Fresh expressions of interest may follow failed resolution and settlement proposals where creditor voting thresholds remain unmet.
Remitted resolution plans lacking final approval may be reconsidered, and where revised resolution and settlement proposals fail prescribed voting thresholds, the Committee of Creditors may invite fresh expressions of interest absent a prohibition under the Code or Regulation 36A. Its commercial assessment of funding, feasibility and viability is not to be substituted through judicial review without a legal infirmity. Assignments of homebuyer claims processed under Regulation 28 do not retrospectively invalidate voting undertaken while original allottees remained creditors on record, particularly where no material effect on approval is shown. Intervention applications cannot introduce independent issues beyond the impugned order's subject matter.
Issues: (i) Whether the Committee of Creditors could resolve to issue a fresh Form G after remand of a resolution plan and failure of the revised plan and settlement proposal; (ii) Whether assignments of homebuyer claims invalidated the voting on the fresh Form G; (iii) Whether the intervention applications could raise matters outside the impugned order.
Issue (i): Whether the Committee of Creditors could resolve to issue a fresh Form G after remand of a resolution plan and failure of the revised plan and settlement proposal.
Analysis: The earlier plan, although approved by the Committee of Creditors, had not received approval under Section 31 of the Insolvency and Bankruptcy Code, 2016 and was remitted for reconsideration. The revised plan involved substantially increased commitments and was assessed for its funding, performance guarantee, financial capacity, feasibility and viability. It failed to obtain the statutory 66% voting threshold under Section 30(4). The settlement proposal likewise failed to receive the 90% approval required under Section 12A. Thereafter, the Committee of Creditors unanimously chose to invite fresh expressions of interest. Neither the Code nor Regulation 36A imposed an absolute prohibition on a fresh Form G in these circumstances, and commercial assessment could not be substituted by judicial review absent a legal infirmity.
Conclusion: The resolution to invite fresh expressions of interest was within the Committee of Creditors' commercial decision-making and was not shown to contravene the Code or the Regulations.
Issue (ii): Whether assignments of homebuyer claims invalidated the voting on the fresh Form G.
Analysis: Under Regulation 28, changes arising from assignment of debt are notified and reflected through the prescribed process. The original allottees remained creditors on record when the relevant decisions and voting were undertaken. Subsequent recognition of the assignments and consequential reconstitution of the Committee of Creditors could not retrospectively alter the validity of earlier voting. The alleged assignment-related votes would, in any event, not have affected the overall approval of the fresh Form G.
Conclusion: The assignments did not retrospectively invalidate the prior voting, and no fraud or material irregularity in that process was established.
Issue (iii): Whether the intervention applications could raise matters outside the impugned order.
Analysis: An intervenor may assist on the controversy arising in the appeal but cannot introduce an independent cause of action or seek relief beyond the subject matter of the impugned order. The proposed issues concerning a separate insolvency process, consolidation, development rights and treatment under a future plan did not arise from the order permitting publication of the fresh Form G.
Conclusion: The intervention applications were not maintainable to introduce independent issues beyond the appeal's subject matter.
Final Conclusion: The permission for a fresh market process remained legally sustainable after the remitted revised plan and the settlement alternative failed to obtain their respective statutory voting thresholds.
Ratio Decidendi: Where a remitted resolution plan has not received approval under Section 31, and the revised plan and settlement proposal fail to obtain the prescribed voting thresholds, the Committee of Creditors may invite fresh expressions of interest absent a statutory prohibition, and its commercial assessment is not open to substitution by judicial review.