemed thatthecounterparty(ie$haswaived itsrightto claimterminationoftheconffactonaccountof suchprovision,notwithstandingtothetermsof suchcontract.
5.11	Giventhatthe Bidderwillacquirecontrolofthe affairsofthe CorporateDebtorontheAcquisition Dateona'cleanslate' basis,ooy penaltiesorany other liabilities,release attachmentsofProperty andwithdrawprosecutionorProceedings against CorporateDebtor,thatmayarisefromany defaults orNon-CompliancesbytheCorporateDebtorprior totheAcquisitionDateofApplicableLaws, including but notlimiting tothe provisionsofthe CA20t3,ContractLabour(Regulationand Abolition) Act,1970,allrelevant andapplicable Taxlaws,the relevant stampactsofthedifferent statesof India,relevant environmentallaws,anti- money laundering lawsandlaws for preventionof corruptionshallbe assumedtohave beenwaived.	Granted" fntermsof Section 32AofIBC,2016.
5.12	TheNCLTtoextendthemoratoriumimposed under theCodeinrelationto the CorporateDebtor, untiltheAcquisitionDate.	Grantedwith respecttothe non- compliancesby the corporate debtor beforethe date of acquisition.

/g]

Page 12 of 15

IN THE NAI'IONAL COMPANY LAW TRIBUNAL CUTTACK BENCH

¶105

A^{gBC)No. 196 /CB/2m}

¶106

In CP QB)No" 249/CB/2020 In re: Hariom Rice Mills Private Limited

¶107

5.13	Capital Reduction (including extinguishmentof the sharesheldbythe existingpromotergroup), shall bewrittenoffand suitablycapitaluzed as^perthe accountingstandardsand shallbedeemedtobe settledat NILamountsand^permanently extinguishedby virtueofthe orderoftheNCLT approving thisAcquisitionPlanandthe Company orthe Bidder shallatno point oftime be, directly orindirectly,heldresponsibleor liableinrelation thereto.	Subjecttoremarks asagainstpara5"6
s.t4	ThattheconcernedRegistrarofCompaniesbe directedtoassociatetheDirectors Identification Numbers(DIN)oftheDirectorswho wouldbe takingchargecollectivelyasBoardof Directorsof theCorporateDebtorpursuanttotheapproved AcquisitionPlan uponnecessaryfilingsbeing made inaccordancewithApplicableLaw.	Allowed.The SuccessfulBidders ateatlibertyto reconstitutethe BoardofDirectors asperprovisions of theCompanies, Actr2013and the appropriatefilings maybeeffected beforetheRoC concented.
5.15	Thecasespending/decreedagainsttheCorporate DebtorbyanyCourtand/orTribunaland/orany quasi-Judicial authority shallnotbeenforced againsttheAuctionPurchaserand/orthe CorporateDebtor.	The instituted,decree ororderpassed priortothedateof acquisitionshall notbeenforced against the corporatedebtor, subjecttoSection 32A (3)ofIBC, 2016.

--Srl

Page 13 of 15

CJ I

IN THE NATIONAL COMPANY LAW TRIBUNAL CUT'TACK BENCI{

¶112

IA (IBC.| No, 196 /CB/2023 In CP (IB) No. 249/CB/2020

¶113

In re: Hariom Rice Mills private Limited

¶114

5.16jAuctionfurCn representthetrueandfarpictureofFinancial Statementpost-acquisitionby suitablyanangtrng/	Subjecttoremarks asagainstparu5,6
rcaffanging/writeoff/vtriteback of variousitems ofassetsand1iabilitiesandpursuanttosuch
rearrangement/v,nite-offandwritebackofassets andliabilities noincometaxliabilitypursuanrro suchrearrangementand write-off/backshallaccrue on theAuctionPurchaser and theCD.

¶115

5" After having considered, the prayers of the applicant, we grant the reliefs and concessions as mentioned in column (2) ofthe table hereinabove, subject to the remarks as given in column (3) of the table. It is clarified that certain reliefs'/concessions require the approvallconsent of the concerned authorities under other laws and as such the corpor ate debtor/successful bidd,erwill have to approach them who will consider it under such other law keeping in view the intent and spirit of the IBC.

¶116

6' It is also clarified that the unpaid liabilities/existing share capitalof the corporate debtor, which are to be extinguished as per the reliefs and concessions granted hereinabove' ate to be credited into the "capital Reserve,, in accor dance with applicable Indian Accounting standards; and the accumulated losses, if any, as per the balance-sheet prior to the date of acquisition will have to be adjusted./set off as against such "Capital Reserve". The baranceamount of losses, if any, can onry be considered fot caffy forward as per provisions of Section 79(2) ofthe Income Tax Act, provided' a reasonable opportunity is given to the principal Commissioner of Income Tax.

¶117

Vfith the aforesaid observations the present IA (IB) No. 196lCB/Z0Zj j,n CP (B) No.249/CB/2020 stands disposed of.

G<br>

Page 14 of 15

IN T}IE NATIONAL COMPANY LAW TRIBUNAL CUTTACK BENCII

¶122

IA (IBC) No. 196 /CB/2023 In CP (B) No, 249/CB/2020 In re: Hariom Rice Mills Private Limited

¶123

The Registry is directed to send e-mail copies of the order forthwith to all the parties and their Ld. Counsel for information and for taking necessary steps,

¶124

9 ' Certifled Copy of this order be issued, if appliedfor, upon compliance of all requisite formalities.

¶125

Kaushalendia Kumar Singh Member (Technigal;

¶126

Member (Judicial)

¶127

Signed on this, the 11e day of October, 2023.

¶128

Supriya P, S. / N. Tomar (Steno)

¶129

Page 15 of 15