Firm Matters

Khaitan & Co advised Nuvoco Vistas Corporation Limited (“Nuvoco”) in relation to the acquisition of Vadraj Cement Limited (“Vadraj”) pursuant to the implementation of Nuvoco's resolution plan approved by the committee of creditors of Vadraj and the National Company Law Tribunal, Mumbai bench by way of its order dated 01 April 2025. Following the same, Nuvoco moved the Special PMLA Court in Mumbai and was able to get a restoration of assets order for the assets of Vadraj attached by the Enforcement Directorate, Mumbai in the ILFS proceedings.

Transaction Brief:

Vadraj Cement Limited had been undergoing liquidation proceedings under the Companies Act, 1956 since August 2018, and the matter was subsequently transferred to the National Company Law Tribunal, Mumbai Bench for commencement of corporate insolvency resolution process in terms of the Insolvency and Bankruptcy Code, 2016. Implementation of the resolution plan included: (1) formulating strategies and measures to release attachment orders issued by the Enforcement Directorate over the core assets of Vadraj Cement Limited under the Prevention of Money Laundering Act, 2002; (2) rectifying various legacy non-compliances as part of implementation on account of the company being not operational for over 7 years;  and (3) implementation of the resolution plan taking into account the Hon’ble Supreme Court's decision in the case of Kalyani Transco v. Bhushan Steel & Power Limited.

Considering the judgment of the Hon’ble Supreme Court in Bhushan Steel, it was strategised to approach the Special PMLA Court to seek restoration of attached assets. This is a case in point wherein the Enforcement Directorate has shown that it is committed to restore assets in keeping with Section 32A of the IBC to facilitate resolution of insolvency.