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Judgment
ORDER
The instant application is filed under Section 54 of the Insolvency and Bankruptcy Code, 2016 (“Code”) read with regulation 45(3) of the Insolvency and Bankruptcy Board of India [Liquidation Process] Regulations, 2016 (“Liquidation Process Regulations”) by Mr. Debashis Nanda (“Liquidator”/Applicant”) of M/s Ram Lal Kamal Raj Jewellers Private Limited (CIN: U36910DL2011PTC216140) (“Corporate “Debtor”) praying for dissolution of the Corporate Debtor under Section 54 of the Code, 2016.
The facts giving rise to filing of the instant application as stated by the Applicant are narrated hereunder: -
The Corporate Debtor is a Private Company incorporated on 18.03.2011 and it is registered with the Registrar of Companies, Delhi. The applicant submits that M/s Sheetal Impex Private Limited (‘Financial Creditor’) had filed petition i.e., IB/537/ND/2020 under Section 7 of the Code, for initiating Corporate Insolvency Resolution Process (‘CIRP’) against the Corporate Debtor and the petition was admitted by this Adjudicating Authority vide order dated 06.01.2022, consequently CIRP was initiated against the Corporate Debtor.
Since no Expression of Interest for submission of a Resolution Plan was received during the Corporate Insolvency Resolution Process, the CoC decided to file an application for liquidation, pursuant to which this Adjudicating Authority, vide order dated 09.11.2023, appointed Mr. Debashis Nanda as the Liquidator of the Corporate Debtor.
In compliance of Regulation 12 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016 the liquidator made a public announcement in Form-B of Schedule II in Financial Express, English Edition and in Jansatta, Hindi Edition on 17.11.2023. The last date for submitting the claim was 14.12.2023.
In compliance of Regulation 31A of the Liquidation Process Regulations, 2016, the Applicant Liquidator constituted a Stakeholders' Consultation Committee on 20.11.2023 within sixty days from the Liquidation Commencement Date and filed the First Progress Report which was taken on record on 25.01.2024. Further, the Liquidator filed the Preliminary report, List of stakeholders and Asset Memorandum before this Adjudicating Authority which were taken on record vide order dated 21.02.2024.
The fourth SCC was held on 01.04.2024 where the Liquidator informed the members of SCC that as per the report of the Registered Valuers no asset of the CD was identifiable and the Liquidation value of Securities and Financial Assets is also nil. Therefore publication of Sale Notice was not done. Moreover, the liquidator appraised the SCC that the transaction auditor could not come to any concrete conclusion on PUFE transactions because absence of any corresponding records/ books of account of CD.
The Liquidator had filed the Second Progress Report, which was duly taken on record by this Adjudicating Authority vide order dated 30.05.2024. Subsequently, the Third Progress Report was filed by the Liquidator and the same was taken on record by this Adjudicating Authority on 14.08.2024.
An avoidance application was filed by the liquidator on 18.09.2024 under Section 66 of IBC seeking direction to the Director of Corporate Debtor to contribute Rs. 46,72,53,878/-. The same was dismissed by the Hon’ble Tribunal Vide order dated 27.09.2024.
The CIRP costs has been paid in full on 22.09.2025 and a relevant affidavit has been filed to that effect on 24.09.2025.
The Receipt and Payment Account of the Corporate Debtor, audited by M/s Anil Shalini & Associates, Chartered Accountants, for the period from 09.11.2023 to 30.09.2024, has been annexed as Annexure A26 of the application.
The liquidator had opened the liquidation Bank account of the corporate debtor with Kotak Mahindra Bank on 20.12.2023 bearing A/c No. 3849478313 and the same was closed on 06.03.2025 after realisation of liquidation cost.
The entire Liquidation cost i.e. Rs. 6,44,627 has been recovered by the Liquidator of the Corporate Debtor.
The Liquidation value of the Liquidation estate is NIL and no realisation was possible since the Corporate Debtor didn’t have any Tangible assets which could be sold by the liquidator.
The Applicant submits that no amount was left after payment of CIRP cost and payment of liquidation cost pursuant to the provisions of Section 53 of IBC, 2016. Therefore, the claims of all stakeholders on the Corporate Debtor shall stand extinguished. The amount distributed to stakeholders as per Section 52 or 53 of the Code are as under:
We have gone through the present Application filed by the Liquidator praying for closure of liquidation process and dissolution of the Corporate Debtor and in terms of Section 54 of the Insolvency and Bankruptcy Code, 2016 read with Regulation 45 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016. We have heard the Ld. Counsel appearing on behalf of the Liquidator and have carefully gone through the contents of the present petition.
The Applicant has filed the Final Report dated 16.09.2025 and also filed the Compliance Certificate in Form-H as required by Regulation 45(3) of IBBI (Liquidation Process) Regulations, 2016,
The Liquidation process has been conducted as per the timeline indicated in Regulation 47 details of which has been given in Form-H accompanied with this application.
As submitted by the Applicant there is no litigation pending against the Corporate Debtor to the best of knowledge, belief and effort of the Liquidator.
The Applicant has also submitted that no application on PUFE Transactions is pending.
In view of the facts and circumstances, it emerges that all the assets of the Corporate Debtor have been completely liquidated as per the provisions of law and there is nothing left to be further liquidated.
We have duly considered the merits thereof, in the light of the statutory provision of Section 54 of IBC, 2016 and Regulation 45 IBBI (Liquidation Process) Regulations, 2016. For the sake of convenience, the relevant provisions of Section 54 of IBC, 2016 and Regulation 45 IBBI (Liquidation Process) Regulations, 2016, are being reproduced herein below: -
“Section 54 IBC-Dissolution of corporate debtor.
(1)Where the assets of the corporate debtor have been completely liquidated, the liquidator shall make an application to the Adjudicating Authority for the dissolution of such corporate debtor.
(2)The Adjudicating Authority shall on application filed by the liquidator under sub-section (1) order that the corporate debtor shall be dissolved from the date of that order and the corporate debtor shall be dissolved accordingly.
(3)A copy of an order under sub-section (2) shall within seven days from the date of such order, be forwarded to the authority with which the corporate debtor is registered.”
“IBBI (Liquidation Process) Regulations, 2016
45. Final report prior to dissolution.
1)When the corporate debtor is liquidated, the liquidator shall make an account of the liquidation, showing how it has been conducted and how the corporate debtor’s assets have been liquidated.
(2)If the liquidation cost exceeds the estimated liquidation cost provided in the Preliminary Report, the liquidator shall explain the reasons for the same.
(3)The liquidator shall submit an application along with the final report and the compliance certificate in Form H to the Adjudicating Authority for –
(a)closure of the liquidation process of the corporate debtor where the corporate debtor is sold as a going concern; or
(b)for the dissolution of the corporate debtor, in cases not covered under clause (a).”
Upon the perusal of the averments made in the application along with the perusal of the final report and the compliance certificate filed in Form-H of the petition, we observe that all the reports required to be filed under Regulation 5 of the Liquidation Regulations, 2016 have been filed. Further, the Corporate Debtor didn’t possess any assets at the time of Liquidation hence no sale was conducted. Therefore, it appears that affairs of the Corporate Debtor have been completely wound up and its assets have been completely liquidated.
In view of the above facts and circumstances, there is no legal impediment to the Corporate Debtor being dissolved. Accordingly, I.A. No. 04/2025 in C.P. IB/537/ND/2020 stands allowed and the Corporate Debtor i.e., M/s Ram Lal Kamal Raj Jewellers Private Limited (CIN: U36910DL2011PTC216140) is ordered to be dissolved with the immediate effect.
The Liquidator is directed to serve a copy of this order upon the Registrar of Companies, NCT of Delhi & Haryana and the Insolvency and Bankruptcy Board of India, immediately and, in any case, within fourteen days of receipt of this order. The Registrar of Companies shall take further necessary action upon receipt of a copy of this order.
The Liquidator shall stand discharged from his responsibilities, subject to completion of procedural compliances, if any.
The Registry is directed to send e-mail copies of the order forthwith to all the parties for information and for taking necessary steps.
File be consigned to the record.