State Bank of India & Ors. Vs Jyoti Structures Ltd. & Ors. (NCLAT Delhi)
NCLAT Delhi held that post approval of resolution plan Non-Fund Based [NFB] agreement has to be read in a manner to give effect to the resolution plan and not to make any clause of resolution plan otiose and unworkable.
Facts- Jyoti Structure Limited an Engineering Procurement Company (EPC) was admitted to Insolvency Resolution Process by order dated 04.07.2017. In the CIRP process of the Corporate Debtor, a Resolution Plan was submitted by one Sharad Sanghi. The Resolution Plan was approved by the CoC which in turn was approved by the Adjudicating Authority vide its order dated 27.03.2019.
The Resolution Plan provided for continuance/ roll-over NFB facilities by existing lenders. A Non-Fund Based (NFB) Facility Agreement was executed between Company and the Lenders on 15.09.2021. On 09.11.2021, approved Resolution Plan was implemented achieving the closing date. From 09.11.2021 to 23.11.2022, the company was engaged with NFB lenders for issuance of bank guarantee/ letter of credit under the NFB facilities. NFB lenders expressed their inability to disburse the NFB facilities until completion of certain procedural requirements pertaining to execution of a fresh Tripartite Agreement between Maharashtra Industrial Development Corporation, the Company and SBICAPS Trustee Company Ltd. On 23.11.2022, Tripartite Agreement was executed and completed as requested in the Joint Lenders Meeting held on 11.10.2022. The company had been engaged with the State Bank of India and other lenders for issuance of bank guarantee.
