New Delhi: The Supreme Court of India has delivered a significant judgment affirming that a single insolvency petition can be maintained against multiple corporate entities that are intrinsically linked in a real estate project, thereby establishing important principles for group insolvency resolution.
Justice Sanjay Kumar and Justice K. Vinod Chandran delivered the judgment while hearing appeals against the National Company Law Appellate Tribunal’s order admitting the corporate insolvency resolution process against M/s Grand Venezia Commercial Towers Private Limited and M/s Bhasin Infotech and Infrastructure Private Limited.
The case involved 141 allottees of a commercial real estate project named “Grand Venezia Commercial Tower”, who filed a company petition under Section 7 of the Insolvency and Bankruptcy Code, 2016. The project was launched in 2005 and comprised a luxury five-star hotel, a mall with food courts and entertainment facilities, and a cineplex.
The key contention was whether a joint company petition could be filed for initiation of insolvency proceedings against two separate companies. The appellants argued that the allottees of the two corporate debtors had been clubbed together to meet the threshold requirement of 100 allottees prescribed under Section 7(1) of the Code.
Addressing this issue, the Supreme Court observed that the corporate debtors were intrinsically linked and stated:
“The NCLT and the NCLAT were, therefore, justified in concluding that the corporate debtors were intrinsically linked and that it would be in their interest to have a joint insolvency process so as to maximise asset realisation.”
The Court examined the Joint Venture Agreement dated 14.12.2009 between the companies, which showed that Bhasin Ltd. granted exclusive marketing rights to Grand Venezia Ltd. for selling commercial units. The Court noted that Grand Venezia Ltd. was incorporated in November 2009, barely a month before entering into the agreement, and appeared to have been incorporated solely for the purpose of this project.
The Court emphasized that both companies had common directors, correspondence with allottees was issued interchangeably by both entities, and payment receipts reflected the same interlinked operations.
On the issue of project completion, the Court rejected the appellants’ claims. The judgment stated:
“Neither has the construction been completed nor could possession of units be delivered to the allottees without fulfilling all necessary formalities in that regard after completion of the building in all respects.”
The Court relied on the Observer’s Report dated 15.05.2025, which found that units from the 9th to the 15th floors had not been constructed, while units on lower floors lacked basic amenities such as bathrooms, lighting, and air-conditioning. The report concluded that substantial work was required before the units could be handed over to the allottees.
The Court also addressed the threshold requirement of 100 allottees, citing its earlier decision in Manish Kumar v. Union of India, wherein it was held that the required minimum of 100 allottees must be ascertained as on the date of presentation of the application and not at the time of its hearing or admission.
The Court clarified important procedural aspects regarding amendments to petitions returned for curing defects. It held that alterations made before the formal registration of the petition under Rule 28(4) of the NCLT Rules did not constitute an abuse of process.
The Supreme Court dismissed all three civil appeals, upholding the orders of both the NCLT and the NCLAT admitting the insolvency petition and initiating the corporate insolvency resolution process against both corporate debtors.
Case Title: Satinder Singh Bhasin v. Col. Gautam Mullick & Ors.
