Facts of the case:-
i. The Applicant is holder of 38,05,576 Compulsory Convertible Debentures (CCD's) with face value of Rs.1000/- each carrying interest @ 11.5% per annum. The total face value of the CCDs is circa €380 Crores.
ii. The total interest payable on such debentures till 28.04.2022 amount to Rs.1,36,72,81,334.
iii. Corporate Insolvency Resolution Process (CIRP) Application against corporate debtor was admitted on 29.04.2022.
iv. The Corporate Debtor owed a sum of 517 Crores which includes the interest as financial debt to the Applicant. The Applicant submitted Form-C to the Respondent on 13.05.2022 and furnished clarification/ information from time to time.
v. The Applicant's claim was rejected by the Respondent stating that.
“The books of accounts reflect the CCDs as ‘Other Equity’ and not as debt, indicating that the same has been considered as an equity or quasi-equity instrument and not as a debt instrument. Further, the books of account of SPGCL also record the CCDs as ‘Other Equity’ and not debt.”
Appellant preferred appeal against Rejection of Claim before Hon’ble NCLT on following grounds: -
i. Referred to the Judgement of Hon'ble Principal Bench of NCLT at Delhi in the matter of "SGM Webtech Pvt. Ltd. Vs. Boulevard Projects Private Limited, CP(IB) 978 (PB)/ 2018" passed by the Principal Bench of this Tribunal wherein it was held that CCDs, till the time they do not mature, are to be considered as debentures and consequently qualified debt.
ii. It was also pleaded that characterization in the books of account of the Company cannot be conclusive of the nature of transaction.
Esta historia es de la edición May 2023 de M & A Critique.
Comience su prueba gratuita de Magzter GOLD de 7 días para acceder a miles de historias premium seleccionadas y a más de 8500 revistas y periódicos.
Ya eres suscriptor ? Conectar
Esta historia es de la edición May 2023 de M & A Critique.
Comience su prueba gratuita de Magzter GOLD de 7 días para acceder a miles de historias premium seleccionadas y a más de 8500 revistas y periódicos.
Ya eres suscriptor? Conectar
Batliboi Ltd. merging its associate company
Batliboi Limited has a history of collaborations with various foreign technical partners and has subsidiaries like Hydraulic & General Engineers Ltd. and Batliboi International Ltd. In March 2024, the board of Directors of Batliboi Limited accorded their approval for the merger of promoter owned private company with itself.
TVS Motors issuances of convertible preference shares as bonus instead of dividend
Recently, well known auto manufacturer announced the issuance of preference shares as a bonus to all equity shareholders.
Aditya Birla Fashion & Retails Scheme to undo its consolidation
Corporate restructuring saga continues for Aditya Birla Group.
Advent International to combine its listed & private entity business
Recently, Advent International announced the merger of its privately held pharma company into recently acquired listed pharma company.
Eris Lifesciences on Acquisition Spree to expand its branded formulations portfolio
Recently, Eris Lifesciences Limited announced acquisition of 'branded Formulation Business' of Biocon Biologics Limited pertaining to the India territory through slump sale. In addition, ELL also announced a foreign acquisition.
Vuenow Merges All Entities Will It Create Value?
Recently, Vuenow Infratech Limited, a BSE listed company, announced the merger of two private companies itself.
Dalmia Group continues its journey of segregation of businesses by way of demerger
Recently Dalmia Group announced yet another restructuring of one of its group companies Dalmia Bharat Refractories Limited.
Rane Group to consolidate its listed operational entities
After keeping different operational listed entities for years, Rane Group, one of the key players in Auto Ancillary space has decided to consolidate its listed operational companies under Rane (Madras) Limited.
Zuari Group's attempts to create the biggest private producer of Fertilisers
“Transfer of Identified shares from ZACL to ZMPPL is a precondition for approval of the merger transaction”
Shankara Building Products separates its trading & marketplace business for independent growth
Recently, Shankara Building Products Limited announced the demerger of its trading/building material marketplace business from its manufacturing business.