NCLAT Dismisses Appeal Praying For Waiver Of Fees And Stamp Duty

NCLAT Dismisses Appeal Praying For Waiver Of Fees And Stamp Duty

The Tribunal held that the Resolution Plan had covered the issues as required for the approval of the plan and nowhere such waiver was explicitly or implicitly provided for

The National Company Law Appellate Tribunal (NCLAT) dismissed an appeal filed by the Resolution Applicant praying for waiver of fees and stamp duty on increased authorized capital/restructure capital.

The Principal Bench of the National Company Law Appellate Tribunal at New Delhi comprising Justice Jarat Kumar Jain and Dr Ashok Kumar Mishra heard the matter titled BRS Ventures Investment Ltd v Registrar of Companies, Guwahati.

The facts of the matter are that the Appellant – Company was the Resolution Applicant whose plan was approved by the Committee of Creditors (CoC) for the Corporate Debtor – Assam Company India Ltd who is undergoing the Corporate Insolvency Resolution Process (CIRP). The Appellant contended that once it was mentioned in the Resolution Plan whether it was explicitly approved or not, he was entitled to those remissions for waiver of fees on increased authorized capital/restructure capital. The Appellant submitted two judgments of the Supreme Court to strengthen its arguments.

The Respondent – Registrar of Companies (RoC) stated that the General Article No.12/2020 by the Ministry of Corporate Affairs dated 30 March 2020 was applicable in this case, which deals with the Companies Fresh Start Scheme, 2020. Therefore, the Respondent further submitted that in accordance with the provisions and related regulations they were charging the fees and stamp duty as applicable to the company.

The Tribunal agreed that the Resolution Plan had expressly covered the issues as required for the approval of the plan and nowhere such waiver was explicitly or implicitly provided for. The Appeal was dismissed by observing:

"We also do not see any reason that when a new company takes over and starts at a new slate and take certain management decision then everything cannot be exempted at a later stage as it is a business decision to expand the business and based on those probability of cash inflow, cash outflow is provisioned for."