Withdrawal of Resolution Plan & Performance Security Forfeiture in India’s Corporate Insolvency Resolution Process

Examining the Implications of Transferring Shareholding of Successful Resolution Applicant

Introduction

The corporate insolvency resolution process under the Insolvency and Bankruptcy Code, 2016 represents a paradigm shift in how India addresses financial distress in companies. Within this framework, resolution plans serve as the cornerstone mechanism through which stressed assets are revived and creditor interests protected. However, what happens when the very foundation upon which a resolution plan was approved undergoes fundamental transformation? The National Company Law Appellate Tribunal recently addressed this critical question in a landmark judgment that examined whether the Committee of Creditors could withdraw an approved resolution plan when the successful resolution applicant transferred its shareholding to third parties, effectively selling the approved plan. This judgment illuminates the delicate balance between contractual sanctity and the prevention of fraud within insolvency proceedings.

The case underscores a fundamental tension inherent in the insolvency resolution process. On one hand, the Insolvency and Bankruptcy Code establishes that resolution plans, once approved by the Committee of Creditors through the approval resolution plan process, become binding agreements that cannot be unilaterally withdrawn. On the other hand, the framework must prevent manipulation where resolution applicants gain approval based on their credentials and financial standing, only to transfer control to entities that might never have received Committee approval. This analysis examines the legal principles, statutory provisions, and judicial precedents that govern scenarios permitting Withdrawal of Resolution Plan and performance security forfeiture, providing stakeholders with clarity on the applicable circumstances.

Understanding the Corporate Insolvency Resolution Framework

The Insolvency and Bankruptcy Code, 2016 was enacted to consolidate and amend laws relating to reorganization and insolvency resolution of corporate persons in a time-bound manner. [1] The Code represents Parliament’s recognition that India’s previous insolvency regime was fragmented across multiple legislations, resulting in prolonged delays that eroded asset values and discouraged credit markets. The legislative intent, as reflected in the preamble, emphasizes maximization of asset value, promotion of entrepreneurship, availability of credit, and balancing stakeholder interests through a predictable, time-bound process.

Section 12 of the Code establishes the temporal framework within which the Corporate Insolvency Resolution Process must unfold. The provision mandates that the resolution process shall be completed within 180 days from the date of admission of the application to initiate such process. [2] This period may be extended by the Adjudicating Authority for a further period not exceeding 90 days, provided the Committee of Creditors passes a resolution instructing the Resolution Professional to file such application with 66 percent of voting shares. [3] The Insolvency and Bankruptcy Code Amendment Act, 2019 introduced an outer limit of 330 days, including extensions and time taken in legal proceedings, creating what the statute describes as a mandatory completion deadline designed to prevent indefinite prolongation of insolvency proceedings.

The scheme of the Code proceeds through several distinct phases. Upon admission of an insolvency application under Sections 7, 9, or 10, the Adjudicating Authority declares a moratorium under Section 14, which prohibits the institution of suits, continuation of pending proceedings against the corporate debtor, and any action to foreclose, recover or enforce security interests. During this moratorium period, management control transfers from the board of directors to the Resolution Professional, who assumes responsibility for managing the affairs of the corporate debtor as a going concern. The Resolution Professional constitutes the Committee of Creditors comprising financial creditors, prepares an information memorandum detailing the corporate debtor’s assets and liabilities, and invites resolution plans from prospective applicants.

Section 30 of the Code governs the submission and consideration of resolution plans. Under Section 30(2), the Resolution Professional must examine each resolution plan to confirm compliance with mandatory requirements, including payment of insolvency resolution process costs in priority, payment to operational creditors not less than what they would receive in liquidation under Section 53, management provisions for the corporate debtor, implementation and supervision mechanisms, and conformity with such other requirements as may be specified by the Insolvency and Bankruptcy Board of India. [4] The Committee of Creditors may approve a resolution plan by a vote of not less than 66 percent of voting shares of financial creditors, following which the Resolution Professional submits the approved plan to the Adjudicating Authority under Section 30(6).

Section 31 establishes the Adjudicating Authority’s role in approving resolution plans. If satisfied that the resolution plan approved by the Committee of Creditors meets the requirements of Section 30(2), the Adjudicating Authority shall by order approve the resolution plan, which then becomes binding on the corporate debtor, its employees, members, creditors, guarantors, and other stakeholders involved in the resolution plan. [5] The proviso to Section 31(1) mandates that before approving any resolution plan, the Adjudicating Authority must satisfy itself that the plan contains provisions for its effective implementation, reflecting legislative concern that approved plans must be practically executable rather than theoretical exercises.

Performance Security under CIRP Regulations

The Insolvency and Bankruptcy Board of India, exercising its regulatory powers under the Code, promulgated the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. These regulations provide detailed procedural mechanisms for conducting the resolution process. Regulation 36B governs the Request for Resolution Plans, which the Resolution Professional issues inviting prospective applicants to submit resolution plans. This regulation underwent significant amendment through the IBBI (Insolvency Resolution Process for Corporate Persons) (Amendment) Regulations, 2019, which introduced Regulation 36B(4A) addressing performance security requirements.

Regulation 36B(4A) provides that the request for resolution plan shall require the resolution applicant, in case its resolution plan is approved under sub-section (4) of section 30, to provide a performance security within a timeline specified in such request. The Explanation to this sub-regulation clarifies that performance security means security provided by the resolution applicant in such nature, value, duration and source as may be specified in the request for resolution plans with the approval of the Committee, having regard to the nature of resolution plan and business of the corporate debtor. This provision was specifically designed to create adequate disincentives deterring resolution applicants from not honoring their commitments under approved resolution plans.

The rationale for introducing performance security requirements emerged from past litigation experiences where successful resolution applicants failed to comply with implementation timelines after obtaining plan approval. The regulatory framework sought to address situations where applicants, having secured approval based on attractive proposals, subsequently sought to renegotiate terms or abandoned implementation altogether. Performance security serves as a financial commitment mechanism ensuring that only genuine, capable, and credible resolution applicants submit plans, as the security remains at risk if implementation fails or if the applicant contributes to implementation failure.

Critically, Regulation 36B(4A) stipulates that performance security shall stand forfeited if, after approval of the resolution plan by the Adjudicating Authority, the resolution applicant fails to implement or contributes to the failure of implementation of that plan. [6] This forfeiture provision operates post-approval, creating a statutory consequence for non-performance. However, the regulation does not explicitly address whether performance security may be forfeited in circumstances arising before Adjudicating Authority approval, such as when a resolution applicant breaches undertakings given during the Committee of Creditors approval stage. This ambiguity became the subject of judicial interpretation in subsequent cases.

Regulation 39(4) requires the Resolution Professional to endeavor to submit the resolution plan approved by the Committee to the Adjudicating Authority at least fifteen days before the maximum period for completion of corporate insolvency resolution process under Section 12, along with a compliance certificate in Form H and evidence of receipt of performance security required under Regulation 36B(4A). This sequencing makes clear that performance security must be provided after Committee approval but before Adjudicating Authority approval, creating an intermediate stage where the security exists but the plan has not yet received final judicial sanction. This temporal gap proved significant in determining whether forfeiture could occur based on pre-approval breaches.

The Binding Nature of Resolution Plans

A fundamental question pervading insolvency jurisprudence concerns the precise moment at which a resolution plan becomes binding and the nature of that binding effect. The Supreme Court addressed this issue comprehensively in Ebix Singapore Private Limited v. Committee of Creditors of Educomp Solutions Limited, a judgment that has profoundly influenced subsequent interpretation of the Insolvency and Bankruptcy Code. [7] In Ebix, the resolution applicant sought to withdraw its resolution plan after receiving Committee of Creditors approval but before Adjudicating Authority approval, citing changed circumstances including prolonged delays in the approval process and ongoing investigations into the corporate debtor’s affairs.

The Supreme Court held that a resolution plan, even prior to approval by the Adjudicating Authority, is binding inter se between the Committee of Creditors and the successful resolution applicant. The Court reasoned that the resolution plan cannot be construed purely as a contract governed by the Contract Act in the period intervening its acceptance by the Committee and approval by the Adjudicating Authority. Instead, resolution plans are creatures of the statutory framework established by the Insolvency and Bankruptcy Code, and their validity, nature, and enforceability are regulated by the procedure laid down under the Code rather than general contract principles. This characterization has profound implications, as it means resolution applicants cannot invoke contract law remedies such as frustration or withdrawal based on changed circumstances.

The Ebix judgment emphasized that the Code contains no provision permitting withdrawal of a resolution plan except through the specific procedure provided under Section 12A, which allows withdrawal of the insolvency application itself upon 90 percent Committee of Creditors approval. Section 12A, however, applies only to applicants invoking Sections 7, 9, or 10 of the Code and does not extend to resolution applicants seeking to withdraw after plan approval. The Court applied the principle of casus omissus, holding that judicial construction cannot fill a statutory omission, and therefore courts cannot create a withdrawal mechanism through interpretation where the legislature deliberately chose not to provide one.

Moreover, the Supreme Court rejected arguments that the Adjudicating Authority could exercise residual powers to permit resolution plan withdrawal. The Court held that recognizing such withdrawal power would introduce an additional tier of negotiations wholly unregulated by statute, undermining the time-bound nature of the resolution process. Permitting modifications or withdrawals at the resolution applicant’s behest would disturb statutory timelines, delay the process, and lead to asset value depletion during prolonged proceedings. The judgment stressed that if the legislature intended to allow withdrawals by successful resolution applicants, it would have prescribed specific timelines for exercising such options, as it did for other aspects of the process.

The binding nature of resolution plans serves several policy objectives within the insolvency framework. First, it provides certainty to creditors that once they approve a plan through democratic voting, that decision will not be subject to unilateral reversal by the resolution applicant. Second, it preserves the integrity of the competitive bidding process by preventing successful applicants from using their winning position to renegotiate terms or withdraw strategically. Third, it protects the time-bound nature of the process by foreclosing the possibility of repeated cycling through resolution plan submissions. These considerations informed the Supreme Court’s categorical holding that resolution plans are binding from the moment of Committee approval.

Exceptions to the No-Withdrawal Principle

While the general principle established in Ebix prohibits withdrawal of Committee-approved resolution plans, judicial interpretation has recognized narrow exceptions where the foundational premises justifying that prohibition do not apply. The National Company Law Appellate Tribunal clarified in subsequent cases that although the Committee of Creditors cannot unilaterally pray for withdrawal of a resolution plan since the plan is binding on the Committee, this legal position may not apply in cases where the resolution applicant himself has breached terms, conditions, and undertakings given during the approval process. This distinction recognizes that the sanctity of resolution plans depends upon their foundation in accurate representations and commitments made by the applicant.

The exception operates on the principle that when a resolution applicant fundamentally alters the very basis upon which the Committee of Creditors granted approval, the Committee should not be held to its original decision. The Committee’s commercial wisdom, which the Code protects from judicial second-guessing, was exercised based on specific information about the applicant’s identity, credentials, financial capacity, and proposed structure. When those foundational elements prove false or undergo material change through the applicant’s own actions, requiring the Committee to proceed would transform respect for commercial wisdom into blind adherence to decisions made under false pretenses.

Courts have identified several circumstances potentially warranting invocation of this exception. First, if the resolution applicant acquires ineligibility under Section 29A subsequent to Committee approval, such as through conviction for offenses or becoming a willful defaulter, the changed eligibility status may justify plan reconsideration. Section 29A establishes persons ineligible to be resolution applicants, including undischarged insolvents, willful defaulters, promoters or management personnel of companies with outstanding non-performing assets, disqualified directors, persons convicted of offenses punishable with imprisonment, and persons prohibited by the Securities and Exchange Board of India from trading in securities. Acquiring such ineligibility after approval undermines the statutory scheme requiring eligible applicants.

Second, significant changes in the corporate structure or control of the resolution applicant that alter its fundamental character may warrant withdrawal. If the applicant was approved based on specific ownership structures, management capabilities, or group affiliations, and those elements undergo transformation such that a different entity effectively controls the applicant, the Committee’s original assessment becomes inapplicable. The Committee approved a particular entity with particular characteristics; if that entity fundamentally changes into something different, the Committee’s approval was essentially obtained under circumstances materially different from what will actually implement the plan.

Third, breaches of specific undertakings or addendums that formed part of the resolution plan approval process may justify withdrawal. Resolution applicants often provide letters of intent, undertakings, or supplementary commitments addressing Committee concerns about implementation capacity, funding arrangements, or structural matters. When applicants violate these undertakings before implementation even commences, it demonstrates either inability or unwillingness to honor commitments, justifying Committee reconsideration. The undertakings are not peripheral formalities but substantive assurances inducing Committee approval; their breach goes to the heart of the approval decision.

The NCLAT’s Analysis in the Jubilee Metal Case

The National Company Law Appellate Tribunal applied these principles in examining whether the Committee of Creditors could withdraw an approved resolution plan where the successful resolution applicant underwent significant shareholding changes. The Tribunal noted that after the Committee approved the resolution plan, information emerged regarding changes in the directorship and constitutionality pattern of the resolution applicant. The resolution applicant was a company interconnected through a chain of subsidiaries ultimately owned by a specific individual. Following changes in directorship, that ultimate beneficial owner ceased to be the director of a pivotal entity in the corporate chain, fundamentally altering control and ownership structures.

The Tribunal observed that the Letter of Intent and accompanying undertaking contained specific provisions wherein the resolution applicant committed not to dilute its investment in subsequent entities within the corporate structure. This undertaking represented a material inducement to Committee approval, as creditors wanted assurance that the specific entity they evaluated and approved would maintain control throughout implementation. The Committee’s commercial wisdom was exercised based on assessment of that particular applicant’s credentials, credibility, and financial capacity. The undertaking not to dilute investment ensured continuity between the evaluated entity and the implementing entity.

The Tribunal characterized the situation as essentially involving sale of the resolution plan approved by the Committee to a third party. The Committee approves resolution plans looking to the credentials of the resolution applicant and its credibility and finances. When shareholding changes occur such that different persons ultimately control and benefit from the approved plan, it subverts the evaluation and approval process. The new controllers may lack the qualifications, financial capacity, or credibility that led the Committee to approve the original applicant. Permitting such transfers would render the eligibility and evaluation processes meaningless, as applicants could serve as stalking horses for ineligible or unqualified persons.

The National Company Law Appellate Tribunal concluded that while the law is well settled that even the Committee of Creditors cannot go back and pray for withdrawal of a resolution plan since the plan is binding on the Committee, this legal position may not apply where after approval of the resolution plan by the Committee, the resolution applicant himself has breached the terms, conditions, and undertakings given by him. The breach in this case was not technical or peripheral but went to the fundamental basis of approval. The Committee approved a specific applicant based on specific ownership and control structures, with specific undertakings about maintaining those structures. The applicant’s violation of those undertakings justified treating the situation as one of the recognized exceptions to the no-withdrawal principle.

The Tribunal held that the Committee could seek withdrawal of the resolution plan that remained pending before the Adjudicating Authority for approval. The timing proved significant, as the plan had received Committee approval but not yet obtained Adjudicating Authority sanction under Section 31. This intermediate stage meant that while the plan was binding inter se the Committee and applicant, it had not yet achieved the full statutory effect of becoming binding on all stakeholders. The Tribunal concluded that withdrawal was appropriate given the fundamental breach, and the matter could be remitted for the Committee to consider alternative resolution plans or proceed to liquidation if no viable alternatives existed.

Forfeiture of Performance Security in Pre-Approval Breaches

The question of whether performance security could be forfeited when breaches occur before Adjudicating Authority approval presented interpretive challenges. Regulation 36B(4A) explicitly provides that performance security shall stand forfeited if, after approval of the resolution plan by the Adjudicating Authority, the resolution applicant fails to implement or contributes to failure of implementation. The regulation’s text appears to limit forfeiture to post-approval implementation failures, raising the question whether forfeiture remains unavailable for pre-approval breaches regardless of their severity or materiality.

The National Company Law Appellate Tribunal held that Regulation 36B(4A) contemplates one specific contingency for forfeiture but does not exclude forfeiture of performance security in other conditions as contemplated in the Request for Resolution Plan. This interpretation recognizes that Regulation 36B(4A) establishes a statutory minimum forfeiture provision without precluding additional forfeiture conditions that the Committee of Creditors may specify in the Request for Resolution Plans. The regulatory framework grants the Committee flexibility to define performance security parameters including nature, value, duration, source, and significantly, conditions triggering forfeiture.

The Tribunal reasoned that the Request for Resolution Plans represents the Committee’s commercial wisdom about what security protections are necessary given the nature of the resolution plan and business of the corporate debtor. If the Committee determines that performance security should be forfeited not only for post-approval implementation failures but also for pre-approval breaches such as violating undertakings, providing false information, or materially changing the applicant’s structure, such conditions are permissible provided they are clearly specified in the Request for Resolution Plans. Resolution applicants submit plans knowing these conditions and providing security subject to them.

This interpretation aligns with the broader purpose of performance security within the insolvency framework. The security serves to ensure genuine participation by capable, credible applicants who will honor their commitments throughout the process, not merely after Adjudicating Authority approval. If applicants could breach undertakings with impunity before approval, knowing the security cannot be forfeited until after approval, it would undermine the security mechanism’s deterrent effect. Applicants might engage in strategic breaches during the Committee approval stage, gambling that creditors will proceed despite violations rather than restart the process.

The Tribunal’s holding created a balanced framework. Regulation 36B(4A) establishes mandatory forfeiture for post-approval implementation failures, operating automatically based on the statutory provision. Additionally, the Committee may specify in the Request for Resolution Plans additional forfeiture conditions addressing pre-approval conduct, provided such conditions are clearly articulated. This approach respects the Committee’s commercial wisdom in structuring appropriate security arrangements while providing resolution applicants with notice of the standards they must meet. The forfeiture in the specific case aligned with conditions specified in the Request for Resolution Plans, making it permissible despite occurring before Adjudicating Authority approval.

Implications for Corporate Insolvency Resolution Process

This jurisprudence establishes several important principles for stakeholders participating in corporate insolvency resolution processes. For resolution applicants, the clear message emerges that resolution plans and associated undertakings must be honored scrupulously from the moment of submission through implementation completion. The binding nature of Committee-approved plans means applicants cannot strategically withdraw when circumstances change or better opportunities emerge elsewhere. Moreover, breaching undertakings provided during the approval of the resolution plan process exposes applicants not only to plan withdrawal but also to forfeiture of performance security, creating substantial financial consequences for non-compliance.

Resolution applicants must carefully evaluate their capacity to maintain their proposed structure, funding arrangements, and other commitments throughout the potentially lengthy period between plan submission and final implementation. Changes in shareholding, directorship, or control structures should be disclosed to the Committee and Resolution Professional immediately, with applicants seeking Committee consent before implementing such changes. Proceeding with material changes without Committee knowledge or approval will be characterized as selling the resolution plan to third parties, justifying withdrawal and forfeiture. Applicants should document their compliance with all undertakings and maintain communication with the Resolution Professional about any developments affecting their capacity to implement the approved plan.

For Committees of Creditors, these principles underscore the importance of carefully drafting undertakings, letters of intent, and Request for Resolution Plans provisions. The Committee should identify concerns about resolution applicant stability, structure, and commitment, then require specific undertakings addressing those concerns. These undertakings should be documented clearly as conditions of plan approval, with explicit consequences including plan withdrawal rights and performance security forfeiture specified for violations. The Request for Resolution Plans should articulate comprehensive forfeiture conditions covering both post-approval implementation failures under Regulation 36B(4A) and pre-approval breaches such as material misrepresentations, structural changes without consent, or violations of specific undertakings.

Committees should establish monitoring mechanisms ensuring prompt detection of breaches. The Resolution Professional should be instructed to verify resolution applicant compliance with undertakings on an ongoing basis, obtaining certifications, conducting due diligence on corporate structures, and reporting any concerns to the Committee immediately. When breaches are detected, Committees should act decisively to invoke withdrawal rights and forfeit security before the situation deteriorates further. Delay in addressing breaches may be interpreted as waiver or acquiescence, weakening the Committee’s position. The framework empowers Committees to protect creditor interests, but that power must be exercised vigilantly.

For Resolution Professionals, these judgments clarify obligations regarding verification of resolution plan compliance. Resolution Professionals must examine each resolution plan to confirm compliance with Section 30(2) requirements, but this examination extends beyond mechanical checklist verification. Professionals should investigate the resolution applicant’s corporate structure, ownership, control, and financial capacity, verifying that information provided is accurate and current. When undertakings are provided, Professionals should establish systems for monitoring ongoing compliance rather than treating undertakings as one-time submissions.

If the Resolution Professional discovers breaches, material changes in the applicant’s circumstances, or information suggesting the plan approval was obtained based on false or incomplete disclosures, the Professional bears responsibility to inform the Committee immediately. The Professional may need to recommend plan withdrawal and forfeiture to protect creditor interests. Moreover, under Regulation 39(4), the Professional must provide evidence of receipt of performance security before submitting the approved plan to the Adjudicating Authority. This creates a verification obligation ensuring security is provided in accordance with the Request for Resolution Plans conditions before the process proceeds to judicial approval.

Judicial Approach to Commercial Wisdom and Limited Review

The jurisprudence surrounding resolution plan withdrawal and performance security forfeiture reflects broader principles about judicial deference to Committee of Creditors commercial wisdom. The Supreme Court established in Committee of Creditors of Essar Steel India Limited v. Satish Kumar Gupta that the Adjudicating Authority’s review of resolution plans is limited, focused on ensuring compliance with Section 30(2) requirements rather than assessing the commercial merits of the plan. [8] The Committee’s decision to approve a particular plan reflects its commercial wisdom about feasibility, viability, and maximization of asset value, and courts should not substitute their judgment for that of financial creditors who bear the economic consequences.

However, this deference to commercial wisdom does not extend to situations where the factual predicates underlying the Committee’s decision prove false or are undermined by the resolution applicant’s subsequent conduct. When an applicant obtains approval through misrepresentations, concealment of material information, or violation of undertakings given to induce approval, the Committee’s decision was based on a distorted picture. Deference to commercial wisdom presumes that wisdom was exercised based on accurate information; when information proves inaccurate due to applicant misconduct, the foundation for deference collapses. Courts can intervene to permit withdrawal not because they are second-guessing the commercial decision but because the decision itself was compromised by applicant misconduct.

The limited review principle also means that Adjudicating Authorities cannot create procedural remedies with substantive outcomes on the insolvency process absent clear statutory authorization. The Ebix judgment emphasized that residual powers cannot be exercised to permit actions the Code does not contemplate, such as resolution plan withdrawal by applicants after Committee approval. However, when the Committee itself seeks resolution plan withdrawal based on applicant breaches falling within recognized exceptions, this does not constitute judicial creation of unauthorized procedures. Rather, it represents the Committee exercising its decision-making authority based on changed circumstances created by applicant misconduct, with the Adjudicating Authority simply declining to approve a plan the Committee no longer supports.

Conclusion

The jurisprudence surrounding sale of resolution plans and forfeiture of performance security establishes a nuanced framework balancing competing imperatives within the insolvency resolution process. Resolution plans approved by the Committee of Creditors are binding agreements that generally cannot be withdrawn, protecting the integrity and finality of the resolution process. This principle prevents strategic gaming where applicants obtain approval then seek better terms or abandon plans when circumstances change. However, narrow exceptions exist where resolution applicants breach undertakings, materially alter their fundamental characteristics, or acquire ineligibility, justifying Committee withdrawal requests despite the general no-withdrawal rule.

Performance security provisions under Regulation 36B(4A) create consequences for implementation failures, with security subject to forfeiture when resolution applicants fail to implement or contribute to implementation failure after Adjudicating Authority approval. Additionally, Committees may specify in the Request for Resolution Plans additional forfeiture conditions addressing pre-approval breaches, provided such conditions are clearly articulated. This framework empowers Committees to protect creditor interests while providing resolution applicants with notice of the standards governing their participation.

The principles emerging from this jurisprudence reinforce that participation in corporate insolvency resolution processes demands utmost good faith, transparency, and commitment to honor undertakings throughout the process. Resolution applicants must recognize that obtaining Committee approval creates binding obligations that cannot be unilaterally discarded. Committees must exercise their commercial wisdom based on accurate information and establish clear frameworks for monitoring compliance and responding to breaches. Resolution Professionals must verify information rigorously and report concerns promptly. Adjudicating Authorities must apply limited review principles while recognizing exceptions where applicant misconduct justifies Committee withdrawal requests.

As India’s insolvency framework continues maturing, these principles will guide stakeholders navigating the complex terrain between contractual sanctity and fraud prevention, between finality and flexibility, between protecting resolution applicants from arbitrary Committee changes of heart and protecting Committees from applicant manipulation. The jurisprudence recognizes that these competing values need not be irreconcilable; rather, they can be harmonized through principled application distinguishing between legitimate exercise of Committee commercial wisdom and illegitimate attempts to escape binding commitments through strategic breaches or structural manipulations designed to evade the substance of undertakings while nominally complying with their letter.

References

[1] Insolvency and Bankruptcy Code, 2016, Preamble. Available at: https://www.indiacode.nic.in/handle/123456789/2154 

[2] Insolvency and Bankruptcy Code, 2016, Section 12(1). Available at: https://ibclaw.in/section-12-time-limit-for-completion-of-insolvency-resolution-process-chapter-ii-corporate-insolvency-resolution-processcirp-part-ii-insolvency-resolution-and-liquidation-for-corporate-persons-the/ 

[3] Insolvency and Bankruptcy Code, 2016, Section 12(2) and 12(3). Available at:  https://ibbi.gov.in/uploads/legalframwork/547c9c2af074c90ac5919fa8a5c60bd4.pdf 

[4] Insolvency and Bankruptcy Code, 2016, Section 30(2). Available at: https://ibclaw.in/section-30-submission-of-resolution-plan/ 

[5] Insolvency and Bankruptcy Code, 2016, Section 31(1). Available at: https://taxguru.in/corporate-law/approval-resolution-plan-section-31-ibc.html 

[6] IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, Regulation 36B(4A). Available at: https://ibbi.gov.in/uploads/legalframwork/2020-08-17-234040-pjor6-59a1b2699bbf87423a8afb5f5c2a0a85.pdf 

[7] Ebix Singapore Private Limited v. Committee of Creditors of Educomp Solutions Limited, (2021) 9 SCC 657. Available at: https://ibclaw.in/ebix-singapore-pte-ltd-vs-committee-of-creditors-of-educomp-solutions-ltd-and-anr-supreme-court/ 

[8] Committee of Creditors of Essar Steel India Limited v. Satish Kumar Gupta, (2020) 8 SCC 531. Available at https://ibbi.gov.in/uploads/order/d46a64719856fa6a2805d731a0edaaa7.pdf 

[9] Jubilee Metal Pvt Ltd v. Mr. Surendra Raj Gang RP of Metenere Ltd and Anr., Company Appeal (AT) (Insolvency) No. 1550 of 2023, NCLAT New Delhi. Available at: https://ibclaw.in/jubilee-metal-pvt-ltd-v-mr-surendra-raj-gang-rp-of-metenere-ltd-anr-nclat-new-delhi/