The impasse over handing over control of the debt-ridden Binani Cement seems to be far from over. The Kolkata bench of the National Company Law Tribunal (NCLT) on Wednesday asked the resolution professional (RP) and the committee of creditors (CoC) of Binani Cement to accept and consider the revised offer of the country's largest cement manufacturer, UltraTech, for the insolvent company.

The two-member bench of the tribunal simultaneously directed the CoC to reconsider if there is any revised bid and resolution plan from Dalmia Bharat-controlled Rajputana Properties (RPPL). If Dalmia Bharat is willing to raise the offer 'above' the revised offer of UltraTech Cement, that needs to be reconsidered as well, NCLT said.

But the NCLT directive has not gone down well with the Dalmia Bharat Group. Reacting to the NCLT order, a Dalmia Bharat spokesperson said, “We are surprised by the order passed by the NCLT. The RP and CoC followed the due process of law in approving the plan of RPPL in which no flaw has been found. In our view, any revised offer from an unsuccessful resolution applicant outside the resolution process cannot become a basis of setting aside the decision of the CoC.”

The spokesperson also said, “We will take all the appropriate steps required.”

But Binani Cement’s operational creditors, to whom the company owes about Rs 7,000 crore, have hailed the NCLT directive. Rajesh Tibrewal, spokesperson of  Binani Operational Creditors Forum (BOCF), said:

“Today’s decision is a landmark judgment in the right direction, taking into consideration all the stakeholders involved in the Binani Cement case. The path-breaking NCLT order in the insolvency case of Binani Cement serves a clear guideline to the RPs & the COCs to look beyond the financial creditors & discharge their fiduciary role of maximising the recovery for all creditors through their approved resolution plan. The judgment shall bring in a new lease of life not only for 3,000 operating creditors of Binani Cement but also for its 30,000 family members.”

Interestingly, Rajputana Properties’ bid currently stands at around Rs 6,930 crore, including infusion of working capital and capex. Its resolution plan had been approved by the CoC on March 14 after the company was declared the highest bidder (H1) on February 27. However, UltraTech Cement’s latest improved revised offer stands at Rs 7,960 crore. The cement major had submitted a revised bid of over Rs 7,200 crore to Vijaykumar V Iyer, the RP, on March 8.

The NCLT bench said the UltraTech offer was higher than the RPPL offer by Rs 1,021.70 crore. In its order on Wednesday, the bench said, "The resolution professional is directed to accept the revised offer quoting the bid amount Rs 1,021.70 crore from UltraTech within three days from the date of this order and place it along with the resolution plan of UltraTech before the CoC. The CoC is also directed to reconsider the resolution plan of RPPL, if the resolution applicant is willing to raise the offer above the offer of UltraTech to be placed before it by the RP along with the resolution plan of UltraTech."

The bench also directed the RP to comply with the provisions of the insolvency & bankruptcy code (IBC) and regulations in submitting the revised offer before the CoC.