NCLAT Upholds Adani Power's ₹4,000 Crore Resolution Plan For Vidarbha Industries

The National Company Law Appellate Tribunal (NCLAT) at Delhi has recently upheld Adani Power Limited's Rs 4,000 crore resolution plan for Vidarbha Industries Power Limited, rejecting challenges raised by Western Coalfields Limited, a fuel supplier and operational creditor, and an employee representative.

A bench of Chairperson Ashok Bhushan and Technical Member Barun Mitra held that changes made by Adani Power to the acquisition structure after the plan was approved by the committee of creditors were permitted under the plan itself.

The tribunal said the modification did not amount to a fresh resolution plan and did not breach the timelines under the Insolvency and Bankruptcy Code.

Vidarbha Industries Power Limited entered insolvency proceedings in September 2024 following financial distress. Adani Power later emerged as the successful bidder, and its resolution plan was cleared by the committee of creditors in February 2025, within the 180-day CIRP timeline. The plan was then sent to the National Company Law Tribunal, Mumbai Bench, which approved it on June 18, 2025.

Western Coalfields Limited, a Coal India subsidiary and a fuel supplier to the company, challenged this approval. With an admitted claim of Rs 502.58 crore, it argued that Adani Power had changed the acquisition structure for unpaid operational dues after the plan was cleared, which it claimed amounted to a fresh resolution plan submitted beyond the CIRP deadline

Employee representatives also opposed the plan, pointing to the limited amount earmarked for operational creditors.

The appellate tribunal rejected these objections. It referred to Clause 3.7.1 of the resolution plan, which specifically allowed the resolution applicant to change the acquisition structure with the consent of the committee of creditors.

“When resolution applicant was entitled to alter the acquisition structure with the approval of the CoC or with the approval of the implementation in Monitoring Committee, the said alteration was clearly permissible even after the approval of the resolution plan,” the bench said.

It added, “Exercise of right by SRA under Clause 3.7.1 which was part of the approved resolution plan of the CoC in no manner be said to be beyond the timelines as fixed in Section 12(1) of the IBC.”

It noted that the plan had already been approved by the CoC and submitted to the NCLT within the statutory period, and the later change was only an exercise of a right built into the plan.

Addressing objections to the Rs 1 crore allocation for operational creditors, the tribunal recorded that the liquidation value of the company was Rs 1,263.50 crore, which was insufficient even to fully pay financial creditors. In liquidation, operational creditors would receive nothing under the statutory waterfall. The payment proposed under the resolution plan therefore met the minimum requirement under the Code.

The NCLAT also rejected the employees' claim that provident fund and gratuity dues were being denied. It clarified that these statutory dues were required to be paid in full and were not subject to the Rs 1 crore cap applicable to other operational creditors.

Both appeals were dismissed.

For Appellant: Senior Advocate Pinky Anand with Advocates Sumit Teterwal, Tanisha Samanta, Chanya Jaitly, Saudamini Sharma, and Adeti Salooja.

For Respondents: Senior Advocate Krishnendu Datta with Advocates Abhishek Swaroop, Shreya Chandhok, and Yash Tandon for RP; Senior Advocate Arun Kathpalia with Advocates Daizy Chawla, Himanshu Dubey, Jatin Kapoor and Shaswat Singh for SRA.