NCLT practice firm
Corporate Restructuring & Insolvency
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Corporate restructuring is an action taken by the corporate entity to modify its capital structure and its financial and operational aspects. It also includes debt restructuring of the corporate entity. A company goes into insolvency when it defaults towards its financial obligations of repayments to its creditors and restructuring under the insolvency laws in India are focused on reviving such stressed companies. we are one of the best Best IBC Law firm
Anant Merathia, the Founding Partner of AMA, has personally specialized in this practice for over a decade. Following are a few work highlights
- Advised and represented multiple operational and financial creditors, corporate debtors/corporations in IBC, 2016 cases before National Company Law Tribunals (“NCLT” or Insolvency Courts of India) in corporate insolvency proceedings
- Advised and represented operational & financial creditors on rejection of claim issues, seat in Committee of Creditors; employees as stakeholders before NCLT; Resolution Applicants, personal guarantors, Insolvency Professionals’, liquidators & third parties on several issues during corporate insolvency resolution process before NCLTs
- Advising Insolvency Professionals on various aspects of the corporate insolvency resolution process against suspended Management and other stakeholders; and in structuring Resolution Plans in compliance with IBC, 2016
- Advising corporations facing winding up & corporate insolvency proceedings from secured and unsecured creditors, financial institutions
- Advised several listed entities on corporate restructuring through schemes of mergers, amalgamations, demergers and capital reduction before the Hon’ble High Court of Madras. Handled several legal issues such as transfer of business undertaking, transfer of pending litigations, share valuation and swap ratios, representations to SEBI for approval of schemes, holding Court convened meetings, handling defenses in schemes challenged by shareholders.
- Represented a Resolution Professional and obtained orders against two major private sector banks for reversing the amount that was debited from the account of the Corporate Debtor during CIRP by interpreting section 14 of the IBC, 2016.
- Represented a Resolution Professional and obtained orders against two major private sector banks on interpretation of section 77 of Companies Act, 2013 to obtain the custody of the assets of the corporate debtor against which no charge was created or registered by the respective banks. Upheld by NCLAT and appeared in NCLAT also.
- Repesented a Resolution Professional in a matter involving the non-cooperation of the erstwhile promoters, statutory auditor of the Corporate Debtor and also the Local Authorities wherein orders were obtained in favour of the Resolution Professional. The Local Authorities (IAS, IPS officials) were directed to secure the possession of the assets of the Corporate Debtor situated in a naxalite infested area and handover the same to the RP.
- Represented a Resolution Professional and approval of plan in a matter objected at every stage by erstwhile promoter; represented resolution professional in NCLT & NCLAT in applications/appeal by promoter against Resolution Plan approved by CoC & Bench.
- Advised and Represented a Resolution Professional in a matter where the erstwhile promoters were not co-operating and were hindering with the compliance of the Model timeline under Regulation 40A and obtained orders wherein the Deputy Commissioner of Police was directed to assist the RP in securing the records and data from the erstwhile promoters.
- Advised and Represented a Resolution Professional in a matter where the erstwhile promoter were not cooperating and delaying the process of Corporate Insolvency. Advising on claims submitted by other parties based on fraudulent transactions with the erstwhile promoters and seeking custody of immovable property of the corporate debtor.
- Representing resolution professionals in PUFE applications against erstwhile promoters.
- Represented a Resolution Professional of a Bombay based corporate debtor against the official liquidator of Madras High Court seeking the release of Bank Guarantee which was held by the Official Liquidator and obtained the same.
- Represented an Interim Resolution Professional, wherein it had to be decided by the Hon’ble NCLT, Chennai on the issue of whether an investor participating in the affairs of the management can be treated as a related party in accordance with Section 5(24) of the Insolvency and Bankruptcy Code,2016.
- Represented an Interim Resolution Professional, for collating claim forms and determining the status of claims of various creditors. A wide array of issues with respect to each of these creditors were addressed and a final decision with regards to their status was made.
- Represented a Liquidator and obtained a first of its kind liquidation order in Chennai Bench under section 33(2) of the IBBI (Liquidation Process) Regulations, 2016 wherein a liquidation order for the Corporate Debtor to be liquidated by means of a private sale was ordered and also exemption from appointment of valuers to save costs.
- Representing a Liquidator against a landlord of the CD who had adjusted security deposit against due rentals of the CD and seeking refund of the same. Matter is pending before the Hon’ble NCLT.
- Advised a Resolution Applicant proposing to infuse Rs 140 Cr approx and obtained orders from NCLT giving directions to CoC to reconsider plan keep economic feasibility in mind. CD was in steel/fabrication industry with 1500 employees and was a “going concern”.
- Advised a HNI backed Resolution Applicant against rejection of Resolution Plan by CoC and upon several legal and equitable grounds, obtained orders to re-consider the plan and finally the same was negotiated, improvised and approved by the same CoC. CD was in printing industry with 150 employees and was a “going concern”.
- Advised and represented a 3rd party purchaser of machinery against a RP to recover and take possession of the said machinery in custody of CD under the RP during CIR process. Obtained favourable orders and got the custody upon payment of existing taxes.
- Advising an HNI investor in a financial transaction dispute against a leading company in the environmental technologies and power plant engineering sector in the capacity of a financial creditor in insolvency proceedings against the company for a sum of Rs 4 Cr.
- Advised a consortium of Financial Creditors against a leading real estate & construction company in bankruptcy proceedings against default in repayment of financial debt for a sum of Rs 6.50 Crores and settled the matter for the entire claim amount.
- Advised a consortium of 40 Financial Creditors against RP’s decision of rejecting claims on certain grounds. Other CoC members also were against these FC’s and finally got an order from the NCLT admitting the claims of the 40 minority Financial Creditors in a tough fight against RP, other PSU Banks, etc.
- Advised and Represented two Financial Creditors in a corporate debtor matter involving real estate and home buyers wherein the plan was approved by CoC. Challenged and made legal arguments on several issues seeking rejection of plan being in violation of IBC, 2016 and against interest of several stakeholders. The order is awaited.
- Advised Financial Creditors in NBFC sector against default companies and settled several matters in course of pending Section 7 applications.
- Represented a Financial Creditor in a matter where multiple money recovery and declaration suits, including one where the CD questioned the sanctity of documents, were pending before the Hon’ble High Court between the parties. The instant Application was admitted.
- Acting for a leading steel importer as an operational creditor for operational dues worth Rs 26 Crores against a leading steel fabricator in corporate insolvency proceedings. Primary issue before NCLT was Whether there exited a “dispute” prior to receipt of Demand Notice under IBC, 2016.
- Advised a leading coal importer as an operational creditor for operational dues worth Rs 14 Crores against a leading paper manufacturing company in corporate insolvency proceedings. Advising the operational creditor during the corporate insolvency resolution process
- Advising a US-based foods export against its Indian client and counterpart towards default in commercial payment terms for a sum of USD 1,50,000.
- Advised a leading liquor manufacturing corporate against its collaborator and manufacturing partner on a default of Rs 3 Crores and successfully proceeded against it in insolvency proceedings and settled the matter for the entire claim amount.
- Advised a leading Belgium-based rubber company against its Indian client and counterpart towards default in memorandum of understanding for a sum of USD 450,000 and had the matter settled by 100% payment to the Belgium Company.
- Advised an Indian coal importer against its client, a leading iron and steel conglomerate in winding up proceedings against default in commercial payment terms for a sum of Rs 3.50 Crores and settled the matter for the entire claim amount.
- Advising a consortium of 25 operational creditors from Gujarat and Maharashtra before NCLT Chennai in corporate insolvency proceedings initiated by a leading textile group in South India. Advised on submission of claims and representation in the committee of creditors on the basis of value and percentage of debt based on their claim value of Rs 53 Cr and got the principal amount of Rs 32 Cr admitted by NCLT after rejection by RP.
- Advised a leading international trading group based out of UAE against its client a leading Indian sugar company towards supply of thermal coal for the client’s power plant. Initiated winding up proceedings for a sum of Rs 15 Cr and the same was transferred to NCLT, Chennai. After multiple rounds of negotiations and honoring set-off’s; settled the matter for Rs 12 Cr.
- Advised a leading Indian coal importer in a commercial dispute before NCLT Chennai against foreign supplier and successfully settled a USD 450,000 claim at USD 250,000 and thereby avoiding international arbitration and a damages claim for over USD 1mn. Key issues involved were pre-existing disputes, unreasonable interest clause in contract between parties and applicability of international arbitration in such disputes. Assisted the client in negotiations with the foreign creditor.
- Represented a leading coal supplier against rejection of claim by a resolution professional for Rs 4 Cr approx on grounds of lack of bonfire transactions. Advised the client and also represented the matter in NCLT addressing several factual and legal aspects eventually leading to admission of claim with certain caveats.
- Represented an Operational Creditor against a power company in a matter where a Garnishee Order had been obtained in a suit for recovery of money, still pending before the Hon’ble High Court. The issue regarding interpretation of ‘dispute’ was delved into. The instant Application was admitted.
- Advised leading Indian manufacturer and supplier of Boilers and Small Power Plants in a Section 10 corporate insolvency process and successfully got the Insolvency admitted and moratorium ordered at NCLT, Chennai. Also advised the promoters of the same Corporate Debtor in the capacity of personal guarantors against India’s leading nationalised bank; got an injunction against auction of personal guarantor’s assets during the CIRP and moratorium period.
- Advised a group of senior employees of a corporate debtor in the printing and media sector, undergoing insolvency proceedings against certain alleged actions of insolvency professional. Objective was to ensure that the insolvency professional does not shut the printing units by arbitrary refusal to make day to day payments. Legal issue addressed was the importance of conducting the insolvency process of a company as a “going concern”. Subsequently assisted in mediation talks with the insolvency professional on behalf of the employees.
- Advising a CD against multiple Sec 9 applications in NCLT and assisting in negotiations whereby amounts above Rs 100 Cr have been settled. The CD is in the power sector and governed by a consortium of about over 15 banks with an exposure of over Rs 5000 Cr approx.
- Advising a CD in construction industry against a PSU bank in a Sec 7 application for the past one year. The CD has dues from government authorities and financial creditor’s claim is approx Rs 80 Cr. Finally negotiated with the FC and arrived at one-time settlement and had the matter withdrawn.
- Advised a set of promoters in the capacity of personal guarantors against India’s biggest nationalised bank; got an injunction against auction of personal guarantor’s assets to recover Rs 150 Cr during the corporate insolvency resolution process and moratorium period. Important question of law decided was on the “encumbrance” of the assets of the corporate debtor by the Bank’s action.
- Advising promoters of a company under corporate insolvency process to negotiate and structure a resolution plan with the investors to repay debt of the Corporate Debtor for Rs 60 Cr against a book liability of Rs 90 Cr.
- Advising promoters of a real estate company on potential corporate insolvency process with respect to liabilities and exposures of Rs 400 Crores and efforts towards keep the various projects running; settlement of financial creditors, restructuring of debt and equity.
- Advising promoters of a power sector company undergoing corporate insolvency resolution process on various legal issues and debt restructuring with consortium of bankers by way of one-time settlement.
SCHEMES - “COURT APPROVED RESTRUCTURING”
Anant Merathia, the Founding Partner of AMA, has worked and advised in this practice area. Following are a few work highlights:
- Advised several listed entities on corporate restructuring through schemes of mergers, amalgamations, demergers and capital reduction before the Hon’ble High Court of Madras.
- Handled several legal issues such as transfer of business undertaking, transfer of pending litigations, share valuation and swap ratios, representations to SEBI for approval of schemes, holding Court convened meetings, handling defenses in schemes challenged by shareholders.