Authority: National Company Law Tribunal, Bengaluru (Special Bench)

Order Date: 10 June 2026

Case Overview

Netambit Value First Services Pvt Ltd. (Operational Creditor) filed a petition under Section 9 of the Insolvency and Bankruptcy Code, 2016, against Flipkart Internet Private Limited (Corporate Debtor). The petition sought to initiate a Corporate Insolvency Resolution Process (CIRP) over an alleged default on an operational debt of ₹4,37,12,468.88 (inclusive of 18% interest as of 23 September 2025). The debt arose from a commercial arrangement for a pilot affiliate marketing program initiated in December 2024, governed by an email dated 10 December 2024. The Operational Creditor provided services including lead generation, sales support, and affiliate onboarding, for which Flipkart raised 22 Purchase Orders (POs) between December 2024 and June 2025. While Flipkart paid some initial invoices, it subsequently withheld payment against 10 specific invoices raised between April and June 2025, totaling ₹4,17,23,883. The core of the dispute was whether the services rendered aligned with the agreed program objectives.

The principal allegation from the Operational Creditor was a clear default on an admitted debt. Flipkart's defence centered on the existence of a pre-existing dispute, claiming the services deviated from the agreed terms. Flipkart contended the program was intended to be a city-focused, B2C initiative to drive local customer acquisition. It alleged that a significant volume of orders were generated from outside the target cities (pan-India) and showed abnormal concentration with a handful of affiliates, which was inconsistent with a localized model. Key evidence included an email from Flipkart dated 1 July 2025, which communicated the decision to stop the marketing program and "withhold previous invoices and POs" due to concerns about program efficacy, a "Strong Pareto of affiliates doing majority of Orders," "City Growth," and "Low percentage of within city orders." Subsequent emails, including one dated 6 August 2025, detailed specific concerns about governance, fraud control, and named specific affiliate IDs (e.g., NBITBHU1127, NBITBHU771) that were allegedly blocked but still included in payment claims.

The tribunal's analysis relied on the precedent set by the Supreme Court in Mobilox Innovations (P) Ltd. v. Kirusa Software (P) Ltd., (2018) 1 SCC 353 and Sabarmati Gas Ltd. v. Shah Alloys Ltd., (2023) 3 SCC 229. The key legal question was not to adjudicate the merits of the dispute but to determine if a plausible pre-existing dispute existed before the receipt of the demand notice under Section 8 of the IBC (issued on 13 September 2025). The tribunal found that Flipkart's emails from 1 July 2025 and 6 August 2025, sent prior to the Section 8 notice, clearly raised disputes regarding the "existence or the amount of debt" and the "quality of service" as defined under Section 5(6) of the IBC. The communications were deemed sufficient to constitute a real, bona fide dispute requiring further investigation, thus meeting the threshold established by jurisprudence.

Final Outcome

The Adjudicating Authority dismissed the company petition (C.P. (IB)-329/BB/2025). The final ruling was that a pre-existing dispute existed between the parties prior to the issuance of the demand notice. Consequently, the application for initiating CIRP against Flipkart Internet Private Limited was held inadmissible under Section 9 of the IBC. The dismissal is based solely on the existence of the dispute, not a finding on its ultimate truth or correctness.

Topics: Insolvency Petition, Operational Debt, Pre-Existing Dispute