Case Overview

This order addresses two separate applications concerning Comex Infratech Pvt. Ltd. (Corporate Debtor) under the Insolvency and Bankruptcy Code, 2016.

First Application (IA (I.B.C)/6334(PB) 2025):

Ms. Anshul Sharma, the Resolution Professional, filed this application on 29.12.2025 seeking directions against the Corporate Debtor for payment of the balance amount of Rs. 1,67,110/- towards her fees and expenses incurred during the period from 04.07.2025 to 19.08.2025. The expenses included professional fees (Rs. 3,69,734 including GST), out-of-pocket expenses (Rs. 4,924), and Mohapatra appearance fees before NCLT (Rs. 8,000), totaling Rs. 4,17,110 after including public announcement expenses of Rs. 10,852. After deducting Rs. 2,00,000 already received, the balance claimed was Rs. 2,17,110, though the application mentioned Rs. 1,67,000 as due after acknowledging receipt of Rs. 50,000 from respondents.

The Corporate Debtor contested the claim, arguing that under Regulations 33 and 34 of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016, unratified expenses cannot be treated as CIRP costs. The Committee of Creditors (CoC), consisting solely of Bank of Baroda with 100% voting rights, had not ratified these expenses in its meetings on 31.07.2025 and 25.08.2025.

Second Application (IA (I.B.C)/Dis./2(PB)2026):

This application sought dissolution of Comex Infratech Pvt. Ltd. without going through liquidation process under Sections 54 & 60(5) of IBC 2016. The CIRP was initiated on 03.07.2025 after the company filed under Section 10. Valuation reports from appointed valuers (Ms. Priyanka Singh and Mr. Subodh Kumar) and a detective agency (Countrywide Detective Services) confirmed the Corporate Debtor had zero assets - no security, financial assets, movable or immovable properties. The company also had no business operations.

The CoC held 7 meetings between 31.07.2025 and 24.12.2025. In the 6th meeting on 17.12.2025, the CoC resolved to approve direct dissolution since liquidation would serve no purpose. The CoC also assigned the avoidance application (IA No. 5398/2025 filed under Section 66 seeking Rs. 22,23,54,816 from respondents) to Bank of Baroda to pursue after dissolution.

Finding and Analysis

For the fee application, the Tribunal acknowledged that insolvency professionals should not be deprived of legitimate fees but found procedural deficiencies. The application lacked clarity on whether expenses were incurred before or after CoC constitution (noted on 25.07.2025, recorded by NCLT on 05.08.2025). Most importantly, the CoC was not impleaded as a party despite being central to the ratification dispute. Thus, no direction could be issued against the Corporate Debtor for payment.

For the dissolution application, the Tribunal found the case fit for direct dissolution under Section 54 read with Regulation 14 of IBBI (Liquidation Process) Regulations, 2016. The Corporate Debtor had no realizable assets, making liquidation unnecessary and costly. The Tribunal relied on precedents including Ms. Naresh Kumar Munial (RP) v. Lakshi Foods Pvt. Ltd. and Anr. and the NCLAT decision in Shyson Thomas vs. Mr. Madhugiri Venkatarayappa Sudarshan which upheld that dissolution without liquidation is permissible when no assets exist.

Final Outcome

IA (I.B.C)/6334(PB) 2025 was dismissed without prejudice to the Applicant pursuing appropriate remedies in accordance with law.

IA (I.B.C)/Dis./2(PB)2026 was allowed. The Corporate Debtor, Comex Infratech Pvt. Ltd., is ordered to be dissolved with immediate effect. The Registry was directed to send a copy of the order to the Registrar of Companies (Delhi & Haryana) and IBBI within seven days.

The bank account opened during CIRP (Indian Overseas Bank, Account No. 172602000000900) was closed on 30.12.2025. The avoidance application seeking recovery of Rs. 22,23,54,816 remains assigned to Bank of Baroda for pursuit after dissolution.

Topics: Corporate Insolvency, Company Dissolution, NCLT Proceedings