ROHINTON FALI NARIMAN, SANJAY KISHAN KAUL
INNOVENTIVE INDUSTRIES LTD. – Appellant
Versus
ICICI BANK – Respondent
The legal judgment clarifies several important principles regarding the interplay between the Insolvency and Bankruptcy Code (IBC) and other laws, particularly state laws such as the Maharashtra Relief Undertakings (Special Provisions) Act.
Firstly, the adjudicating authority is permitted to reject an application for insolvency only if the debt in question is either interdicted by law or has not yet become payable (!) . This underscores that a debt must be legally due and payable for insolvency proceedings to be initiated under the Code.
Secondly, the judgment emphasizes that provisions of state laws, such as the Maharashtra Act, cannot obstruct or impede the functioning of the central insolvency framework established by the IBC. The Code contains a non-obstante clause that overrides any inconsistent state law, and the provisions of the Code will prevail over state laws in case of conflict (!) (!) (!) .
Thirdly, the principle of repugnancy between statutes is discussed extensively. For laws to be deemed repugnant, there must be a clear, direct, and irreconcilable conflict in their provisions, and the conflict must be in fact, not merely hypothetical or possible (!) (!) (!) (!) . The doctrine of pith and substance is distinguished from the concept of repugnancy; the latter requires that the laws operate in the same field and produce conflicting results, whereas the former is used to determine the true legislative competence and scope of the laws.
Furthermore, the judgment highlights that when two laws occupy different fields or pertain to different subjects, there is generally no question of repugnancy, and both can operate simultaneously (!) (!) . The constitutional framework allows Parliament to enact laws that may overlap with state laws, but in cases where conflicts arise, the central law will prevail if it is intended to be exhaustive or if there is a direct conflict.
Finally, the judgment underscores that the specific provisions of the Code, such as the requirement for debts to be legally payable and the time-bound nature of the insolvency process, are designed to promote efficiency, certainty, and fairness in insolvency proceedings. These principles aim to facilitate the resolution of distressed companies within a prescribed timeframe, ensuring that the interests of all stakeholders are balanced and protected.
In summary, the legal principles reaffirm that the Insolvency and Bankruptcy Code is a comprehensive and overriding legislation that seeks to streamline insolvency resolution, and any conflicting state laws or laws that obstruct the process are deemed invalid to the extent of their inconsistency.
JUDGMENT
R.F. Nariman, J.
1. The present case raises interesting questions which arise under the Insolvency and Bankruptcy Code of 2016 (hereinafter referred to as the Code), which received the Presidential assent on 28th May, 2016, but which provisions were brought into force only in November-December, 2016.
2. The appellant before us is a multi-product company catering to applications in diverse sectors. From August, 2012, owing to labour problems, the appellant began to suffer losses. Since the appellant was not able to service the financial assistance given to it by 19 banking entities, which had extended credit to the appellant, the appellant itself proposed corporate debt restructuring. The 19 entities formed a consortium, led by the Central Bank of India, and by a joint meeting dated 22nd February, 2014, it was decided that a CDR resolution plan would be approved. The details of this plan are not immediately relevant to the issues to be decided in the present case. The lenders, upon perusing the terms of the CDR proposal given by the appellant and a techno-economic viability study, (which was done at the instance of the lenders), a CDR empowered group admitted the restructur
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