Resolution plan surplus belongs to creditors, not the successful resolution applicant; direction to review the balance was upheld.

Amounts arising from a resolution plan's differential payment were treated as part of the insolvency value available for creditor benefit, not as the successful resolution applicant's personal gain. The plan required payment of a fixed amount to assenting financial creditors, while the dissenting creditor was entitled only to liquidation value, and the surplus represented the balance left after that lesser payment. The Adjudicating Authority's direction did not modify the approved plan; it only required the Committee of Creditors to consider the surplus in accordance with law. The direction was therefore proper, and no interference was warranted.

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Issues: Whether the surplus amount arising from differential payment under the approved resolution plan could be retained by the successful resolution applicant or had to be dealt with for the benefit of the financial creditors, and whether the Adjudicating Authority's direction to place the matter before the Committee of Creditors called for interference.

Analysis: The approved resolution plan obligated the successful resolution applicant to pay the assenting financial creditors a fixed amount, while the dissenting financial creditor was entitled only to liquidation value in terms of the Code. The amount in question represented the balance between the amount contemplated under the plan and the lesser sum actually paid to the dissenting creditor. The governing principle applied was that amounts available in connection with resolution and insolvency value are not to be treated as the personal gain of the successful resolution applicant where the plan and the scheme of the Code indicate that such value belongs to the creditors. The Adjudicating Authority did not alter the approved plan but merely directed the Committee of Creditors to address the surplus pragmatically and in accordance with law. The reasoning also distinguished the relied-upon authority concerning deferment of plan approval and treated the cited avoidance-application principle as supporting creditor benefit rather than applicant retention.

Conclusion: The surplus amount did not belong to the successful resolution applicant, and the direction requiring the Committee of Creditors to consider the issue in accordance with law was proper. No interference was warranted.

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