Judicial Analysis Court Copy Headnote Facts Arguments Court observation

2026 Supreme(Online)(NCLAT) 460

NATIONAL COMPANY LAW APPELLATE TRIBUNAL
ASHOK BHUSHAN, Chairperson, Barun Mitra, Member (Technical)
Maximal Infrastructure Pvt. Ltd. – Appellant
Versus
Ganga Ram Agarwal, RP – Respondent
Company Appeal (AT) (Ins) No. 987 & 988 of 2025 | I.A. No. 4846 of 2025, 749, 750 of 2026

Advocates:
For the Appellants/Petitioners:Mr. Abhijeet Sinha Sr. Advocate with Mr. Nitesh Jain, Ms. Priyadarshani Dewan, Ms. Shankari Mishra, Mr. Deepak Kumar, Ms. Niti Khanna, Ms. Parul Khurana, Ms. Apurva
For the Respondents:Mr. Vaibhav Gaggar, Sr. Advocate with Mr. Amar Vivek, Mr. Aditya Gauri, Ms. Damini Srestha Johri, Mr. Anant Jain, Mr. Aryan Chhabra, Mr. Akash Kumar, Mr. Abhimanyu Bhandari, Sr. Advocate with Ms. Nattasha Garg, Mr. Anubhav Dubey, Mr. Thakur Ankit Singh, Mr. Sanjiv Sen, Sr. Advocate with Mr. Prahalad Balaji, Ms. J. Sing, Ms. Simran Gupta

Development rights are CIRP assets; Adjudicating Authority can determine pre-CIRP termination claims if central to process, rejecting inconsistent pleas where estoppel, non-performance, and continued acts evident; transfers during moratorium void.

Headnote:(A) Insolvency and Bankruptcy Code, 2016 - Sections 14, 18(1)(f), 25(2)(a) - Development rights under Development Agreement - Automatic termination clause upon cheque dishonour requiring refund of consideration after forfeiture - Whether terminated prior to CIRP commencement - Development rights constitute 'property' and 'assets' under Section 3(27) - Adjudicating Authority has jurisdiction to determine existence of such rights central to CIRP - Prior inconsistent stands before Supreme Court, RERA, and town planning authority acknowledging continuance estop contradictory plea in CIRP - Refund obligation not performed; letter of termination unacted upon and first produced years later - Construction continued post-alleged termination (70% complete) - Rights not terminated; form CIRP assets protected by moratorium - Subsequent transfer during moratorium void and non-est. (Paras 11, 38-40, 41, 53)

(B) IBC - Moratorium - Section 14(1)(b) - Prohibits alienation of corporate debtor's assets - Owner/third party cannot transfer rights vested in corporate debtor during CIRP pendency, even if application for exclusion pending - Transfer held without jurisdiction. (Para 53)

(C) NCLAT - Appellate jurisdiction - Exclusion period from CIRP timeline for delays due to interim orders - Costs imposed for delaying tactics prejudicing homebuyers. (Paras 54(III)-(IV))

Facts of the case:
Owners granted development rights over 7.2431 acres (part of licensed group housing project) to corporate debtor via 2008 Agreement for consideration partly paid; post-dated cheques dishonoured triggering automatic termination and refund clause. Termination letter claimed issued in 2009, power of attorney cancelled; no refund made. Corporate debtor allotted 664 units, received payments, continued construction (70% complete). CIRP commenced 2019; RP included project as asset. Owner sought exclusion claiming prior termination; RP sought possession. Owner transferred rights to third party during CIRP (2022), approved by town planning authority.

Findings of Court:
Development rights continue with corporate debtor as CIRP assets; owner's exclusion plea rejected; subsequent transfer void; RP to take possession, publish Form G, complete process within 90 days; CIRP period extended by delay duration; costs of Rs.25 lakhs on owner.

Issues: (I) Whether development rights terminated pre-CIRP; (II)-(IV) Effect of prior proceedings/stands; (V) Jurisdiction to decide rights; (VI) Error in denying exclusion; (VII) Validity of transfer during CIRP. (Para 11)

Ratio Decidendi: Development rights are assets; Adjudicating Authority may determine title/rights integral to CIRP despite pre-CIRP claims where inconsistent conduct/estoppel proven; unperformed refund and continued acts negate termination; moratorium voids alienations. Prior admissions bind party.

Result: Appeals dismissed.

Table of Content
1. case background and procedural history. (Para 1 , 2 , 3 , 4)
2. parties' contentions on termination validity. (Para 6 , 7 , 8 , 16 , 52)
3. termination letter ineffective; rights persist. (Para 11 , 15 , 38 , 39 , 40)
4. development agreement terms and termination claim. (Para 12 , 13 , 14 , 17 , 18)
5. prior proceedings confirm continuing development rights. (Para 19 , 20 , 21 , 22 , 24 , 25 , 26 , 27 , 28 , 29 , 30 , 31 , 32 , 33 , 34 , 35 , 36)
6. nclt jurisdiction over development rights upheld. (Para 41 , 42 , 43 , 44 , 45 , 46 , 47 , 48 , 49)
7. transfer to parcela void; cirp proceeds. (Para 50 , 51 , 53 , 54)

NATIONAL COMPANY LAW APPELLATE TRIBUNAL, PRINCIPAL BENCH, NEW DELHI Company Appeal (AT) (Ins) No. 987 & 988 of 2025 &

I.A. No. 4846 of 2025, 749, 750 of 2026 (Arising out of Order dated 05.06.2025 passed by the Adjudicating Authority (National Company Law Tribunal), New Delhi Bench (Court-V) in I.A.2729/2021 & IA 5134/2020 in Company Petition No.(IB)-755/PB/2018)

IN THE MATTER OF:

Maximal Infrastructure Pvt. Ltd. …Appellant Versus Ganga Ram Agarwal, RP …Respondent Present:

For Appellant : Mr. Abhijeet Sinha Sr. Advocate with Mr. Nitesh Jain, Ms. Priyadarshani Dewan, Ms. Shankari Mishra, Mr. Deepak Kumar and Ms. Niti Khanna, Ms. Niti Khanna, Ms. Parul Khurana and Ms.

Apurva, Advocates For Respondents : Mr. Vaibhav Gaggar, Sr. Advocate with Mr. Amar Vivek, Mr. Aditya Gauri, Ms. Damini Srestha Johri, Mr. Anant Jain, Mr. Aryan Chhabra, Mr.

Akash Kumar, Advocates for RP.

Mr. Abhimanyu Bhandari, Sr. Advocate with Ms. Nattasha Garg, Mr. Anubhav Dubey and Mr. Thakur Ankit Singh, Advocates for Intervenors/

Homebuyers.

Mr. Sanjiv Sen, Sr. Advocate with Mr. Prahalad Balaji. Ms. J. Sing, Ms. Simran Gupta, Advocates for Parela.

J U D G M E N T

ASHOK BHUSHAN, J.

These two Appeals have been filed challenging the order dated

05.06.2025 passed by National Company Law Tribunal, New Delhi Bench (Court-V) in IA No.2729/2021 (filed by the Appellant) & IA No.5134/2020 (filed by the Resolution Professional) in Company Petition No.(IB)-

755/PB/2018. By the impugned order the Adjudicating Authority has disposed of both the IAs. Aggrieved by which order, these two Appeals have been filed.

2. Brief facts of the case necessary to be noticed for deciding the Appeal are:

(i) M/s Triveni Ferrous Infrastructure (P) Ltd. (Predecessor of the Appellant – M/s Maximal Infrastructure Pvt. Ltd.) obtained license No.34 of 2007 for setting up a group housing colony. Two other license Nos.35 and 36 of 2007 were granted to Mr. Sumit S/o H.C. Mittal and M/s Triveni Ferrous Infrastructure (P) Ltd., M/s Ferrous Alloy Forgings (P) Ltd. for developing a group housing at Village-Tikkawali, District Faridabad. Total land covered by the three licenses was

48.038 acres.

(ii) On 15.01.2008, M/s Triveni Ferrous Infrastructure (P) Ltd.

and other owners of the land executed a Development Agreement dated 15.01.2008 in favour of M/s PAL Infrastructure & Developer Pvt. Ltd. for an area measuring 7.2431 acres situated in Sector-89, Faridabad. By Development Agreement, owners granted, conveyed and transferred to the Developer all their rights, titles interest in the construction and sale of the part of the group housing over land measuring 7.2431 acres situated in Sector-89, Faridabad, which comprises of 797213.34 sq. ft of sanctioned FSI. In pursuance of the above Development Agreement, the owners executed an irrevocable Power of Attorney dated

20.03.2008 in favour of nominee of Developer.

(iii) The Developer in pursuance of development rights having been granted executed 664 Builder Buyers Agreement beginning from 07.06.2008 allotting different units. The allottees made payment in pursuance to the Flat Buyers Agreement to the Developer.

(iv) On 17.06.2009 a cancellation of General Power of Attorney was issued by the owners, revoking the General Power of Attorney dated 20.03.2008. On 17.06.2009, the Appellant also claimed to have issued a letter to the Developer intimating the termin

Click Here to Read the rest of this document

2026 Supreme(Online)(NCLAT) 460

NATIONAL COMPANY LAW APPELLATE TRIBUNALASHOK BHUSHAN, Chairperson, Barun Mitra, Member (Technical)Maximal Infrastructure Pvt. Ltd. – AppellantVersusGanga Ram Agarwal, RP – RespondentCompany Appeal (AT) (Ins) No. 987 & 988 of 2025 | I.A. No. 4846 of 2025, 749, 750 of 2026

Development rights are CIRP assets; Adjudicating Authority can determine pre-CIRP termination claims if central to process, rejecting inconsistent pleas where estoppel, non-performance, and continued acts evident; transfers during moratorium void.

Cases Referred (1)

NATIONAL COMPANY LAW APPELLATE TRIBUNAL
ASHOK BHUSHAN, Chairperson, Barun Mitra, Member (Technical)
Maximal Infrastructure Pvt. Ltd. – Appellant
Versus
Ganga Ram Agarwal, RP – Respondent
Company Appeal (AT) (Ins) No. 987 & 988 of 2025 | I.A. No. 4846 of 2025, 749, 750 of 2026