Facts & Background:

• GLAS Trust Company LLC, which served as the ‘Administrative Agent’ for all the lenders under the guarantee agreement dated 24.11.2021, was the Appellant, acting as the ‘Collateral Agent’ for the secured parties and claiming to be a financial creditor.
• The Respondents in the case were:

1. Byju Raveendran and his brother, Riju Raveendran, former directors of the Corporate Debtor, were the first Respondents.
2. The Board of Control for Cricket in India (BCCI), an Operational Creditor, who executed a ‘Team Sponsor Agreement’ dated 25.07.2019 with the Corporate Debtor, was the second Respondent.
3. Think and Learn Pvt Ltd, a company that provides online educational services, was the Corporate Debtor and the third Respondent.

• The corporate debtor obtained a loan facility under a Credit and Guarantee Agreement dated 24-11-2021, which required it to act as a guarantor and execute a guarantee deed in favor of the Appellant.
• Following an alleged default under the Credit Agreement, the Appellant exercised its enforcement rights by invoking the security, which resulted in the removal of BYJU’s existing directors, including Riju Raveendran, and the appointment of a new sole director.
• The Appellant sought a preliminary injunction before the United States Bankruptcy Court District of Delaware to secure USD 533 million. The Court granted an injunction on 18.03.2024, held Riju Raveendran in contempt on 28.05.2024, and imposed a USD 10,000 daily penalty from 31.07.2024.
• In 2023, BCCI instituted a petition under Section 9 of the IBC before the National Company Law Tribunal, Bengaluru, for recovery of an operational debt amounting to Rs. 158 crore, which was payable by the corporate debtor under the Team Sponsor Agreement.
• The NCLT admitted the petition which resulted in the commencement of the Corporate Insolvency Resolution Process (CIRP) thereby imposing a moratorium under Section 14 of the IBC and leading to the appointment of an Interim Resolution Professional.
• The Appellant and first Respondent filed appeals before the National Company Law Appellate Tribunal, Chennai, challenging the NCLT orders. The Tribunal maintained the CoC’s constitution on 01.08.2024 and approved settlement on 02.08.2024, holding no evidence linking settlement funds to the Corporate Debtor or the first Respondent.
• The First Respondent and the Appellant filed a motion before the Delaware Court seeking a temporary restraining order against Riju Raveendran, alleging fraudulent payments to satisfy the second Respondent’s operational debt. The Delaware Court rejected the motion on 08.08.2024.
• Aggrieved by the NCLAT's order, the Appellant filed a civil appeal before the Supreme Court.
  

Main Issue:

1. Whether the Appellant, who was not a party to the settlement between the second Respondent and the Corporate Debtor, had locus in the proceedings before this Court?
2. Whether the NCLAT erred in invoking its inherent powers under Rule 11 of the NCLAT Rules 2016 in the presence of a prescribed procedure for withdrawal of CIRP and settlement of claims between parties?
3. Does the NCLAT adequately address the objections the Appellant raised while exercising its discretionary power under Rule 11 of the NCLAT Rules 2016?