Facts:

• The State Bank of India, the Corporate Debtor, was the Appellant.
• The Consortium of Murari Lal Jalan and Florian Fritsch, the Successful Resolution Applicant (SRA), was Respondent no. 1.
• The Appellant initiated the Corporate Insolvency Resolution Process (CIRP) against Jet Airways (Financial Creditor) under Section 7 of the Insolvency and Bankruptcy Code, 2016 (IBC), with claims of Rs. 7,800 Crore.
• The NCLT, Mumbai, admitted the application on June 20, 2019, and Mr. Ashish Chhawchharia was appointed as the Interim Resolution Professional (IRP) and later as the Resolution Professional (RP).
• The Committee of Creditors (CoC) approved the Resolution Plan submitted by Respondent no. 1/SRA on 3rd October 2020, which was subsequently approved by the NCLT, Mumbai, on 22nd June 2021. The "Effective Date" is set for 90 days from approval, with an extension of up to 180 days, i.e., 25th May 2022.
• Multiple extensions were granted to fulfill the Conditions Precedent, including a 90-day extension on 29.09.2021 and another on 20.01.2022. A final extension until 25.05.2022 was provided due to a 65-day exclusion granted by the NCLT.
• On 20.05.2022, Respondent No.1 obtained the Air Operation Certificate (AOC), stating that all Conditions Precedent had been met. This marked the start of the 180 days for the infusion of ₹350 Crore into the Corporate Debtor.
• On 12th March 2024, the NCLAT, New Delhi, dismissed the Appellants' Company Appeal challenging the NCLT, Mumbai's order dated 13th January 2023, affirming that Respondent No. 1 had fulfilled all Conditions Precedent and complied with the terms of the Resolution Plan.
• In its impugned order, the NCLAT, New Delhi, granted an extension to 11 April 2024 for the implementation of the Resolution Plan and satisfaction of the first tranche payment obligation of Rs. 350 Crore.
• Hence the present appeal.
  

Background:

Proceeding before the National Company Law Tribunal, Mumbai, against the application filed by Resolutional Professional (RP):

• The RP filed an application under Section 30(6) read with Section 31 of the IBC before the NCLT, Mumbai, seeking approval of the Resolution Plan submitted by Respondent No. 1.
• By order dated 22.06.21, the NCLT, Mumbai, approved the Resolution Plan but clarified that the "Effective Date" would be fixed as 90 days from the Plan Approval Order, granting Respondent No. 1 liberty to approach the NCLT, Mumbai, for an extension of time, if required.
• The NCLT, Mumbai, granted multiple extensions to fulfill the Conditions Precedent, with a 90-day extension from 22.09.21 and a second 90-day extension on 20.01.22, expiring on 22.03.22.
• On 11.04.22, the NCLT, Mumbai, Mumbai granted an exclusion of 65 days from 17.01.22 to 22.03.22, thereby extending the time for achieving the Effective Date to 25.05.22. (Paragraph 5-6)
  

Proceedings before the National Company Law Appellate Tribunal, New Delhi, New Delhi against the order of NCLT, Mumbai dated 22.06.2021

• The workmen, employees, and several Operational Creditors filed an appeal before the NCLAT, New Delhi, challenging the NCLT, Mumbai’s approval of the Resolution Plan dated 22.06.2021.
• The NCLAT, New Delhi, upheld the NCLT, Mumbai’s order and directed the SRA to pay the outstanding provident fund and gratuity dues, which remained unpaid as of the insolvency commencement date.
• The NCLAT, New Delhi, further observed that failure to make such payments would result in a violation of Section 30(2)(e) of the IBC, 2016, and necessitate the modification or invalidation of the Resolution Plan.
  (Paragraph 8)

Proceedings before the Supreme Court of India against the Civil Appeal No. 465-469

• On 20.12.2022, the SRA filed Civil Appeal Nos. 465-469 of 2023 before the Supreme Court, challenging the NCLAT, New Delhi’s order dated 21.10.2022. However, on 30.01.2023, the Supreme Court dismissed the appeals filed by Respondent No.1, upholding the NCLAT’s order and directing Respondent No.1 to pay the provident fund and gratuity within 180 days. (Paragraph 8-11)
  

Proceeding before the NCLT, Mumbai against the Interim Applications filed by the SRA:

• Respondent No.1 had filed two Interim Applications before the NCLT, Mumbai:

1. IA No. 3398 of 2022, seeking directions for the implementation of the Resolution Plan and confirmation of the fulfillment of all Conditions Precedent;
2. IA No. 3508 of 2022, seeking exclusion from 20.05.2022 until the NCLT, Mumbai’s decision on the Implementation Application, to calculate the 180 days for the first tranche payment.

• By a common order dated 13.01.2023, the NCLT, Mumbai, had granted both applications, affirming that all Conditions Precedent had been duly fulfilled and declaring 20.05.2022 as the Effective Date.
• The NCLT, Mumbai, had further excluded the period from 20.05.2022 to 16.11.2022 from the 180-day period within which the first tranche payment was required to be made, thereby extending the deadline for the first tranche payment to 15.05.2023. (Paragraph 9-10)
  

Proceedings before the NCLAT, New Delhi against the order of NCLT, Mumbai dated 13.01.23

• The appellants challenged the NCLT, Mumbai’s order dated 13.01.23 before the NCLAT, New Delhi in Company Appeal (AT)(INS) Nos. 129-130 of 2023, seeking a stay on the said order. (Paragraph 11)
• By order dated 03.03.2023, the NCLAT, New Delhi, refused to stay the NCLT, Mumbai's order dated 13.01.2023, observing that the SRA was required to take steps for implementing the Resolution Plan under the oversight of the Monitoring Committee. The order was appealed before the Supreme Court in Civil Appeal Nos. 3736-3737 of 2023. (Paragraph 12)
  

Proceeding before the National Company Law Appellate Tribunal, New Delhi in the I.A. 2028-2029 of 2023

• On 11.05.2023, Respondent No.1 sought exclusion of the period from 16.11.2022 to the Company Appeal's decision from the 180-day deadline for the first tranche infusion. On 26.05.2023, NCLAT, New Delhi, excluded 107 days (16.11.2022 to 03.03.2023), extending the deadline to 31.08.2023. (Paragraph 13-14)
  

Proceedings before the NCLAT, New Delhi in the I.A. Nos. 3789-3790 of 2023:

• On 16.06.2023, Respondent No.1 filed IA Nos. 3789-3790 of 2023 in the Company Appeal, seeking authorisation to discharge the gratuity claims of the employees and workmen of the Corporate Debtor in 3 tranches.
• Respondent No.1 sought permission to approach the EPFO authorities to reduce or waive the Rs. 24.4 crore damages imposed on the Corporate Debtor or to challenge such imposition before the appropriate authority. (Paragraph 15)
• On 27.07.2023, the Directorate General of Civil Aviation (DGCA), Government of India, extended the validity of the Air Operator Certificate (AOC) issued to the Corporate Debtor until 03.09.2023, subject to certain conditions. The AOC came to an end on 30.08.2023. (Paragraph 16)
• On 16.08.2023, the Appellants filed a Lender's Affidavit before NCLAT, New Delhi, agreeing not to contest extensions if Respondent No.1 met conditions, failing which the Corporate Debtor would face liquidation. (Paragraph 17)
• On 18.08.2023, Respondent No.1 filed IA Nos. 3801 and 3802 in the Company Appeal, seeking directions for adjusting Rs. 150 Crore PBG and infusion of Rs. 100 Crore by 31.08.2023 and 30.09.2023. (Paragraph 18)
• By order dated 28.08.2023, the NCLAT, New Delhi, partly allowed the Adjustment Application, permitting the adjustment of Rs. 150 Crore PBG against the first tranche payment and extending the infusion deadline to 30.09.2023. (Paragraph 19)
  

Proceedings before the Supreme Court in Civil Appeal Nos. 3736 -3737 of 2023 with Civil Appeal Nos. 4131-4134 & Civil Appeal Nos. 6427-6428:

• The Appellants filed Civil Appeal Nos. 3736-3737 of 2023, challenging the NCLAT, New Delhi’s Interim Order dated 03.03.2023, which upheld the NCLT, Mumbai’s decision confirming the fulfillment of all Conditions Precedent.
• Civil Appeal Nos. 4131-4134 of 2023 were filed against the NCLAT, New Delhi’s Interim Order dated 26.05.2023, which restrained the Appellants from invoking the PBG and extended the deadline for the Rs. 350 Crore first tranche to 31.08.2023.
• Civil Appeal Nos. 6427-6428 of 2023 challenged the NCLAT, New Delhi’s Interim Order dated 28.08.2023, permitting the adjustment of Rs. 150 Crore of the PBG against the first tranche and extending the remaining infusion deadline to 30.09.2023.
• The appeals were heard together, and on 18.01.2024, this Court held that the PBG could not be adjusted against the first tranche payment and directed the infusion of Rs. 150 Crore by 31.01.2024, with consequences if not complied with.
  

Proceedings before the National Company Law Appellate Tribunal, New Delhi, against the order of NCLT, Mumbai, dated 13.01.2023

• In its order dated 12.03.2024, the NCLAT, New Delhi, dismissed the Appellants Company Appeal challenging the NCLT, Mumbai's order dated 13.01.2023, holding that Respondent No.1 had fulfilled all Conditions Precedent and complied with the Resolution Plan.
• The NCLAT, New Delhi, extended the deadline for implementing the Resolution Plan and fulfilling the Rs. 350 Crore first tranche payment obligation to 11.04.2024. By that date, the creation of a charge over Dubai properties was to be completed.
• The Appellants challenged the impugned order of the NCLAT, New Delhi dated 12.03.2024, by filing Civil Appeals under Section 62 of the Insolvency and Bankruptcy Code, 2016.
  

Main Issues:

1. Whether the Performance Bank Guarantee (PBG) could have been adjusted against the first tranche payment which was to be made under the Resolution Plan, within 180 days from the Effective Date, in contravention of the order of this Court dated 18.01.2024, the terms of the Resolution Plan and the provisions of law?
2. Whether the non-implementation of the Resolution Plan by the SRA necessarily leads to the consequence of liquidation as under Section 33(3) of the IBC, 2016?
3. Does the timely implementation of the Resolution Plan constitute an objective of the Insolvency and Bankruptcy Code, 2016?