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Insolvency and Bankruptcy Code

Kalyani Transco vs Bhushan Power and Steel Limited 2025 INSC 1165 -S.62 IBC- Resolution Plan

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Insolvency and Bankruptcy Code 2016 (IBC) - Section 61 – An appeal against an order approving a Resolution Plan would be available before the NCLAT only when it is found that the approved resolution plan is in contravention of the provisions of any law for the time being in force or there has been any material irregularity in exercise of powers by the resolution professional during the corporate insolvency resolution period or that the debts owed to OCs of the Corporate Debtor have not been provided for in the resolution plan in the manner specified by the Board or that the insolvency resolution process costs have not been provided for repayment in priority to all other debts or the resolution plan does not comply with any other criteria specified by the Board. (Para 90-91)When a concurrent view has been taken by two adjudicating authorities provided under the special statute, unless it is found that such a view was in ignorance of the mandatory statutory provisions or was based on extraneous consideration or was ex-facie arbitrary or illegal, an interference would not be warranted. (Para 94)

IBC - Section 62 –The locus of the erstwhile promoters of the Corporate Debtor - As the Resolution Plan also affects the rights of the guarantors, SC rejected the contention that appeals at the instance of the erstwhile promoters would not be maintainable. (Para 63)

IBC - Section 31- Once a Resolution Plan is duly approved by the Adjudicating Authority under sub-section (1) of Section 31 of the IBC, the claims as provided in the Resolution Plan shall stand frozen and will be binding on the Corporate Debtor, its employees, members, creditors including the Central Government etc. (Para 167) 

IBBI (CIRP) Regulation -Explanation to clause 2 of Regulation 18 - CoC continues to exist till the Resolution Plan is implemented or an order of liquidation is passed under Section 33 of the IBC- The cloud of uncertainty exists till a finality is given by this Court in the proceedings under Section 62 of the IBC. (Para 85)

Convertible Debentures -“Convertible Debentures” stand on a different footing than other types of debentures- Since CCDs do not involve any repayment and have to be mandatorily converted into equity shares at the time of maturity, they must be treated as Equity Instruments. (Para 146) If a CCD is to be compulsorily converted at the time of maturity, without any obligation of repayment of a debt - It must be treated the same as an equity instrument. (Para 148)

Arbitration and Conciliation Act 1996 -Section 49 - A foreign award would not be automatically enforceable in India. For it to be enforceable in India, the court is required to be satisfied that such an award is enforceable under Part-II Chapter-I of the Arbitration Act. (Para 176)

IBC - Payments made to creditors relating to the pre – CIRP dues must be done only in accordance with the Resolution Plan and with the express agreement of the CoC. (Para 184)

Case Info

Case Name and Neutral Citation

  • Case Name: Kalyani Transco v. M/s Bhushan Power and Steel Limited & Ors (with connected appeals)
  • Neutral Citation: 2025 INSC 1165

Coram (Judges)

  • B.R. Gavai, Chief Justice of India (CJI)
  • Satish Chandra Sharma, J
  • K. Vinod Chandran, J

Judgment Date

  • Date of Judgment: 26 September 2025

Caselaws and Citations Referred


The judgment refers to several Supreme Court and NCLAT decisions, including:

  1. Vijay Kumar Jain v. Standard Chartered Bank and Others(2019) 20 SCC 455
  2. Glas Trust Company LLC v. Byju Raveendran and Others2024 SCC OnLine SC 3032
  3. Ebix Singapore Private Limited v. Committee of Creditors of Educomp Solutions Limited & Another(2022) 2 SCC 401
  4. Deccan Value Investors L.P. and Another v. Dinkar Venkatasubramanian and Another2024 SCC OnLine SC 4075
  5. State Bank of India and Others v. Consortium of Murari Lal Jalan and Florian Fritsch and Another2024 SCC OnLine SC 3187
  6. Committee of Creditors of Essar Steel India Limited through Authorised Signatory v. Satish Kumar Gupta and Others(2020) 8 SCC 531
  7. Narendra Kumar Maheshwari v. Union of India and Others1990 Supp SCC 440
  8. IFCI Limited v. Sutanu Sinha and Others2023 SCC OnLine SC 1529
  9. K. Sashidhar v. Indian Overseas Bank and Others(2019) 12 SCC 150
  10. Kalpraj Dharamshi and Another v. Kotak Investment Advisors Limited and Another(2021) 1 SCC 401
  11. Ghanshyam Mishra and Sons Private Limited through the Authorised Signatory v. Edelweiss Asset Reconstruction Company Limited through the Director and Others(2021) 9 SCC 657
  12. Ngaitlang Dhar v. Panna Pragati Infrastructure Private Limited and Another(2022) 6 SCC 172
  13. Arun Kumar Jagatramka v. Jindal Steel and Power Limited and Another(2021) 7 SCC 474
  14. Phoenix ARC Private Limited v. Spade Financial Services Limited and Others(2021) 3 SCC 475
  15. Uttar Haryana Bijli Vitran Nigam Limited and Another v. Adani Power (Mundra) Limited and Another(2023) 14 SCC 731
  16. Committee of Creditors of AMTEK Auto Limited through Corporation Bank v. Dinkar T. Venkatasubramanian and Others(2021) 4 SCC 457
  17. Innoventive Industries Limited v. ICICI Bank and Another(2018) 1 SCC 407
  18. Karad Urban Cooperative Bank Limited v. Swwapnil Bhingardevay and Others(2020) 9 SCC 729
  19. K.N. Rajakumar v. V. Nagarajan and Others(2022) 4 SCC 617
  20. Ruchi Soya Industries Limited and Others v. Union of India and Others(2022) 6 SCC 343
  21. Greater Noida Industrial Development Authority v. Prabhjit Singh Soni and Another(2024) 6 SCC 767
  22. Vaibhav Goel and Another v. Deputy Commissioner of Income Tax and Another2025 SCC OnLine SC 592
  23. Electrosteel Steel Ltd. (now ESL Steel Ltd.) v. Ispat Carrier P. Ltd.2025 SCC OnLine SC 829
  24. Swiss Ribbons Private Limited and Another v. Union of India and Others(2019) 4 SCC 17
  25. India Resurgence ARC Private Limited v. Amit Metaliks Limited and Another(2021) 19 SCC 672
  26. Standard Chartered Bank v. Satish Kumar Gupta, Resolution Professional of Essar Steel Limited and Others2019 SCC OnLine NCLAT 388

Statutes / Laws Referred


The judgment refers to the following statutes and regulations:

  • Insolvency and Bankruptcy Code, 2016 (IBC)
  • Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (IBBI (CIRP) Regulations)
  • Banking Regulation Act, 1949
  • Arbitration and Conciliation Act, 1996
  • Indian Penal Code, 1860
  • Prevention of Corruption Act, 1988
  • Prevention of Money Laundering Act, 2002 (PMLA)
  • Negotiable Instruments Act, 1881
  • Companies Act, 2013
  • Limited Liability Partnership Act, 2008
  • India-Singapore Comprehensive Economic Cooperation Agreement (CECA)
  • Constitution of India (Article 142 referenced)
Kalyani Transco vs Bhushan Power and Steel Limited 2025 INSC 1165 -S.62 IBC- Resolution Plan
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