Per: Justice Rakesh Kumar Jain:

This order shall dispose of three appeals arising out of the order dated

28.04.2023, passed by the Adjudicating Authority (National Company Law

Tribunal, Mumbai Bench, Court No. II), bearing CA (AT) (Ins) No. 572 of

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2023 titled as ‘Koinonia Coffee Pvt. Ltd.’ Vs. Vijay Kumar V Iyer, RP of

Future Retail Limited & Ors.’ (First Appeal), CA (AT) (Ins) No. 660 of 2023

titled as ‘TNSI Retail Pvt. Ltd. Vs. Koinonia Coffee Pvt. Ltd. & Anr.’ (Second

Appeal), CA (AT) (Ins) No. 674 of 2023 titled as ‘Vijay Kumar V. Iyer Vs.

Koinonia Coffee Pvt. Ltd. & Ors.’ (Third Appeal), one Intervention Application

i.e. I.A. No. 2718 of 2023 and a Contempt Petition (AT) No. 27 of 2023 in CA

(AT) (Ins) No. 572 of 2023 filed for the alleged violation of the order dated

31.05.2023 passed by this Tribunal in CA (AT) (Ins) No. 572 of 2023.

2.

Bank of India filed an application i.e. C.P. (IB) No. 572/(MB)/2022

under Section 7 of the Insolvency and Bankruptcy Code, 2016 (in short

‘Code’) against the Future Retail Ltd. (in short ‘FRL’) (Corporate Debtor). FRL

was admitted into Corporate Insolvency Resolution Process (in short ‘CIRP’)

vide order dated 20.07.2022, moratorium was declared and Vijay Kumar V

Iyer was appointed as Resolution Professional (in short ‘RP’).

3.

FRL established a High-End Supermarket in the name of ‘Foodhall’

and has seven stores of Foodhall across Mumbai, Delhi and Bangalore.

Koinonia Coffee Pvt. Ltd. (in short ‘KCPL’) has been operating coffee shops in

five of the Foodhall stores under the Shop-In-Shop Agreements executed at

various times. KCPL filed an application i.e. I.A. No. 3439 of 2022 in CP (IB)

No. 527/(MB)/2022 seeking following directions: -

“(i)Take custody of the Foodhall business of the Corporate Debtor

and to operate the same as a going concern;

(ii) initiate investigation into the affairs of Foodhall and submit a

report with respect to the legality of the affairs of Foodhall;

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(iii)Restrain the employees of the Corporate Debtor and the

Respondent No.2 from interfering in or dealing with the property

of the Corporate Debtor and for direction against the RP for a

payment of the outstanding sum due to the Applicant by treating

it as a part of the Corporate Insolvency Resolution Process (CIRP)

costs,”

4.

I.A. No. 3439 of 2022 filed by KCPL was disposed of by the

Adjudicating Authority vide its impugned order dated 28.04.2023 with the

following observations and findings: -

“9. We have heard the Counsels appearing for the parties at great

length. On perusal of the instant Application and the documents

on record, it is seen that the primary issue for consideration

before us is whether the BSA is valid and legal. In this regard, we

observe that the RP is cognisant of the contentious nature of the

BSA and other transactions related to it and has already initiated

the Transaction Review Audit of various transactions to ascertain

whether any transactions fall under the ambit of preferential,

undervalued, extortionate, fraudulent or wrongful trading under

the provisions of the Code. We recognise the fact that though the

Applicant has filed this Application at a premature stage i.e. prior

to the completion of the Transaction Audit, the apprehensions of

the Applicants are legitimate.

10.In view of the foregoing, the RP is directed to take all necessary

steps to secure that portion of the revenue generated by the

Foodhall business that is owed to the Applicant in a separate

escrow account until the completion of the Transaction Review

Audit and the submission of its final Report to the RP. In case the

RP finds any transaction falling under the ambit of preferential,

undervalued, extortionate, fraudulent or wrongful trading after

perusal of the final Transaction Audit Report, the RP is duty

bound to file an appropriate application before this Tribunal

under relevant provisions of the Code.

11. With the above observations, I.A. No. 3439 of 2022 is

disposed of in the above terms.”

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5.

Aggrieved ag