ORDER

The Petitioner, Kishtwar Transmission Limited (hereinafter referred to as ‘the Petitioner/ KTL’), has been granted a transmission licence under Section 14, Section 15 and Section 79 (1) (e) of the Electricity Act, 2003 (hereinafter referred to as ‘the Act’) to establish Inter State Transmission System for “Transmission System for Evacuation of Power from Pakaldul HEP in Chenab valley HEPS-Connectivity System”, the details of which are specified in the schedule attached to the licence issued vide Order dated 12.5.2023 in Petition No. 28/TL/2023. The Commission adopted the competitively discovered levelised tariff of Rs 388.46 million per annum for the Project vide Order dated 23.3.2023 in Petition No. 27/AT/2023.

The Petitioner has filed the present Petition under Section 17 of the Act seeking approval for the creation of security interest over its movable and immovable assets in favour of Respondent No. 1, Catalyst Trusteeship Limited (hereinafter referred to as the "Security Trustee"), acting for and on behalf of and for the benefit of Respondent No. 2 i.e., Aseem Infrastructure Finance Limited (hereinafter referred to as the "Lender"), including their subsequent transferees, assigns, novatees and any refinancing lenders to the Project, pursuant to the Security Trustee Agreement, Facility Agreement, and other financing documents executed in connection with the Project. The Petitioner has made the following prayers:

“(a) admit and list the instant Petition for an urgent hearing;

(b) approve the creation of the security interest by the Petitioner by way of hypothecation/ mortgage/ charge/ pledge/ lien/ assignment etc. (as applicable) over all the assets, including the movable and immovable assets, Project accounts, Project documents (including the transmission license) etc. of the Petitioner in favour of Respondent No. 1/ Security Trustee (or its replacement or successor) to secure the Petitioner’s obligations towards Respondent No. 2 (the Lender) under the Facility Agreement dated 25.02.2026;

(c) approve the creation of Security Interest by way of hypothecation/ mortgage/ charge/ pledge/ lien/ assignment etc. over all the assets, including the movable and immovable assets, Project accounts, Project documents (including the transmission license) etc. of the Petitioner in favour of Respondent No. 1/ Security Trustee (or its replacement or successor) to secure the Petitioner’s obligations towards Respondent No. 2 (the Lender) under the Facility Agreement dated 25.02.2026 and for their subsequent transferees, assigns, novatees and substitutes thereof in respect to the Project; and for amendment of the security documents and any other Financing Agreements to include the assigns, transferees and novatees of the Lender; and

(d) pass any such other relief as the Commission deems fit and appropriate in the facts and circumstances of the case.”

Background

The Petitioner was initially incorporated as a Special Purpose Vehicle (SPV) and was a wholly owned subsidiary of PFC Consulting Limited (PFCCL) for the implementation of the Project. Subsequently, upon being selected as the successful bidder, M/s Sterlite Grid 24 Limited acquired the Petitioner from PFCCL on 6.12.2022, following which the Petitioner became the Transmission Service Provider (TSP).

The Petitioner has mainly submitted as under:

(a) The Petitioner, in its capacity as an inter-State Transmission Licensee and Transmission Service Provider, executed a Transmission Service Agreement (hereinafter referred to as the “TSA”) dated 17.2.2022 with Chenab Valley Power Projects (P) Limited and J&K Power Development Department, being the Long-Term Transmission Customers (LTTCs) of the Project.

(b) The Project was earlier financed through a Facility Agreement dated 23.12.2022 for a term loan of Rs. 305.00 crore from Aseem Infrastructure Finance Limited, and the Commission, vide Order dated 10.8.2023 in Petition No. 188/MP/2023, had approved the creation of securi