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2026 Supreme(Online)(CERC) 365

CENTRAL ELECTRICITY REGULATORY COMMISSION
Jishnu Barua, Chairperson, Ramesh Babu V., Member, Harish Dudani, Member, Ravinder Singh Dhillon, Member
Petition seeking approval under Section 17 (3) and (4) of the Electricity Act 2003 for bringing on record the appointment of IDBI Trusteeship Services Limited – Respondent No. 2 as a Security Trustee and for creation of security interest by way of hypothecation over the assets of Petitioner and pledge of 51% equity share capital of the Petitioner held by the promoter in favour of the IDBI Trusteeship Services Limited – Respondent No. 2 acting on behalf of and for the benefit of the lenders – Respondent Nos. 3 to 5 (and for any subsequent transferees assign novatees thereof and any refinancing lenders to the Project) pursuant to the Facility Agreement dated 20.03.2026 the Security Trustee Agreement dated 20.03.2026 the unattested Deed of Hypothecation dated 20.3.2026 and Agreement for Pledge of Shares dated 20.3.2026 Sponsor’s Undertaking dated 20.3.2026 and other financing agreements for the development of the Transmission Project. Raghanesda RE Transmission Limited
Petition No. 199/MP/2026



Advocates:
For the Appellants/Petitioners: Tabrez Malawat, Ankita Bafna, Sourajit Sarkar, Syed Hamza, Rupali Jain, Varun Sharma, Biswas Ranjan Barik, Romichand Rajput, Prasun Tiwari
For the Respondents:

A transmission licensee may create security interests over project assets to secure financing, but the assignment of the transmission license to a lender's nominee requires prior approval from the Commission to verify the nominee's technical competence.

Headnote:The matter involves an application under Section 17(3) and (4) of the Electricity Act, 2003, seeking approval for the creation of security interest over project assets. The petitioner, a transmission licensee, sought to create a security interest by way of hypothecation of movable and immovable assets and a pledge of 51% equity share capital in favor of a security trustee for the benefit of lenders to secure financial assistance of Rs. 1,959.84 crore for a transmission project. The court found that such security creation is a standard commercial practice for capital-intensive projects and is permitted under the relevant Transmission Service Agreement. The primary issue was whether the creation of security interest over project assets requires prior approval of the Commission under Section 17 of the Act. The court reasoned that while security creation is permissible to facilitate financing, the transmission license itself cannot be assigned to a nominee of the lender without prior approval to ensure the nominee's technical expertise, as per Regulation 8 of the Central Electricity Regulatory Commission (Procedure, Terms and Conditions for grant of Transmission Licence and other related matters) Regulations, 2024. Petition No. 199/MP/2026 is disposed of in terms of the above.

Table of Content
1. request for approval to create security interest for project financing. (Para 1 , 2)
2. justification for security creation based on tsa and statutory requirements. (Para 3 , 4 , 5 , 6 , 7 , 8)
3. procedural history of the petition admission and hearing. (Para 9 , 10)
4. recognition of commercial necessity of security in capital-intensive projects. (Para 11 , 12 , 13 , 14)
5. approval of security subject to prior approval for license assignment. (Para 15 , 16 , 17 , 18)
6. final disposal of the petition. (Para 19)

In the matter of Petition seeking approval under Section 17 (3) and (4) of the Electricity Act, 2003 for bringing on record the appointment of IDBI Trusteeship Services Limited – Respondent No. 2 as a Security Trustee and for creation of security interest by way of hypothecation over the assets of Petitioner and pledge of 51% equity share capital of the Petitioner held by the promoter in favour of the IDBI Trusteeship Services Limited – Respondent No. 2 acting on behalf of and for the benefit of the lenders – Respondent Nos. 3 to 5 (and for any subsequent transferees, assign, novatees thereof and any refinancing lenders to the Project), pursuant to the Facility Agreement dated 20.03.2026, the Security Trustee Agreement dated 20.03.2026, the unattested Deed of Hypothecation dated 20.3.2026 and Agreement for Pledge of Shares dated 20.3.2026, Sponsor’s Undertaking dated 20.3.2026 and other financing agreements, for the development of the Transmission Project.

And

In the matter of

Raghanesda RE Transmission Limited, 161, 1st Floor, Vardhman Crown Mall, Sector-19, Dwarka, New Delhi - 110075. … Petitioner

Parties present:

Shri Tabrez Malawat, Advocate, RRETL

Ms. Ankita Bafna, Advocate, RRETL

Shri Sourajit Sarkar, Advocate, RRETL

Shri Syed Hamza, Advocate, RRETL

Ms. Rupali Jain, Advocate, RRETL

Shri Varun Sharma, RRETL

Shri Biswas Ranjan Barik, RRETL

Shri Romichand Rajput, RRETL

Shri Prasun Tiwari, RRETL

ORDER

The Petitioner, Raghanesda RE Transmission Limited (hereinafter referred to as “the Petitioner/RRETL”), has been granted a transmission licence under Section 14 of the Electricity Act, 2003 (‘the Act’) to develop the inter-State Transmission System, viz. “Transmission System for Evacuation of RE Power from Raghanesda Area of Gujarat – 3 GW under Phase - I” (hereinafter referred to as “Transmission Project”) on a Build, Own, Operate and Transfer (BOOT) basis, the details of which are specified in the schedule attached to the license issued vide Order dated 24.10.2025 in Petition No. 725/TL/2025. The Commission adopted the competitively discovered levelised tariff of Rs. 2,328.71 million per annum for the Project vide Order dated 17.10.2025 in Petition No. 724/AT/2025.

2. The Petitioner has filed the present Petition for approval for the creation of a security interest over the Petitioner’s assets, including all movable and immovable assets, in favour of Respondent No. 2, IDBI Trusteeship Services Limited acting as the Security Trustee for the benefit of the lenders, namely Respondent Nos. 3 to 5, i.e., IDBI Bank Limited, Bank of Maharashtra, and India Infrastructure Finance Company Limited, including their successors, transferees, novatees, assigns and any refinancing lenders, for a sum of Rs. 1,959.84 crore. The Petitioner has made the following prayers:

(a) “Admit and list the present Petition for an urgent hearing;

(b) Allow the present Petition;

(c) Grant approval under Section 17 (3) and (4) of the Electricity Act, 2003 for the creation of security interest, by way of hypothecation over the movable and immovable assets of the Petitioner and pledge of 51% equity share capital of the Petitioner held by the promoter, to the extent and in the manner mentioned in the Facility Agreement dated 20.03.2026, the Security Trustee Agreement dated 20.03.2026, the unattested Agreement for Pledge of Shares dated 20.03.2026, the unattested Deed of Hypothecation

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