RCap, IL&FS resolutions have parallels

Mumbai:

Reliance Capital

’s insolvency will not be a group resolution but will be restricted to the parent company.

However, the process could get shades of a group resolution if the sale of the subsidiaries to resolve the parent’s debt is challenged. RCap’s position is similar to the IL&FS resolution, to the extent that most of the value lies in the

subsidiary

companies which are going concerns. According to bankers, if the sale of RCap’s stake in its subsidiaries does not face any impediment, the resolution process would be restricted to that of the holding company.

The RBI-appointed administrator is likely to be appointed as the resolution professional once the central bank’s application to initiate insolvency proceedings at the National Company Law Tribunal is admitted. The resolution professional will take over the role of the chief executive and the committee of creditors (largely debenture holders) will play the role of the board of directors of RCap and wield power over the subsidiaries.

Even before the RBI superseded the board of RCap, there were ongoing efforts by debenture trustees to recover money due to debenture holders by selling a stake in group companies including life and non-life insurance, Reliance Commercial and Reliance Housing Finance, among others. The sale of the non-life company was stymied by litigation. In 2019, RCap said that its stake in Reliance General Insurance was transferred to IDBI Trustee Services upon invocation of pledge by the trustee company.

Meanwhile, the RBI on Tuesday appointed a three-member advisory committee to support the administrator in the running of the company. This panel consists of Sanjeev Nautiyal, ex-DMD of SBI, Srinivasan Varadarajan, ex-DMD of Axis Bank, and Praveen P Kadle, ex-MD & CEO of

Tata Capital

. The RBI said that the three would assist Nageswara Rao Y, former executive director of Bank of Maharashtra, who has been appointed as the administrator for RCap. The central bank also said that it will apply to the National Company Law Tribunal to appoint Rao as the resolution professional.

According to bankers, selling the subsidiary companies would be a complex process as all of the firms are regulated financial sector entities. For instance, bulk of the value is in the two insurance companies Reliance General Insurance and Reliance Nippon Life Insurance, which is a joint venture. While some private equity firms have shown interest in buying the entire group by acquiring RCap. The committee of creditors will have to ensure that while selling a stake in the insurance arms, the foreign shareholding norms are not breached. Also, the insurance regulator needs to ensure that the buyers of the insurance companies are fit and proper.

The committee of creditors will have to decide on whether to continue with the asset sale process initiated by debenture Vistra ITL on behalf of debenture holders. The debenture trustee had invited bids for group companies was in the process of finalising the sale of lending arms.

Speaking at the RCap annual general meet in September, chairman Anil Ambani said that lenders have selected Authum Investment and Infrastructure as the successful bidder to acquire Reliance Commercial Finance and Reliance Home Finance. Bankers said that if the committee of creditors is similar to those who were handling the asset sale, the process is likely to continue.


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