2026 Supreme(Online)(NCLT) 361

NATIONAL COMPANY LAW TRIBUNAL
Khetrabasi Biswal, Judicial Member, Shishir Agarwal, Technical Member
Dewan Asparan Nabi – Appellant
Versus
Shiva Shakti Grains (India) Pvt. Ltd – Respondent
IA (IBC) (PLAN) No. 15 of 2024|CP(IB) No.135/Chd/Pb/2023

Resolution plan approved by CoC with 100% voting via commercial wisdom upheld if compliant with Section 30(2); judicial review limited to statutory conformity, not interference in business decisions. Unadmitted claims treated as contingent.

Headnote:(A) Insolvency and Bankruptcy Code, 2016 - Sections 7, 14, 21, 30(2), 30(6), 31, 31(4), 53 - IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 - Regulations 6(1), 13, 27, 34A, 36A, 36B, 38, 39, 39(4), 39(4A), 31A - Corporate Insolvency Resolution Process - Approval of resolution plan - Plan submitted by successful resolution applicant approved by sole financial creditor with 100% voting share in Committee of Creditors - Plan provides for payment of insolvency resolution process costs in priority, management by reconstituted board, supervision by monitoring committee, minimum payout to operational creditors not less than liquidation value (NIL after priority payments), regulatory fee to insolvency regulator, treatment of unadmitted provident fund claim as contingent liability borne by financial creditor - Addendum incorporates updated costs and decisions on claims - Eligibility under Section 29A confirmed - Plan compliant with mandatory requirements, approved exercising powers under Section 31 subject to directions on binding nature, extinguishment of liabilities, performance security, compliance with laws, cessation of moratorium. (Paras 1, 3, 9, 13-16, 20)

(B) Insolvency and Bankruptcy Code, 2016 - Judicial review of resolution plan - Scope limited to verifying compliance with Section 30(2) - Commercial wisdom of Committee of Creditors paramount, not to be interfered unless plan non-conformant - Adjudicating authority's discretion circumscribed, no substitution of views. (Paras 12-14)

Facts of the case:
Financial creditor's petition admitted initiating corporate insolvency resolution process against corporate debtor - Public announcement, claims collated, Committee of Creditors constituted with 100% financial creditor - Expression of interest published, eligible prospective resolution applicants shortlisted, three plans received - Period extended - Provident fund claim filed late, non-compliant, unadmitted after verification lacking beneficiary details - Resolution plan with addendum approved unanimously - Application filed for approval.

Findings of Court:
Resolution plan satisfies Section 30(2) and Regulations 37, 38, 39 - Payouts exceed liquidation value for operational creditors (NIL in liquidation) - Approval not waiver of statutory obligations, to be handled by authorities - Compliance with laws within one year under Section 31(4).

Issues: Whether resolution plan meets requirements under Section 30(2), compliant with regulations, approved by requisite majority exercising commercial wisdom; treatment of unadmitted claims and priority payments.

Ratio Decidendi: Resolution plan approved by Committee of Creditors with requisite majority using commercial wisdom cannot be rejected if compliant with Section 30(2); limited judicial review confined to statutory conformity, not business decisions - Plan provides minimum to operational creditors per liquidation, incorporates all mandates.

Result: Application allowed; resolution plan approved.

Table of Content
1. application filed by rp for resolution plan approval under ibc sections 30(6) and 31. (Para 1)
2. epfo claim rejected by coc; no provision in resolution plan. (Para 2)
3. post-approval management by sra directors; monitoring committee supervised. (Para 3)
4. resolution plan payouts exceed liquidation value; covers cirp costs. (Para 4)
5. sra eligible under section 29a; form h and performance security complied. (Para 5 , 6 , 7 , 8)
6. rp confirms section 30(2) compliance including cirp costs priority. (Para 9)
7. limited judicial review; coc commercial wisdom paramount if section 30(2) met. (Para 12 , 13 , 14 , 15 , 16)
8. plan approval not waiver of statutory obligations; compliance required. (Para 17 , 18)
9. resolution plan approved under section 31 with binding effects and directions. (Para 19 , 20 , 21)

HON’BLE MR. SHISHIR AGARWAL, MEMBER (TECHNICAL)

Present :-

For the Applicant/ Resolution Viren Sharma, Advocate Professional: Dewan Aspran Nabi, RP-in-person ORDER

1. The instant Application bearing No. IA (IBC) (Plan) No. 15 of 2024 has been filed on behalf of Mr. Dewan Asparan Nabi, the Resolution Professional (hereinafter referred to as the “Applicant/RP”) of Shiva Shakti Grains (India) Pvt. Ltd, (hereinafter referred to as the “Corporate Debtor”), under Section 30(6) and 31 of the Insolvency and Bankruptcy Code, 2016 ("IBC"), by inter-alia seeking to approve the Resolution Plan dated 18.01.2024 along with Addendum dated 09.10.2024, submitted by M/s SPSS Infrastructure Private Limited, the Successful Resolution Applicant (hereinafter referred to as the “SRA”) in the Corporate Insolvency Resolution Process ("CIRP") of the Corporate Debtor etc

2. Brief facts leading to the filing of this instant Application are as follows:

1) The Company Petition C.P. (IB) No. 135/CHD/PB/2023 filed by RK Enterprises, the Financial Creditor, was admitted by this Adjudicating Authority U/s 7 of IBC, vide Order dated 08.06.2023, by inter-alia initiating CIRP against the Corporate Debtor by appointing the Applicant as the Interim Resolution Professional etc. Accordingly, the Applicant made a public announcement on 11.06.2023 in newspapers namely i.e., Financial Express (English Edition, Delhi and Chandigarh Edition) and Punjabi Jagran (Punjabi Edition, Chandigarh and Punjab Edition) thereby inviting claims from the creditors of the Corporate Debtor, in terms of Regulation 6(1) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 ("CIRP Regulations"). The last date for submission of claim was specified as 22.06.2023. Pursuant to the above, the Applicant collated all the claims submitted by the Creditors and constituted CoC in accordance with Section 21 of IBC on 29.06.2023, comprising solely of the Financial Creditor, having 100% voting share.

2) The CoC undertook the following activities:

a. The Expression of Interest (EOI) in Form G was published on

05.08.2023 in Financial Express and Punjabi Jagran pursuant to Regulation 36A(5)(b) of the CIRP Regulations. The initial deadline for EOI submission was 20.08.2023. In accordance with Regulation 36B, the Request for Resolution Plan (RFRP) was issued.

b. Upon receiving requests from interested investors via email dated

21.08.2023, the 3rd CoC resolved to extend the EOI submission deadline by seven days from the date of corrigendum publication. The Corrigendum to Form G was subsequently published on 25.08.2023. Five EOIs were received; however, the corrigendum did not yield any further EoI.

c. Registered valuers, Mr. Rochak Batta and Mr. Dharmendra Kumar Bhasin, were appointed under Regulation 27 for the valuation of the Corporate Debtor's Securities and Financial Assets. The final list of eligible Prospective Resolution Applicants (PRAs) was issued on 16.09.2023, as required by Regulation 36A(12), with no objections received.

d. The initial deadline for plan submission was 15.10.2023, which the CoC extended to 17.10.2023. During the 4

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