Approval of Resolution Plan - Bindals Sponnge Industries Limited

I.A/2562/PB/2019 IN CP IB-60/PB/2018 [Under Section 30 (6) and 31 of the Insolvency and Bankruptcy Code, 2016 read with Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016]

IN THE MATTER OF M/S ORIENTAL BANK OF COMMERCE …FINANCIAL CREDITOR Versus M/S BINDAL SPONNGE INDUSTRIES LIMITED …CORPORATE DEBTOR AND AND IN THE MATTER OF MR. DINESH SOOD RESOLUTION PROFESSIONAL OF M/S. BINDALS SPONNGE INDUSTRIES LTD. … Applicant Order Delivered on: 26.11.2025 CORAM: SHRI MAHENDRA KHANDELWAL MS. ANU JAGMOHAN SINGH HON’BLE MEMBER (JUDICIAL) HON’BLE MEMBER (TECHNICAL)

APPEARANCES: For the Applicant : For the Respondent : Mr. Nikhil Verma, Mr. Vishal Nagpal, Advs. for R 1-R 3 in IA/1837/2023 & IA/1839/2023 For the SRA : Mr. Saurabh Kalia, Mr. Rakesh Wadha, Ms. Priyanshi Agrawal, Advs. For the RP : Mr. Dinesh Sood, RP with Mr. P Nagesh, Sr. Adv., Mr. I. P. S. Oberoi, Mr. Akshay Sharma, Mr. R K Srivastava, Advs.

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

For the CGST : Mr. Prasenjeet Mohapatra, Sr. St. Counsel, CGST, for Angul Division

ORDER 1. The present application has been filed under Section 30(6) read with section 31(1) of the Insolvency and Bankruptcy Code, 2016 (‘the Code’) read with Regulation 39(4) of the Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (‘CIRP Regulations’) on behalf of Mr. Dinesh Sood, Resolution Professional (‘Applicant’) of M/s Bindal Sponnge Industries Limited (‘Corporate Debtor’), seeking approval of the Resolution Plan submitted by M/s Kalinga Allied Industries India Private Limited (‘Successful Resolution Applicant’) and approved by the Committee of Creditor (‘CoC’) in its 13th meeting held on 11.11.2019 with 75.50% voting in favor.

2. Briefly stated facts as averred by the Applicant are stated are as follows:

a) The Corporate Insolvency Resolution Process was initiated against M/s Bindal Sponnge Industries Limited (‘Corporate Debtor’) by the Adjudicating Authority’s order dated 11.05.2018 in C.P IB-60/PB/2018, under Section 7 of the Code and Mr. Dinesh Sood was appointed as the Interim Resolution Professional (IRP) of the Corporate Debtor. The CoC in its First Meeting confirmed the appointment of Mr. Dinesh Sood as the Resolution Professional with 100% voting share, which was later confirmed by this Adjudicating Authority. b) The Applicant received one Resolution Plan from M/s Kalinga Allied Industries India Private Limited (KAIIPL). The Resolution Plan was placed before the CoC for consideration. The CoC in its meeting held on 28.12.2018 approved the Resolution Plan and directed the Applicant/RP to submit the resolution plan before the Adjudicating Authority. The Applicant filed and application, before this Adjudicating Authority vide CA No. 53/2019 on 04.01.2019 with a prayer to approve the Resolution Plan of M/s Kalinga Allied Industries India Private Limited.

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025 c) The Adjudicating Authority vide its order dated 23.05.2019 directed the Applicant to remove irregularities/illegalities in the Resolution Plan and file fresh Form-H. In terms of order dated 23.05.2019 of this Adjudicating Authority, a CoC meeting was convened on 17.06.2019 at which KAIIPL submitted the revised distribution plan to various stakeholders. CoC decided to hold another meeting on 25.06.2019 to take final decision on the revised Resolution Plan. The CoC in the meeting convened on 25.06.2019 approved the revised Resolution Plan submitted by KAIIPL and directed the Applicant to place the revised Resolution Plan before this Adjudicating Authority for approval. The Applicant filed an affidavit, before this Adjudicating Authority on 02.07.2019, with prayer to approve the revised Resolution Plan of KAIIPL. d) On 22.10.2019, upon an application by M/s Kalinga Enterprises Private Limited (KEPL), this Adjudicating Authority directed the Resolution Professional to place before CoC the Resolution Plan submitted by KEPL, including any improvement which may be offered within two days and the plan should be amended subject to verification. The Applicant was also directed to place the resolution plan of H1 Applicant (KAIIPL) before the CoC, as the H1 applicant has also considered to improve its offer. e) In terms of order dated 22.10.2019 of this Adjudicating Authority, CoC meeting was convened on 30.10.2019, at which KEPL submitted its improvised Resolution Plan. A copy of the minutes of the 11th CoC meeting held on 30.10.2019 is placed on record as Annexure A/1. The Resolution Professional informed in the 12th CoC meeting held on 08.11.2019, that the resolution plan of KEPL is non-compliant as per the provisions of the Code and IBBI Regulations. The CoC asked the representative of KEPL if it can rectify its resolution plan so that the same is made compliant and can be placed by the Resolution Plan before the CoC for consideration. f) The Director of KEPL assured that he will submit a duly compliant plan on 09.11.2019. CoC after deliberations and taking into the view of assurance of KEPL decided to hold one more meeting on 11.11.2019. However, on 11.11.2019 the Resolution Professional informed the members of the CoC that KEPL had

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025 failed to rectify their resolution plan to make it compliant as per the assurance of its Director given in the meeting dated 08.11.2019. g) Further, the Resolution Professional placed the second revised resolution plan submitted by KAIIPL for consideration of the CоС. The following resolution was placed before the CoC for approval:

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025 h) Indian Overseas Bank and Punjab National Bank assented to the above resolution whereas the Oriental Bank of Commerce dissented. The above resolution was passed by 75.50% vote. A copy of the minutes of 13th CoC meeting dated 11.11.2019 is placed on record as Annexure- A/5. i) Initially the Resolution Plan was approved by the CoC with a voting share of 75.50%, as one of the Financial Creditor i.e. the Oriental Bank of Commerce had dissented. However, later on it was clarified vide affidavit dated 11.11.2025, that the CoC was consisting of 3 Financial Creditors i.e. Indian Overseas Bank (59.60%), Punjab National Bank (15.90%) and Oriental Bank of Commerce (24.50%). Subsequently, the OBC was merged with PNB w.e.f 01.04.2020 and PNB participated in the plan with a voting share of 40.40%, by considering the combined initial voting share 15.90% of PNB and 24.50% of OBC. Therefore, there is no dissenting Financial Creditor and the plan has been approved with 100% voting share. j) As per the provisions of Revised Addendum to the Resolution Plan Dated 05.08.2025, a Monitoring Committee shall be constituted comprising of two representative of the Financial Creditors (one each from IOB and PNB), Two Representative of the Resolution Applicant, and one Independent Member (selected by the Representative of the FC and the RA). k) The Resolution Professional has placed on record Section 29A affidavit dated 16.11.2018 obtained from M/s Kalinga Allied Industries India Private Limited (SRA) and confirmed that the SRA is eligible under the provisions of Section 29A of the Code. 3. The salient features of the Resolution Plan dated 02.11.2019 along with Revised Addendum to Resolution Plan dated 05.08.2025 and 08.09.2025 as approved by the CoC and submitted by M/s Kalinga Allied Industries India Private Limited (‘Successful Resolution Applicant’), are as follows: a) In respect of compliance regarding Regulation 39(4) of the CIRP Regulations, the Applicant has filed an updated compliance certificate in Form-H annexed at Page No. 26-38 of the Additional Affidavit dated 10.09.2025, certifying that the Resolution Plan submitted by the Successful Resolution Applicant meets

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025 the requirements as laid down in various sections of the Code and the CIRP Regulations and there are sufficient provisions in the Plan for its effective implementation as required under the Code. The same is extracted as under:

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

FINDINGS OF THIS ADJUDICATING AUTHORITY 4. We have heard the submissions made by the Ld. Counsel for the Applicant and have carefully gone through the documents produced on record. 5. The Applicant/Resolution Professional has filed the instant application seeking approval of the Resolution Plan submitted by M/s Kalinga Allied Industries India Private Limited which was approved by the CoC in its 13th meeting with 75.50% votes in favour. 6. Further, it is noteworthy that it is recorded in order dated 28.07.2025 that Company Appeal (AT)(Ins) No. 495 of 2025 which was filed by the GST Central Excise Department before the Hon’ble NCLAT has been dismissed vide order dated 30.06.2025. This Adjudicating Authority observed that since the instant plan approval application is pending since long time and in the meantime many claims have been admitted on account of the order passed by this Adjudicating Authority and in view of certain developments, CoC has approved the further commitment given by the SRA, this Adjudicating Authority directed the Applicant to place on record an addendum to the Plan which is approved by the CoC.

7. Therefore, in compliance of order dated 28.07.2025, an addendum to the Resolution Plan dated 05.08.2025 which is also approved by the CoC in its 33rd meeting is placed on record vide additional affidavit dated 06.08.2025. Further, it is clarified vide letter dated 02.12.2024 sent by the SRA to the Members of the CoC that in accordance of the Hon’ble Supreme Court’s order in Rainbow Papers an additional sum of Rs. 5.10 Crores shall be paid to revised list of secured creditors, which includes State Commercial Taxes and GST Department. 8. Further, it is observed in order dated 11.08.2025 that sub-para 8.3 of the Resolution Plan regarding Monitoring Committee, has been substituted with the I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025 new paragraph as mentioned in the addendum. Ld. Sr. Counsel on instruction submitted that in the said paragraph the sentence, “Once the term of appointment of the Monitoring Agency, as appointed by NCLT”, does not mean that the monitoring agency is to be appointed by the NCLT but the monitoring agency is proposed in the Resolution Plan which has to be approved by the NCLT.

Thus, it is clear that the monitoring agency is not to be appointed by the Adjudicating Authority. Therefore, this statement provided under the Resolution Plan is to be read with the addendum which is provided by additional affidavit dated 06.08.2025. 9. Further, this Adjudicating Authority vide its order dated 22.08.2025 directed the Resolution Professional/Applicant is to clarify that whether the timeline/schedule of payment to the Financial Creditor, Operational Creditor and CIRP Cost in terms of the Resolution Plan has been specified in the plan in terms of Regulation 38(2)(a) IBBI (CIRP) Regulations, 2016. 10. In compliance of order dated 22.08.2025, the Applicant/Resolution Professional has filed an addendum dated 08.09.2025 to the Resolution Plan clarifying the timeline/schedule of payment to the Financial Creditor, Operational Creditor and CIRP Cost, in terms of Regulation 38(2)(a) IBBI (CIRP) Regulations, 2016. The relevant extract of the same is reproduced hereunder:

11. The Applicant/Resolution Professional has filed updated Compliance Certificate in Form-H at Page 26-38 of the Additional Affidavit dated 10.09.2025. Vide order dated 10.11.2025, this Adjudicating Authority granted liberty to the Applicant to file another affidavit clarifying the issue regarding the status of dissenting Financial Creditor mentioned in fresh Form H. In compliance of order dated 10.11.2025, the Applicant/Resolution Professional has filed an affidavit dated I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

11.11.2025 clarifying the same. On perusal of the affidavit dated 11.11.2025, it is observed that the CoC was consisting of 3 Financial Creditors i.e. Indian Overseas Bank (59.60%), Punjab National Bank (15.90%) and Oriental Bank of Commerce (24.50%). When the initial Plan was approved, the OBC had dissented and the Plan was initially approved by 75.50% voting share comprising of IOB and PNB. Subsequently, the OBC was merged with PNB w.e.f 01.04.2020 and PNB participated in the plan with a voting share of 40.40%, by considering the combined initial voting share 15.90% of PNB and 24.50% of OBC. 12. In view of the above stated facts of the merger of the Oriental Bank of Commerce with Punjab National Bank, it was further clarified by the Applicant that the contents of table in para 6 of the Form H may be considered in the manner that there is no dissenting financial creditor and that the plan has been approved with 100% voting share. 13. Upon perusal of the Resolution plan, it is observed that the Resolution Plan provides for the following: i. Payment of CIRP Cost as specified u/s 30(2)(a) of the Code. ii. Repayment of debts of Operational Creditors as specified u/s 30(2)(b) of the Code. iii. For management of the affairs of the Corporate Debtor, after the approval of Resolution Plan, as specified u/s 30(2)(c) of the Code. iv. The implementation and supervision of the Resolution Plan by the Resolution professional and the CoC as specified u/s 30(2)(d) of the Code.

14. We note that the Resolution Professional has affirmed that the Resolution Plan is in compliant with the Regulations 38(1), 38(1)(a), 38(1A), 38(1B), 38(2)(a), 38(2)(b), 38(2)(c), 38(2)(d), 38(3)(a), 38(3)(b), 38(3)(c), 38(3)(d) & 38(3)(e) of the CIRP Regulations. 15. The applicant has prayed for number of waivers, reliefs and concessions in the Resolution Plan as mentioned in Annexure-2, Page 57 of the Resolution Plan. As to the relief and concessions sought in the resolution plan, by taking into consideration the decision of the Hon’ble Supreme Court in the matter of Embassy

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

Property Development Private Limited v. State of Karnataka & Ors. in Civil Appeal No. 9170 of 2019, we 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 herein below: “39. Another important aspect is that under Section 25 (2) (b) of IBC, 2016, the resolution professional is obliged to represent and act 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 following actions: (a)…………. (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 shows 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 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.” In the light of the decision of the Hon’ble Supreme Court in the Embassy Property Development Private Limited (Supra), as to the relief and concessions sought in the Resolution Plan, it is clarified that this Adjudicating Authority is not inclined towards granting any such relief prayed for except for what is provided in the Code itself. However, the Successful Resolution Applicant may approach and file the necessary application before the necessary forum/authority in order to avail the necessary relief and concessions, in accordance with respective laws. I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

16. In so far as the approval of the resolution plan is concerned, this Adjudicating Authority is not sitting on an appeal against the decision of the Committee of Creditors and this Adjudicating Authority is duty bound to follow the judgment of the Hon’ble Supreme Court in the matter of K. Sashidhar v. Indian Overseas Bank (2019) 12 CC 150, wherein the scope and interference of the Adjudicating Authority in the process of the approval of the Resolution Plan is elaborated as follows: - “35. Whereas, the discretion of the adjudicating authority (NCLT) is circumscribed by Section 31 limited to scrutiny of the resolution plan “as approved” by the requisite percent of voting share of financial creditors. Even in that enquiry, the grounds on which the adjudicating authority can reject the resolution plan is in reference to matters specified in Section 30(2), when the resolution plan does not conform to the stated requirements. Reverting to Section 30(2), the enquiry to be done is in respect of whether the resolution plan provides : (i) the payment of insolvency resolution process costs in a specified manner in priority to the repayment of other debts of the corporate debtor, (ii) the repayment of the debts of operational creditors in prescribed manner, (iii) the management of the affairs of the corporate debtor, (iv) the implementation and supervision of the resolution plan, (v) does not contravene any of the provisions of the law for the time being in force, (vi) conforms to such other requirements as may be specified by the Board.

The Board referred to is established under Section 188 of the I&B Code. The powers and functions of the Board have been delineated in Section 196 of the I&B Code. None of the specified functions of the Board, directly or indirectly, pertain to regulating the manner in which the financial creditors ought to or ought not to exercise their commercial wisdom during the voting on the resolution plan under Section 30(4) of the I&B Code. The subjective satisfaction of the financial creditors at the time of voting is bound to be a mixed baggage of variety of factors. To wit, the feasibility and viability of the proposed resolution plan and including their perceptions about the general capability of the resolution applicant to translate the projected plan into a reality. The resolution applicant may have given projections backed by normative data but still in the opinion of the dissenting financial creditors, it would not be free from being speculative. These I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025 aspects are completely within the domain of the financial creditors who are called upon to vote on the resolution plan under Section 30(4) of the I&B Code.” 17. Further, the Hon’ble Supreme Court of India in the matter of Committee of Creditors of Essar Steel India Limited vs. Satish Kumar Gupta & Ors., Civil Appeal No. 8766-67 of 2019, vide its judgment dated 15.11.2019 has observed as follows: “38.

This Regulation fleshes out Section 30(4) of the Code, making it clear that ultimately it is the commercial wisdom of the Committee of Creditors which operates to approve what is deemed by a majority of such creditors to be the best resolution plan, which is finally accepted after negotiation of its terms by such Committee with prospective resolution applicants.” 18. Further, the Hon’ble Supreme Court in the matter of Jaypee Kensington Boulevard Apartments Welfare Association v NBCC {India) Limited, (2022) 1 SCC 401 has held as under:

'273.1. The adjudicating authority has limited jurisdiction in the matter of approval of a resolution plan, which is well-defined and circumscribed by Sections 38{2) and 31 of the Code. In the adjudicatory process concerning a resolution plan under IBC, there is no scope for interference with the commercial aspects of the decision of the CoC; and there is no scope for substituting any commercial term of the resolution plan approved by the Committee of Creditors. If, within its limited jurisdiction, the adjudicating authority finds any shortcoming in the resolution plan vis-a-vis the specified parameters, it would only send the resolution plan back to the Committee of Creditors, for re-submission after satisfying the parameters delineated by the Code and exposited by this Court.' (emphasis supplied) The above view of the Hon’ble Supreme Court in Jaypee Kensington Boulevard Apartments Welfare Association v NBCC {India) Limited (Supra) is reaffirmed by the Hon’ble Supreme Court in its recent decision dated 21.11.2023 in the case of Ramkrishna Forgings Limited Vs Ravindra Loonkar, Resolution Professional of ACIL Limited & Anr., 2022 SCC OnLine SC 2142.

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025

19. Furthermore, the Hon’ble Supreme Court in the matter of Ghanashyam Mishra and Sons Private Limited Vs. Edelweiss Asset Reconstruction Company Limited, (2021) 9 SCC 657 has categorically held as under: “102.1 That once a resolution plan is duly approved by the Adjudicating Authority under sub-section (1) of Section 31, the claims as provided in the Resolution plan shall stand frozen and will be binding on the Corporate Debtor and its employees, members, creditors, including the Central Government, any State Government or any local authority, guarantors and other stakeholders. On the date of approval of resolution plan by the Adjudicating Authority, all such claims, which are not a part of resolution plan, shall stand extinguished and no person will be entitled to initiate or continue any proceedings in respect of a claim, which is not part of the resolution plan. 102.3 Consequently all the dues including the statutory dues owed to the Central Government, any State Government or any local authority, if not part of the resolution plan, shall stand extinguished and no proceedings in respect of such dues for the period prior to the date on which the adjudicating authority grants its approval under Section 31 could be continued.” 20. Thus, from the judgments cited supra, it is amply clear that only limited judicial review is available to the Adjudicating Authority under Section 30(2) read with Section 31 of the Code, 2016 and this Adjudicating Authority cannot venture into the commercial aspects of the decisions taken by the committee of the creditors. 21. It is further observed that the CoC has approved the Resolution Plan with 100% voting. 22. Therefore, in our considered view, there is no impediment to giving approval to the instant Resolution Plan. Accordingly, we hereby approve the Resolution Plan dated 02.11.2019 along with its Revised Addendum dated 05.08.2025 and 08.09.2025, which shall be binding on the corporate debtor and its employees, shareholders of the corporate debtor, creditors including the Central Government, any State Government or any local authority to whom statutory dues are owed, Successful Resolution Applicant and other stakeholders involved. The Addendum dated 05.08.2025 and 08.09.2025 shall be treated as part of the Resolution Plan

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025 dated 02.11.2019. In view of the above, I.A. 2562/PB/2019 stands allowed. 23. It is declared that the moratorium order passed by this Adjudicating Authority under Section 14 of the Code shall cease to have effect from the date of pronouncement of this order. 24. While approving the resolution plan as mentioned above, it is clarified that the resolution applicant shall pursuant to the resolution plan approved under section 31(1) of the Code, 2016, obtain all the necessary approvals as may be required under any law for the time being in force within the period as provided for in such law. 25. The Resolution Professional shall forward all records relating to the Corporate Insolvency Resolution Process of the corporate debtor and the Resolution Plan to IBBI to be recorded in its database in terms of Section 31(3) (b) of the Code. The Resolution Professional is further directed to hand over all the records, premises, and properties of the corporate debtor to the Successful Resolution Applicant to ensure a smooth implementation of the resolution plan. 26. The approved Resolution Plan shall become effective from the date of passing of this order. The Approved Resolution Plan shall be a part of this order, subject to our observations regarding concessions, reliefs and waivers sought therein. 27. As per the amended Regulation 38(4) of the CIRP Regulations as substituted by the IBBI vide its Notification dated 03.02.2025, the monitoring committee shall submit quarterly reports to the Adjudicating Authority regarding the status of implementation of resolution plan. In view of the above, the I.A./2562/PB/2019 in CP IB-60/PB/2018 stands approved in terms of the aforesaid discussion and is accordingly disposed off.

Let the copy of the order be served to the parties.

Sd/- Sd/- (ANU JAGMOHAN SINGH) (MAHENDRA KHANDELWAL) MEMBER (TECHNICAL) MEMBER (JUDICIAL)

I.A/2562/PB/2019 IN CP IB- 60/PB/2018 Order Delivered on: 26.11.2025