Vedanta Ltd Vs Bhuvan Madan Resolution Professional of Jaiprakash Associates Ltd. & Ors (NCLAT Delhi)
Conclusion: A resolution applicant could not unilaterally alter its financial proposal through a last minute addendum after completion of the challenge process and commencement of voting under the Corporate Insolvency Resolution Process (CIRP).
Held: The issue arose after Vedanta submitted its final resolution plan on October 14, 2025 following the completion of the challenge process conducted by the Resolution Professional. Subsequently, during the 23rd CoC meeting held on November 7, 2025 all resolution plans were evaluated and voting on the plans was scheduled to commence from November 10, 2025. However, a day later Vedanta submitted an addendum seeking changes to its financial proposal. Through the addendum Vedanta proposed increasing upfront cash payment to secured financial creditors from ₹3,770 crore to ₹6,563 crore by advancing payment of the first tranche of Non-Convertible Debentures. It also sought to enhance equity/quasi-equity infusion into the corporate debtor from ₹400 crore to ₹800 crore. Further, Vedanta Ltd argued that the addendum was merely clarificatory and did not alter the Net Present Value (NPV) of its overall resolution plan. It contended that the CoC ought to have considered the revised proposal in the interest of value maximisation under the Insolvency and Bankruptcy Code (IBC). However, the Resolution Professional, CoC, and successful resolution applicant Adani Enterprises Ltd. opposed the plea arguing that the addendum substantially modified the financial proposal and violated the Request for Resolution Plan (RFRP) challenge process note and Regulation 39(1A) of the CIRP Regulations. Tribunal agreed with the respondents and observed that Vedanta’s revised proposal was not a mere clarification but an impermissible modification of the resolution plan after closure of the challenge process. NCLAT noted that permitting such unilateral changes at the stage when voting had already been scheduled would undermine fairness, transparency, and certainty of the CIRP mechanism. The bench upheld the decision of the Committee of Creditors (CoC) and refused to consider the revised proposal and held that the CIRP framework required finality at a particular stage and allowing post-submission modifications could trigger litigation and compromise equal treatment among resolution applicants. Accordingly, Appellate Tribunal dismissed the appeals filed by Vedanta Ltd. challenging rejection of its addendum submitted in the insolvency resolution process of Jaiprakash Associates Ltd.
