Adani Properties successfully bids for two HDIL projects

The Mumbai Bench of the National Company Law Tribunal (NCLT) has approved the Resolution Plans for two projects of Housing Development and Infrastructure Limited (HDIL) — Vertical V – Project BKC (Slum Rehabilitation Project) and Vertical IX: Shahad Maharal Lands (Land parcel at Kalyan Shahad). In both the cases Adani Properties emerged as the successful resolution applicant. Resolution amount for the BKC project is Rs 3 crore, the resolution amount for Shahad Maral project is Rs 64 crore. HDIL owes around Rs 7,800 crore to creditors.

Housing Development and Infrastructure Limited (HDIL), a major real estate developer, entered Corporate Insolvency Resolution Process (CIRP) in August 2019 after Bank of India initiated proceedings under Section 7 of the Insolvency and Bankruptcy Code (IBC). Mr. Abhay Narayan Manudhane was appointed Resolution Professional (RP). Initial attempts to resolve HDIL as a single entity failed, with no viable resolution plans received by 2021. The Committee of Creditors (CoC) initially voted for liquidation (74.6% in favor), but homebuyers successfully appealed to the National Company Law Appellate Tribunal (NCLAT), which ordered project-wise resolution in January 2022. HDIL was divided into 10 verticals, including:

• Vertical V: BKC Inspire (Slum Rehabilitation Project)
• Vertical IX: Shahad Maharal Lands (Land parcel at Kalyan Shahad)

Adani Properties Private Limited emerged as the Successful Resolution Applicant (SRA) for both projects, with its plans approved by the CoC (66.084% votes) in November 2022.

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Key Developments

1. Project-Wise Resolution Strategy

• NCLAT Intervention: Homebuyers challenged liquidation, arguing project-wise resolution was feasible. NCLAT granted 90 days for the process, noting “liquidation is a last resort” (January 2022).
• Valuation Challenges:
  • BKC (Vertical V): Valued at ₹0 by two valuers (liquidation/fair value).
  • Shahad Lands (Vertical IX): Third valuer appointed due to discrepancies; average fair value: ₹89.66 Cr, liquidation value: ₹62.76 Cr.

2. Resolution Plans by Adani Properties

Aspect	BKC (Vertical V)	Shahad Lands (Vertical IX)
Plan Value	₹3 Cr (₹2.85 Cr for creditors + ₹0.15 Cr CIRP)	₹65 Cr (₹64 Cr for creditors + ₹1 Cr CIRP)
Financial Creditors	₹2.83 Cr total; dissenting creditors (33.916% voting share) receive nil (LV=0)	Secured: ₹62.76 Cr; Unsecured: ₹0.99 Cr
Operational Creditors	Statutory dues: Nil; Employees: ₹1 Lakh	Statutory dues: Nil; Employees: ₹5 Lakhs
Key Features	Demerger into Adani entity; SRA waivers denied	Demerger; PMC Bank (Unity Bank) holds mortgage but dissented

3. Legal Compliance

• IBC Requirements Met:
  • CIRP costs prioritized.
  • Dissenting creditors paid liquidation value (upheld by NCLAT precedent Peter Beck vs. Sharon Bio-medicine).
  • Adani declared eligible under Section 29A (no disqualifications).
• Performance Guarantee: ₹5 Cr bank guarantee provided for each project.

4. NCLT Approval (June 27, 2025)
The tribunal approved both plans under Section 31 of IBC, emphasizing:

• Commercial Wisdom of CoC: Citing Essar Steel judgment, NCLT refused to modify CoC-approved plans.
• Critical Directions:
  • No automatic waivers (stamp duty, SRA fees).
  • Demerger must follow Companies Act, 2013.
  • Claims not part of the plan stand extinguished (Ghanshyam Mishra vs. Edelweiss ruling).
  • Regulatory fee (0.25% of realizable value) payable to IBBI.

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Outcome

• BKC Inspire: Adani to revive the SRA project via demerger, with a monitoring committee (RP, Adani, and creditor representative) overseeing implementation.
• Shahad Lands: Unity Bank (dissenting) to receive liquidation value (₹62.76 Cr), while operational creditors get minimal payouts (0.01%).
• Avoidance Transactions: Recoveries from fraudulent transactions (under Sections 43–66, IBC) to be distributed to financial creditors.

Also See: ED attaches Rs 34-cr property of Mumbai-based builder in HDIL bank fraud case