Case Details
Case Name: CP (IB) No.266/Chd/Hry/2024 - In the matter of NCML Saran Private Limited (In Liquidation)
Court/Authority: National Company Law Tribunal Chandigarh Bench, Court-II
Parties: Applicant - Liquidator Mr. Rajesh Panayanthatta; Non-Applicants - Directors Pankaj Tomar and Appala Raju Narava
Order Date: 22.05.2026
Period of Operation: Company incorporated 29 January 2019; Liquidation process commenced 28 March 2024
Parties Involved
Corporate Person: NCML Saran Private Limited (CIN: U01100HR2019PTC078166)
Liquidator: Mr. Rajesh Panayanthatta
Directors: Pankaj Tomar (DIN: 06716930), Appala Raju Narava (DIN: 10154112), Parveen Kumar Bhardwaj (DIN: 09384690)
Shareholders: National Commodities Management Services Limited (99.99% holding, 99,990 shares), Niraj Kumar Singh (0.01% holding, 10 shares as nominee)
Regulatory Bodies Involved: Registrar of Companies (NCT of Delhi and Haryana), Insolvency and Bankruptcy Board of India, Income Tax Department
Issues / Allegations / Violations
- Company was incorporated specifically to develop a Silo Complex for storage of food grains at Saran, Bihar under Design, Build, Finance, Own and Operate (DBFOO) model through a concession agreement with Food Corporation of India
- Project failed due to multiple challenges including land acquisition issues, regulatory approvals, financial viability concerns, and impact of COVID-19 pandemic
- Force majeure clause was invoked leading to cancellation of the concession agreement
- Company being formed solely for this project decided to voluntarily liquidate as it had no continuing business purpose
Findings & Observations
- Board of Directors passed resolution for voluntary liquidation on 28.03.2024 including preparation of Declaration of Solvency
- Extra Ordinary General Meeting unanimously approved voluntary liquidation and appointment of liquidator on same date (28.03.2024)
- No creditors existed as on liquidation commencement date
- Only one claim received from holding company (National Commodities Management Services Limited) which was verified and admitted
- Liquidation process extended beyond 90 days due to procedural delays in opening bank account
- Initial balance sheet discrepancy clarified: Liability of Rs. 60.9 million as on 31.03.2023 (Rs. 60.4 million unsecured borrowings from holding company + Rs. 0.5 million other liabilities) was waived off by holding company vide letter dated 20.03.2024
- Financial position as on 21.03.2024 showed assets of Rs. 5,177 and nil liabilities
- Balance sheet as on 31.03.2023 showed equity share capital of Rs. 1 million and accumulated losses of Rs. 61.9 million
Penalties / Settlements / Directions
- No penalties imposed as this was a voluntary liquidation process without violations
- Final distribution to stakeholders: Rs. 5,177 distributed to equity shareholders against claimed amount of Rs. 10,00,000 (0.52% recovery)
- Liquidation expenses were borne by the holding company
- No monetary penalties or disgorgement required
Corrective Actions & Future Obligations
- Liquidator completed all statutory compliances including preparation and submission of Preliminary Report
- Liquidation bank account opened and properly maintained
- Regular reporting to stakeholders and IBBI completed
- Meetings of contributories conducted
- Accounts finalized and remaining funds transferred to holding company
- Bank accounts closed after fund transfer
- Final Report along with audited accounts prepared confirming full asset realization and liability discharge
- Compliance certificate in Form H issued
- Final Report filed with Registrar of Companies and IBBI
Final Ruling & Enforcement
- NCLT ordered dissolution of NCML Saran Private Limited under section 59(8) of IBC, 2016
- Company stands dissolved from date of order (22.05.2026)
- Registry directed to communicate order to Registrar of Companies, Delhi and Haryana within 14 days
- RoC to take necessary action upon receipt of order
- Petition CP(IB) No. 266/Chd/Hry/2024 allowed and disposed of