The Supreme Court has upheld the JSW Steel BPSL Resolution Plan worth Rs. 19,700 crore for Bhushan Power and Steel Limited (BPSL). A Bench led by Chief Justice of India BR Gavai dismissed appeals challenging the plan in Kalyani Transco v. Bhushan Power & Steel Limited.
Supreme Court Dismisses Appeals Against JSW Plan
The Supreme Court dismissed appeals challenging JSW Steel’s resolution plan for BPSL. The plan has a value of Rs. 19,700 crore.
CJI BR Gavai headed the Bench. Justices Satish Chandra Sharma and Vinod Chandran also heard the matter.
The Court found no reason to interfere with the Committee of Creditors’ (CoC) decision. It also upheld the commercial wisdom exercised by the CoC.
Delay Not Caused By CoC Or JSW Steel
The Bench held that the CoC and Successful Resolution Applicant (SRA) did not cause the delay in implementing the plan.
The Court noted that both parties had worked to resolve the issues. They also took steps to enforce the approved plan.
The Court held that the Compulsorily Convertible Debentures (CCDs) issued by JSW Steel should count as equity.
It also rejected attempts to reopen claims after the CoC approved the resolution plan. The Court said such a move would conflict with the Insolvency and Bankruptcy Code (IBC).
The Bench also considered JSW Steel’s investment in BPSL. JSW had invested substantial funds and helped turn the company into a profitable enterprise. The Court found no basis to penalise JSW for those efforts.
Background To The May 2 Judgment
The dispute began with the Supreme Court’s judgment dated May 2, 2025.
In that judgment, the Court had rejected JSW Steel’s resolution plan and ordered BPSL’s liquidation. Justices Bela M Trivedi and Satish Chandra Sharma delivered that decision under Article 142 of the Constitution.
JSW Steel became the successful resolution applicant in 2019. It offered creditors more than Rs. 19,000 crore.
The National Company Law Tribunal (NCLT) approved the plan in September 2019. The National Company Law Appellate Tribunal (NCLAT) later upheld the approval.
The Enforcement Directorate (ED) had challenged the plan. It raised allegations of money laundering involving BPSL’s former promoters.
On July 31, the Supreme Court recalled its May 2 judgment. The Court found that the earlier ruling may have misapplied settled IBC principles.
The Court also noted that some findings relied on inaccurate facts or issues that the parties had not argued. It therefore decided to rehear the matter.
CoC’s Submissions Before The Supreme Court
Solicitor General Tushar Mehta appeared for the Committee of Creditors.
He argued that JSW Steel should pay BPSL the Earnings Before Interest, Taxes, Depreciation and Amortisation (EBITDA). He said JSW had not taken over the company on the terms originally contemplated.
The erstwhile promoter opposed the continuation of JSW’s plan. The promoter argued that liquidation was never the intended outcome.
The promoter also suggested a fresh Corporate Insolvency Resolution Process (CIRP) if the Court found defects in JSW’s plan.
The promoters further argued that the CoC could not extend the implementation timeline. They said the CoC became functus officio after the NCLT approved the plan.
JSW Steel Highlights Losses And ED Proceedings
Senior Advocate Neeraj Kishan Kaul represented JSW Steel.
He told the Court that JSW took over a loss-making company. Despite prolonged delays, the company continued to meet its obligations under the plan.
Kaul also pointed to the ED’s attachment of BPSL assets. He said those actions contributed to delays in implementing the resolution plan.
He further noted that BPSL continued to report net losses even after the Resolution Professional took control of the company in 2021.
Promoters Challenge CoC’s Authority
Senior Advocate Dhruv Mehta appeared for BPSL’s erstwhile promoters.
He argued that the CoC becomes functus officio after the approval of a resolution plan. According to him, the CoC could not later revisit the plan’s terms.
He also argued that IBC bids rely on profit and loss figures rather than EBITDA. Therefore, later improvements in profitability could not justify reopening an approved plan.
Supreme Court Upholds JSW Steel BPSL Resolution Plan
The Supreme Court’s decision confirms the JSW Steel BPSL Resolution Plan and rejects the appeals challenging it.
The Court upheld the CoC’s commercial wisdom and found no basis to reopen the approved resolution plan.
The ruling also ends the uncertainty created by the Court’s earlier May 2 judgment, which had ordered BPSL’s liquidation.
Lawyers Who Appeared In The Matter
Solicitor General Tushar Mehta appeared for the CoC. A team from Cyril Amarchand Mangaldas assisted him.
The team included Senior Partner L. Viswanathan, Partners Raunak Dhillon and Uday Khare, Principal Associates Aishwarya Gupta and Isha Malik, and Associate Anchit Jasuja.
Senior Advocate Navin Pahwa represented the Resolution Professional. A team from Shardul Amarchand Mangaldas assisted him.
Senior Advocates Gopal Jain and Neeraj Kishan Kaul appeared for JSW Steel. Teams from AZB & Partners and Karanjawala & Co assisted them.
Senior Advocate Pinaki Misra appeared for Bhushan Power and Steel Limited. A team from Karanjawala & Co assisted him.
