Authority: National Company Law Tribunal, Division Bench, Court-I, Ahmedabad

Order Date: 18/06/2026

Case Overview

The application was filed by the Committee of Creditors (CoC) of M/s Harshil Agrotech Limited, through its sole member Cultiva Trade Enterprise Private Limited, against Mr. Neeraj Kumar Bajaj, the Resolution Professional (RP) of the corporate debtor. The CoC sought replacement of the RP under Sections 27 and 60(5) of the Insolvency and Bankruptcy Code, 2016, read with Rule 11 of NCLT Rules, 2016, and appointment of Mr. Malav Ajmera as the new RP.

The Corporate Insolvency Resolution Process (CIRP) against Harshil Agrotech Limited was initiated on 17/04/2026 when the tribunal admitted a Section 9 application and appointed Mr. Neeraj Kumar Bajaj as Interim Resolution Professional. The applicant, Cultiva Trade Enterprise Private Limited, was subsequently admitted as the sole financial creditor and member of the CoC with 100% voting rights after initial classification as a related party was resolved through a revised Form-B submission.

The principal allegations against the RP included: failure to furnish details of CIRP costs and fee structures of professionals; refusal to convene a CoC meeting despite repeated requests through emails dated 30/05/2026, 01/06/2026, and 02/06/2026; and failure to address operational issues including registered office premises, employee salaries, and rent payments. The applicant contended that the RP's conduct demonstrated lack of diligence and non-cooperation, necessitating replacement under Section 27 of IBC.

The respondent RP opposed the application, arguing it was filed with unclean hands and mala fide intent to install a professional of the applicant's choice. The RP highlighted that the applicant had confirmed his appointment in the first CoC meeting on 21/05/2026 with 100% voting share, and within approximately ten days thereafter sought replacement without substantiated grounds. The RP maintained that he acted transparently and diligently, and that convening another CoC meeting was delayed due to pending applications before the tribunal regarding CoC constitution and reconstitution, for which he had sought legal opinion from M/s. Maloo & Co.

The tribunal observed that the statutory scheme under Section 27 of IBC requires the Committee of Creditors to pass a resolution with at least 66% voting share in a duly convened meeting to replace a resolution professional. In this case, no such meeting was convened and no resolution was passed, making the application premature and not maintainable in its present form.

Final Outcome

The tribunal dismissed IA No. 889 (AHM) of 2026, directing the Resolution Professional to convene a meeting of the Committee of Creditors within 7 days from the date of the order to consider the agenda relating to replacement of the Resolution Professional, if requisitioned by the sole member. The RP was directed to place the minutes and outcome of such meeting before the tribunal within 7 days from the meeting date. No order as to costs was passed.

Topics: Insolvency Proceedings, Resolution Professional Replacement, Committee of Creditors