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by sayum
04 February 2026 9:28 AM
"The required threshold of 100 allottees must be satisfied on the date of filing, not admission" — In a ruling that significantly strengthens the hand of real estate allottees under the Insolvency and Bankruptcy Code, 2016, the Supreme Court dismissed a batch of civil appeals filed by Satinder Singh Bhasin and others, challenging the maintainability of a joint insolvency petition under Section 7 of the IBC against two corporate debtors — M/s Bhasin Infotech & Infrastructure Pvt. Ltd. and M/s Grand Venezia Commercial Towers Pvt. Ltd.
The appeals stemmed from a common order dated December 4, 2023, passed by the NCLT, New Delhi, admitting a joint insolvency application filed by 103 real estate allottees. The NCLT’s order was upheld by the NCLAT on October 29, 2025, leading to three civil appeals before the apex court — all of which were dismissed.
Writing for the Bench, Justice Sanjay Kumar, sitting with Justice K. Vinod Chandran, affirmed the legality of a joint Section 7 petition against two corporate debtors involved in a composite real estate project, rejecting the appellants’ claims that the threshold under Section 7(1) was not met, that amendments to the petition were illegal, and that construction had been completed.
"Corporate Debtors Were Interlinked and Answerable Jointly": SC Rejects Plea of Separate Legal Identity in Composite Real Estate Projects
"The two companies were connected not just in operations but in obligation — marketing, payments, and possession letters were issued interchangeably"
One of the most contested issues was whether a single Section 7 IBC petition could be maintained against two companies — Bhasin Ltd. and Grand Venezia Ltd. — who were distinct legal entities. The appellants had argued that each company’s allottees had to independently meet the threshold requirement of 100 allottees or 10% of total allottees, and that clubbing them together to cross this limit was impermissible.
Rejecting this, the Court observed:
“There is no possibility at this stage for either company to say that they are not jointly liable to the allottees of the project.”
The Court found that the entire project was constructed on land allotted to Bhasin Ltd., and Grand Venezia Ltd. was brought in later under a marketing agreement. The same directors, including Satinder Singh Bhasin, controlled both entities at different stages. Importantly, the Court noted:
“Payment receipts, allotment letters, and possession offers were all issued interchangeably by the two companies — confirming their entwinement in both legal and operational terms.”
The Court placed reliance on Mist Avenue Pvt. Ltd. v. Nitin Batra, where joint insolvency was allowed against interconnected developers. Similarly, the Edelweiss ARC v. Sachet Infrastructure case, which recognized ‘Group Corporate Insolvency’, was upheld by the Supreme Court in 2020.
“Threshold Is Tested on the Day of Filing”: SC Reiterates Manish Kumar Principle
“Subsequent settlements or possession handovers are immaterial for threshold determination”
The appellants claimed that only 55 allottees had unsettled claims, and offered to pay ₹15.62 crores to settle their dues. However, the Court rejected the premise outright:
“This premise is itself found to be without basis… The required threshold is to be satisfied as on the date of filing the petition, not later.”
Citing its own precedent in Manish Kumar v. Union of India, the Court reiterated:
“The crucial date for ascertaining whether the threshold is adequately met is the date of filing of the petition and not the date of admission or hearing.”
The Court found that 103 unit allottees had jointly filed the petition, and no documentary proof was presented by the developers to establish that any of those had withdrawn or settled before filing.
“Amendment Before Registration Is Legally Permissible”: No Abuse in Correcting Petitioner Names Before Petition Was Registered
“Rule 28(3) of the NCLT Rules expressly allows amendment before registration — no question of abuse”
The appellants argued that the names of some petitioners were altered after the petition was filed, claiming that this amounted to abuse. But the Court clarified the legal position decisively:
“Alteration in the memorandum of parties in the company petition after it was filed but before it was registered does not amount to abuse of process.”
The Court relied on Rule 28(3) of the NCLT Rules, 2016, which allows the Registrar to permit amendments while returning a petition for defect rectification. It held that ‘filing’ does not mean ‘registration’, and only upon registration is a petition considered validly filed in the legal sense. Citing Surendra Trading Co. v. Juggilal Kamlapat, the Court concluded:
“It is only after the application is complete in every respect that it is required to be entertained.”
“No Completion Certificate, No Sublease, No Possession”: Supreme Court Finds Developers Failed to Prove Completion or Delivery
“Even by 2025, floors were unfinished, basic amenities missing, and possession was legally impossible”
While the appellants insisted that construction was completed and possession was offered, the Supreme Court found overwhelming evidence to the contrary. It noted that no Occupancy Certificate had been issued, as required by Regulation 2.16.0 of the UPSIDA Building Regulations, 2004. The UPSIDA itself confirmed that tripartite sublease deeds were not executed, and dues of over ₹54 crores remained unpaid.
The Court recorded that “notional possession” letters issued by the developers had no legal significance, as they violated the lease and allotment terms.
The Observer’s Report dated 15.05.2025, submitted during NCLAT proceedings, was damning. It confirmed that:
“From the 9th to 15th floors, no units had been constructed. The 8th floor was partly built but lacked bathrooms, lighting, and fire safety. Even the 3rd to 7th floors had basic amenities missing.”
The Court summed it up succinctly:
“The ground reality is otherwise. Neither has the construction been completed nor could possession of units be delivered… The contention that the construction was completed in all respects is found to be without merit and factual foundation.”
“Offer of ₹15.62 Crores Based on Flawed Premise”: Supreme Court Rejects Settlement Claim
“With 103 allottees still in fray, developer’s conditional offer cannot defeat admitted default”
In Civil Appeal No. 13628 of 2025, Satinder Singh Bhasin had sought to deposit ₹15.62 crores before the NCLAT, claiming this would suffice to settle the claims of 55 remaining allottees. The NCLAT rejected the offer, and the Supreme Court affirmed:
“This premise is itself found to be without basis… The order rejecting the offer does not warrant interference either on facts or in law.”
The Court reiterated that financial default had been established, and that construction was incomplete and possession undelivered, making the offer too little, too late.
Petition Maintainable, Defaults Proven, Construction Incomplete — Appeals Dismissed in Full
The Supreme Court concluded:
“We hold that the company petition instituted under Section 7 of the Code against both the corporate debtors by the allottees of 103 units was maintainable on all counts. The petitioning allottees duly established their financial debt and also the default… We find no error either by the NCLT or the NCLAT.”
All three appeals — Civil Appeal Nos. 13628, 13779 and 13812 of 2025 — were dismissed.
The judgment reinforces key principles under the IBC: the primacy of real estate allottees as financial creditors, the validity of joint petitions in composite projects, and the non-negotiable requirement of completion and compliance before possession.
Date of Decision: January 2, 2026
