Edelweiss Asset Reconstruction Company Ltd vs M/S SVOGIL OIL on 15 September 2025

FINAL ORDER

1. 1. This Original Application was instituted on 26.09.2017 by the Applicant Company, L&T Infrastructure Finance Company Ltd., a body duly incorporated under the Companies Act, 1956, with its registered office as stated in the cause title, having perpetual succession and the legal capacity to sue and be sued in its own name. By notification dated 10.06.2011 issued under Section 4A(2) of the Companies Act, 1956, published in the Gazette of India as an amendment to S.O. 1329 dated 08.05.1978, the Applicant was notified as a Public Financial Institution within the meaning of Section 2(72) of the Companies Act, 2013. The Applicant is engaged in providing infrastructure and project finance in sectors such as power, telecom, roads, water, oil and gas, besides offering debt advisory, debt arranging, and capital-raising services. The

1. 16. **Life Insurance Corporation of India** Central Office, Investment Dept. (M&A), Yogakshema, 8th Floor (East Wing), Jeevan Bima Marg, Nariman Point, Mumbai – 400 021.

2. 17. **Central Bank of India** Jeevan Tara Building, 5 Parliament Street, New Delhi – 110 001.

Travancore)** Commercial Branch, Travancore House, K.G. Marg, New Delhi – 110 001.

4. 19. **Bank of India** PTI Building, 4 Sansad Marg, New Delhi – 110 001.

5. 20. **State Bank of India (Original Lender: State Bank of Patiala)** Commercial Branch, Chanderlok Building, 36 Janpath, New Delhi – 110 001.

6. 21. **State Bank of India** Industrial Finance Branch, 14th Floor, Jawahar Vyapar Bhawan, Tolstoy Marg, New Delhi – 110 001.

7. 22. **Bank of Maharashtra** B-29, Connaught Place, New Delhi – 110 001.

8. 23. **Tata Capital Finance Ltd.** 4th Floor, Kanchanjunga Building, 18 Barakhamba Road, Connaught Place, New Delhi – 110 001.

9. 24. **Punjab National Bank** Mid Corporate Branch, H-1A/11, Sector-63, Noida – 201 301 (U.P.).

10. 25. **Edelweiss Asset Reconstruction Company Ltd. (Assignor of ICICI Bank)** Edelweiss House, Off CST Road, Kalina, Mumbai – 400

098.

11. 26. **Punjab National Bank (Transferee Bank of erstwhile Oriental Bank of Commerce)** 1st Floor, Harsha Bhawan, E-Block, Connaught Place,

12. 27. **Yes Bank Ltd.** 48, Nyaya Marg, Chanakyapuri, New Delhi – 110 021.

1. 3. It is pertinent here that this OA bearing no. 59/2020 was originally filed before Ld. DRT-I, Delhi, however, in pursuance to Gazette Notification No. 4718(E) dated 04.10.2022 issued by Government of India, Department of Financial Services, Ministry of Finance, this case file was transferred by Ld. DRT-I, Delhi to this Tribunal in 03.11.2022 and was numbered at TA-171/2022.

2. 4. The brief facts of the case are that Defendant No. 1, SVOGL Oil & Gas Energy Ltd. (formerly Shiv-Vani Oil & Gas Exploration Services Ltd.), is the principal borrower under the facilities; winding-up proceedings are pending against it in Co. Pet. No. 446/2013 before the Hon'ble Delhi High Court, where a Provisional Liquidator was appointed on 28.07.2017. Defendants No. 2 and 3 are the promoters of Defendant No. 1 and stand as personal guarantors under the deeds of guarantee executed from time to time, which are expressed to be continuing and irrevocable. Defendants No. 4 and 5 are corporate guarantors under the CDR documents, also bound by continuing guarantees. Defendants No. 6 to 28 are other lenders under the CDR package, impleaded as proper and necessary parties. Defendant No. 29 is the Account Bank under the Trust and Retention Account Agreement, responsible for operating the TRA contemplated by the CDR scheme. Defendant No. 30 is the Security Trustee under the Security Trustee Agreement, holding security for the benefit of all CDR lenders. Defendants No. 1 to 5 remain jointly and severally liable for the outstanding dues, subject to the securities and guarantees created in favour of the lenders and the Security Trustee.

3. 5. So far as, Defendant No. 1 is presently under liquidation proceedings and the Official Liquidator has been appointed and is already on record in the present OA. Defendants No. 2, 3, and 5 are presently facing proceedings before the Ld. NCLT.

Applicant seeks a decree against Defendants No. 1 to 5, jointly and severally, for recovery of Rs. 354,95,82,265/- (Rupees Three Hundred Fifty-Four Crores Ninety-Five Lakhs Eighty-Two Thousand Two Hundred Sixty-Five only) due as on 26.09.2019, along with pendente lite and future interest at the contractual rate of 12% per annum for Additional Term Loan Facility-II under the Master Restructuring Agreement, together with 2% per annum penal interest from 31.10.2017 until realization, costs, charges, and issuance of a Recovery Certificate in favour of the Applicant. For the present proceedings, Mr. Varun Deepak, Legal Manager of the Applicant, has been duly authorized under the Management Delegation dated 06.03.2019 read with the Board Resolution dated 22.10.2016 to sign, verify, and file the pleadings, copies whereof are (Annexure A-1).

1. 2. It is further submitted that during the pendency of the present Original Application, the Applicant, L&T Infrastructure Finance Company Ltd., executed an Assignment Agreement dated 30.12.2019 whereby the entire loan account of Defendant No. 1, together with all underlying rights, title, interest and benefits arising out of the financial assistance extended, was duly assigned and transferred in favour of Edelweiss Asset Reconstruction Company Limited (EARCL). By virtue of the said deed of assignment, EARCL stepped into the shoes of the Applicant and became vested with all corresponding entitlements, including the right to recover the outstanding dues, enforce the securities, and pursue the present proceedings before this Tribunal. The said assignment was placed on record before this Tribunal and, by a detailed order dated 04.08.2023, this Tribunal was pleased to recognize and allow the substitution of EARCL as the lawful assignee in place of the original Applicant.

9. Thereafter, on 24.11.2009, a Facility Agreement was executed between the Applicant Company, L&T Finance Limited, and Defendant No. 1, providing for an aggregate Rupee Term Loan of Rs. 150 Crores (Rs. 100 Crores sanctioned by the Applicant Company and Rs. 50 Crores by L&T Finance Limited) with a tenure of five years, including a moratorium of 18 months from the date of first disbursement, and repayment in 42 structured monthly installments. The Facility Agreement also provided for securities to secure the said facilities, details whereof are set out in Schedule IV thereof and the documents were executed as mentioned below

- i. Facility Agreement dated 24.11.2009 executed between the Applicant Company, L&T Finance Ltd., and Defendant No. 1 (Annexure A-7)

- ii. Demand Promissory Note dated 24.11.2009 executed by Defendant No. 1 in favour of the Applicant Company for Rs. 100 Crores (Annexure A-8)

- iii. Demand Promissory Note dated 24.11.2009 executed by Defendant No. 1 in favour of L&T Finance Ltd. for Rs. 50 Crores (Annexure A-9)

- iv. Deed of Hypothecation dated 24.11.2009 executed by Defendant No. 1 in favour of the Applicant Company and L&T Finance Ltd. (Annexure A-10)

- v. Irrevocable Power of Attorney dated 24.11.2009 executed by Defendant No. 1 in favour of the Applicant Company and L&T Finance Ltd. (Annexure A-11)

- vi. Deeds of Personal Guarantee both dated 25.11.2009 executed by Defendants No. 2 and 3 in favour of the Applicant Company and L&T Finance Ltd. (Annexure A-12, Colly.)

- vii. Deed of Undertaking dated 05.01.2010 together with two letters of confirmation of the same date issued by Shiv- Defendant No. 4, despite due service of summons, failed to appear or file any response before this Tribunal, and accordingly has been proceeded ex parte. Defendants No. 6 to 30 have been impleaded only as pro forma parties, being other lenders, the account bank, and the security trustee under the CDR mechanism, whose presence is necessary for proper adjudication of the matter though no substantive relief has been claimed against them.

1. 6. It is further stated that in or around the year 2009, Defendant No. 1 approached the Applicant Company seeking financial assistance by way of a Rupee Term Loan Facility. Pursuant thereto, Defendant No. 1 issued a letter dated 01.10.2009 requesting sanction of a loan of Rs. 150 Crores (Annexure A-2).

2. 7. On the request of the Defendants, the Applicant Company sanctioned a Rupee Term Loan Facility of Rs. 100 Crores for general corporate purposes, including takeout financing for short-term loans, and the sanction was duly communicated vide approval letter dated 13.11.2009 (Annexure A-3).

3. 8. Around the same time, Defendant No. 1 also approached L&T Finance Limited for a similar facility, and on such request, L&T Finance Limited sanctioned a Rupee Term Loan Facility of Rs. 50 Crores for general corporate purposes, as conveyed through its approval letter dated 13.11.2009 (Annexure A-4). In accordance with the terms stipulated in the approval letters issued by both lenders, the shareholders of Defendant No. 1 passed a resolution dated 30.07.2007 under Section 293(1) of the Companies Act, 1956, authorizing the borrowing, Annexure A-5. Further, by resolution dated 19.11.2009, the Board of Directors of Defendant No. 1 approved the availing of the said loans, execution of requisite loan documents, and creation of securities (Annexure A-6).

including those stored or lying in its factories or elsewhere.

- iv. All bank accounts relating to or connected with the Borrower, together with all rights, title, interest, and benefits therein, including cash flows, receivables, business proceeds, insurance proceeds, investments, assets, and securities credited or lying therein, both present and future.

- v. All rights, title, interest, benefits, and claims of the Borrower in connection with insurance contracts and policies required to be taken out under the Facility Agreement or in relation to any security, both present and future.

- 11. It is pertinent that vide letters dated 15.03.2013, the Applicant Company and L&T Finance Limited proposed certain modifications to the Facility Agreement dated 24.11.2009, whereby Clause 13 (Put/Call Option) was incorporated in Schedule II of the said agreement. The Defendant No. 1 Company duly acknowledged and accepted these modifications, and accordingly, the letters dated 15.03.2013 formed an integral part of the transaction documents, to be read in conjunction with and enforced as part of the Facility Agreement dated 24.11.2009 (Annexure A-15, Colly.).

- 12. In the year 2013, M/s. Shiv-Vani Oil Services Ltd., a wholly owned subsidiary of Defendant No. 1, approached the Applicant Company seeking a Rupee Term Loan Facility for part financing the acquisition of three onshore oil drilling rigs of 2000 HP each. In this regard, a Request Letter dated 08.01.2013 was issued by M/s. Shiv-Vani Oil Services Ltd., followed by a Board Resolution passed in its meeting held on 25.02.2013, thereby granting consent for the proposed acquisition. Acting on the request of the Defendants, the Applicant Company, vide Vani Oil & Gas Exploration Services Ltd. executed by Defendants No. 2 and 3 in favour of the Applicant Company and L&T Finance Ltd. (Annexure A-13, Colly.)

- viii. Extracts of the Minutes of the Meeting of Shareholders of Defendant No. 1 dated 30.09.2010 recording resolutions in this regard (Annexure A-14, Colly.).

10. It is further stated that Demand Promissory Notes dated 24.11.2009, Defendant No. 1 unequivocally assured repayment of the loan amounts with interest on demand, and in furtherance thereof, executed a Deed of Hypothecation creating security over its assets as set out in Schedule II of the said deed, for securing repayment of the facilities granted by the Applicant Company and L&T Finance Ltd. The security so created included:

- i. A first pari-passu charge in favour of the lenders on all equipment and movables, save and except those already subject to exclusive charge in favour of other banks/financial institutions for specific term loans.

- ii. The whole of the Borrower's movable properties, including plant and machinery, capital equipment, computer hardware/software, machinery spares, tools, accessories, and all other present and future movables, whether in possession or under the Borrower's control or stored in factories, premises, godowns, in transit, or on high seas, together with all replacements, additions, rights, and incidentals attached thereto.

- iii. The whole of the Borrower's equipment, spares, tools, accessories, and software, whether installed or not, and whether in possession or under the Borrower's control, 18.03.2013, accepting the sanction letter and its terms (Annexure A-20)

- ii. Board Resolution dated 23.03.2013 of Defendant No. 1 Company resolving to issue a Corporate Guarantee in favour of the Applicant Company (Annexure A-21)

- iii. Board Resolution dated 23.03.2013 of Defendant No. 1 Company resolving to pledge 100% shares of M/s. Shiv-Vani Oil Services Ltd. in favour of the Applicant Company (Annexure A-22)

- iv. Corporate Guarantee dated 18.04.2013 executed by Defendant No. 1 in favour of the Applicant Company (Annexure A-23)

- v. Non-Disposal Undertaking issued by M/s. Shiv-Vani Oil Services Ltd. in favour of the Applicant Company (Annexure A-24)

- vi. Deed of Personal Guarantee dated 18.04.2013 executed by Defendants No. 2 and 3 in favour of the Applicant Company (Annexure A-25)

- vii. Promoter Undertaking dated 18.04.2013 executed by Defendant No. 1 Company in favour of M/s. Shiv-Vani Oil Services Ltd. as the borrower and the Applicant Company as the lender (Annexure A-26)

- viii. Unattested Share Pledge Agreement dated 24.04.2013 executed between Defendant No. 1, the Applicant Company, and M/s. Shiv-Vani Oil Services Ltd. (Annexure A-27)

- ix. Irrevocable Power of Attorney dated 24.04.2013 executed by Defendant No. 1 Company, as pledgor, in favour of the Applicant Company (Annexure A-28)

- x. Unattested Memorandum of Hypothecation dated 25.06.2013 executed by M/s. Shiv-Vani Oil Services Ltd. in favour of the Applicant Company (Annexure A-29).

communication dated 12.03.2013, approved the sanction of a Term Loan Facility of Rs. 200 Crores for part financing the acquisition of the said three onshore drilling rigs. A copy of the Request Letter dated 08.01.2013 issued by M/s. Shiv-Vani Oil Services Ltd.

1. i. Request Letter dated 08.01.2013 issued by M/s. Shiv-Vani Oil Services Ltd. (Annexure A-16).

2. ii. Extracts of the Minutes of the Meeting of the Board of Directors of M/s. Shiv-Vani Oil Services Ltd. held on 25.02.2013(Annexure A-17).

3. iii. Approval Letter dated 12.03.2013 issued by the Applicant Company sanctioning a Rupee Term Loan Facility of Rs. 200 Crores in favour of M/s. Shiv-Vani Oil Services Ltd. (Annexure A-18).

13. In continuation of the Approval Letter, a Facility Agreement was executed on 18.04.2013 between the Applicant Company and M/s. Shiv-Vani Oil Services Ltd., sanctioning an aggregate Rupee Term Loan of Rs. 200 Crores on mutually agreed terms and conditions. The Facility Agreement, inter alia, stipulated a loan tenure of 8 years, including a moratorium of 6 months from the date of first disbursement, with repayment to be made in 90 structured monthly installments. It further provided for the creation of securities in favour of the Applicant Company to secure the facility, as detailed under Clause 13 thereof. (Annexure A-19). In furtherance of the Facility Agreement, Defendants No. 1 to 3 executed various documents creating charge, security, and guarantees in favour of the Applicant Company.

1. i. Extracts of the Minutes of the Meeting of the Board of Directors of M/s. Shiv-Vani Oil Services Ltd. held on Facility Agreement dated 24.11.2009, duly accepted by Defendant No. 1 (Annexure A-34).

1. 17. Finally, on the joint request of M/s. Shiv-Vani Oil Services Ltd. and Defendant No. 1, the Applicant Company, vide Transfer Agreement dated 25.06.2013, transferred and novated the disbursed facility of Rs. 55 Crores along with all attendant obligations to Defendant No. 1 (Annexure A-35), under which security was created by way of

1. (a) first pari-passu charge over all movable assets of Shiv-Vani Oil Services Ltd. (save and except book debts);

2. (b) first pari-passu mortgage over all immovable assets of the said company;

3. (c) personal guarantees of the promoters, Shri Prem Singhee and Shri Padam Singhee; and

4. (d) a Demand Promissory Note in favour of the lender.

1. 18. In furtherance of the Transfer Agreement dated 25.06.2013, the Applicant Company issued a letter of the same date to Defendant No. 1 Company regarding the security of the transferred debt, which was duly accepted and acknowledged, (Annexure A-36), Pursuant thereto, the following documents were executed:

1. i. Certified true copy of the resolutions passed at the meeting of the Board of Directors of Defendant No. 1 Company held on 25.06.2013 (Annexure A-37).

2. ii. Deed of Hypothecation dated 28.06.2013 executed by Defendant No. 1 Company in favour of the Applicant Company (Annexure A-38)

1. 14. In furtherance of the terms of sanction, Defendants No. 2 and 3 executed unconditional and irrevocable Deeds of Personal Guarantee undertaking to discharge in full the liability of the borrower, wherein Clause 2.3 expressly stipulated that the guarantee would operate as a continuing guarantee, and Clause 2.2 further provided for indemnity by the guarantors, jointly and severally, against all losses, costs, claims, and liabilities suffered by the lender on account of any default of the borrower.

2. 15. In addition, Defendant No. 1 executed a Share Pledge Agreement in favour of the Applicant Company, creating a first-ranking exclusive pledge over specified shares as detailed in Annexure-II of the Agreement, together with an Irrevocable Power of Attorney forming part thereof, thus establishing a continuing security interest in favour of the Applicant. Pursuant to the sanctioned facility, M/s. Shiv-Vani Oil Services Ltd. issued a communication dated 23.04.2013 requesting disbursement of Rs. 15 Crores (Annexure A-30), followed by another communication dated 07.06.2013 acknowledging disbursement of Rs. 55 Crores and calling upon Defendant No. 1 to honour its obligations under the loan agreements (Annexure A-31).

3. 16. Subsequently, Defendant No. 1, vide communication dated 11.06.2013, admitted its inability to infuse the requisite equity into M/s. Shiv-Vani Oil Services Ltd. and agreed to take over the entire outstanding facility of Rs. 55 Crores with interest by way of assignment (Annexure A-32). Thereafter, the Applicant Company, by letter dated 25.06.2013, revised the pricing under the Facility Agreement with Shiv-Vani Oil Services Ltd. effective from 01.06.2013, duly acknowledged by the said company (Annexure A-33), while L&T Finance Ltd., by letter dated 25.06.2013, similarly revised the pricing under the in favour of L&T Finance Ltd. would remain valid and enforceable in favour of the Applicant Company, and accordingly, executed a fresh Guarantee dated 31.07.2013 in favour of the Applicant Company; the relevant documents evidencing the said transfer and acknowledgments

- i. Letter by Defendant No. 1 to L&T Finance Ltd. – dated 15.07.2013 (Annexure A-42)

- ii. Assignment Agreement between L&T Finance Ltd. and Applicant Company – dated 31.07.2013 (Annexure A-43, Colly.)

- iii. Guarantee by Defendant Nos. 2 and 3 in favour of Applicant Company – dated 31.07.2013 (Annexure A-44)

- iv. Communication by L&T Finance Ltd. to ICICI – dated 28.10.2013 (Annexure A-45, Colly.)

21. That during this period, Defendant No. 1 Company also approached the Applicant Company seeking restructuring of its liabilities under the CDR Mechanism, which request was duly approved by the Applicant Company, and in pursuance thereof, various documents were executed between Defendant No. 1 Company and the Applicant Company as detailed below.

- i. Letter dated 26.07.2013 issued by the Applicant Company (Annexure A-46).

- ii. Letter dated 26.07.2013 issued by L&T Finance Limited (Annexure A-47).

- iii. Letter dated 27.09.2013 issued by the Applicant Company to Defendant No. 1, duly accepted and acknowledged by Defendant No. 1 (Annexure A-48).

- iv. Extracts of the Minutes of the Board of Directors of Defendant No. 1 Company held on 28.09.2013 (Annexure A-49).

- iii. Deed of Personal Guarantee dated 25.06.2013 executed by Defendants No. 2 and 3 in favour of the Applicant Company (Annexure A-39)

- iv. Supplemental Pledge Agreement dated 25.06.2013 executed between Defendant No. 1 Company and the Applicant Company (Annexure A-40)

- v. Demand Promissory Note dated 25.07.2013 executed in favour of the Applicant Company for an amount of Rs. 55 Crores together with interest (Annexure A-41).

19. That vide Demand Promissory Note dated 25.07.2013, Defendant No. 1 undertook to pay on demand the amount due together with interest and, in furtherance thereof, executed an unconditional and irrevocable continuing Corporate Guarantee assuring repayment of the outstanding dues, and further, under the Deed of Hypothecation executed between the parties, Defendant No. 1 created hypothecation over its assets, as detailed in Schedule-II of the said deed in OA para no. (5.29), by way of security for repayment of the facilities extended by the Applicant Company in favour of M/s. Shiv-Vani Oil Services Ltd.

20. That Defendant No. 1, vide its communication dated 15.07.2013, requested L&T Finance Ltd. to transfer its loan account in favour of the Applicant Company, pursuant to which, under the Assignment Deed dated 31.07.2013, the loan facility of Rs. 50 Crores along with interest and charges, earlier granted by L&T Finance Ltd. to Defendant No. 1, was duly assigned in favour of the Applicant Company, which was subsequently acknowledged by L&T Finance Ltd. through its communication dated 28.10.2013; in continuation thereof, Defendant Nos. 2 and 3 also acknowledged their liability and unconditionally confirmed that the personal guarantees executed on 25.11.2009

- vii. Deed of Hypothecation executed by Defendant No. 1 Company in favour of the Security Trustee (for and on behalf of all lenders) (details of hypothecated assets in Schedule II) (Annexure A-58)

- viii. Security Trustee Agreement executed between Defendant No. 1 Company, Security Trustee, Monitoring Institution and the CDR lenders (Annexure A-59)

- ix. Sponsor Support Agreement executed between Defendants No. 1 to 3 and the Monitoring Institution (Annexure A-60)

- x. Trust and Retention Account Agreement executed between Defendant No. 1 Company, Monitoring Institution, Account Bank and Security Trustee (Annexure A-61)

23. That under the terms of the Master Restructuring Agreement, the lenders agreed to extend an Additional Term Loan Facility-II of Rs. 200 Crores, out of which the Applicant Company's share was Rs. 12.41 Crores; further, the Agreement expressly included the debt of the Applicant Company comprising the originally sanctioned limit of Rs. 150 Crores, the Additional Term Loan Facility-I of Rs. 55 Crores (acquired by the Applicant Company under the Transfer Agreement dated 25.07.2013), the FITL Facility of Rs. 24.54 Crores (representing the entire portion of funded interest on the Term Loan Facility and Additional Term Loan Facility-I as funded by the Applicant Company), as well as the Additional Term Loan Facility-II of Rs. 12.41 Crores sanctioned under the CDR Scheme, with the detailed repayment schedule set out in Schedule-IV of the Master Restructuring Agreement.

The repayment schedule under the Master Restructuring Agreement was as follows:

- v. Restructuring Agreement dated 28.09.2013 entered into between the Applicant Company and Defendant No. 1 Company (Annexure A-50).

22. That over time, the operations of Defendant No. 1 Company came under severe financial stress due to various internal and external factors, as a result of which its loan accounts with the Applicant Company and several other lenders became irregular and remained out of order. In view of these persistent defaults, Defendant No. 1 Company submitted a Flash Report to the Corporate Debt Restructuring Cell, IDBI Towers, Mumbai, seeking admission into the CDR mechanism for restructuring of the loan facilities sanctioned by various lenders, under copy to all concerned lenders. The said Restructuring Proposal was duly considered and approved by the CDR Empowered Group (EG) in its meeting held on 24.01.2014, as communicated through the letter of approval along with a covering letter dated 28.02.2014, (Annexure A-51). In furtherance of the said approval, Defendant Nos. 1 to 5 executed various loan and security documents giving effect to the Restructuring Proposal.

- i. Master Restructuring Agreement (securities created detailed in Article III and Schedule XI) (Annexure A-52)

- ii. Irrevocable Power of Attorney executed by Defendant No. 1 Company (Annexure A-53)

- iii. Deed of Personal Guarantee executed by Defendant No. 2 dated 18.03.2014 (Annexure A-54)

- iv. Deed of Personal Guarantee executed by Defendant No. 3 dated 18.03.2014 (Annexure A-55)

- v. Deed of Corporate Guarantee executed by Defendant No. 4 dated 28.03.2014 (Annexure A-56)

- vi. Deed of Corporate Guarantee executed by Defendant No. 5 dated 28.03.2014 (Annexure A-57)

with Clause 2.7 declaring them to be continuing guarantees effective until full discharge of dues and Clause 2.8 obligating the guarantors to pay interest on the amounts demanded.

1. 26. In addition, a Sponsor Support Agreement executed between Defendants No. 1 to 3 and ICICI as Monitoring Institution obligated the promoters, under Clause 3.1, to infuse promoter contribution in accordance with CDR Guidelines, with Rs. 68 Crores to be brought within 120 days from approval of the CDR Package and the balance within one year. To operationalize the scheme, a Trust and Retention Agreement was executed between Defendant No. 1, ICICI as Monitoring Institution and Account Bank, and IL&FS Trust Company Ltd. as Security Trustee, mandating that all cash flows from Defendant No. 1's operations, including disbursements, repayments, promoter contributions, income and receipts, be deposited into the Trust and Retention Account.

2. 27. Simultaneously, a Security Trustee Agreement was executed between Defendant No. 1 Company, IL&FS Trust Company Ltd. as Security Trustee, ICICI Bank as Monitoring Institution and the lenders, whereby IL&FS Trust Company Ltd. was appointed to hold the security interest for the benefit of the CDR lenders. Schedule-IV of the said Agreement provided that the facilities, along with interest, principal, fees, costs, and other monies, would be secured by

1. (i) a first ranking pari passu charge on the entire current assets of the Borrower,

2. (ii) a pledge of equity shares constituting approximately 26% of the Borrower's capital as well as shares of Shiv-Vani Energy Private Limited in GGEL, including any fresh shares issued or acquired pursuant to infusion of

- i. **Term Loan Facility** – Moratorium of 12 quarters from the cut-off date i.e. till 31.03.2016, followed by repayment in 28 structured quarterly instalments commencing from the quarter ending June 2016 and concluding with the quarter ending March 2023.

- ii. **FITL Facility** – Moratorium of 8 quarters till 31.03.2015, with repayment in 20 equated quarterly instalments starting from the quarter ending June 2015 and ending with the quarter ending March 2020.

- iii. **Additional Term Loan Facility-I** – Moratorium of 8 quarters till 31.03.2015, followed by repayment in 24 equated quarterly instalments commencing from the quarter ending June 2015 and concluding with the quarter ending March 2021.

- iv. **Additional Term Loan Facility-II** – Moratorium of 8 quarters till 31.03.2015, with repayment in 20 equated quarterly instalments beginning with the quarter ending June 2015 and ending with the quarter ending March 2020.

24. That under the Master Restructuring Agreement, Schedule-V provided for the applicable rate of interest, Schedule-VIII dealt with pledged equity, and Schedule-XI detailed the securities; pursuant thereto, a Deed of Hypothecation was executed between Defendant No. 1 Company and the Security Trustee, creating hypothecation over assets specified in Schedule-II of the said Deed.

25. Further, Deeds of Personal Guarantee executed by Defendants No. 2 and 3 and Deeds of Corporate Guarantee executed by Defendants No. 4 and 5, under Clause 2.2, unconditionally, absolutely and irrevocably guaranteed repayment of all monies and discharge of all obligations of the Borrower under the Master Restructuring Agreement and other CDR documents,

32. That as per the loan documents, the total outstanding dues of Defendants No. 1 to 5 towards the Applicant Company as on 26.09.2019 stood at Rs. 354.96 Crores, comprising Rs. 185.88 Crores as principal outstanding and Rs. 169.08 Crores as interest overdues, under various credit facilities, namely:

- i. Term Loan Facility originally sanctioned by the Applicant Company, with a sanctioned limit of Rs. 100 Crores, against which Rs. 65.67 Crores remained as principal outstanding and Rs. 58.35 Crores as interest overdue;

- ii. Term Loan Facility-I originally sanctioned by L&T Finance Company Ltd. in 2009 and acquired by the Applicant Company by way of assignment, with a sanctioned limit of Rs. 50 Crores, against which Rs. 32.83 Crores remained as principal outstanding and Rs. 29.17 Crores as interest overdue;

- iii. Additional Term Loan Facility-I sanctioned by the Applicant Company in 2013 in favour of M/s. Shiv-Vani Oil Services Ltd. and transferred to Defendant No. 1, with a sanctioned limit of Rs. 55 Crores, against which Rs. 55 Crores remained as principal outstanding and Rs. 50.58 Crores as interest overdue;

- iv. FITL Facility representing the funded interest on the aforesaid Term Loan Facilities and Additional Term Loan Facility-I under the MRA, with a sanctioned limit of Rs. 24.52 Crores, against which Rs. 22.08 Crores remained as principal outstanding and Rs. 20.47 Crores as interest overdue;

- v. Additional Term Loan Facility-II under the MRA was sanctioned to the extent of Rs. 12.41 Crores, out of which Rs. 10.30 Crores remained as principal outstanding and Rs. 10.51 Crores as interest overdue; thus, the total promoter contribution, free from encumbrances and carrying full voting rights,

(iii) the guarantees of the guarantors, all to ensure that the security package comprehensively covered the obligations under the CDR scheme.

1. 28. That despite the restructuring, Defendants No. 1 to 5 failed to honour their commitments, and in view of continued defaults, the majority lenders in the meeting held on 27.09.2016 resolved to exit from the CDR mechanism, the relevant portion of the minutes whereof (Annexure A-62).

2. 29. It is further submitted that the documents (Annexures A-51 to A-61) remain in the custody of the Security Trustee of ICICI Bank, and the Applicant Company shall, at the stage of exhibition, move an appropriate application for production of the originals.

3. 30. Meanwhile, winding up proceedings were initiated against Defendant No. 1 Company by one of its creditors before the Hon'ble Delhi High Court in Company Petition No. 446 of 2013, which was admitted vide order dated 28.07.2017, and the Official Liquidator attached to the Court was appointed as Provisional Liquidator, the said proceedings being still pending; a copy of the order dated 28.07.2017 along with covering letter dated 04.08.2017 issued by Edelweiss Asset Reconstruction Company Limited is annexed herewith (Annexure A-63).

4. 31. Despite repeated opportunities to regularize the account, Defendants No. 1 to 5 again failed to honour their commitments and defaulted in repayment of dues, and as per the loan documents, the amounts outstanding and payable by them jointly and severally to the Applicant Company as on 26.09.2019 are as under.

Rs. 354,95,82,265/- (Rupees Three Hundred Fifty-Four Crores Ninety-Five Lakhs Eighty-Two Thousand Two Hundred Sixty-Five Only) as on 26.09.2019, together with pendentelite and future interest at the contractual rate as agreed by the Defendants, the Statement of Accounts maintained by the Applicant Company evidencing the said outstanding (Annexure A-66 Colly.).

37. To substantiate its case, the Applicant FI has filed the affidavit of Mr.Varun Deepak, S/o Shri Devesh Deepak, aged 29 years, presently working as Manager (Legal) with the Applicant Company, is duly authorized by the Management Delegation dated 06.03.2019 read with the Board Resolution dated 22.10.2016 to sign, verify and file the present Original Application, Exhibit AW-1/1. He submitted that the cause of action arises within the territorial jurisdiction of this Tribunal, the application is filed within the limitation prescribed under Section 24 of the RDDB&FI Act, and that the Applicant Company, being a Public Financial Institution notified by the Central Government vide notification dated 10.06.2011 and incorporated under the Companies Act, 1956 with perpetual succession, is engaged in infrastructure and project finance, debt advisory, arranging and capital-raising services, and is legally competent to sue and be sued in its own name.

- i. Letter dated 01.10.2009 issued by Defendant No. 1 to the Applicant Company seeking financial assistance of Rs. 150 Crores – Exhibit AW-1/2.

- ii. Approval Letter dated 13.11.2009 issued by Applicant Company approving Rupee Term Loan of Rs. 100 Crores – Exhibit AW-1/3.

outstanding across all facilities as on 26.09.2019 aggregated to Rs. 241.93 Crores sanctioned, comprising Rs. 185.88 Crores as principal outstanding and Rs. 169.08 Crores as interest overdue.

1. 33. That the Applicant Company, vide Loan Recall-cum-Invocation of Guarantee-cum-Invocation of Pledged Shares Notice dated 01.11.2017, called upon Defendants No. 1 to 5 to discharge their liability towards the outstanding sum of Rs. 266,70,52,996/- as on 24.10.2017 along with applicable interest, (Annexure A-64)

2. 34. The Applicant Company stated that repayment of the said dues is duly secured by charge on the movable and current assets of Defendant No. 1 Company, pledge of shares, and personal as well as corporate guarantees furnished by Defendants No. 2 to 5 under valid loan and security documents executed from time to time, wherein the Defendants have also admitted their liability under the CDR mechanism, thereby making them jointly and severally liable for repayment.

3. 35. It is pertinent that, in view of the foregoing defaults, the Applicant Company had earlier filed O.A. No. 39 of 2018 titled *L&T Infrastructure Finance Company Ltd. v. SVOGL Oil Gas & Energy Ltd. & Ors.* before this Tribunal, but during the stage of exhibition of documents, discrepancies were noticed between the copies filed and the originals produced by the Security Trustee and Monitoring Institution, whereupon the Applicant filed I.A. No. 1712/2018 seeking withdrawal of the said O.A. with liberty to file afresh; vide order dated 28.01.2019, this Tribunal was pleased to allow the application and granted liberty (Annexure A-65).

4. 36. Accordingly, availing the liberty granted, the Applicant Company has instituted the present O.A. seeking recovery of

- xiii. Extracts of Minutes of Shareholders of Defendant No. 1 Company dated 30.09.2010 – Exhibit AW-1/14, Colly.).

- xiv. Letters dated 15.03.2013 issued by Applicant Company and L&T Finance Ltd. modifying Facility Agreement – Exhibit AW-1/15, Colly.).

- xv. Request Letter dated 08.01.2013 issued by M/s Shiv-Vani Oil Services Ltd. – Exhibit AW-1/16.

- xvi. Extracts of Minutes of BOD Meeting of Shiv-Vani Oil Services Ltd. dated 25.02.2013 – Exhibit AW-1/17.

- xvii. Approval Letter dated 12.03.2013 issued by Applicant Company sanctioning Term Loan of Rs. 200 Crores – Exhibit AW-1/18.

- xviii. Facility Agreement dated 18.04.2013 executed between Applicant Company and Shiv-Vani Oil Services Ltd. – Exhibit AW-1/19.

- xix. Extracts of Minutes of BOD of Shiv-Vani Oil Services Ltd. dated 18.03.2013 – Exhibit AW-1/20.

- xx. Board Resolution dated 23.03.2013 of Defendant No. 1 resolving to issue Corporate Guarantee – Exhibit AW-1/21.

- xxi. Board Resolution dated 23.03.2013 of Defendant No. 1 resolving to pledge 100% shares of Shiv-Vani Oil Services Ltd. – Exhibit AW-1/22.

- xxii. Corporate Guarantee dated 18.04.2013 executed by Defendant No. 1 in favour of Applicant Company – Exhibit AW-1/23.

- xxiii. Non-Disposal Undertaking by Shiv-Vani Oil Services Ltd. – Exhibit AW-1/24.

- iii. Approval Letter dated 13.11.2009 issued by L&T Finance Limited approving Rupee Term Loan of Rs. 50 Crores – Exhibit AW-1/4.

- iv. Extracts of Minutes of Meeting of Shareholders of Defendant No. 1 Company dated 30.07.2007 – Exhibit AW-1/5.

- v. Extracts of Minutes of BOD Meeting of Defendant No. 1 Company dated 19.11.2009 – Exhibit AW-1/6.

- vi. Facility Agreement dated 24.11.2009 executed between Applicant Company, L&T Finance Ltd. and Defendant No. 1 – Exhibit AW-1/7.

- vii. Demand Promissory Note dated 24.11.2009 executed by Defendant No. 1 in favour of Applicant Company for Rs. 100 Crores – Exhibit AW-1/8.

- viii. Demand Promissory Note dated 24.11.2009 executed by Defendant No. 1 in favour of L&T Finance Ltd. for Rs. 50 Crores – Exhibit AW-1/9.

- ix. Deed of Hypothecation dated 24.11.2009 executed by Defendant No. 1 in favour of Applicant Company and L&T Finance Ltd. – Exhibit AW-1/10.

- x. Irrevocable Power of Attorney dated 24.11.2009 executed by Defendant No. 1 in favour of Applicant Company and L&T Finance Ltd. – Exhibit AW-1/11.

- xi. Deeds of Personal Guarantee dated 25.11.2009 executed by Defendants No. 2 & 3 in favour of Applicant Company and L&T Finance Ltd. – Exhibit AW-1/12, Colly.).

- xii. Deed of Undertaking dated 05.01.2010 with letters of confirmation executed by Defendants No. 2 & 3 – Exhibit AW-1/13, Colly.).

- xxxvi. Resolutions of BOD of Defendant No. 1 dated 25.06.2013 – Exhibit AW-1/37.

- xxxvii. Deed of Hypothecation dated 28.06.2013 executed by Defendant No. 1 – Exhibit AW-1/38.

- xxxviii. Deed of Personal Guarantee dated 25.06.2013 executed by Defendants No. 2 & 3 – Exhibit AW-1/39.

- xxxix. Supplemental Pledge Agreement dated 25.06.2013 executed by Defendant No. 1 – Exhibit AW-1/40.

- xl. Demand Promissory Note dated 25.07.2013 executed by Defendant No. 1 in favour of Applicant Company for Rs. 55 Crores – Exhibit AW-1/41.

- xli. Letter dated 15.07.2013 issued by Defendant No. 1 to L&T Finance Ltd. – Exhibit AW-1/42.

- xl. Assignment Agreement dated 31.07.2013 executed between L&T Finance Ltd. and Applicant Company – Exhibit AW-1/43, Colly.).

- xl. Guarantee dated 31.07.2013 executed by Defendants No. 2 & 3 in favour of Applicant Company – Exhibit AW-1/44.

- xliv. Communication dated 28.10.2013 issued by L&T Finance Ltd. to ICICI – Exhibit AW-1/45, Colly.).

- xlv. Letter dated 26.07.2013 issued by Applicant Company – Exhibit AW-1/46.

- xlvi. Letter dated 26.07.2013 issued by L&T Finance Ltd. – Exhibit AW-1/47.

- xlvii. Letter dated 27.09.2013 issued by Applicant Company to Defendant No. 1 – Exhibit AW-1/48.

- xlviii. Extracts of Minutes of BOD Meeting of Defendant No. 1 dated 28.09.2013 – Exhibit AW-1/49.

- xxiv. Deed of Personal Guarantee dated 18.04.2013 executed by Defendants No. 2 & 3 – Exhibit AW-1/25.

- xxv. Promoter Undertaking dated 18.04.2013 executed by Defendant No. 1 – Exhibit AW-1/26.

- xxvi. Unattested Share Pledge Agreement dated 24.04.2013 executed between Defendant No. 1, Applicant Company, and Shiv-Vani Oil Services Ltd. – Exhibit AW-1/27.

- xxvii. Irrevocable Power of Attorney dated 24.04.2013 executed by Defendant No. 1 – Exhibit AW-1/28.

- xxviii. Unattested Memorandum of Hypothecation dated 25.06.2013 executed by Shiv-Vani Oil Services Ltd. – Exhibit AW-1/29.

- xxix. Communication dated 23.04.2013 issued by Shiv-Vani Oil Services Ltd. – Exhibit AW-1/30.

- xxx. Communication dated 07.06.2013 issued by Shiv-Vani Oil Services Ltd. to Defendant No. 1 – Exhibit AW-1/31.

- xxxi. Communication dated 11.06.2013 issued by Defendant No. 1 admitting takeover of Rs. 55 Crores loan – Exhibit AW-1/32.

- xxxii. Letter dated 25.06.2013 issued by Applicant Company revising pricing – Exhibit AW-1/33.

- xxxiii. Letter dated 25.06.2013 issued by L&T Finance Ltd. revising pricing – Exhibit AW-1/34.

- xxxiv. Transfer Agreement dated 25.06.2013 executed between Applicant Company, Defendant No. 1 and Shiv-Vani Oil Services Ltd. – Exhibit AW-1/35.

- xxxv. Letter dated 25.06.2013 issued by Applicant Company to Defendant No. 1 – Exhibit AW-1/36.

- xlix. Restructuring Agreement dated 28.09.2013 executed between Applicant Company and Defendant No. 1 – Exhibit AW-1/50.

- l. Letter approving the Restructuring Proposal by the CDR Empowered Group, dated 24.01.2014, and the Covering Letter issued along with the said approval, dated 28.02.2014, also forming part of - Exhibit AW-1/51.

- li. Master Restructuring Agreement executed between lenders and Defendant No. 1 – Exhibit AW-1/52.

- lii. Irrevocable Power of Attorney executed by Defendant No. 1 – Exhibit AW-1/53.

- liii. Deed of Personal Guarantee dated 18.03.2014 executed by Defendant No. 2 – Exhibit AW-1/54.

- liv. Deed of Personal Guarantee dated 18.03.2014 executed by Defendant No. 3 – Exhibit AW-1/55.

- lv. Deed of Corporate Guarantee dated 28.03.2014 executed by Defendant No. 4 – Exhibit AW-1/56.

- lvi. Deed of Corporate Guarantee dated 28.03.2014 executed by Defendant No. 5 – Exhibit AW-1/57.

- lvii. Deed of Hypothecation executed by Defendant No. 1 – Exhibit AW-1/58.

- lviii. Security Trustee Agreement executed between Defendant No. 1, Security Trustee, Monitoring Institution and CDR lenders – Exhibit AW-1/59.

- lix. Sponsor Support Agreement executed between Defendants No. 1 to 3 and Monitoring Institution – Exhibit AW-1/60.

- lx. Trust and Retention Account Agreement executed between Defendant No. 1, Monitoring Institution, Account Bank and Security Trustee – Exhibit AW-1/61.

- lxi. Minutes of CDR EG Meeting dated 27.09.2016 (Decision to exit CDR) – Exhibit AW-1/62.

- lxii. Order dated 28.07.2017 passed by Hon'ble Delhi High Court in Company Petition No. 446 of 2013 along with covering letter dated 04.08.2017 – Exhibit AW-1/63.

- lxiii. Loan Recall-cum-Invocation of Guarantee Notice dated 01.11.2017 issued by Applicant Company – Exhibit AW-1/64.

- lxiv. Order dated 28.01.2019 passed by this Tribunal in O.A. No. 39/2018 – Exhibit AW-1/65.

- lxv. Statement of Accounts with Certificate as on 26.09.2019 – Exhibit AW-1/66, Colly.).

14. The witness of Applicant FI has fully corroborated the averments made in the TA. Even otherwise the whole case of the Applicant FI is based on the documents and the witness has duly proved all these documents. The evidence filed by the Applicant FI gone unrebutted and there is no question of disbelieving the evidence lead by the Applicant FI and Applicant FI has proved its case beyond reasonable doubts. Accordingly, the bank/FI is entitled to recover the entire amount along with pendentelite interest and future costs as agreed between the parties. I hereby allow this TA as the Applicant FI has proved its claim beyond any doubt.

15. In this TA, the Applicant FI seeks a recovery certificate against Defendant No. 4. Defendant No. 1, SVOGL Oil & Gas Energy Ltd., is the principal borrower under winding-up with a Provisional Liquidator appointed; Defendants No. 2 and 3 are promoters and personal guarantors, Defendants No. 4 and 5 are corporate guarantors, all jointly and severally liable. Defendants No. 2, 3, and 5 are before Ld. NCLT proceedings, Defendant No. 4 is ex parte, and Defendants No. 6 to 30 are only pro forma parties with no substantive relief sought.

1. 16. Consequently, TA No. 171/2022 stands allowed in favour of Applicant FI and against Defendants no. 4, who is liable to pay the dues of the Applicant Bank/FI along with costs and pendentelite & future interest@ 11% per annum, as claimed in the TA, from the date of filing of present TA, till the date of payment in full.

ORDER

TA No. 171/2022 stands allowed and the Defendant No. 4 is directed to pay to the Applicant Bank/FI, within 30 days, a sum of Rs. 354,95,82,265/- (Rupees Three Hundred Fifty-Four Crores Ninety-Five Lakhs Eighty-Two Thousand Two Hundred Sixty-Five only)less the amount received from the sale/ release of mortgaged properties along with cost and pendentelite and future interest, as claimed in TA i.e. @ 11% per annum rests from the date of filing of this TA till the date of realization failing which, the aforesaid amount shall be recovered from the sale of hypothecated/charged stocks/tangible movables and available mortgaged properties.

Further, in case of shortfall, the same shall be recovered from the sale of movable and immovable assets of the Defendant No. 4.

So far as, Defendants No. 2, 3 and 5 are concerned, since Defendants No. 2, 3 and 5 are before Ld. NCLT, hence, no order qua Defendants No. 2, 3 and 5 can be passed against said Defendants at this stage.

However, it is directed that Applicant Bank/FI shall be at liberty to revive the TA qua Defendants No. 2, 3 and 5 in case NCLT are quashed / withdrawn in future, in accordance with law.

It is further directed that in case Applicant Bank/FI receive any amount from the proceedings pending before Ld. NCLT, they shall give due adjustment of the same in the recovery proceedings.

It is also directed that the applicant shall adjust the amount(s), if any, received during the pendency of this case.

- (i). The recovery certificate be issued forthwith and be sent to the Recovery Office-II, Debts Recovery Tribunal-III, Delhi.

- (ii). Parties are directed to appear before the Recovery Officer-II, DRT-III, Delhi on 03.11.2025.

- (iii). Copies of final order as well as Recovery Certificate be sent to all concerned free of cost.

File be closed and consigned to records.

(Pronounced in open court)

Dated: 15.09.2025

K. Singh

(SHIV KUMAR - I) PRESIDING OFFICER, DRT-III, DELHI

15.09.2025