# In the matter of Haryana Telecom limited IA No.611-2020 In CP (IB) No.515-Chd-Chd-2019

> NCLT judgment dated 2022-10-07. Citation: TCN-2022-NCLT-00827. The application was filed by the Resolution Professional seeking exemption from the requirement…

- **Court:** NCLT
- **Order date:** 7 Oct 2022
- **Citation:** TCN-2022-NCLT-00827
- **Category:** IBC
- **Source page:** https://caseease.in/cases/ibc/nclt-division-bench-court-i-chenn/haryana-telecom-limited-ia-no611-2020-in-cp-ib-no515-chd-chd-2019-742945da

## Summary

### Background

The application was filed by the Resolution Professional seeking exemption from the requirement to appoint a CFO and Company Secretary as mandated by Section 203 of the Companies Act, 2013, read with Rule 8 and 8A of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and to update the record of resignation of Mr. Rajender Kumar from the post of CFO and not to levy any penalty on the corporate debtor for non-compliance from 29.03.2020. The corporate debtor was admitted into CIRP on 07.02.2020, and a moratorium was declared. The Resolution Professional stated that Mr. Rajender Kumar had resigned in January 2020, before the CIRP commencement. The Registrar of Companies (RoC) filed a reply stating that the e-form GNL-2 for Mr. Rajender

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## Facts

Parivartan Investment and Finance Company initiated Corporate Insolvency Resolution Process (CIRP) against Haryana Telecom Limited. The CIRP was initiated via an order dated 07.02.2020, which also imposed a moratorium. Mr. Rajender Kumar, the CFO of Haryana Telecom Limited, resigned in January 2020, prior to the commencement of CIRP. The Resolution Professional (RP) sought an exemption from the mandatory requirement to appoint a CFO and Company Secretary, as per Section 203 of the Companies Act, 2013, because the corporate debtor was undergoing CIRP and the unit had been closed for the past 15 years. The RP filed Form GNL-2 on 29.03.2020 to update the RoC about Mr. Kumar's resignation. The Registrar of Companies (RoC) acknowledged that Mr. Kumar's resignation was

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## Issues and analysis

### Issue 1: Whether the Resolution Professional is entitled to an exemption from the mandatory requirement to …

**Ratio:** The mandatory nature of Section 203 of the Companies Act, 2013, requires a corporate

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**Reasoning:** The court reasoned that the statute mandates compliance with Section 203 of the Companies

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**Interpretation:** Section 203 of the Companies Act, 2013, is interpreted as a mandatory provision

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**Application:** The court applied the ratio to the facts by stating that the Resolution

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## Parties

- **Judges:** Harnam Singh…; SUBRATA KUM…
- **Appellants:** Sanyam…
- **Respondents:** Haryana Telecom…; Registrar of…
- **Advocates:** Anand Chh…; Abhishek…; +3 more

## Timeline

- **2020-01-01 — Resignation…**: Mr. Rajender Kumar resigned from the…
- **2020-02-07 — CIRP Init…**: Corporate Insolvency Resolution Process (CIRP) initiated against Haryana Telecom Limited,…

## Legal provisions

- [Insolvency and Bankruptcy Code, 2016, Section 60 — Adjudicating Authority for corporate persons](https://caseease.in/legal-provisions/insolvency-and-bankruptcy-code-2016/section-60)

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