NCLT Mumbai Holds RCIL Plan Unimplementable Over ₹16.95 Cr Shortfall, Directs Erstwhile RP To Convene CoC

The National Company Law Tribunal (NCLT), Mumbai on 21 August, held that the approved resolution plan for Reliance Communications Infrastructure Ltd. (RCIL) could not presently be implemented as the available funds were insufficient to meet mandatory payments to dissenting financial creditors (DFCs).

A Bench of Judicial Member Sushil Mahadeorao Kochey and Technical Member Prabhat Kumar held:

"In view of the peculiar facts of this case, we consider it appropriate to direct the erstwhile RP to convene a meeting of the erstwhile CoC to take note of the unimplementability of the plan in the present facts and circumstances of the case so as to decide a future course of action in their commercial wisdom. The erstwhile RP is directed to convene a meeting within 30 days from the date of this order and update this Tribunal about the outcome thereof."

The Corporate Insolvency Resolution Process (CIRP) against RCIL began on 25 September 2019. The CoC approved a resolution plan submitted by Reliance Projects and Property Management Services Ltd. with 67.97% of the votes on 30 August 2021. The NCLT approved the plan on 19 December 2023. IDBI Bank and other DFCs had voted against the plan.

The plan contemplated Rs. 57 crore from the Successful Resolution Applicant (SRA), available cash, assignment of the Rs. 195-crore Reliance Bhutan Loan and real-estate realisation. However, Rs. 318.67 crore was payable to the DFCs, while the available liquid funds stood at Rs. 266.72 crore. Even after the maximum additional Rs. 35 crore contemplated under the plan, the available funds would total only Rs. 301.72 crore, leaving a shortfall of Rs. 16.95 crore.

At a CoC meeting held on 27 October 2023, the creditors resolved to reallocate the Reliance Bhutan Loan towards the DFCs. On 10 October 2025, the NCLT held that such redistribution could not alter the approved resolution plan without giving the creditors an opportunity to recast their votes. The National Company Law Appellate Tribunal (NCLAT) upheld the order on 23 December 2025.

Once the NCLAT blocked this workaround, both the buyer and the dissenting bank filed new lawsuits, dragging the stalled plan right back to the NCLT.

The Tribunal found that the approved plan did not satisfy the statutory requirement under Section 30(2)(b) of the Insolvency and Bankruptcy Code, 2016 (IBC), which requires a resolution plan to provide for the minimum payment due to dissenting financial creditors. It held:

“These facts only lead to a conclusion that the plan approval application was argued on the basis of the CoC decisions prior to that date, as the CoC meeting resolving for reallocation was held on 27.10.2023 only. Hence, we could not agree with the submissions of AFCs, SRA and Resolution Professional that the resolution plan as argued before this Tribunal met with the statutory mandate of section 30(2)(b) of IBC.”

It also noted that implementation of the plan remained stalled over disputes concerning distribution, no-dues certificates and transaction documents.

Further, the Bench noted that the SRA had been using the Right of Way belonging to RCIL for optical fibre cables of Reliance Infrastructure Telecom Ltd. for about two and a half years, without an agreement governing its continued use after the CIRP period.

It held that it could neither compel the SRA to contribute beyond the Rs. 35-crore cap nor make the effective date operative without payment of the mandatory amounts due to the DFCs, as either course would amount to modifying the approved resolution plan.

Accordingly, the NCLT directed the erstwhile RP to convene a meeting of the erstwhile CoC within 30 days to consider the plan's unimplementability and decide the future course of action in their commercial wisdom.

For Applicant: Sr. Adv. Zarir Bharucha

For Successful Resolution Applicant: Sr. Adv. Gaurav Joshi

For Resolution Professional & Assenting Financial Creditor: Adv. Rishabh Jaisani, Adv. Shyam Kapadia