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TMI Blog2024 (6) TMI 349X X X X Extracts X X X X X X X X Extracts X X X X ..... of Corporate Debtor - transfer of leasehold rights of Corporate Debtor to the SRA and Assenting Financial Creditor, in the Resolution Plan - need of consent of YEIDA. Whether YEIDA is Secured Creditor of the Corporate Debtor? - HELD THAT:- The judgment of the Hon ble Supreme Court in Shakuntla s case delivered on 19.05.2022 made it clear that the farmers whose land was acquired by the appellant are entitled for additional compensation of 64.7% which compensation has to be recovered from the lessee/allottees of the land and in consequence of the said Government Order, demands were issued to the allottees including the Corporate Debtor for payment. As noted above, IRP did not accept the claim on the ground that it is under arbitration. In view of the judgment of the Hon ble Supreme Court in YAMUNA EXPRESSWAY INDUSTRIAL DEVELOPMENT AUTHORITY AND ORS. VERSUS SHAKUNTLA EDUCATION AND WELFARE SOCIETY AND ORS. [ 2022 (5) TMI 1637 - SUPREME COURT ], the issue has been finally determined by the Hon ble Supreme Court which law is binding on all concerned. The appellant s claim filed in the CIRP of the corporate debtor for additional farmers compensation of Rs.1,689 Crores deserves considerati ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rity is unsustainable. Whether entire claim of Rs.1689 crores submitted by YEIDA towards additional farmers compensation need consideration or in the above amount deduction of Rs.330 crores pertaining to land parcels of 1537 acres already sub-leased by Corporate Debtor to third parties and Rs.143 crores, pertaining to 744.6 acres land arranged from NOIDA, where farmers compensation already paid to farmers need to be done? - Whether without prejudice offer dated 18.04.2024 of SRA proposing 100% payment of additional compensation to YEIDA is actually 100% payment towards additional farmers compensation? - HELD THAT:- The amount of Rs.330 Crores which is liable to be paid for the land which has been transferred to third party, liability of corporate debtor cannot be forsaken on the ground that it has sub-leased to third party. As per Concession Agreement, it was the liability of concessionaire to pay the acquisition cost. The deduction of Rs.330 crores in the amount of claim of Rs.1689 Crores filed by the appellant cannot be permitted. Now coming to another limb of submission with regard to Rs.143 crores in relation to land arranged from the Noida Authority. Counsel for the SRA submit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cels at Tappal and Agra, as and when external development work is carried out at Tappal and Agra. Whether claim towards EDC is also a secured claim under 1976 Act and needs to be dealt in the Resolution Plan as secured claim? - HELD THAT:- There can be no doubt that EDC charges are not a tax or a fee under the 1976 Act. The expression fee or tax levied under the 1976 Act has to be given meaning. Because for non-payment of any fee or tax levied under the Act, imposition of penalty is contemplated. Section 13 contemplate imposition of penalty to the extent of sum not exceeding the amount that is to be recovered from the transferee or occupier. Section 13 being a penal provision has to be strictly construed. Thus penalty can be imposed only for any fee or tax levied under the 1976 Act. The Appellant has not brought any material on record to indicate that EDC are fee levied under the Act. Rather, the case of the Appellant is that EDC is payable as per the Concession Agreement. Any amount payable under the Concession Agreement, which falls under Section 13 alone has to be treated to be amount, for default of which proceedings under Section 13A can be initiated. Claim towards EDC of the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 1216 crores, ends of justice will be served in issuing direction to SRA to make payment of Rs.118.31 crores in addition to Rs.1216 crores already offered by it. The timeline proposed for payment of Rs.1216 crores in the offer of SRA is payment in priority over Financial Creditor, since, Financial Creditors are not being paid the amount in priority to the Operational Creditor. The submission of the Appellant that entire payment should be paid at once by the SRA, cannot be accepted. It is already noticed that stakeholders are awaiting for their claims to be considered, including those Homebuyers and there has been prolonged litigations on different issues and the Resolution Plan could be approved only by impugned order dated 07.03.2023. To put finality to the process and by accepting the claim of Appellant as secured Operational Creditor towards amount of Rs.1689 crores and directing payment of amount equivalent, which has been given to the secured Financial Creditor, ends of justice will be served in paving a way forward for implementation of the Resolution Plan. Conclusion - The impugned order passed by Adjudicating Authority insofar as it deals with claim of the Appellant of Rs.16 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ank Shekhar Shukla, Ms. Deepanwita Chakraborty, Mr. Arun Yadav, Mr. Anant Singh and Mr. Abhishek Sharma, Advocates for SRA JUDGMENT ASHOK BHUSHAN, J. This Appeal filed by Yamuna Expressway Industrial Development Authority (constituted under Uttar Pradesh Industrial Area Development Act, 1976), who has filed its claim as Operational Creditor in the Corporate Insolvency Resolution Process ( CIRP ) of Jaypee Infratech Limited (the Corporate Debtor - JIL ) has been filed aggrieved by order dated 07.03.2023 passed by National Company Law Tribunal, New Delhi, Special Bench approving the Resolution Plan submitted by Suraksha Realty Limited ( Suraksha ), the Successful Resolution Applicant ( SRA ), Respondent No.2 herein. The Appellant aggrieved by treatment of its claim filed in CIRP of the Corporate Debtor has come up in this Appeal. 2. The CIRP of the Corporate Debtor JIL underwent a protracted litigation in several rounds, which need to be noticed herein for deciding this Appeal. The brief background facts giving rise to this Appeal are: (i) Yamuna Expressway Industrial Development Authority, earlier named as Taj Expressway Industrial Development Authority was constituted under Notific ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... in accordance with law, but to balance the equities, of the farmers, whose lands were acquired and the developments carried out by NOIDA, directed for payment of additional compensation to the farmers of 64.7%, with certain other reliefs. The judgment of Allahabad High Court in Gajraj Singh came to be challenged before the Hon ble Supreme Court. The Hon ble Supreme Court vide its order dated 14.05.2015 in Savitri Devi vs. State of Uttar Pradesh and Ors. (2015) 7 SCC 21 affirmed the judgment of Allahabad High Court directing for additional compensation of 64.7%. (iv) After the decision of Allahabad High Court in Gajraj Singh, other farmers, whose land was acquired by YEIDA also begun agitation and demanded additional compensation. In order to quell the farmers agitation and demands, the State of UP constituted an Expert Committee, under the Chairmanship of Shri Rajendra Chaudhary, which submitted a Report to the State Government. The State Government vide Government Order dated 29.08.2014 issued a policy, providing for payment of additional compensation as no litigation incentive to farmers who withdrew their challenge to the acquisitions. The YEIDA accepted the UP Government Order ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ansferred the proceedings from NCLT Allahabad Bench to NCLT Principal Bench. (ix) On 23.01.2020, YEIDA filed an Application before the Adjudicating Authority, challenging the treatment of its claim and raising objections against the First Plan. On 03.03.2020, the First Plan was approved by the Adjudicating Authority with certain modifications. The approval of Plan order was challenged by the NBCC by way of an Appeal before the NCLAT. On 22.04.2020, NCLAT refused to grant stay on the approval order. Various Homebuyers/ Associations challenged the order dated 22.04.2020 before the Hon ble Supreme Court. The Hon ble Supreme Court withdrew all the Appeals pending before the NCLAT and heard the matters and by a detailed judgment dated 24.03.2021, in Jaypee Kensington Boulevard Apartments Welfare Association vs. NBCC (India) Ltd. Civil Appeal No.3395/2020 set aside the approval order, extended the time period for completion of the Corporate Debtor s CIRP and directed Suraksha and NBCC to submit revised Resolution Plans in conformity with its observations and findings in the Jaypee Kensington judgment. The Hon ble Supreme Court in its judgment dated 24.03.2021, also dealt with claims of Y ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... gent liability was held to be sufficient, YEIDA having been held to be Operational Creditor, whose liquidation value being Nil. The Adjudicating Authority also rejected the objection of YEIDA that it is a Secured Creditor and held that it is only Operational Creditor and entitled to be treated as Operational Creditor according to the Scheme of Code. (xiii) The YEIDA aggrieved by rejection of its objection raised to the Resolution Plan has come up in this Appeal challenging the order dated 07.03.2023. 3. It is relevant to notice that challenge in the Appeal filed by YEIDA to the order dated 07.03.2023, approving the Resolution Plan of Suraksha, is only to the extent, insofar as it uphold the provisions of Resolution Plan dealing with the claims of the YEIDA. The prayers made by the YEIDA in this Appeal are as follows: i) Set aside the Impugned Order dated 07 March 2023 to the extent and insofar as it upholds the provisions of Suraksha s Resolution Plan dealing with the claims of the Appellant (paras 51-92); (ii) Pending grant of prayer (i) above, in the interim, direct that the operation and effect of paras 51-92 of the Impugned Order dated 07 March 2023 are stayed; (iii) Pass an or ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... consideration of the State of UP. Learned counsel for the Appellant submits that the matter may be listed in the month of March, 2024 to enable him to inform the decision taken by the State Government on the proposal submitted by the SRA. Attention of Learned counsel for the parties have been drawn to a recent Judgement delivered by Hon ble Supreme Court on 12.02.2024 in the matter of Greater Noida Industrial Development Authority Vs. Prabhjit Singh Others, Civil Appeal No.7590-7591 of 2023. Both the parties to look in to the above judgement also. As prayed, List the Appeal on 6th March, 2024. 7. In proceedings dated 06.03.2024, it was noted that in event by the next date, no settlement is brought on record, Appeal shall be proceeded to be heard on merits and the Appeal was listed for hearing on 18.04.2024. Arguments commenced in the Appeal on 18.04.2024. On 18.04.2024, learned Counsel appearing for SRA stated that without prejudice to its rights, the SRA is offering to pay an amount of Rs.1216 crores towards additional compensation, which according to SRA is 100% payment towards the additional compensation claimed by the Appellant. This Tribunal permitted the SRA to file an addit ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ls brought on record in the Status Report, it is clear that large number of projects have been undertaken by the Corporate Debtor and as on 08.07.2023, 32724 units have been sold in 27 projects. Physical possession was also given to certain unit holders in July 2023. Construction and details of work in progress in different towers have also been brought on record. It is further stated that with regard to certain project work has completely stalled. The Report indicates that there are large number of Homebuyers, running in more than 30,000, who are affected by the project. The CIRP commenced against the Corporate Debtor by order dated 07.08.2017, on an Application filed by IDBI Bank. There have been several rounds of litigation, which have already been noticed above. Resolution Plan approved on 03.03.2020, was set aside by the Hon ble Supreme Court. In consequence thereof, fresh Resolution Plan was submitted in the year 2021, which has been approved on 07.03.2023, which approval has been challenged by Appellant and other stakeholders. It is relevant to notice that Income Tax Department, whose claim was also considered in Resolution Plan and only Rs.10 lakhs were allocated, has chall ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... that the claim of the Appellant regarding additional compensation and EDC have been not dealt with in accordance with law. The Resolution Plan having earmarked only Rs.10 lakhs, each for the aforesaid claim. The learned ASG submits that the YEIDA is a Secured Creditor of the Corporate Debtor by Section 13 and 13A of the 1976 Act. The learned ASG placed reliance on the recent judgment of the Hon ble Supreme Court in Greater Noida Industrial Development Authority vs. Prabhjit Singh (supra) to support his submissions that the Appellant has to be treated as Secured Creditor. The treatment of the claim of the Appellant, ought to have been as Secured Creditor and admittedly the Appellant had been treated as only an Operational Creditor by allocating of Rs.10 lakhs each for the claims of additional farmers compensation and EDC. The order approving such Resolution Plan deserves to be set aside. The treatment under Suraksha Resolution Plan of the Appellant s claim alter the Concession Agreement and violates the directions of Hon ble Supreme Court in Jaypee Kensington. It is submitted that as per the Concession Agreement, Concessionaire was to bear entire cost of acquisition. The learned ASG ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ts that additional compensation payable to the farmers against the acquisition of land is their constitutional right guaranteed under Article 300A of the Constitution of India and the said right, cannot be taken away by any means. 13. The Payment of just and fair compensation is a constitutional requirement and cannot be extinguished by way of a Resolution Plan. Shri Venkataraman further submits that the proposal dated 18.04.2024 submitted by Suraksha does not deal with EDC claim. The Judgment of Hon ble Supreme Court in NOIDA vs. Anand Sonbhadra in Civil Appeal No.2222 of 2021 relied by the Adjudicating Authority for holding that the Appellant is only an Operational Creditor is not relevant for the present case. The principle of law enunciated by the Hon ble Supreme Court in Jaypee Kensington are not confined to NBCC Plan. The law laid down by the Hon ble Supreme Court are required to be complied and the Adjudicating Authority is statutorily obliged to check the compliances under Section 30, sub-section (2)(e) of the Code. The claim of EDC, which arises out of Concession Agreement, is also a secured charge cover under Section 13 and 13A of the 1976 Act. The terms of Concession Agr ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... that offer has been made in line of larger object of the Code, i.e. insolvency resolution, balancing interest of the stakeholders, which shall also subserve the claim of farmers as well as Homebuyers. It is submitted that even otherwise, the amount offered by the Suraksha comes to 89% payment to the Appellant as compared to Institutional Financial Creditors. It is submitted that claims towards EDC of land parcel located at Tappal and Agra cannot be included in the EDC claims. It is submitted that EDC claim is not a secured claim and the liquidation value of the Appellant being Nil, as per the provisions of Section 30, sub-section (2), the Appellant is not entitled to any payment for EDC claim. It is submitted that no consent of YEIDA is required for transfer of lease hold rights to the SRA and Assenting Financial Creditors. It is submitted that reliance on paragraph 107 of Jaypee Kensington judgment by YEIDA is misplaced. It is submitted that the observation of the Hon ble Supreme Court in the Jaypee Kensington judgment is limited to the specific treatment, which was proposed by NBCC with regard to the transfer of Expressway and land parcels into different SPVs. Such treatment of ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ich work was completed by JIL during CIRP, which is not disputed by YEIDA. Secondly, the claim of Rs.1689 crores for additional farmer compensation, which was not admitted, since the matter was sub-judice. Award passed in favour of JIL by Arbitral Tribunal was under challenge and the judgment of Hon ble Supreme Court in Shakuntala Devi s case had not come by that time. Thirdly, with regard to claim of EDC, the IRP admitted only Rs.409.6 crores. In view of the reply dated 02.05.2024 to SRA s additional affidavit dated 18.04.2024 and the YEIDA additional affidavit dated 04.05.2024, it is now admitted that EDC claim with regard to land in Tappal and Agra were not due as no external development had been done by the YEIDA in these areas. Now it is admitted by the Appellant that the said dues can be recovered only after external development are done in future. In the additional affidavit filed by YEIDA dated 04.05.2024, it is now admitted fact that total EDC liability as on date is Rs.572.89 crores. It is submitted that EDC claim is not a secured claim. It is submitted that operational debt is to be paid in priority, but not upfront. 16. In this Appeal several Intervention Applications h ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Ltd., seeking intervention in the Appeal. It is submitted that JAL under the garb of Appeal and Applications filed by Promoter is hindering the implementation of the Resolution Plan, which is causing hardship to the Homebuyers and other stakeholders. JAL by filing Intervention Application in this Appeal, is again trying to delay the disposal. The construction of housing project is being carried out at a very low speed, while the appeals are pending, nontermination of related party agreements between the Corporate Debtor and JAL is adversely affecting the housing project. The JAL under the garb of such related party contracts is taking undue advantage of the process. It is submitted that various submissions raised by JAL has already been dismissed by this Tribunal in the Appeal filed by JAL, hence, submission of JAL needs no consideration. 21. IA No.2669 of 2024 has been filed by Neena Sahani seeking intervention in the Appeal. It was stated in the Application that Appeal filed by JAL having been dismissed, the Plan be immediately implemented. The Applicant in the Application has also given the details of various sequence of events and litigation, which we have already noticed abov ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ade on behalf of Jaypee Kensington Boulevard Apartments Welfare Association and Ors, who also sought intervention in the Appeal. It was submitted that Intervenor Homebuyers are directly affected and they are a collective five Associations consisting of 5000 individual Homebuyers, who have invested their life savings in the projects floated by the Corporate Debtor. Intervenors Homebuyers consist of 60% of the CoC, who have voted in favour of the Resolution Plan, which was approved by 98.66% majority. Since passing of Resolution Plan various litigations are going on, which is delaying the implementation of the Plan. The construction activities on approximately 97 towers have remained pending since 2010. JAL is creating obstruction in the implementation of the Plan. It is submitted that this Tribunal may pass order protecting the interest of the Intervenors/ Homebuyers. 27. We have considered the submissions of learned Counsel for the parties and have perused the records. 28. From the submissions of learned Counsel for the parties and materials on record, following issues arises for consideration in this Appeal: (1) Whether YEIDA is Secured Creditor of the Corporate Debtor? (2) Whethe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ferent reasons in Form B on 23.08.2017 and 28.11.2017 with the IRP. The summary of the claims filed by YEIDA and their treatment in the Resolution Plan is reproduced below: S. No. Claim Amount Claimed (INR Crores) Amount Admitte d (INR Crores) Treatme nt in Suraksha s Plan (INR Crores) 1. Claim towards Pending Works 98.1 51.4 0.10 2. Claim toward External Development Charges (EDC) including interest 624.6 409.6 3. Claim for works to be taken up in future 2024 - Nil Claims under Arbitration 4. 64.7% Additional Compensation payable to Farmers 1689.0 - 0.10 Claims not admitted 5. EDC for land parcels at Tappal and Agra (undeveloped land) 572.9 - Nil 6. Miscellaneous works 340 - Nil 7. Capital Cost of Noida- Greater Noida Expressway* 750 - Nil 8. Lease Rent 2.607 - Nil 9. Consultancy Fees 10.42 - Nil Total 6,111.591 461 0.20 The YEIDA has mainly raised objections to the treatment meted out in the Resolution Plan to its claims pertaining to: i. Pending works and External Development Charges (EDCs) including interest ii. Unexecuted External Development Works and Other future Works; and iii. 64.7% Additional Compensation Payable to farmers. 30. The above table indicate that 64.7% addition ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nterest and the preservation of the CA. Hon'ble Supreme Court has acknowledged YEIDA's stand as follows: Before concluding on this point for determination where we have accepted the major parts of the objections of YEIDA, we may, in fairness to all the parties concerned, reiterate that despite stating its objections, YEIDA has consistently maintained before the NCLT as also before this Court that it does not stand to oppose the resolution plan only for the sake of opposition; Company Appeal (AT) (Insolvency) No.493 of 2023 33 rather it would like the plan to succeed but, it has a public duty to ensure that the framework under CA is preserved and else it would be ready to do everything within its power to ensure that the plan is a success. ( Emphasis added ) With that context, YEIDA submits that its objections to Suraksha's resolution plan, as set out below, are not intended to disrupt or stall the plan but are solely and exclusively for the reason that Suraksha has disregarded the observations and findings of the Hon'ble Supreme Court. 31. The Adjudicating Authority in the impugned order from paragraphs 51 to 92 has noted the objection by the YEIDA filed vide IA No. ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ontext of the provision in the NBCC's Resolution Plan regarding creation of SPVs, splitting up of rights available to the Concessionaire vis-a-vis the Expressway and the land for commercial development, in each case without specific approval of YEIDA. Therefore, in Para 104.4 the Hon'ble Apex Court again observed that all the terms of the Concession Agreement cannot be forsaken. Any alteration in the essentials of the Concession Agreement would require the consent of YEIDA . 33. The Adjudicating Authority further took the view that YEIDA being the Operational Creditor and is not part of the CoC, it has no right to negotiate with the SRA, that if its claim is not fully discharged, it shall object to the Resolution Plan. In paragraphs 72 and 73, following observations have been observed:- 72. It is a matter of fact that YEIDA, though an Authority , being an Operational Creditor is not the part of the CoC of the Corporate Debtor, which alone is empowered under law to consider and approve or reject a Resolution Plan on commercial terms. However, under the provisions contained in Regulation 37(1) of IBBI (CIRP) Regulations, 2016, approval of YEIDA is still required as an Authori ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the liquidation value owed to the Operational Creditor (Appellant) in the proposed Resolution Plan being nil , there is no illegality in providing for Rs.10 Lacs for the contingency towards the additional farmers compensation. In paragraphs 79 and 80 of the impugned judgment, following have been observed:- 79. We find credence in the submissions made by the Ld. Senior Counsel appearing for the SRA that the dues of YEIDA even if found payable, are at the most, in the nature of an Operational Debt. We are aware that the Hon'ble Supreme Court in the matter of New Okhla Industrial Development Authority Versus Anand Sonbhadra in Civil Appeal No. 2222 of 2021, in the context of NOIDA Authority, (which is similar in status as YEIDA) has held vide its Judgement dated 17.05.2022 that NOIDA Authority is an Operational Creditor. The relevant extracts of the Judgement are reproduced below: 144. The appellant would, in fact, point out that it is not necessary to probe the matter further, in view of the concurrent findings that the appellant is an operational creditor. No doubt, Smt. Madhavi Divan does point out that the words 'arising under any law', may not be the same as amounts ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... dgment delivered by the Allahabad High Court in Gajraj Ors. vs. State of UP Ors.- (2011) 11 ADJ 1 where compensation for the land acquired by Noida and Greater Noida was increased to 64.7%. The farmers whose land was acquired by the appellant- YEIDA also started agitation claiming increased in the additional compensation. To quell the farmers demand and agitation, State Government appointed a Committee namely Chaudhary Committee which submitted a report recommending payment of additional compensation to the farmers of YEIDA also. The Government of UP issued a Government order on 29.08.2014 communicating a policy decision for payment of additional compensation as no litigation incentive to farmers who withdraw their writ petition. Government order dated 29.08.2014 was implemented by the resolution passed by YEIDA dated 15.09.2014. In pursuance of the Government Order and resolution, YEIDA raised demand on its allottee including the Corporate Debtor for payment of additional compensation. YEIDA demand on account of additional compensation was challenged by the concessionaire (corporate debtor in arbitration) which resulted in arbitral award dated 02.11.2019 in favour of the corporate ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... development, when called upon to pay the additional compensation, the respondents-allottees somersaulted and challenged the very same policy before the High Court, which benefitted them. We have already hereinabove made reference to the various communications made by the allottees of the land for intervention of the State Government. xxx xxx xxx 70. In conclusion, we are of the considered view that the policy decision of the State Government as reflected in the said G.O. dated 29th August, 2014 and the Resolution of the Board of YEIDA dated 15th September, 2014 were in the larger public interest, taking care of the concerns of the allottees as well as the farmers. As already discussed hereinabove, had the said decision not been taken, there was a hanging sword of the acquisition being declared unlawful. The development of the entire project was stalled on account of farmers' agitation. Before taking the policy decision, the State Government, through the Chaudhary Committee, had done a wide range of deliberations with all the stakeholders including the allottees, farmers and YEIDA. The policy decision was taken after taking into consideration all relevant factors and was guided ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 4 passed in the present appeal. We, thus, answer Question No.(3) in following manner:- 43. The claim submitted by YEIDA in CIRP of the corporate debtor of Rs.1,689 crores needed to be considered in the CIRP and IRP clearly erred in disregarding the claim on the ground of pending litigation. 44. Now, we come to the question as to whether YEIDA is Secured Creditor of the Corporate Debtor. The Uttar Pradesh Industrial Area Development Act, 1976 has been enacted to provide for the constitution of an authority for the development of certain areas in the State into industrial and urban township and for matters connected therewith. Under the aforesaid Act by notification issued under Section 3, the Appellant Authority was constituted (earlier name as Taj Expressway Industrial Development Area Authority). The functions of Authority as per Section 6 of the Act are to acquire land in the industrial development area, by agreement or proceedings under the Land Acquisition Act, 1894 for the purpose of development of the industrial development area. Section 6(2) enumerated the functions of the authority. One of the functions as contemplated by Section 6(2)(f) is as follows:- 6. Functions of the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... apply to the recovery of a tax due to a Municipal Corporation, so however, that references in the aforesaid sections of the said Act to Municipal Commissioner', 'Corporation Officer' and 'Corporation' shall be construed as references to 'Chief Executive Officer' and 'Authority' respectively; Provided that more than one modes of recovery shall not be commenced or continued simultaneously. 47. Counsel for the Appellant relied on Section 13 and Section 13-A to support his submission that Appellant is secured operational creditor of the corporate debtor since any amount payable to the authority under section 13 constitute a charge over property. Section 13 refers to any consideration of money instalment thereof. Any amount due on account of transfer of any site and building of the authority. Admittedly, by the Concession Agreement dated 07.02.2003 land as comprised in the lease deed was transferred on lease as per the Concession Agreement in favour of the concessionaire. Thus, the amount payable consequent to the transfer is fully covered by Section 13. We may also notice certain clauses of the Concession Agreement dated 07.02.2003 as per which conce ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tor whereas Resolution Professional asked the Greater Noida Authority to file its claim in Form B. Greater Noida did not file its claim in Form B afresh. CoC has approved the Resolution Plan which was also approved by the Adjudicating Authority on 04.08.2020, questioning the approval, the Greater Noida Authority has filed an IA before the Adjudicating Authority questioning the Resolution Plan and the decision of the IRP to treat the Greater Noida as operational creditor. Another application was filed for recall of the order dated 04.08.2020. NCLT rejected the application filed by the Greater Noida against which an appeal was filed by the Greater Noida which came to be dismissed. The Hon ble Supreme Court has occasion to consider the submission of the parties in the above context. Hon ble Supreme Court in the said case noticed that the Resolution Plan did not specifically place the Greater Noida in the category of a secured creditor even though, by virtue of Section 13-A of the 1976 Act, in respect of the amount payable to it, charge was created on the assets of the corporate debtor. In paragraph 55 of the judgment, Hon ble Supreme Court laid down following:- 55. In our view the res ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... r insolvency resolution of the CD for maximization of value of its assets, including, but not limited to, satisfaction or modification of any security interest. Further, as per Explanation 1, distribution under clause (b) of sub -section (2) of Section 30 must be fair and equitable to each class of creditors. Nonplacement of the appellant in the class of secured creditors did affect its interest. However, neither NCLT nor NCLAT noticed this anomaly in the plan, which vitiates their order. c. Under Regulation 38 (3) of the CIRP Regulations, 2016, a resolution plan must, inter alia, demonstrate that (a) it is feasible and viable; and (b) it has provisions for approvals required and the time-line for the same. In the instant case, the plan conceived utilisation of land owned by the appellant. Ordinarily, feasibility and viability of a plan are economic decisions best left to the commercial wisdom of the COC. However, where the plan envisages use of land not owned by the CD but by a third party, such as the appellant, which is a statutory body, bound by its own rules and regulations having statutory flavour, there has to be a closer examination of the plan's feasibility. Here, on t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... cating Authority has held that YEIDA itself had filed its claim as operational creditor and liquidation value owed to the operational creditor in the proposed Resolution Plan as nil and SRA- Suraksha has still provided an amount of Rs.10 lakhs for contingency in the plan, hence, there is no illegality committed by the SRA. Adjudicating Authority has relied on the judgment of New Okhla Industrial Development Authority Versus Anand Sonbhadra- (2023) 1 SCC 724 . The judgment of the Hon ble Supreme Court in New Okhla Industrial Development Authority Versus Anand Sonbhadra- (2023) 1 SCC 724 was delivered in a case where Noida has filed its claim as a financial creditor of the corporate debtor. In the above case also, lease was granted by Noida. Claim was filed by NOIDA initially in Form B and subsequently in Form C claiming as financial creditor. Adjudicating Authority held that there is no financial lease in terms of the Indian Accounting Standard and there was no financial debt challenging the said decision, the Appeal was filed by the Noida. In the above context, the Hon ble Supreme Court held that Noida was an operational creditor. It was held that lease, in question, did not fall u ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ble Supreme Court in Jaypee Kensington (supra) where while considering the earlier plan submitted by NBCC objections of the appellant were noticed to the plan. Hon ble Supreme Court in Jaypee Kensington (supra) clearly held that the liability of compensation with reference to the land under expressway is of the concessionaire. It was held that the Resolution Applicant could not decide of its own that there be no liability of concessionaire or its assignee towards the land under expressway. In paragraph 106, 106.2 and 107, following was held:- 106. The question is yet to be finally determined as to whether such a liability towards additional amount of compensation rests with the corporate debtor JIL or with YEIDA, because the arbitral award made in favour of JIL is the subject matter of challenge in the Court. However, the contingency was required to be provided in the plan in case liability would be ultimately fastened on the corporate debtor JIL. It has not been suggested that any such bifurcation of liability, qua the land under Expressway on one hand and other parcels on the other, is a subject matter of the arbitration proceedings. However, going by the terms of the CA, prima ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nable. Question No.(2) is answered as follows:- We having held that YEIDA is secured creditor, the treatment of YEIDA in the resolution plan and in the order of the Adjudicating Authority is unsustainable. Question Nos. (4) (5) 59. Both the questions inter-related are being taken together. The claim submitted by the Appellant for additional farmers compensation was Rs.1,689 Crore. In the additional affidavit filed by Suraksha dated 20.04.2024, as noted above, it has brought on record, without prejudice Suraksha s offer dated 18.04.2024. Learned Senior Counsel for the SRASuraksha has also submitted that SRA undertakes to make payment of Rs.1216 Crores towards additional farmers compensation which is 100% of payment of additional farmers compensation. Suraksha s offer dated 18.04.2024 is relevant to be noticed which is as follows:- LAKSHDEEP INVESTMENTS AND FINANCE PRIVATE LIMITED Registered Office: 3, Narayan Building, 23, LN Road, Dadar (East), Mumbai 400 014. CIN: U67120MH1993PTC072685 | Tel: +91 22 43341999 | Email: [email protected] WITHOUT PREJUDICE Annexure-1 SURAKSHA OFFER April 18, 2024 Without going into the merits of the matter and despite having provision in ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e land parcels, if any and C. While we are offering the above payment unconditionally in the interest of homebuyers and implementation of the Resolution Plan and not making it condition precedent, the request made/ relief sought under the settlement proposal dated 05.03.2024 shall be considered in bona fide and in time bound manner by YEIDA. For Lakshdeep Investments and Finance Private Limited As a Consortium member of Suraksha Group. 60. Additional Affidavit also provides for schedule for payment as contained in the offer dated 18.04.2024. When we look into the offer dated 18.04.2024, it is clear that the compensation of Rs.1216 Crores have been proposed for land parcels and in such compensation amount of Rs.330 Crores and Rs.143 Crores have been deducted. 61. Learned Counsel for the SRA has submitted that the Appellant is not entitled for payment of Rs.330 Crores which pertains to the land parcels which were already transferred by the corporate debtor to third party prior to initiation of the CIRP. The submission advanced by SRA- Suraksha is that Suraksha shall extend all co-operation for recovering the additional farmers compensation from third party who were leased out the lan ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ot be permitted. 63. Now we come to another limb of submission with regard to Rs.143 crores in relation to land arranged from the Noida Authority. Counsel for the SRA submitted that Rs.143 crore is the amount which pertains to the land arranged from the Noida for which Noida has made the payment of additional compensation to the farmers, hence, the said amount cannot be recovered. Appellant in its reply has stated that Noida has demanded Rs.247 crores from the Appellant towards the amount of additional compensation. Reference of the letter dated 23.01.2014 has been made in reply filed by the appellant to the additional affidavit. We, thus, are of the view that even if the amount is paid by the Noida towards additional farmers compensation, the same can always be asked from the appellant to reimburse, hence, the amount of Rs.143 crores also cannot be deducted from the claim of Rs.1,689 crores. The amount proposed by the SRA of Rs.1216 Crores thus, cannot be held to be 100% payment of additional compensation to YEIDA towards additional farmers compensation. 64. In view of the foregoing discussions, we answer Question Nos. (4) and (5) in following manner:- (4) The entire claim of Rs.1 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 624.55 (less) Amount received from Axis Bank, but not accounted in Authority s Form B 19.26 42.79 62.05 ( less) Amount received from Gaursons, but not accounted in Authority s Form B - 36.59 36.59 Amount Payable towards EDCs after reconciliation 224.99 300.92 525.91 It has also been submitted by Respondent No. I that a further amount of INR 114.21 crores paid by the Corporate Debtor towards EDCs is to be deducted from the aforesaid amount. However, the Appellant submits that the aforesaid amount (of INR 525.91 crores) does not include the payments already received from the Corporate Debtor and the sum of INR 114.21 crores cannot be deducted again. 5. The aforesaid computation is based on the records available with the Appellant. It is further submitted that the Appellant has always been. and continues to be, ready and willing to reconcile its accounts for rectification of any inadvertent errors and omissions and make adjustments in its claimed amounts. 6. In addition to the abovesaid amount, the EDCs for land parcels at Tappal and Agra (amounting to ~INR 572.89 crores) will be payable by Suraksha as per the provisions of the Concession Agreement and in terms of the undertaking giv ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Concessionaire at its own cost. 70. External development is defined in the Real Estate (Regulation and Development) Act, 2016 by Section 2(w), which definition is as follows: 2(w) external development works includes roads and road systems landscaping, water supply, sewerage and drainage systems, electricity supply transformer, sub-station, solid waste management and disposal or any other work which may have to be executed in the periphery of, or outside, a project for its benefit, as may be provided under the local laws; 71 It is the case of the Appellant that claim of EDC as filed by the Appellant in the CIRP of the Corporate Debtor, arises out of Concession Agreement. The question for consideration is as to whether EDC are charges in which Appellant has secured interest. The learned Counsel for the Appellant has referred to Section 13 and 13A of the 1976 Act to support his submission that EDC are secured charges. We need to first notice the provision of Section 13 and 13A of the 1976 Act, which are as follows: 13. Where any transferee makes any default in the payment of any consideration money or installment thereof or any other amount due on account of the transfer of any site ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... in favour of the Appellant are covered by Clause 4.1(d) and 4.3(c). The premium of the transferred land as per the Concession Agreement, shall be equivalent to the acquisition cost plus lease rent of Rs.100 per hectare per year. The payment of EDC charge is not covered by any charges towards transfer of land in question. The second category as noticed above is wherein transferee or occupier makes any default in payment of any rent due to the Authority in respect of any lease. The EDC charges are not payment of any rent due to the Authority in respect of any lease. The third category, which falls under Section 13 is where any transferee or occupier makes any default in payment of any fee or tax levied under the Act. Thus, any fee or tax, which are levied under the 1976 Act shall form a charge within the meaning of Section 13. There can be no doubt that EDC charges are not a tax or a fee under the 1976 Act. The expression fee or tax levied under the 1976 Act has to be given meaning. Because for non-payment of any fee or tax levied under the Act, imposition of penalty is contemplated. Section 13 contemplate imposition of penalty to the extent of sum not exceeding the amount that is t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... clearly in paragraph 107 has observed that reliefs and concessions sought by Resolution Applicant NBCC in relation YEIDA in Clause 4, 14 and 27 of Schedule 3 required to be disapproved. The Appellant has come up in this Appeal challenging the Plan of Suraksha, which was under consideration before the Adjudicating Authority. No reliefs and concessions was granted for extinguishing the liability of EDC. Rather, the Adjudicating Authority dealt with claim as operational debt and held that liquidation value of the Operational Creditor being Nil, payment of amount of Rs.10 lakhs in the Plan towards EDC charges is not illegal, nor violates any provisions of the Code. We have already notice the observations of Adjudicating Authority with regard to provisions of Plan regarding EDC. In paragraph 74 of the impugned order, the Adjudicating Authority has made following observations: 74. Hence, we find no illegality in the Resolution Plan, so far as it relates to provisions of Rs.10 lakhs towards the operational claim relating to External Development Charges (EDC) of YEIDA. 75. In view of the foregoing discussions, we answer Question No.7 in following manner: Claim towards EDC of the Appellant ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the corporate debtor with one or more persons; (ca) cancellation or delisting of any shares of the corporate debtor, if applicable; (d) satisfaction or modification of any security interest; (e) curing or waiving of any breach of the terms of any debt due from the corporate debtor; (f) reduction in the amount payable to the creditors; (g) extension of a maturity date or a change in interest rate or other terms of a debt due from the corporate debtor; (h) amendment of the constitutional documents of the corporate debtor; (i) issuance of securities of the corporate debtor, for cash, property, securities, or in exchange for claims or interests, or other appropriate purpose; (j) change in portfolio of goods or services produced or rendered by the corporate debtor; (k) change 38. Mandatory contents of the resolution plan. 58[(1) The amount payable under a resolution plan - (a) to the operational creditors shall be paid in priority over financial creditors; and (b) to the financial creditors, who have a right to vote under sub-section (2) of section 21 and did not vote in favour of the resolution plan, shall be paid in priority over financial creditors who voted in favour of the plan.] 5 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rned Counsel for the Appellant has placed much reliance on judgment of the Hon ble Supreme Court in Jaypee Kensington s case. Now, we come to the judgment of the Hon ble Supreme Court in Jaypee Kensington s case. The judgment of Jaypee Kensington emanated from an order of Adjudicating Authority approving the Resolution Plan of NBCC. The objections raised by the Appellant were with regard to its treatment in the Resolution Plan of NBCC. In the judgment, the Hon ble Supreme Court considered the claim of the YEIDA from paragraph 86 to 109, which is under the heading Point C Matters related with the land providing agency YEIDA . While considering the claim of the YEIDA, nature of contract with Concessionaire also came to be examined. From paragraph 86 to 100, submission of parties were noticed. The Hon ble Supreme Court observed that Concession Agreement is not a statutory one, is nevertheless a contract entered into between the Concessionaire and the statutory Authority, i.e., YEIDA. While considering the aforesaid question in paragraph 103, the Hon ble Supreme Court held that Resolution Plan, which tinkers with the contract in question, i.e., Concession Agreement, could not have been ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... pressway. In paragraph 106.1, it was again reiterated that alterations of the material terms of the Concession Agreement cannot be made without the consent of the YEIDA and further in paragraph 107 dealt with reliefs and concessions. It was held that existing liability qua YEIDA is not a relief that could be given to the Resolution Applicant for askance. The above observations have to be understood in the background that Hon ble Supreme Court was examining the nature of the contract and it has held that no tinkering of contract is permissible in a Resolution Plan without the approval of the YEIDA, which is a law declared by the Hon ble Supreme Court in reference to the contract in question and is clearly applicable to the Resolution Plan of Suraksha also. The question, thus, is to be considered is as to whether provisions of the Resolution Plan provides for any tinkering of any clause of the contract. Since, when any clause of the contract is being tinkered by the Resolution Applicant, approval of the YEIDA is required. We, however, have noticed above that statutory scheme of Code and Regulation, i.e., insofar as amount to be paid against the claim of Creditors, no consent of Credi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... A and the SPV without additional cost to the Concessionaire or the SPV. 86. Clause 18.1 contemplate a situation where Concessionaire and Authority deem it necessary to transfer Concessionaire s rights and obligations under the Agreement to a SPV. In the present case the said eventuality had taken place, when the Authority and Concessionaire assigned Concessionaire s rights in favour of JIL, whereas Agreement was initially entered between Jaiprakash Industries (renamed as Jaiprakash Associates Limited). 87. We need to notice Regulation 37 of CIRP Regulations, 2016, which clearly contemplate transfer of all parts of the assets of the Corporate Debtor to one or more persons. Regulation 37 (a) is again noted, which is to the following effect: 37. Resolution plan.-- A resolution plan shall provide for the measures, as may be necessary, for insolvency resolution of the corporate debtor for maximization of value of its assets, including but not limited to the following: - (a) transfer of all or part of the assets of the corporate debtor to one or more persons; 88. The Resolution Plan in the present case, does not contemplate transfer of land to SRA and Assenting Financial Creditors. Infor ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Earth Towne. The Resolution Plan submitted by M/s Alpha Corp Development Pvt. Ltd. was approved by the CoC. Another Resolution Plan submitted by Roma Unicon Designex Consortium was approved. A direction was also issued to the Appellant to transfer lease land in favour of the SRA vide order dated 07.12.2021. Three Appeals were filed challenging the order approving the Resolution Plan as well as order dated 07.12.2021. In context of the aforesaid, this Tribunal found that approval of Resolution Plan erroneous and issued certain directions. It is relevant to notice paragraph 68, 69 and 70 of the judgment, which are as follows: 68. We have noticed the statutory provision, that Explanation to Section 18(1)(f) clearly contemplates that assets of subsidiary company are entirely different from assets of the holding company and principle of lifting of veil cannot be invoked contrary to statutory prescription as in the present case that is Section 18(1)(f). 69. Now on the question as to whether the Resolution Plan could have contained the provision obligating the Appellant to transfer lease hold right in favour of SRA or any third entity. It is sufficient to notice the terms and conditions o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... transfer. Further direction to the Appellant to transfer while waiving of its entitlement and charges is clearly contrary to the terms and conditions of the lease and not in a public interest. 92. In the above case, the assets belonged to the subsidiary company, which was not in the CIRP, whereas the Resolution Plan contained the provision obligating the Greater Noida to transfer lease hold right in favour of SRA. In paragraph 69, clauses of the Lease Deed regarding transfer of plot was noticed, which clearly contemplated approval of Authority for transfer. In the above context in paragraph 70, it was held as quoted above. In the above context it was observed that Greater Noida before granting any permission for transfer of the land shall require their dues pertaining to land premium, lease rent and other legal dues to be cleared. Following was observed in paragraph 89: 89. We have also held that without approval of the Appellant, subject land could not have been transferred in favour of the Resolution Applicants or any other entities. It is obvious that Appellant before granting any permission for transfer of the land shall require their dues pertaining to land premium, lease rent ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ying for quashing the demand notice dated 05.03.2021 and 27.06.2022 and direct the Respondent to issue No Objection Certificate for the said Plan. In the above case, this Tribunal ultimately dismissed the Appeal by not interfering the order of the Adjudicating Authority. In paragraphs 21, 22, 23, this Tribunal made following observations: 21. In our opinion, the protective umbrella of IBC, 2016 for CIRP cannot be extended to an extent that public authorities are asked to part with their assets without full payment of their dues or without compliance to terms and conditions of the sale or lease deed or their transfer policy. The clean slate principle will not apply to the factual matrix of the present case, where there was prior demand from public sector land authority which was also not disclosed during CIRP to the IRP or the CoC. 22. The Adjudicating Authority in the impugned order has rightly noted that the payment demanded by the respondent is to clear the defect in the title of the land itself, and is not linked to the CIRP proceedings. 23. Regarding the second notice dated 27.06.2022 issued by the respondent, the said notice was issued after issue of impugned order dated 03.06 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... liefs and concessions as noted above, it is clear that no relief has been granted to meet its liabilities towards YEIDA. To the contrary in the Plan of NBCC such relief was considered. 100. In view of the foregoing, we answer Question Nos.8 and 9 in following manner: Answer to Question No.8 : For treatment of claim of YEIDA in the CIRP of Corporate Debtor and for payment to YEIDA in the Resolution Plan, consent of YEIDA is not required. Answer to Question No.9 : For transfer of lease hold rights of Corporate Debtor to SRA or Assenting Financial Creditors in the Resolution Plan, consent of YEIDA is not necessary. 101. Before we come to the last question, i.e. question of relief, we need to consider the different IAs filed in this Appeal, as has been noted in paragraph 17 to 26 of the judgment. 102. Coming to IA filed by NARCL, who claim to represent the 94.38% of the secured financial debt and 40.82% stake in the CoC. The submission advanced by learned Senior Counsel Shri Reddy was that financial payouts to Financial Creditor be not affected in any manner, which payouts have already been approved in the Resolution Plan. The learned Senior Counsel appearing for the SRA has made a sta ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... DA i.e. Company Appeal (AT) (Ins.) No.493 of 2023 and there is no necessity to consider those issues in this appeal which is filed by the Suspended Promoter and Director of the Corporate Debtor. Answer to both the questions is recorded accordingly 105. In the judgment dated 21.02.2024, we have noted that YEIDA has already filed its Appeal in Company Appeal (AT) (Insolvency) No.493 of 2023 challenging the treatment of its claim in the Resolution Plan. We have also in the aforesaid judgment noted the statement made on behalf of the Counsel for the parties in Company Appeal (AT) (Insolvency) No.493 of 2023 regarding settlement proposal between SRA and YEIDA. In paragraph-49 of the judgment of Jayprakash Associates, relied by Shri Venugopal, we have observed that issue pertaining the claim of the YEIDA having been separately raised in Company Appeal (AT) (Insolvency) No.493 of 2023 filed by the YEIDA, the said claims are required to be considered in the Company Appeal (AT) (Insolvency) No.493 of 2023 and the said claims need no consideration in the Company Appeal filed by Promoters/ Directors. We have noticed above the submissions of learned Counsel for the Homebuyers as well as learne ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... and Promoters/ Directors intends to continue with construction and are not permitting the insolvency resolution process to complete. The Promoter/ Directors have not even handed over various Projects, which now have to be dealt with and carried out by the SRA. The learned Counsel for the Homebuyers submit that Homebuyers, who are more than 20000 in number in different Projects, are waiting for their homes for more than a decade and this Tribunal may direct the SRA to complete the Project as early as possible and handover the possession of units to the Homebuyers. Learned Counsel for the JILREAWS also sought direction to expedite the construction and delivery of homes to sufferer Homebuyers and to provide security to Suraksha for infusion of funds for the projects and deployment of 12000 labourers as envisaged in the Resolution Plan continuing the construction by Suraksha as there is no stay in implementation of the Plan. 107. In the Appeal we have already noticed and considered the grievances of Homebuyers while deciding the Appeal, we shall endeavour to take care of the interest of all stakeholders, including Creditors, Homebuyers, additional farmers compensation, which is to be ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Appellant repeated the same submission that YEIDA is not against the implementation of the Plan and it has filed the Appeal to protect interest of the Public Authority for the dues, which are payable to the YEIDA as per the Concession Agreement, which amount are to be utilized for public cause. We have also noticed above that CIRP of the Corporate Debtor commenced on 07.08.2017. More than six and a half years have elapsed from the commencement of the CIRP. The matter has travelled three rounds to the Hon ble Supreme Court. There are more than 20,000 Homebuyers, who are awaiting for their homes for last more than a decade. The farmers whose additional compensation has not yet been paid has also to be taken care of, whose claims are agitated by the YEIDA by means of the Appeal. We have noticed above that SRA on 18.04.2024 has submitted without prejudice offer, offering to bear additional farmers compensation to the extent of Rs.1216 crores, which according to the SRA was 100% payment towards additional farmers compensation payable by the Corporate Debtor. We have already held while deciding Issue Nos.4 and 5 that payment proposed of Rs.1216 crores is not the 100% payment towards th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Plan, development and sale of the said land parcels, etc. In case of sale of land to third party, the proportionate dues of the particular land will eb paid at the time of transfer; B. On payment of 10% of the total amount proposed, YEIDA and local administrative authority shall facilitate in handing over the physical possession of the land parcels from farmers in case of encroachment over the land parcels, if any and C. While we are offering the above payment unconditionally in the interest of homebuyers and implementation of the Resolution Plan and not making it condition precedent, the request made/ relief sought under the settlement proposal dated 05.03.2024 shall be considered in bona fide and in time bound manner by YEIDA. 113. Shri Venkataraman, learned ASG during his submission has already elaborated that Appellant is not in agreement to the timeline for payment as contemplated in Suraksha offer and further payment of Rs.1216 crores is not towards the 100% claim of additional farmers compensation. 114. We have already held Appellant as secured Operational Creditor with respect to additional farmers compensation of Rs.1689 crores. The Financial Creditors under Resolution Pla ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... crores within the timeline as indicated above, which direction shall make the Resolution Plan of the SRA compliant deserving approval. 116. We may also refer to the judgment of this Tribunal in Jet Aircraft Maintenance Engineers Welfare Assocaition vs. Ashish Chhawachharia Resolution Professional of Jet Airways (India) Ltd. and Ors. (2022) SCC OnLine NCLAT 418 dated 21.10.2022, which was also an Appeal filed challenging the approval of Resolution Plan, claiming full payment of provident fund and gratuity. This Tribunal in the Jet Aircraft judgment held that SRA was liable to make the payment of entire amount of provident fund and gratuity and approved the Resolution Plan subject to direction to SRA to make payment and to bear additional payment of full provident fund and gratuity and the Appeal was partly allowed. In paragraph 134 of the judgment, following directions were issued: 134. In result, the Appeal(s) are decided in following manner: (I) The Appeal(s) of workmen and employees being Company Appeal (AT) (Insolvency) Nos. 643 of 2021, 752 of 2021, 801 of 2021, 915 of 2021, 771 of 2022 are partly allowed with following directions: (a) Successful Resolution Applicant is directe ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ssed by Adjudicating Authority insofar as it deals with claim of the Appellant of Rs.1689 crores of additional farmers compensation is set aside. The rest of the impugned order approving the Resolution Plan is upheld. (2) The Successful Resolution Applicant, i.e., Respondent No.2 is directed to make payment to the Appellant of its secured operational debt of Rs.1689 crores in ratio of 79%, which have been paid to other secured creditors, which amount comes to Rs.1334.31 crores. (3) The SRA in its offer dated 18.04.2024 has already undertaken to make payment of Rs.1216 crores towards additional farmers compensation in the timeline as indicated in the offer dated 18.04.2024. Let the SRA make the payment of Rs.1216 crores as per its offer in the time line as indicated therein. Additional amount of Rs.118.31 crores, which is required to be paid to make its payment equivalent to the payment given to Company Appeal (AT) (Insolvency) No.493 of 2023 99 other secured creditors, be also be paid as per timeline indicated in the offer. Meaning thereby that amount of Rs.1334.31 crores to be paid as per timeline and ratio indicated in the offer dated 18.04.2024. (4) The Resolution Plan approved ..... X X X X Extracts X X X X X X X X Extracts X X X X
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