Issues: (i) Whether the Supreme Court could interfere under Section 62 with concurrent findings of debt and default; (ii) Whether the assignee was entitled to maintain the Section 7 applications as a financial creditor; (iii) What evidentiary threshold governs proof of default for Section 7 admission and whether accounting disputes or profitability preclude admission; (iv) What legal weight an authenticated Information Utility record and other documentary material carry in establishing default.

Issue (i): Whether the Supreme Court could interfere under Section 62 with concurrent findings of debt and default.

Analysis: Section 62(1) of the Insolvency and Bankruptcy Code, 2016 confines an appeal to questions of law. Concurrent factual findings of the specialised insolvency fora cannot be reopened through a reassessment of accounts or documentary evidence unless they are perverse, unsupported by evidence, ignore material evidence, or apply an erroneous legal standard.

Conclusion: No basis existed to disturb the concurrent findings of financial debt and default.

Issue (ii): Whether the assignee was entitled to maintain the Section 7 applications as a financial creditor.

Analysis: Section 5(7) of the Insolvency and Bankruptcy Code, 2016 includes a person to whom a financial debt has been legally assigned or transferred. The validity of the assignment had been finally determined, and the identity of issue, finality of that determination, and identity of parties or privies attracted issue estoppel. The Adjudicating Authority's Section 7 jurisdiction does not extend to a collateral re-examination of a concluded assignment dispute.

Conclusion: The assignee was a financial creditor competent to initiate proceedings under Section 7, and the assignment challenge was barred by issue estoppel.

Issue (iii): What evidentiary threshold governs proof of default for Section 7 admission and whether accounting disputes or profitability preclude admission.

Analysis: Sections 3(12), 4 and 7 of the Insolvency and Bankruptcy Code, 2016 require proof that a financial debt, in whole or in part, became due and remained unpaid above the statutory threshold. Default is a historical event, whereas the outstanding quantum remains variable due to interest, charges, adjustments and repayments. The admission-stage enquiry is summary and is determined on a preponderance of probabilities from documentary material; it does not require a forensic reconciliation of accounts or a final calculation of every component of the claim. Detailed verification and quantification are addressed during the CIRP claims process under Section 18(b). Positive EBITDA or profitability does not establish debt-serviceability and is not a legal bar to admission once default is shown.

Conclusion: A documented default exceeding the statutory threshold was sufficient for admission; disputes on quantification, appropriation, and profitability did not negate or cure the default.

Issue (iv): What legal weight an authenticated Information Utility record and other documentary material carry in establishing default.

Analysis: Sections 7(3)(a) and 7(4) of the Insolvency and Bankruptcy Code, 2016 establish a hierarchy of proof. An authenticated Record of Default issued by an Information Utility is independently sufficient at the first tier and carries a strong evidentiary presumption, rebuttable only by clear, cogent, credible and compelling material rather than bare denial or bookkeeping disagreement. At the second tier, loan agreements, statements of account, acknowledgements, settlement communications and the materials identified in Part V of Form 1 of the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 may collectively establish default on the summary standard. A debtor's failure to dispute the Information Utility record during authentication may operate as an admission and estoppel.

Conclusion: The authenticated Information Utility records, read with the collective documentary record, sufficiently established default for Section 7 purposes.

Final Conclusion: The statutory requirements for commencing the corporate insolvency resolution process were satisfied, and the resolution process in respect of both corporate debtors may continue in accordance with the Insolvency and Bankruptcy Code, 2016.

Ratio Decidendi: In a Section 7 proceeding under the Insolvency and Bankruptcy Code, 2016, admission depends on prima facie documentary proof of an unpaid due financial debt above the statutory threshold, not on final quantification of the claim or the corporate debtor's commercial solvency; an authenticated Information Utility Record of Default is sufficient unless displaced by compelling contrary material.

Issues: (i) Whether operational debt and default under the eight invoices were established despite the alleged non-supply of goods and an incorrect PIN code in the invoice and e-way bill addresses; (ii) Whether the outstanding amount met the statutory threshold for admission of the Section 9 application.

Issue (i): Whether operational debt and default under the eight invoices were established despite the alleged non-supply of goods and an incorrect PIN code in the invoice and e-way bill addresses.

Analysis: The framework under Sections 8 and 9 requires proof of an operational debt and default. The invoices and e-way bills contained the registered address of the corporate debtor, with the discrepancy confined to the PIN code. Contemporaneous records showed tax deduction at source on the relevant purchases, input tax credit claimed on the GST charged under the invoices, and ledger entries reflecting an unpaid balance. No contemporaneous objection or query regarding non-receipt of goods was raised. These records contradicted the assertion that no goods had been supplied.

Conclusion: Operational debt and default arising from the supplies under the invoices stood established, against the Appellant and in favour of the Respondent.

Issue (ii): Whether the outstanding amount met the statutory threshold for admission of the Section 9 application.

Analysis: Section 4 prescribes the applicable threshold for initiating the insolvency process. The corporate debtor's own ledger recorded an outstanding amount of Rs. 1,29,33,407, which exceeded that threshold. As the contemporaneous records established the debt and default, a request for reconciliation did not displace the basis for admission.

Conclusion: The outstanding operational debt exceeded the statutory threshold, against the Appellant and in favour of the Respondent.

Final Conclusion: The contemporaneous accounting and tax records established operational debt and default above the statutory threshold, rendering admission under Section 9 legally sustainable.

Ratio Decidendi: For admission under Section 9, operational debt and default may be established through contemporaneous records including tax deduction at source, input tax credit claims, and the debtor's ledger; a minor address discrepancy, without a timely objection to supply, does not displace that evidence.

Issues: Whether the fixed-deposit amount made pursuant to the interim order was withdrawable by the appellant in the civil appeal rather than by the corporate debtor's suspended director.

Analysis: The Supreme Court's direction expressly permitted the appellant in the civil appeal to apply before the Appellate Tribunal for withdrawal of the amount deposited by the respondent in that appeal, in accordance with entitlement. The party descriptions in that direction identified the civil-appeal appellant as the person entitled to seek withdrawal and the corporate debtor's representative as the depositor.

Conclusion: The withdrawal entitlement vested in the appellant in the civil appeal and not in the corporate debtor's suspended director; the fixed-deposit amount, with accrued interest, was directed to be remitted accordingly.

Issues: Whether the civil appeal under Section 62 of the Insolvency and Bankruptcy Code, 2016, filed after the maximum permissible period after exclusion of time requisite for obtaining a certified copy, was barred by limitation.

Analysis: Section 62 prescribes forty-five days for an appeal, with a further condonable period not exceeding fifteen days. The Insolvency and Bankruptcy Code, 2016 is a special and self-contained statute whose limitation framework prevails over the appellate provisions of the Companies Act, 2013. The expression "date of receipt of such order" does not permit a litigant to defer commencement of limitation until it elects to apply for or collect a certified copy. Rule 91 of the National Company Law Appellate Tribunal Rules, 2016 treats pronouncement in open court as pronouncement of the order. Under Section 12(2) of the Limitation Act, 1963, only the interval between applying for a certified copy and its availability is excluded; the prior period of inaction is not excludable.

Analysis: Thirty-five days elapsed before the application for a certified copy, and forty-one further days elapsed after its receipt. Even after excluding the thirty-five days required for obtaining the copy, the appeal exceeded the absolute sixty-day limit comprising the statutory period and the maximum condonable period.

Conclusion: The appeal was barred by limitation, and delay beyond the maximum sixty-day period was not capable of condonation.

Issues: (i) Whether the Resolution Professional was required to collate and have the resolution plan address the appellants' late-filed homebuyer claims where no corresponding liability was reflected in the corporate debtor's records; and (ii) Whether the 369-day delay in lodging those claims warranted condonation and admission.

Issue (i): Whether the Resolution Professional was required to collate and have the resolution plan address the appellants' late-filed homebuyer claims where no corresponding liability was reflected in the corporate debtor's records.

Analysis: Regulation 12 of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 operates within a time-bound corporate insolvency resolution process. Claims not timely filed may require disclosure in the information memorandum and consideration in the resolution plan where the liability is reflected in the corporate debtor's records. No payment by the appellants towards the claimed units was reflected in those records; the units had been transferred through the holding company, and the settlement relied upon did not bind the corporate debtor. The underlying transactions were also the subject of pending proceedings under Section 66 of the Insolvency and Bankruptcy Code, 2016.

Conclusion: The Resolution Professional was not required to collate the late-filed claims or have them considered in the information memorandum or resolution plan. This issue is decided against the appellants.

Issue (ii): Whether the 369-day delay in lodging those claims warranted condonation and admission.

Analysis: Condonation required a genuine and sufficient cause, particularly in a time-bound insolvency process. The appellants had previously pursued delayed claims concerning other units, obtained condonation, received legal assistance, and participated in the creditors' committee. Their asserted misunderstanding about filing separate claims did not satisfactorily explain the prolonged delay, especially when the claims were lodged after approval of the resolution plan by the creditors' committee.

Conclusion: The 369-day delay was not supported by sufficient cause and the claims were not liable to be admitted. This issue is decided against the appellants.

Final Conclusion: The disputed late-filed claims remain outside the corporate insolvency resolution process, with no requirement for their inclusion in the information memorandum or resolution plan.

Ratio Decidendi: A resolution professional has no independent duty to collate a late claim not reflected in the corporate debtor's records, and condonation of delay requires a genuine and sufficient cause consistent with the time-bound insolvency process.

Issues: (i) Whether a suspended director who is also a personal guarantor and unsuccessful resolution applicant may maintain an appeal against plan approval under Section 61 of the Insolvency and Bankruptcy Code, 2016; (ii) Whether the challenge-process, e-bidding, treatment of secured statutory dues, Section 29A verification, and consideration of the successful plan were vitiated by material irregularity or unequal treatment; (iii) Whether the CIRP valuation of the corporate debtor's land and building warranted interference; (iv) Whether the continuation of the resolution professional during suspension of authorisation for assignment invalidated the CIRP; (v) Whether the approved consortium plan breached the special-purpose-company and shareholding requirements of the request for resolution plan; and (vi) Whether refusal of the suspended director's one-time-settlement proposal warranted interference.

Issue (i): Whether a suspended director who is also a personal guarantor and unsuccessful resolution applicant may maintain an appeal against plan approval under Section 61 of the Insolvency and Bankruptcy Code, 2016.

Analysis: A suspended director who is also a personal guarantor and an unsuccessful resolution applicant is an aggrieved person with standing to challenge approval of a resolution plan under the statutory appellate framework.

Conclusion: In favour of the appellants: their status as suspended directors, personal guarantors, and unsuccessful resolution applicants did not bar the appeals.

Issue (ii): Whether the challenge-process, e-bidding, treatment of secured statutory dues, Section 29A verification, and consideration of the successful plan were vitiated by material irregularity or unequal treatment.

Analysis: The e-bidding terms, accepted by all participating resolution applicants, required incorporation of the bid placed in the price-discovery process and prohibited unilateral deviation from that bid. The request for resolution plan allowed the Committee of Creditors to seek clarifications, negotiate terms, and require modifications necessary to ensure feasibility, viability, and statutory compliance. The higher second proposal submitted after closure of e-bidding was unsolicited and could not compel a reopening of the concluded process.

Analysis: Clarifications on equal treatment of the secured operational creditor were sought from all applicants. The successful applicant's subsequent addendum, made in response to a written query and allocating an additional amount to comply with the applicable treatment of secured statutory dues, was a permitted compliance-related modification rather than a discriminatory reopening of financial bidding. Eligibility verification under Section 29A had no bearing on the appellants' failure to enhance their bids during e-bidding. The amended Regulation 39(2), applicable when the plans were considered, required all plans, including non-compliant plans, to be placed before the Committee of Creditors with relevant particulars; the successful plan was compliant when voted upon.

Conclusion: Against the appellants: no material irregularity or unequal treatment was established in rejection of the unilateral revised bid or approval of the successful resolution plan.

Issue (iii): Whether the CIRP valuation of the corporate debtor's land and building warranted interference.

Analysis: Valuation under Regulations 27 and 35 was performed by two registered valuers. The reports accounted for the land's agricultural planning zone, industrial use, surrounding properties, access, prevailing market rates, and relevant adjustments. The objections based on different circle rates, prior valuations, and a private valuation did not establish a glaring illegality in the CIRP valuation. Valuation accepted by the Committee of Creditors after compliance with the prescribed process falls within its commercial domain.

Conclusion: Against the appellants: the valuation process did not justify fresh valuation or interference with plan approval.

Issue (iv): Whether the continuation of the resolution professional during suspension of authorisation for assignment invalidated the CIRP.

Analysis: The suspension order permitted the Committee of Creditors to decide whether the resolution professional should continue. Given the advanced stage of CIRP, the Committee of Creditors consciously retained the same resolution professional. No statutory breach or material irregularity affecting plan approval was shown.

Conclusion: Against the appellants: the resolution professional's continuation did not invalidate the CIRP or the approved plan.

Issue (v): Whether the approved consortium plan breached the special-purpose-company and shareholding requirements of the request for resolution plan.

Analysis: The request for resolution plan used the expression "may" regarding incorporation of a special-purpose company, making such incorporation optional rather than mandatory. The proposed shareholding demonstrated that the consortium collectively retained more than 50% shareholding in the corporate debtor. The consortium remains responsible for implementation of the resolution plan.

Conclusion: Against the appellants: no breach of the special-purpose-company requirement was established; the consortium must retain more than 50% shareholding in the corporate debtor until full implementation of the plan.

Issue (vi): Whether refusal of the suspended director's one-time-settlement proposal warranted interference.

Analysis: The financial creditor had already declined the one-time-settlement proposal. The limited appellate jurisdiction under the Insolvency and Bankruptcy Code, 2016 does not permit a direction requiring acceptance of such a proposal after approval of the resolution plan. Any separate dispute regarding retention of pre-CIRP amounts must be pursued before the competent forum.

Conclusion: Against the appellants: refusal of the one-time-settlement proposal did not warrant interference.

Final Conclusion: The objections disclosed no statutory non-compliance or material irregularity capable of displacing the Committee of Creditors' commercial decision approving the resolution plan, which remains binding and enforceable subject to the consortium's shareholding obligation during implementation.

Ratio Decidendi: A resolution plan approved by the Committee of Creditors is not open to appellate interference absent statutory non-compliance or material irregularity; commercial decisions concerning permitted negotiations, plan viability, and compliant valuation remain within the Committee's domain.

Issues: (i) Whether the resolution plan complied with the requirement to demonstrate that it addresses the cause of default under Regulation 38(3)(a) and Section 30(2)(f); (ii) Whether plan value below liquidation value breached the dissenting financial creditor protection under Section 30(2)(b); (iii) Whether the direction for an investigation by the liquidator into the corporate debtor's affairs was sustainable; (iv) Whether the direction capping an assignee's distributable share was sustainable; (v) Whether the Adjudicating Authority was required to offer an opportunity to cure the plan or restore CIRP before ordering liquidation under the proviso to Section 31(2) and Section 33(1A).

Issue (i): Whether the resolution plan complied with the requirement to demonstrate that it addresses the cause of default under Regulation 38(3)(a) and Section 30(2)(f).

Analysis: Section 30(2)(f) incorporates mandatory requirements specified by the Board, including Regulation 38(3)(a). The Adjudicating Authority's review of such statutory compliance is distinct from reconsideration of the Committee of Creditors' commercial wisdom. The plan merely recorded the corporate debtor's losses, absence of turnover and excess liabilities, which were consequences rather than the cause of default, and proposed an undefined future business proposition. It neither identified why the default occurred nor provided a reasoned means of curing it. Approval by the Committee of Creditors could not cure the absence of this mandatory content.

Conclusion: The resolution plan violated Regulation 38(3)(a) and consequently Section 30(2)(f); its rejection on this ground was valid, against the appellants.

Issue (ii): Whether plan value below liquidation value breached the dissenting financial creditor protection under Section 30(2)(b).

Analysis: Section 30(2)(b), read with Section 53, protects a dissenting financial creditor's minimum liquidation entitlement; it does not require the aggregate plan value to equal or exceed liquidation value. The plan assured the dissenting creditor payment of the statutory minimum in cash and in priority to assenting creditors. The amount offered and its distribution otherwise fall within the Committee of Creditors' commercial wisdom.

Conclusion: A plan value below liquidation value did not by itself contravene Section 30(2)(b), and the contrary finding was unsustainable, in favour of the appellants.

Issue (iii): Whether the direction for an investigation by the liquidator into the corporate debtor's affairs was sustainable.

Analysis: The corporate debtor was an asset-holding company without operations; substantial debts were assigned during CIRP, following which the assignee obtained overwhelming voting control and approved a plan that failed mandatory requirements. These circumstances justified an independent inquiry. The direction was confined to investigation and, where warranted, avoidance proceedings under Sections 43, 45, 50 and 66, with affected persons retaining an opportunity to be heard in such proceedings.

Conclusion: The direction for investigation by the liquidator was valid, against the appellants.

Issue (iv): Whether the direction capping an assignee's distributable share was sustainable.

Analysis: The assignee's entitlement depended upon the outcome of the ordered investigation and the applicable facts and law. A determination restricting its share before completion of that process was premature.

Conclusion: The cap on the assignee's distributable share was set aside, with all substantive rights and contentions kept open, in favour of the appellants.

Issue (v): Whether the Adjudicating Authority was required to offer an opportunity to cure the plan or restore CIRP before ordering liquidation under the proviso to Section 31(2) and Section 33(1A).

Analysis: The proviso to Section 31(2) and Section 33(1A) are enabling provisions and do not mandate an opportunity to rectify or restoration of CIRP in every case. The deficiencies concerned mandatory plan content and were accompanied by circumstances requiring investigation, rather than minor curable drafting gaps. Although liquidation is a last resort, the CIRP had not produced a plan meeting Section 30(2) requirements.

Conclusion: No mandatory obligation existed to permit rectification or restoration before liquidation, and the liquidation direction was valid, against the appellants.

Final Conclusion: The statutory deficiency in addressing the cause of default and the circumstances warranting investigation sustain the rejection of the plan and liquidation, while the assignee's ultimate entitlement remains to be determined after investigation.

Ratio Decidendi: Committee of Creditors approval and commercial wisdom cannot cure a resolution plan's failure to satisfy a mandatory requirement incorporated by Section 30(2)(f), including the requirement to demonstrate how the cause of default is addressed.

Issues: Whether the price stated in a sale certificate issued after an e-auction conducted by a liquidator under the supervision of the National Company Law Tribunal constitutes the true market value for stamp-duty purposes, or whether the Collector may reassess the property on Annual Statement of Rates.

Analysis: Section 3 of the Maharashtra Stamp Act, 1958 read with Articles 16 and 25 of Schedule I imposes duty on the market value of property conveyed through a sale certificate. Rule 4(6) of the Maharashtra Stamp (Determination of True Market Value of Property) Rules, 1995 ordinarily requires assessment with reference to the Annual Statement of Rates where the stated value is lower. That mechanism is directed against undervaluation and cannot displace a value established through an open, competitive and properly supervised sale process.

Analysis: The liquidation was ordered by the National Company Law Tribunal under the Insolvency and Bankruptcy Code, 2016. Registered valuers were appointed in accordance with the applicable liquidation regulations, the reserve price was fixed from the prescribed valuation process, public notice was issued, and the e-auction received competitive participation and fetched a price above the reserve price. The National Company Law Tribunal, acting as the adjudicating authority, remained informed of the liquidation process. Its status as a tribunal, rather than a conventional civil court, does not justify treating the liquidator's transparent, tribunal-supervised auction differently from a court-supervised public auction. In the absence of material indicating intentional suppression or undervaluation, reassessment solely on the basis of Annual Statement of Rates was unwarranted, particularly as a liquidation sale may yield a lower price than a conventional market sale.

Conclusion: The auction price stated in the liquidator's sale certificate was the true market value of the land and building. Stamp duty was payable on Rs. 8,03,60,000, and the Collector could not demand duty on a higher Annual Statement of Rates valuation.

Issues: (i) Whether a concluded order declining intervention could be recalled on the allegation that the reply affidavit was fraudulent because it was attested rather than sworn; (ii) Whether persons claiming an indirect interest in a corporate debtor's liquidation could intervene or be impleaded in a disciplinary appeal against the resolution professional, including only in a stay application.

Issue (i): Whether a concluded order declining intervention could be recalled on the allegation that the reply affidavit was fraudulent because it was attested rather than sworn.

Analysis: Rules 68 and 69 of the National Company Law Appellate Tribunal Rules, 2016, read with Order XIX Rule 3 of the Code of Civil Procedure, 1908, require an affidavit to conform to prescribed requirements and permit it to be sworn or affirmed before an Advocate or Notary. Rule 72 concerns attestation of annexures. An attested affidavit whose substantive contents were not disputed did not establish fraud merely because it did not record a separate swearing. Any procedural defect was rectifiable and did not vitiate the concluded adjudication. Fraud required a demonstrated intention to deceive and a material effect on the decision, neither of which was shown. The recall plea impermissibly sought reconsideration of the earlier merits determination in the guise of review.

Conclusion: The allegation did not establish fraud or furnish a legal basis for recall.

Issue (ii): Whether persons claiming an indirect interest in a corporate debtor's liquidation could intervene or be impleaded in a disciplinary appeal against the resolution professional, including only in a stay application.

Analysis: The appeal concerns disciplinary action against the resolution professional under Section 220 of the Insolvency and Bankruptcy Code and Regulation 13 of the Insolvency and Bankruptcy Board of India (Inspection and Investigation) Regulations, 2017. The direction concerning replacement of the professional operates through the committee of creditors and remains governed by Section 27 of the Insolvency and Bankruptcy Code. Persons who were not members of the committee of creditors and whose asserted interests arose only indirectly from a separate liquidation lacked a direct legal interest in that disciplinary appeal. Order I Rule 8A of the Code of Civil Procedure, 1908 permits limited participation to present an opinion on a question of law where public interest so requires; it is not a mechanism for representative contest in such proceedings. Under dominus litis, a non-party could not compel impleadment only in an interlocutory stay application while remaining outside the main appeal.

Conclusion: The applicants were neither necessary parties nor eligible intervenors in the appeal or its stay application.

Final Conclusion: The disciplinary appeal remains confined to its existing parties, and third-party participation cannot be used to reopen a concluded intervention determination or to enter the appeal through its interim proceedings.

Ratio Decidendi: Recall cannot operate as a substitute for review unless proven fraud materially affecting the decision is established.

Issues: (i) Whether approval of a resolution plan extinguishes the operational creditor's pre-CIRP claim while preserving the corporate debtor's claim against the operational creditor and permitting arbitration; (ii) Whether an extinguished pre-CIRP claim arising from the same contract may be raised solely as a set-off in the arbitration; (iii) Whether the arbitration invocation and application were within limitation after exclusion of the moratorium period.

Issue (i): Whether approval of a resolution plan extinguishes the operational creditor's pre-CIRP claim while preserving the corporate debtor's claim against the operational creditor and permitting arbitration.

Analysis: Section 31(1) of the Insolvency and Bankruptcy Code, 2016 freezes and extinguishes pre-resolution-plan claims against the corporate debtor, including claims not forming part of the approved plan. This clean slate consequence applies against the corporate debtor and successful resolution applicant, but does not automatically extinguish debts owed to the corporate debtor, which the successful resolution applicant may pursue. The arbitration agreement, being separable from the underlying contract, survived its termination and the plan approval. The settled statutory consequence of the approved plan was not an issue left for arbitral determination.

Conclusion: The operational creditor cannot seek affirmative recovery of its extinguished claim against the corporate debtor or successful resolution applicant, while the successful resolution applicant may pursue the corporate debtor's surviving contractual claim in arbitration.

Issue (ii): Whether an extinguished pre-CIRP claim arising from the same contract may be raised solely as a set-off in the arbitration.

Analysis: The competing claims arose from the same contract. The operational creditor's claim had been disclosed and accepted in the resolution process, but was substantially reduced under the approved plan; the corresponding claim of the corporate debtor had not been pursued during CIRP. In the exceptional circumstances, a defensive set-off reconciles the clean slate principle with equitable treatment of reciprocal claims without reviving an extinguished debt as an independently recoverable claim.

Conclusion: The operational creditor may raise its entire pre-CIRP claim as a counterclaim only for set-off against any amount found payable to the successful resolution applicant, and cannot obtain affirmative monetary recovery on that basis.

Issue (iii): Whether the arbitration invocation and application were within limitation after exclusion of the moratorium period.

Analysis: The contractual termination occurred after commencement of CIRP. On excluding the moratorium period, both the arbitration notice and the application for appointment of an arbitrator fell within the applicable limitation period.

Conclusion: The arbitration invocation and the application for appointment of an arbitrator were within limitation.

Final Conclusion: The arbitral proceedings may determine the successful resolution applicant's contractual demand, subject to the operational creditor's limited right of set-off; the clean slate protection against affirmative recovery remains intact.

Ratio Decidendi: An approved resolution plan extinguishes claims against the corporate debtor but does not extinguish the corporate debtor's claims against its debtors; where reciprocal claims arise from the same contract, an extinguished creditor claim may exceptionally be permitted only as a defensive set-off and not as a source of affirmative recovery.

Issues: Whether the application under Section 9 of the Insolvency and Bankruptcy Code, 2016, filed on 17.11.2022, was within limitation.

Analysis: The disclosed date of default was 02.12.2018 and the ordinary three-year limitation period would have expired on 02.12.2021. The period from 15.03.2020 to 28.02.2022 stood excluded under the Supreme Court's COVID-19 limitation directions. As the unexpired balance period falling within the exclusion period was 626 days, which exceeded the minimum 90-day period available from 01.03.2022, that longer balance period was available from 01.03.2022. The limitation consequently expired on 17.11.2023. The calculation confined to a 90-day extension did not give effect to the longer balance period.

Conclusion: The Section 9 application filed on 17.11.2022 was within limitation.

Issues: Whether liquidation by sale of the corporate debtor as a going concern commenced on the date of the liquidation order that incorporated the committee of creditors' recommendation and expressly directed such sale, notwithstanding that no auction notice had been issued or asset sale process document finalised before the subsequent regulatory amendment.

Analysis: Section 5(17) fixes the liquidation commencement date as the date on which liquidation proceedings commence under Section 33. A recommendation under Regulation 39C, when placed before the Adjudicating Authority and incorporated into the liquidation order, becomes part of the judicially directed mode of liquidation. The saving clause in the amendment regulations operates prospectively and cannot displace rights and obligations crystallised under the earlier regulatory framework. Neither the Code nor the Liquidation Regulations make issuance of an auction notice or finalisation of an asset sale process document the legal point at which a going-concern sale commences. Constitution of the stakeholders' consultation committee, consideration of assets and liabilities, reserve price, marketing strategy, auction process and draft sale notice were all steps in one continuing process. The restraint against issuing an auction notice could not be used to prejudice the Liquidator, and the ninety-day period for endeavouring the sale was directory and capable of extension.

Conclusion: The going-concern sale commenced on 21.02.2024 with the liquidation order. The subsequent omission of the going-concern-sale provisions did not govern that process, which remained subject to the regulatory framework in force on the liquidation commencement date.

Issues: (i) Whether amounts withdrawn from the bankrupt's bank account after commencement of bankruptcy, including proceeds of sold jewellery, formed part of the bankruptcy estate or were excluded assets; (ii) Whether refusal to recall the ex parte order directing return of the withdrawn amount was justified.

Issue (i): Whether amounts withdrawn from the bankrupt's bank account after commencement of bankruptcy, including proceeds of sold jewellery, formed part of the bankruptcy estate or were excluded assets.

Analysis: The bankruptcy estate vested in the Bankruptcy Trustee by operation of law from the commencement date, irrespective of the bankrupt's knowledge. A bank-account balance constituted estate property. The exclusions under Section 155(2) read with Section 79(14) were exhaustive. The protection for personal ornaments was confined to qualifying unencumbered ornaments within the prescribed monetary limit and did not extend to their sale proceeds credited to a bank account. The jewellery proceeds exceeded that limit, and no qualifying ornaments existed on the commencement date.

Conclusion: The withdrawals were dealings with bankruptcy-estate property, and the jewellery sale proceeds were not excluded assets; the direction to return the withdrawn amount was valid.

Issue (ii): Whether refusal to recall the ex parte order directing return of the withdrawn amount was justified.

Analysis: Recall of an ex parte order is not available as of right. The asserted inability to make submissions due to connectivity issues was unsupported, and no prejudice was established despite adequate opportunity to respond to the underlying application.

Conclusion: Refusal to recall the ex parte order was justified.

Final Conclusion: The bankruptcy estate remained vested in the Bankruptcy Trustee, and the statutory exclusion for specified personal ornaments could not be extended to their sale proceeds held in a bank account.

Ratio Decidendi: Upon commencement of bankruptcy, property standing to the bankrupt's credit vests in the Bankruptcy Trustee by operation of law, and a statutory exclusion for specified assets cannot be enlarged to cover their sale proceeds.

Issues: (i) Scope of the Adjudicating Authority's discretion on a CoC-approved CIRP-restoration application under Section 33(1A); (ii) Sustainability of refusal based on possible monetisation of unabsorbed losses; (iii) Sufficiency of the proposition that the arbitral claim could continue in liquidation to deny restoration; (iv) Effect of unexplained departure from the prior extension order; (v) Whether the liquidation order met the standard of a reasoned speaking order.

Issue (i): Scope of the Adjudicating Authority's discretion on a CoC-approved CIRP-restoration application under Section 33(1A).

Analysis: Section 33(1A) requires consideration of a restoration application supported by at least 66% voting share where a ground for liquidation exists, but uses discretionary language permitting restoration for up to 120 days. The discretion is neither a merely mechanical compliance review nor an unfettered power to prefer a different commercial outcome. It must be exercised judicially on relevant considerations bearing on value maximisation and the resolution-first objective. A unanimous and deliberative CoC decision, untainted by procedural infirmity or mala fides, requires cogent and specific reasons before restoration may be declined.

Conclusion: The discretion under Section 33(1A) was judicially constrained, and the refusal to restore the CIRP lacked cogent justification on the record, in favour of the appellant.

Issue (ii): Sustainability of refusal based on possible monetisation of unabsorbed losses.

Analysis: The apprehension concerning monetisation of carried-forward losses was neither raised by the parties nor supported by material identifying the alleged mechanism, prejudice to the public exchequer, fraud, or abuse of process. No opportunity was afforded to address that consideration. The availability and permissible treatment of such losses are matters governed by substantive tax law and for examination by the competent tax authorities. A conjectural concern unsupported by the record could not override the unanimous CoC decision consistently with the principles of natural justice.

Conclusion: Possible monetisation of unabsorbed losses was an unsustainable ground for declining restoration, in favour of the appellant.

Issue (iii): Sufficiency of the proposition that the arbitral claim could continue in liquidation to deny restoration.

Analysis: Resolution, rather than liquidation, remains the primary objective, with liquidation operating as a last resort. The ability to pursue an arbitral receivable during liquidation does not, without a comparative assessment of realisable value, timelines, costs, litigation risk, and market response, establish that restoration has no independent purpose. The substantial prior and fresh market interest, and the invitation of plans on a going-concern basis, supported the CoC's commercially reasoned assessment that resolution could yield superior value.

Conclusion: The bare availability of liquidation to pursue the arbitral claim was not a legally sufficient basis to reject restoration, in favour of the appellant.

Issue (iv): Effect of unexplained departure from the prior extension order.

Analysis: The earlier extension order did not bind the Adjudicating Authority by res judicata or issue estoppel because it arose at a different statutory stage under Section 12(2). Nevertheless, a departure from its earlier assessment on substantially the same underlying facts required a reasoned explanation. The absence of any engagement with that earlier assessment was a significant indicator of inadequate consideration when read with the other deficiencies.

Conclusion: The unexplained departure materially reinforced the unsustainability of the refusal of restoration, in favour of the appellant.

Issue (v): Whether the liquidation order met the standard of a reasoned speaking order.

Analysis: A quasi-judicial order overriding a unanimous CoC decision must disclose intelligible reasons and application of mind to the material record. The liquidation order did not engage with the prior expressions of market interest, the CoC's deliberations and rejection of liquidation, the earlier extension order, or any comparative value assessment between resolution and liquidation. Its brief reasoning was insufficient for the consequence of consigning the corporate debtor to liquidation.

Conclusion: The liquidation order did not satisfy the standard of a reasoned speaking order, in favour of the appellant.

Final Conclusion: A restoration request under Section 33(1A), supported by a compliant and unanimous CoC decision, may be declined only through a reasoned, record-based exercise of discretion directed to genuine value maximisation and the resolution-first object of the Code.

Ratio Decidendi: Under Section 33(1A), the Adjudicating Authority retains judicial discretion over a CoC-approved restoration request, but unsupported apprehensions or the bare possibility that an asset may be realised in liquidation cannot displace a unanimous, statutorily compliant CoC decision without cogent, relevant, and reasoned grounds.

Issues: Whether a secured creditor validly and timely exercised its option to realise its security interest outside the liquidation estate despite the entries in its claim form, participation in the stakeholders' consultation committee, and a subsequent communication after rejection of a compromise scheme.

Analysis: Section 52 of the Insolvency and Bankruptcy Code, 2016 distinguishes the existence of a security interest from the secured creditor's statutory election to realise that security outside liquidation. Regulation 21A of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016 required a clear communication of that election within thirty days from the liquidation commencement date, failing which the secured assets were deemed relinquished to the liquidation estate. The claim form disclosed 'NIL' against details of security, while the response of 'No' to relinquishment did not clearly communicate an election to realise the security. The first clear written request for exclusion and delivery of the assets was made more than six months after liquidation commenced and after the compromise scheme had failed.

Analysis: Participation and voting in the stakeholders' consultation committee were relevant conduct when read with the incomplete claim-form disclosure and delayed communication. Under Regulation 31A(2), a secured creditor that has not relinquished its security interest cannot be part of the committee. Consideration of a compromise or arrangement under Section 230 of the Companies Act, 2013, including under Regulation 39BA, did not suspend or extend the period for exercising the statutory option. Absence of competing claims over the assets did not excuse non-compliance with the prescribed election and timeline.

Conclusion: The secured creditor did not validly exercise its option to realise the secured assets outside the liquidation estate within the prescribed period; its belated communication could not revive that option, and the assets were rightly treated as part of the liquidation estate.

Issues: (i) Whether the monitoring committee was a person aggrieved entitled to maintain the appeal and whether the appellate forum could consider the Supreme Court judgment not placed before the adjudicating authority; (ii) What legal effect the Supreme Court judgment had on the landholding special-purpose company, its leasehold land and the project; (iii) Whether a distinct subsisting default existed on the admission date to support a separate corporate insolvency resolution process and whether the earlier threshold ruling precluded that inquiry; and (iv) Whether continuing that process was compatible with the restored resolution plan and the Code.

Issue (i): Whether the monitoring committee was a person aggrieved entitled to maintain the appeal and whether the appellate forum could consider the Supreme Court judgment not placed before the adjudicating authority.

Analysis: Section 61(1) of the Insolvency and Bankruptcy Code, 2016 permits an appeal by any person whose legal rights or interests are prejudicially affected. The monitoring committee was constituted to supervise and implement the restored plan, while admission of the landholding entity to insolvency placed the project land under the interim resolution professional and the statutory moratorium. The binding Supreme Court judgment pre-dated the admission order and directly concerned the same project. Its binding force under Articles 141 and 144 of the Constitution of India required the appellate forum to give effect to it, notwithstanding that it had not been placed before the adjudicating authority.

Conclusion: The monitoring committee had standing as a person aggrieved, and the binding Supreme Court judgment was required to be considered.

Issue (ii): What legal effect the Supreme Court judgment had on the landholding special-purpose company, its leasehold land and the project.

Analysis: The Supreme Court had lifted the corporate veil on the finding that the holding company was the real driving force behind development and the landholding special-purpose company was only a front. The restored resolution plan was directed to proceed for completion of the project from the stipulated date. Lifting the corporate veil required the holding company and landholding entity to be treated as one economic entity for project resolution, thereby bringing the leasehold land and project within the restored plan.

Conclusion: The leasehold land and project stood comprehended within, and were required to be dealt with under, the restored resolution plan.

Issue (iii): Whether a distinct subsisting default existed on the admission date to support a separate corporate insolvency resolution process and whether the earlier threshold ruling precluded that inquiry.

Analysis: Admission under Section 7(5)(a) of the Insolvency and Bankruptcy Code, 2016 requires a financial debt and a default; under Section 3(12), the debt must be due and payable and remain unpaid. Section 31(1) makes an approved resolution plan binding on creditors and stakeholders. The allottees' claims arose from the same project and were addressed through the restored plan, which provided for project completion and delivery of units. Following corporate veil lifting, no separate claim against the landholding entity survived independently of the claim resolved under that plan. The earlier ruling addressed only the threshold condition for filing under the second proviso to Section 7(1) and expressly left merits, including subsisting default at admission, open.

Conclusion: No distinct debt of the landholding entity was due and payable on the admission date, and thus no separate default existed to found another insolvency process; the earlier threshold ruling did not bar that determination.

Issue (iv): Whether continuing that process was compatible with the restored resolution plan and the Code.

Analysis: Admission triggered the moratorium under Section 14(1)(b), vested management and control of the landholding entity in the interim resolution professional, and would lead to an independent resolution process over the same land. This conflicted directly with the binding direction for implementation of the restored plan over that very land. Enforcement of the restored plan and remedies for non-compliance lie before the adjudicating authority in the existing insolvency process under Section 60(5), rather than through a parallel process that fragments resolution of the same real-estate project.

Conclusion: Continuation of the separate insolvency process was incompatible with the restored resolution plan and could not be permitted.

Final Conclusion: The project, its leasehold land, and the allottees' claims are to be resolved under the restored plan as a consolidated insolvency resolution; remedies of allottees lie in enforcement of that plan within the existing insolvency process.

Ratio Decidendi: Where a binding restored resolution plan, after lifting the corporate veil, comprehends the project land and allottee claims, no distinct default remains for a separate insolvency process against the landholding entity, and a parallel process that impedes implementation of the plan is impermissible.

Issues: Whether the landowner's unilateral revocation of the joint development agreement and power of attorney warranted exclusion of the subject land from the corporate insolvency resolution process, and whether interim preservation of the land was warranted pending disposal of the appeal.

Analysis: The joint development agreement and power of attorney prima facie created irrevocable and non-determinable development rights in favour of the corporate debtor. The contractual period for construction was reckoned from the approvals and the subsequent agreement, and had not expired when termination was asserted. The purported termination was not accepted; the alleged no-objection communication was conditional upon repayment of the proportionate project loan and amounted to a counter-offer. Existing mortgage rights and possible third-party rights could not be conclusively ruled out at this stage.

Outcome: The landowner was permitted to intervene, exclusion of the subject land from the corporate insolvency resolution process was not granted at this stage, and the parties were directed to maintain status quo pending hearing of the appeals.

Issues: (i) Whether a shareholder and personal guarantor, who was not a party to the proceedings relating to implementation of the approved resolution plan, had standing to seek recall; and (ii) Whether excluding the delay in handing over possession from the implementation period and extending the time for balance payment constituted an impermissible modification of the approved resolution plan warranting recall.

Issue (i): Whether a shareholder and personal guarantor, who was not a party to the proceedings relating to implementation of the approved resolution plan, had standing to seek recall.

Analysis: Rule 11 of the National Company Law Appellate Tribunal Rules, 2016 was invoked for recall. The applicant was neither a financial creditor nor an operational creditor, was not impleaded in the underlying implementation proceedings, and had not been permitted to intervene. The procedural rights of the suspended management remain subservient to the objectives of the insolvency process after the Committee of Creditors has exercised its commercial wisdom. No legal injury from the extension was established.

Conclusion: The applicant lacked standing to seek recall of the order concerning implementation of the resolution plan.

Issue (ii): Whether excluding the delay in handing over possession from the implementation period and extending the time for balance payment constituted an impermissible modification of the approved resolution plan warranting recall.

Analysis: The successful resolution applicant had made the entire upfront payment, but possession of the subject asset had not been handed over because of continued unauthorised occupation. Handing over possession upon receipt of the upfront amount was an obligation arising under the approved plan. An exclusion of time caused by failure to hand over possession was consistent with implementation of the plan. Extension or exclusion of time for performance of financial obligations in these circumstances does not alter the substantive terms of an approved resolution plan.

Conclusion: The exclusion of delay and consequential extension did not amount to modification of the approved resolution plan and did not warrant recall.

Final Conclusion: The approved resolution plan remains enforceable with appropriate exclusion of time for delay in handing over possession not attributable to the successful resolution applicant.

Ratio Decidendi: Extension or exclusion of time for performance under an approved resolution plan, where implementation is impeded by failure to hand over possession despite timely upfront payment by the successful resolution applicant, does not constitute modification of the plan.

Issues: (i) Whether a Look Out Circular issued at a creditor bank's request can continue against personal guarantors merely due to a debt recovery certificate or pending personal-guarantee proceedings, and whether their overseas travel can be conditioned on permission or disclosure of travel plans; (ii) Whether the writ challenge was barred by laches because of knowledge of the Look Out Circular in 2021.

Issue (i): Whether a Look Out Circular issued at a creditor bank's request can continue against personal guarantors merely due to a debt recovery certificate or pending personal-guarantee proceedings, and whether their overseas travel can be conditioned on permission or disclosure of travel plans.

Analysis: The freedom of movement within India and the right to travel abroad under Articles 19 and 21 of the Constitution of India may be restricted only in accordance with law; those constitutional rights cannot be waived through a guarantee or other private agreement. A Look Out Circular is intended to secure a person's appearance before an investigating authority or court, and cannot operate as a coercive debt-recovery device. There was no allegation of fraud or criminal proceedings, the debt recovery certificate had not been executed, and no legal authority under the applicable recovery mechanism empowered the bank to procure a Look Out Circular merely upon obtaining that certificate. Pending personal-guarantee proceedings did not contain a travel-restraint order. No law required the petitioners to disclose travel plans to their creditor, and compelled disclosure in these circumstances would intrude upon privacy. The constitutional validity of the executive arrangement permitting banks to seek Look Out Circulars was not adjudicated.

Conclusion: The Look Out Circular could not continue on the existing facts and was liable to be revoked, in favour of the petitioners.

Issue (ii): Whether the writ challenge was barred by laches because of knowledge of the Look Out Circular in 2021.

Analysis: Each prevention of foreign travel by reason of the Look Out Circular gave rise to a fresh cause of action.

Conclusion: The plea of delay and laches failed, in favour of the petitioners.

Final Conclusion: In the absence of criminal process, a subsisting judicial travel-restraint order, or lawful statutory authority, a personal guarantor's debtor status and an unexecuted debt recovery certificate do not justify continued restraint on foreign travel through a Look Out Circular.

Ratio Decidendi: A creditor-requested Look Out Circular cannot curtail the constitutional right to travel abroad merely to facilitate debt recovery unless the restraint is supported by law or a competent judicial order.

Issues: (i) Whether the Arbitrator had jurisdiction to determine the liquidator's authority to represent the joint venture and continue the arbitral reference; (ii) Whether rejection of the joint venture constituent's application for intervention and termination of arbitration warranted supervisory interference under Article 227 of the Constitution of India.

Issue (i): Whether the Arbitrator had jurisdiction to determine the liquidator's authority to represent the joint venture and continue the arbitral reference.

Analysis: Sections 5 and 16 of the Arbitration and Conciliation Act, 1996 require minimal judicial intervention and recognise the Tribunal's competence to rule on jurisdictional questions. The arbitration agreement and its invocation on behalf of the joint venture were undisputed, and the arbitral proceedings had commenced under Section 21. A dispute concerning the authority of the liquidator to represent the joint venture concerns representation and continuation of the reference, not the existence of the arbitration agreement or the Tribunal's subject-matter jurisdiction. Such questions require determination within the arbitral process.

Conclusion: The Arbitrator had jurisdiction to determine the liquidator's authority to represent the joint venture and continue the reference; the issue was decided against the petitioner.

Issue (ii): Whether rejection of the joint venture constituent's application for intervention and termination of arbitration warranted supervisory interference under Article 227 of the Constitution of India.

Analysis: Article 227 intervention in an ongoing arbitration is confined to exceptional cases involving a patent lack of inherent jurisdiction apparent without detailed argument. No such defect arose from the Arbitrator's determination. The constituent had notice of the liquidator's assertion of authority and the proposed arbitral proceedings, but did not promptly object or seek appropriate relief when called upon to clarify its position. Its later request was directed to extinguishing the joint venture's claim after the evidentiary stage had concluded. This conduct supported findings of acquiescence, bad faith, and an attempt to derail the arbitral process, rather than exceptional circumstances warranting supervisory relief.

Conclusion: Supervisory interference under Article 227 was not warranted; the issue was decided against the petitioner.

Final Conclusion: The arbitral reference remains subject to the statutory arbitral framework, with disputes concerning representation and authority to be addressed through that framework rather than interlocutory supervisory review.

Ratio Decidendi: In the absence of a patent lack of inherent jurisdiction, Article 227 cannot be invoked to review an interlocutory arbitral determination under Section 16; a dispute concerning authority to represent a joint venture is for determination by the Arbitral Tribunal.