AMIT BACHHAWAT’S TRAINING FORUM

The INSOLVENCY
AND
BANKRUPTCY
CODE,2016
 AMIT BACHHAWAT'S TRAINING FORUM

Contents
1 BASIC CONCEPT FROM CA MAT
2 BARE ACT
3 REGULATIONS
4 CLASS NOTES AND CHARTS
5 QUESTIONS
6 CASE LAWS

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 AMIT BACHHAWAT TRAINING FORUM

THE INSOLVENCY AND BANKRUPTCY CODE

INTRODUCTION
The Insolvency and Bankruptcy Code, 2015 was introduced in the Lok Sabha on 21st
December, 2015 and referred to the Joint Committee on the Insolvency and Bankruptcy
Code, 2016. The Committee had presented its recommendations and a modified Bill based
on its suggestions.
Further, the Insolvency and Bankruptcy Code, 2016 was passed by both the Houses of
Parliament and notified in May 2016. Being one of the major economic reforms it paves the
way focussing on creditor driven insolvency resolution.

Concept of Insolvency and Bankruptcy

The term insolvency is used for both individuals and organizations. For individuals, it is
known as bankruptcy and for corporate it is called corporate insolvency. Both refer to a
situation when an individual or company are not able to pay the debt in present or near
future and the value of assets held by them are less than liability.
Insolvency in this Code is regarded as a “state” where assets are insufficient to meet the
liabilities. If untreated insolvency will lead to bankruptcy for non-corporates and liquidation of
corporates.
 Term 'Insolvency'can
be usedfor-

Organization/
Individuals Corporates

Known as
known as Corporate
Bankruptcy insolvency

State when an individual or company are not able to pay the debt and
the value of assets held by them are less than liability

If,untreatedinsolvency,itwillleadto-

For non-corporates Corporates

Bankruptcy Liquidation

While insolvency is a situation which arises due to inability to pay off the debts due to
insufficient assets, bankruptcy is a situation wherein application is made to an authority
declaring insolvency and seeking to be declared as bankrupt, which will continue until
discharge.
From the above it is evident that insolvency is a state and bankruptcy is a conclusion. A
bankrupt would be a conclusive insolvent whereas all insolvencies will not lead to
bankruptcies. Typically insolvency situations have two options – resolution and recovery or
liquidation
Relationship between Bankruptcy, Insolvency & Liquidation
Bankruptcy is a legal proceeding involving a person or business that is unable to repay
outstanding debts. The bankruptcy process begins with a petition filed by the debtor, or
by the creditors. All of the debtor's assets are measured and evaluated, and the assets may
be used to repay a portion ofoutstanding debt.

In lucid language, if any person or entity is unable to pay off the debts, it owes, to their
creditor, on time or as and when they became due and payable, then such person or entity is
regarded as “insolvent”.
Liquidation is the winding up of a corporation or incorporated entity. There are many entities
that can initiate proceedings to cause the Liquidation, those being:-
(1) The Regulatory Bodies;
(2) The Directors of a Company;
(3) The Shareholders of a Company; and
(4) An Unpaid Creditor of a Company
In nut shell, insolvency is common to both bankruptcy and liquidation. Not being able to pay
debts as and when they became due and payable are the leading cause of Liquidations and
is the only way that can cause a natural person to become a bankrupt.
Needfor a New Law
As per the Ease of Doing Business Report of the World Bank, it takes an average of four to
five years in insolvency resolution in India. The main reason behind such delay in the legal
process is the existence of overlapping legislations and adjudicating authorities dealing with
insolvency of companies and individuals in India.
The Government of India then formulated a plan to refurbish the prevailing bankruptcy laws
and replace them with one that will facilitate hassle-free and
time-bound for revival and closure of businesses.

Presidency Towns Provincial Insolvency Indian Partnership Act,

InsolvencyAct1909 Act, 1920 1932

Recoveryofdebts due
Sick Industries to Banks
CompaniesAct,1956 &FinancialInstitutions
Companies Act, 1985
Act,1993

Insolvency
SARFAESI Act, 2002 CompaniesAct,2013 &Bankruptcy Code,
2016
The existing framework of law has failed to resolve insolvency situations.

 Financial failure – a persistent mismatch between payments by the enterprise

and receivables into the enterprise, even though the business model is generating
revenues.
 Business failure – which is a breakdown in the business model of the enterprise,
and it, is unable to generate sufficient revenues to meet payments.

 Malfeasance and mismanagement bypromoters

Since, the existing laws were not aligned with the market realties and had several problems
and were inadequate. There was no single window resolution available and the resolution
and jurisdiction was with the multiple agencies with overlapping powers that was leading to
delays and complexities in the process. The Companies Act deals with the corporate
insolvency law and the individual insolvency laws were being dealt by a century old two Acts,
i.e., The Provincial Towns Insolvency Act and the Presidency Towns Insolvency Act.

 Multiple laws governing Debt resolution and multiple forums

 Parallel proceedings by different parties on the same debtor in different forums and
Conflicts between laws and over jurisdictions.

 Asymmetry of information

Objectives: A sound legal framework of bankruptcy law is required for achieving the
following objectives:-

 Improved handling of conflicts between creditors and the debtor: It can provide
procedural certainty about the process of negotiation, in such a way as to reduce
problems of common property and reduce information asymmetry for all
economicparticipants.
 Avoid destruction of value: It can also provide flexibility for parties to arrive at the
most efficient solution to maximise value during negotiations. The bankruptcy law will
create a platform for negotiation between creditors and external financiers which can
create the possibility of suchrearrangements.
 Drawing the line between malfeasance and business failure: Under a weak
insolvency regime, the stereotype of “rich promoters of defaulting entities” generates
two strands of thinking:
(A) the idea that all default involves malfeasanceand
(B) the idea that promoters should be held personally financially responsible for
defaults of the firms that theycontrol.
 Clearly allocate losses in macroeconomic downturns: With a sound
bankruptcy framework, these losses are clearly allocated to some people. Loss
allocation could take place through taxes, inflation, currency depreciation,
expropriation, or wage or consumption suppression. These could fall upon foreign
creditors, small business owners, savers, workers, owners of financial and non-
financial assets, importers, exporters.
The following benefits are expected from the new Law:-
 Asset stripping by promoters is controlled after and beforedefault.
 The promoters can make a proposal that involves buying back the company for a
certainprice, alongside a certain debtrestructuring
 Others in the economy can make proposals to buy the company at a certain price,
alongside a certain debtrestructuring
 All parties knowsthat if no deal is struck within the stipulated period, the company
will go into liquidation. This will help avoid delayingtactics.
 The inability of promoters to steal from the company, owing to the supervision of
the IP, also helps reduce the incentive to have a slow lingeringdeath.

The Code seeks to provide an effective legal framework for timely resolution of insolvency
and bankruptcy which would support development of credit markets and encourage
entrepreneurship, and facilitate more investments leading to higher economic growth and
development.

Structure of the Code

The Code is structured into 5 parts comprising of 255 sections and 11 Schedules. Each
part deals with a distinct aspect of the insolvency resolution process. Part II, Chapters I
and II are of particularsignificanceforthestudentsandarediscussedindetailhereunder:

Part Part Content Chapters Chapter / Contents

and
Sections
I Preliminary (1-3) 1. Short title, extent &Commencement
2. Application
3. Definitions
II Insolvency I–VII 1. Preliminary (Application &Definitions)
Resolutions (4–77) 2. Corporate Insolvency ResolutionProcess
and 3. LiquidationProcess
Liquidation 4. Fast Track Corporate Insolvency Resolution
for Corporate Process
Persons 5. Voluntary Liquidation of CorporatePersons
6. Adjudicating Authority for CorporatePersons
7. Offences &Penalties
III Insolvency I – VII 1. Preliminary (Application &Definitions)
Resolution (78- 2. Fresh StartProcess
and 187) 3. Insolvency ResolutionProcess
Bankruptcyfo 4. Bankruptcy Order for Individuals
rIndividuals &Partnership Firms
and 5. Administration &Distribution of the Estate of
Partnership theBankrupt
Firms 6. AdjudicatingAuthority
7. Offences &Penalties
 IV Regulation of I – VII (188– 1. The Insolvency and Bankruptcy Board ofIndia
Insolvency 223) 2. Powers &Functions of theBoard
Professionals 3. Insolvency ProfessionalAgencies
AgencieandI 4. InsolvencyProfessionals
nformation 5. InformationUtilities
Utilities 6. Inspection &Investigation
7. Finance, Accounts &Audit
V Miscellaneous (224 – 255) Miscellaneous

Extent and Commencement of the Code:

As per section 1 of the Insolvency and Bankruptcy Code, it extends to the whole of India
exceptPart III (Insolvency Resolution and Bankruptcy for Individuals and Partnership Firm)
which excludes the state of Jammu andKashmir.

This Code came into an enforcement on 28th May 2016, however, the Central Government
appointed different dates for different provisions of this Code and any reference in any such
provision to the commencement of this Code shall be construed as a reference to
thecommencement of thatprovision.
Applicability of the Code
The provisions of the Code shall apply for insolvency, liquidation,
voluntary liquidation or bankruptcy of the followingentities:-
(a) AnycompanyincorporatedundertheCompaniesAct,2013orunderanypreviouslaw.
(b) Any other company governed by any special act for the time being in
force, except in so far
asthesaidprovisionisinconsistentwiththeprovisionsofsuchSpecialAct.
(c) Any Limited Liability Partnership under the LLP Act2008.
(d) Any other body incorporated under any law for the time being in force,
as the entral Government may by notification specify in thisbehalf.
 (e) Partnership firms andindividuals.

Companies( Governed by
Companies Act, 2013/under
any previous law/by any sepcial
act)

Individuals LLP

Partnership Firms Notified entity

Exceptions: There is an exception to the applicability of the Code that it shall not apply
to corporate persons who are regulated financial service providers like Banks, Financial
Institutions and Insurancecompanies.

Features of the Insolvency and Bankruptcy Code:

The Insolvency and Bankruptcy Code, 2016 has following distinguishing features:-
 Comprehensive Law: Insolvency Code is a comprehensive law which envisages
and regulates the process of insolvency and bankruptcy of all persons including
corporates, partnerships, LLP’s andindividuals.
 No Multiplicity of Laws: The Code has withered away the multiple laws covering
the recovery of debts and insolvency and liquidation process and presents singular
platform for all the reliefs relating to recovery of debts andinsolvency.
 Low Time Resolution: The Code provides a low time resolution and defines fixed
time frames for insolvency resolution of companies and individuals. The process is
mandated to be completed within 180 days, extendable to maximum of 90 days.
Further, for a speedier process there is provision for fast-track resolution of corporate
insolvency within 90 days. If
insolvencycannotberesolved,theassetsoftheborrowersmaybesoldtorepaycreditors.
  One Window Clearance: It has been drafted to provide one window clearance to
the applicant whereby he gets the appropriate relief at the same authority unlike the
earlier position of law where in case the company is not able to revive the procedure
for winding up
andliquidationhastobeinitiatedunderseparatelawsgovernedbyseparateauthorities.
 One Chain of Authority: There is one chain of authority under the Code. It does not
even allow the civil courts to interfere with the application pending before the
adjudicating authority, thereby reducing the multiplicity of litigations. The National
Company Law Tribunal (NCLT) will adjudicate insolvency resolution for companies.
The Debt Recovery Tribunal (DRT) will adjudicate insolvency resolution
forindividuals.
 Priority to the interests of workman and employees: The Code also protects the
interests of workman and employees. It excludes dues payable to workmen under
provident fund, pension fund and gratuity fund from the debtor’s assets
duringliquidation.
 New Regulatory Authority: It provides for constitution of a new regulatory authority
‘Insolvency and Bankruptcy Board of India’ to regulate professionals, agencies and
information utilities engaged in resolution of insolvencies of companies, partnership
firms and individuals. The Board has already been established and started
functioning.
Key Objectives of the Code

The Insolvency and Bankruptcy Code, 2016 is intended to strike the right balance of
interests of all stakeholders of the business enterprise so that the corporates and other
business entities enjoy availability of credit and at the same time the creditor do not have to
bear the losses on account of default. The purpose of enactment of the Insolvency and
Bankruptcy Code, 2016 is as follows:

(a) To consolidate and amend the laws relating to re-organization and

insolvency resolution of corporate persons, partnership firms
andindividuals.
(b) Tofixtimeperiodsforexecutionofthelawinatimeboundmanner.
(c) To maximize the value of assets of interestedpersons.
(d) To promoteentrepreneurship
(e) To increase availability ofcredit.
(f) To balance the interests of all the stakeholders including alteration in
the order of priority of payment of Governmentdues.
(g) To establish an Insolvency and Bankruptcy Board of India as a
regulatory body for insolvency and bankruptcylaw.
Regulatory Mechanism

The Insolvency and Bankruptcy Code, 2016 provides a new regulatory mechanism with an
institutional set-up comprising of five pillars:-
Insolvency and Bankruptcy Board ofIndia
Insolvency ProfessionalAgencies
 InsolvencyProfessionals
InformationUtilities
AdjudicatingAuthority

Insolvency and
Bankrupty Code,
2016

Insolvency and
Bankruptcy Board of Adjudicating
Authority
India (IBBI)

Insolvency
Insolvency Information Utility
Professionals
Professionals (IP) (IU)
Agency (IPA)

(a) To consolidate and amend the laws relating to re-organization and insolvency
resolution of corporate persons, partnership firms andindividuals.
(b) Tofixtimeperiodsforexecutionofthelawinatimeboundmanner.
(c) To maximize the value of assets of interestedpersons.
(d) To promoteentrepreneurship
(e) To increase availability ofcredit.
(f) To balance the interests of all the stakeholders including alteration in the order of
priority of payment of Governmentdues.
(g) To establish an Insolvency and Bankruptcy Board of India as a regulatory body for
insolvency and bankruptcylaw.

(1) Insolvency and Bankruptcy Board of India-The Code provides for establishment
of a Regulator who will oversee these entities and to perform legislative, executive
and quasi- judicial functions with respect to the Insolvency Professionals, Insolvency
Professional Agencies and Information Utilities. The Insolvency and Bankruptcy
Board of India was established on October 1, 2016. The head office of the Board is
located at New Delhi.
The Board is a body corporate, having perpetual succession and a common seal,
with power, subject to the provisions of this Code, to acquire, hold and dispose of
property, both movable and immovable, and to contract, and shall, by the said name,
sue or be sued.
Composition of the Board
(a) aChairperson;
(b) three members from amongst the officers of the Central
 Government not below the rank of Joint Secretary or equivalent,
one each to represent the Ministry of Finance, the Ministry of
Corporate Affairs and Ministry of Law,ex-officio;
(c) onemembertobenominatedbytheReserveBankofIndia,exofficio;
(d) five other members to be nominated by the Central Government,
of whom at least three shall be the whole-timemembers

(2) Insolvency Professional Agencies-The Code provides for establishment of

insolvency professionals agencies to enroll and regulate insolvency professionals as
its members in accordance with the Insolvency and Bankruptcy Code 2016 and
read withregulations.
Principles governing registration of Insolvency Professional Agency

to promote the professional development of and

regulation of insolvency professionals

to promote the services of competent insolvency

professionals to cater to the needs of debtors,
creditors and such other persons as may be specified

to promote good professional and ethical

conduct amongst insolvency professionals

to protect the interests of debtors, creditors and such

other persons as may be specified

Functions of Insolvency professional agencies (IPA): It will perform three key

functions:

drafting detailed standards and

Regulatory functions codes of conduct through bye-
laws, that aremade public and are
binding on allmembers
Functions of

monitoring, inspecting and

investigating members on a
regular basis

gathering information on their

IPA

performance, with the over-

Executive functions arching objective of
preventing frivolous
behaviour, and

malfeasance in the conduct of IP

duties

addressing grievances of
Quasi-judicial functions aggrieved parties, hearing
complaints against members
and taking suitable actions
 (3) Insolvency Professionals: The Code provides for insolvency professionals as
intermediaries who would play a key role in the efficient working of the bankruptcy
process. The role of theIP encompasses a wide range of functions, which include
adhering to procedure of the law, as well as accounting and finance related
functions. He shall have the power
andresponsibilitytomonitorandmanagetheoperationsandassetsoftheenterprise.
In the resolution process, the insolvency professional verifies the claims of the
creditors, constitutes a creditors committee, runs the debtor's business during the
moratorium periodand helps the creditors in reaching a consensus for a revival plan.
In liquidation, the insolvency professional acts as a liquidator and bankruptcytrustee.

An Insolvency Professional if appointed as a Resolution Professional shall act as a as a

neutral trustee of the assets of theorganization.
Every insolvency professional shall abide by the following code of conduct:—
 to take reasonable care and diligence while performing hisduties;
 to comply with all requirements and terms and conditions specified in the bye-laws
of the insolvency professional agency of which he is amember;
 to allow the insolvency professional agency to inspect hisrecords;
 to submit a copy of the records of every proceeding before the Adjudicating Authority
 to the Board as well as to the insolvency professional agency of which he is a
member; and

 to perform his functions in such manner and subject to such conditions as may be
specified.
(4) Information Utilities – The Code envisages creation of information utility to collect,
collate, authenticate and disseminate financial information of debtors in centralized
electronic databases, at alltimes.
The Code requires creditors to provide financial information of debtors to multiple
utilities on an ongoing basis. Such information would be available to creditors,
resolution professionals, liquidators and other stakeholders in insolvency and
bankruptcy proceedings. The purpose of this is to remove information asymmetry
and dependency on the debtor's management for critical information that is needed
to swiftly resolveinsolvency.

Obligations of Information Utility:

An information utility shall provide such services as may be specified including core
servicesto any person if such person complies with the terms and conditions as may be
specified by regulations.
For the purposes of providing core services to any person, every information utility shall—
 create and store financial information in a universally accessibleformat;
 accept electronic submissions of financial information from persons who are under
obligations to submit financialinformation
 accept, in specified form and manner, electronic submissions of financial
informationfrom persons who intend to submit suchinformation;
 meetsuchminimumservicequalitystandardsasmaybespecifiedbyregulations;
 get the information received from various persons authenticated by all concerned
parties before storing suchinformation;
 provide access to the financial information stored by it to any person who intends to
accesssuchinformationinsuchmannerasmaybespecifiedbyregulations;
 publish such statistical information as may be specified byregulations;
 have inter-operatability with other informationutilities.

(5) Adjudicating Authority-The Adjudicating Authority for corporate insolvency and

liquidation is the National Company Law Tribunal (NCLT). Appeals against NCLT
orders shall lie with National Company Law Appellate Tribunal (NCLAT) and
thereafter to the Supreme Court of India.
The Code has created one chain of authority for adjudication under the Code. Civil
Courtshave been prohibited to interfere in the matters related with application
pending before the Adjudicating Authority. No injunction shall be granted by any
Court, Tribunal or Authority in respect of any action taken by the NCLT.
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 AMIT BACHHAWAT TRAINING FORUM
PART IV
REGULATION OF INSOLVENCY PROFESSIONALS, AGENCIES AND
INFORMATION UTILITIES
CHAPTER I
THE INSOLVENCY AND BANKRUPTCY BOARD OF INDIA
188.Establishment and incorporation of Board. –
(1) With effect from such date as the Central Government may, by notification, appoint,
there shall be established, for the purposes of this Code, a Board by the name of the Insolvency
and Bankruptcy Board of India.
(2) The Board shall be a body corporate by the name aforesaid, having perpetual
succession and a common seal, with power, subject to the provisions of this Code, to acquire,
hold and dispose of property, both movable and immovable, and to contract, and shall, by the
said name, sue or be sued.
(3) The head office of the Board shall be at such place in the National Capital Region,
as the Central Government may, by notification, specify.
Explanation. - For the purposes of this section, the expression “National Capital
Region” shall have the same meaning as assigned to it in clause (f) of section 2 of the National
Capital Region Planning Board Act, 1985 (2 of 1985).
(4) The Board may establish offices at other places in India.

189.Constitution of Board. -
(1) The Board shall consist of the following members who shall be appointed by the Central
Government, namely: -
(a) a Chairperson;
(b) three members from amongst the officers of the Central Government not below
the rank of Joint Secretary or equivalent, one each to represent the Ministry of Finance,
the Ministry of Corporate Affairs and Ministry of Law, ex -officio;
(c) one member to be nominated by the Reserve Bank of India, ex-officio;
(d) five other members to be nominated by the Central Government, of whom at
least three shall be the whole-time members.
(2) The Chairperson and the other members shall be persons of ability, integrity and standing,
who have shown capacity in dealing with problems relating to insolvency or bankruptcy and
have special knowledge and experience in the field of law, finance, economics, accountancy or
administration.
(3) The appointment of the Chairperson and the members of the Board other than the
 appointment of an ex-officio member under this section shall be made after obtaining the
recommendation of a selection committee consisting of -
(a) Cabinet Secretary- Chairperson;
(b) Secretary to the Government of India to be nominated by the Central
Government-Member;
(c) Chairperson of the Insolvency and Bankruptcy Board of India (in case of
selection of members of the Board)- Member;
(d) three experts of repute from the field of finance, law, management, insolvency
and related subject, to be nominated by the Central Government- Members.
(4) The term of office of the Chairperson and members (other than ex-officio members) shall be
five years or till they attain the age of sixty-five years, whichever is earlier, and they shall be
eligible for re-appointment.
(5) The salaries and allowances payable to, and other terms and conditions of service of, the
Chairperson and members (other than the ex-officio members) shall be such as may be
prescribed.
190.Removal of member from office. -
The Central Government may remove a member from office if he–
(a) is an undischarged bankrupt as defined under Part III;
(b) has become physically or mentally incapable of acting as a member;
(c) has been convicted of an offence, which in the opinion of Central Government
involves moral turpitude;
(d) has, so abused his position as to render his continuation in office detrimental to
the public interest:
Provided that no member shall be removed under clause (d) unless he has been given a reasonable
opportunity of being heard in the matter.
191.Powers of Chairperson. -
Save as otherwise determined by regulations, the Chairperson shall have powers of general
superintendence and direction of the affairs of the Board and may also exercise such other powers
as may be delegated to him by the Board.
192.Meetings of Board. -
(1) The Board shall meet at such times and places, and observe such rules of procedure
in regard to the transaction of business at its meetings (including quorum at such meetings) as
may be determined by regulations.
(2) The Chairperson, or if, for any reason, the Chairperson is unable to attend any
meeting of the Board, any other member chosen by the members present at the meeting shall
preside at the meeting.
 (3) All questions which come up before any meeting of the Board shall be decided by
a majority votes of the members present and voting, and, in the event of an equality of votes,
the Chairperson, or in his absence, the person presiding, shall have a second or casting vote.
193.Member not to participate in meetings in certain cases. -
Any member, who is a director of a company and who as such director has any direct or indirect
pecuniary interest in any matter coming up for consideration at a meeting of the Board, shall, as
soon as possible after relevant circumstances have come to his knowledge, disclose the nature of
his interest at such meeting and such disclosure shall be recorded in the proceedings of the Board,
and the member shall not take any part in any deliberation or decision of the Board with respect to
that matter.
194.Vacancies etc., not to invalidate proceedings of Board, and Officers and employees
of Board. -
(1) No act or proceeding of the Board shall be invalid merely by reason of –
(a) any vacancy in, or any defect in the constitution of, the Board; or
(b) any defect in the appointment of a person acting as a member of the Board; or
(c) any irregularity in the procedure of the Board not affecting the merits of the
case.
(2) The Board may appoint such other officers and employees as it considers necessary
for the efficient discharge of its functions in such manner as may be specified.
(3) The salaries and allowances payable to, and other terms and conditions of service
of, officers and employees of the Board appointed under sub-section (2) shall be such as may
be specified by regulations.
195.Power to designate financial sector regulator. –
Until the Board is established, the Central Government may by notification, designate any
financial sector regulator to exercise the powers and functions of the Board under this Code.
CHAPTER II
POWERS AND FUNCTIONS OF THE BOARD
196.Powers and functions of Board. -
(1) The Board shall, subject to the general direction of the Central Government, perform all or any
of the following functions namely: -
(a) register insolvency professional agencies, insolvency professionals and
information utilities and renew, withdraw, suspend or cancel such registrations;
1
[(aa) promote the development of, and regulate, the working and practices of, insolvency
professionals, insolvency professional agencies and information utilities and other institutions,
in furtherance of the purposes of this Code;]
(b) specify the minimum eligibility requirements for registration of insolvency
professional agencies, insolvency professionals and information utilities;
 (c) levy fee or other charges 2[for carrying out the purposes of this Code, including fee for
registration and renewal] of insolvency professional agencies, insolvency professionals
and information utilities;
(d) specify by regulations standards for the functioning of insolvency professional
agencies, insolvency professionals and information utilities;

1
Ins. by Act No. 26 of 2018, sec. 32 (i) (w.e.f. 6-6-2018).
2
Subs. by Act No. 26 of 2018, sec. 32 (ii), for the words “for the registration” (w.e.f. 6-6-2018).

(e) lay down by regulations the minimum curriculum for the examination of the
insolvency professionals for their enrolment as members of the insolvency professional
agencies;
(f) carry out inspections and investigations on insolvency professional agencies,
insolvency professionals and information utilities and pass such orders as may be
required for compliance of the provisions of this Code and the regulations issued
hereunder;
(g) monitor the performance of insolvency professional agencies, insolvency
professionals and information utilities and pass any directions as may be required for
compliance of the provisions of this Code and the regulations issued hereunder;
(h) call for any information and records from the insolvency professional agencies,
insolvency professionals and information utilities;
(i) publish such information, data, research studies and other information as may
be specified by regulations;
(j) specify by regulations the manner of collecting and storing data by the
information utilities and for providing access to such data;
(k) collect and maintain records relating to insolvency and bankruptcy cases and
disseminate information relating to such cases;
(l) constitute such committees as may be required including in particular the
committees laid down in section 197;
(m) promote transparency and best practices in its governance;
(n) maintain websites and such other universally accessible repositories of
electronic information as may be necessary;
(o) enter into memorandum of understanding with any other statutory authorities;
(p) issue necessary guidelines to the insolvency professional agencies, insolvency
professionals and information utilities;
(q) specify mechanism for redressal of grievances against insolvency professionals,
insolvency professional agencies and information utilities and pass orders relating to
complaints filed against the aforesaid for compliance of the provisions of this Code and
 the regulations issued hereunder;
(r) conduct periodic study, research and audit the functioning and performance of
to the insolvency professional agencies, insolvency professionals and information
utilities at such intervals as may be specified by the Board;
(s) specify mechanisms for issuing regulations, including the conduct of public
consultation processes before notification of any regulations;
(t) make regulations and guidelines on matters relating to insolvency and
bankruptcy as may be required under this Code, including mechanism for time bound
disposal of the assets of the corporate debtor or debtor; and
(u) perform such other functions as may be prescribed.
(2) The Board may make a model bye-laws to be adopted by the insolvency professional agency
which may provide for –
(a) the minimum standards of professional competence of the members of
insolvency professional agencies;
(b) the standard for professional and ethical conduct of the members of
insolvency professional agencies;
(c) requirements for enrolment of person as members of insolvency
professional agency which shall be non-discriminatory;
Explanation. - For the purposes of this clause, the term “non-discriminatory” means
lack of discrimination on the ground of religion, caste, gender or place of birth and such other
grounds as may be specified;
(d) the manner of granting membership;
(e) setting up of a governing board for the internal governance and
management of insolvency professional agency in accordance with the regulations
specified by the Board;
(f) the information required to be submitted by members including the form
and the time for submitting such information;
(g) the specific classes of persons to whom services shall be provided at
concessional rates or for no remuneration by members;
(h) the grounds on which penalties may be levied upon the members of insolvency
professional agencies and the manner thereof;
(i) a fair and transparent mechanism for redressal of grievances against the
members of insolvency professional agencies;
(j) the grounds under which the insolvency professionals may be expelled from the
membership of insolvency professional agencies;
(k) the quantum of fee and the manner of collecting fee for inducting persons as its
members;
 (l) the procedure for enrolment of persons as members of insolvency professional
agency;
(m) the manner of conducting examination for enrolment of insolvency
professionals;
(n) the manner of monitoring and reviewing the working of insolvency professional
who are members;
(o) the duties and other activities to be performed by members;
(p) the manner of conducting disciplinary proceedings against its members and
imposing penalties;
(q) the manner of utilising the amount received as penalty imposed against any
insolvency professional.
(3) Notwithstanding anything contained in any other law for the time being in force, while
exercising the powers under this Code, the Board shall have the same powers as are vested in
a civil court under the Code of Civil Procedure, 1908 (5 of 1908), while trying a suit, in
respect of the following matters, namely: –
(i) the discovery and production of books of account and other documents, at such
place and such time as may be specified by the Board;
(ii) summoning and enforcing the attendance of persons and examining them on
oath;
(iii) inspection of any books, registers and other documents of any person at any
place;
(iv) issuing of commissions for the examination of witnesses or documents.
197.Constitution of advisory committee, executive committee or other committee. -
The Board may, for the efficient discharge of its functions, may constitute advisory and executive
committees or such other committees, as it may deem fit, consisting of a Chairperson and such
other members as may be specified by regulations.
198.Condonation of delay. -
Notwithstanding anything contained in this Code, where the Board does not perform any act
within the period specified under this Code, the relevant Adjudicating Authority may, for reasons
to be recorded in writing, condone the delay.
CHAPTER III
INSOLVENCY PROFESSIONAL AGENCIES
199.No person to function as insolvency professional agency without valid certificate of
registration. –
Save as otherwise provided in this Code, no person shall carry on its business as insolvency
professional agencies under this Code and enrol insolvency professionals as its members except
under and in accordance with a certificate of registration issued in this behalf by the Board.
200. Principles governing registration of insolvency professional agency. -
The Board shall have regard to the following principles while registering the insolvency
professional agencies under this Code, namely: –
a. to promote the professional development of and regulation of insolvency
professionals;
b. to promote the services of competent insolvency professionals to cater to the
needs of debtors, creditors and such other persons as may be specified;
c. to promote good professional and ethical conduct amongst insolvency
professionals;
d. to protect the interests of debtors, creditors and such other persons as may be
specified;
e. to promote the growth of insolvency professional agencies for the effective
resolution of insolvency and bankruptcy processes under this Code.
201. Registration of insolvency professional agency. -
(1) Every application for registration shall be made to the Board in such form and
manner, containing such particulars, and accompanied by such fee, as may be specified by
regulations:
Provided that every application received by the Board shall be acknowledged within
seven days of its receipt.
(2) On receipt of the application under sub-section (1), the Board may, on being
satisfied that the application conforms with all requirements specified under sub-section (1),
grant a certificate of registration to the applicant or else, reject, by order, such application:
Provided that no order rejecting the application shall be made without giving an
opportunity of being heard to the applicant:
Provided further that every order so made shall be communicated to the applicant within
a period of fifteen days.
(3) The Board may issue a certificate of registration to the applicant in such form and
manner and subject to such terms and conditions as may be specified.
(4) The Board may renew the certificate of registration from time to time in such manner
and on payment of such fee as may be specified.
(5) The Board may, by order, suspend or cancel the certificate of registration granted to
an insolvency professional agency on any of the following grounds, namely: –
(a) that it has obtained registration by making a false statement or misrepresentation
or by any other unlawful means;
(b) that it has failed to comply with the requirements of the regulations made by
the Board or bye-laws made by the insolvency professional agency;
 (c) that it has contravened any of the provisions of the Act or the rules or the
regulations made thereunder;
(d) on any other ground as may be specified by regulations:
Provided that no order shall be made under this sub-section unless the insolvency
professional agency concerned has been given a reasonable opportunity of being heard:
Provided further that no such order shall be passed by any member except whole-time
members of the Board.
202. Appeal to National Company Law Appellate Tribunal. -
Any insolvency professional agency which is aggrieved by the order of the Board made
under section 201 may prefer an appeal to the National Company Law Appellate Tribunal in
such form, within such period, and in such manner, as may be specified by regulations.
203. Governing Board of insolvency professional agency. –
The Board may, for the purposes of ensuring that every insolvency professional agency
takes into account the objectives sought to be achieved under this Code, make regulations to
specify–
a. the setting up of a governing board of an insolvency professional agency;
b. the minimum number of independent members to be on the governing board of
the insolvency professional agency; and
c. the number of the insolvency professionals being its members who shall be on
the governing board of the insolvency professional agency.
204. Functions of insolvency professional agencies. -
An insolvency professional agency shall perform the following functions, namely: –
a. grant membership to persons who fulfil all requirements set out in its bye-laws
on payment of membership fee;
b. lay down standards of professional conduct for its members;
c. monitor the performance of its members;
d. safeguard the rights, privileges and interests of insolvency professionals who
are its members;
e. suspend or cancel the membership of insolvency professionals who are its
members on the grounds set out in its bye-laws;
f. redress the grievances of consumers against insolvency professionals who are
its members; and
g. publish information about its functions, list of its members, performance of its
members and such other information as may be specified by regulations.
205. Insolvency professional agencies to make bye-laws. –
Subject to the provisions of this Code and any rules or regulations made thereunder and
after obtaining the approval of the Board, every insolvency professional agency shall make
bye-laws consistent with the model bye-laws specified by the Board under sub-section (2) of
section 196.
CHAPTER IV
INSOLVENCY PROFESSIONALS
206. Enrolled and registered persons to act as insolvency professionals. -
No person shall render his services as insolvency professional under this Code without
being enrolled as a member of an insolvency professional agency and registered with the Board.
207. Registration of insolvency professionals. -
(1) Every insolvency professional shall, after obtaining the membership of any
insolvency professional agency, register themselves with the Board within such time, in such
manner and on payment of such fee, as may be specified by regulations.
(2) The Board may specify the categories of professionals or persons possessing such
qualifications and experience in the field of finance, law, management, insolvency or such
other field, as it deems fit.
208. Functions and obligations of insolvency professionals. –
(1) Where any insolvency resolution, fresh start, liquidation or bankruptcy process has
been initiated, it shall be the function of an insolvency professional to take such actions as may
be necessary, in the following matters, namely: –
(a) a fresh start order process under Chapter II of Part III;
(b) individual insolvency resolution process under Chapter III of Part III
(c) corporate insolvency resolution process under Chapter II of Part II.
(d) individual bankruptcy process under Chapter IV of Part III; and
(e) liquidation of a corporate debtor firm under Chapter III of Part II.
(2) Every insolvency professional shall abide by the following code of conduct: –
(a) to take reasonable care and diligence while performing his duties;
(b) to comply with all requirements and terms and conditions specified in the bye-
laws of the insolvency professional agency of which he is a member;
(c) to allow the insolvency professional agency to inspect his records;
(d) to submit a copy of the records of every proceeding before the Adjudicating
Authority to the Board as well as to the insolvency professional agency of which he is
a member; and
 (e) to perform his functions in such manner and subject to such conditions as may
be specified.
CHAPTER V
INFORMATION UTILITIES
209. No person to function as information utility without certificate of registration. –
Save as otherwise provided in this Code, no information utility shall carry on its
business under this Code except under and in accordance with a certificate of registration issued
in that behalf by the Board.
210. Registration of information utility. –
(1) Every application for registration shall be made to the Board in such form and manner,
containing such particulars, and accompanied by such fee, as may be specified by
regulations:
Provided that every application received by the Board shall be acknowledged within
seven days of its receipt.
(2) On receipt of the application under sub-section (1), the Board may, on being satisfied that
the application conforms with all requirements specified under sub-section (1), grant a
certificate of registration to the applicant or else, reject, by order, such application.
(3) The Board may issue a certificate of registration to the applicant in such form and manner
and subject to such terms and conditions as may be specified.
(4) The Board may renew the certificate of registration from time to time in such manner and
on payment of such fee as may be specified by regulations.
(5) The Board may, by order, suspend or cancel the certificate of registration granted to an
information utility on any of the following grounds, namely: –
a. that it has obtained registration by making a false statement or
misrepresentation or any other unlawful means;
b. that it has failed to comply with the requirements of the regulations made
by the Board;
c. that it has contravened any of the provisions of the Act or the rules or the
regulations made thereunder;
d. on any other ground as may be specified by regulations:
Provided that no order shall be made under this sub-section unless the information utility
concerned has been given a reasonable opportunity of being heard:
Provided further that no such order shall be passed by any member except whole-time members
of the Board.
211.Appeal to National Company Law Appellate Tribunal. –
Any information utility which is aggrieved by the order of the Board made under section 210 may
prefer an appeal to the National Company Law Appellate Tribunal in such form, within such
period, and in such manner, as may be specified by regulations.
212.Governing Board of information utility. –
The Board may, for ensuring that an information utility takes into account the objectives sought to
be achieved under this Code, require every information utility to set up a governing board, with
such number of independent members, as may be specified by regulations.
213.Core services, etc. of information utilities. –
An information utility shall provide such services as may be specified including core services to
any person if such person complies with the terms and conditions as may be specified by
regulations.
214.Obligations of information utility. –
For the purposes of providing core services to any person, every information utility
shall–
a. create and store financial information in a universally accessible
format;
b. accept electronic submissions of financial information from persons who are
under obligations to submit financial information under sub-section (1) of section 215,
in such form and manner as may be specified by regulations;
c. accept, in specified form and manner, electronic submissions of financial
information from persons who intend to submit such information;
d. meet such minimum service quality standards as may be specified by
regulations;
e. get the information received from various persons authenticated by all
concerned parties before storing such information;
f. provide access to the financial information stored by it to any person who
intends to access such information in such manner as may be specified by regulations;
g. publish such statistical information as may be specified by regulations.
h. have inter-operatability with other information utilities.
215.Procedure for submission, etc. of financial information. –
(1) Any person who intends to submit financial information to the information utility or access
the information from the information utility shall pay such fee and submit information in such
form and manner as may be specified by regulations.
(2) A financial creditor shall submit financial information and information relating to assets in
relation to which any security interest has been created, in such form and manner as
 may be specified by regulations.
(3) An operational creditor may submit financial information to the information utility in such
form and manner as may be specified.
216. Rights and obligations of persons submitting financial information. -
(1) A person who intends to update or modify or rectify errors in the financial information
submitted under section 215, he may make an application to the information utility for such
purpose stating reasons therefor, in such manner and within such time, as may be specified
(2) A person who submits financial information to an information utility shall not provide such
information to any other person, except to such extent, under such circumstances, and in such
manner, as may be specified.
CHAPTER VI
INSPECTION AND INVESTIGATION
217. Complaints against insolvency professional agency or its member or information
utility. -
Any person aggrieved by the functioning of an insolvency professional agency or insolvency
professional or an information utility may file a complaint to the Board in such form, within such
time and in such manner as may be specified.
218. Investigation of insolvency professional agency or its member or information utility.
(1) Where the Board, on receipt of a complaint under section 217 or has reasonable grounds to
believe that any insolvency professional agency or insolvency professional or an information
utility has contravened any of the provisions of the Code or the rules or regulations made or
directions issued by the Board thereunder, it may, at any time by an order in writing, direct
any person or persons to act as an investigating authority to conduct an inspection or
investigation of the insolvency professional agency or insolvency professional or an
information utility.
(2) The inspection or investigation carried out under sub-section (1) of this section shall be
conducted within such time and in such manner as may be specified by regulations.
(3) The Investigating Authority may, in the course of such inspection or investigation, require any
other person who is likely to have any relevant document, record or information to furnish the
same, and such person shall be bound to furnish such document, record or information:
Provided that the Investigating Authority shall provide detailed reasons to such person before
requiring him to furnish such document, record or information.
(4) The Investigating Authority may, in the course of its inspection or investigation, enter any
building or place where they may have reasons to believe that any such document,
 record or information relating to the subject-matter of the inquiry may be found and may seize
any such document, record or information or take extracts or copies therefrom, subject to the
provisions of section 100 of the Code of Criminal Procedure, 1973, insofar as they may be
applicable.
(5) The Investigating Authority shall keep in its custody the books, registers, other documents
and records seized under this section for such period not later than the conclusion of the
investigation as it considers necessary and thereafter shall return the same to the concerned
person from whose custody or power they were seized:
Provided that the Investigating Authority may, before returning such books, registers, other
documents and record as aforesaid, place identification marks on them or any part thereof.
(6) A detailed report of inspection or investigation shall be submitted to the Board by the
Investigating Authority.
219. Show cause notice to insolvency professional agency or its member or information
utility. -
The Board may, upon completion of an inspection or investigation under section 218, issue a
show cause notice to such insolvency professional agency or insolvency professional or
information utility, and carry out inspection of such insolvency professional agency or insolvency
professional or information utility in such manner, giving such time for giving reply, as may be
specified by regulations.
220.Appointment of disciplinary committee. –
(1) The Board shall constitute a disciplinary committee to consider the reports of the investigating
Authority submitted under sub-section (6) of section 218:
Provided that the members of the disciplinary committee shall consist of whole-time members of
the Board only.
(2) On the examination of the report of the Investigating Authority, if the disciplinary committee
is satisfied that sufficient cause exists, it may impose penalty as specified in sub- section (3) or
suspend or cancel the registration of the insolvency professional or, suspend or cancel the
registration of insolvency professional agency or information utility as the case may be.
(3) Where any insolvency professional agency or insolvency professional or an information
utility has contravened any provision of this Code or rules or regulations made thereunder,
the disciplinary committee may impose penalty which shall be –
• three times the amount of the loss caused, or likely to have been caused, to
persons concerned on account of such contravention; or
•three times the amount of the unlawful gain made on account of such
contravention,
whichever is higher:
Provided that where such loss or unlawful gain is not quantifiable, the total amount of the penalty
imposed shall not exceed more than one crore rupees.
(4) Notwithstanding anything contained in sub-section (3), the Board may direct any person who
has made unlawful gain or averted loss by indulging in any activity in contravention of this
Code, or the rules or regulations made thereunder, to disgorge an amount equivalent to such
unlawful gain or aversion of loss.
(5) The Board may take such action as may be required to provide restitution to the person who
suffered loss on account of any contravention from the amount so disgorged, if the person who
suffered such loss is identifiable and the loss so suffered is directly attributable to such
person.
(6) The Board may make regulations to specify-
(a) the procedure for claiming restitution under sub- section (5)
(b) the period within which such restitution may be claimed; and
(c) the manner in which restitution of amount may be made.
CHAPTER VII
FINANCE, ACCOUNTS AND AUDIT
221.Grants by Central Government. -
The Central Government may, after due appropriation made by Parliament by law in
this behalf, make to the Board grants of such sums of money as that Government may think fit
for being utilised for the purposes of this Code.
222.Board’s Fund. –
(1) There shall be constituted a Fund to be called the Fund of the Insolvency and Bankruptcy
Board and there shall be credited thereto –
(a) all grants, fees and charges received by the Board under this Code;
(b) all sums received by the Board from such other sources as may be decided upon by
the Central Government;
(c) such other funds as may be specified by the Board or prescribed by the Central
Government.
(2) The Fund shall be applied for meeting –
a. the salaries, allowances and other remuneration of the members, officers
and other employees of the Board;
b. the expenses of the Board in the discharge of its functions under section 196;
c. the expenses on objects and for purposes authorised by this Code.
d. such other purposes as may be prescribed.
 223.Accounts and audit. –
(1) The Board shall maintain proper accounts and other relevant records and prepare an
annual statement of accounts in such form as may be prescribed by the Central Government in
consultation with the Comptroller and Auditor-General of India.
(2) The accounts of the Board shall be audited by the Comptroller and Auditor-General
of India at such intervals as may be specified by him and any expenditure incurred in
connection with such audit shall be payable by the Board to the Comptroller and Auditor-
General of India.
(3) The Comptroller and Auditor-General of India and any other person appointed by
him in connection with the audit of the accounts of the Board shall have the same rights and
privileges and authority in connection with such audit as the Comptroller and Auditor-General
generally has in connection with the audit of the Government accounts and, in particular, shall
have the right to demand the production of books, accounts, connected vouchers and other
documents and papers and to inspect any of the offices of the Board.
(4) The accounts of the Board as certified by the Comptroller and Auditor General of
India or any other person appointed by him in this behalf together with the audit report thereon
shall be forwarded annually to the Central Government and that Government shall cause the
same to be laid before each House of Parliament.
PART V
MISCELLENEOUS
224. Insolvency and Bankruptcy Fund. –
(1) There shall be formed a Fund to be called the Insolvency and Bankruptcy Fund (hereafter in
this section referred to as the “Fund”) for the purposes of insolvency resolution, liquidation
and bankruptcy of persons under the Code.
(2) There shall be credited to the Fund the following amounts, namely —
(a) the grants made by the Central Government for the purposes of the Fund;
(b) the amount deposited by persons as contribution to the Fund;
(c) the amount received in the Fund from any other source; and
(d) the interest or other income received out of the investment made from the Fund.
(3) A person who has contributed any amount to the Fund may, in the event of proceedings
initiated in respect of such person under this Code before an Adjudicating Authority, make an
application to such Adjudicating Authority for withdrawal of funds not exceeding the amount
contributed by it, for making payment to workmen, protecting the assets of such persons,
meeting the incidental cost during the proceedings or such purposes as may be prescribed.
(4) The Central Government shall, by notification, appoint an administrator to administer the
fund in such manner as may be prescribed.
225.Power of Central Government to issue directions. –
(1) Without prejudice to the foregoing provisions of this Code, the Board shall, in exercise of
its powers or the performance of its functions under this Code, be bound by such
directions on questions of policy as the Central Government may give in writing to it from
time to time:
Provided that the Board shall, as far as practicable, be given an opportunity to express its views
before any direction is given under this sub-section.
(2) The decision of the Central Government as to whether a question is one of policy or not
shall be final.
226.Power of Central Government to supersede Board. –
(1) If at any time the Central Government is of opinion –
(a) that on account of grave emergency, the Board is unable to discharge the
functions and duties imposed on it by or under the provisions of this Code; or
(b) that the Board has persistently not complied with any direction issued by the
Central Government under this Code or in the discharge of the functions and duties
imposed on it by or under the provisions of this Code and as a result of such non-
compliance the financial position of the Board or the administration of the Board has
deteriorated; or
(c) that circumstances exist which render it necessary in the public interest so to
do,
the Central Government may, by notification, supersede the Board for such period, not
exceeding six months, as may be specified in the notification.
(2) Upon the publication of a notification under sub-section (1) superseding the Board,
- (a) all the members shall, as from the date of supersession, vacate their offices as such; (b) all
the powers, functions and duties which may, by or under the provisions of this Code, be
exercised or discharged by or on behalf of the Board, shall until the Board is reconstituted
under sub-section (3), be exercised and discharged by such person or persons as the Central
Government may direct; and (c) all property owned or controlled by the Board shall, until the
Board is reconstituted under sub-section (3), vest in the Central Government.
(3) On the expiration of the period of supersession specified in the notification issued
under sub-section (1), the Central Government may reconstitute the Board by a fresh
appointment and in such case any person or persons who vacated their offices under clause (a)
of sub-section (2), shall not be deemed disqualified for appointment:
Provided that the Central Government may, at any time, before the expiration of the
period of supersession, take action under this sub-section.
(4) The Central Government shall cause a notification issued under sub-section (1) and
a full report of any action taken under this section and the circumstances leading to such action
 to be laid before each House of Parliament at the earliest.
227.Power of Central Government to notify financial sector providers etc.-
Notwithstanding anything to the contrary examined in this Code or any other law for the time
being in force, the Central Government may, if it considers necessary, in consultation with the
appropriate financial sector regulators, notify financial service providers or categories of financial
service providers for the purpose of their insolvency and liquidation proceedings, which may be
conducted under this Code, in such manner as may be prescribed.
228.Budget. -
The Board shall prepare, in such form and at such time in each financial year as may be prescribed,
its budget for the next financial year, showing the estimated receipts and expenditure of the Board
and forward the same to the Central Government.
229.Annual Report. –
(1) The Board shall prepare, in such form and at such time in each financial year as may be
prescribed, its annual report, giving a full account of its activities during the previous
financial year, and submit a copy thereof to the Central Government.
(2) A copy of the report received under sub-section (1) shall be laid, as soon as may be after it is
received, before each House of Parliament.
230.Delegation. -
The Board may, by general or special order in writing delegate to any member, officer of the
Board or subject to such conditions, if any, as may be specified in the order, such of its powers
and functions under this Code (except the powers under section 240 as it may deem necessary.
231.Bar of jurisdiction. -
No civil court shall have jurisdiction in respect of any matter in which the 1[Adjudicating
Authority or the Board] is empowered by, or under, this Code to pass any order and no injunction
shall be granted by any court or other authority in respect of any action taken or to be taken in
pursuance of any order passed by such 1[Adjudicating Authority or the Board] under this Code.
232.Members, officers and employees of the Board to be public servants. -
The Chairperson, Members, officers and other employees of the Board shall be deemed, when
acting or purporting to act in pursuance of any of the provisions of this Code, to be public servants
within the meaning of section 21 of the Indian Penal Code (45 of 1860).
233.Protection of action taken in good faith. -
No suit, prosecution or other legal proceeding shall lie against the Government or any officer of
the Government, or the Chairperson, Member, officer or other employee of the Board or an
insolvency professional or liquidator for anything which is in done or intended to be done
1
Ins. by Act No. 26 of 2018, sec. 33 (w.e.f. 6-6-2018).
 in good faith under this Code or the rules or regulations made thereunder.
234. Agreements with foreign countries. -
(1) The Central Government may enter into an agreement with the Government of any country
outside India for enforcing the provisions of this Code.
(2) The Central Government may, by notification in the Official Gazette, direct that the
application of provisions of this Code in relation to assets or property of corporate debtor or
debtor, including a personal guarantor of a corporate debtor, as the case may be, situated at any
place in a country outside India with which reciprocal arrangements have been made, shall be
subject to such conditions as may be specified.
235. Letter of request to a country outside India in certain cases. -
(1) Notwithstanding anything contained in this Code or any law for the time being in force if, in
the course of insolvency resolution process, or liquidation or bankruptcy proceedings, as the
case may be, under this Code, the resolution professional, liquidator or bankruptcy trustee, as
the case may be, is of the opinion that assets of the corporate debtor or debtor, including a
personal guarantor of a corporate debtor, are situated in a country outside India with which
reciprocal arrangements have been made under section 234, he may make an application to
the Adjudicating Authority that evidence or action relating to such assets is required in
connection with such process or proceeding.
(2) The Adjudicating Authority on receipt of an application under sub-section (1) and, on being
satisfied that evidence or action relating to assets under sub-section (1) is required in
connection with insolvency resolution process or liquidation or bankruptcy proceeding, may
issue a letter of request to a court or an authority of such country competent to deal with such
request.
1
[235A. Punishment where no specific penalty or punishment is provided. -
If any person contravenes any of the provisions of this Code or the rules or regulations made
thereunder for which no penalty or punishment is provided in this Code, such person shall be
punishable with fine which shall not be less than one lakh rupees but which may extend to two
crore rupees.]
236.Trial of offences by Special Court. -
(1) Notwithstanding anything in the Code of Criminal Procedure, 1973(2 of 1974), offences
under of this Code shall be tried by the Special Court established under Chapter XXVIII of
the Companies Act, 2013 (18 of 2013).
(2) No Court shall take cognizance of any offence punishable under this Act, save on a complaint
made by the Board or the Central Government or any person authorised by the Central
Government in this behalf.
(3) The provisions of the Code of Criminal Procedure, 1973 shall apply to the proceedings
before a Special Court and for the purposes of the said provisions, the Special

1
Ins. by Act 8 of 2018, sec. 8 (w.r.e.f. 23-11-2017)

129
 Court shall be deemed to be a Court of Session and the person conducting a prosecution before
a Special Court shall be deemed to be a Public Prosecutor.
(4) Notwithstanding anything contained in the Code of Criminal Procedure, 1973, in case of a
complaint under sub-section (2), the presence of the person authorised by the Central
Government or the Board before the Court trying the offences shall not be necessary unless the
Court requires his personal attendance at the trial.
237.Appeal and revision. -
The High Court may exercise, so far as may be applicable, all the powers conferred by Chapters
XXIX and XXX of the Code of Criminal Procedure, 1973 (2 of 1974) on a High Court, as if a
Special Court within the local limits of the jurisdiction of the High Court were a Court of Session
trying cases within the local limits of the jurisdiction of the High Court.
238.Provisions of this Code to override other laws. -
The provisions of this Code shall have effect, notwithstanding anything inconsistent therewith
contained in any other law for the time being in force or any instrument having effect by virtue of
any such law.
1
[238A. Limitation. –
The provisions of the Limitation Act, 1963 (36 of 1963) shall, as far as may be, apply to the
proceedings or appeals before the Adjudicating Authority, the National Company Law
Appellate Tribunal, the Debt Recovery Tribunal or the Debt Recovery Appellate Tribunal, as the case
may be.]
239.Power to make rules. -
(1) The Central Government may, by notification, make rules for carrying out the provisions of
this Code.
(2) Without prejudice to the generality of the provisions of sub-section (1), the Central
Government may make rules for any of the following matters, namely: —
(a) any other instrument which shall be a financial product under clause (15) of
section 3;
(b) other accounting standards which shall be a financial debt under clause (d)
of sub-section (8) of section 5;
(c) the form, the manner and the fee for making application before the
Adjudicating Authority for initiating corporate insolvency resolution process by
financial creditor under sub-section (2) of section 7;
(d) the form and manner in which demand notice may be made and the manner
of delivery thereof to the corporate debtor under sub-section (1) of section 8;
(e) the form, the manner and the fee for making application before the

1
Ins. by Act No. 26 of 2018, sec. 34 (w.e.f. 6-6-2018).

130
 Adjudicating Authority for initiating corporate insolvency resolution process by
operational creditor under sub-section (2) of section 9;
1
[(ea) other proof confirming that there is no payment of an unpaid operational debt by
the corporate debtor or such other information under clause (e) of sub-section (3) of section
9;]
(f) the form, the manner and the fee for making application before the
Adjudicating Authority for initiating corporate insolvency resolution process by
corporate applicant under sub-section (2) of section 10;
(g) the persons who shall be relative under clause (ii) of the Explanation to sub-
section (1) of section 79;
(h) the value of unencumbered single dwelling unit owned by the debtor under
clause (e) of sub-section (13) of section 79;
(i) the value under clause (c), and any other debt under clause (f), of sub-section
(14) of section 79;
(j) the form, the manner and the fee for making application for fresh start order
under sub-section (3) of section 81;
(k) the particulars of the debtor's personal details under clause (e) of sub-section
(3) of section 81;
(l) the information and documents to support application under sub-section (3)
of section 86;
(m) the form, the manner and the fee for making application for initiating the
insolvency resolution process by the debtor under sub-section (6) of section 94;
(n) the form, the manner and the fee for making application for initiating the
insolvency resolution process by the creditor under sub-section (6) of section 95;
(o) the particulars to be provided by the creditor to the resolution professional
under sub-section (2) of section 103;
(p) the form and the manner for making application for bankruptcy by the debtor
under clause (b) of sub-section (1) of section 122;
(q) the form and the manner of the statement of affairs of the debtor under sub-
section (3) of section 122;
(r) the other information under clause (d) of sub-section (1) of section 123;
(s) the form, the manner and the fee for making application for bankruptcy under
sub-section (6) of section 123;
(t) the form and the manner in which statement of financial position shall be

1
Ins. by Act No. 26 of 2018, sec 35 (w.e.f. 6-6-2018).

131
submitted under sub-section (2) of section 129;
(u) the matters and the details which shall be included in the public notice under
sub-section (2) of section 130;
(v) the matters and the details which shall be included in the notice to the
creditors under sub-section (3) of section 130;
(w) the manner of sending details of the claims to the bankruptcy trustee and
other information under sub-sections (1) and (2) of section 131;
(x) the value of financial or commercial transaction under clause (d) of sub-
section (1) of section 141;
(y) the other things to be done by a bankrupt to assist bankruptcy trustee in
carrying out his functions under clause (d) of sub-section (1) of section 150;
(z) the manner of dealing with the surplus under sub-section (4) of section 170;
(za) the form and the manner of proof of debt under clause (c) of sub-section
(2) of section 171;
(zb) the manner of receiving dividends under sub-section (7) of section 171;
(zc) the particulars which the notice shall contain under sub-section (2) of
section 176;
(zd) the salaries and allowances payable to, and other terms and conditions of
service of, the Chairperson and members of the Board under sub-section (5) of section
189;
(ze) the other functions of the Board under clause (u) of sub-section (1) of
section 196;
(zf) the other funds under clause (c) of sub-section (1) of section 222;
(zg) the other purposes for which the fund shall be applied under clause (d) of
sub-section (2) of section 222;
(zh) the form in which annual statement of accounts shall be prepared under
sub-section (1) of section 223;
(zi) the purpose for which application for withdrawal of funds may be made
under sub-section (3) of section 224;
(zj) the manner of administering the fund under sub-section (4) of section 224;
(zk) the manner of conducting insolvency and liquidation proceedings under
section 227;
(zl) the form and the time for preparing budget by the Board under section 228;
(zm) the form and the time for preparing annual report under sub-section (1) of
section 229;

132
 (zn) the time up to which a person appointed to any office shall continue to hold
such office under clause (vi) of sub-section (2) of section 243.
240.Power to make regulations. –
(1) The Board may, by notification, make regulations consistent with this Code and the rules
made thereunder, to carry out the provisions of this Code.
(2) In particular, and without prejudice to the generality of the foregoing power, such
regulations may provide for all or any of the following matters, namely: —
(a) the form and the manner of accepting electronic submission of financial
information under sub-clause (a) of clause (9) of section 3;
(b) the persons to whom access to information stored with the information utility
may be provided under sub-clause (d) of clause (9) of section 3;
(c) the other information under sub-clause (f) of clause (13) of section 3;
(d) the other costs under clause (e) of sub-section (13) of section 5;
(e) the cost incurred by the liquidator during the period of liquidation which shall
be liquidation cost under sub-section (16) of section 5;
(f) the other record or evidence of default under clause (a), and any other
information under clause (c), of sub-section (3) of section 7;
1
[(g) * * * ]
(h) the period under clause (a) of sub-section (3) of section 10;
(i) the supply of essential goods or services to the corporate debtor under sub-
section (2) of section 14;
(j) the manner of making public announcement under sub-section (2) of section 15;
2
[(ja) the last date for submission of claims under clause (c) of sub-section (1) of section
15;]
(k) the manner of taking action and the restrictions thereof under clause (b) of
sub-section (2) of section 17;
(l) the other persons under clause (d) of sub-section (2) of section 17;
(m) the other matters under clause (d) of sub-section (2) of section 17;
(n) the other matters under sub-clause (iv) of clause (a), and the other duties to be
performed by the interim resolution professional under clause (g), of section 18;

1
Omitted by Act No. 26 of 2018, sec. 36 (i) (w.e.f. 6-6-2018). Before omission, it stood as “(g) the other
information under clause (d) of sub -section (3) of section 7;”
2
Ins. by Act No. 26 of 2018, sec. 36 (ii) (w.e.f. 6-6-2018).

133
 1
[(na) the number of creditors within a class of creditors under clause (b) of sub-section
(6A) of section 21;

(nb)the remunerationpayable to authorised representative under clause (ii) ofthe

proviso to sub-section (6B) of section 21;

(nc) the manner of voting and determining the voting share in respect of financial
debts under sub-section (7) of section 21;]
(o) the persons who shall comprise the committee of creditors, the functions to be
exercised such committee and the manner in which functions shall be exercised under
the proviso to sub-section (8) of section 21;
(p) the other electronic means by which the members of the committee of creditors
may meet under sub-section (1) of section 24;
(q) the manner of assigning voting share to each creditor under sub-section (7) of
section 24;
(r) the manner of conducting the meetings of the committee of creditors under sub-
section (8) of section 24;
(s) the manner of appointing accountants, lawyers and other advisors under clause
(d) of sub-section (2) of section 25;
2
[(sa) other conditions under clause (h) of sub-section (2) of section 25;
(t) the other actions under clause (k) of sub-section (2) of section 25;
(u) the form and the manner in which an information memorandum shall be
prepared by the resolution professional sub-section (1) of section 29;
(v) the other matter pertaining to the corporate debtor under the Explanation to sub-
section (2) of section 29;
(w) the manner of making payment of insolvency resolution process costs under
clause (a), the manner of repayment of debts of operational creditors under clause (b),
and the other requirements to which a resolution plan shall conform to under clause (d),
of sub-section (2) of section 30;
3
[(wa) other requirements under sub-section (4) of section 30;]
(x) the fee for the conduct of the liquidation proceedings and proportion to the value
of the liquidation estate assets under sub-section (8) of section 34;
(y) the manner of evaluating the assets and property of the corporate debtor under
clause (c), the manner of selling property in parcels under clause (f), the manner of
reporting progress of the liquidation process under clause (n), and the other functions

1
Ins. by Act No. 26 of 2018, sec 36 (iii) (w.e.f. 6-6-2018).
2
Ins. by Act 8 of 2018, sec. 9 (i) (w.r.e.f. 23-11-2017).
3
Ins. by Act 8 of 2018, sec. 9 (ii) (w.r.e.f. 23-11-2017).

134
to be performed under clause (o), of sub-section (1) of section 35;
(z) the manner of making the records available to other stakeholders under sub-
section (2) of section 35;
(za) the other means under clause (a) of sub-section (3) of section 36;
(zb) the other assets under clause (e) of sub-section (4) of section 36;
(zc) the other source under clause (g) of sub-section (1) of section 37;
(zd) the manner of providing financial information relating to the corporate debtor
under sub-section (2) of section 37;
(ze) the form, the manner and the supporting documents to be submitted by
operational creditor to prove the claim under sub-section (3) of section 38;
(zf) the time within which the liquidator shall verify the claims under sub-section
(1) of section 39;
(zg) the manner of determining the value of claims under section 41;
(zh) the manner of relinquishing security interest to the liquidation estate and
receiving proceeds from the sale of assets by the liquidator under clause (a), and the
manner of realising security interest under clause (b) of sub-section (1) of section 52;
(zi) the other means under clause (b) of sub-section (3) of section 52;
(zj) the manner in which secured creditor shall be paid by the liquidator under sub-
section (9) of section 52;
(zk) the period and the manner of distribution of proceeds of sale under sub-section
(1) of section 53;
(zl) the other means under clause (a) and the other information under clause (b) of
section 57;
(zm) the conditions and procedural requirements under sub-section (2) of section
59;
(zn) the details and the documents required to be submitted under sub-section (7)
of section 95;
(zo) the other matters under clause (c) of sub-section (3) of section 105;
(zp) the manner and form of proxy voting under sub-section (4) of section 107;
(zq) the manner of assigning voting share to creditor under sub-section (2) of
section 109;
(zr) the manner and form of proxy voting under sub-section (3) of section 133;
(zs) the fee to be charged under sub-section (1) of section 144;
(zt) the appointment of other officers and employees under sub-section (2), and the

135
salaries and allowances payable to, and other terms and conditions of service of, such
officers and employees of the Board under sub-section (3), of section 194;
(zu) the other information under clause (i) of sub-section (1) of section 196;
(zv) the intervals in which the periodic study, research and audit of the functioning
and performance of the insolvency professional agencies, insolvency professionals and
information utilities under clause (r), and mechanism for disposal of assets under clause
(t), of sub-section (1) of section 196;
(zw) the place and the time for discovery and production of books of account and
other documents under clause (i) of sub-section (3) of section 196;
(zx) the other committees to be constituted by the Board and the other members of
such committees under section 197;
(zy) the other persons under clause (b) and clause (d) of section 200;
(zz) the form and the manner of application for registration, the particulars to be
contained therein and the fee it shall accompany under sub-section (1) of section 201;
(zza) the form and manner of issuing a certificate of registration and the terms and
conditions thereof, under sub-section (3) of section 201;
(zzb) the manner of renewal of the certificate of registration and the fee therefor,
under sub-section (4) of section 201;
(zzc) the other ground under clause (d) of sub-section (5) of section 201;
(zzd) the form of appeal to the National Company Law Appellate Tribunal, the
period within which it shall be filed under section 202;
(zze) the other information under clause (g) of section 204;
(zzf) the other grounds under Explanation to section 196;
(zzg) the setting up of a governing board for its internal governance and
management under clause (e), the curriculum under clause (l), the manner of conducting
examination under clause (m), of section 196;
(zzh) the time within which, the manner in which, and the fee for registration of
insolvency professional under sub-section (1) of section 207;
(zzi) the categories of professionals or persons, the qualifications and experience
and the fields under sub-section (2) of section 207;
(zzj) the manner and the conditions subject to which the insolvency professional
shall perform his function under clause (f) of sub-section (2) of section 208;
(zzk) the form and manner in which, and the fee for registration of information
utility under sub-section (1) of section 210;
(zzl) the form and manner for issuing certificate of registration and the terms and

136
conditions thereof, under sub-section (3) of section 210;
(zzm) the manner of renewal of the certificate of registration and the fee therefor,
under sub-section (4) of section 210;
(zzn) the other ground under clause (d) of sub-section (5) of section 210;
(zzo) the form, the period and the manner of filling appeal to the National Company
Law Appellate Tribunal under section 211;
(zzp) the number of independent members under section 212;
(zzq) the services to be provided by information utility and the terms and conditions
under section 213;
(zzr) the form and manner of accepting electronic submissions of financial
information under clause (b) and clause (c) of section 214;
(zzs) the minimum service quality standards under clause (d) of section 214;
(zzt) the information to be accessed and the manner of accessing such information
under clause (f) of section 214;
(zzu) the statistical information to be published under clause (g) of section 214;
(zzv) the form, the fee and the manner for submitting or accessing information
under sub-section (1) of section 215;
(zzw) the form and manner for submitting financial information and information
relating to assets under sub-section (2) of section 215;
(zzx) the manner and the time within which financial information may be updated
or modified or rectified under section 216;
(zzy) the form, manner and time of filing complaint under section 217;
(zzz) the time and manner of carrying out inspection or investigation under
subsection (2) of section 218;
(zzza) the manner of carrying out inspection of insolvency professional agency or
insolvency professional or information utility and the time for giving reply under
section 219;
(zzzb) the procedure for claiming restitution under sub-section (6), the period
within which such restitution may be claimed and the manner in which restitution of
amount may be made under sub-section (7) of section 220;
(zzzc) the other funds of clause (c) of sub-section (1) of section 222.

137
 1
[240A. Application of this Code to micro, small and medium enterprises. –
(1) Notwithstanding anything to the contrary contained in this Code, the provisions of clauses (c) and (h) of
section 29A shall not apply to the resolution applicant in respect of corporate insolvency resolution
process of any micro, small and medium enterprises.

(2) Subject to sub-section (1), the Central Government may, in the public interest, by notification, direct that
any of the provisions of this Code shall—

(a) not apply to micro, small and medium enterprises; or

(b) apply to micro, small and medium enterprises, with such modifications as may be

specified in the notification.

(3) A draft of every notification proposed to be issued under subsection (2), shall be laid before
each House of Parliament, while it is in session, for a total period of thirty days which may be
comprised in one session or in two or more successive sessions.

(4) If both Houses agree in disapproving the issue of notification or both Houses agree in making
any modification in the notification, the notification shall not be issued or shall be issued only in
such modified form as may be agreed upon by both the Houses, as the case may be.
(5) The period of thirty days referred to in sub-section (3) shall not include any period during which the
House referred to in sub-section (4) is prorogued or adjourned for more than four consecutive days.
(6) Every notification issued under this section shall be laid, as soon as may be after it is issued,
before each House of Parliament.

Explanation.— For the purposes of this section, the expression "micro, small and medium
enterprises" means any class or classes of enterprises classified as such under sub-section (1) of
section 7 of the Micro, Small and Medium Enterprises Development Act, 2006 (27 of 2006).]
241.Rules and Regulations to be laid before Parliament. –
Every rule and every regulation made under this Code shall be laid, as soon as may be after it is
made, before each House of Parliament, while it is in session, for a total period of thirty days
which may be comprised in one session or in two or more successive sessions, and if, before the
expiry of the session immediately following the session or the successive sessions aforesaid, both
Houses agree in making any modification in the rule or regulation or both Houses agree that the
rule or regulation should not be made, the rule or regulation shall thereafter have effect only in
such modified form or be of no effect, as the case may be; so, however, that any such
modification or annulment shall be without prejudice to the validity of anything previously done
under that rule or regulation.

1 Ins. by Act No. 26 of 2018, sec. 37 (w.e.f. 6-6-2018).

138
 242.Power to remove difficulties. -
(1) If any difficulty arises in giving effect to the provisions of this Code, the Central Government
may, by order, published in the Official Gazette, make such provisions not inconsistent with the
provisions of this Code as may appear to be necessary for removing the difficulty:
Provided that no order shall be made under this section after the expiry of five years from the
commencement of this Code.
(2)Every order made under this section shall be laid, as soon as may be after it is made, before each
House of Parliament.
243.Repeal of certain enactments and savings. –
(1) The Presidency Towns Insolvency Act, 1909 (3 of 1909) and the Provincial Insolvency Act,
1920 (5 of 1920) are hereby repealed.
(2) Notwithstanding the repeal under sub-sections (1) -
(i) all proceedings pending under and relating to the Presidency Towns Insolvency
Act 1909, and the Provincial Insolvency Act 1920 immediately before the
commencement of this Code shall continue to be governed under the aforementioned
Acts and be heard and disposed of by the concerned courts or tribunals, as if the
aforementioned Acts have not been repealed;
(ii) any order, rule, notification, regulation, appointment, conveyance, mortgage,
deed, document or agreement made, fee directed, resolution passed, direction given,
proceeding taken, instrument executed or issued, or thing done under or in pursuance
of any repealed enactment shall, if in force at the commencement of this Code, continue
to be in force, and shall have effect as if the aforementioned Acts have not been
repealed;
(iii) anything done or any action taken or purported to have been done or taken,
including any rule, notification, inspection, order or notice made or issued or any
appointment or declaration made or any operation undertaken or any direction given or
any proceeding taken or any penalty, punishment, forfeiture or fine imposed under the
repealed enactments shall be deemed valid;
(iv) any principle or rule of law, or established jurisdiction, form or course of
pleading, practice or procedure or existing usage, custom, privilege, restriction or
exemption shall not be affected, notwithstanding that the same respectively may have
been in any manner affirmed or recognised or derived by, in, or from, the repealed
enactments;
(v) any prosecution instituted under the repealed enactments and pending
immediately before the commencement of this Code before any court or tribunal shall,
subject to the provisions of this Code, continue to be heard and disposed of by the
concerned court or tribunal;

139
 (vi) any person appointed to any office under or by virtue of any repealed
enactment shall continue to hold such office until such time as may be prescribed; and
(vii) any jurisdiction, custom, liability, right, title, privilege, restriction, exemption,
usage, practice, procedure or other matter or thing not in existence or in force shall not
be revised or restored.
(3) The mention of particular matters in sub-section (2) shall not be held to prejudice the general
application of section 6 of the General Clauses Act, 1897 (10 of 1897) with regard to the
effect of repeal of the repealed enactments or provisions of the enactments mentioned in the
Schedule.
244.Transitional provisions. –
(1) Until the Board is constituted or a financial sector regulator is designated under section 195,
as the case may be, the powers and functions of the Board or such designated financial sector
regulator, including its power to make regulations, shall be exercised by the Central Government.
(2) Without prejudice to the generality of the power under sub-section (1), the Central
Government may by regulations provide for the following matters: -
(a) recognition of persons, categories of professionals and persons having such
qualifications and experience in the field of finance, law, management or insolvency as
it deems necessary, as insolvency professionals and insolvency professional agencies
under this Code;
(b) recognition of persons with technological, statistical, and data protection
capability as it deems necessary, as information utilities under this Code; and
(c) conduct of the corporate insolvency resolution process, insolvency resolution
process, liquidation process, fresh start process and bankruptcy process under this Code.
245.Amendments of Act 9 of 1932.-
The Indian Partnership Act, 1932 shall be amended in the manner specified in the
First Schedule.
246.Amendments of Act 1 of 1944.-
The Central Excise Act, 1944 shall be amended in the manner specified in the Second
Schedule.
247.Amendments of Act 43 of 1961.-
The Income – Tax Act, 1961 shall be amended in the manner specified in the Third
Schedule.
248.Amendments of Act 52 of 1962.-
The Customs Act, 1962 shall be amended in the manner specified in the Fourth
Schedule.

140
249.Amendments of Act 51 of 1993.-
The Recovery of Debts due to Banks and Financial Institutions Act, 1993 shall be amended in
the manner specified in the Fifth Schedule.
250.Amendments of Act 32 of 1994.-
The Finance Act, 1994 shall be amended in the manner specified in the Sixth Schedule.
251.Amendments of Act 54 of 2002.-
The Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest
Act, 2002 shall be amended in the manner specified in the Seventh Schedule.
252.Amendments of Act 1of 2004.-
The Sick Industrial Companies (Special Provisions) Repeal Act, 2003 shall be amended in the
manner specified in the Eighth Schedule.
253.Amendments of Act 51of 2007.-
The Payment and Settlement Systems Act, 2007 shall be amended in the manner specified in the
Ninth Schedule.
254.Amendments of Act 6 of 2009.-
The Limited Liability Partnership Act, 2008 shall be amended in the manner specified in the
Tenth Schedule.
255.Amendments of Act 18 of 2013.-
The Companies Act, 2013 shall be amended in the manner specified in the Eleventh Schedule.
 AMIT BACHHAWAT’S TRAINING FORUM
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA (INSOLVENCY RESOLUTION
PROCESS FOR CORPORATE PERSONS) REGULATIONS, 20161
2. Definitions.
2
[(aa)“class of creditors” means a class with at least ten financial creditors under clause
(a) of sub-section (6A) of section 21 and the expression, “creditors in a class” shall be
construed accordingly.]
1
Vide Notification No. IBBI/2016-17/GN/REG004, dated 30th November, 2016, published in the Gazette of India,
Extraordinary, Part III, Sec.4, vide No. 432, dated 30th November, 2016 (w.e.f.01.12.2016).

2
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018).

(b) 3
[“dissenting financial creditor” means a financial creditor who voted against the
resolution plan or abstained from voting for the resolution plan, approved by the
committee;]
4
[“(ha) “evaluation matrix” means such parameters to be applied and the manner of applying such
parameters, as approved by the committee, for consideration of resolution plans for its approval;

(hb) “fair value” means the estimated realizable value of the assets of the corporate debtor, if they
were to be exchanged on the insolvency commencement date between a willing buyer and a willing
seller in an arm’s length transaction, after proper marketing and where the parties had acted
knowledgeably, prudently and without compulsion.]

(C) “insolvency professional entity” means an entity recognised as such under the Insolvency
and Bankruptcy Board of India (Insolvency Professionals) Regulations, 2016;

(d) 5[“liquidation value” means the estimated realizable value of the assets of the corporate
debtor, if the corporate debtor were to be liquidated on the insolvency commencement
date.]
3
Substituted by Notification No. IBBI/2017-18/GN/REG022, dated 31st December, 2017 (w.e.f. 01.01.2018). Prior to
this substitution, Regulation 2(f)) stood as under: -

“ (f) dissenting financial creditors” means the financial creditors who voted against the resolution plan approved by the
committee;’.

4
Inserted by Notification No. IBBI/2017-18/GN/REG024, dated 6th February, 2018 (w.e.f. 06-02-2018).

1
5
Substituted by Notification no. IBBI/2017-18/GN/REG024, dated 6th February, 2018 (w.e.f. 06-02-2018). Clause (k), before
substitution, stood as under: -

CHAPTER II

GENERAL

3. Eligibility for resolution professional.

(1) An insolvency professional shall be eligible to be appointed as a resolution professional for a

corporate insolvency resolution process of a corporate debtor if he, and all partners and directors of
the insolvency professional entity of which he is a partner or director, are independent of the
corporate debtor.

Explanation– A person shall be considered independent of the corporate debtor, if he:

(a) is eligible to be appointed as an independent director on the board of the corporate debtor
under section 149 of the Companies Act, 2013 (18 of 2013), where the corporate debtor is a
company;

(b) is not a related party of the corporate debtor; or

(c) is not an employee or proprietor or a partner:

“2(k) “liquidation value” means the amount determined in accordance with Regulation 35;”

(1) of a firm of auditors or 6[secretarial auditors] in practice or cost auditors of the corporate debtor;
or

(11) of a legal or a consulting firm, that has or had any transaction with the corporate debtor
amounting to 7[five per cent] or more of the gross turnover of such firm,

in the last three financial years.

8
[(1A) Where the committee decides to appoint the interim resolution professional as resolution
professional or replace the interim resolution professional under section 22 or replace the resolution
professional under section 27, it shall obtain the written consent of the proposed resolution
professional in Form AA of the Schedule.]

(2) A resolution professional shall make disclosures at the time of his appointment and thereafter in
accordance with the Code of Conduct.

(3) A resolution professional, who is a director or a partner of an insolvency professional entity, shall
not continue as a resolution professional in a corporate insolvency resolution process if the
insolvency professional entity or any other partner or director of such insolvency professional entity
represents any of the other stakeholders in the same corporate insolvency resolution process.
6
Substituted by Notification No. IBBI/2017-18/ GN/ REG030, dated 27th March, 2018 (w.e.f.01-04-2018).Regulation
3 (1) (c) (i), before substitution, stood as under :

“(i) of a firm of auditors or company secretaries in practice or cost auditors of the corporate debtor; or”.

2
7
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Before substitution,
the words stood as under:

“ten per cent”

3
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018)

9
[4A. Choice of authorised representative

(1) On an examination of books of account and other relevant records of the corporate debtor, the
interim resolution professional shall ascertain class(s) of creditors, if any.

(2) For representation of creditors in a class ascertained under sub-regulation (1) in the committee,
the interim resolution professional shall identify three insolvency professionals who are-

(a) not his relatives or related parties;

(b) eligible to be insolvency professionals under regulation 3; and

(c) willing to act as authorised representative of creditors in the class.

(3) The interim resolution professional shall obtain the consent of each insolvency professional
identified under sub-regulation (2) to act as the authorised representative of creditors in the class
in Form AB of the Schedule.]

5. Extortionate credit transaction.

A transaction shall be considered extortionate under section 50(2) where the terms:

(1) require the corporate debtor to make exorbitant payments in respect of the credit provided; or

(2) are unconscionable under the principles of law relating to contracts.

3
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018).

CHAPTER III

PUBLIC ANNOUNCEMENT

6. Public announcement.

(1) An insolvency professional shall make a public announcement immediately on his appointment
as an interim resolution professional.

Explanation: ‘Immediately’ means not later than three days from the date of his appointment.

(2) The public announcement referred to in sub-regulation (1) shall:

(a) be in Form A of the Schedule;

(b) be published-

3
(1) in one English and one regional language newspaper with wide circulation at the location of the
registered office and principal office, if any, of the corporate debtor and any other location where in
the opinion of the interim resolution professional, the corporate debtor conducts material business
operations;

(11) on the website, if any, of the corporate debtor; and

(111) on the website, if any, designated by the Board for the purpose,
10
[(ba) state where claim forms can be downloaded or obtained from, as the case may be;

(bb) offer choice of three insolvency professionals identified under regulation 4A to act as the
authorised representative of creditors in each class; and]

(c) provide the last date for submission of proofs of claim, which shall be fourteen days from the date
of appointment of the interim resolution professional.

(3) The applicant shall bear the expenses of the public announcement which may be reimbursed by
the committee to the extent it ratifies them.

11
[***]
10
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018).

11
Omitted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018)

PROOF OF CLAIMS

15
[8A. Claims by creditors in a class.

(1) A person claiming to be a creditor in a class shall submit claim with proof to the interim resolution
professional in electronic form in Form CA of the Schedule.

(2) The existence of debt due to a creditor in a class may be proved on the basis of-

(a) the records available with an information utility, if any; or

(b) other relevant documents, including any-

(1) agreement for sale;

(2) letter of allotment;

(3) receipt of payment made; or

(4) such other document, evidencing existence of debt.

4
(3) A creditor in a class may indicate its choice of an insolvency professional, from amongst the three
choices provided by the interim resolution professional in the public announcement, to act as its
authorised representative.]
14
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Before
substitution the words stood as –

“repaid”.

15
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018).

18
[9A.Claims by other creditors.

(1) A person claiming to be a creditor, other than those covered under regulations 7, 8, or 9,
shall submit 19[its claim with proof] to the interim resolution professional or resolution
professional in person, by post or by electronic means in Form F of the Schedule.

(2) The existence of the claim of the creditor referred to in sub-section (1) may be proved on
the basis of –

(a) the records available in an information utility, if any, or

(b) other relevant documents sufficient to establish the claim, including any or all of the
following:-

(1) documentary evidence demanding satisfaction of the claim;

(2) bank statements of the creditor showing non-satisfaction of claim;

(3) an order of court or tribunal that has adjudicated upon non-satisfaction of claim, if any.]
18
Inserted by Notification No. IBBI/2017-18/ GN/ REG013, dated 16th August, 2017, (w.e.f. 16-8-2017).

19
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Before substitution
the

words stood as –

“proof of claim”.

12. Submission of proof of claims.

(1) Subject to sub-regulation (2), a creditor shall submit 20[claim with proof] on or before the last
date mentioned in the public announcement.

21
[(2) A creditor, who fails to submit claim with proof within the time stipulated in the public
announcement, may submit the claim with proof to the interim resolution professional or the
resolution professional, as the case may be, on or before the ninetieth day of the insolvency
commencement date.]

5
(3) Where the creditor in sub-regulation (2) is 22[ a financial creditor under regulation 8], it
shall be included in the committee from the date of admission of such claim:

Provided that such inclusion shall not affect the validity of any decision taken by the committee prior
to such inclusion.

13. Verification of claims.

(1) The interim resolution professional or the resolution professional, as the case may be,
shall verify every claim, as on the insolvency commencement date, within seven days from
the last date of the receipt of the claims, and thereupon maintain a list of creditors
containing names of creditors along with the amount claimed by them, the amount of their
claims admitted and the security interest, if any, in respect of such claims, and update it.
20
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Before
substitution the words stood as –

“proof of claim”.

21
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Sub
regulation (2) of regulation 12, before substitution stood as-

“A creditor, who failed to submit proof of claim within the time stipulated in the public announcement, may submit
such proof to the interim resolution professional or the resolution professional, as the case may be, till the approval of
a resolution plan by the committee.”

22
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Before
substitution the words stood as –

“a financial creditor”.

CHAPTER IV

COMMITTEE OF CREDITORS

16. Committee with only operational creditors.

(1) Where the corporate debtor has no financial debt or where all financial creditors are
related parties of the corporate debtor, the committee shall be set up in accordance
with this Regulation.

(2) The committee formed under this Regulation shall consist of members as under -

(a) eighteen largest operational creditors by value:

Provided that if the number of operational creditors is less than eighteen, the committee shall
include all such operational creditors;

(b) one representative elected by all workmen other than those workmen included
under sub-clause (a); and

6
(c) one representative elected by all employees other than those employees included
under sub-clause (a).

(3) A member of the committee formed under this Regulation shall have voting rights in
proportion of the debt due to such creditor or debt represented by such representative,
as the case may be, to the total debt

Explanation – For the purposes of this sub-regulation, ‘total debt’ is the sum of-

(a) the amount of debt due to the creditors listed in sub-regulation 2(a);

(b) the amount of the aggregate debt due to workmen under sub-regulation 2(b); and

(c) the amount of the aggregate debt due to employees under sub-regulation 2(c).

(4) A committee formed under this Regulation and its members shall have the same
rights, powers, duties and obligations as a committee comprising financial creditors and
its members, as the case may be.
23
[16A. Authorised representative.

(1) The interim resolution professional shall select the insolvency professional, who is
the choice of the highest number of financial creditors in the class in Form CA received
under sub-regulation (1) of regulation 12, to act as the authorised representative of the
creditors of the respective class:

Provided that the choice for an insolvency professional to act as authorised representative
in Form CA received under sub-regulation (2) of regulation 12 shall not be considered.
(2) The interim resolution professional shall apply to the Adjudicating Authority for
appointment of the authorised representatives selected under sub-regulation (1) within
two days of the verification of claims received under sub-regulation (1) of regulation 12.

(3) Any delay in appointment of the authorised representative for any class of creditors
shall not affect the validity of any decision taken by the committee.

(4) The interim resolution professional shall provide the list of creditors in each class to
the respective authorised representative appointed by the Adjudicating Authority.

(5) The interim resolution professional or the resolution professional, as the case may be,
shall provide an updated list of creditors in each class to the respective authorised
representative as and when the list is updated.

Clarification: The authorised representative shall have no role in receipt or verification of

claims of creditors of the class he represents.
23
Inserted by Notification No. IBBI/2018-19/ GN/ REG031, dated 3rd July, 2018 (w.e.f. 04.07.2018).

7
 24
17. [Constitution of committee.

(1) The interim resolution professional shall file a report certifying constitution of the
committee to the Adjudicating Authority within two days of the verification of claims
received under sub-regulation (1) of regulation 12.

(2) The interim resolution professional shall hold the first meeting of the committee
within seven days of filing the report under this regulation.

(3) Where the appointment of resolution professional is delayed, the interim resolution
professional shall perform the functions of the resolution professional from the fortieth
day of the insolvency commencement date till a resolution professional is appointed
under section 22.]
24
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). regulation
17, before substitution stood as-

“17. First meeting of the committee.

(1) The interim resolution professional shall file a report certifying constitution of the committee to the Adjudicating
Authority on or before the expiry of thirty days from the date of his appointment.

(2) The interim resolution professional shall convene the first meeting of the committee within seven days of filing
the report under this Regulation.”.

CHAPTER VI

MEETINGS OF THE COMMITTEE

19. 25[(19) Subject to this Regulation, a meeting of the committee shall be called by
giving not less than five days’ notice in writing to every participant, at the address it has
provided to the resolution professional and such notice may be sent by hand delivery, or
by post but in any event, be served on every participant by electronic means in
accordance with Regulation 20.

(2) The committee may reduce the notice period from five days to such other period of not
less than twenty-four hours, as it deems fit:

Provided that the committee may reduce the period to such other period of not less than
forty-eight hours if there is any authorised representative.]
25
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). regulation
19, before substitution stood as-

“19. Notice for meetings of the committee.

(1) Subject to this Regulation, a meeting of the committee shall be called by giving not less than seven days’ notice in writing to
every participant, at the address it has provided to the resolution professional and such notice may be sent by hand delivery, or by
post but in any event, be served on every participant by electronic means in accordance with Regulation 20.

(2) The committee may reduce the notice period from seven days to such other period of not less than twenty four hours, as it deems fit.”

8
24. Conduct of meeting.

(1) The resolution professional shall act as the chairperson of the meeting of the committee.

CHAPTER VII

VOTING BY THE
COMMITTEE

25. Voting by the committee.

(1) The actions listed in section 28(1) shall be considered in meetings of the
committee.

(2) Any action other than those listed in section 28(1) requiring approval of the
committee may be considered in meetings of the committee.
26
(3) [The resolution professional shall take a vote of the members of the
committee present in the meeting, on any item listed for voting after
discussion on the same.]

(4) At the conclusion of a vote at the meeting, the resolution professional shall
announce the decision taken on items along with the names of the members of
the committee who voted for or against the decision, or abstained from voting.

27
(5) [The resolution professional shall-

(a) circulate the minutes of the meeting by electronic means to all members of the
committee within forty-eight hours of the conclusion of the meeting; and

(b) seek a vote of the members who did not vote at the meeting on the matters listed
for voting, by electronic voting system in accordance with regulation 26 where the
voting shall be kept open for twenty-four hours from the circulation of the minutes,
for.]
26
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Sub –
regulation 3 of regulation 25, before substitution stood as-

“(3) Where all members are present in a meeting, the resolution professional shall take a vote of the members of
the committee on any item listed for voting after discussion on the same.”.

27
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Sub –
regulation 5 of regulation 25, before substitution stood as-

“If all members are not present at a meeting, a vote shall not be taken at such meeting and the resolution professional shall -

9
26. Voting through electronic means.

(1) The resolution professional shall provide each member of the committee the means
to exercise its vote by either electronic means or through electronic voting system in
accordance with the provisions of this Regulation.

CHAPTER VIII

CONDUCT OF CORPORATE INSOLVENCY RESOLUTION PROCESS

29
[Appointment of registered valuers.

The resolution professional shall within 30[ seven days of his appointment, but not later
than forty-seventh day from the insolvency commencement date], appoint two registered
valuers to determine the fair value and the liquidation value of the corporate debtor in
accordance with regulation 35:

Provided that the following persons shall not be appointed as registered valuers, namely:

(a) a relative of the resolution professional;

(b) a related party of the corporate debtor;

(c) an auditor of the corporate debtor at any time during the five years preceding the
insolvency commencement date; or
29
Substituted by Notification No. IBBI/2017-18/GN/REG024, dated 6th February, 2018 (w.e.f. 06-02-2018). Prior to
this substitution, Regulation 27, stood as under: -

“27. Appointment of registered valuers:- The interim resolution professional shall within seven days of his
appointment, appoint two registered valuers to determine the liquidation value of the corporate debtor in accordance
with Regulation 35:

Provided that the following persons shall not be appointed as registered valuers:

(a) a relative of the interim resolution professional;

(b) a related party of the corporate debtor;
(c) an auditor of the corporate debtor in the five years preceding the insolvency commencement date; or
(d) a partner or director of the insolvency professional entity.”.

30
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). The words
before substitution stood as-

“seven days of his appointment”.

32
[30 A. Withdrawal of application.
(1) An application for withdrawal under section 12A shall be submitted to the interim
resolution professional or the resolution professional, as the case may be, in Form FA of
the Schedule before issue of invitation for expression of interest under regulation 36A.

10
(2) The application in sub-regulation (1) shall be accompanied by a bank guarantee
towards estimated cost incurred for purposes of clauses (c) and (d) of regulation 31 till
the date of application.

(3) The committee shall consider the application made under sub-regulation (1) within
seven days of its constitution or seven days of receipt of the application, whichever is
later.

(4) Where the application is approved by the committee with ninety percent voting
share, the resolution professional shall submit the application under sub-regulation (1)
to the Adjudicating Authority on behalf of the applicant, within three days of such
approval.

(5) The Adjudicating Authority may, by order, approve the application submitted under
sub- regulation (4).]

CHAPTER IX

INSOLVENCY RESOLUTION PROCESS COSTS

31. Insolvency resolution process costs.

“Insolvency resolution process costs” under Section 5(13)(e) shall mean-

(a) amounts due to suppliers of essential goods and services under Regulation 32;

33
[(aa) fee payable to authorised representative under sub-regulation (7) of regulation 16A;

(ab) out of pocket expenses of authorised representative for discharge of his functions
under section 25;]

(b) amounts due to a person whose rights are prejudicially affected on account of the
moratorium imposed under section 14(1)(d);

(c) expenses incurred on or by the interim resolution professional to the extent ratified
under Regulation 33;

(d) expenses incurred on or by the resolution professional fixed under Regulation 34; and

32
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018).

33
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018).

11
(e) other costs directly relating to the corporate insolvency resolution process and
approved by the committee.

32. Essential supplies.

The essential goods and services referred to in section 14(2) shall mean-

(1) electricity;

(2) water;

(3) telecommunication services; and

(4) information technology services,

to the extent these are not a direct input to the output produced or supplied by the corporate
debtor.
Illustration- Water supplied to a corporate debtor will be essential supplies for drinking
and sanitation purposes, and not for generation of hydro-electricity.

33. Costs of the interim resolution professional.

(1) The applicant shall fix the expenses to be incurred on or by the interim
resolution professional.

(2) The Adjudicating Authority shall fix expenses where the applicant has not
fixed expenses under sub-regulation (1).

(3) The applicant shall bear the expenses which shall be reimbursed by the
committee to the extent it ratifies.

(4) The amount of expenses ratified by the committee shall be treated as

insolvency resolution process costs.
34
[ Explanation. - For the purposes of this regulation, “expenses” include the fee to be
paid to the interim resolution professional, fee to be paid to insolvency professional
entity, if any, and fee to be paid to professionals, if any, and other expenses to be
incurred by the interim resolution professional.]

34
Substituted by Notification No. IBBI/2017-18/ GN/ REG030, dated 27th March, 2018 (w.e.f.01-04-2018). The
explanation to Regulation 33, before substitution, stood as under:

“Explanation- For the purposes of this Regulation, “expenses” mean the fee to be paid to the interim resolution
professional and other expenses, including the cost of engaging professional advisors, to be incurred by the interim
resolution professional.”.

CHAPTER IX

RESOLUTION PLAN

12
35. 37
[Fair value and Liquidation value.

(1) Fair value and liquidation value shall be determined in the following manner:-

(a) the two registered valuers appointed under regulation 27 shall submit to the
resolution professional an estimate of the fair value and of the liquidation value
computed in accordance with internationally accepted valuation standards, after
physical verification of the inventory and fixed assets of the corporate debtor;

(b) if in the opinion of the resolution professional, the two estimates of a value are
significantly different, he may appoint another registered valuer who shall submit an
estimate of the value computed in the same manner; and

(c) the average of the two closest estimates of a value shall be considered the fair value
or the liquidation value, as the case may be.

(2) After the receipt of resolution plans in accordance with the Code and these
regulations, the resolution professional shall provide the fair value and the liquidation
value to every member of the committee in electronic form, on receiving an undertaking
from the member to the effect that such member shall maintain confidentiality of the
fair value and the liquidation value and shall not use such values to cause an undue gain
or undue loss to itself or any other person and comply with the requirements under sub-
section (2) of section 29:

(3) The resolution professional and registered valuers shall maintain confidentiality of
the fair value and the liquidation value.”.]

38
[35A. Preferential and other transactions.

(1) On or before the seventy-fifth day of the insolvency commencement date, the
resolution professional shall form an opinion whether the corporate debtor has been
subjected to any transaction covered under sections 43, 45, 50 or 66.

(2) Where the resolution profesional is of the opinion that the corporate debtor has been
subjected to any transactions covered under sections 43, 45, 50 or 66, he shall make a
determination on or before the one hundred and fifteenth day of the insolvency
commencement date, under intimation to the Board.
38
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Regulation 35
A (which was inserted by Notification No. IBBI/2017-18/GN/ REG030, dated 27th March, 2018 (w.e.f.01-04-2018)),
before substitution stood as under –

“35 A. Identification of Resolution Applicant.-

13
The resolution professional shall identify the prospective resolution applicants on or before the 105 th day from the insolvency
commencement date.”

(3) Where the resolution profesional makes a determination under sub-regulation (2),
he shall apply to the Adjudicating Authority for appropriate relief on or before the one
hundred and thirty-fifth day of the insolvency commencement date.]

36. Information memorandum.

(1) 39[(1) Subject to sub-regulation (4), the resolution professional shall submit the
information memorandum in electronic form to each member of the committee within
two weeks of his appointment, but not later than fifty-fourth day from the
insolvency commencement date,whichever is earlier.]

(2) The information memorandum shall contain the following details of the corporate
debtor-

(a) 40[assets and liabilities with such description, as on the insolvency commencement
date, as are generally necessary for ascertaining their values.

Explanation: ‘Description’ includes the details such as date of acquisition, cost of

acquisition, remaining useful life, identification number, depreciation charged, book
value, and any other relevant details.]

(b) the latest annual financial statements;

(c) audited financial statements of the corporate debtor for the last two financial years
and provisional financial statements for the current financial year made up to a date not
earlier than fourteen days from the date of the application;

(d) a list of creditors containing the names of creditors, the amounts claimed by them,
the amount of their claims admitted and the security interest, if any, in respect of such
claims;

39
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Regulation 36 (1)
before substitution, stood as -

“(1) Subject to sub-regulation (4), the resolution professional shall submit the information memorandum in
electronic form to-

(a) each member of the committee within two weeks of his appointment as
resolution professional; and

(b) to each prospective resolution applicant latest by the date of invitation of

resolution plan under clause (h) of sub-section (2) of section 25 of the Code.”

14
40
Substituted by Notification No. IBBI/2017-18/ GN/ REG024, dated 6th Feb, 2018 (w.e.f. 06.02.2018) for Regulation
36 (2) (a). Prior to this substitution, Regulation 36(2)(a) stood as under:-

“36(2)(a)assets and liabilities, as on the insolvency commencement date, classified into appropriate categories for
easy identification, with estimated values assigned to each category.”.

(e) particulars of a debt due from or to the corporate debtor with respect to related
parties;

(f) details of guarantees that have been given in relation to the debts of the corporate
debtor by other persons, specifying which of the guarantors is a related party;

(g) the names and addresses of the members or partners holding at least one per cent
stake in the corporate debtor along with the size of stake;

(h) details of all material litigation and an ongoing investigation or proceeding initiated by
Government and statutory authorities;

(i) the number of workers and employees and liabilities of the corporate debtor towards
them;

(j) 41[***]

(k) 42[***]

(l) other information, which the resolution professional deems relevant to the
committee.

(3) A member of the committee may request the resolution professional for further
information of the nature described in this Regulation and the resolution professional
shall provide such information to all members within reasonable time if such information
has a bearing on the resolution plan.

(4) 43[The resolution professional shall share the information memorandum after
receiving an undertaking from a member of the committee 44[***] to the effect that such
member or resolution applicant shall maintain confidentiality of the information and
shall not use such information to cause an undue gain or undue loss to itself or any other
person and comply with the requirements under sub-section (2) of section 29.]

41
Clause (j) omitted by Notification No. IBBI/2017-18/GN/REG022, dated 31st December, 2017 (w.e.f. 31-12-2017).
Prior to its omission, it stood as “(j) the liquidation value;”.

15
42
Clause (k) omitted by Notification No. IBBI/2017-18/ GN/ REG022, dated 31st December, 2017 (w.e.f. 31-12-2017).
Prior to its omission, it stood as, “(k) the liquidation value due to operational creditors;”.

43
Substituted by Notification No. IBBI/2017-18/ GN/ REG024, dated 6th February, 2018 (w.e.f. 06-02-2018). Prior to
this substitution, Regulation 36(4) stood as under:

“36(4) The interim resolution professional or the resolution professional, as the case may be, shall share the
information memorandum after receiving an undertaking from a member of the committee or a potential resolution
applicant to the effect that such member or resolution applicant shall maintain confidentiality of the information and
shall not use such information to cause an undue gain or undue loss to itself or any other person and comply with the
requirements under section 29(2).”

44
Omitted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Before omission
the words stood as –

“or a prospective resolution applicant”.

45
[36A. Invitation for expression of interest.

(1) The resolution professional shall publish brief particulars of the invitation for
expression of interest in Form G of the Schedule at the earliest, not later than seventy-
fifth day from the insolvency commencement date, from interested and eligible
prospective resolution applicants to submit resolution plans.

(2) The resolution professional shall publish Form G-

(i) in one English and one regional language newspaper with wide circulation at the
location of the registered office and principal office, if any, of the corporate debtor and
any other location where in the opinion of the resolution professional, the corporate
debtor conducts material business operations;
(ii) on the website, if any, of the corporate debtor;
(iii) on the website, if any, designated by the Board for the purpose; and
(iv) in any other manner as may be decided by the committee.

(3)The Form G in the Schedule shall -

(a) state where the detailed invitation for expression of interest can be downloaded or
obtained from, as the case may be; and

(b) provide the last date for submission of expression of interest which shall not be less
than fifteen days from the date of issue of detailed invitation.

16
(4) The detailed invitation referred to in sub-regulation (3) shall-

(a) specify the criteria for prospective resolution applicants, as approved by the
committee in accordance with clause (h) of sub-section (2) of section 25;

(b) state the ineligibility norms under section 29A to the extent applicable for
prospective resolution applicants;

(c) provide such basic information about the corporate debtor as may be required by a
prospective resolution applicant for expression of interest; and

(d) not require payment of any fee or any non-refundable deposit for submission of
expression of interest.

(5) A prospective resolution applicant, who meet the requirements of the invitation for
expression of interest, may submit expression of interest within the time specified in
the invitation under clause (b) of sub-regulation (3).

(6) The expression of interest received after the time specified in the invitation under
clause (b) of sub-regulation (3) shall be rejected.

(7) An expression of interest shall be unconditional

45
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Regulation 36 A,
before substitution stood as –

“36A. Invitation of Resolution Plans

(1) The resolution professional shall issue an invitation , including evaluation matrix, to the prospective resolution applicants in
accordance with clause (h) of sub-section (2) of section 25, to submit resolution plans at least thirty days before the last date of
submission of resolution plans.

(2) Where the invitation does not contain the evaluation matrix, the resolution professional shall issue, with the approval of the
committee, the evaluation matrix to the prospective resolution applicants at least fifteen days before the last date for submission of
resolution plans.

(3) The resolution professional may modify the invitation, the evaluation matrix or both with the approval of the committee within
the timelines given under sub-regulation (1) or sub-regulation (2), as the case may be.

(4) The timelines specified under this regulation shall not apply to an ongoing
corporate insolvency resolution process-

(a) where a period of less than thirty-seven days is left for submission of resolution plans under sub-regulation (1);

(b) where a period of less than eighteen days is left for submission of resolution
plans under sub-regulation (2).

(5) The resolution professional shall publish brief particulars of the invitation in Form G of the Schedule:

(a) on the website, if any, of the corporate debtor; and

(b) on the website, if any, designated by the Board for the purpose.”

17
46
[36B. Request for resolution plans.

(1) The resolution professional shall issue the information memorandum, evaluation
matrix and a request for resolution plans, within five days of the date of issue of the
provisional list under sub-regulation (10) of regulation 36A to -

(a) every prospective resolution applicant in the provisional list; and

(b) every prospective resolution applicant who has contested the decision of the
resolution professional against its non-inclusion in the provisional list.

(2) The request for resolution plans shall detail each step in the process, and the
manner and purposes of interaction between the resolution professional and the
prospective resolution applicant, along with corresponding timelines.

(3) The request for resolution plans shall allow prospective resolution applicants a
minimum of thirty days to submit the resolution plan(s).
47
37. [Resolution plan.

A resolution plan shall provide for the measures, as may be necessary, for insolvency
resolution of the corporate debtor for maximization of value of its assets, including but
not limited to the following:-

(a) transfer of all or part of the assets of the corporate debtor to one or more persons;

(b) sale of all or part of the assets whether subject to any security interest or not;

(c) the substantial acquisition of shares of the corporate debtor, or the merger or
consolidation of the corporate debtor with one or more persons;
48
[(ca) cancellation or delisting of any shares of the corporate debtor, if applicable;]

(d) satisfaction or modification of any security interest;

(e) curing or waiving of any breach of the terms of any debt due from the corporate debtor;

(f) reduction in the amount payable to the creditors;

(g) extension of a maturity date or a change in interest rate or other terms of a debt
due from the corporate debtor;

(h) amendment of the constitutional documents of the corporate debtor;

(i) issuance of securities of the corporate debtor, for cash, property, securities, or in
exchange for claims or interests, or other appropriate purpose;

18
(j) change in portfolio of goods or services produced or rendered by the corporate debtor;

(k) change in technology used by the corporate debtor; and

(l) obtaining necessary approvals from the Central and State Governments and other
authorities.]

“(37) (1) A resolution plan may provide for the measures required for implementing it, including but not limited to the
following-

(a) transfer of all or part of the assets of the corporate debtor to one or more persons;
(b) sale of all or part of the assets whether subject to any security interest or not;
(c) the substantial acquisition of shares of the corporate debtor, or the merger or consolidation of
the corporate debtor with one or more persons;
(d) satisfaction or modification of any security interest;
(e) curing or waiving of any breach of the terms of any debt due from the corporate debtor;
(f) reduction in the amount payable to the creditors;
(g) extension of a maturity date or a change in interest rate or other terms of a debt due from the
corporate debtor;
(h) amendment of the constitutional documents of the corporate debtor;
(i) issuance of securities of the corporate debtor, for cash, property, securities, or in exchange for
claims or interests, or other appropriate purpose; and
(j) obtaining necessary approvals from the Central and State Governments and other authorities.”
48
Inserted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018).

38. Mandatory contents of the resolution plan.

(1) A resolution plan shall identify specific sources of funds that will be used to pay the -

(a) insolvency resolution process costs and provide that the 49[ insolvency resolution
process costs, to the extent unpaid, will be paid] in priority to any other creditor;

(b) liquidation value due to operational creditors and provide for such payment in
priority to any financial creditor which shall in any event be made before the expiry of
thirty days after the approval of a resolution plan by the Adjudicating Authority; and

(c) liquidation value due to dissenting financial creditors and provide that such payment
is made before any recoveries are made by the financial creditors who voted in favour
of the resolution plan.
50
[(1A) A resolution plan shall include a statement as to how it has dealt with the
interests of all stakeholders, including financial creditors and operational creditors, of
the corporate debtor.]

(2) A resolution plan shall provide:

(a) the term of the plan and its implementation schedule;

(b) the management and control of the business of the corporate debtor during its term;
and

19
(c) adequate means for supervising its implementation.
49
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Before
substitution the words stood as –

“insolvency resolution process costs will be paid”.

50
Inserted by Notification No. IBBI/2017-18/ GN/ REG018, dated 5th October, 2017 (w.e.f. 5-10-2017).

39. Approval of resolution plan.

52
[(1) A prospective resolution applicant in the final list may submit resolution plan or
plans prepared in accordance with the Code and these regulations to the resolution
professional electronically within the time given in the request for resolution plans under
regulation 36B along with
(a) an affidavit stating that it is eligible under section 29A to submit resolution plans;

(b) an undertaking that it will provide for additional funds to the extent required for the
purposes under sub-regulation (1) of regulation 38;
52
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Sub – regulation (1) of
regulation 39 before substituted stood as –

“(1) A resolution applicant shall submit resolution plan(s) prepared in accordance with the Code and these regulations
to the resolution professional within the time given in the invitation made under clause (h) of sub-section (2) of section
25.”

54
[(3) The committee shall evaluate the resolution plans received under sub-regulation (1)
strictly as per the evaluation matrix to identify the best resolution plan and may approve
it with such modifications as it deems fit:
Provided that the committee shall record the reasons for approving or rejecting a resolution
plan.]

55
[(3A) The committee shall, while approving the resolution plan under sub-section (4) of
section (30), specify the amounts payable from resources under the resolution plan for the
purposes under sub-regulation (1) of regulation 38.]

56
[(4) The resolution professional shall endeavour to submit the resolution plan approved
by the committee to the Adjudicating Authority at least fifteen days before the maximum
period for completion of corporate insolvency resolution process under section 12, along
with a compliance certificate in Form H of the Schedule.]
53
Substituted by Notification No. IBBI/2017-18/GN/REG019, dated 7th November, 2017 (w.e.f. 7-11-2017). Prior to this substitution,
Regulation 39(2) stood as under: -

“39(2) The resolution professional shall present all resolution plans that meet the requirements of the Code and these
Regulations to the committee for its consideration”

54
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Sub regulation (3) of regulation
39, before substitution stood as –

“The committee may approve any resolution plan with such modifications as it deems fit.”

55
Inserted by Notification No. IBBI/2017-18/GN/REG024, dated 6th February, 2018 (w.e.f. 06-02-2018).

20
56
Substituted by Notification No. IBBI/2018-19/GN/REG031, dated 3rd July, 2018 (w.e.f. 04-07-2018). Sub – regulation (4) of
Regulation 39 before substitution stood as-

“(4)The resolution professional shall submit the resolution plan approved by the committee to the Adjudicating Authority, at least
fifteen days before the expiry of the maximum period permitted under section 12 for the completion of the corporate insolvency
resolution process, with the certification that-

(a) the contents of the resolution plan meet all the requirements of the Code and the Regulations; and

(b) the resolution plan has been approved by the committee:

Provided that the timeline specified in this sub-regulation shall not apply to an ongoing corporate insolvency resolution process
which has completed 130th day from its commencement date.”

57
[40A. Model time-line for corporate insolvency resolution process.

The following Table presents a model timeline of corporate insolvency resolution

process on the assumption that the interim resolution professional is appointed on the
date of commencement of the process and the time available is hundred and eighty days:

Section / Description of Activity Norm Latest

Regulation Timeline

Section 16(1) Commencement of CIRP and appointment …. T

of IRP
Regulation 6(1) Public announcement inviting claims Within 3 Days of Appointment of T+3
IRP
Section 15(1)(c) / Submission of claims For 14 Days from Appointment of T+14
Regulations 6(2)(c) IRP
and 12 (1)
Regulation 12(2) Submission of claims Up to 90th day of commencement T+90
Regulation 13(1) Verification of claims received under Within 7 days from the receipt of T+21
regulation 12(1) the claim
Regulation 13(2) Verification of claims received under T+97
regulation 12(2)
Section 21(6A) (b) / Application for appointment of AR Within 2 days from verification of T+23
Regulation 16A claims received under regulation
Regulation 17(1) Report certifying constitution of CoC 12(1) T+23
Section 22(1) / 1st meeting of the CoC Within 7 days of the constitution T+30
Regulation 19(1) of the CoC, but with seven days’
notice
Section 22(2) Resolution to appoint RP by the CoC In the first meeting of the CoC T+30
Section 16(5) Appointment of RP On approval by the AA ……
Regulation 17(3) IRP performs the functions of RP till the RP If RP is not appointed by 40 day th T+40
is appointed. of commencement
Regulation 27 Appointment of valuer Within 7 days of appointment of T+47
RP, but not later than 40th day of
commencement
Section 12(A) / Submission of application for withdrawal of Before issue of EoI W
Regulation 30A application admitted
CoC to dispose of the application Within 7 days of its receipt or 7 W+7
days of constitution of CoC,
whichever is later.

21
 Filing application of withdrawal, if Within 3 days of approval by CoC W+10
approved by CoC with 90% majority
voting, by RP to AA
Regulation 35A RP to form an opinion on preferential and Within 75 days of the T+75
other transactions commencement
RP to make a determination on preferential Within 115 days of T+115
and other transactions commencement
RP to file applications to AA for Within 135 days of T+135
appropriate relief commencement
Regulation 36 (1) Submission of IM to CoC Within 2 weeks of appointment of T+54
RP, but not later than 54th day of
commencement
Regulation 36A Publish Form G Within 75 days of T+75
Invitation of EoI commencement
Submission of EoI At least 15 days from issue of EoI T+90
(Assume 15 days)
Provisional List of RAs by RP Within 10 days from the last day T+100
of receipt of EoI
Submission of objections to provisional list For 5 days from the date of T+105
provisional list
Final List of RAs by RP Within 10 days of the receipt of T+115
objections
Regulation 36B Issue of RFRP, including Evaluation Matrix Within 5 days of the issue of the T+105
and IM provisional list
Receipt of Resolution Plans At least 30 days from issue of T+135
RFRP (Assume 30 days)
Regulation 39(4) Submission of CoC approved Resolution As soon as approved by the CoC T+165
Plan to AA
Section 31(1) Approval of resolution plan by AA T=180
AA: Adjudicating Authority; AR: Authorised Representative; CIRP: Corporate Insolvency Resolution
Process; CoC: Committee of Creditors; EoI: Expression of Interest; IM: Information Memorandum; IRP:
Interim Resolution

Professional; RA: Resolution Applicant; RP: Resolution Professional; RFRP: Request for Resolution Plan.]

22
 AMIT BACHHAWAT’S TRAINING FORUM
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA (INSOLVENCY

PROFESSIONALS) REGULATIONS, 20161

[AMENDED UPTO 11.10.2018]

CHAPTER III

REGISTRATION OF INSOLVENCY PROFESSIONALS

Eligibility.

1. No individual shall be eligible to be registered as an insolvency professional if he-

(a) is a minor;

(b) is not a person resident in India;

(c) does not have the qualification and experience specified in Regulation 5 or
Regulation 9, as the case may be;

(d) has been convicted by any competent court for an offence punishable with
imprisonment for a term exceeding six months or for an offence involving
moral turpitude, and a period of five years has not elapsed from the date of expiry of
the sentence:

Provided that if a person has been convicted of any offence and sentenced in
respect thereof to imprisonment for a period of seven years or more, he shall not
be eligible to be registered;

(a) he is an undischarged insolvent, or has applied to be adjudicated as an insolvent;

(b) he has been declared to be of unsound mind; or

(c) he is not a fit and proper person;

Explanation: For determining whether an individual is fit and proper under

these Regulations, the Board may take account of any consideration as it deems
fit, including but not limited to the following criteria-
(1) integrity, reputation and character,

(2) absence of convictions and restraint orders, and

(3) competence, including financial solvency and net worth.

2
Substituted by Notification No. IBBI/2017-18/GN/REG027, dated 27th March, 2018 (w.e.f. 01-
04-2018). Sub Regulation (3), before substitution, stood as under:

“(3) The syllabus, format and frequency of the ‘Limited Insolvency Examination’, including
qualifying marks, shall be published on the website of the Board at least one month before the
examination.”

3
[Qualifications and experience.
1. Subject to the other provisions of these regulations, an individual shall be
eligible for registration, if he –

(a) has passed the Limited Insolvency Examination within twelve months
before the date of his application for enrolment with the insolvency
professional agency;

(b) has completed a pre-registration educational course, as may be required by

the Board, from an insolvency professional agency after his enrolment as a
professional member; and

(c) has-

(1) successfully completed the National Insolvency Programme, as may

be approved by the Board;

(2) successfully completed the Graduate Insolvency Programme, as may

approved by the Board;

(3) fifteen years’ of experience in management, after receiving a

Bachelor’s degree from a university established or recognised by law; or

(4) ten years’ of experience as –

(a) chartered accountant registered as a member of the Institute of

Chartered Accountants of India,

(b) company secretary registered as a member of the Institute of

Company Secretaries of India,

(c) cost accountant registered as a member of the Institute of Cost

Accountants of India, or

(d) advocate enrolled with the Bar Council.]

Registration for a limited period.

9. (1) Notwithstanding any of the provisions of Regulation 5, an individual shall

be eligible to be registered for a limited period as an insolvency professional if
he-

a. has been ‘in practice’ for fifteen years as-

(1) a chartered accountant enrolled as a member of the Institute of Chartered

Accountants of India,

(2) a company secretary enrolled as a member of the Institute of Company

Secretaries of India,

(3) a cost accountant enrolled as a member of the Institute of Cost Accountants

of India, or

(4) an advocate enrolled with a Bar Council; and

b. submits an application for registration in Form A of the Second Schedule to

these Regulations to the insolvency professional agency with which he is
enrolled on or before 31st December, 2016 along with a non-refundable
application fee of five thousand rupees which shall be collected by such insolvency
professional agency on behalf of the Board.

(2) The insolvency professional agency shall submit to the Board the fee
collected and the details of the applications received under sub-regulation
(1)(b).

(3) An individual referred to sub-regulation (1) shall be registered for a limited

period upon submission of the details and fee to the Board under sub-
regulation (2), which shall be valid for a period of six months from the date of
such submission.

(4) An insolvency professional registered under sub-regulation (3) shall not

undertake any assignment as an insolvency professional after the expiry of his
registration:

Provided that he may complete the pending assignments undertaken before the
expiry of his registration, and his registration shall be deemed to be valid for
this limited purpose.
 CHAPTER V

RECOGNITION OF INSOLVENCY PROFESSIONAL ENTITIES

Recognition of Insolvency Professional Entities.

12. 6[(1) A company, a registered partnership firm or a limited liability

partnership may be recognised as an insolvency professional entity, if –

(a) its sole objective is to provide support services to insolvency professionals,

who are its partners or directors, as the case may be;

(b) it has a net worth of not less than one crore rupees;

(c) majority of its shares is held by insolvency professionals, who are its directors,
in case it is a company;

(d) majority of capital contribution is made by insolvency professionals, who

are its partners, in case it is a limited liability partnership firm or a registered
partnership firm;

(e) majority of its partners or directors, as the case may be, are insolvency
professionals;

(f) majority of its whole time directors are insolvency professionals, in case it is
a company; and

(g) none of its partners or directors is a partner or a director of another

insolvency professional entity:

Provided that the insolvency professional entities recognised as on the date of

commencement of the Insolvency and Bankruptcy Board of India (Insolvency
Professionals) (Amendment) Regulations, 2018 shall comply with the provisions
of clauses
(a), (b) (c) and (d) on or before 30th September, 2018 and the provisions of clauses (e),(f)
and (g) on or before 30th June, 2018.]
6
Substituted by Notification No. IBBI/2017-18/GN/REG027, dated 27th March, 2018 (w.e.f. 01-
04-2018). Sub regulation (1) of Regulation 12, before substitution, stood as under:

“A limited liability partnership, a registered partnership firm or a company may be

recognised as an insolvency professional entity if-

(a) a majority of the partners of the limited liability partnership or registered partnership firm
are registered as insolvency professionals; or

(b) a majority of the whole-time directors of the company are registered as insolvency
professionals, as the case may be.”
 AMIT BACHHAWAT’S TRAINING FORUM
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA (LIQUIDATION
PROCESS) REGULATIONS, 20161

2
[(ea) “liquidation cost” under sub-section (16) of section 5 means-
(a) fee payable to the liquidator under regulation 4;

(b) remuneration payable by the liquidator under regulation 7;

(c) cost incurred by the liquidator under regulation 24; and

(d) interest on interim finance for a period of twelve months or for the period from the
liquidation commencement date till repayment of interim finance, whicheveris lower;]
2
Inserted by Notification No. IBBI/ 2017-18/GN/REG028, dated 27th March, 2018 (w.e.f. 01-04-2018).

CHAPTER II

APPOINTMENT AND REMUNERATION OF LIQUIDATOR

3. Eligibility for appointment as liquidator.

(1) An insolvency professional shall be eligible to be appointed as a liquidator if he, and

every partner or director of the insolvency professional entity of which he is a partner
or director, is independent of the corporate debtor.

Explanation– A person shall be considered independent of the corporate debtor, if he-

(a) is eligible to be appointed as an independent director on the board of the corporate

debtor under section 149 of the Companies Act, 2013 (18 of 2013), where the
corporate debtor is a company;

(b) is not a related party of the corporate debtor; or

(c) has not been an employee or proprietor or a partner:

i. of a firm of auditors or 3[secretarial auditors] or cost auditors of the corporate

debtor; or
 ii. of a legal or a consulting firm, that has or had any transaction with the corporate
debtor contributing ten per cent or more of the gross turnover of such firm,

in the last three financial years.

(2) A liquidator shall disclose the existence of any pecuniary or personal relationship
with the concerned corporate debtor or any of its stakeholders as soon as he becomes
aware of it, to the Board and the Adjudicating Authority.

(3) An insolvency professional shall not continue as a liquidator if the insolvency

professional entity of which he is a director or partner, or any other partner or director
of such insolvency professional entity represents any other stakeholder in the same
liquidation process.

CHAPTER III

POWERS AND FUNCTIONS OF LIQUIDATOR

5. Reporting.

(1) The liquidator shall prepare and submit:

(a) a preliminary report;

(b) an asset memorandum;

(c) progress report(s);

(d) sale report(s);

(e) minutes of consultation with stakeholders; and

(f) the final report prior to dissolution

to the Adjudicating Authority in the manner specified under these Regulations.

(2) The liquidator shall preserve a physical as well as an electronic copy of the reports
and minutes referred to in sub-regulation (1) for eight years after the dissolution of the
corporate debtor.
 CHAPTER IV

GENERAL

12. Public announcement by liquidator.

(1) The liquidator shall make a public announcement in Form B of Schedule II

within five days from his appointment.

(2) The public announcement shall-

(a) call upon stakeholders to submit their claims as on the liquidation

commencement date; and

(b) provide the last date for submission of claim, which shall be thirty days from
the liquidation commencement date.

(3) The announcement shall be published-

(a) in one English and one regional language newspaper with wide circulation at
the location of the registered office and principal office, if any, of the
corporate debtor and any other location where in the opinion of the
liquidator, the corporate debtor conducts material business operations;

(b) on the website, if any, of the corporate debtor; and

(c) on the website, if any, designated by the Board for this purpose.

13. Preliminary report.

The liquidator shall submit a Preliminary Report to the Adjudicating Authority within
seventy- five days from the liquidation commencement date, detailing-

(a) the capital structure of the corporate debtor;

(b) the estimates of its assets and liabilities as on the liquidation commencement
date based on the books of the corporate debtor:

Provided that if the liquidator has reasons to believe, to be recorded in writing, that the
books of the corporate debtor are not reliable, he shall also provide such estimates based
on reliable records and data otherwise available to him;

(c) whether, he intends to make any further inquiry in to any matter relating to the
 promotion, formation or failure of the corporate debtor or the conduct of the
business thereof; and
(d) the proposed plan of action for carrying out the liquidation, including the
timeline within which he proposes to carry it out and the estimated liquidation
costs.

34. Asset memorandum.

(1) On forming the liquidation estate under section 36, the liquidator shall prepare an
asset memorandum in accordance with this Regulation within seventy-five days from
the liquidation commencement date.

41. All money to be paid in to bank account.

(1) The liquidator shall open a bank account in the name of the corporate debtor
followed by the words ‘in liquidation’, in a scheduled bank, for the receipt of all moneys
due to the corporate debtor.

SCHEDULE I
MODE OF SALE

1. AUCTION

2. PRIVATE SALE
The following regulation of 30A of the IBBI (Insolvency Resolution Process for Corporate Persons)
Regulations, 2016 has been inserted w.e.f 4th July, 2018 provides that:

1) An application for withdrawal under section 12A shall be submitted to the IRP or the RP,
as the case may be, in Form FA of the Schedule before issue of invitation for expression of
interest under regulation 36A.
2) The application in sub-regulation (1) shall be accompanied by a bank guarantee towards
estimated cost incurred for purposes of clause (c) and (d) of regulation till the date of
application
3) The committee shall consider the application made under sub-regulation (1) within seven
days of its constitution or seven days of receipt of the application, whichever is later
4) Where the application is approved by the committee with 90% voting share, the RP shall
submit the application under sub-regulation (1) to the AA on behalf of the applicant,
within three days of such approval
5) The AA may, by order approve the application submitted under sub-regulation (4).

The public announcement shall also include:

(ba) state where claim forms can be downloaded or obtained from, as the case may be

(bb) offer choice of three insolvency professionals identified under regulation 4A to act as
the authorised representative of creditors in each class;
 Insolvency Resolution Process
Section/ Regulation Description of Activity Norm Latest Timeline
Section 16(1) Commencement of T
CIRP and appointment
of IRP
Regulation 16(1) Public announcement Within 3 days of T+3
inviting claims Appointment of IRP
Section 15(1)(c)/ Submission of Claims For 14 days from T+14
Regulations 6(2)(c) appointment of IRP
and 12(1)
Regulation 12(2) Submission of Claims Up to 90th day of T+90
commencement
Regulation 13(1) Verification of claims Within 7 days from the T+21
received under receipt of the claim
regulation 12(1)
Regulation 13(2) Verification of claims T+97
received under
regulation 12(2)
Section 21(6A)(b) / Application for Within 2 days from T+23
Regulation 16A appointment of AR verification of claims
received under
Regulation 17(1) Report certifying regulation 12(1) T+23
constitution of CoC
Section 22(1)/ 1st meeting of the CoC Within 7 days of the T+30
Regulation 19(1) constitution of the
CoC, but with seven
days notice
Section 22(2) Resolution to appoint In the first meeting of T+30
RP by the CoC the CoC
Section 16(5) Appointment of RP On approval by the AA ............
Regulation 17(3) IRP performs the If RP is not appointed T+40
functions of RP till the by 40th day of
RP is appointed commencement
Regulation 27 Appointment of valuer Within 7 days of T+47
appointment of RP, but
not later than 40th day
of commencement
Section12(A)/ Submission of Before issue of EoL W
Regulation 30A application for
withdrawal of
application admitted
CoC to dispose of the Within 7 days of its W+7
application receipt or 7 days of
constitution of CoC,
whichever is later
Filing application of Within 3 days of W+10
withdrawal, if approval by Coc
approved by COC with
90% majority voting,
 by RP to AA
Regulation 35A RP to form an opinion Within 75 days of the T+75
on preferential and commencement
other transactions
RP to make a Within 115 days of the T+115
determination on commencement
preferential and other
transactions
RP to file applications Within 135 days of the T+135
to AA for appropriate commencement
relief
Regulation 36(1) Submission of IM to Within two weeks of T+54
CoC appointment of RP, but
not later than 54th day
of commencement

47. Claims by creditors in a class

The IBBI has amended the IBBI (Insolvency Resolution Process for Corporate Persons)
Regulations, 2016 by inserting new Regulation 8A for Claims by Creditors in a class which provides
that:

1) A person claiming to be a creditor in a class shall submit claim with proof to the interim
resolution professional in electronic form in Form CA of the Schedule.
2) The existence of debt due to a creditor in a class may be proved on the basis of---
a) The records available with an information utility, if any; or
b) Other relevant documents , including any----
i. Agreement for sale
ii. Letter of allotment
iii. Receipt of payment made, or
iv. Such other document, evidencing existence of debt.
3) A creditor in a class may indicate its choice of an insolvency professional, from amongst the
three choices provided by the interim resolution professional in the public announcement,
to act as its authorized representative.

52. Claims must be submitted to the IRP or the RP on or before the last date
mentioned in the public announcement or till the approval of a resolution
plan by the committee
Regulation 12 of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations,
2016 provides that a creditor shall submit claim with proof on or before the last date mentioned in
the public announcement.

Regulation 12(2) as amended provides that [a creditor, who fails to submit claim with proof
within the time stipulated in the public announcement, may submit claim with proof to the interim
resolution professional or the resolution professional, as the case may be, on or before the ninetieth
day of the insolvency commencement date]
60.1.1 Numbers of members in the committee of the operational creditors
Regulation 16(2)) of the IBBI (Insolvency Resolution Process for Corporate Persons)
Regulations, 2016 provides that the committee formed under Regulation 16(1) shall consist of
members as under---

a) Eighteen largest operational creditors by value:

Provided that if the number of operational creditors is less than eighteen, the
committee shall include all such operational creditors
b) One representative elected by all workmen other than those workmen included under
sub-clause (a). and
c) One representative elected by all employees other than those employees included
under sub-clause (a)

101. Preservation of records

The Regulation [39A provides that the interim resolution professional or the resolution
professional, as the case may be, shall preserve a physical as well as an electronic copy of the
records relating to corporate insolvency resolution process of the corporate debtor as per the record
retention schedule as may be communicated by the Board in consultation with Insolvency
Professional Agencies]

43.10 Appointment of two registered valuers by RP within 7 days of his

appointment but not later than 47th day from insolvency commencement
date
The Regulation 27 of the IBBI (Corporate Insolvency Resolution of Corporate Personal)
Regulation as amended on 6th June, 2018 provides that the resolution professional shall within [
seven days of appointment but not later than forty seventh day from the insolvency commencement
date] appoint two registered valuers to determine the fair value and the liquidation value of the
corporate debtor in accordance with regulation 35

62. Appointment of representative by the IRP

The Regulation 16A(1) provides that the interim resolution professional shall select the
insolvency professional, who is the choice of the highest number of financial creditors in the class in
Form CA received under regulation 12(1), to act as the authorised representative of the creditors of
the respective class

Amendments
 Undergo continuing professional education, as may be required by the Board
 Not outsource any of his duties and responsibilities under the Code, except those specifically
permitted by the Board
 Pay to the Board, a fee of ten thousand rupees, every five years after the year in which the
certificate is granted and such fee shall be paid on or before 30th April of the year it falls due
 Illustration:
nd
Where registration is granted on 2 February, 2018 in the year 2017-18, the fee shall
become due on 1st April, 2023 after five years (2018-19, 2019-20, 2020-21, 2021-22, 2022-
23) and it shall be paid on or before the 30th April, 2023.
 Pay to the Board, a fee calculated at the rate of 0.25 percent of the professional fee earned
for the services rendered by him as an insolvency professional in the preceding financial
year, on or before 30th of April every year, along with a statement in Form E of the Second
Schedule

83.3 List of the various Acts for the purposes of conviction of any offence
punishable with imprisonment consideration of under section 29A(d)
The Schedule XII has been inserted section 38 of the Ordinance No.6 of 2018, w.e.f. 6-6-2018
which provides that if any person convicted and penalized as per provision of section 29A(d) of the
Code, shall not be eligible to submit the resolution plan:

1) The Foreign Trade (Development and Regulation) Act, 1922 (22 of 1922)
2) The Reserve Bank of India Act,1934 (2 of 1934)
3) The Central Excise Act, 1944 (1 of 1944)
4) The Prevention of Food Adulteration Act, 1954 (37 of 1954)
5) The Essential Commodities Act, 1955 (10 of 1955)
6) The Securities Contracts (Regulation) Act, 1956 (42 of 1956)
7) The Income-tax Act, 1961 (43 of 1961)
8) The Customs Act, 1962 (52 of 1962)
9) The Water (Prevention and Control of Pollution) Act, 1974 (6 of 1974)
10) The Conservation of Foreign Exchange and Prevention of Smuggling Activities Act, 1974
(52 of 1974)
11) The Air (Prevention and Control of Pollution) Act, 1981 (14 of 1981)
12) The Sick Industrial Companies ( Special Provisions) Act, 1985 (1 of 1985)
13) The Environment (Protection) Act, 1986 (29 of 1986)
14) The Prohibition of Benami Property Transactions Act, 1988 (45 of 1988)
15) The Prevention of Corruption Act, 1988 (49 of 1988)
16) The Securities and Exchange Board of India Act,1992 (15 of 1992)
17) The Foreign Exchange Management Act, 1999 (42 of 1999)
18) The Competition Act,2002 (12 of 2002)
19) The Prevention of Money-Laundering Act, 2002 (15 of 2002)
20) The Limited Liability Partnership Act, 2008 (6 of 2008)
21) The Foreign Contribution (Regulation) Act, 2010 (42 of 2010)
22) The Companies Act, 2013 (18 of 2013) or any previous company law
23) The Black Money (Undisclosed Foreign Income and Assets) and Imposition of Tax Act, 2015
(22 of 2015)
24) The Insolvency and Bankruptcy Code, 2016 (31 of 2016)
25) The Central Goods and Services Tax Act, 2017 (12 of 2017) and respective State Acts
imposing State goods and services tax
26) such other Acts as may be notified by the Central Government.
Meaning of Essential Supplies
Regulation 32 of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations,
2016 provides that the essential goods and services referred to in section 14(2) shall mean—

1) electricity
2) water
3) telecommunications services, and
4) information technology services,

to the extent these are not a direct input to the output produced or supplied by the
corporate debtor.

Illustration: Water supplied to a corporate debtor will be essential supplies for drinking and
sanitation purposes, and not for generation of hydro-electricity.
92. Insolvency Resolution Process Cost
The Regulation 31 provides that the Insolvency resolution process costs under section 5(13)(e) shall
mean-

(a) amounts due to suppliers of essential goods and services under section 32

(aa) fee payable to authorized representative under sub-regulation (7) of regulation 16A

(ab) out of pocket expenses of authorized representative for discharge of his functions under section
25

(b) amounts due to a person whose rights are prejudicially affected on account of the moratorium
imposed under section 14(1)(d)

(c) expenses incurred on or by the interim resolution professional to the extent ratified under
Regulation 33

(d) expenses incurred on or by the resolution professional fixed under Regulation 34; and

(e) other costs directly relating to the corporate insolvency resolution process and approved by the
committee.
 The Supreme Court (SC) recently allowed UltraTech Cement’s purchase of bankrupt Binani Cement to go through.
What is the case on?
 The case involves the bidding process of debt-laden Binani Cement Ltd, under Insolvency and Bankruptcy Code
(IBC).
 In the course of bidding, Dalmia Bharat Pvt. Ltd-owned Rajputana Properties had bid Rs 69.30 billion.
 However, the Binani's Committee of Creditors (CoC) then received a revised bid from UltraTech cement of Rs 79
billion.
 Binani Cement’s CoC decided to consider this improved bid, even after Rajputana Properties’ offer was declared
the highest.
 It was also filed with the Kolkata bench of the bankruptcy court for its approval.
 The CoC's decision would entirely pay off all secured and unsecured financial creditors, as well as operational
creditors of Binani.
 Rajputana Properties had approached the apex court, challenging the CoC’s decision.
 It argued that it was against the spirit of the insolvency law as one could not have revised its bid after being aware
of the competitor’s bid.
 The court referred the matter to the NCLAT (National Company Law Appellate Tribunal).
What was NCLAT's ruling?
 A two-member bench of NCLAT had dismissed the appeal by Rajputana Properties.
 NCLAT held that the objective of the Insolvency and Bankruptcy Code was resolution.
 Ultimately, the purpose of the resolution is for maximization of the value of assets of the debtor.
 Also, the resolution process should consider the interests of even those creditors, who are not part of the resolution
process, such as operational creditors.
 NCLAT said that Rajputna's offer for Binani Cement was “discriminatory” against some financial creditors.
 Notably, UltraTech’s bid was backed by 100% of secured creditors, 100% of unsecured creditors and 100% of
operational creditors.
 Backed by this rationality, the Court upheld the order of the National Company Law Appellate Tribunal (NCLAT).
 This is a victory for UltraTech and for the committee of creditors of Binani Cement.
What are the concerns?
 The ruling is a severe blow to the integrity of the process embedded in the Insolvency and Bankruptcy Code (IBC).
 The decision seems to be not in keeping with the natural justice of the auction process.
 Acceptance of offers outside the IBC-sanctioned bidding process undermines the whole basis of the auction
mechanism.
 Moreover, operational creditors are not specifically “discriminated” against in the IBC process.
 There is, in all economic transactions, a hierarchy of creditors.
 Financial creditors such as bond-holders are usually at the top of this list, and the IBC recognises this basic fact.
 In sealed-bid auctions, allowing collection of information, after opening the bid, to make another offer is unfair.
 If this is allowed, all future auctions will see lower bids as other parties begin to hold back their offers to examine
what others would bid.
 In any case, there is now an incentive for companies to short-circuit or manipulate the bidding process.
What lies ahead?
 Certainly, the gap needs to be addressed by the government.
 The NCLAT judgment needs to be carefully studied by the appropriate ministries (including corporate affairs,
finance, law).
 Suitable amendments have to be proposed to the IBC’s governing legislation.
 The legal loopholes that have been taken advantage of in this case have to be addressed.
NCLT CASE LAWS:
Transfer of Proceedings from Courts to NCLT: The Calcutta High Court’s View
A question that has often come up since the Companies Act, 2013 (the 2013 Act) came into
force is how will proceedings ongoing before the High Courts be transferred to the National
Companies Law Tribunal (NCLT)? Section 434(1)(c) of the 2013 Act deals with transfer of
“all proceedings” under the Companies Act, 1956[1] to the NCLT. For winding up
proceedings, this provision states that only such proceedings relating to winding up, which are
at a certain stage as prescribed by central Government, are to be transferred to the NCLT.
Another part of this provision, meanwhile, deals with cases other than winding up proceedings,
which may not be transferred to the NCLT.[2] A reading of all the various provisions leads to
the conclusion that not all proceedings under the 1956 Act pending before the District Courts
and High Courts are to be transferred to the NCLT.
Share Transfers: Can the Company Say No?
Share transfer restrictions come in various shapes and sizes and in so far as they relate to shares
of public companies, their validity has been a topic of hot debate. In several cases, Indian courts
have considered and opined on the legality of contractual restrictions on the transfer of shares
of public companies. The position in this regard now appears to be much clearer than before
with changes also being introduced in the Companies Act, 2013 (CA 2013). However, one
aspect of this debate that has hitherto gained lesser traction is the ability of a public company
to refuse registration of share transfers pursuant to section 58(4) of the CA 2013.
Section 58(2) of CA 2013 states that the securities of any member in a public company are
freely transferable, while under section 58(4) of CA 2013, it is open to the public company to
refuse registration of the transfer of securities for a ‘sufficient cause’. To that extent, section
58(4) of CA 2013 can be read as a limited restriction on the free transfer permitted under section
58(2) of CA 2013. However, the statute does not provide any guidance on what would
constitute ‘sufficient cause’ and leaves it open to the company itself to ascertain the same.
Resetting the Clock: Supreme Court Sends Jaypee Infratech Limited Back to NCLT for CIRP
By utilising its powers under Article 142 of the Indian Constitution, the Supreme Court of India
has delivered an unprecedented decision on August 09, 2018 in Chitra Sharma & Ors. v. Union
of India and Ors[1]., and other connected matters (the Jaypee / homebuyers Case)[2]. In this
era of evolving jurisprudence on the Insolvency and Bankruptcy Code, 2016 (IBC), the
Supreme Court, by this landmark decision, has settled some highly debated issues with respect
to its implementation and has provided much required certainty. This has been achieved by the
Supreme Court paving the way to reset the clock by re-commencing the Corporate Insolvency
Resolution Process (CIRP).
Is a Third-Party Security Holder a Financial Creditor Under the Insolvency and Bankruptcy
Code?
In its judgment pronounced on May 9, 2018, the National Company Law Tribunal (NCLT),
Allahabad, in the case of ICICI Bank Limited v. Mr. Anuj Jain (Resolution Professional of
Jaypee Infratech Limited), addressed the issue of the rights of third-party security holders of a
corporate debtor under the Insolvency and Bankruptcy Code, 2016 (IBC).
The judgment negated ICICI Bank Limited’s contention that it should be considered a financial
creditor of Jaypee Infratech Limited, the corporate debtor. ICICI Bank’s claim was based on
the corporate debtor having created mortgages on its property to secure loans provided to
Jaiprakash Associates Limited, the holding company of the corporate debtor. The NCLT
concluded that there was no financial debt owed to ICICI Bank by the corporate debtor, and so
it could not be considered a financial creditor of the corporate debtor.
We consider here the correctness of the judgment and whether the NCLT has considered all
the implications of its finding.
NCLT Can Reject a Scheme of Arrangement if it is not in Public Interest
In the case of Wiki Kids Limited[1], the NCLAT upheld the order of the NCLT rejecting a
scheme of amalgamation, as it resulted in undue advantage to the promoters of the
amalgamating company.
Facts
Background
In the instant case, a non-listed company Wiki Kids Limited (Transferor Company), wished
to amalgamate with Avantel Limited, a listed company (Transferee Company). For the
aforesaid purpose, these entities (collectively referred to as Appellants) had proposed a
scheme of amalgamation (Scheme) and approached the Andhra Pradesh High Court, seeking
directions with respect to the meetings of the shareholders, and secured and unsecured
creditors in the Scheme.
Pursuant to the directions of the High Court, the Scheme was approved by the shareholders of
the Transferee Company. In the meantime, in view of a notification of the Ministry of
Corporate Affairs dated December 7, 2016, the case was transferred to the National Company
Law Tribunal (NCLT). The Appellants, accordingly, filed a second motion before the
Hyderabad Bench of the NCLT. The NCLT, on perusal of various documents including the
share exchange ratio and the valuation report, rejected the Scheme on the ground that it was
beneficial to the common promoters of the Appellants and no public interest was being
served.
Innoventive Industries Limited v. ICICI Bank Limited: Paradigm Shift in Insolvency Law in
India
On August 31st 2017, the Supreme Court of India in the case of Innoventive Industries Limited
v. ICICI Bank Limited* delivered its first extensive ruling on the operation and functioning of
the Insolvency and Bankruptcy Code, 2016 (Insolvency Code). The Court said that it is
pronouncing its detailed judgment in the very first application under the Insolvency Code, so
that all Courts and Tribunals may take notice of a paradigm shift in the law.
The Supreme Court dismissed the appeal filed on behalf of Innoventive Industries Limited and
confirmed the decision of the National Company Law Appellate Tribunal (NCLAT), which in
turn had affirmed the order passed by the National Company Law Tribunal Mumbai (NCLT)
admitting the insolvency petition filed by ICICI Bank Limited against Innoventive Industries
Limited.
NCLAT Defines the Scope and Extent of the Corporate Debtor’s Right to Contest Admission
of Insolvency Applications Filed by Financial Creditors
In a landmark judgment recently delivered by the National Company Law Appellate Tribunal
(NCLAT) in the case of Innoventive Industries Limited v. ICICI Bank Limited, the NCLAT
has held that the National Company Law Tribunal (NCLT) is bound to issue only
a limited notice to the corporate debtor before admitting a case under Section 7 of the
Insolvency and Bankruptcy Code, 2016 (Insolvency Code).
Whilst dismissing the appeal filed by Innoventive Industries Limited against an order passed
by NCLT, Mumbai admitting the insolvency petition filed by ICICI Bank Limited, the NCLAT
has clarified that adherence to principles of natural justice would not mean that in every
situation the NCLT is required to afford reasonable opportunity of hearing to the corporate
debtor before passing its order.
Indian Insolvency Regime without Cross-border Recognition – A Task Half Done?
The Insolvency and Bankruptcy Code, 2016 (Insolvency Code) has been one of the biggest
Indian reform of recent times, which has moved the regime away from one that was highly
uncertain for foreign investors. Among other important changes, the Insolvency Code
contemplates change in control of the company during the insolvency resolution process to an
insolvency professional (IP). The Insolvency Code comes in an environment where many
Indian companies have gone global and have made acquisitions outside India.
India has not adopted the United Nations Commission on International Trade Law Model Law
on Cross-Border Insolvency (UNCITRAL Model Law). It is notable that only a few countries
that have adopted the UNCITRAL Model Law have specified a ‘reciprocity’ requirement for
recognition of insolvency proceedings. Therefore, even if India has not adopted the
UNCITRAL Model Law, Indian insolvency proceedings may be recognised in a jurisdiction
that does not have a reciprocity requirement (this remains untested for Indian insolvency
judgements). Also, Section 234 of the Insolvency Code provides for the Indian Government to
enter into bilateral treaties with other countries for application of the Insolvency Code to assets
or property outside India of the insolvent entities. However, to date, no such bilateral treaty has
been signed.
IBC CODE QUESTIONS
REVISION OF IBC CODE SHOULD BE DONE ON THE BASIS OF THESE QUESTION :-

Q1) STATE THE MAIN OBJECTIVE OF IBC CODE ?

Q2) STATE THE STRUCTURE OF ADMINISTRATIVE BODIES UNDER IBC CODE ?

Q3)WRITE A SHORT NOTE ON ADJUDICATING AUTHORITIES UNDER IBC CODE ?

Q4) WHAT DO YOU MEAN BY a) FINANCIAL CREDITOR b) OPERATIONAL CREDITOR c) OPERATIONAL

DEBT

Q5) WRITE A SHORT NOTE ON IP AND IP ENTITIES ?

Q6) WHAT IS THE MINIMUM AMOUNT OF DEFAULT ON THE BASIS OF WHICH ACTION CAN BE TAKEN
AGAINST THE COMPANY ?

Q7) STATE THE LIST OF PERSONS WHO MAY INITIATE CORPORATE INSOLVENCY RESOLUTION
PROCESS ? REG-6

Q8) WHAT DO YOU MEAN BY CIR PROCESS ? [CIRP IS A PROCESS DURING WHICH CREDITOR ASSESS
WHETHER THE DEBTORS BUSINESS IS VIABLE TO CONTINUE AND EXPLORE THE OPTIONS FOR ITS
RESCUE AND REVIVAL

Q9) WHAT DOCUMENTS ARE SUBMITTED BY FINANCIAL CREDITOR WHILE FILING APPLICATION FOR
INITIATING CIRP PROCESS AGAINST A CORPORATE DEBTOR BY :-

a) FINANCIAL CREDITOR - REG-7

b) OPERATIONAL CREDITOR – REG-8

ALSO EXPLAIN HOW THE ADJUDICATING AUTHORITY AND WITHIN WHAT TIME PERIOD IT TAKEN THE
STEPS ? REG -7(4) TO 7 , REG 9(4) TO 6

Q10) CAN A CORPORATE APPLICANT ITSELF APPLY FOR INITIATION OF CIRP PROCESS ? EXPLAIN REG-
10

Q11) WHICH PROSON SHALL NOT BE ENTITLED TO INITIATE CORPORATE INSOLVENCY RESOLUTION
PROCESS ? REG-11

Q12) WHAT IS THE TIME LIMIT FOR COMPLETION OF CIRP PROCESS ? CAN SUCH PERIOD BE
ENTENDED AGAIN AND AGAIN AND WHOSE CONSENT IS REQUIRED FOR THE EXTENTION ? REG-12

Q13) WHAT ORDER ARE PASSED BY ADJUDICATING AUTHORITY IMMEDIATELY AFTER ADMISSION OF
APPLICANT ? REG-13

Q14) WHO APPOINTS INTERIM RESOLUTION PROFESSIONAL ? REG-13 NCLT ? WITHIN WHAT TIME
IRP IS APPOINTED REG-16
Q15) FOR WHAT TIME PEROID WILL THE ORDER OF MORATORIUM HAVE EFFECT ? EXPLAIN IN
DETAIL & NOT IN 1 LINE [ REG 14(4) & ITS PROVISO]

Q16) WHAT MATTER ARE PROHIBITED BY ORDER DECLARING MORATORIUM ? REG 14(1) WHAT
MATTER ARE NOT TERMINATED DURING MORATORIUM PERIOD ? 14(2)(3)

Q17) WITHIN WHAT TIME PUBLIC ANNOUNCEMENT IS MADE ? [HINT: WITHIN 3 DAYS OF THE
APPOINTMENT OF IRP]. WHAT ARE CONTENTS OF PUBLIC ANNOUNCEMENT OF CIRP PROCESS AS
PER REGULATION-13 ?

Q18) WHAT IS THE INSOLVENCY COMMENDCEMENT DATE ? [HINTS REG-7(6) FROM THE DATE OF
ADMISSION OF APPLICATION BY NCLT] ?

Q19) IS IT COMPULSORY FOR OPERATIONAL CREDITOR TO PROPOSE THE NAME OF IRP WHILE
APPLYING TO NCLT FOR CIRP PROCESS ? 16(3)

Q20) WHAT IS THE TENURE OF IRP ?

Q21) WHAT POWER ARE EXERCISED BY IRP AS SOON AS IRP IS APPOINTED ? REG-17

Q22) WHAT ARE DUTIES OF IRP ? LEARN a,b,c,d REG-18

Q23) WHAT IS THE REMEDY TO IRP IF PERSONNEL DO NOT COOPERATE WITH IRP ? REG 19(2)

Q24) WHAT STEPS CAN BE TAKEN BY IRP TO MANAGE THE OPERATION OF THE CORPORATE DEBTOR
AS A GOING CONCERN ? REG-20

Q25) WHO CONSTITUTE COMMITTEE OF CREDITORS? REG-21 (HINT:IRP)

WHO COMPRISES COC ? REG21(2) EXPLAIN THE CASE WHERE OC ARE ALSO INCLUDED IN COC

WILL OC BE COUNTED IF OC HAS ASSIGNED OPERATIONAL DEPT TO A FONANCIAL CREDITOR ? 21(

5)

Q26) HOW ARE DECISION AT THE MEETING OF COC TAKEN ? 21(8)

Q27) WHO APPOINTS RP? REG22 COC IN ITS FIRST MEETING HELD WITHIN 7 DAYS OF CONSTITUTION
DECIDE BY A MAJORITY VOTE OF ATLEAT 75% OF VOTING SHARES OF F.C EITHER RESOLVE TO APP
IRP AS RP/REPLACE IRP BY QVOLTER RP. IN CASE OF RECISION OF REPLACEMENT COC FILES
APPLICATION BEFORE NCLT . NCLT FORWARDS THE NAME OF PROPOSED RP TO IBBI FOR ITS
CONFORMATION & APPOINT AFTER CONFORMATION BY IBBI. IF IBBI DOES NOT CONFIRM THE
NAME WITHIN 10 DAYS THEN NCLT DIRECTS IRP TO CONTINUE AS RP

Q28) WHAT ARE THE DUTIES OF RP UNDER REG-25 COMPARE WITH THE DUTIES OF IRP UNDER REG-
18,20

Q29) CAN RP BE REPLACE DURING CIRP PROCESS ? BY WHOM AND WITH WHOSE CONSENT ? HOW
[HINTS: YES, BY COC , 75% .....] REG-27

Q30) STATE SOME MATTERS FOR WHICH RP NEEDS PRIOR APPROVAL OF COC UNDER REG-28?
LEARN a,b,c,f,i,j. WHAT ARE CONTENTS OF RP ?
Q31) WHO SHALL PREPARE INFORMATION MEMORANDUM REG-30 WHAT ARE ITS CONTENTS ?
WHO SUBMITS RESOLUTION PLAN TO THE RESOLUTIONAL PROFESSIONAL AND ON WHAT BASIS
RESOLUTION PLAN IS PREPARED ? REG 3D CAN MORE THAN 1 RESOLUTION PLAN BE RECEIVED BY RP
& WHAT SHOULD RP CONFIRM TO? REG-30

Q32) WHO PRESENTS RESOLUTION PLAN TO COC FOR APPROVAL ? WHOSE CONSENT IS REQUIRED ?
REG 30(3)(5)

Q33) WHO SHOULD FINALLY APPROVE THE RP ? REG 31 NCLT

Q34) WHEN IS LIQUIDATION INITIATED ? REG-33 MENTION 4 CASES

Q35) a) CAN RP ACT AS LIQUIDATOR ? REG-34

b) CAN NCLT REPLACE RP ACTING DURING CIRP PROCESS & APPOINT ANOTHER RP TO
MANAGE THE LIQUIDATION PROCESS ? 34(4)

Q36) WHAT ARE THE POWER OF LIQUIDATOR UNDER IBC CODE ? REG-35

Q37) a) WHO FORMS LIQUIDATION ESTATE ? (LIQUIDATOR)

b) WHO HOLDS THE LIQUIDATION ESTATE AS AFIDURIRARY & FOR WHOSE BENEFIT ? 36(2)

c) WHAT ASSETS ARE INCLUDED IN L.ESTATE & WHAT ARE EXCLUDED? 36(3)(4)

Q38) a) WITHIN WHAT TIME THE LIQUIDATOR COLLECTS ALL CLAIMS ? 38(1)

b) CAN A CREDITOR VARY/WITHDRAW HIS CLAIM ? 38(5)

c) CAN LIQUIDATOR VERIFY THE CLAIMS & THEN REJECT ? REG-39

d) CAN A CREDITOR APPEAL TO NCLT AGAINST THE DECISION OF LIQUIDATOR WITHIN WHAT
TIME REG-42

Q39) WHAT ARE THE OPTIONS AVAILABLE TO SECURED CREDITORS IN LIQUIDATION PROCEEDING ?
HOW CAN THEY EXERCISE THE OPTION REG 52(1) ,52(2)(3),(6),(8)

Q40) EXPLAIN THE ORDER OF PRIORITY IN DISTRIBUTION OF PROCEEDS UNDER IBC CODE ? REG 53

Q41) WHEN CAN A CORPORATE DEBTOR BE DISSOLVED UNDER IBC CODE ? REG 54

Q42) ON WHAT GROUNDS APPEAL BE FILED AGAINST

a) ORDER APPROVING RESOLUTION PLAN UNDER REG 31

b) AGAINST LIQUIDATION ORDER REG 61 (3),61(4)

TO WHOM THE ABOVE APPEAL CAN BE MADE ? 61(2) NCLAT-30 DAYS +15 DAYS TIME

TO WHOM FURTHER APPEAL BE MADE 62- SC 45 DAYS + 15 DAYS

Q43) WHAT IS THE PROVISION WHICH EMPHASIS & EXPEDITION DISPOSAL OF CASES UNDER-IBC
CODE BY NCLT? REG-64
Q44) WHAT IS THE PENALTY FOR FRAUDULENT MALICIOUS PROSECUTION OF PROCEEDINGS UNDER
IBC CODE? REG-64

Q45) WHAT ARE THE FUNCTIONS OF IBBI ? REG 196

Q46) FUNCTION OF IPA ? REG204, ALSO CHAP II OF IPA REGULATION PAGE 51

Q47) EXPLAIN THE ELIGIBILITY , QUALIFICATION & EXPENENCE TO REGESTER AS IP? 207

Q48) EXPLAIN THE CONCEPT OF FAST TRACK INSOLVENCY ?

Q49) EXPLAIN THE STEPS IN VOLUNTARY LIQUIDATION UNDER IBC CODE?

Q50) EXPLAIN THE ELIGIBILITY OF RP AS PER REGULATION 2016? PAGE 54

Q51) WHAT TYPE OF REPORTS ARE PREPARED BY LIQUIDATOR ? PAGE 63 IBC REGULATION

Q52) WRITE A SHORT NOTE ON EXTORTIONATE CREDIT TRANSACTION ? REG50 (PAGE 28)

Q53) WHAT ARE PREFERENTIAL TRANSATIONS UNDER IBC CODE ? REG 43 & ITS EFFECTS REG 44

Q54) WRITE A SHORT NOTE ON AVOIDANCE OF UNDERVALUED TRANSACTION ? REG 45,46

Q55) WHAT ARE MODES OF VOTING ALLOWED AT COC MEETING ? PAGE 58

Q56) CAN COC ONLY HAVE OC ? COMMENT PAGE 56