Yes Bank Limited vs Katerra India Private Limited

I.A.(Plan) No.08/2024 is allowed vide separate order. List the case on 04.02.2026 for reporting implementation and taking up for remaining IAs.

This Application has been filed on 07.06.24 by the Resolution Professional of Katerra India Private Limited (hereinafter referred to as ‘Corporate Debtor’) under Section 30(6) read with Section 31 of the Insolvency and Bankruptcy Code, 2016 and Regulation 39(4) of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 read with Rule 11 of the National Company Law Tribunal Rules, 2016 seeking approval of the Resolution Plan dated 01.03.2024 (revised on 03.04.2024 along with Addendum dated 05.04.2024 and Final Merger Scheme dated 22.05.2024, hereinafter as Resolution Plan dated 01.03.2024) submitted by Nalwa Steel and Power Limited (hereinafter referred to as ‘the Successful Resolution Applicant/ SRA’), approved by the CoC in its 9^th meeting, held on 12.04.2024, with 100% voting share.

Katerra India Private Limited, Corporate Debtor was admitted into CIRP vide order dated 08.09.2023 in CP (IB) No. 74/BB/2023, for committing default in payment of Rs.493,34,21,103/- (Rupees Four Hundred and Ninety-Three Crores, Thirty-Four Lakhs Twenty-One Thousand One Hundred and Three only). Shri Pankaj Srivastava, having Registration No. IBBI/IPA-001/IP-P00245/2017-2018/10474 was appointed as the Interim Resolution Professional.

The Insolvency Proceedings against Corporate Debtor were initiated by Yes Bank Limited but on the debt being transferred to Prudent ARC Limited by way of an assignment vide Assignment Deed dated 19.03.2024. The key dates and events of Corporate Insolvency Resolution Process are tabulated as under:

The registered valuers evaluated the CD were appointed on 26.10.2023:

Nalwa Steel and Power Limited (NSPL) incorporated under the Companies Act, 1956 (having CIN U74899DL1989PLC035212) is a public limited company. It is a part of Jindal Steel & Power Group (JSP Group) and had originally been incorporated as a private limited company in February 1989 as Nalwa Sponge Iron Private Limited. The Company got its present name in December 2006. Notably, NSPL is also a group company of Jindal Power Limited (JPL).

(INR in FY2019 FY2020 FY2021 FY2022 FY2023 Crore)

The Resolution Applicant has maintained robust financial performance over the years despite the industry facing significant uncertainties including covid-19.

a. Jindal Steel and Power Limited (JSPL): An industrial powerhouse with a dominant presence in steel, power and mining sector, Jindal Steel & Power Limited is listed on the Bombay Stock Exchange and the National Stock Exchange of India, and has a turnover of over Rs. 55,000 Cr.

b. Jindal Power Limited (JPL): The JPL is among India's leading power companies across the energy spectrum. JPL has been significantly contributing to the growing needs of power in the country with a portfolio of 4,000 MW operational thermal power projects and 300 MW under acquisition. JPL commissioned its first unit of 4 * 250 MW thermal power plant in the district of Raigarh. Chhattisgarh in 2007, and holds the distinction of having India's first Mega power project in the private sector.

Simhapuri Energy Limited

Jindal Shadeed Iron and Steel, Oman

Moatize Mine, Mozambique

Monnet Power Company Limited

Sohar Steel LLC

Shirpur Power Private Limited

The Resolution Applicant meets the criteria provided by the CoC and is also eligible under Section 29A of the Code, affidavit regarding the same is filed as Document No. 2 in the compliance memo dated 22.10.2024. Further, the due diligence report under Regulation 36A (8) has been submitted by the RP, Document No. 3 to the memo dated 02.09.2024, confirming the eligibility of the SRA.

A Monitoring Committee will be formed, from NCLT Approval date and until Transfer date, consisting of 5 members for managing the affairs of the Company comprising (a) 2 nominees of the CoC, (b) 2 nominees of the Resolution Applicant and (c) Insolvency Professional (acting as the Convenor).

Implementation Schedule as per Clause 4.3 of the Resolution Plan is given below:

(Transfer Date refers to the date on which steps envisaged under clause 5 are completed and ownership of the Company is transferred to the Resolution Applicant.)

Letter of Comfort for an amount up to 250 Crores dated 01.03.2024 has been issued by Jindal Power Limited, attached as Document No. 2 to Memo dated 03.09.2024, further a copy of the fixed deposit statement of JPL, showing available fund balance is also attached. As regards ‘feasibility’, Clause 3 Annexure 1 of the Plan details the feasibility of the Plan and financial projections for the tenor of the Resolution Plan including profit and loss, balance sheet, and cash flow and future estimation is also attached. Further, the Net worth of NSPL is reproduced below:

10,00,00,000 equity shares of face value INR 10/- each aggregating to INR 100,00,00,000/- (Rupees One Hundred Crores Only) ("Equity Infusion Amount") shall be towards the equity infusion, subject to the approval of this Resolution Plan by this Authority under Section 31(1) of the IBC. In case as per the applicable law the Successful Resolution Applicant is required to infuse the equity at a value other than the face value of INR 10/-, the total aggregate Equity Infusion Amount remains unchanged as INR 100,00,00,000 and the number of equity shares issued by the Corporate Debtor to the Successful Resolution Applicant will be calculated accordingly.

The Resolution Plan provides for the Reduction of the Share Capital of the Corporate Debtor at Clause 5.6. In terms thereof, the existing pre-CIRP shareholding (i.e. all the shares held by old shareholders, including the equity shares issued consequent to the conversion of existing convertible instruments, if any, which are entirely equity in nature) shall stand cancelled and extinguished for NIL consideration or adjusted against the losses, at the sole discretion of the Successful Resolution Applicant, without any further acts, deed pursuant to the approval of the Resolution Plan under section 31(1) of IBC. It is submitted that Corporate Debtor shall undertake capital reduction and cancel the entire existing equity share capital, i.e., 14,15,88,623 Equity Shares with a face value of INR 10/-each.

g. Merger of the SRA with the Corporate Debtor:

The Resolution Plan further provides for Merger of the SRA with the Corporate Debtor at Clause 5.7 of the Application that provides for the Scheme of Amalgamation ("Scheme"). In terms of the said Scheme, the Appointed Date shall be the date of the approval of the Resolution Plan by this Tribunal or such other date, this Tribunal sets out. Further, the Scheme shall be effective from the Appointed Date but would be operative from the Effective Date i.e. the date on which the Resolution Plan shall come into effect (pursuant to the approval by this Tribunal, all actions/compliances/approval under the Resolution Plan are completed, obtained or waived).

Further, it is submitted that the procedural requirements set out under Sections 66 or 230-232 of the Companies Act, 2013 shall not be required additionally, over and above the order passed by this Tribunal approving the Resolution Plan. Reliance is placed on the General Circular dated 25.10.2017 bearing No. IBC/01/2017, issued by the Ministry of Corporate Affairs, Government of India. In terms thereof, the order of this Tribunal approving the Resolution Plan would suffice the procedural requirements needed under the Companies Act, 2013 including under Sections 230 to 232 of the said Act. For the sake of convenience, the relevant paragraph of the General Circular dated 25.10.2017 is extracted hereunder:

Heard learned Counsel for the Resolution Professional and carefully perused the material on record.

In order dated 26.07.2024, following directions were given:

Further in order dated 29.10.2025, following directions were given:

Compliance Memo dated 22.10.2024 and 07.11.2025 have been filed in response to aforementioned Orders. Fresh Form H has also been filed vide memo dated 05.06.2025. No application for substitution/replacement of petitioner pursuant to assignment deed (Order 1 Rule 10 (2) of CPC, 1908) however has been filed.

Further, in response to IBBI Fee under Regulation 31A of the CIRP Regulation, the Resolution Professional has stated the Successful Resolution Applicant proposes an upfront equity infusion of Rs. 218.92 crores, as specified in Clause 5.3 of the Resolution Plan, which will be utilised for the payouts detailed in Clause 5.4.3. This amount therefore constitutes the realisable value. The Addendum dated 05.04.2024 also confirms that the total consideration under the Resolution Plan shall not exceed Rs.2,18,92,68,512/-, reinforcing that this is the realisable value. Any additional investments proposed by the Resolution Applicant, as indicated in the Synopsis filed with the Compliance Affidavit dated 30.08.2025, are intended solely for running the Corporate Debtor’s business post-approval of the plan and cannot be treated as realisable value.

Hon’ble Supreme Court in Civil Appeal No. 942 of 2025 made the following observation in its order dated 29.10.2025:

It has been purposely quoted here for the information of all concerned and inclusion of the outcome of Appeal in this plan.

Post commencement of CIRP, CoC was constituted by the RP. The list of financial creditors of Katerra India Private Limited being members of the CoC and distribution of voting share among them is as under (Para 2 of Form H):

*Yes Bank Limited, had informed the Resolution Professional vide email dated 19.03.2024 that Yes Bank Limited has transferred the debt including the debts of the Corporate Debtor herein by way of assignment to Prudent ARC Limited (acting in its capacity as a trustee of Prudent Trust 95/24) ("Prudent ARC"), vide Deed of Assignment dated 19.03.2024. The assignment deed was shared by the Yes Bank Limited on 21.03.2024, the financial creditor prior to Prudent ARC Limited.

The details of stakeholders and the amounts provided for them under the Resolution Plan is given in Para 7A & B of Form H:

The compliance of the Resolution Plan as per Form H (Annexure A) is hereunder:

At this juncture it is necessary to refer to Section 30(2). The provisions of Section 30(2) of the I&B Code, 2016 are as follows:

REGULATORY COMPLIANCES: The compliance of Section 30(2) of the Code is given in Para no. 09 of the revised Form-H (supra). The same is being further examined as under:

Operational Creditor (Excluding Statutory Dues & Employees Dues): Out of the Operational Creditor’s Claims, the admitted claims of the Operational Creditors (excluding Statutory Dues and Workmen and Employee Dues) amount to INR 1,35,27,04,901/91 as set out in the list of claims. The Resolution Applicant shall pay an amount of INR 63,00,000 (Rupees Sixty Three Lakh Only) to the Operational Creditors (excluding Statutory Dues and Workmen and Employee Dues and any contingent claim that has been admitted in the CIRP of the Corporate Debtor) which shall not be less than the amount that would be payable to such Operational Creditors in accordance with Section 30(2)(b)of the Code, on or before the 60 day from the NCLT Approval Date), or before the Transfer Date, whichever is earlier, in priority to the Financial Creditors from the Upfront Equity Infusion.

Employees & Workmen: Out of Operational Claims, the admitted claims submitted on behalf of workmen and employees i.e., the claim of the workmen and employees amounts to INR 9,22,93,370.71. The workmen and employees dues are proposed to be paid at INR 1,62,00,000/- each, on or before the 60^th day from the NCLT Approval Date, or before the Transfer Date. In terms of Section 30 of the IBC and Regulation 38 of the CIRP Regulations, amount payable to workmen and employees shall be paid prior to any payment being disbursed to the Assenting Financial Creditors.

Government/ Statutory Dues: The admitted claims of the Governmental Authorities/Statutory Dues/PSUs are INR 4,92,37,660.00. The Resolution Applicant proposes that payment towards total admitted claims of EPFO, being INR 98,66,165 and ESIC being INR 6,13,798, shall be paid in full and borne from the internal accruals of the Company. If the internal accruals are not sufficient, then the short fall shall be paid by the Resolution Applicant as per actuals without deduction from the Upfront FC Debt Payment. For other Operational Claims of Governmental Authorities/Statutory Dues/PSUs, the Resolution Applicant proposes to pay NIL amount, in accordance with the Code and Applicable Laws.

Regulation 38(1): As per Regulation 38(1) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 the amount due to the operational creditors under the Resolution Plan has been given priority in payment over financial creditors. Clause 6.4, 6.6 and 6.11 of the Plan enumerates upon the amounts being paid to the Operational Creditors.

Regulation 38(1A): It is submitted that the Resolution Applicant has considered the interest of all the stakeholders and accordingly has proposed to make payment in the following manner to the stakeholders.

Regulation 38(1B): As mandated under Regulation 38(1B) of the CIRP Regulations, the Resolution Applicant confirms in Clause 6.18 that as on date the Resolution Applicant or any of its related parties has not failed to implement or contributed to the failure of implementation of any Resolution Plan approved under the code.

Regulation 38(3)(a): Clause 1 in Annexure 1 of the Plan states the reasons for the stress of the Corporate Debtor, which includes disruptions caused by Covid-19 pandemic, worsening situation of the insolvency of the parent company Katerra Inc. and inadequate risk management strategies.

Regulation 38(3)(b): Clause 3 of Annexure 1 of the resolution plan deals with feasibility and viability and confirms to all the mandatory requirements of the Code and CIRP Regulations, deals with the interest of all stakeholders, provides for payment to all the stakeholders in line with the Code, provides for the management and control of the Corporate Debtor, term and implementation schedule. Further, on leveraging the extensive financial resources and expertise of the Resolution Applicant to inject necessary capital and liquidity into the Corporate Debtor, facilitating its operational revival and growth trajectory. In the assessment of the Resolution Applicant, and in accordance with Applicable Laws, this Resolution Plan is feasible and viable.

Regulation 38(3)(c): Clauses 4, 5, 6, 7 and 8 of the Plan highlight the Implementation Actions.

Regulation 38(3)(d): As per Clause 4.4 of the Plan maximum time period under the Code is required to obtain all the necessary approvals from various authorities required for implementation of the Resolution Plan. Obtaining all the necessary approvals from various authorities is not a condition precedent for implementation of the Resolution Plan and shall not impact the effectiveness of the Resolution Plan. During this period, the operations of the Company would be carried out by the Monitoring Committee and reconstituted Board of Directors of the Company, as the case may be.

Regulation 38(3)(e): Letter of Comfort for an amount up to 250 Crores dated 01.03.2024 has been issued by Jindal Power Limited, attached as Document No. 2 to Memo dated 03.09.2024, further a copy of the fixed deposit statement of JPL, showing available fund balance is also attached. The financials of the SRA are as follows:

The prayer has been examined, and it is observed that for the reliefs and exemptions sought, the Resolution Applicant shall approach the respective statutory authorities, which shall consider and decide the same in accordance with the applicable laws and relevant judicial precedents. It is further clarified that the approval of the Resolution Plan shall not, by itself, be construed as a waiver of any statutory obligations or liabilities. Any waiver or concession sought in the Resolution Plan shall be subject to the approval of the competent authorities, in light of the judgment of the Hon’ble Supreme Court in Ghanshyam Mishra and Sons Private Limited v. Edelweiss Asset Reconstruction Company Limited (Civil Appeal No. 8129 of 2019).

In this regard, liberty is given to the SRA and the Corporate Debtor to proceed with the prescribed procedure under Sections 230 to 232 of the Companies Act, 2013, in relation to the scheme proposed as part of the Resolution Plan.

In the circumstances and for the aforesaid reasons, the incumbent application bearing I.A. No. 08 of 2024 in CP (IB) 74/2023 is allowed and accordingly:

a. The moratorium imposed vide order dated 08.09.2023 in the main CP shall cease to have effect from the date of this order.

b. The resolution professional shall forward all records relating to the conduct of the CIRP and the Resolution Plan to the Board to be recorded/ uploaded on its database.