Otto Projects Private Limited vs Mr. Muzzafar Shah,

Harish Chander Suri, Member (Technical)

The Court is convened by video conference today.

This application was filed by the erstwhile Resolution Professional, the applicant herein, under section 19(2) of the Insolvency and Bankruptcy Code, 2016 seeking directions upon the suspended Directors and the staffs/ management personnel of the Corporate Debtor to extend all cooperation and provide all information with regard to the assets, books and records, relating to the project, the details of the invoices submitted upon completion of the projects, the plan to complete the pending projects, the documents relating to the projects under-taken by the Corporate Debtor, the related correspondence pertaining to the projects, the compliances agreement/ documents on such projects, the debts receivable from each of the projects, the person looking after the recovery of the dues upon completion of the projects, etc.

It is submitted that the applicant has been repeatedly threatened by people claiming to be employees of the Corporate Debtor. Despite repeated requests and calling upon the suspended member of the Board of Directors to extend all cooperation to complete the CIRP, they have failed and neglected to do so.

During the course of hearing, it is submitted by the Ld. Counsel for the liquidator that the Ex. Directors have not been cooperating with the liquidator, whereas the Ld. Counsel for the suspended Directors of the Corporate Debtor submitted that the possession of the registered office along with all the documents were handed over to the erstwhile RP.

We may notice here that vide order dated 20th December,2021, this Adjudicating Authority had passed the orders, which are reproduced as under:-

“ 2. Ld. Counsel for the Liquidator submits that the Ex-Directors are not cooperating with the Liquidator. Whereas, the Ld. Counsel for the suspended members of the Board of Directors of the Corporate Debtor submits that the possession of the Registered office along with all the documents were handed over to the erstwhile RP. Ld. Counsel appearing for the Liquidator, however, opposed the submissions made by the Ld. Counsel for the suspended members of the Board of Directors of the Corporate Debtor. In these circumstances, the Liquidator along with the erstwhile RP and suspended members of the Board of Directors of the Corporate Debtor, who has/have full knowledge of the relevant documents as required by the Liquidator would be present at the Registered Office and handover all the documents in proper manner so that there is no grievance. Suspended members of the Board of Directors of the Corporate Debtor are duty bound to provide all sorts of assistance to the Liquidator to enable the Liquidator to complete the process.

If any problem, the Liquidator may approach this Adjudicating Authority again”.

When the matter was again taken up, Ld. Counsel for the suspended members of the Board of Directors submitted that there was a complete misrepresentation of facts on the last date by the Ld. Counsel appearing for the Liquidator. It was submitted by the Ld. Counsel for the suspended member of the Board of Directors that the erstwhile RP had admitted and acknowledged that the full cooperation was given to him, which is evident from the order of this Adjudicating Authority dated 13h December, 2019. It is submitted that the erstwhile RP was given keys of the registered office of the Corporate Debtor and all the documents on 25th January, 2021. It is submitted that due to complete misrepresentation of facts on behalf of the liquidator, the aforesaid order has been passed.

It was brought to our notice that an email has been sent on 15th February, 2022, which contains a complete list of documents required by the Liquidator from the suspended Directors. A copy of the list has also been sent to the email of Registrar NCLT, Kolkata Bench. These documents which have been requisitioned by the Liquidator from the suspended Board of Directors are reproduced as under:-

“ i) Cheque books for Bank accounts other than the bank a/c Nos. 95911010004270 & 2559201050231.The balance cheque books for remaining Bank accounts may kindly be provided or located.

ii) Though the last audited accounts for FY 2018-19 have been received, please let us know the status for audit of subsequent financial years.

iii) Location of all assets and properties including plant and machineries, motor car, vehicles, cycle, accessories, tools spares and all other assets of the Company may be informed.

iv) Company of the suspended Board to such location to physically identify such assets.

v) Party wise breakup, contact details & other relevant details for the following items appearing under the Asset head in the audited accounts for FY 2018-19.

a. Earnest money deposit of Rs. 23,500/-b. Retention Money of Rs.1,53,12,773/-c) Other Deposits of Rs.1,15,400/-

d) Work in progress of Rs.93,64,814/-

e) Trade Receivables of Rs. 3,69,81,419/-

f) Fixed Deposit of Rs.45,32,974/-

Whether this is the one and single FD against which BG has been issued in favour of Durgapur Steel Plant. Copy of the relevant BG is also required.

g) Advance to sub-contractors & suppliers of Rs.6,19,894/-

h) Other Advances of Rs.4,77,698/- Along with above details, there is a requirement of complete ledger of the parties, reasons for not recovering such amount, communication/steps taken for recover, copies of all communication made and received in this regards, copies of all invoices, confirmation of account, completion certificate for the projects where dues are not received, disputes etc. All these details are required to take effective steps to recover and realize as Debtors.

i) AOA & MOA, PAN Card, GST registration certificate and other registration certificate of corporate debtor.

j) User name and password for GST, IT and for any other statutory compliance portal

k) Status on validity of Insurance Policies, if any.

l) Complete books of accounts & statutory documents.”

We have heard Ld. Counsel for the parties and without going into controversy as to what documents have been given or not given so far by the suspended Directors to the erstwhile RP, or the Liquidator, we further direct that in addition to the above email, the Liquidator shall immediately send further and final list of documents, if any required from the suspended members of the Board of Directors, within one week.

We further direct the suspended members of the Board of Directors to hand over and provide all the information mentioned in the said emails if not already sent within two weeks. There should not be any lapse on the part of the suspended Directors because any further delay will be taken as causing an intentional delay in the process of liquidation and would lead to serious consequences. However, if anything which is supposed to be in their possession but is not available, they will give an understandable justification therefor. This Adjudicating Authority does not expect any vague or an empty refusal or excuse.

With these directions, I.A.(IB) 255/KB/2021 is disposed of.

C.P.(IB)No. 1136/KB/2018 be listed for Periodical Report on 19/04/2022.

Certified copy of the order may be issued to all the concerned parties, if applied for, upon compliance with all requisite formalities.