Managing Pre-CoC: To call upon a meeting of the CoC following aresome of the requirements:Decidingon the venue, date and time for the meeting which is convenient for all themembers of the CoCPreparingthe agenda notes (items to be voted upon) and its circulation to the members ofthe CoC. The agenda items include items that require mandatory voting from theCoC as well as items that the RP puts forth the CoC regarding operationalmatters, overall process and bidding process. Mandatory voting items may be theappointment of IRP as RP or replacement of IRP by another RP as mentioned inSection 22(2) of the Code. Preparingthe notice of the meeting and its circulation prior to seven days of the meetingto the members of the CoC. The notice should clearly mention the venue, date,time, key items that need to be discussed in the meeting and voted upon by theCoC. The notice can be sent to other vested parties as well such as the IBBI,Supreme Court, MCA representatives and other representatives of the creditorsif the need be.Preparationof postal ballets. In case all the financials creditors are present in themeeting, the voting on the items need to be voted upon in the meeting itself.
The voting is done by using a postal ballot which should be prepared before thebeginning of the meeting.Preparationattendance sheets. It is important to take into account who all attended themeeting. It is advisable that an attendance sheet is made at the entrance whereinwhosoever entering the meeting is taken note of. This helps in identificationof the unwanted members or excessive representation from any one party. Identity proofs should also be called before themeeting. This eases the attendance process when the person entering thepremises shows the Identity card.
Incorporatingvideo recording in the meeting as it is mandated by the code. It helps inmaintaining the record of the meeting precisely, while assisting in the makingof the minutes of the meeting.Initiatingthe electronic voting platform, if needed. As per the code, in case all themembers of the committee are not present, then voting is to be done in anelectronic manner.
Arrangements for e-voting are also required in such cases.The RP needs to provide a secure voting platform to the voters. Preparation on the update on the status of thedebtor. RP needs to apprise the CoC on any update that may have occurredbetween 2 CoCs.
Status update includes key communications, meetings withvarious authorities, business update of the corporate debtor including day today operations, claim reconciliation status of all the stakeholders involved,update on the CIRP process and other updates as decided by the RP.Managing the CoC meeting: The biggest challenge before thecommencement of the meeting is to overlook the process of who all are enteringthe premises of the meeting. In cases wherein the number of financial creditorsare huge (say around 50), it is important to keep a check on this process. Itcan be a cumbersome process as usually two representatives might turn up fromeach financial creditor. Also, other vested parties such as customers of thedebtor, other investors, operational creditors etc. might also be interested inattending the meeting.
It is made sure that no other individual apart from therequired members and representatives are allowed to attend the meeting to keepthe status of the CIRP process confidential. One of the best ways to restrict excessive entries is to limit the representationof each bank to 2-3 members for the smooth conduction of the meeting. Thereafter, the RP begins themeeting by taking a roll call and apprising the members by running through thepresentation on status of the Company. The agenda items that require CoC’s approvalby casting their vote are also presented and discussed by RP and the creditors.Any concerns or queries raised by the members of the CoC are taken up andanswered to by the RP. This is followedby the voting on the agenda items if all the members are present during the CoC.If the members are not present, or if any member is present through audio videomeans then voting is conducted through electronic means.
Managing post-CoC: The primary and the most important task afterthe meeting is the preparation of the minutes of the meeting, incorporating theentire proceedings of the meeting. In case the voting is to be held byelectronic means, the minutes of the meeting are to be sent to the members ofthe CoC within 48 hours of the meeting. The minutes should specificallydisclose the particulars of the participants who attended the meeting inperson/video conferencing/other audio visual means. The minutes also specifythe suggestions as well as decisions taken during the meeting by the CoC.
Suggestions and decisions may include addition of a new voting item ordeferment of an existing voting item. The video recorded of the meeting comesinto help here, where you can find the minute nuances of the meeting forreference.The electronic voting needs to beconducted within twenty four hours of sending the minutes to the CoC. There arevarious glitches that could be faced at this time such as the voting portal notworking properly, User id and password not received by the creditors, anyvoting item not being shown in the voting portal and so on. It is consideredbest to run a small trial of the voting platform before each CoC meeting. Thiswould not only help in resolving the problems that could be faced, but alsoprepare for future electronic voting. It is also advisable to contact allmembers of the CoC to ensure that they have received their user id and passwordand are not facing any issue while casting their votes.
This enables the votingto be completed during the stipulated time period as per the Code. Results of the voting are to becirculated within 24 hours of the closing of the voting. A voting item standspassed if it approved by more than 75% of the majority. The percentage of themajority is calculated by using the percentage of their voting share againstthe decision they have casted.
The RP is expected to proceed as per the resultsof the voting in conducting the resolution process of the debtor. ConclusionCoC meeting should ideally be held20-25 days so as to keep the various vested parties informed about the ongoingresolution process of the company and the key developments and improvements inthe operations of the company.