A newspaper company's brand names were at stake. The court said: you can use them, but you don't own them.

The creditors approved a plan that said: you can use the brand names forever. Then a court said: actually, you own them. The Supreme Court stopped it.

Two words. 'Use' and 'own'. Between them sat a newspaper company, its creditors, and a resolution plan that 81.39% of lenders had voted for. The National Company Law Tribunal (NCLT—the court that handles corporate insolvency cases) approved the plan—then added something the creditors had never agreed to. The Supreme Court had to decide whether a court could give what the lenders had not.

The case arrived at the Supreme Court with three appeal numbers—Civil Appeal No. 1706 of 2023, alongside Civil Appeal No. 8323 of 2022 and Civil Appeal No. 8132 of 2022—and a question that would define how far a court could stretch a creditors' approved plan.

The creditors voted. Then the court went further.

Deccan Chronicle Holdings Ltd. (DCHL) published two well-known newspaper brands: 'Deccan Chronicle' and 'Andhra Bhoomi'. The mastheads had appeared on newsstands for decades—ink on paper, morning after morning. When the company collapsed under debt, its lenders gathered to decide its fate. They voted overwhelmingly—81.39%—to approve a rescue plan. That plan gave DCHL the perpetual exclusive right to 'use' these brand names. Not own them. Just use them. The plan was clear on this. The creditors had voted on this.

The NCLT approved the plan conditionally on June 3, 2019. The order sheet from that day recorded a conditional nod, leaving a separate application—I.A. No. 155 of 2018—about trademark rights open for later decision. Then, on August 14, 2019, the NCLT disposed of that application. The order sheet from that day carried a declaration that went beyond what the creditors had ever seen. The NCLT did not merely confirm the right to use the trademarks. It declared that DCHL 'owns' these trademarks.

The creditors had never voted on ownership. The resolution plan had never mentioned ownership. Yet a court had now given DCHL something the lenders had never agreed to.

When 'use' became the only word that mattered

Clause 11.12 of the approved resolution plan was the critical piece. It granted DCHL a perpetual exclusive right to 'use' the trademarks. The word 'use' was deliberate. The plan did not transfer ownership. It did not declare DCHL as the proprietor of these brands. It simply said the company could keep using them, forever, without paying anything extra.

The NCLT's August 14 order changed that. It declared DCHL as the owner of the trademarks. This was not what the creditors had voted on. This was not what the resolution plan had said. The NCLT had, in effect, rewritten the plan.

The question that hung over the case was simple: can a court add rights to a resolution plan after the creditors have already approved it?

The appellate court said no

The National Company Law Appellate Tribunal (NCLAT—the appellate body that hears appeals from NCLT orders) took a different view. On September 2, 2022, it set aside the NCLT's ownership declaration. The NCLAT held that this declaration amounted to an impermissible modification of the approved resolution plan. The creditors had approved a plan that gave only usage rights. The NCLT could not add ownership rights that the Committee of Creditors (CoC—the group of lenders who vote on rescue plans) had never voted on.

The NCLAT relied on Section 60(5) of the Insolvency and Bankruptcy Code (IBC—the law that governs corporate insolvency in India). The appellate body said that while the NCLT has wide powers to decide questions of law and fact arising out of the insolvency process, those powers do not include the authority to alter a resolution plan that has already been approved by the creditors.

The Supreme Court's answer: sharp and final

SREI Multiple Asset Investment Trust appealed to the Supreme Court. The bench—Justice Ajay Rastogi and Justice Bela M. Trivedi—heard the matter and delivered its judgment on March 17, 2023. The courtroom, one imagines, was quiet as the judgment was read out—the weight of the file, the rustle of paper, the finality of a Supreme Court ruling.

The Supreme Court upheld the NCLAT's order. Its reasoning was sharp and clear: once a resolution plan is approved by the CoC based on their commercial wisdom, the adjudicating authority (the NCLT) cannot modify it. The NCLT has only two options—approve the plan or reject it. It cannot rewrite it.

The court held that the NCLT's declaration of trademark ownership was a modification of the approved plan. Since ownership rights were never part of what the CoC voted upon, the NCLT could not add them after the fact. The only exception, the court noted, would be if the plan failed to conform to the mandatory requirements of the IBC. That was not the case here.

The Supreme Court also cited two key precedents: Embassy Property Developments Private Limited v. State of Karnataka and Others—(2020) 13 SCC 308—and Ebix Singapore Private Limited v. Committee of Creditors of Educomp Solutions Limited & Another—(2022) 2 SCC 401. Both cases reinforced the principle that the commercial wisdom of the creditors is paramount, and courts should not interfere with the substance of a plan that the creditors have approved.

The court dismissed Civil Appeal No. 1706 of 2023 with no costs. Civil Appeal No. 8323 of 2022 was dismissed as infructuous. Civil Appeal No. 8132 of 2022 was also dismissed, with no costs. All pending applications were disposed of.

The procedural journey: a timeline of decisions

The case had travelled a long road before it reached the Supreme Court. The Corporate Insolvency Resolution Process (CIRP—the process under which a company's debts are restructured or resolved) against DCHL was initiated by Canara Bank. The NCLT, Hyderabad Bench, admitted the petition on July 5, 2017, and imposed a moratorium—a freeze on all legal proceedings against the company.

The Committee of Creditors held its 20th meeting on December 10, 2018, and approved the resolution plan with 81.39% voting share. The plan contained Clause 11.12, granting DCHL the perpetual exclusive right to 'use' the trademarks without any financial implications. The NCLT conditionally approved the plan on June 3, 2019, keeping I.A. No. 155 of 2018 regarding trademark rights open.

When the NCLT disposed of that application on August 14, 2019, it declared ownership of the trademarks in DCHL—a step that went beyond the approved plan. The NCLAT set aside this declaration on September 2, 2022, and the Supreme Court upheld that order on March 17, 2023.

What this means for every resolution plan

For practitioners and companies navigating insolvency, this judgment draws a bright line. If you want ownership of an asset—whether a trademark, a piece of land, or a patent—it must be explicitly written into the resolution plan that the creditors vote on. You cannot get it later through a court application. The NCLT cannot fill gaps that the plan left open. The creditors' vote is final on what the plan contains.

The case also sends a message to resolution applicants: draft your plans with precision. If Clause 11.12 had said 'owns' instead of 'uses', the outcome would have been different. The difference between those two words was the difference between winning and losing before the Supreme Court.

The judgment also clarifies the scope of Section 60(5) of the IBC. While the NCLT has wide jurisdiction to decide questions of law and fact arising out of the insolvency process, that jurisdiction does not extend to altering a plan that the creditors have already approved. The NCLT's power is binary: approve or reject. It cannot rewrite.

For trademark owners and licensees, the case carries a specific warning. A perpetual right to 'use' a trademark is not the same as owning it. If the resolution plan says 'use', the company cannot later claim ownership through a court order. The distinction matters because ownership carries rights—the right to assign, to license, to sue for infringement—that mere usage does not.

THE PLAY: Every right you want from a resolution plan must be explicitly stated in the plan that the creditors vote on—courts cannot add rights after approval.

The Supreme Court ended where the creditors began: with a plan that said 'use', not 'own'. The order sheets from the NCLT and the NCLAT, the voting record of the creditors, the trademark registry entries—all pointed to the same conclusion. The creditors had approved a plan with one word. The court could not change it to another.