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2025 Supreme(Online)(NCLT) 4064
NATIONAL COMPANY LAW TRIBUNAL
SHRI ANIL RAJ CHELLAN, MEMBER (JUDICIAL), SHRI K.R. SAJI KUMAR, MEMBER (TECHNICAL)
Truvisory Insolvency Professionals Private Limited – Appellant
Versus
Township Developers India Limited – Respondent
Application under Section 30(6) of the Insolvency and Bankruptcy Code, 2016 | C.P (IB) NO. 77/MB/2024
For the Applicant/RP: Adv. Shyam Kapadia, Adv. Manaswi Agrawal, Adv. Saloni Kalwade, Adv. Shamant Sotiya
For the Respondents: None
The approval of the Resolution Plan by the Committee of Creditors is essential for compliance with the IBC, binding all stakeholders and extinguishing non-participating claims.
Headnote:(A) Insolvency and Bankruptcy Code, 2016 - Section 30(6) - Approval of Resolution Plan - Resolution Plan submitted by Aspect Global Ventures Private Limited approved by 100% voting share of Committee of Creditors - Compliance with requirements under IBC observed as per Sections 30(1), 30(2)(a) to (f) - Tribunal approved Plan shall be binding on corporate debtor and all stakeholders, including creditors with claims not included in the Plan, which shall be extinguished - Case history leading to Plan development and requirements detailed in the judgment. (Paras 1.1 to 21)
(B) Resolution Plan - Requirements of approval - The Tribunal only assesses the compliance with the provisions of the Code as mandated, ensuring the commercial decisions of the Committee of Creditors are respected - It functions within the confines of the legal framework stipulated by the IBC. (Paras 20.4 to 20.6)
Facts of the case:
The Tribunal initiated Corporate Insolvency Resolution Process after an application filed by a Financial Creditor, followed by replacements of interim resolution professionals and various meetings of the Committee of Creditors, culminating in the approval of a resolution plan by a single applicant.
Findings of Court:
Resolution Plan meets the requirements laid out by the IBC and warrants approval as per the requisite voting guidelines.
Issues: Approval of the resolution plan under the stipulated provisions of the IBC and clarification of the applicable laws.
Ratio Decidendi: The court determined that as long as the plan receives the requisite approval from the creditors, judicial intervention is limited to ensuring compliance with the statutory requirements set forth in the IBC, without encroaching upon business decisions made by the creditors.
Result: The Resolution Plan is approved and shall become effective from the date of the order.
| Table of Content |
|---|
| 1. documentation and process to initiate corporate insolvency resolution process. (Para 1) |
| 2. legal compliance requirements under the ibc for approval of the resolution plan. (Para 19 , 20) |
| 3. final approval and binding nature of resolution plan. (Para 21) |
ORDER
This I.A. (IBC)(Plan) No. 53/MB/2025 has been filed on 03.05.2025, by Truvisory Insolvency Professionals Private Limited (Applicant/RP) of Township Developers India Limited, the Corporate Debtor (CD), under Section 30 (6) of the Insolvency and Bankruptcy Code, 2016 (IBC/Code) on behalf of the Committee of Creditors (CoC) of the CD, seeking approval of the Resolution Plan submitted by ‘Aspect Global Ventures Private Limited’, the Successful Resolution Applicant and approved by 100% of the voting share of the members of the CoC.
1. Background
1.1. This Tribunal initiated Corporate Insolvency Resolution Process (CIRP) of the CD in C.P. (IB) No. 77/MB/2024, filed by Piramal Capital & Housing Finance Limited, the Financial Creditor (FC) under Section 7 of the IBC, vide Order dated 29.04.2024. Mr. Purusottam Behera, was appointed as the Interim Resolution Professional (IRP). The IRP caused public announcement in Form A on 02.05.2024, calling for submission of claims from creditors for constitution of the CoC.
1.2. On 02.05.2024, the FC filed IA No. 2183 of 2024, requesting to replace Mr.Purusottam Behera with Incorp Restructuring Services LLP (Incorp) as the IRP for the CD. This Tribunal allowed this IA vide order dated 07.05.2024, thereby replacing Mr. Purusottam Behera with Incorp as the IRP. Following the receipt of claims, Incorp constituted the CoC on 25.05.2024.
1.3. The 1st CoC meeting was convened by the IRP on 31.05.2024. The 2nd CoC meeting took place on 21.06.2024. During this meeting, the CoC resolved to replace Incorp with the present Applicant as the Resolution Professional (RP) for the CD. Consequently, IA No. 4157 of 2024 was filed, seeking appointment of the Applicant as the RP, which was allowed on 03.09.2024.
1.4. On 25.09.2024, the Applicant/RP convened the 3rd meeting of the CoC. During that meeting, the CoC passed the resolution to publish FORM G, inviting Expressions of Interest (EOIs) for submission of resolution plans in respect of the CD. Accordingly, FORM G was published on 27.09.2024, inviting EOIs from interested and eligible Prospective Resolution Applicants (PRAs) to submit resolution plans. The Applicant received five EOIs. The initial deadline for submission of resolution plans was fixed on 11.12.2024, which, upon the request of the PRAs, was extended to 25.12.2024. The Applicant/RP received three (3) resolution plans, which were reported to the CoC at its 4th meeting held on 26.12.2024.
1.5. At the 5th CoC meeting held on 03.01.2025, the CoC reviewed the three resolution plans and resolved to give each PRA an opportunity to submit revised commercial terms. It further resolved that the revised resolution plans were to be submitted not later than 07.01.2025. However, neither of the PRAs submitted any revised plan by 12.01.2025 nor responded substantively to the queries raised by the Applicant/RP for the purpose of verifying legal compliance of their respective plans.
1.6. In light of the foregoing, the CoC, at its 6th meeting held on 13.01.2025, resolved to reject all the three resolution plans submitted by the PRAs and to issue a fresh FORM G. Subsequently, fresh Form G was issued on 16.01.2025, pursuant to which, six EOIs were received by the Applicant/RP. However, only one resolution plan was received from PRAs, i.e., from ‘Aspect Global Ventures Private Limited’ on 15.03.2025. But they did not remit the requisite EMD of Rs.2,00,00,000/- with its plan, and requested seven working days’ time for providing EMD. Therefore, their plan was not considered by the CoC. In the 8th CoC meeting on 17.03.2025, the CoC granted extension of one week to all PRAs, including ‘Aspect Global Ventures Private Limited’ for submission of EMD by it, and res
