IBC Landmark SeriesONE JUDGMENT · THREE SEATS
IBC Landmark Series A new way to read judgments
No. 2 of 100
Section 7 & 32A
Choose your seat in the courtroom

One judgment.
Three seats.

The case that put a crowd at the courtroom door — and a shield on the rescued company. Sit in the Gallery and watch the homebuyers’ revolt. Step up to the Bar and learn why every challenge failed. Take the Bench and master the two over-readings that trip up even seniors.

Manish Kumar v. Union of India & Anr.
(2021) 5 SCC 1 · W.P.(C) 26/2020 & batch · Supreme Court of India · 19.01.2021 · R.F. Nariman, Navin Sinha & K.M. Joseph, JJ. (per Joseph, J.)
✓ Every quote verbatim · certified copy, 465 pp. · verified 16.09.2026

Most readers start in the Gallery — and climb before they realise it.

Provisions s. 7(1) provisos · s. 11 Expl. II · s. 32A Question can Parliament gate homebuyer petitions & shield rescued companies? Outcome “We uphold the impugned amendments” · Para 372
Seat one · five minutes · no legal vocabulary

The Gallery

Every great case is first a great story. This one has lakhs of waiting families, a midnight ordinance, and a law that blocked the buyers of flats while blessing the buyers of companies.

1

The waiting families. Flats paid for, possession years late. Then the law hands homebuyers a weapon: any single buyer can drag the builder into insolvency court — the Supreme Court itself blesses it in the Pioneer case (2019).

2

The flood. The Union’s own numbers, placed before the Court: 253 allottee cases in two years… then 2,201 in the next eighteen months. One angry buyer could now put an entire project — and every other family in it — into play.

3

The midnight gate. 28 December 2019, an Ordinance: no more lone petitions. A buyer now needs 100 allottees, or 10% of the project — whichever is less — standing together. And those already in the queue? Thirty days to find the numbers, or the petition is “deemed withdrawn”.

4

The fury. Buyers who had already filed cry betrayal — a right used, then snatched mid-case. Dozens of writ petitions land in the Supreme Court under Article 32. Manish Kumar’s name goes first on the board.

5

The other gift in the same Act. Quietly, the same amendment adds Section 32A: once a rescue plan hands a company to clean new owners, the company’s old crimes cannot chase it — prosecutions end, its assets are safe from attachment. The old promoters and officers, though, still face the music.

6

The verdict. The Court calls the Code one of the most “significant and dynamic economic experiments” of the legislature — and upholds everything: the gate, the thirty days, the shield. Every petition dismissed.

Epilogue — but nobody’s claim died. The Court softened the landing with its special powers: two months to come back with the crowd, no fresh court fee, the lost time condoned. Homebuyers remain financial creditors with a seat at the table — the courtroom door just needs a crowd now. And Section 32A became the bedrock on which every rescue bid in India is priced.

Six words the rest of this page uses
Allottee — a homebuyer who has been allotted a flat/plot in a real-estate project.
CIRP — the court-supervised rescue-and-sale process for a failed company.
Financial creditor — someone owed money-with-interest; since 2018-19, homebuyers count. They can start a CIRP.
Proviso / threshold — the new condition bolted onto s. 7: 100 allottees or 10% of the project must file together.
Section 32A — the shield: after an approved rescue, the company (not its old bosses) is immune for old offences.
Ordinance / Article 32 — a law made overnight by the government; and the direct road to the Supreme Court to challenge it.
Gallery check The same Act blocked one kind of buyer and blessed another. Can you say which, in one line each?

Blocked: the flat buyer — who can no longer knock on the insolvency court’s door alone; the door now needs 100 companions or 10% of the project.

Blessed: the company buyer — the resolution applicant who takes over a rescued company gets it wiped clean of its old crimes (while the old bosses stay on the hook).

If you got both — you’ve understood what most 2020 headlines missed: this was one Act playing defence and offence at once.

▲ Rise when ready
“But how can a right you have already used — in a petition already filed — be taken away mid-case, and the Supreme Court call it constitutional? The answer is a masterclass in how economic laws are judged.”
Step up to the Bar ↓ or stop here — the story is complete in itself, and you know how it ended.
Seat two · twelve minutes · the law itself

The Bar

Now you argue it. Four questions, the Gate and the Shield in one interactive chart, six holdings — each split into our reading and the Court’s verbatim words, para-numbered from the certified copy.

Bar · 1

The four questions the Court actually answered

A judgment is authority only for what it decides. Fix the questions before you read a single answer.

Q1

The Gate: can Parliament require 100 allottees or 10% of a project to file together, without violating Article 14?

Q2

Workability: how does one buyer even find 99 others — does the threshold fail for impossibility?

Q3

The queue: can the gate be slammed on petitions already pending — thirty days to comply or “deemed withdrawn”?

Q4

The Shield: can a rescued company be immunised from its own past offences (s. 32A) — what about the victims?

Bar · 2

The Gate and the Shield — explore them

The chart in one sentence: one door now needs a crowd (the Gate), one company now gets a clean past (the Shield) — and one clock decided who was caught in between. Click anything, or let it walk you through.
black arrows = the paths · red boxes = who carries the burden · ✖ = the lone path the amendment closed · everything in quotes is verbatim from the certified copy (Para 134–372)
Bar · 3

The six holdings — what you may cite as law

Two layers, so you always know whose voice you are reading: Our reading is this page’s interpretation — we state it and we stand behind it. The Court is the judgment verbatim, para-numbered from the certified copy.

Ratio — what bindsPropositions necessary to the decision. These bind every NCLT and NCLAT.
Holding 1 · answers Q1

Our readingThe threshold is constitutional. The Code is an economic experiment, and courts defer heavily to the legislature’s design choices — the number itself (100 / 10%) is pure policy, beyond judicial second-guessing (Para 134, 214).

The Court · Para 134“one of the most significant and dynamic economic experiments… this Court will lean heavily in favour of such a law”
The Court · Para 214“a mere one-tenth… a number which goes to policy and lies exclusively within the wisdom of the Legislature”
Holding 2 · answers Q1

Our readingThe count is taken project-wise: the 100 / 10% must all be allottees of the same real estate project — not of the builder’s empire as a whole. This cuts both ways: a smaller pool to convince, but no borrowing numbers from a sister project (Para 140).

The Court · Para 140“The connection with the same real estate project is crucial to the determination of the critical mass”
Holding 3 · answers Q2

Our readingThe “impossible to find 99 others” argument fails on the statute book itself: RERA obliges every promoter to publish quarterly allottee and booking data on a public web page; security- and debenture-holders have the s. 88 registers under the Companies Act (Para 162–164).

The Court · Para 162–163“the promoter is bound to open a webpage and post information relating to allotments… Hence, we reject the contentions of the allottees”
Holding 4 · answers Q3

Our readingThe third proviso is a one-time transition rule for petitions filed before 28.12.2019 and not yet admitted: thirty days to muster the numbers, failing which the petition is deemed withdrawn before admission. Crucially, a deemed withdrawal is not a bar to filing afresh on the very same default (Para 261, 358).

The Court · Para 261“the third proviso is a one-time affair”
The Court · Para 358“[it] would not… bar a fresh application even on the same cause of action”
Holding 5 · answers Q4

Our readingSection 32A is valid — and precise. The company’s criminal liability ends once an approved plan passes control to clean hands, and its property is safe from attachment, seizure and confiscation. But the shield stops there: the people who ran the show remain fully prosecutable (Para 253, 257).

The Court · Para 257“It is not as if the wrongdoers are allowed to get away. They remain liable… important to the new management to make a clean break with the past and start on a clean slate”
Holding 6 · the operative order

Our readingEvery challenge fails — but the Court softens the landing under Article 142: two months to refile compliant petitions on the same default, exempt from fresh court fees, with the time lost in the withdrawn petitions condonable under s. 5 of the Limitation Act (Para 371–372). Explanation II to s. 11 (a corporate debtor may file against another corporate debtor) also survives (Para 245).

The Court · Para 372“We uphold the impugned amendments. However, this is subject to the following directions, which we issue under Article 142…”
One disposition, not a doctrine: the Article 142 package — two months, no court fee, condonation — was transition relief for these petitioners caught mid-stream. It is not authority for reading down the thresholds, and no NCLT can extend it to later filers.
Bar · 4

Why the Court got there — three moves

1 · Deference first. The Code is an economic statute; within that field the legislature may experiment, and “there is nothing like a perfect law”. The number 100, the figure 10% — these are policy, not constitutional arithmetic (Para 134, 214).

2 · Workability answered, not assumed. Instead of accepting “impossible to organise”, the Court went looking for the machinery — and found it already on the statute book: RERA’s mandatory public web page per project; the Companies Act registers (Para 162–164). An argument of impossibility dies when the statute itself supplies the means.

3 · No vested right in an un-admitted petition — but no trap either. Until admission, a s. 7 applicant has no crystallised right that the amendment could “snatch”; the third proviso merely re-routes pending filers through the new gate. And the exit is humane: refiling on the same default is open, delay is condonable, and Article 142 waived the court fees (Para 261, 358, 371–372).

“We uphold the impugned amendments.” Five words end dozens of petitions — and then Article 142 makes sure not one petitioner is left without a road back. — Para 372: the rare judgment that dismisses everyone yet strands no one.
▲ Rise when ready
“You can now cite the Gate and the Shield. But two over-readings of this judgment are loose in the market — one that kills claims that are alive, and one that shields people who are not shielded. Do you know them?”
Take the Bench ↓ or stop here — you can already cite this case correctly, which is more than most.
Seat three · the craft · what even seniors miss

The Bench

The judge’s seat. From here you see what neither side tells you: where this judgment is stretched beyond its words, and how both sides of a real-estate insolvency should actually use it.

Bench · 1

The two over-readings that catch even seniors

We read all 465 pages of the certified copy so you don’t repeat what the summaries got wrong. Both findings are checkable by anyone with the PDF.

Over-reading 1 · the false death certificate

“Deemed withdrawn = the claim is dead”

Wrong. The withdrawal operates before admission and the Court said in terms that it “would not… bar a fresh application even on the same cause of action” — with delay condonable under s. 5 of the Limitation Act.

The move: when opposing counsel calls your client’s earlier petition “dead”, hand up Para 358 — and the Article 142 directions at Para 372 that even waived the court fee for the return trip.

✓ verified against certified copy · Para 358, 372
Over-reading 2 · the shield with a hole

“Section 32A wipes the slate for everyone”

Wrong. The immunity belongs to the corporate debtor and its property — and only once an approved plan passes control to hands untainted by the old regime. Every person “in charge of, or responsible” for the offence “will continue to be liable to be prosecuted and punished” — and owes a statutory duty to assist the investigation (s. 32A(3)).

The move: when a promoter waves 32A at the ED or the prosecutor, point to Para 253 and 257 — “it is not as if the wrongdoers are allowed to get away.”

✓ verified against certified copy · Para 253, 257
Bench · 2

Citing it — from both sides of a real-estate insolvency

A judgment is a tool with two edges. From the Bench you must see both — you will not always be on the same side of it.

For the builder / resolution applicant

Resisting admission — or buying the company
  1. The threshold is a filing-stage gate — test the petition’s numbers strictly: 100 or 10%, of the same project, joined in the application (Para 140, 214).
  2. No borrowing across projects. Allottees of the builder’s other projects don’t count towards this project’s critical mass (Para 140).
  3. For the acquirer: 32A is your pricing floor — prosecution of the company ceases and its assets cannot be attached, seized or confiscated for pre-CIRP offences once the plan passes control to clean hands (Para 257; Explanation to s. 32A(1)).
  4. Corporate-debtor creditors: Explanation II keeps the door open — a company under CIRP can itself file against its defaulting debtor (Para 245).

For the allottees

Getting through the gate — and keeping leverage
  1. 10% is the friendlier arm — in a 400-flat project that is just 40 buyers, and the Court itself called it “a mere one-tenth” (Para 214).
  2. The promoter’s own RERA web page is your list — quarterly booking and allotment data is a statutory duty; start there, not with RTI (Para 162).
  3. A deemed withdrawal is a detour, not a defeat — refile on the same default with the numbers; s. 5 condonation covers the lost time (Para 358).
  4. Your status is intact. Nothing in this judgment demotes allottees as financial creditors (Pioneer holds); and RERA / consumer remedies run in parallel for those who cannot raise the crowd.
Bench · 3

Run the threshold test on your own brief

Four questions — the same gate the Court upheld Answer from your instructions; the conclusion updates as you go.

Are at least 100 allottees of the project joining the application?first proviso to s. 7(1) — “not less than one hundred”

Or do the joining allottees make up at least 10% of the project’s total allottees?the alternative arm — “whichever is less”

Are they all from the same real estate project?Para 140 — the critical mass is project-wise

Are they joined in the application at the time of filing?the application must be “filed jointly”

Pending

Answer the four questions to see whether the petition clears the s. 7(1) gate.

Illustrative aid only — the gate is one requirement among several (default of the s. 4 minimum, completeness of the application, limitation) and the facts always need counsel’s assessment.