Case Overview

The matter pertains to an application filed under Section 30(6) of the Insolvency and Bankruptcy Code, 2016 (IBC) and Regulation 39(4) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 by Mr. Naga Bhushan Bhagawati, the Resolution Professional (RP) of ASR Engineering and Projects Limited (Corporate Debtor).

The Corporate Debtor was admitted into Corporate Insolvency Resolution Process (CIRP) on 27.09.2024 on an application filed by Central Bank of India under Section 7 of IBC. The admitted claims of financial creditors aggregated to ₹17,19,51,57,178/- from four creditors: Canara Bank (37.40% voting share), Central Bank of India (25.55%), DBS Bank India Limited (18.57%), and IDBI Bank Limited (18.48%).

During the CIRP, 18 Prospective Resolution Applicants submitted Expressions of Interest, and ultimately two resolution plans were received from Anantaa Engineering and Infrastructures Private Limited (AEIPL) and Vensar Constructions Company Limited. After extensive negotiations across 17 CoC meetings, AEIPL's plan was improved from ₹41.99 crores to ₹76 crores and approved by the CoC with 81.52% voting share on 24.12.2025. IDBI Bank dissented from the approval.

The Resolution Plan provided for payment of ₹76 crores as follows: ₹1.63 crores for CIRP costs, ₹2.37 crores for operational creditors (5.68% of admitted claims), and ₹72 crores for financial creditors (4.32% of admitted claims). The plan envisaged upfront payment of ₹12 crores within 45 days and deferred payment of ₹64 crores within 90 days from NCLT approval.

Final Outcome

The NCLT Bench delivered a split verdict:

Per Shri Kishore Vemulapalli, Member (Judicial):

  • Approved the Resolution Plan under Sections 30(6) and 31(1) of IBC
  • Held that the commercial wisdom of CoC deserves deference and the plan meets mandatory requirements of Section 30(2)
  • Found the bidding process transparent despite joint assets being included mid-process
  • Directed that provisions relating to subsidiary/step-down subsidiary companies be excluded
  • Noted that the plan value of ₹76 crores exceeds liquidation value of ₹69.02 crores

Per Shri Umesh Kumar Shukla, Member (Technical):

  • Rejected the Resolution Plan
  • Found the bidding process non-transparent as joint assets of Corporate Debtor and Personal Guarantors were not included from initial stages
  • Identified multiple valuation irregularities including inconsistent asset valuation methods
  • Noted improper set-off of claims against government authorities during valuation
  • Found provisions regarding subsidiary companies contrary to law
  • Observed inadequate discussion on Transaction Audit Report which identified questionable transactions
  • Directed matter to proceed towards liquidation under Section 33(1)(b) of IBC

Due to the difference of opinion between the Members constituting the Bench, the Registry was directed to place the matter before the Hon'ble President, National Company Law Tribunal, New Delhi for taking appropriate steps.

Topics: Corporate Insolvency, Resolution Plan Approval, NCLT Jurisdiction