O R D E R

1. This application has been filed by the Corporate Debtor, Sree Bhadra Parks &Resorts Ltd, against the Respondents under Rule 11 of the NCLT Rules, 2016, seeking the following reliefs: -

a) Allow the present application and set aside E-Auction conducted on 18.07.2023-24.07.2023 and all consequent proceedings including the sale certificate dated 06.10.2023 issued in favour of Respondent No 3. S.A.V. Blue Metals Private Ltd 12-725, B-7, Kaval Kinaru Road, Vadakkankulam ,Thirunalveli, Tamil Nadu, Pin-627116

b) Pass an ad interim order restraining the respondent no 1 herein from taking any further steps towards the sale of the remaining assets of the corporate debtor pending the hearing and final disposal of the present application

c) Permit the applicant /corporate debtor to make One Time Settlement(OTS)of its debt to all the stakeholders within a period of three moths from the date of filing of present application

d) Pass such other order/orders as this Hon'ble court may deem fit in the facts and circumstances of the case and in the interest of justices.

The Brief facts of the case are as follows: -

2. The Applicant/Corporate Debtor submitted that it had availed various credit facilities from Federal Bank Limited in the year 2008 aggregating to about Rs.9.70 Crores for renovation and expansion of its amusement park situated at Agastheeswaram Village, Kanyakumari District, Tamil Nadu, by creating mortgage over immovable properties situated in Tamil Nadu and Kerala. According to the Applicant, substantial repayments were made towards the loan account. However, due to default, the loan account was classified as NPA and proceedings were initiated under the SARFAESI Act. Thereafter, the Debts Recovery Tribunal, Ernakulam, passed recovery orders in favour of the Bank, and a Recovery Certificate dated 28.11.2014 was issued, which was subsequently assigned to Phoenix ARC Private Limited for recovery proceedings.

3. The Applicant further submitted that it had entered into a Share Purchase Agreement dated 21.11.2012 with Respondent No.2 for the transfer of 100% shares of the Corporate Debtor for a consideration of Rs.33.08 Crores, and an advance amount of Rs.1 Crore was paid. Alleging default under the said agreement, Respondent No.2 initiated proceedings under Section 7 of the Insolvency and Bankruptcy Code, 2016, in IBA/13/KOB/2020, which came to be admitted by this Adjudicating Authority on 25.08.2020.

4. It is stated that the parties subsequently entered into a settlement agreement dated 26.08.2020 for a total settlement amount of Rs.2.25 Crores, and on that basis, the Section 7 proceedings were withdrawn with liberty to revive the proceedings in case of default. According to the Applicant, due to financial difficulties beyond its control, the settlement could not be fully complied with, and consequently, the Section 7 application was again admitted by this Adjudicating Authority on 30.03.2021.

5. Pursuant to the admission of CIRP, the Interim Resolution Professional took charge of the affairs of the Corporate Debtor. Subsequently, by order dated 09.02.2022, liquidation proceedings were initiated against the Corporate Debtor under Section 33(1)(a) of the Code and the Resolution Professional was appointed as Liquidator.

6. The Applicant further submitted that it challenged the admission order and liquidation proceedings before the appellate forums, including the Hon’ble Supreme Court. It is stated that though interim opportunities were granted by the Hon’ble Supreme Court to settle the liabilities, the Applicant could not mobilise funds within the stipulated time, and ultimately the appeal came to be dismissed.

7. The Applicant contended that the primary object of the Code is revival of the Corporate Debtor as a going concern and not liquidation. Reliance was placed on various judgments of the Hon’ble Supreme Court and the Hon’ble NCLAT to contend that settlement and withdrawal under Section 12A