21st January, 2026 Approval of Resolution Plan - Valueworth Capital Management Private Limited [IA (I.B.C) No. 1232 of 2023 in CP(IB) No. 264/Chd/Pb/2020] (1.63 MB)

THE NATIONAL COMPANY LAW TRIBUNAL CHANDIGARH BENCH, COURT-I, CHANDIGARH (Exercising powers of Adjudicating Authority under
the Insolvency and Bankruptcy Code, 2016)

IA (I.B.C) No. 1232 of 2023 in
CP(IB) No. 264/Chd/Pb/2020 (Admitted) Under Sections 30(6) and 31 of the Insolvency and Bankruptcy Code, 2016, read with Regulation 39 of IBBI Regulations, 2016
In the matter of :

M/S Valueworth Capital Management Private Limited
…Petitioner/Corporate Debtor ​

                                             And 

Mr. Gurdev Bassi ...Resolution Professional/Applicant

And in the matter of IA (I.B.C) No.1232 /2023:

Gurdev Bassi
Resolution Professional
Reg. No.-IBBI/IPA-001/IP-P-01633/2019-2020/12504 Address-1629 Progressive Housing Society, Sec-50-В, Chandigarh, 160047 ………Applicant Vs.

1. Smt. Sandla Bhandari Member of Suspended Board of Directors Valueworth Capital Management Private Limited
   3497, Sector 40D, Chandigarh 160036.

2. Mr. Vishal Bhandari​ Member of Suspended Board of Directors
   Valueworth Capital Management Private Limited 3497, Sector 40D, Chandigarh 160036. …….. Respondents ​ ​

​ ​ Order delivered on: 08.01.2026

IA (I.B.C) No. 1232/2023 In
CP(IB) No.264/Chd/Pb/2020 (Admitted)

Coram: HON’BLE MR.KHETRABASI BISWAL, MEMBER (JUDICIAL) HON’BLE SH. SHISHIR AGARWAL, MEMBER (TECHNICAL) Present :-

For the Resolution Professional:

A.S Likhari, Advocate Gurdev Bassi, RP

​ PER: SH.KHETRABASI BISWAL, MEMBER (JUDICIAL) ​ SH. SHISHIR AGARWAL, MEMBER (TECHNICAL)

ORDER 1.​ The instant Application bearing IA (I.B.C) No. 1232 of 2023 is being filed on behalf of Mr. Gurdev Bassi (hereinafter referred to as “Applicant’), the Resolution Professional for M/S Valueworth Capital Management Private Limited (hereinafter referred to as “Corporate Debtor”) filed under Section 30(6) and Section 31 of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as “Code”) for seeking approval of the Resolution Plan submitted by Successful Resolution Applicant (hereinafter referred to as “SRA”) Ms. Ritika Bhandari approved in the 4th CoC meeting.
2.​ The Corporate Debtor namely Valueworth Capital Management Private Limited was admitted into Corporate Insolvency Resolution Process (hereinafter referred to as “CIRP”) by this Adjudicating Authority vide order dated 22.11.2022 passed in CP (IB) No. 264/Chd/Pb/2020, whereby moratorium under Section 14 of the Insolvency and Bankruptcy Code, 2016 was declared and Mr. Gurdev Bassi was appointed as the Interim Resolution Professional Page 2 of 25

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(IRP) of the Corporate Debtor. The CIRP commencement date was fixed as 22.11.2022. 3.​ Pursuant to his appointment, the Interim Resolution Professional made a public announcement in Form-A on 24.11.2022 in accordance with Sections 13 and 15 of the Code read with Regulation 6 of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, in two newspapers namely Financial Express (English Edition) and Amar Ujala (Hindi Edition), calling upon the creditors of the Corporate Debtor to submit their claims on or before 06.12.2022. 4.​ In response to the public announcement, claims were received from the creditors of the Corporate Debtor. The Interim Resolution Professional, in terms of Regulations 13 and 14 of the CIRP Regulations, verified and collated the claims and prepared the list of creditors. 5.​ After collation of claims and determination of the financial position of the Corporate Debtor, the Interim Resolution Professional constituted the Committee of Creditors (CoC) on 14.12.2022 under Section 21 of the Code. The CoC consisted of only one Operational Creditor, namely Rajeev Sood & Co., holding 100% voting share. 6.​ The 1st meeting of the Committee of Creditors was held on 20.12.2022, wherein the CoC confirmed the appointment of the Interim Resolution Professional as the Resolution Professional. Subsequently, this Adjudicating Page 3 of 25

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Authority vide order dated 10.01.2023 appointed Mr. Gurdev Bassi as the Resolution Professional of the Corporate Debtor. 7.​ The 2nd meeting of the Committee of Creditors was held on 10.01.2023, wherein decisions were taken with respect to appointment of registered valuers, finalisation of eligibility criteria, evaluation matrix, performance security and issuance of Form-G for inviting Expression of Interest from prospective Resolution Applicants. 8.​ Pursuant thereto, Form-G was published on 18.01.2023 under Regulation 36A of the CIRP Regulations inviting Expressions of Interest from prospective Resolution Applicants. In response to the said Form-G, nine (9) EOIs were received by the Resolution Professional. 9.​ The Resolution Professional scrutinised the EOIs and eligibility documents submitted under Section 29A of the Code. After such scrutiny, only one Prospective Resolution Applicant, namely Ms. Ritika Bhandari, was found eligible and was included in the final list of Prospective Resolution Applicants, which was duly placed before the Committee of Creditors. 10.​ The Resolution Professional issued the Request for Resolution Plan (RFRP) along with the Information Memorandum and Evaluation Matrix to the sole Prospective Resolution Applicant. The Resolution Plan was submitted by Ms. Ritika Bhandari on 18.03.2023. 11.​ The submitted Resolution Plan was placed before the Committee of Creditors in the 3rd CoC meeting held on 03.04.2023, wherein deliberations Page 4 of 25

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were held with respect to sharing of Fair Value and Liquidation Value and the Resolution Plan was discussed subject to furnishing of confidentiality undertaking. 12.​ Thereafter, the Prospective Resolution Applicant submitted a Revised Resolution Plan on 17.04.2023, which was taken on record by the Resolution Professional. 13.​ The 4th meeting of the Committee of Creditors was held on 19.04.2023, wherein the Revised Resolution Plan submitted by Ms. Ritika Bhandari was placed for voting. The Committee of Creditors approved the Resolution Plan with 100% voting share, thereby declaring Ms. Ritika Bhandari as the Successful Resolution Applicant. The relevant extract of the minutes of the 4th meeting of Committee of Creditors approving the Resolution Plan of Ms Ritika Bhandari is reproduced as under:- "RESOLVED THAT the sole member of CoC has received and considered the proposed resolution plan as presented by PRA and after considering the feasibility and viability of the resolution plan, implementation capacity of the resolution applicant and after ensuring that the resolution plan confirms to all the requirements of the Insolvency & Bankruptcy Code 2016 & regulations made thereunder and it is in the best interests of the Corporate Debtor to accept this Plan and after considering the terms of the payments attached to the settlement of claims of all stakeholders, tenure of the plan, concessions Page 5 of 25

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sought by the resolution applicant, the resolution plan, submitted by Ms. Ritika Bhandari pursuant to the invitation to submit resolution plan issued by the Resolution Professional, which has been provided to me by the Resolution Professional, the plan is hereby approved".
14.​ The Resolution Professional states that a total of four (4) CoC meetings were held during the CIRP period, the details whereof are duly recorded in the minutes annexed with the application. 15.​ In compliance with Regulation 27 read with Regulation 35 of the CIRP Regulations, two registered valuers were appointed to determine the Fair Value and Liquidation Value of the Corporate Debtor. The Fair Value and Liquidation Value were arrived at by taking the average of the valuation reports submitted by the registered valuers. The Fair Value and Liquidation Value as submitted in Form H are stated to be ​Rs.1,28,618.46 and Rs.40,447.955 respectively.
16.​ In compliance with Regulation 39(4) of the CIRP Regulations, the Resolution Professional filed the Compliance Certificate in Form-H, certifying that the Resolution Plan is compliant with the provisions of the Insolvency and Bankruptcy Code, 2016 and the Regulations framed thereunder. 17.​ Hence, the present application has been filed by the Resolution Professional under Section 30(6) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39 of the CIRP Regulations, seeking approval of the Resolution Plan submitted by Ms. Ritika Bhandari, as approved by the Committee of Creditors. Page 6 of 25

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18.​ The salient features of the Resolution Plan, submitted by Ms. Ritika Bhandari/ Successful Resolution Applicant (“SRA”) which has been approved by the COC of the Corporate Debtor is as follows: i.​ Brief background of the SRA: The Resolution Plan has been submitted by Ms. Ritika Bhandari, residing at 815, Sector-41, Chandigarh, holding PAN: AJCPB5519L and Aadhaar No.: 4119 7349 9866. The Resolution Applicant has more than 10 years of experience in various types of investments including stocks, bonds, mutual funds, ETFs and alternative investments, and possesses expertise in risk management, portfolio construction, market analysis, and identification and resolution of operational inefficiencies, including cost reduction, streamlining of operations and process improvement. The Resolution Applicant has stated that her approach is based on continuous learning and market awareness, enabling informed investment decisions while mitigating risk and maximising returns. ii.​ The Resolution Applicant has confirmed that she is not disqualified under Section 29A of the Insolvency and Bankruptcy Code, 2016, and an affidavit in this regard has already been submitted along with the Expression of Interest. It is further stated that there is no relationship whatsoever between the Resolution Applicant and the Corporate Debtor, its promoters or related parties. All disclosures relating to Page 7 of 25

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connected persons, management and control have been furnished in Appendix-5 annexed to the Resolution Plan. iii.​ Monitoring Committee: The Resolution Plan provides for the constitution of a Monitoring Committee for supervision and implementation of the Resolution Plan during the period between the Effective Date and Completion Date. The Monitoring Committee shall consist of two members, namely the Resolution Professional (subject to consent) or any other experienced professional, and the Resolution Applicant or her nominee. The Monitoring Committee shall oversee effective implementation of the Resolution Plan, meet at intervals not exceeding 15 days, and shall be responsible for reporting any breach, failure, or contravention of the Resolution Plan. Upon constitution of the Monitoring Committee, the Resolution Professional shall stand relieved of his statutory duties except those required under law. iv.​ Management and Control: With effect from the Effective Date, the management and control of the Corporate Debtor shall vest with the Resolution Applicant, and the Corporate Debtor shall be managed by professionals or experts appointed by the Resolution Applicant at her sole discretion. Such managerial personnel shall not be liable for any past non-compliances of the erstwhile management. The Resolution Applicant reserves the right to change the name, registered office or constitution of the Corporate Debtor, if deemed necessary after Page 8 of 25

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approval. Presently, there are no employees of the Corporate Debtor; however, the Resolution Applicant proposes to employ suitable personnel for running the business. v.​ Implementation Schedule: The Resolution Plan shall remain valid from the date of submission till approval by the Adjudicating Authority. The tenure of the Resolution Plan is 60 days from the Approval Date. The Effective Date is defined as the date falling 30 days from approval of the Resolution Plan by the Adjudicating Authority, and the Completion Date shall be not later than 30 days from the Effective Date, by which all liabilities proposed under the plan shall be discharged. A detailed implementation schedule has been provided, including constitution of the Monitoring Committee, intimation to regulatory authorities, change in ownership of securities, payment of CIRP costs, reconstitution of the Board of Directors, payment to operational creditors, and filing of the final completion report within 90 days of approval, subject to exclusion of any force majeure or regulatory disruption period. vi.​ CIRP Costs: In relation to CIRP Costs, the Resolution Professional has intimated that the CIRP cost from 22.11.2022 (ICD) till 16.02.2023 amounts to ₹6,27,010/-, which shall be paid in full (100%) by the Resolution Applicant. Any CIRP cost incurred after 16.02.2023 shall also be borne and paid in full by the Resolution Page 9 of 25

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Applicant. CIRP costs shall be paid in priority in accordance with Section 30(2) of the Code. vii.​ As per the Information Memorandum, no claims were received from workmen, secured creditors, employees, government authorities or other creditors. Consequently, all dues, if any, of such stakeholders who have not filed claims shall stand automatically extinguished without any liability on the Resolution Applicant or the Corporate Debtor. viii.​ There is only one Operational Creditor, namely Rajeev Sood & Co., with an admitted claim of ₹2,95,000/-. The Resolution Plan provides for payment of ₹65,000/-, being 22% of the admitted claim, to the Operational Creditor. The Resolution Applicant has stated that if the liquidation value payable to operational creditors is found to be higher, she shall infuse additional funds to ensure compliance with Section 30(2)(b) of the Code. All payments to the Operational Creditor shall be made in priority as there are no financial creditors. ix.​ Upon approval of the Resolution Plan, all claims, rights, entitlements, demands, interest, penalties, damages, costs or proceedings of Operational Creditors for any period prior to the Approval Date, whether admitted or not, shall stand permanently extinguished, and no proceedings shall be initiated or continued against the Corporate Debtor. Page 10 of 25

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x.​ With respect to Government dues, the Resolution Plan provides that all statutory dues, including direct taxes and indirect taxes, interest, penalties, fines, cesses, assessments, investigations, reassessments, audits, search or seizure proceedings, relating to any period prior to the Approval Date, shall stand extinguished and abated. No reassessment or recovery proceedings shall be initiated post approval, and all consequential demands shall be treated as non-existent. xi.​ Since there are no secured creditors, all claims of any person claiming to be a secured creditor which are not admitted shall stand extinguished. Any security interests, guarantees, pledges, encumbrances or collateral provided in relation to any debt prior to approval shall stand released and extinguished. There are no employee claims, and any past or future claims of employees (other than workmen), whether filed or not, shall stand extinguished upon approval of the Resolution Plan. xii.​ In the event of liquidation, the amount payable to shareholders would be NIL. Accordingly, existing shareholders shall not receive any consideration, and all claims relating to share capital shall stand extinguished without payment. The Resolution Plan provides that all remaining debts, claims, liabilities, contracts, contingent claims and obligations of the Corporate Debtor for the period prior to the Page 11 of 25

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Approval Date, not expressly provided for in the Resolution Plan, shall be deemed to have been fully settled and extinguished. xiii.​ The accounting treatment under the Resolution Plan provides that the Resolution Professional shall prepare a statement of accounts as on the Approval Date and any balancing debit or credit arising out of implementation of the Resolution Plan shall be adjusted in the capital reserve of the Corporate Debtor in compliance with applicable accounting standards. xiv.​ The Resolution Plan has been prepared on the basis of the Information Memorandum, discussions with the Resolution Professional and due diligence conducted by the Resolution Applicant. The Resolution Applicant reserves the right to revise or withdraw the Resolution Plan prior to approval by the Committee of Creditors in the event of material adverse changes. xv.​ The Resolution Professional has issued the Compliance Certificate in Form-H under Regulation 39(4) of the CIRP Regulations certifying that the Resolution Plan complies with the provisions of the Insolvency and Bankruptcy Code, 2016 and the Regulations framed thereunder. The Resolution Plan has been approved by the Committee of Creditors with 100% voting share in its 4th meeting held on 19.04.2023. The relevant portion is reproduced as below: Page 12 of 25

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19.​ Regarding the PUFE transactions, there is no application pending as of now. 20.​ In compliance with the order dated 25.11.2025 the counsel for RP has filed a short note dated 26.11.2025 with regard to compliance of section 29A of the code 21.​ The Successful Resolution Applicant has submitted an undertaking stating that the Resolution Applicant is eligible under Section 29A of the Code.
22.​ We have carefully considered the present application seeking approval of the Resolution Plan submitted by the Successful Resolution Applicant.
23.​ While reviewing the Resolution Plan as aforesaid, we have taken into account the judgment in the case of K. Sashidhar vs. Indian Overseas Bank1, where the Hon’ble Supreme Court has held that:
“If CoC had approved the Resolution Plan by the requisite percent of voting share, then as per Section 30(6) of the Code, it is imperative for the Resolution Professional to submit the same to the Adjudicating Authority. On receipt of such a proposal, the Adjudicating Authority (NCLT) is required to satisfy itself that the resolution plan as approved by CoC meets the requirements specified in Section 30(2). No more and no less”.
And held further in para 35 of the judgement that –
“the discretion of the adjudicating authority (NCLT) is circumscribed by Section 31 limited to scrutiny of the resolution plan “as approved” by the requisite percent of voting share of financial creditors. Even in 1 In K. Sashidhar v. Indian Overseas Bank & Others (in Civil Appeal No. 10673/2018) decided on 05.02.2019: (2019) 12 SCC 150
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that enquiry, the grounds on which the adjudicating authority can reject the resolution plan is in reference to matters specified in Section 30(2), when the resolution plan does not conform to the stated requirements”. 24.​ The Hon’ble Supreme Court reiterated this view in the case of Essar Steel2 by holding that:
“…it is clear that the limited judicial review, which can in no circumstances trespass upon a business decision of the majority of the CoC, has to be within the four corners of section 30(2) of the Code, in so far as the Adjudicating Authority is concerned….”.
25.​ Reinforcing the above, the Hon’ble Supreme Court more recently has held in Vallal RCK vs. M/s Siva Industries3, that:
“21. This Court has consistently held that the commercial wisdom of the CoC has been given paramount status without any judicial intervention for ensuring completion of the stated processes within the timelines prescribed by the IBC. It has been held that there is an intrinsic assumption, that financial creditors are fully informed about the viability of the corporate debtor and feasibility of the proposed resolution plan. They act on the basis of thorough examination of the proposed resolution plan and assessment made by their team of experts.” Emphasizing yet again, that 3 Vallal RCK vs M/s Siva Industries and Holdings Limited & Ors. in Civil Appeal No.1811-1812/2022, decided on 03.06.2022: (2022) 9 SCC 803 2 Committee of Creditors of Essar Steel India Limited Vs. Satish Kumar Gupta & Ors. in Civil Appeal No.8766 67/2019, decided on 15.11.2019: (2020) 8 SCC 531
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“27. This Court has, time and again, emphasized the need for minimal judicial interference by the NCLAT and NCLT in the framework of IBC.”

and, by referring to an earlier judgment in the case of Arun Kumar Jagatramka4, added a note of caution that
“…However, we do take this opportunity to offer a note of caution for NCLT and NCLAT, functioning as the adjudicating authority and appellate authority under the IBC respectively, from judicially interfering in the framework envisaged under the IBC. As we have noted earlier in the judgment, the IBC was introduced in order to overhaul the insolvency and bankruptcy regime in India. As such, it is a carefully considered and well thought out piece of legislation which sought to shed away the practices of the past. The legislature has also been working hard to ensure that the efficacy of this legislation remains robust by constantly amending it based on its experience. Consequently, the need for judicial intervention or innovation from NCLT and NCLAT should be kept at its bare minimum and should not disturb the foundational principles of the IBC…..”
26.​ The compliance of the Resolution Plan, as certified in Form-H annexed as Annexure A-11 to the present petition, demonstrates that the Plan conforms with the relevant provisions of the Insolvency and Bankruptcy Code, 2016 and the CIRP Regulations framed thereunder. As per the revised Resolution Plan, the Successful Resolution Applicant has 4 Arun Kumar Jagatramka v. Jindal Steel & Power Ltd. (2021) 7 SCC 474] : (SCC p. 533, para 95)
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proposed a plan value of ₹65,000/- towards settlement of claims of creditors. Statutory dues towards the Provident Fund, including any interest or penalty, shall be paid in accordance with law. The Insolvency Resolution Process Cost, quantified at ₹6,27,010/-, is provided for separately and shall be paid in full and in priority. The distribution of amounts among various stakeholders is duly reflected in the True Copy of Form-H annexed to the petition in Volume-II. 27.​ When tested on the touchstone of the rulings, and considering the facts of the case along with the documents and report submitted by the RP, we are of the view that the Resolution Plan satisfies the requirements of Section 30(2) and Section 53 of the IBC and Regulations 37, 38 & 39 of the CIRP Regulations. The RP has certified that the Resolution Applicant is eligible to submit the Resolution Plan under Section 29A of the IBC.
28.​ The above facts clearly establish that the instant Application has been filed duly following the provisions of Section 31 of Code making the Resolution plan in question is eligible to be approved, and it is also in conformity with settled position of law as stated supra. Therefore, we are satisfied that the instant Application deserves to be allowed as prayed for.
29.​ It is also to be clarified that approval of the Resolution Plan shall not be construed as a waiver of any statutory obligations/liabilities of the Corporate Debtor and shall be dealt with by the appropriate Authorities in accordance with law. Any waiver/concessions sought in the Resolution Plan shall be Page 22 of 25

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subject to approval by the Authorities concerned. As regards to the reliefs sought, the Corporate Debtor has to approach the Authorities concerned for such reliefs, and we trust the Authorities concerned will do the needful. “Approval of this plan by NCLT shall be deemed to be sufficient notice which may be required to be given to any person for such matter and no further notice shall be required to be given, as per the view taken by the Hon’ble Supreme Court in the case of Ghanashyam Mishra and Sons Private Limited Versus Edelweiss Asset Reconstruction Company Limited in Civil Appeal No.8129/2019 with Civil Appeal No.1554/2021 and 1550-1553/2021, decided on 13.04.2021.: (2021) 9 SCC 657.
30.​ With the above remarks, we hereby approve the Resolution Plan submitted by Ms. Ritika Bhandari as approved by the members of Committee of Creditor in its 4th meeting;
i.​ The Resolution Plan shall be binding on the Corporate Debtor, its employees, members, creditors, including the Central Government, any State Government or any local authority to whom a debt in respect of the payment of dues arising under any law for the time being in force is due, guarantors and other stakeholders involved in the resolution plan. Page 23 of 25

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ii.​ All crystallized liabilities and unclaimed liabilities of the Corporate Debtor except as provided in the Plan as on the date of this order shall stand extinguished on the approval of this Resolution Plan. iii.​ If the SRA fails to pay the amount as envisaged in the Resolution Plan to the stakeholders within the timeline fixed in the Plan, the entire amount paid by the SRA shall be forfeited.
iv.​ It is hereby ordered that the Performance Bank Guarantee of Rs. 2,00,000 furnished by the Resolution Applicant shall remain in force till the amount proposed to be paid to the creditors under this plan is fully paid off and the plan is fully implemented.  v.​ The Memorandum of Association (MoA) and the Articles of Association (AoA) shall accordingly be amended and filed with the concerned Registrar of Companies (RoC) for information and record. The Resolution Applicant, for effective implementation of the Plan, shall obtain all necessary approvals, under any law for the time being in
force, within such period as may be prescribed.
vi.​ Henceforth, no creditors of the erstwhile Corporate Debtor can claim anything other than the liabilities provided for in the Resolution Plan. vii.​ The moratorium under Section 14 of the IBC shall cease to have effect from the date of this Order. Page 24 of 25

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viii.​ The Applicant shall forward all records relating to the conduct of the CIRP and the Resolution Plan to the IBBI along with a copy of this order for information. ix.​ The Applicant shall forthwith send a copy of this Order to the CoC and the Resolution Applicant.
x.​ The Registry is directed to furnish a free copy to the parties as per Rule 50 of the NCLT Rules, 2016.
xi.​ The Registry is directed to communicate this Order to the concerned Registrar of Companies for updating the master data and also forward a copy to IBBI. 31.​ Accordingly, I.A. (IBC) (PLAN) No. 1232 of 2023 for a plan value of Rs 65,000/- in CP (IB) No. 264/Chd/Pb/2020 is allowed and stands disposed of. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Sd/-​ ​ ​ ​ ​ ​ ​ ​ Sd/-​ ​

    (Shishir Agarwal) ​

​ ​ ​ (Khetrabasi Biswal)
Member (Technical) ​ ​ ​ ​ ​ Member (Judicial)

     January 08, 2026​

        Aks      

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