Committee of creditors' commercial wisdom governs resolution plan distribution, and a consenting secured creditor cannot later challenge it on priority grounds.

Under the Insolvency and Bankruptcy Code, the committee of creditors may approve the manner of distribution in a resolution plan, including having regard to the priority and value of security interests when assessing feasibility and viability. That commercial wisdom cannot be displaced by applying Section 48 of the Transfer of Property Act, 1882, because the Code operates as the later law with overriding effect in the resolution process. A secured creditor that participated in and voted in favour of the plan was also precluded from later challenging the agreed distribution on priority grounds. The challenge to the resolution plan therefore failed, and the appeal was dismissed.

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Issues: Whether the resolution plan could be interfered with on the ground that distribution among secured financial creditors was to be made in proportion to voting share in the committee of creditors instead of according to the priority of security interests and first charge.

Analysis: The Resolution Plan had been considered and approved by the committee of creditors, and the Appellant had participated in the process and voted in favour of the plan. The law under the Insolvency and Bankruptcy Code permits the committee of creditors to take into account the manner of distribution, including the priority and value of security interests, while considering feasibility and viability. In the light of the Supreme Court's exposition on the commercial wisdom of the committee of creditors, the distribution decided by the committee could not be substituted by applying Section 48 of the Transfer of Property Act, 1882. The Code, being a later enactment with overriding effect, governed the resolution process, and the Appellant was also estopped from challenging a distribution it had accepted.

Conclusion: The challenge to the resolution plan failed; the proposed distribution was not liable to be interdicted, and the appeal was dismissed.

Ratio Decidendi: In a resolution process under the Insolvency and Bankruptcy Code, the committee of creditors has discretion to approve the manner of distribution of resolution proceeds, and a secured creditor who has participated in and approved the plan cannot later assail that distribution by invoking priority rights under the Transfer of Property Act.

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