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2023 Supreme(Online)(NCLT) 1178
NATIONAL COMPANY LAW TRIBUNAL
HON’BLE MR. HARNAM SINGH THAKUR, HON’BLE MR. SUBRATA KUMAR DASH, JJ
M/s Tata Project Limited – Appellant
Versus
Mr. Vikram Kumar – Respondent
CP (IB) No. 97/Chd/Hry/2018 | CA No.139/2019 | CA No.170/2019 | IA No.477/2021 | RT CA No.319/Chd/ALB/2022 (as amended by IA No. 283/2023)
For the Appellants/Petitioners: Mr. Amandeep Singh Talwar, Mr. Abhinav Mishra, Ms. Jagriti Dosi, Ms. Nivedita Chauhan, Ms. Komal Singh
For the Respondents:Mr. Amit Jhanji, Senior Advocate, Mr. Manmeet Singh, Advocate, Mr. Anurag Robin Frey, Advocate, Mr. Vipul Joshi, Advocate, Mr. Manav Sharma, Advocate, Ms. Ekakshra Mahajan Mandhar, Advocate
The transfer of ownership under contractual agreements prevails, extinguishing the lien rights of an unpaid seller once ownership is established in favor of another party.
Headnote:(A) Insolvency and Bankruptcy Code, 2016 - Section 60(5) - Contractual Rights of Operational Creditors - Dispute related to ownership of equipment being claimed by various parties - The court found that the operational creditor holds title to the equipment based upon the endorsement of lorry receipts and the Mainpuri Supply Agreement, which established that the ownership had transferred to SEUP. The applicant, Tata Projects Limited, asserted its rights as an unpaid seller under the Sale of Goods Act, 1930, but the court determined that such rights were extinguished as ownership had passed. The claims of Isolux were also dismissed due to lack of standing following the approval of the resolution plan for SEUP. The court ruled SEUP has valid claims over the equipment and directed the respondent to release the goods to SEUP. (Paras 2, 10, 11.1, 14.1, 14.7)
(B) Operational Creditor Rights - The court emphasized that the resolution process does not allow individual creditors to prioritize their claims over others, maintaining equitable distribution amongst all creditors during insolvency proceedings. (Paras 10, 14.4)
| Table of Content |
|---|
| 1. identification of parties and scope of claims (Para 1 , 2) |
| 2. assessment of ownership based on contractual documents (Para 14) |
| 3. order summary and adjudication (Para 15) |
ORDER
IA No. 139/2019, 170/2019, along with IA No. 319/2021 Allahabad (re-registered as RT-CA 319/Chd/Alb/2022) (as amended by IA No. 283/2023), IA No. 477/2021 are inter-related as these IAs deal with the claim for the custody of the same equipments by different parties. In view of the same, these IAs are taken up together for discussion and adjudication.
2. By our order dated 19.01.2023, we had allowed SEUP Power Transmission Company Limited to be impleaded as a respondent in CA No. 139/2019, 170/2019 and IA No. 477/2021 after making a reference to the decision of the Hon'ble Principal Bench dated 23.05.2022. By IA No. 283/2023, the applicant sought to bring certain amendments on the list of equipments on record in CA No. 319/2019. It is stated by the learned senior counsel that Schedule A is part of amended CA No. 319/2019.
3. As recorded in our daily order dated 16.03.2023, a copy of the Resolution Plan of SEUP which was approved by Adjudicating Authority on 26.03.2022 was filed before this Bench in a sealed cover. The learned senior counsel for the SEUP also stated that redacted copy of the Resolution Plan of SEUP will be supplied to the counsel of the liquidator. Subsequently, at the request of the learned counsel for the liquidator, an inspection of the said Resolution Plan was granted to the learned counsel of the liquidator by our order dated 05.09.2023.
4. CA No. 139/2019
4.1 The instant Application has been filed u/s 60(5) of the Insolvency and Bankruptcy Code (hereinafter referred to as “the Code”) read with Rule 11 of the National Company Law Tribunal Rules, 2016, seeking the declaration from this Hon’ble National Company Law Tribunal (“NCLT”), that the applicant, i.e., Tata Project Limited (hereinafter referred to as “TPL”), has the right of Seller’s lien over the goods in question and thus has the right to sell goods and appropriate the money recovered from the sale of the aforesaid goods.
4.2 Brief facts of the case as outlined are as under;
a) In the present case, the applicant purchased/ got fabricated certain steel structures that were kept in the applicant’s godowns for the purpose of the work as per the contract dated 02.03.2012, entered into by the applicant with the corporate debtor. However, the corporate debtor did not make the payments. The applicant was awarded the said contract with a package value of INR 190.23 Crores for Package 1B and INR 192.40 Crores for Package 2B.
b) The applicant had commenced the work for both packages, and the work with respect to Package 2B has been duly performed. The applicant vide letter dated 23.11.2016 intimated the in-progress status of the ‘taking over process’ and the ‘final testing and commission of line work’, to the corporate debtor. With regards to Package 1B, the works were suspended in July, 2015, and the suspension has continued since then despite various letters from the applicant.
c) The applicant, on 10.04.2018, conducted a Joint inspection along with South East U.P. Power Transmission Company Limited, (also referred to as “SEUPPTCL” or "SEUP") and TRACTEBEL (a representative of SEUPPTCL), wherein a Joint Inventory was made of the stores and a statement was duly signed on 10.04.2018.
d) CIRP was initiated in the case of the Corporate Debtor (Isolux India) on 11.10.2018 and the applicant TPL filed its claim on 26.10.2018. Subsequently, the applicant was requested by the IRP to access the value of the goods, but after a market survey, it was found that the goods have only a scrap value, being specific to the project. The IRP of Isolux India, in his letter dated 16.10.2018 asked for the custody and control of the goods to be given to the Corporate Debtor. In response, this application was filed.
e) Therefore, the applicant filed the application by way of abundant caution, seeking a de
