06th November, 2025 Approval of Resolution Plan - RCI Industries & Technologies Limited [IA(IBC)(Plan)/51/ND/2024 in IB-2688(ND)/2019] (2.95 MB)

IB-2688(ND)/2019 I.A.(IBC)(PLAN)-51-2024 Date of Order: 09.10.2025 Page 1 of 37

IN THE NATIONAL COMPANY LAW TRIBUNAL NEW DELHI BENCH, COURT-III
IB-2688(ND)/2019 I.A.(IBC)(PLAN)-51-2024 IN THE MATTER OF IB-2688(ND)/2019: Standard Chartered Bank (Singapore) Limited

Versus RCI Industries and Technologies Limited

AND IN THE MATTER OF I.A.(IBC)(PLAN)-51-2024: Under Section 30(6) r/w Section 31 of IBC, 2016 r/w Regulation 39(4) of IBBI (CIRP Regulations), 2016 Mr. Brijesh Singh Bhadauriya
Resolution Professional of the Corporate Debtor

Order Pronounced On: 09.10.2025 CORAM: SHRI BACHU VENKAT BALARAM DAS, HON'BLE MEMBER (JUDICIAL)
DR. SANJEEV RANJAN, HON'BLE MEMBER (TECHNICAL)

PRESENT: For the RP
: Mr. Abhishek Anand, Mr. Karan Kohli, Advs. Mr. Brijesh Singh, RP in person. For the SRA
: Mr. Swapnil Gupta, Mr. Sajal Jain, Mr. Vaibhav Mehandiratta, Advs. ORDER PER: BACHU VENKAT BALARAM DAS, MEMBER (JUDICIAL) 1. Brief Background of the Case 1.1. The present application has been filed by Mr. Brijesh Singh Bhadauriya, RCI Industries and Technologies Limited, Corporate Debtor, under the provisions of Section 30(6) read with Section 31 of the Insolvency & Bankruptcy Code, 2016 ( the Code or ) read with Regulation 39(4) of the Insolvency Bankruptcy Board of India (Insolvency Resolution Process

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approval of the Resolution Plan in respect of RCI Industries and Technologies Limited, Corporate Debtor submitted by Successful Resolution Applicant, SRA namely JTL Industries Limited. 1.2. Background of the Corporate Debtor: The Corporate Debtor was incorporated on 07th January 1992, as a Company Limited by Shares (Non-govt. Company) having CIN: L74900DL1992PLC047055, under the Companies Act, 1956, with the Registrar of Companies, NCT of Delhi and Haryana. The Authorised Share Capital of the Corporate Debtor was Rs. 25,00,00,000/- and the Paid-up Share Capital of the Corporate Debtor was Rs. 15,67,64,150/- . The Registered Office Address of the Corporate Debtor was at Unit No. 421, 4th Floor, Pearl Omaxe, Netaji Subhash Place, Pitampura, Delhi-110034. The Corporate Debtor engaged in the manufacturing and sale of flat and round products in copper, brass, stainless steel and special alloys, having a manufacturing facility at Plot no. 84-85, HPSIDC Industrial Area, Baddi, Dist. Solan, Himachal Pradesh and owns about 4.34 acres of Industrial land or 17,577 square meters of Industrial land. The company is headquartered in New Delhi with a manufacturing plant located in Himachal Pradesh and it claims 12,000 & copper strips, 1,300 MTPA capacity for copper wires-annealed/bunched and 2000 MTPA for Copper cables.
Factual Matrix:
1.3. It is submitted that an application under Section 9 of the IBC, 2016 was filed by the Operational Creditor, i.e., Standard Chartered Bank (Singapore) Limited, against the Corporate Debtor, i.e., RCI Industries and Technologies Limited and the said application was admitted vide order dated 25.11.2022 passed by this Adjudicating Authority and a moratorium was declared. Mr. Brijesh Singh Bhadauriya was appointed as an Interim Resolution Professional. 1.4. It is further submitted that the Resolution Plan for the amount of Rs. 46.50 Crores was submitted by the Successful Resolution Applicant,

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namely JTL Industries Limited, which was approved by the CoC in its 22nd CoC meeting convened on 05.06.2024 (e-voting concluded on 17.08.2024 at 3:45 PM) by 98.05% voting share in respect of the CIRP of the Corporate Debtor after considering its feasibility and viability. Therefore, I.A.(IBC)(PLAN)-51-2024, filed by Mr. Brijesh Singh Bhadauriya, Resolution Professional, seeking approval of the Resolution Plan, is pending adjudication before this Adjudicating Authority. 2. Collation of claims by RP and voting: 2.1. It is submitted that in terms of Regulation 6(1) and Regulation 6(2)(c) of the CIRP Regulations, Public Announcement in Form A was made on 01.12.2022 in Financial Express (English) and Dainik Tribune (Hindi) and the last date for submission of proof of claim was specified as 13.12.2022. Pursuant to the public announcement, the Applicant received claims from the creditors in terms of provisions of the Code made therein with respect to the Corporate Debtor. 2.2. It is contended that in terms of Section 18(1)(a) of the Code, the Applicant collated all claims submitted by creditors pursuant to the public announcement and, after the determination of the financial position of the Corporate Debtor, constituted a Committee of Creditors ("CoC") on 22.12.2022 in terms of Section 21 of the Code. CoC Meetings:
2.3. It is stated that the First meeting of the CoC was convened by the Applicant on 29.12.2022, wherein the Applicant apprised the CoC members that the last date for submission of Claims was 13.12.2022 and till 20.12.022 i.e., last date of verification of claims, the Applicant had received a total of 11 claims under Form C as Financial Creditors and a total of 9 claims under Form B as Operational Creditors. The Applicant herein was resolved to be appointed as Resolution Professional ("RP") in the matter of CIRP of the Corporate Debtor in accordance with provisions of Section 22(3)(a) of the Code.
2.4. The Second meeting of the CoC was convened on 27.01.2023 wherein

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the Applicant apprised the members of CoC that a quotation was invited from the Registered Valuer Entities ("RVEs") registered by the fter sufficient discussions and deliberations, the Applicant appointed M/s Resurgent Valuers Private Limited and M/s GTech Valuers Private Limited as RVEs on 11.01.2023 and a resolution was passed for approval of their fee. In addition to this another resolution was passed and approved by the CoC for publication of Form G, as placed before the CoC for the issuance of invitation for submission of an Expression of Interest ("EOI") to submit resolution plans. 2.5. The Third meeting of the CoC was convened on 15.02.2023, wherein the Applicant apprised the CoC that Form G was published on 30.01.2023 with 15.02.2023 being the last date for receipt of EOI, however, pursuant to such publication, the Applicant received only five EOIs. Accordingly, the Applicant/RP advised to extend the last date for furnishing EOI in order to allow more persons to participate and ensure value maximization of the Corporate Debtor and the same was discussed with the CoC members. In pursuance of the same, a resolution was passed approving the extension of the last date of submission of EOI to 28.02.2023. 2.6. The Fourth meeting of the CoC was convened on 07.03.2023, wherein the Applicant apprised the CoC members that quotations were invited from firms and experienced Chartered Accountants to carry out transaction audit and forensic audit under the Code. In pursuance of the same, the Applicant appointed M/s ATK & Associates, Chartered Accountants, as Transaction cum Forensic auditor for the period beginning 2015-2016 and a resolution approving their fee was accordingly passed by the CoC. In addition to this, an updated Evaluation Matrix was also placed before the CoC by the Applicant, which was duly approved. 2.7. The Fifth meeting of the CoC was convened on 18.04.2023.
2.8. The Sixth meeting of the CoC was convened on 08.05.2023, wherein the Applicant informed the CoC that out of total 10 PRAs, only 4 PRAs

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submitted their resolution plan in a sealed envelope to the Resolution Professional and that his team opened three sealed envelopes containing the plans after taking approval of the CoC members. Further a resolution was passed and approved to file an application before the Adjudicating Authority for extension of 90 days from 24.05.2023 to complete the CIRP of the Corporate Debtor. 2.9. The Seventh meeting of the CoC was convened on 19.05.2023, wherein the Applicant apprised the CoC that an Application bearing I.A. No. 2837 of 2023 has been filed before this Adjudicating Authority seeking extension of 90 days from 24.05.2023. In the aforesaid meeting, after discussion with the members of CoC, it was concluded that the Applicant needs to appoint a third valuer as there is a difference of more than 25% in the valuation determined by both the valuers and that as per Regulation 35(1) of CIRP Regulations, it is required to appoint another valuer to determine the valuation. In addition to above, a resolution was placed before the CoC for re-issue of Form G for submission of Resolution Plans and the same was approved in the aforesaid meeting. 2.10. It is submitted that vide Order dated 25.05.2023, this Adjudicating Authority was pleased to allow an extension of 90 days in I.A. No. 2837 of 2023 with effect from 24.05.2023 till 23.08.2023.
2.11. The Eighth meeting of the CoC was convened on 20.06.2023, wherein the Applicant apprised the CoC that quotations from registered valuers were invited and four quotations were received in this regard. The Applicant further informed the CoC that after discussions and deliberations, the Applicant appointed Fidem Corporate Advisors LLP and that the agenda for approval of his fee shall be placed before the CoC. 2.12. The Ninth meeting of the CoC was convened on 27.07.2023, wherein the Applicant informed the CoC that M/s Fidem Corporate Advisors LLP submitted their report on 19.08.2023 and that the summary of all valuations will be shared with members who have furnished the

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"Undertaking of Confidentiality". 2.13. The Tenth meeting of the CoC was convened on 19.08.2023, wherein the Applicant informed the CoC that an Application seeking exclusion being I.A. No. 4432 of 2023 has been filed under Section 60(5) of the Code read with Rule 11 of the NCLT Rules. 2016 for seeking exclusion from 25.11.2022 (CIRP commencement date) to 29.11.2022 (when the CIRP Order was uploaded) i.e., 5 days and time taken by the Respondents in responding to Application filed under Section 19(2) of the Code for non-cooperation which derails the process of CIRP, transaction audit and valuation from 06.03.2023 to 08.08.2023 i.e., 155 days, totaling 160 days. The Applicant further apprised the CoC members that the Transaction cum Forensic Auditor has submitted its report and the same has been circulated to all the CoC members. Further, the Applicant also mentioned that the Statutory Auditor M/s KRA & Co., Chartered Accountants, has resigned and therefore, the Applicant was in the process of inviting quotations from eligible firms. 2.14. The Eleventh meeting of the CoC was convened on 23.08.2023, wherein the Applicant invited all the Resolution Applicants. However, only three out of five Resolution Applicants confirmed to attend the meeting and detailed discussions took place during the CoC with them.
2.15. The Twelfth meeting of the CoC was convened on 28.08.2023, wherein the Applicant invited all the PRAs in the CoC meeting, so the CoC can have an elaborate discussion with the PRA's on the Resolution Plans.
2.16. The Thirteenth meeting of the CoC was convened on 06.09.2023, wherein the Applicant informed the CoC members that post the one- on-one deliberations with the PRAS conducted in previous meetings, the challenge mechanism for the PRAS was required to be discussed. 2.17. The Fourteenth meeting of the CoC was convened on 06.10.2023 wherein the Applicant informed that the Challenge Mechanism was originally scheduled to be held on 20.09.2023 however the same had to be rescheduled to 04.10.2023 as some PRAS were unavailable. It

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was resolved in the meeting to further extend the deadline for submission of Resolution Plans by PRAs from the stipulated 48 hours post close of challenge mechanism to 10.10.2023 till 5:00 PM as the Applicant had not yet received revised resolution plan and the same was approved. 2.18. The Fifteenth meeting of the CoC was convened on 16.10.2023 wherein the CoC resolved for filing an Application for grant of additional 60 days from 23.08.2023 and the same was approved with 92.31% vote. 2.19. The Sixteenth meeting of the CoC was convened on 12.12.2023 and the Applicant apprised the CoC that an Application bearing I.A. No. 5741 of 2023 seeking urgent hearing of exclusion application was filed and allowed on 13.12.2023 and I.A. No. 4432 of 2023 was taken up for hearing by this Adjudicating Authority. This Adjudicating Authority was pleased to allow I.A. No. 4432 of 2023, thereby excluding the period from 25.11.2022 till 29.11.2022 (5 days) and 06.03.2023 till 08.08.2023 (155 days) from the purview of CIRP of the Corporate Debtor. The resolution for the appointment of M/s. SVARAJ & Associates, Chartered Accountant, as the Statutory Auditor in the CIRP was approved. Further, the CoC resolved and accorded approval for the publication of Draft Form G, along with eligibility criteria as placed before the CoC, subject to the grant of extension/exclusion of time. The CoC also resolved and accorded to annul the earlier initiated process of publication of Form G, issue of RFRP, including the Evaluation Matrix and submission of the Resolution Plan by the PRAs in order to reissue FORM G. 2.20. The Seventeenth meeting of the CoC was convened on 16.01.2024, wherein the Applicant apprised the CoC that the exclusion Application bearing I.A. No. 4432 of 2023 was allowed by this Adjudicating Authority vide Order dated 13.12.2023 and the date for expiration of the CIRP period is now extended till 29.01.2024. The Applicant further mentioned that as the process of seeking fresh EOI from eligible applicants is ongoing, an extension application was required to be filed

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before this Adjudicating Authority. 2.21. An Application bearing I.A. No. 531 of 2024 was filed before this Adjudicating Authority seeking an extension of 60 days beyond 29.01.2024 (CIRP expiration date). Vide Order dated 09.02.2024, this Adjudicating Authority was pleased to allow the said application, thereby granting an extension of 60 days. 2.22. The Eighteenth meeting of the CoC was convened on 08.02.2024.
2.23. The Nineteenth meeting of CoC was convened on 16.03.2024; however, the same was adjourned to 20.03.2024. The Applicant herein in the deferred CoC convened on 20.03.2024 apprised the CoC that five Resolution Plans have been received with Earnest Money deposit, one Resolution Plan has been received without EMD and that one PRA has requested for extension in timelines for submission of Plans. The Applicant submitted a proposal before the CoC for extending the submission of deadline of the Resolution Plan by one day i.e., until 5:00 PM on 21.03.2024, to provide an opportunity to the Resolution Applicants who had not submitted the resolution plan and the same was approved by the CoC. The Applicant further apprised the CoC that the date for expiration of the CIRP period is now till 29.03.2024. It was mentioned that five Resolution Plans have been received by them and in order to carry out due diligence of the Resolution Plans, the Applicant proposed an extension of 60 days for discussion, negotiation and approval of the Resolution Plan. 2.24. An Application bearing I.A. No. 1814 of 2024 was filed before this Adjudicating Authority seeking an extension of 60 days beyond 29.03.2024 (CIRP expiration date). It is submitted that vide Order dated 24.04.2024, this Adjudicating Authority was pleased to allow the said Application, thereby granting an extension of 60 days and as per the same, the last date of CIRP of the Corporate Debtor was extended to 28.05.2024.
2.25. During the Twentieth meeting of the CoC, which was convened on

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15.04.2024. The Applicant herein apprised the members of the CoC that pursuant to the issuance of Form G on 01.01.2024 and the addendum to Form G issued on 18.01.2024, Applicant had received seven resolution plans. Furthermore, during the 19th CoC meeting, the sealed envelopes containing the Resolution Plans were opened except the Resolution Plan received from SPSS Infrastructure Private Limited due to their failure to deposit the Earnest Money Deposit of Rs. 1 Crore. Furthermore, the Applicant apprised that he has received a Cheque of Rs. 1 Crore from SPSS Infrastructure Private Limited on 25.03.2024 which is not in compliance with clause 1.8.1 of the Request for Resolution Plan (RFRP) wherein it was mentioned to submit EMD through the RTGS into the account of the Corporate Debtor or Demand Draft in favour of the Corporate Debtor. Further, the Applicant sought suggestions from the CoC members on whether to extend the deadlines for submission of the resolution plan or to consider the resolution plan received from SPSS Infrastructure Private Limited wherein CoC members by a majority vote decided not to extend the deadlines for submission of the resolution plan. 2.26. The Twenty-First meeting of the CoC was convened on 07.05.2024, wherein the RP apprised the CoC Members that, as per recent amendments in CIRP regulations by IBBI, insolvency professionals shall place in each meeting of the committee, the operational status of the Corporate Debtor and shall seek its approval for all costs, which are part of the CIRP costs. As already mentioned in Agenda 5, the Operational Status and all costs that are part of the CIRP costs. Further, the Applicant requested the CoC members to make the balance contribution at the earliest to meet the fund flow requirement. 2.27. The Twenty-Second meeting of the CoC was convened on 20.05.2024. The Applicant apprised the CoC Members that the Applicant has received 6 resolution plans by the last date for submission of resolution plans, which was 13.03.2024, wherein the Applicant and CoC needed time for negotiation and discussion with Resolution Applicants on the submitted resolution plans to maximize the value for the Corporate

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Debtor. Further, the Applicant presented 2 compliant Resolution Plans to the CoC for their consideration and approval. 2.28. The Applicant filed an Application bearing I.A. No. 2916 of 2024 before this Adjudicating Authority inter alia seeking an extension of 60 days beyond 29.05.2024. Vide Order dated 04.06.2024, this Adjudicating Authority was pleased to allow the said Application, thereby granting an extension of 60 days and as per the same the CIRP of the Corporate Debtor. 2.29. The Applicant placed only two Resolution Plans submitted by M/s JTL Industries Limited and M/s Agarwal Founders Private Limited, which were in compliance to the provisions of the Code. The CoC members were requested to deliberate upon the information and evaluate the Resolution Plans received under sub-regulation (2) as per evaluation matrix; record its deliberations on the feasibility and viability of each Resolution Plan; and vote on all such Resolution Plans simultaneously. 2.30. During the adjourned Twenty-Second meeting of the CoC convened on 05.06.2024, wherein the CoC after deliberately discussing the compliant Resolution Plans was pleased to put the following Resolutions for e-voting: - RESOLVED THAT pursuant to Section 30(4) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39 of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 and in accordance with any other provisions, rules and regulations made thereunder, approval of the members of the Committee of Creditors to the proposed Resolution Plan dated 13.05.2024 submitted by M/s JTL Industries Limited, the prospective Resolution Applicant (PRA), be and is hereby accorded. FURTHER RESOLVED THAT the Resolution Professional be and is hereby authorized to take such steps as may be necessary in relation to the above, if required and to settle all matters arising

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out of and incidental thereto and sign and execute all the documents and writings that may be required and generally to do all acts, deeds, make payments and things that may be necessary, proper, expedient or incidental for the purpose of giving effect to the aforesaid resolution including filing necessary applications with the Hon'ble NCLT Delhi Bench-III for approval of the Resolution Plan. (b) RESOLVED THAT pursuant to Section 30(4) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39 of the Insolvency and Bankruptcy Board of India (insolvency Resolution Process for Corporate Persons) Regulations, 2016 and in accordance with any other provisions, rules and regulations made thereunder, approval of the members of the Committee of Creditors to the proposed Resolution Plan dated 13.05.2024 submitted by M/s Agarwal Founders Private Limited, the prospective Resolution Applicant (PRA), be and is hereby accorded. FURTHER RESOLVED THAT the Resolution Professional be and is hereby authorized to take such steps as may be necessary in relation to the above, if required and to settle all matters arising out of and incidental thereto and sign and execute all the documents and writings that may be required and generally to do all acts, deeds, make payments and things that may be necessary, proper, expedient or incidental for the purpose of giving effect to the aforesaid resolution including filing necessary applications with the Hon'ble NCLT Delhi Bench-III for approval of the Resolution Plan
2.31. The Applicant convened the Twenty-Third meeting of the CoC on 05.07.2024.
2.32. The Twenty-Fourth meeting of the CoC of the Corporate Debtor was convened on 22.07.2024. It is submitted that the voting lines with respect to the e-voting on the Resolution Plan were initially scheduled

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to remain open until 07:00 PM on 17th June, 2024. However, upon request from CoC Members and in accordance with the requirements of the CIRP Regulations, 2016 the voting period was extended. Consequently, the voting period were finally closed at 3:45 PM on August 17th, 2024, wherein the members of CoC were pleased to approve the Resolution Plan submitted by M/s JTL Industries Limited with 98.05% votes in favour which is more than requisite threshold of 66%.
2.33. The results of the voting are as follows:

3. The RP submits that a total of 25 (Twenty-Five) CoC meetings have been held during the CIRP period, which are as follows:
   S. No. Sequence of Meeting of CoC Date of Meeting CoC Members Present

First Meeting of CoC 29.12.2022 Yes 2. Second Meeting of CoC 27.01.2023 Yes 3. Third Meeting of CoC 15.02.2023 Yes 4. Fourth Meeting of CoC 07.03.2023 Yes 5. Fifth Meeting of CoC 18.04.2023 Yes 6. Sixth Meeting of CoC 08.05.2023 Yes 7. Seventh Meeting of CoC 19.05.2023 Yes 8. Eighth Meeting of CoC 20.06.2023 Yes 9. Ninth Meeting of CoC 27.07.2023 Yes 10. Tenth Meeting of CoC 19.08.2023 Yes 11. Eleventh Meeting of CoC 23.08.2023 Yes

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Twelfth Meeting of CoC 28.08.2023 Yes 13. Thirteenth Meeting of CoC 06.09.2023 Yes 14. Fourteenth Meeting of CoC 06.10.2023 Yes 15. Fifteenth Meeting of CoC 16.10.2023 Yes 16. Sixteenth Meeting of CoC 12.12.2023 Yes 17. Seventeenth Meeting of CoC 16.01.2024 Yes 18. Eighteenth Meeting of CoC 08.02.2024 Yes 19. Nineteenth Meeting of CoC 16.03.2024 Yes 20. Twentieth Meeting of CoC 15.04.2024 Yes 21. Twenty First Meeting of CoC 07.05.2024 Yes 22. Twenty-Second Meeting of CoC 20.05.2024 Yes 23. Twenty-Third Meeting of CoC 05.07.2024 Yes 24. Twenty-Fourth Meeting of CoC 22.07.2024 Yes 25. Twenty-Fifth Meeting of CoC __ __

4. Before analyzing the case, it is pertinent to refer to the Form-H (Compliance Certificate):

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5. Valuation of the Corporate Debtor
   As per the Form-H, the fair and liquidation value of the assets of the Corporate Debtorare as follows: The Fair Value of the Corporate Debtor is Rs. 5441.85 Lakhs and the Liquidation Value of the Corporate Debtor is Rs. 3831.61 Lakhs.
6. Details of Resolution Plan/Payment Schedule The Resolution Applicant has, to the extent possible, taken into account the interests of all stakeholders of the Corporate Debtor in the following manner: 6.1 Payment of CIRP Cost Based on the information provided by the Resolution Professional, the estimated CIRP cost amounts to Rs 1,37,57,386/- as on 31.03.2024. In compliance to the provisions of Section 30(2)(a) of IBC, 2016, read with Regulation 38 of the IBBI (Insolvency Resolution Process for

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Corporate Persons) Regulations, 2016, the Corporate Insolvency Resolution Process Cost will be paid in priority to any other class of creditors.
The Resolution Applicant proposed the payment of the unpaid CIRP cost amounting to Rs 1,37,57,386/- in priority to all other debts of the Corporate debtor proposed under this Resolution Plan.
6.2 Payment to Secured Financial Creditor
As per information memorandum, nine claims have been admitted by the Secured Financial Creditor amounting to Rs. 268.47 Crore. The Resolution Applicant is proposing Rs. 44.15 Crore. Thereafter, all liability of the Company towards the Financial Creditors shall stand extinguished in full, pursuant to the NCLT Approval Order on the Effective date, without any further action or step on the part of any Person and the Company and the Resolution Applicant shall not be in any manner whatsoever at any point, present or future, directly or indirectly responsible or liable for any claims by the Financial Creditors which relate to a period prior to the Effective date. 6.3 Payment to Operational Creditors-Statutory Authorities Claims have been received from statutory authorities. The amount admitted is Rs.84.95 Crore till the date of submission of this Plan. The Resolution Applicant proposed to pay an amount of Rs. 0.13 Crore as full and final settlement of the statutory authorities' claim. All the liabilities of the Company towards Government Authorities, for the period prior to the Effective date, shall stand extinguished pursuant to the payments to be made as set out under the Resolution Plan. The Resolution Applicant or the Company shall not, in any manner whatsoever, at present or in the future, be directly or indirectly responsible or liable for any additional statutory claims/liabilities. 6.4 Payment to Workmen Claims have been received from workmen of the Corporate Debtor and an amount of Rs. 0.45 Crore has been admitted. Hence, RA is

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proposing Rs 0.45 Crore for workmen under the resolution plan. All the liabilities, including but not limited to the amount as per the latest available financial statement, if any, shall stand extinguished and RA & CD shall not be held liable for the same at any stage after effective date. Further to clarify that in case any such liability arises at later stage with the order of any tribunal/court of law and RA/CD held liable to pay such amount, the said amount shall be paid from the amount proposed to creditors under the resolution plan. 6.5 Payment to Employees Claims have been received from employees of the Corporate Debtor and an amount of Rs.0.14 Crore has been admitted. Hence, RA is proposing Rs. 0.14 Crore for employees under the resolution plan. All the liabilities, including but not limited to the amount as per the latest available financial statement, if any, shall stand extinguished and RA & CD shall not be held liable for the same at any stage after effective date. Further to clarify that in case any such liability arises at later stage with the order of any tribunal/court of law and RA/CD held liable to pay such amount, the said amount shall be paid from the amount proposed to creditors under the resolution plan. 6.6 Operational Creditors- others (Goods & Services)
Claims have been received from Trade Payables & others has been admitted to the amount of Rs. 21.61 Crores. Hence, RA is proposing Rs 0.25 Crore for the admitted amount. Therefore, all liability of the Company towards the Operational Creditors (other than the Workmen Payments and Statutory Payments) shall stand extinguished in full, pursuant to the NCLT Approval Order on the Effective date, without any further action or step on the part of any Person and the Company and the Resolution Applicant shall not be in any manner whatsoever at any point, present or future, be directly or indirectly responsible or liable for any claims by the Operational Creditors (other than for Workmen Payments and Statutory Payments) which relate to a period prior to the Effective date.

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6.7 Terms of the Plan and infusion of funds and source of fund Resolution Applicant has evaluated the available information in respect to the Corporate Debtor as shared by the Resolution professional and further through its own due diligence, through public domains & other sources. After assessment of its liabilities & asset profile, the resolution applicant hereby submits the proposal of Rs. 46.50 Crore to acquire 100% stake in the Corporate Debtor. The term of the plan shall be 60 days with effect from the approval date of the resolution plan by the Adjudicating Authority. RA shall make strategic investment for the revival of operations of the CD at a later stage after approval of the Resolution Plan by the Adjudicating Authority. The primary motive is to diversify the company's business portfolio and mitigate risks associated with a singular industry focus. By entering a different market, it aims to spread business risks and create a more resilient enterprise. This approach is part of a deliberate effort to build a well-rounded business model capable of withstanding market fluctuations.

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7. Waivers, Reliefs, Concessions and Exemptions The Resolution Plan provides details of Reliefs and Concessions as set out in SECTION-IV: FINANCIAL PROPOSAL UNDER RESOLUTION PLAN (Reliefs and Concessions, Page No. 59-71 of the Resolution Plan).
8. Details on Management and Implementation as per the Resolution Plan
   Regulation 38(2)(b): The management & control of the business of the Corporate Debtor during its term.
   The Resolution Applicant proposes to appoint a fresh Board of Directors after approval of the Resolution Plan by the NCLT. The erstwhile Board is suspended due to the initiation of CIRP. After the full payment is made

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to the creditors, the Corporate Debtor shall be managed by a reconstituted Board of Directors according to the provisions of the Companies Act, 2013. The Directors on the reconstituted Board shall be appointed within 60 days from the Effective Date, without any additional approval from the shareholders. Regulation 38(2)(c): Adequate means for supervising its implementation. The Resolution Applicants have proposed to appoint a Monitoring Agency in consultation with COC for monitoring and supervision of implementation of the Resolution Plan in terms of Provisions of Section 30(2)(d) of the Insolvency and Bankruptcy Code, 2016 read with Regulation 38(2)(c) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. The appointment shall be at the mutually agreed terms and with approval of COC Members for the period with effect from the date of Approval of Resolution Plan by the Adjudicating Authority till the implementation of the plan.
9. Details on Fraudulent and Avoidance Transactions Regulation 38(2)(d): Settlement of proceedings in respect of avoidance application after approval of Resolution Plan. In reference to Regulation 38(2)(d), RA hereby agrees that in the event of any transaction being avoided/set aside by the Adjudicating Authority in terms of Sections 43, 45, 47, 49, 50 or 66 of the IBC and any amount received by the Resolution Professional of the Company as a result thereof, shall be for the benefit of the Creditors (in accordance with Section 53 of Code) and shall be a pass-through to the Creditors as per waterfall mechanism or as directed by the Adjudicating Authority. Further, all the expenses to pursue the above-mentioned litigations shall be borne by Financial Creditors only. After approval of the Resolution Plan, all the proceedings in respect of avoidance transactions under Chapter III, will be pursued by the Monitoring Professional and once the Monitoring Professional is discharged, the same shall be pursued by Financial Creditors/as

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decided by Financial Creditors and all the expenses relating to the above cases shall also be borne by Financial Creditors. Any recovery from any such litigation shall be distributed in the manner specified under Section 53 of the IBC. 10. Analysis & Findings 10.1 It is a matter of record that the CIRP for the Corporate Debtor, RCI Industries and Technologies Limited, was initiated on a Section 9 Application filed by the Operational Creditor, Standard Chartered Bank (Singapore) Limited, as per the order dated 25.11.2022 passed by this Adjudicating Authority. 10.2 It is pertinent to mention that the Resolution Plan submitted by the Successful Resolution Applicant, namely JTL Industries Limited, envisages the acquisition of 100% of the equity of the Corporate Debtor, together with all assets, whether disclosed or not, whether known or unknown, such assets being subsumed within the ambit of the Resolution Plan without necessitating any further or separate approvals. Amongst the properties so included are industrial lands and buildings at Baddi, Himachal Pradesh; an industrial plot at Nalagarh, Himachal Pradesh; and copper wire rods imported in 2018 (in quantities of 19,780 kg and 39,730 kg respectively). Pursuant thereto, the Resolution Professional has filed IA-3156/2023 and IA-3793/2023 under Section 18(1)(f) of the Code, seeking to assume control over the aforesaid industrial land, buildings at Baddi, and the industrial plot at Nalagarh. The relevant provisions of the Resolution Plan are reproduced below:

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10.3 Accordingly, IA-758/2025 was filed by AKJ Metals Pvt. Ltd., challenging the Resolution Plan submitted by JTL Industries Ltd. and contended that the Baddi and Nalagarh properties ought not to be treated as assets of the Corporate Debtor. Thereafter, the Successful Resolution Applicant, JTL Industries Ltd., filed an affidavit on 07.04.2025 stating that those properties would not be claimed under the Plan and that existing litigation rights of the CoC/Resolution Professional would remain unaffected. In light of that stand, this Adjudicating Authority, by order dated 24.07.2025, disposed of IA-758/2025 and passed the following order:

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10.4 decision in the matter of Vallal RCK vs. M/s. Siva Industries and Holdings Limited and Others, Civil Appeal Nos. 1811-1812 of

to whether the Adjudicating Authority (NCLT) or the Appellate Authority (NCLAT) can sit in an appeal over the commercial wisdom of . We rely upon the following paragraphs:
21. This Court has consistently held that the commercial wisdom of the CoC has been given paramount status without any judicial intervention for ensuring the 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 the feasibility of the proposed resolution plan. They act on the basis of thorough examination of the proposed Resolution Plan and assessment

A reference in this respect could be made to the judgments of this Court in the cases of v. Indian Overseas Bank and Others, Committee of Creditors of Essar Steel India
Limited through Authorised Signatory v. Satish Kumar
Gupta and Others, Maharashtra Seamless Limited v. Padmanabhan Venkatesh and Others, Kalpraj Dharamshi and Another v. Kotak Investment Advisors Limited and Another and Jaypee Kensington Boulevard Apartments
Welfare Association and Others v. NBCC (India) Limited and

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Others. 27. This Court has, time and again, emphasized the need or minimal judicial interference by the NCLAT and NCLT in the framework of IBC. We may refer to the recent observation of this Court made in the case of Arun Kumar Jagatramka v. Jindal Steel and Power Limited and Another:

However, we do take this opportunity to offer a note of caution for NCLT and NCLAT, functioning as the adjudicatory 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
10.5 In light of the above-quoted judgements, it is clear that the is given paramount status. This Adjudicating Authority is not endowed with the powers of jurisdiction or authority to analyse or evaluate the commercial decision of the CoC. The Resolution Plan submitted by the Successful Resolution Applicant, namely JTL Industries Limited, which was approved by the CoC in its 22nd CoC meeting convened on 05.06.2024 (e-voting concluded on 17.08.2024 at 3:45 PM) by 98.05% voting share in respect of the CIRP of the Corporate Debtor after considering its feasibility and viability, this Adjudicating Authority cannot interfere in the same.

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10.6 On perusal of the documents on record, we are satisfied that the Resolution Plan is in accordance with Sections 25(2)(h), 29A, 30(2), 30(4) and 31(1) of the IBC and also complies with Regulations 35A, 36B(4A), 37, 38(1), 38(1A), 38(1B), 38(2), 38(3), 39(1), 39(2) and 39(4) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016. The Applicant/RP has filed a Compliance Certificate in the prescribed Form, i.e., Form-H as per the Resolution Plan in compliance with Regulation 39(4) of the CIRP Regulations. The Applicant/RP submits that the Successful Resolution Applicant is not disqualified under Section 29A of the Code to submit the Resolution Plan, as required by Regulation 39(1)(a) of the CIRP Regulations. A separate undertaking has also been submitted along with the EoI by the Successful Resolution Applicant, as mandated in terms of Regulation 39(1)(c) of the CIRP Regulations.
10.7 The present application has been filed with bonafide means, in the interest of justice and to advance the objectives of the Code. 11. Orders 11.1 I.A.(IBC)(PLAN)-51-2024, which is for approval of the Resolution Plan, is allowed and the Resolution Plan of Rs. 46.50 Crore is approved. The Resolution Plan shall form part of this Order. Regulatory fee of 0.25% to IBBI (if applicable) shall be paid separately. means the date on which this Resolution Plan is approved by this Adjudicating Authority under Section 31 of the Code. 11.2 We reiterate and direct that the following two properties, (i) the Industrial Land and Building situated at Plot No. 108, HPSIDC, Baddi, Himachal Pradesh 173005, admeasuring 9543 square meters; and (ii) the Industrial Plot located at Village Thantewal, H.B. No. 125, Tehsil Nalagarh, District Solan, Himachal Pradesh, admeasuring 12 Kanal 17 Marla, will not be claimed by the Successful Resolution Applicant under the Resolution Plan, and the Resolution Professional/Monitoring Committee/Financial Creditors will pursue the claims in respect of the said properties. Any amount or benefit

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received will be avail by the Financial Creditors in accordance with the waterfall mechanism prescribed under Section 53 of the IBC, 2016. 11.3 We reaffirm and direct that, in compliance with Regulation 38(2)(d) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the proceedings pertaining to Avoidance Transactions shall be pursued by the Monitoring Professional. Upon discharge of the Monitoring Professional, such proceedings shall be continued by the Financial Creditors or as otherwise decided by them. All expenses incurred in connection with the aforesaid proceedings shall be borne by the Financial Creditors. Any recovery arising from such litigation shall be distributed to the Creditors in accordance with the waterfall mechanism prescribed under Section 53 of the IBC, 2016.
11.4 We direct that, in strict compliance with Regulation 38(2)(a) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, the Successful Resolution Applicant shall implement the approved Resolution Plan within a period of sixty (60) days from the Effective Date, i.e., the date of its approval by the Adjudicating Authority, as expressly affirmed by the Successful Resolution Applicant in the mandatory contents as provided under Regulation 38 of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 under the Resolution Plan. 11.5 The Resolution Plan is 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, so that the revival of the Corporate Debtor Company shall come into force with immediate effect.

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11.6 The Moratorium imposed under Section 14 of the Code shall cease to have effect from the date of this order. 11.7 The reliefs, concessions and waivers sought by the SRA will be dealt with strictly as per law taking into consideration the decision of the Hon'ble Supreme Court in the matter of Embassy Property Development Private Limited v. State of Karnataka & Ors. in Civil Appeal No. 9170 of 2019, this Adjudicating Authority is not inclined to granting any relief prayed for except that is provided in the case itself and direct the Successful Resolution Applicant to file necessary application before the necessary forum/ authority in order to avail the necessary relief and concessions, in accordance with respective laws. The relevant part of the judgement is reproduced below:- "39. Another important aspect is that under Section 25 (2) (b) of IBC, 2016, the resolution professional is obliged to represent and art on behalf of the corporate debtor with third parties and exercise rights for the benefit of the corporate debtor in judicial, quasi-judicial and arbitration proceedings. Section 25(1) and 25(2)(b) reads as follows: "25. Duties of resolution professional - (1) It shall be the duty of the resolution professional to preserve and protect the assets of the corporate debtor, including the continued business operations of the corporate debtor. (2) For the purposes of sub-section (1), the resolution professional shall undertake the follouring actions:-

(b) represent and act on behalf of the corporate debtor with third parties, exercise rights for the benefit of the corporate debtor in judicial, quasi judicial and arbitration proceedings." This shous that wherever the corporate debtor has to exercise rights in judicial, quasi judicial proceedings, the resolution professional cannot short-circuit the same and bring a claim before NCLT taking advantage of Section 60(5). 40. Therefore in the light of the statutory scheme as culled out from

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various provisions of the IBC, 2016 it is clear that wherever the corporate debtor has to exercise a right that falls outside the purview of the IBC, 2016 especially in the realm of the public law, they cannot, through the resolution professional, take a bypass and go before NCLT for the enforcement of such a right." 11.8 As far as the question of granting time to comply with the statutory obligations/seeking sanctions from governmental authorities is concerned, the Successful Resolution Applicant is directed to do the same within one year as prescribed under Section 31(4) of the Code. 11.9 In case of non-compliance of this order or withdrawal of the Resolution Plan within the stipulated time, in addition to other consequences which follow under law, the CoC shall forfeit the EMD already paid by the SRA as well as the PBG. 11.10 Further from the effective date and until the transfer date, a 3- member Monitoring Committee or Managing Committee is to be constituted. The Committee shall consist of one representative of the Successful Resolution Applicant, one representative of the CoC and the Resolution Professional. The Monitoring Committee shall endeavour to complete the plan implementation within the time specified in the Resolution Plan from the date of this Order. 11.11 The RP shall submit the records collected during the commencement of the CIRP to the Insolvency and Bankruptcy Board of India

for their record.
11.12 Liberty is hereby granted for moving appropriate application(s), if required in connection with the implementation of this Resolution Plan. 11.13 A copy of this Order shall be filed by the Resolution Professional with the Registrar of Companies (RoC), NCT of Delhi & Haryana. The Memorandum of Association (MoA) and Articles of Association (AoA) shall accordingly be amended and filed with the RoC, for information

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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. 11.14 The Resolution Professional shall stand discharged from his duties with effect from the date of this Order, save and except those duties that are enjoined upon him for implementation of the approved Resolution Plan. Further, the Resolution Professional shall supervise the implementation of the Resolution Plan and file the status of its implementation before this Adjudicating Authority from time to time, preferably every quarter. 11.15 Court in the matter of Ghanshyam Mishra and Sons Private Limited Vs. Edelweiss Asset Reconstruction Company Limited Civil Appeal No. 8129 of 2019, held that on the date of the approval of the Resolution Plan by the Adjudicating Authority, all such claims which are not a part of the Resolution Plan, shall stand extinguished and no person will be entitled to initiate or continue any proceedings in respect to a claims which are not a part of the Resolution Plan. 11.16 The Resolution Professional is further directed to hand over all records, premises/factories/documents available with it to the Successful Resolution Applicant to finalise the further line of action required for starting the operations of the Corporate Debtor. The Successful Resolution Applicant shall have access to all the records and premises through the Resolution Professional to finalise the further course of action required for starting operations of the Corporate Debtor. 11.17 The Registry is hereby directed to send copies of the order forthwith to the IBBI, all the parties and their Ld. Counsel for information and for taking necessary steps.

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11.18 Certified copy of this order may be issued, if applied for, upon compliance of all requisite formalities. No order as to costs. Sd/- Sd/-
(DR. SANJEEV RANJAN)
MEMBER (TECHNICAL)

(BACHU VENKAT BALARAM DAS) MEMBER (JUDICIAL)