Authority: National Company Law Appellate Tribunal, Principal Bench, New Delhi

Order Date: July 31, 2026

Case Overview

This appeal was filed by Mr. Rajesh Mehru, an Insolvency Professional, challenging the Order dated 30.01.2026 passed by the National Company Law Tribunal (NCLT), Chandigarh Bench-II. The impugned order had directed liquidation of M/s Macro Dairy Ventures Private Limited (Corporate Debtor) and appointed Mr. Rajeesh Gupta as Liquidator, despite the Committee of Creditors (CoC) consisting solely of Punjab National Bank (holding 100% voting share) having unanimously recommended Mr. Mehru for appointment as Liquidator in its 9th meeting dated 01.02.2024 and reaffirmed in its 17th meeting dated 09.10.2024.

The NCLT had appointed Mr. Gupta based on IBBI guidelines dated 18.07.2023, which aimed to prevent erstwhile IRPs/RPs from becoming liquidators. However, the Appellant was never appointed as IRP or RP of the Corporate Debtor at any stage - those positions were held successively by Mr. Krishan Vrind Jain and Mr. Anand Sonbhadra.

The Tribunal found that the Adjudicating Authority committed a fundamental error by not even acknowledging or considering the CoC's recommendation of Mr. Mehru, proceeding as if no such recommendation existed. The NCLAT examined the consistent line of its previous decisions including Manish Jaju, Omkara Asset Reconstruction, Indo Spirits, and CoC of Eskay K'N'IT, which held that the power under Section 34(4)(b) of the IBC is specific to individual professionals and cannot be exercised through general circulars.

Respondent No. 2 (Mr. Gupta) raised additional objections regarding the Appellant's Authorisation for Assignment (AFA) validity and substantial progress made in liquidation, but the Tribunal found these insufficient to sustain the impugned order. The Tribunal noted that the sole financial creditor (PNB) continued to support the Appellant's appointment throughout the proceedings.

Final Outcome

The appeal is allowed. The Impugned Order is set aside to the extent it appointed Mr. Rajeesh Gupta as Liquidator. Mr. Rajesh Mehru is appointed as Liquidator of Macro Dairy Ventures Private Limited in terms of the CoC resolutions. The order of liquidation remains undisturbed.

The Tribunal issued specific directions: (a) Mr. Mehru's appointment is subject to verification of his valid AFA by the Adjudicating Authority; (b) Mr. Gupta must hand over complete charge within two weeks after AFA verification; (c) Mr. Gupta shall be paid liquidation costs and fees for his tenure as determined by the Adjudicating Authority; (d) All steps lawfully taken by Mr. Gupta shall continue to benefit the liquidation process; (e) The interim order restraining auction is modified to allow the new liquidator to proceed; (f) The period consumed in this appeal is excluded from statutory liquidation timelines.

Topics: Insolvency Proceedings, Corporate Governance, Legal Precedent