Anil Kumar vs Jayesh Sanghrajaka & Ors.

[Per: Barun Mitra, Member (Technical)]

These two appeals have been filed under Section 61 of Insolvency and Bankruptcy Code, 2016 (“IBC” in short) by Mr. Anil Kumar, Suspended Director of Corporate Debtor – Appellant. The appeals arise out of the Orders dated 06.03.2023 and 15.05.2023 (hereinafter referred to as (“First Impugned Order and Second Impugned Order”) passed by the Adjudicating Authority (National Company Law Tribunal, Mumbai Bench Court-II) in IA No.1826/2022 and 1415/2023 of CP(IB) No. 1474/MB/C-II/2019]. By the first impugned order, the Adjudicating Authority allowed placing of the resolution plan of the Corporate Debtor for consideration by the Committee of Creditors while the second impugned order approved the said resolution plan submitted by Metro Realty Group (previously known as M/s Turbhe Properties LLP), present Respondent No.3. Being aggrieved thereby, the present appeals have been preferred by the present Appellant-Mr. Anil Kumar, Suspended Director, SK Elite Industries.

The factual matrix of the case and the salient decisions taken in the meetings of the Committee of Creditors (“CoC” in short) meetings leading to the impugned orders which are necessary to be noted are as follows: -

 SK Elite Industries-Corporate Debtor was brought under Corporate Insolvency Resolution Process (“CIRP” in short) on 07.05.2021. CIRP was commenced and claims were invited.

 Following claims received by the Interim Resolution Professional, the CoC/Respondent No.2 was constituted which later appointed the Resolution Professional/Respondent No.1.

 In the 2^nd meeting of the CoC, the eligibility criterion of the Potential Resolution Applicants (“PRA” in short) was agreed upon.

 Form G was thereafter issued with the last date for submission of Expression of Interest (“EoI” in short) as 05.08.2021. Subsequently, a fresh Form G was published with the last date for submission of EoI as 22.08.2021. Due to poor response on account of Covid-19, the 4^th CoC meeting decided to publish fresh Form G with extended timeline.

 Pursuant to the issue of fresh Form G, three EoIs were received from PRAs. The 6^th CoC meeting noted that no resolution plans had been received from PRAs and therefore the timeline for submission of Resolution Plan was extended up to 27.11.2021.

 The Resolution Professional also filed IA No. 2730/2021 seeking extension of CIRP period by 90 days with effect from 25.11.2021 which was allowed by the Adjudicating Authority.

 In the 7^th CoC meeting, the Resolution Professional informed the CoC that two resolution plans had been received from PRAs while one PRA had withdrawn.

 In the 9^th CoC meeting, the Resolution Professional informed the CoC that the present Appellant desired to submit a settlement proposal under Section 12A. The CoC allowed time for submission of proposal until 17.01.2022. However, the Section 12A proposal was received only on 24.01.2022 immediately before the 11^th CoC meeting.

 The 12^th CoC meeting held on 24.02.2022 discussed the resolution plans submitted by the PRAs and as the offers made were not found to be satisfactory, the CoC gave them opportunity to revise their offer by 16.04.2022.

 During the 14^th CoC meeting held on 18.04.2022, it was noted that the PRAs had not submitted revised resolution plans. The Appellant had also not submitted a concrete Section 12A proposal and instead sought more time.

 The 15^th CoC meeting was on 05.05.2022 noted that the Appellant had failed to submit a Section 12A withdrawal proposal and hence decided not to allow any further time. Moreover, the PRAs had also not submitted revised offers to the satisfaction of CoC. The resolution plans were neither found compliant with requirements of IBC. Hence, their resolution plans were rejected and the CoC resolved to take steps to liquidate the Corporate Debtor.

 The Resolution Professional filed IA No. 1826/2022 before the Adjudicating Authority seeking initiation of liquidation of the Corporate Debtor.

 In the 16^th CoC meeting held on 31.12.2022, a proposal received from the Appellant for purchase of premises was considered by CoC but not found satisfactory. The Resolution Professional also informed CoC that a proposal had been received from Metro Realty Group-Respondent No.3 on which legal opinion was being solicited. The CoC also decided to withdraw the liquidation application.

 The 17^th CoC meeting held on 25.01.2023 after going through the commercials of the Resolution Plan of Respondent No.3, decided to consider the resolution plan subject to approval and directions from the Adjudicating Authority in view of the pendency of IA No. 1826/2022 for liquidation of the Corporate Debtor. The Respondent No.3 was found to meet the eligibility criteria which had been agreed upon in the 2^nd CoC meeting. The CoC also decided not to go ahead with the Section 12A proposal of the Appellant.

 The Resolution Professional accordingly filed IA No. 820/2023 before the Adjudicating Authority seeking withdrawal of liquidation application filed under IA No.1826/2022 and to permit CoC to consider the resolution plan submitted by Respondent No.3. The Adjudicating Authority on 06.03.2023 kept the liquidation application in abeyance; allowed consideration of the Resolution Plan of Respondent No.3 by the CoC and exclusion from 18.04.2022 to 06.04.2023 from the CIRP period. The Resolution Professional was also given liberty to file application for approval of the resolution plan submitted by Respondent No.3, if approved by the CoC.

 The Appellant challenged the order of 06.03.2023 and filed an appeal before this Tribunal by way of Appeal No. 513/2023 praying that the order passed by the Adjudicating Authority in IA No.1826/2022 be set aside and all actions taken in pursuance thereof be nullified. The appeal was however not pressed.

 In the 18^th CoC meeting held on 16.03.2023, the Respondent No.3 was allowed to place the financial proposal before the CoC which decided to take the proposal for final consideration in the next CoC meeting.

 In the 19^th CoC meeting held on 25.03.2023, the resolution plan of Respondent No.3 was approved by the CoC by 100% majority and it was decided to place the application for approval of resolution plan before the Adjudicating Authority for approval before 06.04.2023. The CoC also took the view that liquidation of the Corporate Debtor would not be in the interest of any stakeholder including the promoters.

 The Appellant was present during the 19^th CoC meeting and did not raise any objections to the directions of the Adjudicating Authority for consideration of the resolution plan by the CoC. However, it had made mention of the need to issue Public Notice for inviting resolution plans.  The Adjudicating Authority vide its order dated 15.05.2023 approved the resolution plan having found the same to be in compliance with the provisions of IBC, the CIRP Regulations and not being in contravention with provisions of any law.

 Aggrieved by these two impugned orders, the present Appellant has preferred the two appeals which have been heard together.

Since both the Impugned Orders arise out of the same set of facts and the second impugned order is a sequel to the first impugned order, we propose to deal with both conjointly. Assailing the impugned orders, the Learned Counsel for the Appellant submitted that the Adjudicating Authority had failed to take notice that there were serious procedural irregularities on the part of the Resolution Professional in the conduct of CIRP. It was submitted that the resolution plan of the Respondent No.3 was not submitted in pursuance to Form G. Thus, by dispensing with the publication of Form G by the Resolution Professional, the entire resolution process was vitiated. It was also pointed out that by considering the resolution plan of the Respondent No.3 in the absence of fresh Form G, other interested parties were denied a fair opportunity thereby prejudicing their rights and interests. The approval of the resolution plan of Respondent No.3 was akin to the case of a Private Sale which is only permissible in case of liquidation of a Corporate Debtor and hence deserves to be set aside. Commercial wisdom of CoC cannot condone a material irregularity in the conduct of the CIRP process. The Appellant also contended that the Resolution Professional denied access to the other competing resolution plan submitted by others. It was also mentioned that the Adjudicating Authority should have determined whether the requirement of Section 30(2) had been met before approving the said plan.

It is also submitted that though the Appellant wished to present a plan before the CoC, the same was not considered and thus denied fair opportunity. It was also pointed out that the Resolution Professional did not share the resolution plan submitted by the Respondent No.3 with the Appellant and thus did not act in consonance with the procedure laid down under the IBC Code. It was contended that by approving this resolution plan, the fair value of the Corporate Debtor was not realized and this militated against the principle of value maximization of the assets of the Corporate Debtor which is one of the primary objectives of IBC.

The Learned Senior Counsel for the Respondent No.2 and the Learned Counsel for the Respondents No. 1 and 3 having raised overlapping defence against the contentions raised by the Appellant, the same is being collectively summarized hereinafter. It has been submitted that the resolution plan received from Respondent No.3 was considered by the CoC in the interest of revival of the Corporate Debtor. At the point of time of receipt of this resolution plan, no other resolution plan was available for consideration and in fact the Resolution Professional had already filed a liquidation application before the Adjudicating Authority. It is vehemently contended that the procedural deviation alleged by the Appellant of non-publication of Form G has no material bearing. It was submitted that the Hon’ble Supreme Court in M.K. Rajagopalan vs. Dr. Periasamy Palani Gounder & Anr 2023 SCC OnLine SC 574 (“Gounder” in short) had disregarded the technicality of non-compliance of non-publication of Form G and instead assigned primacy to the commercial wisdom of the CoC. Buttressing their arguments, it was submitted that the Hon’ble Supreme Court has held in catena of judgments that the commercial wisdom of CoC is sacrosanct and cannot be interfered with.

It is also been contended that the Appellant was not genuinely interested in submitting Section 12A proposal. The CoC had given extended time to the Appellant to submit their proposal but the Appellant was not found to be serious. Even the PRAs were given sufficient opportunity to improve their offers. Hence, neither the Appellant nor PRAs can claim that their interests were jeopardized. It was also stated that denial of access to the Appellant to other competing resolution plans by the Resolution Professional was justifiable since sharing the resolution plans would be a breach of confidentiality under the Code. Holding the conduct of the Appellant mala-fide, it was argued that he was endeavouring to derail the resolution process and push the Corporate Debtor into liquidation.

Advancing other rival contentions, it was added that it is settled law that the primary objective of IBC is resolution and revival of the Corporate Debtor and liquidation must be resorted to at last. It was therefore within the ambit of commercial wisdom of CoC to explore resolution of the Corporate Debtor even after it had resolved to liquidate the Corporate Debtor. In the present case, the Resolution Professional had acted in a transparent manner of placing the resolution plan of the Respondent No.3 before the CoC for its consideration. Further the resolution plan of the Respondent No.3 was considered and deliberated by the CoC only after receipt of the consent of the Adjudicating Authority since a liquidation proposal was pending before it. Further, by considering the resolution plan of the Respondent No.3, the Resolution Professional and the CoC were furthering the objective of the IBC of maximization of value of asset of the Corporate Debtor. In support of their contention, it was pointed out that as against the liquidation value of the Corporate Debtor of Rs.36 crore, the resolution plan of Respondent No.3 had offered Rs.50 crore. Moreover, the entire plan stood implemented with payments having been made to the CoC and the assets of the Corporate Debtor having been handed over to the successful resolution applicant.

It was contended that the allegation made by the Appellant that the resolution plan of Respondent No.3 was akin to a private sale was unfounded. The allegation of closed-door dealings between Respondent No.2 and 3 was denied as unsubstantiated for the reason that the resolution plan proposal from Respondent No.3 was placed before CoC on 31.12.2022 and later followed by a detailed plan on 25.01.2023. The resolution plan was deliberated at length by the CoC in its 19^th meeting and approved with 100% voting share. It was also submitted that during all the meetings of the CoC, the Appellant was invariably present but never raised any objections. In fact, during the 19^th CoC meeting held on 25.03.2023, the Appellant expressly stated that it respected the decision of the Adjudicating Authority to consider the resolution plan of Respondent No.3. Thus the Appellant does not have any cause to feel aggrieved and agitate before the Appellate Tribunal at such a belated stage.

We have duly considered the arguments advanced by both the parties and perused the records carefully. The narrow compass for our consideration is whether in the facts and circumstances of the present case, the exercise of commercial wisdom of the CoC in approving the resolution plan of Respondent No.3 is sustainable in the teeth of material irregularity alleged by the Appellant.

To appreciate the entire issue at hand, it would be useful to notice the following relevant provisions of the IBC and Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (“CIRP Regulations” in short) as under: -

It would also be relevant and constructive to note the overarching objectives of the IBC as adumbrated in the Preamble which reads as follows:

The same aspirations have also been reflected in the Statement of Objects and Reasons of this legislative enactment. It is needless to add that this mandate of the IBC serves as a prism for evaluating the tenability of decisions taken by various stake-holders in insolvency resolution process.

Now coming to the issue of procedural deviation and material irregularity in the CIRP, it is the case of the Appellant that Section 25(2)(h) of IBC read with Regulation 36A(1) of the CIRP Regulations makes it mandatory for publication of Form G by the Resolution Professional. Emphasis was laid on the fact that the aforementioned CIRP Regulation uses the term “shall” thereby making it mandatory to publish Form G.

Elaborating further on this aspect, it is contended by the Appellant that in the present case, the resolution plan proposal of Respondent No. 3 was not submitted pursuant to the Form G published on 28.08.2021 wherein the last date for submission of EoI which had been fixed as 27.09.2021 already stood lapsed. Yet the Resolution Professional allowed Respondent No.3 to submit their resolution plan without issue of Form G. It was also pointed out that the Appellant had made a specific mention during the 19^th CoC meeting held on 25.03.2023 that while it respected the first impugned order issued by the Adjudicating Authority on 06.03.2023 to consider the resolution plan of Respondent No.3, it had also articulated that there should be a public notice issued for inviting the resolution plans. Bypassing of publication of Form G was a violation of the procedure laid down by the IBC in terms of 36-A(1) of the CIRP Regulations. Under such circumstances, the Adjudicating Authority before approving the resolution plan, in exercise of its powers under Section 31 of the IBC, ought to have first ensured that the resolution plan did not contravene the provisions of the IBC as contemplated under Section 30(2)(e) of IBC.

It is further the case of the Appellant that the purpose of Form G publication is to ensure a fair opportunity to all interested parties participating in the CIRP. However in the present case Form G had been dispensed with by the Resolution Professional and the CoC. The fallout of this procedural deviation, as contended by the Appellant, is that it amounted to according preferential treatment to Respondent No.3 and inflicting private sale upon the resolution process which is not permissible. The process having become vitiated, what resulted out of such vitiated procedure cannot be termed as fair and just.

For better appreciation of the issue at hand, we may focus on the minutes of the CoC meetings. We notice from the minutes that Form G was published thrice. Thereafter, EoIs were received from 3 PRAs. However, resolution plans were received from only 2 PRAs. These plans came to be deliberated by the CoC from the 8^th CoC meeting onwards until the 15^th CoC meeting and adequate opportunity was given to PRAs to make their plans IBC compliant as well as satisfactory. As regards the Appellant, interest was expressed in the 9^th CoC to submit a Section 12-A settlement proposal and was allowed repeated opportunities. However, until the 15^th CoC meeting, no concrete proposal was received.

The CoC in the 15^th CoC after detailed discussion recorded that the Appellant having failed to come up with “a concrete and better offer” and the offers of the PRAs being “far below the expectations of the CoC”, it decided to go for the liquidation of the Corporate Debtor. At this stage, it would be in order to reproduce relevant excerpts of the 15^th CoC meeting:-

(Emphasis supplied)

The above records of the 15^th CoC meeting clearly establishes that the Appellant as well as the PRAs were given ample time and opportunity to submit satisfactory proposals but they faltered. Left with no choice, the CoC in the exercise of its commercial wisdom, directed the Resolution Professional to file a liquidation application. We do not find any material on record which show that either the PRAs or the Appellant raised any voice of protest of having been denied an opportunity to participate in the resolution process.

While the liquidation application was pending before the Adjudicating Authority, the 16^th CoC meeting records that a proposal was again received from the Appellant and another one from Respondent No.3 of which we are cognizant that this proposal was not in pursuance to Form G publication. The Appellant’s proposal was considered by the CoC and allowed more time to revise as it was not found to be satisfactory. As regards the proposal of Respondent No.3, the Resolution Professional initiated the process of taking a legal opinion besides apprising the CoC of the need to obtain appropriate directions from the Adjudicating Authority before placing the plan for the consideration of the CoC. We must note here that even at this stage, the Appellant was yet again allowed a chance.

During the 17^th CoC meeting held on 25.01.2023 it is noticed that the Appellant failed to submit a detailed plan. On the resolution plan of Respondent No.3, the CoC decided to seek the directions of the Adjudicating Authority. The relevant minutes is extracted below: -

(Emphasis supplied)

When the matter came up before the Adjudicating Authority, vide the first impugned order, it directed that the liquidation be kept in abeyance; ordered exclusion of certain period from CIRP and directed the resolution plan to be taken up for consideration by the CoC. The relevant excerpts of the order dated 06.03.2023 is as below:

(Emphasis supplied)

It may not be out of place to mention here that the Adjudicating Authority, while passing the first impugned order dated 06.03.2023, took notice of all developments since filing of liquidation application including the fact that the CoC desired to shelve its earlier decision to liquidate the Corporate Debtor so as to take up for consideration the resolution plan of the Respondent No.3. The CoC through the Resolution Professional has taken abundant precaution to keep the Adjudicating Authority duly apprised of the developments since the filing of the liquidation application. Thus, there is no lack of transparency on the part of the Resolution Professional or the CoC in updating the Adjudicating Authority of the new resolution plan before it and reasons for seeking its fresh directions. And on its part, the Adjudicating Authority allowed the CoC the opportunity to deliberate upon the resolution plan thereby not infringing on the commercial wisdom of the CoC.

Coming to the subsequent developments, it is noticed from the minutes of the 18^th and 19^th CoC meetings that the resolution plan of Respondent No.3 was deliberated in details by the CoC including examining its feasibility and viability as well as confirming the commercials of the plan. EMD amount was also received and performance guarantee terms were also stipulated. The 19^th CoC meeting minutes are also reproduced below for easy reference: -

(Emphasis supplied)

The 19^th CoC meeting clearly notes that multiple opportunities given to the Appellant to submit resolution proposal went futile. No viable resolution plans had been received from the PRAs in last two years. It is pertinent to note that the Appellant even at this stage did not make a murmur of protest of being denied a fair opportunity or level playing field in the CIRP process. On the contrary, the Appellant had supported the consideration of the resolution plan of Respondent No.3. We therefore do not find any genuine ground for the Appellant to claim that they were denied a fair play in the resolution process.

The only reservation expressed in the 19^th CoC meeting was that there should have been a public notice seeking resolution plans. Interestingly we note that the Appellant even after filing an appeal against the Adjudicating Authority’s order dated 06.03.2023, the matter was not seriously pressed before this Appellate Tribunal. The issue of non-publication of Form G has now been agitated only after the resolution plan was approved by the Adjudicating Authority in its second impugned order of 15.05.2023.

It has been contended by the Appellant that procedural deviation by way of non-publication of Form G is an act of material irregularity. The Adjudicating Authority erred in not taking cognizance of this lapse while approving the resolution plan which was in contravention of the IBC provisions. In support of their contention, it has been submitted by the Appellant that the Hon’ble Supreme Court in Secy State of Karnataka vs. Uma Devi (3) 2006 4 SCC 1 and in J. Jayalalitha & Ors. Vs. State of Karnataka & Ors. (2014) 2 SCC 401 held that when a statute provides for a particular procedure, the authority has to follow the same and that following any other course is not permissible and amounts to be an illegality.

We have no quarrel with the above observations made by the Hon’ble Supreme Court but note that these were not made in the context of IBC. The Appellant has also relied on the judgment delivered by the Hon’ble Supreme Court in Gounder supra but that does not come to the aid of the Appellant since it has been held therein that a statutory provision regulating a matter of practice or procedure will generally be read as directory and not mandatory. In that case the procedural irregularity in terms of non-publication of Form G on the designated website was disregarded by the Hon’ble Supreme Court on the ground that technicality of non-compliance to CIRP Regulations cannot annul the resolution process which had reached an advanced stage wherein the Resolution Professional has taken all requisite steps in consonance with the provisions of IBC.

Present is a case where the Appellant having been given multiple opportunities to submit a Section 12-A proposal and having consistently failed to do so, there does not appear to be any sufficient ground for the Appellant to claim that prejudice has been caused to their interest in allowing Respondent No.3 to submit their resolution plan. We have also noticed that PRAs had also been afforded reasonable opportunity to submit plans after having issued Form G thrice. The principle of fairness and equity have been reasonably met well. Since, no settlement offer from the Appellant or resolution plan from PRAs was available before the CoC and the extended CIRP period was also coming to an end, in the given circumstances, the decision of the CoC to entertain the resolution plan from Respondent No.3 without publication of Form G cannot be viewed to be such a grave procedural non-compliance that the integrity of the entire resolution process was undermined. Quite apart from the fact that no consequence of non-compliance to CIRP Regulation 36A has been provided for in the statutory construct of IBC, we are cognizant of the fact that the Resolution Professional did not rush in for consideration of the resolution plan but did so only after apprising the CoC and taking the approval of the Adjudicating Authority. Additionally, the language of CIRP regulation has to be read along with mandate and objective of the Code which clearly emphasizes reorganization and insolvency resolution of corporate debtor in a time bound manner.

We have no hesitation in concurring in the findings of the Adjudicating Authority in the first impugned order, given the facts and circumstances of the present case, where despite lapse of two years and issue of Form G on three occasions, no viable resolution plans had cropped up compelling the CoC to recommend liquidation of the Corporate Debtor and a resolution plan having come up seeking to provide substantially much more than the liquidation value does merit consideration rather than be stifled on grounds of a minor procedural deviation not of much material bearing. To our mind, the Appellant has clearly failed to substantiate that the plan does not meet requirements of Section 30(2).

This now brings us to the other aspect raised by the Appellant that the Adjudicating Authority had failed to exercise the jurisdiction conferred on it by Section 31 of IBC in having approved the resolution plan inspite of being in contravention of Section 30 of IBC. It is the case of the Appellant that the exercise of commercial wisdom by the CoC cannot condone the irregularity in the conduct of the CIRP process and, therefore, the Adjudicating Authority ought not to have approved a resolution plan suffering from procedural irregularity.

Undisputedly, in the statutory framework of IBC, the grounds on which the decision of approval of the resolution plan by the CoC can be interfered with by the Adjudicating Authority has been set out in Section 31 read with Section 30 of IBC. In terms of Section 31 of IBC, the scope of enquiry by the Adjudicating Authority is confined to scrutinizing whether Section 30(4) has been complied with or not. In the present case, admittedly, the CoC after considering the viability and feasibility of the resolution plan has approved the same with 100% vote share thus fairly and squarely meeting the conditionalities laid down in Section 30(4) of the IBC. The decision as to whether the Corporate Debtor is to be revived or not by acceptance of a particular resolution plan is essentially a business decision and hence should be left to the CoC so long as it musters more than 66% vote share. Further the IBC provides that a plan which meets the conditions laid down in Section 30(2) and is approved by the CoC can be submitted to the Adjudicating Authority for its approval.

And it is here that primacy of the commercial wisdom of the CoC comes into play. The Adjudicating Authority must work within the framework of IBC which broadly aims at timely resolution of the Corporate Debtor for realising the maximum value while respecting the commercial wisdom of the CoC. The supremacy of commercial wisdom of the CoC has been reaffirmed time and again by the Hon’ble Supreme Court.

Adverting attention to the judgment of the Hon’ble Supreme Court in CA No. 3665-3666 of 2020-“Ngaitlang Dhar v. Panna Pragati Infrastructure Private Limited, this Tribunal in Jindal Stainless Ltd. Vs. Mr. Shailendra Ajmera, RP of Mittal Corp Ltd. & Ors. 2023 SCC OnLIne NCLAT 44 has adequately clarified this position which is to the effect:

When we come to the facts of the present case, it is relevant to notice that after offer of a resolution plan was received from Respondent No.3, the said factum was brought to the notice of the CoC in its 16^th CoC meeting. In the 17^th CoC meeting, CoC deliberated on how to proceed further. In the 18^th and 19^th CoC meetings, the details of the resolution plan were deliberated before sending to the Adjudicating Authority for approval. It has already been noticed that adequate opportunity was accorded to the Appellant and the other PRAs. Thus CoC by its actions did not cause undue gain or advantage to any party. There has been no suppression of material facts by the Resolution Professional in informing the CoC or the Adjudicating Authority on the proposal received from Respondent No.3 as PRA. Further, the CoC has approved all his actions including seeking the prior permission of the Adjudicating Authority. We also notice that the CoC while reviewing its earlier liquidation decision, had assigned good reasons for revisiting their earlier decision and this was accepted by the Adjudicating Authority in the first impugned order. Thereafter the CoC had duly considered and accepted the Resolution Plan for placing before the Adjudicating Authority and this was approved by the Adjudicating Authority vide the second impugned order.

When the CoC has approved a Resolution Plan by 100% voting share after considering its feasibility and viability, such decision of CoC is a commercial decision. There can be no fetters on the commercial wisdom of the CoC. It is settled law that commercial wisdom of CoC in approving the Resolution Plan is not to be interfered in the exercise of jurisdiction of judicial review either by the Adjudicating Authority or by this Tribunal in the exercise of its appellate powers. We are of the view that the Adjudicating Authority did not commit any error and therefore concur in the second impugned order of the Adjudicating Authority approving the resolution plan.

Having regard to the foregoing discussion, we are of the view that the Adjudicating Authority did not err in approving the resolution plan. In result, both impugned orders do not warrant any interference. Appeals being devoid of merit are dismissed. No order as to costs.