# In the matter of Matix Fertilisers and Chemicals Limited

> NCLT judgment dated 2023-08-29. Citation: TCN-2023-NCLT-01867. The case involves a petition filed under Section 7 of the Insolvency and Bankruptcy Code, 2016…

- **Court:** NCLT
- **Order date:** 29 Aug 2023
- **Citation:** TCN-2023-NCLT-01867
- **Category:** IBC
- **Source page:** https://caseease.in/cases/ibc/nclt-division-bench-court-i-chenn/matix-fertilisers-and-chemicals-limited-a541c10a

## Summary

### Background

The case involves a petition filed under Section 7 of the Insolvency and Bankruptcy Code, 2016 by EPC Constructions India Limited, through its liquidator, Mr. Abhijit Guhathakurtha, against Matix Fertiliser and Chemicals Limited. EPC, the financial creditor, seeks to initiate a corporate insolvency resolution process (CIRP) against Matix, the corporate debtor, due to a default in the redemption of Cumulative Redeemable Preference Shares (CRPS). The petition stems from EPC contracts between the parties, where EPC was to construct a greenfield fertiliser complex for Matix. Disputes arose regarding the completion of the project and the subsequent conversion of EPC's receivables into CRPS. The financial creditor claims a default of Rs. 310 Crore, representing the

…

## Facts

EPC Constructions India Limited (EPC), now under liquidation, entered into EPC contracts with Matix Fertiliser and Chemicals Limited (Matix) for the construction of a greenfield fertiliser complex. Disputes arose regarding the completion of the project, leading to EPC's receivables. In 2015, Matix proposed converting a portion of EPC's receivables (Rs. 250 Crore) into Cumulative Redeemable Preference Shares (CRPS) with a face value of Rs. 10 each, redeemable at par after three years with an 8% cumulative dividend. EPC agreed, and Matix allotted 25 Crore CRPS to EPC. The CRPS matured on August 26, 2018. EPC, through its liquidator, claimed Rs. 310 Crore, including the redemption amount and unpaid dividends. Matix denied liability, citing its accumulated losses and

…

## Issues and analysis

### Issue 1: Whether a Preference Shareholder …

**Ratio:** A preference shareholder is not a creditor unless the preference shares become due for

…

**Reasoning:** The court reasoned that preference shares are a part of the share capital of the company

…

**Interpretation:** The interpretation of the Companies Act, 2013, specifically Section 55, is

…

**Application:** In this case, the court found that Matix had not earned profits or raised

…

## Parties

- **Judges:** BIDISHA BA…; Balraj…
- **Appellants:** EPC Constructions…
- **Respondents:** M/S MATIX…

## Timeline

- **2009-12-11 — EPC Cont…**: EPC Contract dated December 11, 2009 executed between the respondent and the Petitioner…
- **2015-08-26 — CRPS Iss…**: Matix issued a letter dated 26.08.2015 to EPC listing the terms and conditions of the…

## Legal provisions

- [Insolvency and Bankruptcy Code, 2016, Section 7 — Initiation of corporate insolvency resolution…](https://caseease.in/legal-provisions/insolvency-and-bankruptcy-code-2016/section-7)

---

This is a preview. The full structured summary, issues, precedents and source judgment are available on CaseEase - Legal Intelligence Simplified: https://caseease.in/cases/ibc/nclt-division-bench-court-i-chenn/matix-fertilisers-and-chemicals-limited-a541c10a