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ANNUAL REPORT
2018-19
www.ibbi.gov.in
ii ANNUAL REPORT 2018-19
This report is in conformity with the

form prescribed in the Insolvency and
Bankruptcy Board of India (Annual
Report) Rules, 2018 notified on 1st May,
2018 in the Gazette of India.
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA iii
ANNUAL REPORT
2018-19
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA

www.ibbi.gov.in
iv ANNUAL REPORT 2018-19
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA iii
THE GOVERNING BOARD

(As on 31st March, 2019)
CHAIRPERSON
Dr. M. S. Sahoo
WHOLE-TIME MEMBERS
Dr. Navrang Saini Dr. (Ms.) Mukulita Vijayawargiya
EX-OFFICIO MEMBERS
Dr. Shashank Saksena Mr. Gyaneshwar Kumar Singh Dr. Rajiv Mani Mr. Unnikrishnan A.
Adviser Joint Secretary Joint Secretary and Legal Adviser Legal Adviser
Department of Economic Affairs Ministry of Corporate Affairs Department of Legal Affairs Reserve Bank of India
Ministry of Finance Ministry of Law and Justice
vi ANNUAL REPORT 2018-19
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA v
CHAIRPERSON, WTMs AND OFFICERS

(Left to Right)
Sitting: Mr. Umesh Kumar Sharma, CGM; Dr. Anuradha Guru, CGM; Mr. Ritesh Kavdia, ED; Dr.
Mukulita Vijayawargiya, WTM; Dr. M. S. Sahoo, Chairperson; Dr. Navrang Saini, WTM; Mr. K. R.
Saji Kumar, ED; Dr. Mamta Suri, ED; Mr. I. Sreekara Rao, CGM
Standing First Row: Mr. Dilip Arjun Khandale, DGM; Mr. Sourav Sardar, AM; Mr. Sunil Kumar,
DGM; Ms. Medha Shekar, AM; Ms. Archana Sharma, AM; Ms. Tuhina Mardi, AM; Ms. Pooja Singla,
AM; Ms. Namisha Singh, AM; Mr. Abhishek Sharma, AM; Mr. Methil Unnikrishnan, GM; Mr.
Deeptanshu Singh, AM; Mr. Saram Santosh, AM; Mr. Sushanta Kumar Das, AGM; Mr. Rammilan
Singh, AM; Mr. Vijay Kumar, AGM
Standing Second Row: Mr. Asit Behera, AM; Mr. Debajyoti Ray Chaudhuri, CGM; Mr. Om Prakash
Verma, AM; Mr. Rameshwar Dhariwal, CGM; Mr. Raghav Maheshwari, AM; Mr. Vinay Pandey,
AM; Mr. Abhishek Mittapally, AM; Mr. Anshul Agrawal, AM; Ms. Manpreet Kaur, AM; Mr. Amit
Sahu, DGM; Mr. Yadwinder Singh, AM
vi ANNUAL REPORT 2018-19
EXECUTIVE DIRECTORS
Name Divisions
Dr. Mamta Suri Corporate Insolvency; Corporate Liquidation; Data Management
and Dissemination; Finance and Accounts; Organisations (IU,
IPA, IPE, RVO); Registered Valuers; Complaints, Grievance
Redressal, Surveillance, Inspection and Investigation related to
Registered Valuers.
Mr. Ritesh Kavdia Human Resources; Establishment; Examinations; Information
Technology and other processes; Insolvency Professionals;
Complaints, Grievance Redressal, Surveillance, Inspection and
Investigation related to Insolvency Professionals and Insolvency
Professionals Entities.
Mr. K. R. Saji Kumar Individual Insolvency; Individual Bankruptcy; Continuing
Professional Education; Knowledge Management and
Partnership; National Insolvency Programme; Research and
Publication; Legal Affairs; Adjudication, Prosecution and
Court Proceedings; Advocacy; Board Secretariat; International
Affairs; Communications; Strategy; Parliament Cell and Right to
Information Act.
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA vii
CONTENTS
List of Box Items....................................................................................................................................................ix

List of Tables...........................................................................................................................................................ix
List of Figures..........................................................................................................................................................x
Abbreviations..........................................................................................................................................................xi
SECTION A: CHAIRPERSON’S STATEMENT.............................................................................................1
SECTION B: THE YEAR IN REVIEW

• Macroeconomic Context.................................................................................................................................5
• Major Policy Developments...........................................................................................................................8
SECTION C: POLICIES, PROGRAMMES AND ACTIVITIES

C.1 Service Providers
• Insolvency Professionals...............................................................................................................................13
• Insolvency Professional Entities...................................................................................................................16
• Insolvency Professional Agencies................................................................................................................16
• Information Utilities.....................................................................................................................................18
• Grievances and Complaints..........................................................................................................................18
• Inspection and Investigation.........................................................................................................................18
• Registered Valuers........................................................................................................................................18
• Registered Valuers Organisations.................................................................................................................20
C.2: Processes
• Corporate Insolvency Resolution Process....................................................................................................20
• Fast Track Corporate Insolvency Resolution Process...................................................................................20
• Corporate Liquidation...................................................................................................................................22
• Voluntary Liquidation...................................................................................................................................22
• Individual Insolvency Resolution and Bankruptcy.......................................................................................23
C.3 Advocacy and Awareness
• Programmes..................................................................................................................................................26
• Academic Engagements................................................................................................................................27
• Newsletter.....................................................................................................................................................28
C.4 Research
SECTION D: FUNCTIONS OF THE BOARD
• Quasi-Legislative Functions.........................................................................................................................29
• Executive Functions......................................................................................................................................33
• Quasi-Judicial Functions...............................................................................................................................42
SECTION E: ANALYSIS OF OUTCOMES

• Corporate Processes......................................................................................................................................43
viii ANNUAL REPORT 2018-19
• Emerging Jurisprudence...............................................................................................................................49
SECTION F: IMPACT OF THE CODE

• Effectiveness of the Code.............................................................................................................................56
• Efficiency of the Code..................................................................................................................................57
• Efficacy of the Code.....................................................................................................................................58
• Corporate Governance ...............................................................................................................................60
SECTION G: PERFORMANCE OF THE BOARD.......................................................................................63

SECTION H: PERFORMANCE OF THE GOVERNING BOARD.............................................................68
SECTION I: FINANCIAL PERFORMANCE OF THE BOARD..................................................................74
SECTION J: COMPLIANCE WITH STATUTORY OBLIGATIONS.........................................................76
SECTION K: ORGANISATIONAL MATTERS
• Responsibility Centres..................................................................................................................................79
• Human Resources.........................................................................................................................................80
• Delivery Design ...........................................................................................................................................80
• Income Tax Exemption.................................................................................................................................83
• Annual Day Celebrations..............................................................................................................................83
• Right to Information and Transparency........................................................................................................83
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA ix
List of Box Items

1 Professionalisation of Insolvency Services................................................................................................ 14
2 Regulatory Fees on Insolvency Professionals............................................................................................ 15
3 Valuation Standards.................................................................................................................................... 21
4 Vulnerable Transactions............................................................................................................................. 23
5 Regulations for Making Regulations.......................................................................................................... 30
6 Regulatory Impact Assessment.................................................................................................................. 30
7 Nudge Theory and the Code....................................................................................................................... 59
8 IBC: A Code for Corporate Governance.................................................................................................... 60
9 IBBI: Unique Regulator............................................................................................................................. 64
10 Graduate Insolvency Programme............................................................................................................... 67
11 Insolvency Resolution of Personal Guarantors.......................................................................................... 71
12 Cross Border Insolvency............................................................................................................................ 71
13 Resolution of Financial Service Providers................................................................................................. 72
List of Tables
1 Development of financial markets in various countries............................................................................... 6
2 Resolving Insolvency Scores in DBR.......................................................................................................... 7
3 India’s Performance in Resolving Insolvency.............................................................................................. 8
4 Composition of the Insolvency Law Committee as on 31st March, 2019.................................................... 9
5 Composition of the Committee to advise on valuation matters as on 31st March, 2019............................ 10
6 Chronology of Policy and Regulatory Developments, 2018-19................................................................ 11
7 Programmes conducted by IPAs in 2018-19.............................................................................................. 17
8 Details of Publications by IPAs in 2018-19............................................................................................... 17
9 Inspections Conducted by the Board.......................................................................................................... 19
10 Development of Valuation Profession........................................................................................................ 20
11 Amendments to CIRP Regulations in 2018-19.......................................................................................... 21
12 Participation in Advocacy Events in 2018-19............................................................................................ 24
13 Details of Advocacy Events in 2018-19..................................................................................................... 24
14 IP and CoC Workshops organised in 2018-19............................................................................................ 27
15 Regulations notified in 2018-19................................................................................................................. 32
16 Subject wise Roundtable Events................................................................................................................ 32
17 Composition of Advisory Committee on Service Providers...................................................................... 32
18 Composition of Advisory Committee on Corporate Insolvency and Liquidation...................................... 33
19 Composition of Advisory Committee on Individual Insolvency and Bankruptcy..................................... 33
20 Registration and Cancellation of Registrations of IPs................................................................................ 33
21 Distribution of IPs as on 31st March, 2019................................................................................................. 33
22 Distribution of IPs as per their Eligibility as on 31st March, 2019............................................................. 35
23 Age Profile of IPs as on 31st March, 2019.................................................................................................. 35
24 Recognised IPEs as on 31st March, 2019................................................................................................... 35
25 IP Workshops during 2018-19.................................................................................................................... 35
26 Replacement of IRP with RP till 31st March, 2019 .................................................................................. 36
27 Details of Information with the NeSL........................................................................................................ 36
28 RVs as on 31st March, 2019........................................................................................................................ 37
29 Registration of RVs as on 31st March, 2019............................................................................................... 37
30 Region-wise RVs as on 31st March, 2019................................................................................................... 37
31 Age profile of RVs an on 31st March, 2019................................................................................................ 39
32 Receipt and Disposal of Grievances and Complaints till 31st March, 2019............................................... 39
33 Region-wise Limited Insolvency Examination till 31st March, 2019......................................................... 39
34 Region-wise Valuation Examination in the asset class Land and Building................................................ 40
x ANNUAL REPORT 2018-19
35 Region-wise Valuation Examination in the asset class Plant and Machinery............................................ 40

36 Region-wise Valuation Examination in the asset class Securities or Financial Assets.............................. 40
37 Circulars issued by the Board in 2018-19.................................................................................................. 41
38 Rejection of Applications for Registration as IPs and RVs........................................................................ 42
39 Derecognition of IPEs in 2018-19.............................................................................................................. 42
40 Closure of Disciplinary Proceedings in 2018-19....................................................................................... 42
41 Corporate Insolvency Resolution Process till 31st March, 2019 ............................................................... 43
42 Bench-wise Admission and Closure of CIRPs till 31st March, 2019.......................................................... 44
43 Initiation of Corporate Insolvency Resolution Process ............................................................................. 44
44 Sector wise distribution of CIRPs as on 31st March, 2019......................................................................... 45
45 Status of CIRPs as on 31st March, 2019..................................................................................................... 45
46 Claim Distribution and Reasons for Withdrawal in CIRPs........................................................................ 45
47 CIRPs yielding Resolution Plans, 2018-19................................................................................................ 46
48 CIRPs yielding Resolution Plans and Orders for Liquidations till 31st March, 2019................................ 46
49 Distribution of CIRPs Ending in Liquidation............................................................................................. 46
50 Status of Liquidation Process as on 31st March, 2019................................................................................ 46
51 Details of Liquidations closed by Dissolution........................................................................................... 47
52 Realisations in Closed Liquidations........................................................................................................... 47
53 Status of 12 Large Accounts ..................................................................................................................... 47
54 Commencement of Voluntary Liquidations till 31st March, 2019.............................................................. 48
55 Details of 413 Liquidations........................................................................................................................ 48
56 Distribution of Liabilities of Companies under Voluntary Liquidations.................................................... 48
57 Distribution of Assets of Companies under Voluntary Liquidations.......................................................... 48
58 Sector-wise distribution of Voluntary Liquidations.................................................................................... 48
59 Reasons for Voluntary Liquidation............................................................................................................. 49
60 Phasing of Voluntary Liquidations............................................................................................................. 49
61 Deployment of Gross Bank Credit by Major Sectors................................................................................. 57
62 NPAs of SCBs Recovered through Various Channels................................................................................ 58
63 Attendance in Board Meetings................................................................................................................... 68
64 Performance of Governing Board in 2018-19............................................................................................ 69
65 Income and Expenditure Statement for FY 2018-19.................................................................................. 74
66 Fund of Insolvency & Bankruptcy Board of India as on 31st March, 2019............................................... 74
67 Statement of Compliance with Statutory Obligations................................................................................ 76
68 Governing Board of IBBI as on 31st March, 2019..................................................................................... 79
69 Composition of Disciplinary Committee................................................................................................... 79
70 Employees of IBBI..................................................................................................................................... 80
71 Distinguished Lectures in 2018-19............................................................................................................. 81
72 Training Programmes attended by Officers of IBBI.................................................................................. 82
73 Receipt and Disposal of Applications and First Appeals in 2018-19......................................................... 84
List of Figures
1 GDP, Credit and NPA Growth ..................................................................................................................... 7

2 Geographical Distribution of IPs as on 31st March, 2019.......................................................................... 34
3 Geographical Distribution of RVs as on 31st March, 2019......................................................................... 38
4 Month-wise Admission of CDs into CIRPs............................................................................................... 43
5 Initiation of CIRP by OCs, FCs and CDs................................................................................................... 44
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA xi
List of Abbreviations
AA Adjudicating Authority
AC Advisory Committee
Advisory IBBI (Advisory Committee Regulations), 2017
Committee
Regulations
AGM Assistant General Manager
AIIPA All India Insolvency Professional Association
AM Assistant Manager
AR Authorised Representative
ASSOCHAM Associated Chambers of Commerce and Industry of India
BFSI SSC BFSI Skill Sector Council
BIFR Board for Industrial and Financial Reconstruction
BLRC Bankruptcy Law Reforms Committee
BMA Baroda Management Association
Board/IBBI Insolvency and Bankruptcy Board of India
Board IBBI (Procedure for Governing Board Meetings) Regulations, 2017
Regulations
BSE Bombay Stock Exchange
Bye- IBBI (Model Bye-Laws and Governing Board of Insolvency Professional Agencies)
Laws Regulations Regulations, 2016
C&AG Comptroller and Auditor-General of India
CBS Centre for Excellence in Basic Sciences
CCC Calcutta Chambers of Commerce
CCI Competition Commission of India
CD Corporate Debtor
CEO Chief Executive Officer
CEV Council for Engineers and Valuers
CG/CGs Corporate Guarantor/Guarantors
CGI Consulate General of India
CGM Chief General Manager
CII Confederation of Indian Industry
CIRP Corporate Insolvency Resolution Process/Processes
CoC Committee of Creditors
Code/ IBC Insolvency and Bankruptcy Code, 2016
CoP Certificate of Practice
CPIO Central Public Information Officer
CPGRAMS Centralized Public Grievance Redress and Monitoring System
CVSRTA Centre for Valuation Studies, Research and Training Association
DBR World Bank’s Doing Business Report
DC Disciplinary Committee
DGM Deputy General Manager
DRT Debt Recovery Tribunal
ECB External Commercial Borrowings
ED Executive Director
EoI Expression of Interest
xii ANNUAL REPORT 2018-19
Examination Limited Insolvency Examination

FAA First Appellate Authority
Fast Track IBBI (Fast Track Insolvency Resolution Process for Corporate Persons) Regulations, 2017
Regulations
FC/FCs Financial Creditor/ Financial Creditors
FICCI Federation of Indian Chambers of Commerce & Industry
FRDI Bill Financial Resolution and Deposit Insurance Bill, 2017
FSLRC Financial Sector Legislative Reforms Committee
FSP/FSPs Financial Service Provider/Providers
FSR Financial Stability Report
GB Governing Board
GDP Gross Domestic Product
GIP Graduate Insolvency Programme
GM General Manager
GNLU Gujarat National Law University
GNPA Gross Non Performing Asset
GRR Global Restructuring Review
Grievance IBBI (Grievance and Complaint Handling Procedure) Regulations, 2017
Regulations
GST Goods and Services Tax
HC High Court
IAIR International Association of Insolvency Regulators
IBA Indian Banks’ Association
ICAI Institute of Chartered Accountants of India
ICC Indian Chambers of Commerce
ICD Insolvency Commencement Date
ICFAI Institute of Chartered Financial Analysts of India
ICMAI Institute of Cost Accountants of India
ICSI Institute of Company Secretaries of India
ICSI IIP ICSI Institute of Insolvency Professionals
IEG Institute of Economic Growth
IFC International Finance Corporation
IGIDR Indira Gandhi Institute of Development Research
IIBF Indian Institute of Banking and Finance
IICA Indian Institute of Corporate Affairs
IIIP of ICAI Indian Institute of Insolvency Professionals of ICAI
IIM Indian Institute of Management
IIV Indian Institution of Valuers
ILC Insolvency Law Committee
IMA India International Market Assessment - India
IM Information Memorandum
IMC Indian Merchants Chamber
IMF International Monetary Fund
INSOL International Association of Restructuring, Insolvency & Bankruptcy Professionals
IVS International Valuation Standards
IOV Institution of Valuers
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA xiii
IP/IPs Insolvency Professional/ Professionals

IP Regulations IBBI (Insolvency Professional) Regulations, 2016
IPA/IPAs Insolvency Professional Agency/ Agencies
IPA of ICMAI Insolvency Professional Agency of ICMAI
IPE/IPEs Insolvency Professional Entity/Entities
IRDAI Insurance Regulatory and Development Authority of India
IRP Interim Resolution Professional
IU/IUs Information Utility/Utilities
KMP Key Managerial Personnel
Liquidation IBBI (Liquidation Process) Regulations, 2016
Regulations
LLP Limited Liability Partnership
MCA Ministry of Corporate Affairs
MCCI Merchants’ Chamber of Commerce & Industry
MD Managing Director
MoF Ministry of Finance
MoL&J Ministry of Law and Justice
MoU Memorandum of Understanding
MSDE Ministry of Skill Development and Entrepreneurship
MSME Micro, Small and Medium Enterprises
NBFC Non-Banking Finance Company
NCLAT National Company Law Appellate Tribunal
NCLT National Company Law Tribunal
NeSL National e-Governance Services Limited
NIFM National Institute of Financial Management
NIPFP National Institute of Public Finance and Policy
NISM National Institute of Securities Markets
NJA National Judicial Academy
NLU National Law University
NLUD National Law University Delhi
NPA Non-Performing Asset
NPS National Pension System
NSDA National Skill Development Agency
NSDC National Skill Development Corporation
OC/OCs Operational Creditor/ Creditors
OECD Organisation for Economic Co-operation and Development
PFRDA Pension Fund Regulatory and Development Authority
PG/PGs Personal Guarantor/Guarantors
PHDCII PHD Chamber of Commerce and Industry
PMKVY Pradhan Mantri Kaushal Vikas Yojana
PUFE Preferential, Undervalued, Extortionate, Fraudulent transactions
PVAI Practising Valuers Association of India
RA Resolution Applicant
RBI Reserve Bank of India
RFRP Request for Resolution Plan
xiv ANNUAL REPORT 2018-19
RIA Regulatory Impact Assessment

RICS Royal Institution of Chartered Surveyors
RP Resolution Professional
RTI Right to Information
RV/RVs Registered Valuer/ Valuers
RVO/RVOs Registered Valuer Organisation/ Organisations
SARFAESI The Securitisation and Reconstruction of Financial Assets and Enforcement of Security
Interest Act, 2002
SBI State Bank of India
SC Supreme Court of India
SCBs Scheduled Commercial Banks
SCN Show Cause Notice
SEBI Securities and Exchange Board of India
SEPC Services Export Promotion Council
SICA Sick Industrial Companies (Special Provisions) Act, 1985
SIPI Society of Insolvency Practitioners of India
TDS Tax Deducted at Source
TLSS The Law Society of Singapore
UNIC United Nations Investments Committee
UNCITRAL United Nations Commission on International Trade Law
Vidhi Vidhi Centre for Legal Policy and Research
Voluntary IBBI (Voluntary Liquidation Process) Regulations, 2017
Liquidation
Regulations
WG Working Group
WTM Whole Time Member
INSOLVENCY AND BANKRUPTCY BOARD OF INDIA 1
A CHAIRPERSON’S STATEMENT
The life of a company is as conceptual issues and settle contentious issues and resolve grey
areas, with alacrity. The Code has passed the constitutional
precious as that of a human. muster. A standing committee, the Insolvency Law Committee
(ILC) continuously reviews the implementation of the Code to
The IBC provides a new identify issues and make recommendations to address them.
lifeline to rescue a company (c) By the end of March, 2019, the AA has presence in a dozen
cities. The Appellate Authority, the IBBI, 2456 insolvency
when it experiences a serious professionals (IPs), 3 insolvency professional agencies (IPAs),
threat to life. 48 insolvency professional entities (IPEs), one Information
Utility (IU), 1186 registered valuers (RVs) and 11 registered
valuer organisations (RVOs) are in place. Debtors and creditors
alike are undertaking corporate insolvency processes. About
The Journey So Far
1900 firms, some of them having very large non-performing
Insolvency reforms in India took a concrete shape with the assets (NPAs), have been admitted into corporate insolvency
enactment of the Insolvency and Bankruptcy Code, 2016 (IBC/ resolution process (CIRP). 40 per cent of them have exited
Code) on 28th May, 2016. In no time, it became a reform by the the process with resolution plans, withdrawals or orders
stakeholders, of the stakeholders and for the stakeholders. Two for liquidation, while the balance are ongoing as on 31st
years into the reforms, the outcomes speak for themselves. I March, 2019. Another 400 firms have commenced voluntary
have often been asked to rate the performance of the insolvency liquidation and one fourth of them have concluded the process.
regime in India so far. I rate it 10 on 10 by considering the
(d) The primary objective of the Code is rescuing lives of firms
following:
in distress. Till March, 2019, the Code has rescued about 100
(a) India did not have any prior experience of an insolvency such firms through resolution plans, 34 of which were in deep
law that is proactive, incentive-compliant, market-led and distress. The realisable value of the assets available with them,
time-bound. The Code and the underlying reform, in many when they entered the IBC process, was only Rs.0.54 lakh crore.
ways, was a journey into an unchartered territory - a leap into In addition to rescuing these firms, the resolution plans realised
the unknown and a leap of faith. Many institutions required for Rs.1.20 lakh crore for creditors, which is about 222 per cent of
implementation of a modern and robust insolvency regime did the realisable value of assets of these firms. Any other option
not exist. The law had to be laid down; infrastructure had to be of recovery or liquidation would have recovered at best Rs.100
created; capacity had to be built; the markets and practices had minus the cost of recovery/liquidation. The excess recovery
to develop; and stakeholders had to be aware of the Code, accept of Rs.122 is a bonus from IBC. Despite recovery of 222 per
the change and learn how to use it. Yet, the entire regulatory cent of the realisable value, the financial creditors (FCs) had to
framework in respect of service providers and corporate take a haircut of 46 per cent, as compared to their claims. This
insolvency, and the entire ecosystem for corporate insolvency only reflects the extent of value erosion by the time the firms
could be put in place to enable commencement of corporate entered the IBC process. Nevertheless, as compared to other
insolvency proceedings on 1st December, 2016, within six options, banks are recovering much better through IBC, as per
months of the enactment and two months of establishment of Reserve Bank of India (RBI) data.
the Insolvency and Bankruptcy Board of India (IBBI/Board).
(e) Beyond revival of firms and realisations for creditors, the
(b) Implementation of a law of such significance usually throws Code has ushered in significant behavioural changes resulting
up several challenges. All concerned took the challenges in substantial recoveries for creditors outside the Code and
head on and resolved them expeditiously. The Code has improving performance of firms. The credible threat of the
witnessed two major legislative interventions and dozens of Code, that a firm may change hands, has changed the behaviour
subordinate legislations to address deficiencies arising from of debtors. Thousands of debtors are settling defaults at early
its implementation to further its objectives, in sync with stages of the life cycle of a distressed asset. They are settling
the emerging market realities. The Adjudicating Authority at various stages, namely, when default is imminent; on
(AA), the Appellate Authority and the Supreme Court (SC) committing a default; on receipt of a notice for repayment but
have delivered numerous landmark orders to explain several before filing an application; after filing application but before
2 ANNUAL REPORT 2018-19
its admission; and even after admission of the application, choices, including liquidation, and selection of the choices
thus making best efforts to avoid consequences of the process that decides the fate of a firm undergoing CIRP. If valuation
under the Code. It seems that defaulters’ paradise is lost and is not right, a viable firm could be liquidated and an unviable
non-repayment of loan is no more an option. Most firms are one could be rehabilitated, which could be unfortunate for
now rescued at these early stages of distress, with handsome an economy. The decisions arising from use of inappropriate
recoveries for creditors. values, in addition to causing unfair gain or loss to parties, has
the potential to distort market and misallocate resources which
(f) The Code has established the supremacy of markets, while
may impinge upon economic growth in a market economy. An
balancing the powers of suppliers of capital - debt and equity.
interim framework has been put in place under the Companies
Insolvency is an outcome of the market. The Code provides a
Act, 2013. Work has begun to put in place an institutional
market process to find a market solution to a market problem.
framework that develops and regulates tailor-made valuation
Where the equity suppliers have failed to address the distress
professionals. Here also, the endeavour is novel and aims to
of a firm, the Code gives an opportunity to creditors to do so. It
create the subject of valuation as an independent discipline of
enables the stakeholders themselves to decide the matters for
knowledge.
them instead of accepting a solution worked out by the State.
Market, being the greatest leveller, metes out similar treatment (c) Information Utility: The resolution process is information
to every defaulting firm, irrespective of its size or the market intensive. Value depends on availability of quality of
power wielded by it. The right of the promoters to cling on to information with the stakeholders. The Code provides for a
the firm, irrespective of its conduct, is no more divine. We have competitive industry of interoperable IUs to store financial
witnessed several firms changing hands, despite valiant battles information that helps to establish defaults, verify claims, and
by some of them up to the SC. constitute committee of creditors (CoC) expeditiously and
thereby facilitates completion of insolvency processes in a
The Journey Ahead time bound manner. To ensure that IUs capture the information
If I observe the ongoing efforts correctly, and such efforts necessary for the resolution of insolvency and bankruptcy, the
ultimately pass the muster of the concerned stakeholders, I see Code makes data submission mandatory for FCs and imposes
three sets of developments in the IBC space in the near future. an obligation on IUs to accept such data. To ensure accuracy
and preclude disputes, the Code mandates that such records
A. Building institutions be co-verified with all concerned parties. An IU has come up
and is gathering a critical mass of information for use by the
First is strengthening of institutions of insolvency and
concerned stakeholders. This is also first of its kind in the world
bankruptcy, given their role in insolvency processes.
to address information asymmetry in the insolvency space.
(a) Insolvency profession: Insolvency proceedings require
(d) Committee of creditors: The CoC, which comprises FCs,
high-end, sophisticated professional services. The Code casts,
has the responsibility to decide the fate of the firm in distress,
unlike many advanced jurisdictions, strenuous responsibilities
whether to rescue or liquidate it. The decisions of the CoC
on an IP to run the affairs of the firm in distress as a going
are not generally open to any analysis, evaluation or judicial
concern, protect and preserve the value of its property, comply
review by the AA. The stakeholders, including Government,
with all applicable laws on its behalf, conduct the entire
are bound by the resolution plan, which is a commercial
resolution process with fairness and equity, retrieve value
decision of the CoC. A wrong decision can destroy an otherwise
lost through fraudulent and preferential transactions, etc. The
viable firm or place the firm in the hands of wrong people. The
promising professionals from disciplines of law, management,
CoC deciphers whether the firm is in economic distress and if
accountancy, etc., with ten years of experience have joined the
so, it may release the resources of the firm to other competing
insolvency profession after undergoing certain training and
uses and the entrepreneur to pursue emerging opportunities. If
passing the Limited Insolvency Examination (Examination).
the firm is in financial distress, the CoC rescues the firm from
They have performed admirably well. To take the insolvency
the clutches of current management and puts it in the hands
profession to the next level, the IBBI has conceived a two-year
of a credible and capable management to avoid liquidation.
Graduate Insolvency Programme (GIP) for young and bright
It creates the visibility of the underlying value of the firm and
minds having a professional qualification or a degree in a
a market for competing, feasible and viable resolution plans
relevant discipline but with no experience. GIP aims to groom
from capable and credible people. It assesses feasibility and
tailor-made IPs and inculcate all that an IP needs, including
viability of resolution plans and capability and credibility
the soft skills such as people management, entrepreneurship,
of resolution applicants (RAs). All round efforts are being
emotional quotient, and deep-rooted ethics and integrity. On
made to strengthen the institution of the CoC matching its
completion of GIP, one would be eligible for registration as an
responsibilities.
IP. GIP is the first of its kind in the world and is an endeavour
to create insolvency as a discipline of knowledge. B. Process improvements
(b) Valuation profession: A key objective of the Code is The second set of developments relates to process improvements
maximisation of the value of assets of the persons in distress. for certainty, efficiency, and efficacy.
One needs transparent and credible determination of value
of the assets to facilitate comparison and informed decision (a) Responsive regulation: As a regulator, IBBI has no parallel
making. The valuations serve as reference for evaluation of elsewhere in the world. It makes, among others, regulations
for corporate and individual insolvency, liquidation and serve as a ‘one stop shop’ for all the information about the
bankruptcy processes. Regulation, however, is not an unmixed loans and required for insolvency proceedings.
blessing. Nor is there a regulation for every market failure.
(e) Best practices: The law does not and cannot provide
A responsive regulator designs and modifies regulations,
solutions to every problem. The best practices evolve to provide
proactively with changing needs of the market, without unduly
solutions to many problems. Such best practices acquire full
restricting freedom of the participants and with the least
force of law over time and become customs. For example,
unintended consequences. IBBI has standardised the regulation
regulations require an IM in respect of a distressed firm to
making process to ensure that the regulations are effective as
provide details of assets and liabilities with such description, as
well as responsive, and not excessive. The IBBI (Mechanism
on the insolvency commencement date (ICD), as are generally
for Issuing Regulations) Regulations, 2018 govern the process
necessary for ascertaining their values. ‘Description’ includes
of making regulations, which includes cost benefit analysis
the details such as date of acquisition, cost of acquisition,
and consulting the public.
remaining useful life, identification number, depreciation
(b) Resolvability: The Code has shifted the focus of creditors, charged, book value, and any other relevant details. The market
in case of default, from the possibility of recovery to the would figure out the relevant details in respect of different
possibility of resolution. The market now prefers to deal kinds of assets, which would serve as the best practice for
with a firm which is resolvable. A resolvable firm obtains a description of an asset.
competitive advantage vis-á-vis non-resolvable firms through
reduced cost of debt. Where the value of a firm lies in informal, C. Remaining elements
off-the record arrangements or personal relationships among The third set is implementation of the remaining elements of
promoters or their family members, prospective RAs may the Code.
find it hard to trace and harness the value, making resolution
of the firm remote. A firm would focus on creating and (a) Individual insolvency: After having passed several
maintaining value, which is visible and readily transferable milestones in corporate insolvency, it is time now to focus
to RAs. Similarly, a firm would keep an updated information on the next big thing, viz. individual insolvency. The Code
memorandum (IM) ready to enable expeditious conclusion of classifies individuals into three classes, namely, personal
the resolution process, if initiated. It would be the endeavour guarantors (PGs) to corporate debtors (CDs), partnership
of a firm to keep itself resolvable all the time, should a need firms and proprietorship firms and other individuals, to enable
arise. In a sense, they would be having a sort of ‘living will’ for implementation of individual insolvency in a phased manner
the benefit of the firm as well as the society at large. considering the wider impact of these provisions. Work has
begun for operationalising individual insolvency. Individual
(c) Market for distressed assets: India is the fastest-growing, insolvency may commence with insolvency resolution of PGs
trillion-dollar economy and the fifth largest in the world. The to complement CIRP, which enables insolvency resolution of
average growth rate over the last three decades has been about a CD and its corporate guarantor (CG). The learning from the
seven per cent. Its ranking in the World Bank’s ease of doing implementation of the earlier phases would help facilitate a
business index improved from 142nd to 63rd position in the last smoother roll out of the later phases.
five years. All vital statistics such as index for competitiveness
and index for innovation have been improving over the years. (b) Fresh Start Process: Part III of the Code provides for a
In the face of competition and innovation, it is natural that fresh start process that allows debtors, who have an annual
some firms will have distress. Given the size of the economy income ≤ Rs.60,000, assets ≤ Rs.20,000, debts ≤ Rs.35,000
and its growth potential, there will be a continuous flow of and do not have a dwelling unit, to seek discharge of debt.
distressed assets into market. They would need to be resolved, Implementation of these provisions, which use tribunals and
not necessarily through an IBC process. They could be bought IPs, may pose difficulty for such debtors. It may be advisable to
even in very early days of distress. Regulations could facilitate consider a low-cost, simplified and easy-to-access, preferably
the development of a secondary market for corporate loans. technology-based process, for them to seek relief. A dedicated
Several platforms provide the details of such distressed assets. adjudication mechanism and a cadre of insolvency advisers
As the participation increases, the market should be liquid in coupled with a technology enabled platform may serve such
the days ahead. debtors better.
(d) Automation of contracts: It often takes time and effort for (c) Financial Service Providers (FSP): The Code enables the
an IU to receive the information from one of the parties to a Central Government to notify, in consultation with the financial
loan agreement and then seek verification from the other party sector regulators, FSPs or categories of FSPs for the purpose
before the information is usable. Automation of loan contracts of insolvency and liquidation proceedings, in such manner as
(standardisation of loan agreements, dematerialisation of may be prescribed. Since the country is yet to have a specialised
loan agreements and their online execution) will make the framework for resolution of FSPs, the provisions of the Code
process of contracting efficient and obviate the need for could be used to lay down a modified insolvency process under
explicit authentication. This will facilitate seamless insolvency the Code, as an interim arrangement, to deal with insolvencies
proceedings, similar to the manner in which such automation of FSPs, which do not carry significant systemic risks.
has revolutionised the securities markets. An IU or some other (d) Cross border insolvency: The Code enables the
repository could facilitate automation of loan contracts and Government to enter into bilateral agreements with foreign
countries for applying the provisions of the Code. There are procedural coordination, while cross-border group insolvency
obvious limitations of such a bilateral approach. The ILC and substantive consolidation could be considered at a later
has proposed to add a chapter to the Code to introduce a stage, depending on the experience of implementing the earlier
globally accepted and well recognised cross border insolvency phases of the framework, and the felt need at the relevant time.
framework, the United Nations Commission on International
The year 2018-19 has seen significant consolidation of the
Trade Law (UNCITRAL) Model Law on Cross-Border
insolvency regime in the country. The law has matured and
Insolvency, considering the fact that some corporates transact
the outcome has become visible. Every one - stakeholders and
businesses in more than one jurisdiction and have assets
the authorities - are on the same page with perfect unison of
across many jurisdictions. It has also recommended a few
purpose. We are on a road which is under construction and
carve outs to ensure that there is no inconsistency between the
will remain so for a few years at least. In the coming years,
domestic insolvency framework and the proposed cross border
the processes should get further streamlined with certainty in
insolvency framework.
terms of processes and outcomes.
(e) Group insolvency: There is an increasing preference to
I thank the Ministry of Corporate Affairs (MCA) for having
organise business in a group of companies to harness synergies
stirred the insolvency reforms and guided the Board at every
among them. It may be useful to deal with the insolvency of
step and in every challenging situation. I thank my member
a group of companies together, in certain circumstances,
colleagues on the Governing Board (GB) of the IBBI for
to preserve synergies among the group companies for value
lending their expertise and firm support for successful
maximisation. It may be advisable to provide for an optional
implementation of the IBC.
framework to enable some degree of synchronisation of
insolvency proceedings of group companies where it promotes (Dr. M. S. Sahoo)
the objective of value maximisation. It may start with
B THE YEAR IN REVIEW
MACROECONOMIC CONTEXT that the average fixed capital in the organised manufacturing
sector increased from Rs.1.2 crore in 1990-91 to Rs.14 crore
It has been the endeavour of the Government since 1990s to in 2017-18. During the same period, the average value of
have a conducive business environment that makes it easier output increased from Rs.2.5 crore to Rs.34 crore, reflecting
for firms to do business. India has been enacting a new genre an increase in the size of firms and operations.
of economic laws to expand ‘who, what and how to do’ list
and repealing ‘control’ enactments such as the Capital Issues The measures promoting liberalisation, privatisation and
(Control) Act, 1947 and the Import and Export (Control) globalisation nudged intensity of competition and innovation
Act, 1947, that restricted the said list. The decade of 1990s further. In the middle of this decade, Government intensified
focussed on freedom to start business. It dismantled the reforms, which included insolvency reforms, to provide
license-permit-quota Raj when discretionary license gave way freedom to exit, the ultimate economic freedom, to address
to an entitlement of registration. It allowed firms meeting the the side effects of competition and innovation. The insolvency
eligibility requirements to raise resources, without requiring reforms provide a market mechanism for (a) rescuing a failing,
any specific approval from the State, to facilitate freedom of but viable firm; and (b) liquidating an unviable one and releasing
entry. The reforms in the 2000s focused on freedom to continue its resources, including entrepreneur(s), for competing uses.
business - creating a free and fair market. It moved away from The outcome of the reforms has been astounding. The average
control of monopoly of firms to promote competition among growth rate in the post reforms period since 1992 has been
firms in the marketplace. It repealed the Monopolies and more than double of that in the pre-reforms period. The decade
Restrictive Trade Practices Act, 1969 to promote competition beginning 2010 has witnessed sustained growth in Gross
and scaling up of businesses. The reforms provided a level Domestic Product (GDP) coupled with and macroeconomic
playing field and competitive neutrality and prohibited firms stability. GDP moderated from 7.2 per cent in 2017-18 to 6.8
from restricting the freedom of other firms to do business. per cent in 2018-19, attributed to lower growth in agriculture
and allied activities, contraction in food prices, decline in
Organised economic activity growth of government final consumption and depreciation of
rupees.3 The economy, however, continued to be buoyant in
The reforms expanded the contours of economic freedom and
2018-19 owing to moderate inflation, a manageable current
nudged increasing organisation of economic activity in the
account deficit of 2.1 per cent of GDP and growth in the
form of firms / companies. These firms enjoyed the confidence
manufacturing sector of the economy. India’s growth rate in
of markets, which attracted external funding through equity,
2018-19 was certainly an aberration against the backdrop of
debt, and loans. The reforms in financial markets expanded the
the world output growth falling from 3.8 per cent in 2017 to
markets to meet the financing needs of organised economic
3.6 per cent in 2018, with a projection for a further fall to 3.3
activity. Taken together - freedom to start business, abolition
per cent in 2019.4
of restrictions on size, ability of firms to raise resources, and
availability of funding, the number of firms as well as their The engines of economic growth, particularly investment and
scale of operations is increasing at a rapid pace. They play industrial output bolstered India’s economic performance.
an important role in keeping the wheels of the economy in Investment being a major driver of economic growth,
continuous motion, fuelling it with investment, production accounted for nearly 32 per cent of the GDP, within which
and generating employment. Prof. Colin Mayer describes fixed investment (Gross fixed capital formation) accounted
the importance of businesses/ companies in an economy for about 29 per cent of GDP in 2018-19. After continuous
in the words: ‘the corporation is one of the most important slow down since 2011-12, investment started to recover
organisations in the modern economy-one that houses, feeds, from 2017-18 onwards. Growth in fixed investment picked
clothes and employs us’.1 As on 31st October, 2019, there were up from 8.3 per cent in 2016-17 to 9.3 per cent in 2017-18
11,56,114 active companies registered in the country under and to a further 10.0 per cent in 2018-19. Further, industrial
the Companies Act, 2013. 94.35 per cent of them were in the growth accelerated during 2018-19 to 6.9 per cent, compared
private sector (10,90,762), with authorised capital of Rs 25.47 to 5.9 per cent in 2017-18. The Indian economy continues to
lakh crore.2 Data from the Annual Survey of Industries, indicate be resilient, emerging as a key global player and the fastest
1
Colin Mayer (2013), ‘Firm Commitment’, Oxford University Press 3
Economic Survey, 2018-19
2
Annual Report 2019-20, Ministry of Corporate Affairs, GoI 4
World Economic Outlook of the IMF database, April 2019
growing trillion-dollar economy in the world in 2018-19. It US, usually have developed debt and equity markets, their
is further projected that the GDP growth rate will pick-up in dependence on credit from banks is less. Where debt market
2019-20, reinforced by accelerated consumption and private is not developed, as in India, dependence on credit from banks
investment. is high. There are several problems if too much of corporate
finance comes from bank credit, the most critical being that
Financial markets since banks intermediate between the savers and investors,
Since the economic reforms of the 1990s, there has been they generally extend secured debt, which limits credit supply
significant development of financial markets in India, in the economy.
expanding the options for raising capital for businesses and
Corporate finance
providing financial resources for sustainable development of
the economy. Today, India’s capital markets are comparable After decades of economic theorising and empirical research,
with counterparts in many of the advanced economies in terms the debate on the most optimum capital structure for an
of efficiency (price discovery), tradability (low impact cost), enterprise is still open. Enterprises use a judicious mix of
resilience (co-movement of rates across product classes and both equity and debt to raise capital and capital structure of
yield curves), and stability. Equity market remains the largest a business is unique to it. The preference for one source over
segment (outstanding stock at USD 2,202 billion, end March, the other changes with time and in response to several other
2019), even as G-Sec, State Development Loans and corporate factors but the unambiguous fact remains that both equity and
bond markets have grown steadily.5 The corporate bond market debt are essential for an economy to thrive and the role of
has grown over the years to a size of USD 447 billion of either cannot be undermined. Table 1 indicates use of various
outstanding stock at the end of March 2019, with an annualised forms of financing across countries. Equity markets are one
growth rate of 13.5 per cent since 2014-15. Secondary market of the favoured options of raising finance in many countries,
trading volumes in corporate bonds have increased to USD including the US, Malaysia, and India, as evident from the
267 billion in 2018-19 during the period. Traditionally banks market capitalisation of listed companies to GDP ratio. Bank
have been a major source of credit for businesses across the credit seems to be the preferred route in China and Korea.
world. Banks in India have been crucial to socio-economic Corporate bonds as a source of external finance is predominant
progress and bank credit, through policies like priority sector in Brazil and to a fair extent in the US as well. This route pales
lending, has been used to serve more than just economic in comparison to other options in China, India, and Malaysia.
objectives. As of end March 2019, banks in India held assets The corporates in India seem to prefer equity to debt. It is
of Rs.1,28,87,262 crore and gross credit of Rs.95,19,554 crore. probably because, an equity contract does not promise returns
60 per cent (Rs.57,82,457 crore) of the gross credit has flown to investors. On the other hand, under a debt contract the
into businesses in the industry and services activities.6 Banks debtor undertakes to repay the borrowed amount along with
continue to be a major source of business debt even as the a reasonable return. Thus, what is inherent in such contracts
corporate bond markets are developing as an alternative. is the possibility of debtor defaulting in repayments. When
corporates choose to use the debt route for financing, they seem
Table 1: Development of financial markets in various to be relying more on bank loans rather than corporate bonds.
countries The reason could be the limited penetration of the corporate
(Data for 2018 as % of GDP)
bonds markets in India and access and availability of credit
Country Market Corporate Domestic credit to from banks at competitive rates.
capitalisation of debt market private sector by
listed companies penetration banks A 2006 World Bank’s study on ‘Developing India’s Corporate
Brazil 49.06 99.05 61.78 Bond Market’ noted the following in the context of lack of
China 46.48 18.86 161.13 development of corporate bond markets in India: “A key legal
India 76.63 17.16 50.05 weakness of the corporate bond market is the payoffs obtained
South Korea 87.30 74.30 150.34 by bondholders in the event of default. In industrial countries,
Malaysia 111.00 44.5 120.36 an extensive bankruptcy code exists, with well-functioning
United States 148.15 123.47 52.06 institutions. When a company fails to pay out cash flows on
Source: World Bank Database and RBI
time, the management team of the company is displaced, the
company is sold off, and the residual value is given to the
Compared to financial markets internationally, there is scope bondholders. Such processes do not exist in India. Bondholders
for growth (Table 1) and balanced growth of across segments have to plan for near-zero recovery in the event of default.”
of the market. In terms of market capitalisation/ equity market, By strengthening rights of creditors, the insolvency law holds
the size in relation to GDP, India compares well with other promise to promote a balanced financial market.
jurisdictions. In each of the jurisdictions, except India, listed
in the Table, debt finance (corporate debt and domestic credit) Bank credit
far exceeds the equity finance enabling the corporates benefit With the growth in bank credit, there has also been an increase
from leverage. Since the advanced jurisdictions such as the in NPAs, both in absolute and relative terms, which has been
5
Viral V. Acharya (2019), Development of Viable Capital Markets – The Indian Experience, RBI speeches, 29th June
6
RBI’s Report on Trend and Progress of Banking in India 2018-19
a cause of concern for the Indian banking system. The Gross including ‘resolving insolvency’. A couple of years ago, the
NPAs of Scheduled Commercial banks (SCBs) stood at 9.2 Government set an ambitious target of being one among the
per cent (Rs.9.36 lakh crore) in March, 2019, lower than 11.2 top 50 economies in terms of doing business and towards this
per cent (Rs.10.39 lakh crore) in March, 2018, in view of end, initiated deep institutional reforms, including an overhaul
comprehensive measures taken by the Government to address of insolvency framework.
the menace of growing NPAs, such as the 4R’s strategy of
India’s efforts at making resolving insolvency easier by adopting
recognition, resolution, recapitalisation and reforms. The
a new Code that introduced a reorganization procedure for CDs
decline was more pronounced for PSBs from 14.6 per cent to
and facilitated continuation of the debtor’s business during
11.6 per cent during the same period. The growth rate of gross
insolvency proceedings have been well recognised by the
bank credit by SCBs improved from 8.18 per cent in 2017-18
World Bank’s Doing Business Report (DBR). In the latest DBR
to 12.22 per cent in 2018-19. The non-food credit by SCBs
2020 released in October, 2019, which takes into accounts the
stood at Rs. 94.71 lakh crore as of March, 2019 as compared to
progress in insolvency legal system till April, 2019, India made
Rs. 83.61 lakh crore at the end of March, 2018. Within the non-
a giant leap in its ranking in resolving insolvency parameter
food credit, the rate of growth in credit to industrial sector was
to 52nd position. India’s efforts in the ‘resolving insolvency’
5.6 per cent in 2018-19 as compared to 6.2 per cent in 2017-18
parameter of the Ease of Doing Business was especially lauded
and that in the services sector was 4 per cent in 2018-19 as
by the DBR noting: “The case of India provides an example
opposed to 10.6 per cent in 2017-18.7 Figure 1 depicts the rate
of successful implementation of reorganization procedures.
of growth of GDP and credit and gross NPAs as per centage
India established an insolvency regime in 2016.….. With the
of gross advances since 2014-15. In recent years, the IBC
reorganization procedure available, companies have effective
is helping in resolution of NPAs and contributing to decline
tools to restore financial viability, and creditors have access
thereof. The RBI’s Report on Trends and Progress of Banking
to better tools to successfully negotiate and have greater
in India recognises that while a part of the write-offs of loans
chances to revert the money loaned at the end of insolvency
by SCBs was due to ageing of the loans, recovery efforts of
proceedings.”
NPAs received a boost from the IBC. Now that the banks have
option of using IBC, they are likely to defocus security-based Table 2: Resolving Insolvency Scores in DBR
lending, which will enhance credit availability further.
Year of Report 2017 2018 2019 2020
Ease of doing business Overall rank for Resolving insolvency 136 103 108 52
Businesses provide goods and services as well as livelihood Score for resolving insolvency (0-100) 32.75 40.75 40.84 62
to people and consequently contribute to economic wellbeing. (called Distance from Frontier Score till
2018 Report) 8
Better business regulations generally yield more business, Time (years) 4.3 4.3 4.3 1.6
which usually translates to higher economic wellbeing. It is, Cost (% of estate) 9.0 9.0 9.0 9.0
therefore, the endeavour of every economy to have better
Recovery rate (cents on the dollar) 26.0 26.4 26.5 71.6
business regulations with a view to make it easier for its firms
to do business. The World Bank measures and ranks nearly
Strength of insolvency framework 6.0 8.5 8.5 7.5
index (0-16)
200 economies in terms of their respective ‘Ease of Doing Outcome (0 as piecemeal sale and 1 as 0 0 0 1
Business’, which refers to the conduciveness of regulations going concern)
to promote growth. This is assessed based on ten indicators, Source: World Bank’s Doing Business Reports for 2017 to 2020
Figure 1: GDP, Credit and NPA Growth
14
12 11.2 12.22
9.06 9.3
10 8.56
8.17 9.1
7.5 8.18
8
8.36 6.81
7.41 8.00 7.17
6
4 4.3
2
0
2014-15 2015-16 2016-17 2017-18 2018-19
GDP Growth Credit Growth Gross NPAs to gross advances
7
RBI’s Report on Trends and Progress of Banking in India, December, 2019
8
In 2019 Report, the name of the Doing Business distance to frontier score has been changed to “ease of doing business score” to better reflect the main idea of the measure—a score indicating
an economy’s position to the best regulatory practice. Nevertheless, the process for calculating the score remains the same. The score captures the gap between an economy’s current performance
and a measure of best regulatory practice set in Doing Business 2015 across the entire sample of the same 41 indicators for 10 Doing Business indicator sets used in previous years. Higher scores
show absolute better ease of doing business (the best score is set at 100), while lower scores show absolute poorer ease of doing business (the worst performance is set at 0).
The DBR noted that the new law has introduced the option of Insolvency and Bankruptcy Code (Second Amendment)
insolvency resolution for commercial entities as an alternative Act, 2018
to liquidation or other mechanisms of debt enforcement,
The ILC had submitted its first report on 26th March, 2018 with
reshaping the way insolvent companies can restore their
several recommendations. Many of those found place in the
financial well-being or close. The Code has put in place
Insolvency and Bankruptcy Code (Amendment) Ordinance
effective tools for creditors to successfully negotiate and
2018 promulgated on 6th June, 2018. The Insolvency and
effectuated greater chances for creditors to realise their dues.
Bankruptcy Code (Second Amendment) Act, 2018, enacted on
As a result, the overall recovery rate for creditors jumped from
17th August, 2018, repealed the said Ordinance. It, inter alia,
26.5 to 71.6 cents on the dollar and the time taken for resolving
provided for the following:
insolvency also came down significantly from 4.3 years to 1.6
years, the Report noted. India is now, by far, the best performer (a) It treated the home buyers as FCs owing to the unique
in South Asia on the resolving insolvency component and does nature of financing in real estate projects and the treatment
better than the average for Organisation for Economic Co- of home buyers by the SC in some of the ongoing cases.
operation and Development (OECD) high-income economies This enabled them to invoke section 7 of the Code against
in terms of recovery rate, time taken and cost of a CIRP, as defaulting developers and to have representation in the CoC
presented in Table 3. and participate effectively in the insolvency resolution process.
(b) In explicit recognition of the importance of micro , small
Table 3: India’s Performance in Resolving Insolvency
and medium enterprises (MSMEs) in terms of employment
Parameter India South Asia OECD High generation and economic growth, it relaxed some of the
Income
ineligibilities under section 29A in respect of RAs in CIRP of
Resolving Insolvency Rank 52 104 28 MSMEs. It also empowered the Central Government to make
Resolving Insolvency Score (0-100) 62 40.8 74.9 further exemptions from application of certain provisions of
Recovery Rate (Cents on the Dollar) 71.6 38.1 70.2 the Code or modifications thereof with respect of the MSMEs,
Time (Years) 1.6 2.2 1.7 if required, in public interest.
(c) It streamlined section 29A to avoid unintended exclusions. It
Cost (% of Estate) 9 9.9 9.3
Strength of Insolvency Framework
Index (0-16)
7.5 6.5 11.9
exempted a financial entity from being disqualified on account
of NPA if it is not a related party to the CD. It also exempted
Source: World Bank’s Doing Business Report 2020
a financial entity if it is a FC of the CD and is a related party
MAJOR POLICY DEVELOPMENTS of the CD solely on account of conversion or substitution of
debt into equity shares or instruments convertible into equity
The Code was enacted on 28th May, 2016. The regulations shares, prior to the ICD. It provided a three-year cooling-off
relating to service providers and corporate processes were put for a RA, who holds NPA by virtue of acquiring a CD in the
in place, the National Company Law Tribunal (NCLT) and the past under the Code, from the date of such acquisition. The
IBBI were established, a cadre of IPs was made available, and disability was limited to convictions for an offence punishable
transactions commenced within six months of the enactment. with imprisonment for two years or more under any of the Acts
The year 2017-18 saw consolidation of the regulatory specified in the schedule (business related laws) or seven years
framework, refinement of the Code, and several proactive under any law. Considering the wide range of disqualifications
measures by authorities such as MCA, Ministry of Finance contained in section 29A, it required an RA to submit an
(MoF), Securities and Exchange Board of India (SEBI), RBI, affidavit certifying its eligibility to take part in the process,
Competition Commission of India (CCI), etc., to facilitate the placing the primary onus of eligibility on it.
implementation of the Code. The AA and Courts expeditiously
(d) It allowed withdrawal of applications, after admission, on
settled several contentious issues and streamlined the
an application made by the applicant, with the approval of 90
processes. Insolvency services were professionalised. The
per cent of voting share of the CoC.
market participants, namely, CDs, operational creditors (OCs),
FCs, RAs moved very fast on a steep learning curve. By the (e) With a view to encourage resolution as against liquidation,
end of the year, several CIRPs concluded. The Code started it reduced the voting threshold from 75 per cent to 66 per
delivering outcomes. The year under review saw further cent for all major decisions such as approval of resolution
developments to strengthen the regulatory regime and several plan, extension of CIRP period, etc. It also reduced the voting
policy initiatives in furtherance of the objectives of the Code. threshold for routine decisions to 51 per cent to facilitate the
Some of these important developments, during the year 2018- CD to continue as a going concern during the CIRP.
19 are outlined here.
(f) It provided for a mechanism to allow participation of
Facilitation by Government security holders, deposit holders and all other classes of FCs
that exceed a certain number, in the meetings of the CoC,
Some of the important facilitations by Government during the through authorised representative(s) (ARs).
year are listed here.
(g) It allowed one-year for the successful RA to obtain
necessary approvals under any law from the date of approval
of resolution plan or within such period as provided for in such Table 4: Composition of the Insolvency Law Committee as
law, whichever is later. on 31st March, 2019
(h) It excluded assets of guarantors - personal or corporate - Sl. No. Name and Position Position in
from the purview of moratorium under the Code.
ILC
1 Secretary, MCA Chairperson
(i) It required a corporate applicant to initiate CIRP only with 2 Chairperson, IBBI Member
approval by a special resolution passed by the shareholders of 3 Additional Secretary (Banking), Department of Financial Member
the CD or a resolution passed by at least three-fourth of the Services
total number of partners of the CD, as the case may be. 4 Dr. T. K. Viswanathan, Former Secretary General, Lok Member
Sabha and Chairman, BLRC
(j) It explicitly made the Interim Resolution Professional (IRP)/ 5 Mr. U. K. Sinha, Ex SEBI Chairman Member
Resolution Professional (RP) responsible for the statutory 6 Nominee of RBI not below the rank of Executive Director Member
compliances on behalf of the CD, while managing its affairs 7 Mr. Sunil Mehta, MD & CEO, Punjab National Bank Member
during CIRP.
8 Mr. Uday Kotak, President Designate, CII and MD&CEO, Member
(k) It made the Limitation Act, 1963 applicable to proceedings Kotak Mahindra Bank
or appeals under the Code. 9 Mr. Shardul Shroff, Executive Chairman, Shardul
Amarchand Mangaldas & Co.
Member
(l) It widened the scope of functions of the Board to promote 10 Mr. Bahram Vakil, Partner, AZB & Partners Member
the development of, and regulate, the working and practices 11 President, Institute of Chartered Accountants of India Member
of, certain professionals and other institutions in furtherance 12 President, Institute of Cost Accountants of India Member
of the purposes of the Code. 13 President, Institute of Company Secretaries of India Member
Insolvency Law Committee 14 Joint Secretary (Policy / Insolvency), MCA Member

Secretary
The Central Government, vide an order dated 16th November,
2017, had constituted the ILC under the Chairmanship the ability to participate in and commence domestic insolvency
of Secretary, MCA to take stock of the functioning and proceedings against a debtor.
implementation of the Code, identify the issues that may (b) Recognition: It allows recognition of foreign proceedings
impact the efficiency of corporate insolvency resolution and and remedies by the domestic court based on such recognition.
liquidation framework prescribed under the Code, make If domestic courts determine that the debtor has its centre
suitable recommendations to address such issues, and enhance of main interests in the foreign country, they will consider
the efficiency of the processes prescribed for the effective insolvency proceedings in such foreign country to be the
implementation of the Code. The Committee submitted its first main proceedings, if not, they will be considered non-main
report on 26th March, 2018 and second report on 16th October, proceedings.
2018.
(c) Cooperation: It lays down the basic framework for
The Government reconstituted the ILC as a Standing Committee cooperation between the domestic and foreign courts, and
on 6th March, 2019, with Secretary, MCA as its Chairperson domestic and foreign IPs. It provides for direct cooperation
to analyse the functioning and implementation of the Code, between: (i) domestic courts and foreign insolvency
identify issues impacting the efficiency and effectiveness of representatives; (ii) domestic courts and foreign courts; (iii)
corporate insolvency resolution and liquidation framework foreign courts and domestic IPs; and (iv) foreign insolvency
and make suitable recommendations to address them. It was representatives and domestic IPs.
also tasked to study the insolvency resolution and bankruptcy
(d) Coordination: It provides a framework for commencement
framework for individuals and partnership firms and make
of domestic insolvency proceedings, when a foreign insolvency
recommendations for implementation. The composition of the
proceeding has already commenced or vice versa.
reconstituted ILC is presented in Table 4.
The ILC submitted its 2nd Report on 16th October, 2018
Cross Border Insolvency recommending adoption of the UNCITRAL Model Law
Sections 234 and 235 of the Code enable the Central on Cross Border Insolvency, 1997, which provides for
Government to enter into reciprocal agreements with the a comprehensive framework to deal with cross border
Government of any country for enforcing the provisions of the insolvency issues. It also recommended a few carve outs to
Code. The Central Government proposed to add a chapter in ensure that there is no inconsistency between the domestic
the Code to introduce a globally accepted and well recognized insolvency framework and the proposed cross border
cross border insolvency framework, considering the fact that insolvency framework. The UNCITRAL Model Law has been
corporates transact businesses in more than one jurisdiction adopted by as many as 44 countries and, therefore, forms part
and have assets across many jurisdictions. It put out the draft of international best practices in dealing with cross border
chapter in public domain on 20th June, 2018 seeking comments insolvency.
of the stakeholders. It proposed as under: NCLT Benches
(a) Access: It allows foreign insolvency officials and foreign The Government constituted a bench of NCLT at Jaipur for
creditors direct access to domestic courts and confers on them Rajasthan on 28th June, 2018 and another one at Kochi for
Kerala and Lakshadweep, on 1st August, 2018. Further, two Committee to advise on valuation matters
more benches of NCLT were constituted at Indore for Madhya
The Central Government constituted the “Committee to advise
Pradesh and another one at Amravati for Andhra Pradesh, on
on valuation matters” on 23rd April, 2018 under rule 19 of the
8th March 2019.
Companies (Registered Valuers and Valuation) Rules, 2017.
Applicants for CIRP It nominated four more members on the Committee on 6th
July, 2018. The Committee submitted its first report to the
Section 7 of the Code allows an FC, or any other person on
Government on 27th February, 2019. The composition of the
behalf of the FC, as may be notified by the Government, to
Committee as on 31st March, 2019 is as presented in Table 5.
file an application for initiation of CIRP. The Government
on 27th February, 2019, notified the persons who may file an
Table 5: Composition of the Committee to advise on
application, on behalf of the FC, as under: valuation matters as on 31st March, 2019
(i) a guardian;
Sl. No. Name and Position Position in the
(ii) an executor or administrator of an estate of an FC; Committee
(iii) a trustee (including a debenture trustee); and 1 Dr. R. Narayanaswamy, Professor of Finance and Chairperson
(iv) a person duly authorised by the Board of Directors of a Accounting, IIM, Bangalore
Company. 2 Dr. Navrang Saini, Whole Time Member, IBBI Member/

Convener
Adjudicating Authority Rules 3 Mr. K. Biswal, Additional Secretary, Legislative Member
Department
The Government amended the Insolvency and Bankruptcy 4 Mr. K. V. R. Murty, Joint Secretary, MCA Member
(Application to Adjudicating Authority) Rules, 2016 on 14th
5 Mr. Rajesh Kumar Kedia, Director, CBDT Member
March, 2019 to modify the forms to enable application for
initiation of fast track CIRP and to require submission of details
6 Mr. Saurav Sinha, Chief General Manager-in-Charge, RBI Member
of the CD relevant for determination if fast track process is 7 Mr. Jayanta Jash, Chief General Manager, SEBI Member
available for its resolution. 8 Mr. A. Ramana Rao, General Manager, IRDAI Member
9 Mr. Pichaiya Subramaniam, Representative of IOV Member
Amendments to Securities Contracts (Regulation) Rules, Registered Valuers Foundation
1957 10 Mr. Chander Sawhney, Representative of ICSI Registered Member
Valuers Organisation
The Central Government amended the Securities Contracts 11 Mr. Varun Gupta, Representative of Confederation of Member
(Regulation) Rules, 1957 on 24th July, 2018. This amendment Indian Industry
provides that where the public shareholding in a listed 12 Mr. R. K. Bansal, Representative of FICCI Member
company falls below 25 per cent as a result of implementation 13 Mr. Dhinal Shah, Representative of ICAI Registered Member
of the resolution plan approved under section 31 of the Code, Valuers Organisation
such company shall bring up the public shareholding to 25 per 14 President, The Institute of Chartered Accountants of Member
India (ex-officio)
cent within a maximum period of three years from the date of
15 President, The Institute of Company Secretaries of India Member
such fall, in the manner specified by SEBI. However, if the (ex-officio)
public shareholding falls below 10 per cent, the same shall 16 President, The Institute of Cost Accountants of India Member
be increased to at least 10 per cent within a maximum period (ex-officio)
of eighteen months from the date of such fall, in the manner
Facilitations by RBI
specified by the SEBI.
Amendment of the Companies (Registered Valuers and In relaxation of the end-use restrictions under External
Valuation) Rules, 2017 Commercial Borrowings (ECBs) framework, RBI, vide
circular dated 7th February, 2019, allowed RAs under a CIRP
The Government amended the Valuation Rules on 13th June, to raise ECBs from recognised lenders, except the branches/
2018 to include the Presidents of three Professional Institutes overseas subsidiaries of Indian banks, for repayment of rupee
as ex-officio members in the Committee to advise on valuation term loans of the target company under the approval route.
matters. It further amended the Valuation Rules on 25th Accordingly, the RAs, who are otherwise eligible borrowers,
September, 2018 to allow any person, who was rendering can forward such proposals to raise ECBs, through their
valuation services under the Companies Act, 2013 on the authorised dealer bank, to the RBI for approval.
date of commencement of these Rules, to continue to render
valuation services without a certificate of registration under Facilitations by SEBI
the Rules up to 31st January, 2019. It further amended the The SEBI amended several Regulations to facilitate resolutions
Valuation Rules on 13th November, 2018 to clarify that these under the Code.
Rules apply for valuation in respect of any property, stocks,
shares, debentures, securities or goodwill or any other assets or Chapter VII of the SEBI (Issue of Capital and Disclosure
net worth of a company or its liabilities under the provisions of Requirements) Regulations, 2018 govern aspects such as
the Companies Act, 2013. It also streamlined the requirements pricing, shareholder approval, disclosure, tenure, etc. relating
of qualification and experience for registration as valuers. to preferential issue of securities. The SEBI amended the said
Regulations on 31st May, 2018 to provide that provisions of
Chapter VII, except the lock-in provisions, shall not apply or the Committees, as the case may be, specified in the
where preferential issue of specified securities is made in terms respective regulations shall be fulfilled by the IRP or the RP.
of the resolution plan approved under section 31 of the Code. Further, the said Regulations require that all material related
party transactions shall be approved by the shareholders and
Proviso to regulation 3(2) of the SEBI (Substantial Acquisition
no related party shall be eligible to vote to approve such
of Shares and Takeovers) Regulations, 2011 provides that an
resolution. The SEBI amended the Regulations to provide that
acquirer is not entitled to acquire or enter into any agreement
these provisions shall not apply in respect of a resolution plan
to acquire shares or voting rights exceeding such number of
approved under section 31 of the Code, subject to the event
shares as would take the aggregate shareholding pursuant to
being disclosed to the recognised stock exchanges within one
the acquisition above the maximum permissible non-public
day of the resolution plan being approved. The amendments
shareholding. The SEBI amended the said Regulations on 31st
further provide that the provisions of regulation 24(5)
May, 2018 to exempt acquisition pursuant to a resolution plan
(disposal of shares in a material subsidiary), 24(6) (disposal
approved under section 31 of the Code from the rigour of the
of assets), 31A(5), (6) and (7)(b) (reclassification of promoter
proviso.
or promoter group), and 37 (scheme of arrangement) shall not
The SEBI (Delisting of Equity Shares) Regulations, 2009 apply to these activities as part of a resolution plan approved
govern listing and delisting of equity shares. The SEBI under section 31 of the Code.
amended the said Regulations on 31st May, 2018 to provide that
The amendments require disclosure of the following in relation
the provisions of the Regulations shall not apply to delisting of
to the CIRP of a listed CD under the Code:
equity shares of a listed entity made pursuant to a resolution
plan approved under section 31 of the Code, if such plan, (a) (a) Filing of application by the corporate applicant for initiation
lays down any specific procedure to complete the delisting of CIRP, also specifying the amount of default;
of such share; or (b) provides an exit option to the existing (b) Filing of application by FCs for initiation of CIRP against
public shareholders at a price specified in the resolution plan. the CD, also specifying the amount of default;
The shareholders shall be provided an exit at a price which (c) Admission of application by the AA, along with amount of
shall not be less than the liquidation value as determined default or rejection or withdrawal, as applicable;
under regulation 35 of the CIRP Regulations. Further, the (d) Public announcement made pursuant to order passed by the
public shareholders shall be provided an exit at a price which AA under section 13 of the Code;
shall not be less than the price at which promoters or other (e) List of creditors as required to be displayed by the CD
shareholders, directly or indirectly, are provided exit. Further, under regulation 13 (2) (c) of the CIRP Regulations, 2016;
the said Regulations require expiry of a specified period before (f) Appointment/ replacement of the RP;
delisted equity shares can be re-listed. The SEBI amended the (g) Prior or post-facto intimation of the meetings of the CoC;
Regulations to exempt this requirement for listing of equity (h) Brief particulars of the invitation of resolution plans under
shares of a company which has undergone CIRP under the section 25 (2) (h) of the Code;
Code. (i) Number of resolution plans received by RP;
(j) Filing of resolution plan with the AA;
The SEBI amended the SEBI (Listing Obligations and
(k) Approval of resolution plan by the AA or rejection, if
Disclosure Requirements) Regulations, 2015 on 31st May,
applicable;
2018 to provide that the provisions of regulation 17 (Board
(l) Salient features, not involving commercial secrets, of the
of Directors), regulation 18 (Audit Committee), regulation 19
resolution plan approved by the AA; and
(Nomination and Remuneration Committee) and regulation 20
(m) Any other material information not involving commercial
(Stakeholders Relationship Committee) shall not be applicable
secrets.
during the insolvency resolution process in respect of a listed
entity which is undergoing CIRP under the Code, provided Table 6 chronicles the important developments in the regulatory
that the role and responsibilities of the Board of Directors framework over the period April, 2018 to March, 2019.
Table 6: Chronology of Policy and Regulatory Developments, 2018-19
Date Development
23.04.18 The Government constituted Committee to advise on valuation matters under rule 19 of the Companies (Registered Valuers and Valuation) Rules, 2017.
23.04.18 The IBBI specified the details of preregistration educational course for registration as IP.
01.05.18 The Government appointed 1st May, 2018 as the date for bringing the provisions of section 227 to section 229 of the Code relating to insolvency and liquidation
proceedings of FSPs into force.
01.05.18 The Government notified the IBBI (Form of Annual Statement of Accounts) Rules, 2018 to provide the form for annual statement of accounts and balance sheet of
IBBI.
01.05.18 The Government notified the IBBI (Annual Report) Rules, 2018 to provide the form for annual report of IBBI.
04.05.18 The IBBI reconstituted the Working Group (WG) under chairmanship of Mr. P. K. Malhotra, former Law Secretary for recommending the strategy and approach for
implementation of the provisions of the Code relating to individual insolvency.
15.05.18 The IBBI constituted a WG to recommend the structure, content and delivery mechanism for GIP.
31.05.18 The IBBI issued the Insolvency Professionals to act as Interim Resolution Professionals or Liquidators (Recommendation) Guidelines, 2018.
31.05.18 The SEBI amended the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 to exempt norms of preferential issue of securities for preferential
issue of specified securities under resolution plans approved under the Code.
31.05.18 The SEBI amended the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 to allow acquisition above the maximum permissible non-public
holding, pursuant to a resolution plan approved under the Code.
31.05.18 The SEBI amended the SEBI (Delisting of Equity Shares) Regulations, 2009 to exempt norms of delisting for delisting of equity shares pursuant to a resolution plan
approved under the Code.
31.05.18 The SEBI amended the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to exempt a listed company undergoing CIRP from corporate
governance norms subject to certain disclosures.
06.06.18 The Insolvency and Bankruptcy Code (Amendment) Ordinance, 2018 promulgated to protect the interests of stakeholders, especially interests of home buyers
and MSMEs, promote resolution over liquidation of CDs and streamline provisions relating to eligibility of RAs.
13.06.18 The Government amended the Companies (Registered Valuers and Valuation) Second Amendment Rules, 2018 to include the Presidents of three Professional
Institutes as ex-officio members in the Committee to advise on valuation matters.
20.06.18 The Government proposed to add a chapter in the Code to introduce a globally accepted and well recognized cross border insolvency framework.
04.07.18 The IBBI amended the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2018 to provide for manner of voting and streamline the process
further.
19.07.18 The IBBI granted registration to the first lot of 16 RVs.
24.07.18 The Government amended the Securities Contracts (Regulation) Rules, 1957 to allow time to bring up public shareholding if it has fallen below the threshold level
as a result of implementation of the resolution plan approved under the Code.
17.08.18 The Insolvency and Bankruptcy Code (Second Amendment) Act, 2018 enacted replacing the Insolvency and Bankruptcy Code (Amendment) Ordinance, 2018.
25.09.18 The Government amended the Companies (Registered Valuers and Valuation) Rules, 2018 to allow persons, who were rendering valuation services to continue to
render services till 31st January, 2019 without registration.
05.10.18 The IBBI amended the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 to streamline the voting process.
11.10.18 The IBBI amended the (Insolvency Professionals) Regulations, 2016 to levy fee on IPs and IPEs.
11.10.18 The IBBI amended the IBBI (Model Bye-Laws and Governing Board of Insolvency Professional Agencies) Regulations, 2016 to specify higher governance norms for
IPAs.
11.10.18 The IBBI amended the IBBI (Insolvency Professional Agencies) Regulations, 2016 to rationalise shareholding norms for IPAs.
11.10.18 The IBBI amended the (Information Utilities) Regulations, 2017 to specify higher governance norms for IUs.
16.10.18 The ILC submitted its 2nd report recommending adoption of the UNCITRAL Model Law of Cross Border Insolvency, 1997.
22.10.18 The IBBI amended the IBBI (Liquidation Process) Regulations, 2018 to enable a liquidator to sell the business of the CD as a going concern.
22.10.18 The IBBI notified the IBBI (Mechanism for Issuing Regulations) Regulations, 2018 to govern its regulation making process.
13.11.18 The Government amended the Companies (Registered Valuers and Valuation) Rules, 2017 to streamline the requirements of qualification and experience for
registration as RVs.
30.11.18 The IBBI issued the Insolvency Professionals to act as Interim Resolution Professionals or Liquidators (Recommendation) (Second) Guidelines, 2018.
18.12.18 The IBBI made available the study material for Asset Class ‘Plant & Machinery’, prepared by CVSRTA.
28.12.18 The WG on GIP submitted its report.
15.01.19 The IBBI amended the IBBI (Voluntary Liquidation Process) Regulations, 2017 to address conflict of interest of a liquidator.
17.01.19 The IBBI constituted a WG under the chairmanship of Mr. U. K. Sinha, former Chairman, SEBI with a mandate to recommend a complete regulatory framework to
facilitate insolvency and liquidation of CDs in a group.
24.01.19 The IBBI amended the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 to discourage persons, other than genuine, capable and
credible RAs, to submit resolution plans.
01.02.19 All valuations under the Companies Act, 2013 and Insolvency and Bankruptcy Code, 2016 to be mandatorily undertaken by an RV from this date.
07.02.19 The RBI relaxed end-use restrictions for External Commercial Borrowings (ECB) to allow RAs to raise ECBs from recognised lenders for repayment of rupee term
loans of the target company under the approval route.
26.02.19 The IBBI made available the study material for Asset Class ‘Land & Building’, prepared by CVSRTA.
27.02.19 The Committee to advise on valuation matters under Rule 19 of the Companies (Registered Valuers and Valuation) Rules, 2017 submitted its first report to the
Government.
01.03.19 The Government notified a list of persons who can file an application for initiating CIRP against a CD before the AA, on behalf of the FC.
01.03.19 The IBBI WG on Individual Insolvency submitted its report on Bankruptcy Process for PGs to CDs along with draft rules and regulations.
06.03.19 The ILC reconstituted as a standing Committee to analyse the functioning and implementation of the Code and make suitable recommendations to address them.
14.03.19 The Government amended the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016 to modify the forms to enable application for
initiation of fast track CIRP.
C POLICIES, PROGRAMMES AND ACTIVITIES
C.1 SERVICE PROVIDERS supply of essential goods and services to, and a moratorium
on proceedings against, the CD. The Code empowers the IP
The CIRP is an orchestra, where two sets of actors play their to appoint professionals to assist him. He may take support
respective roles in coordination. The first set represents market services from the IPE of which he is a partner / director. He
comprising debtors, creditors and RAs, who initiate a CIRP has protection for actions taken in good faith. There is bar on
and conclude it and take commercial decisions on a variety trial of offences against an IP except on a complaint filed by
of issues during CIRP. The other set represents watchdogs the IBBI.
comprising the Government, AA, IBBI, IPs, IPEs, IPAs, IUs,
RVs, and RVOs who facilitate the market players to take IP Regulations
decisions and ensure fairness and transparency in the process. Every profession regulates entry into a profession through a
Their only mandate is to make market process efficient to mandatory registration procedure. This is not an entry barrier,
further the objectives of the Code enabling market players but allowing only deserving people to enter a profession, which
to pursue their interests. They guide and facilitate the market is a noble occupation. The Bankruptcy Law Reforms Committee
to take the best decision under the circumstances. IBBI is (BLRC), which envisaged IPs, observed: “Licensing ensures
responsible for professionalising insolvency services (Box that it is unlawful to perform certain activities without meeting
1) through regulation and development of IPs, IPEs, IPAs, the specified criteria. Occupational licensing may raise the
IUs, RVs, and RVOs, who are fit-and-proper and technically average skill levels in the profession, thereby improving the
competent, and have motivation and drive to uphold the quality of services.” A formal registration process ensures that
highest standards of ethics and professionalism. the regulator satisfies itself as to the suitability of a person for
the profession and also ensures that only eligible, qualified and
INSOLVENCY PROFESSIONALS
deserving individuals join the profession. It helps the regulator
An IP is a key institution of the insolvency regime. He is to maintain a register of the professionals entitled to render
the care giver, who de-stresses himself when he addresses valuation services and to make available the register to enable
stress of distressed persons. He is the beacon of hope for the the users to pick up a professional when they need one. As part
person in financial distress and its stakeholders. He plays a of freedom of entry, the Indian economy largely moved away
key role in insolvency proceedings (resolution, liquidation from discretionary license to an entitlement of registration.
and bankruptcy processes) of financially distressed persons This meant that there would not be any limit on the number
(companies, Limited Liability Partnerships (LLPs), partnership of members a profession may have. Membership would be
and proprietorship firms and individuals) under the Code. available on tap and it would not be necessary for a member to
When conducting a process, a whole array of statutory and move out to enable a new member to come in. Any individual,
legal duties / powers is vested with IPs. He is required to who meets the pre-specified eligibility norms, shall be entitled
take important business and financial decisions that may have to registration. If for any reason, he is to be denied registration,
critical ramifications for the CD and all its stakeholders. He is it must be done only through a reasoned order, after hearing
an officer of the Court. him.
The NCLT appoints an IP as IRP, RP or liquidator for The IBBI notified the IBBI (Insolvency Professional)
conducting insolvency proceedings of CDs. It replaces or Regulations, 2016 (IP Regulations) on 23rd November, 2016
approves replacement of an IP in an insolvency proceeding, which, inter alia provide for registration, regulation and
wherever required. In a sense, an IP exercises oversight oversight of IPs. In order to be able to start the profession
over insolvency proceedings on behalf of the NCLT. The quickly on the commencement of the Code in December,
IP exercises the powers of the board of directors of the CD 2016, regulation 9 of the IP Regulations allowed Chartered
undergoing resolution. He manages operations of the CD as a Accountants, Company Secretaries, Cost Accountants, and
going concern, protects the value of its property and complies Advocates who had been in practice for 15 years to act as IPs
with applicable laws on its behalf. In fact, he conducts the entire on applying for registration with the Board till 31st December,
CIRP. The law facilitates and empowers the IP to discharge his 2016. Such registrations were valid for a limited period of six
responsibilities effectively. It obliges every officer of the CD to months i.e. till 30th June, 2017. Under regulation 5 of the IP
report to him. It also obliges the promoter of the CD to extend Regulations, Advocates, Chartered Accountants, Company
all assistance and cooperation to him. There is an assurance of Secretaries and Cost Accountants with 10 years of post-
Box 1: Professionalisation of Insolvency Services

Prior to the enactment of the Code, India did not have any experience of a market-led, incentive-compliant, and time-bound insolvency
resolution process. Neither was there an effective mechanism for resolution of failing, but viable enterprises nor were there a cadre of
professionals or a market for professional services required for various processes (insolvency resolution, liquidation and bankruptcy) of
corporate persons and individuals. Many elements of the ecosystem required for these processes, such as IUs, AA or IBBI also did not
exist.
The Code provides for CIRP for revival and rehabilitation of a failing CD. It envisages that on commencement of CIRP of a CD, an IP
takes over the management of the affairs of the CD, takes important business and financial decisions, protects and preserves the value of
its property, manages its operations as a going concern and complies with all applicable laws on its behalf. He receives and collates claims,
addresses conflicts of interest, provides complete, correct and timely information about the CD to RAs, examines resolution plans, assists
the CoC to arrive at the best resolution plan, helps in retrieval of value lost through fraudulent and preferential transactions, and conducts
the entire CIRP. Prior to the enactment of the Code, the CD remained in the possession of its assets when it was undergoing any form of
rehabilitation and there was no need for a professional to take charge of the CD.
Since the scope of resolution was limited mostly to rescheduling of debt through a negotiation with the existing debtor, the parties did
not require much professional help. The Code brought in ‘creditor in control’ regime necessitating an IP with multifarious abilities.
This opened unlimited possibilities of resolution, including merger, amalgamation and restructuring of any kind, which often requires
professional help.
Soon emerged IPs to provide professional help. An individual is eligible for registration as an IP if he has ten years of post-membership
experience as a Chartered Accountant, Company Secretary, Cost Accountant, or Advocate, or has 15 years of experience in management
after a bachelor’s degree and passed the Limited Insolvency Examination (Examination) and undergone pre-registration training. The
IBBI conducts the Examination and upgrades the same frequently to keep it relevant with market dynamics. An IP undergoes certain
minimum hours of continuing professional education every year. To take the insolvency profession to the next level, the IBBI has launched
a two-year GIP for young and bright minds having a professional qualification or a degree in relevant discipline but no experience. On
completion of GIP, one will be eligible for registration as IP after qualifying the Examination.
An IP has huge responsibilities. It may not be humanly possible for him to conduct CIRP of a large and complex CD all by himself. The
law enables him to take support services from an IPE of which he is a partner or director. Further, an IP may not have all expertise required
to conduct the CIRP or continue operations of the CD as a going concern. He may not be equipped professionally to provide various
services that a failing CD needs. The law enables him to engage the services of professionals to assist him. This has created a profession
for professionals like Advocates and Accountants, who are learning fast to fill up the vacuum.
A key objective of the Code is maximisation of the value of assets of the persons in distress and consequently value for its stakeholders.
A critical element towards achieving this objective is transparent and credible determination of value of the assets to facilitate comparison
and informed decision making. The valuations serve as reference for evaluation of choices, including liquidation, and selection of the
choices that decides the fate of the CD and consequently the stakeholders. If valuation is not right, a viable CD could be liquidated and
an unviable CD could be rehabilitated, which are disastrous for the economy. The Code read with regulations assign valuation to RVs,
which did not exist as such. A framework was created under the Companies Act, 2013 to make available a cadre of accountable valuers.
Subject to meeting other requirements, an individual is eligible to be a RV, if he (i) has the necessary qualification and experience, (ii) has
completed a recognised educational course, and (iii) has passed the valuation examination conducted by the IBBI. A partnership entity or
a company is also eligible for registration subject to meeting the requirements. The IBBI conducts the valuation examinations for three
asset classes, namely, land & building, plant & machinery and securities or financial assets. A valuer undergoes certain minimum hours
of continuing professional education.
The resolution process is information intensive. The Code provides for a competitive industry of interoperable IUs to store financial
information that helps to establish defaults as well as verify claims expeditiously and thereby facilitates completion of transactions
under the Code in a time bound manner. The law also envisages a competitive industry of IPAs and RVOs to groom their members for
the emerging tasks under the Code. The IBBI, IPAs, RVOs, academic institutions and the market offer a variety of capacity-building
programmes for professionals as well as other stakeholders like FCs and IPs.
The Code has professionalised insolvency services and created markets for services of IPs, IPAs, RVs, RVOs, IPEs, and IUs, and expanded
the scope of services of Advocates, Accountants and other professionals. It has also created huge markets for education and capacity
building of these professionals.
membership experience (practice or employment) or graduates shall be eligible for registration as an IP if he has passed the
with 15 years of post-qualification managerial experience, Examination within the last 12 months and has completed a
were made eligible for registration as IPs on passing the pre-registration educational course from an IPA, as may be
Examination. required by IBBI.
The IBBI amended the IP Regulations on 28th March, 2018, (b) The syllabus, format, qualifying marks and frequency of
effective from 1st April, 2018, to provide for the following: the Examination shall be published on the website of the IBBI
at least three months before the examination.
(a) Subject to meeting other requirements, an individual
(c) An individual with the required experience of 10/15 years is
Box 2: Regulatory fees on Insolvency Professionals

Regulation is a resource intensive function. As markets evolve rapidly, a regulator needs the capability and resource to keep pace to
provide effective regulation. It should have the financial independence needed to hire and retain the right talent9. Funding should be
commensurate to the needs of the regulator to effectively fulfil its legal objectives10. The law should enable a regulator to levy fees to meet
its needs. While upholding the powers of SEBI to levy turnover based fee, the SC11 settled the legal position on the issue of fee levied
by regulators. It reasoned: “The Board (i.e. SEBI) is an autonomous body created by an Act of Parliament to control the activities of the
securities market in which thousands of members of gullible public will be investing huge sums of money. Therefore, there is every need
for a vigilant supervision of the activities of the market and for that purpose if the Statute intends that the necessary funds should be met
by collection of fees from the securities market itself then the said levy cannot be questioned on the ground that the monies required for
the capital expenditure of the Board should be met by the Government of India.” It, however, laid down the following broad principles: (a)
The statute should empower the regulator to levy a fee to carry out its functions; (b) The fee levied by a regulator should not be excessive
and should be in the public interest; (c) The fees should only be used for performing the regulator’s functions as prescribed by the statute;
and (d) The regulator can choose the measure of levy, provided that it withstands the test of reasonableness. The regulator must have
independence on financial matters.
The Financial Sector Legislative Reforms Commission12, which comprehensively reviewed legislations governing India’s financial
system, argued that a regulator should be funded primarily through fees as it ensures that financial stakeholders (who are the main
beneficiaries of regulated markets) bear the cost of regulation instead of the cost being spread across the entire budget of the Government.
It recommended that the regulators, in order to be self-sufficient be empowered to charge three different types of fees viz. (a) flat fees
for registration, (b) fees dependant on the nature of the transaction and (c) fees dependent on the number or value of transactions. The
BLRC, that conceptualised the Code, also believed that as a good practice the Board should fund itself from the fees collected from its
regulated entities. It recommended that the Board be funded through a mix of Government support and fees collected from regulated
entities. The WG13 on ‘Building the Insolvency and Bankruptcy Board of India’ observed: “In the initial phase of the building up of the
IBBI and its credibility, budgetary grants from the Government of India will be the main source of funding. In a few years, the contours of
the bankruptcy intermediation industry will become visible. The revenues of regulated entities will become visible. At that point, IBBI will
enforce a fee upon all IPs, IPAs and IUs that will pay for its expenses. The fee will be analogous to the charges that SEBI enforces upon
securities firms which are implemented at the level of the exchanges.”
Levy of fee by regulator – in India and other jurisdictions - is very common. The Financial Conduct Authority, United Kingdom, levies
three types of fee, namely, authorisation fee, change in authorisation fee and periodic fee from the firms they authorise based on the
type of regulated activity of the firm, the amount of business undertaken by the firm, and the cost it incurs to regulate the activity. The
Securities Exchange Commission, United States of America, requires each national securities exchange to pay a fee @ $15 per $ 1 million
of aggregate amount of sales of securities transacted on such exchange and each national securities association to pay a fee @ $15 per $
1 million of aggregate amount of sales transacted by or through a member of such association. SEBI also levies a regulatory fee annually
from every recognised stock exchange based on its annual turnover. Further, every stockbroker/ clearing member/ self-clearing member is
required to pay a fee in respect of the securities transactions, including off-market transactions, undertaken by them at the specified rates.
There is a regulator for each profession. The Institute of Company Secretaries of India (ICSI) regulates the professions of Company
Secretaries, the Institute of Chartered Accountants of India (ICAI) regulates the profession of Chartered Accountants, etc. Every Company
Secretary pays an admission fee for becoming a member of the Institute. He pays an annual membership fee to continue his membership.
He pays an additional annual fee for having a certificate of practice. Most other professionals pay a similar fee to their regulators. Most
such regulators are self-sufficient in regard to their fee-based income from their members. The Code till recently allowed the Board to
levy fee or other charges for registration of IPs, IPAs and IUs. The Insolvency and Bankruptcy Code (Second Amendment) Act, 2018
allowed the Board to levy fee or other charges for carrying out the purposes of this Code, including fee for registration and renewal of IPs,
IPAs and IUs, similar to the provisions in the SEBI Act, 1992, the IRDAI Act, 1999 or the PFRDA Act, 2013. In line with the aforesaid
and considering that the oversight of the Board over the IPs and IPEs have a direct substantial bearing on the regulatory expenses of the
Board, the IBBI amended the IP Regulations to levy a fee that is calculated on the basis of fee earned by the IPs and turnover achieved
by the IPEs to defray its own costs.
eligible for registration as an IP. In addition, an individual with to the IPE, and the fee payable to professionals engaged by
little or no experience shall also be eligible for registration as him to the IPA of which he is a professional member and the
an IP on successful completion of the GIP, as may be approved agency shall publish such disclosures on its website.
by IBBI. The IBBI amended the IP Regulations on 11th October, 2018 to
(d) As a condition of registration, an IP shall undergo continuing provide for the following:
professional education as may be required by IBBI. (a) An IP shall pay IBBI a fee calculated at the rate of 0.25 per
(e) An IP shall not outsource any of his duties and responsibilities cent of the professional fee earned for the services rendered
under the Code. by him in the preceding financial year, on or before 30th April
(f) An IP shall disclose the fee payable to him, the fee payable every year;
9
Roy, S & others (2019), ‘Building State capacity for regulation in India’ in Regulation in India: Design, Capacity, Performance, eds. D Kapur and M Khosla, Hart Publishing.
10
OECD (2014), The Governance of Regulators, OECD Best Practice Principles for Regulatory Policy, OECD Publishing, Paris.
11
Supreme Court (2001), BSE Brokers Forum Vs. SEBI (2001) 3 SCC 482.
12
Report of the Financial Sector Legislative Reforms Commission (2013), Volume I: Analysis and Recommendations.
13
Report of the Working Group on Building the Insolvency and Bankruptcy Board of India (2016).
(b) An eligible person seeking recognition as IPE shall pay company; (d) majority of capital contribution is made by IPs,
an application fee of Rs.50,000 along with the application for who are its partners, in case it is an LLP firm or a registered
recognition; partnership firm; (e) majority of its partners or directors, as the
(c) An IPE shall pay IBBI a fee calculated at the rate of 0.25 case may be, are IPs; (f) majority of its whole-time directors
per cent of the turnover from the services rendered by it in the are IPs, in case it is a company; and (g) none of its partners or
preceding financial year, on or before 30th April every year; directors is a partner or a director of another IPE. It amended
the IP Regulations on 11th October, 2018 to levy fee on IPEs.
(d) An IPE shall inform the IBBI, within seven days, when an
individual ceases to be or joins as its director or partner, as the INSOLVENCY PROFESSIONAL AGENCIES
case may be, along with a fee of Rs.2000; and
The insolvency profession has a two-tier regulatory architecture
(e) Delay in payment of fee by an IP or an IPE shall attract with IBBI as the principal regulator, and several IPAs as
a simple interest at the rate of 12 per cent per annum on the frontline regulators. The IPAs are market entities registered
amount of fee unpaid. with the IBBI, rendering regulatory or monitoring services,
Box 2 lists the rationale and background of this regulatory subject to the oversight of IBBI. They may be de-registered if
action. they are found lacking in their mandated role. They compete
with one another to provide better insolvency services.
Facilitation
IPA Regulations
It is the endeavor of the IBBI to facilitate IPs in discharge
of their duties. It promptly brings to the notice of the IPs, The IBBI (Insolvency Professional Agencies) Regulations,
developments in law and jurisprudence for their guidance. It 2016 (IPA Regulations) inter alia provide for the eligibility
issued a detailed facilitation communication on 29th June, 2018 norms to be registered with the IBBI as an IPA. A company
informing the IPs the circumstances when the AA has come registered under section 8 of the Companies Act, 2013 with
to their rescue and the options available to them in case of a minimum net worth of Rs. 10 crore and paid up capital of
difficulties. It reiterated that an IRP/RP is acting as an officer Rs. 5 crore is eligible to be an IPA. At least 51 per cent of the
of the court and any non-compliance being an officer as such share capital of the IPA must be held, directly or indirectly,
will attract contempt of court. Further, the Code read with the by persons resident in India. The IPA, its promoters, its
Regulations made thereunder has demarcated responsibilities directors and capitalist shareholders must be ‘fit-and-proper’
of an IP and of the CoC in the CIRP and assigned certain persons. The IBBI (Model Bye-Laws and Governing Board of
responsibilities to them jointly. The emerging jurisprudence Insolvency Professional Agencies) Regulations, 2016 (Bye-
is bringing further clarity on their respective roles in a CIRP. Laws Regulations) make it mandatory for an IPA to adopt bye-
To enable the IP and the CoC to have a complete and clear laws that are consistent with the Model Bye Laws made by
understanding of their roles and responsibilities in a CIRP, the IBBI. The number of independent directors shall not be less
IBBI, on 1st March, 2019, issued an indicative charter of their than the number of shareholder directors and not more than
responsibilities, prepared in consultation with the three IPAs. one-fourth of the directors should be IPs. IPAs are required
to have Membership Committee(s), a Monitoring Committee,
INSOLVENCY PROFESSIONAL ENTITIES Grievance Redressal Committee(s), and Disciplinary
Committee(s) (DC) for regulation and oversight of professional
IPE is an institutional arrangement which enables a few IPs
members. To facilitate monitoring of their performance,
to build organisational capacity to render support services to
compliance of statutory requirements, and in the interest of
them in case of any professional need subject to the condition
transparency and accountability, IBBI, in consultation with
that the IPE shall be jointly and severally liable for all acts of
them, has devised a format of Annual Compliance Certificate
omission or commission of its partners or directors as IPs. An
to be submitted to the IBBI and to be displayed on their website
IPE is neither enrolled as member of an IPA nor registered as
within 45 days of the closure of the financial year.
IP and it cannot act as IP under the Code. An LLP, a registered
partnership firm and a company is recognised as an IPE if a The IBBI amended Bye-Laws Regulations on 11th October,
majority of the partners of the LLP or registered partnership 2018, to provide for the following:
firm or a majority of the whole-time directors of the company (a) The Governing Board of an IPA shall consist of a managing
are registered as IPs under the Code. An IP may use the director, independent directors and shareholder directors.
organisational resources of a recognised IPE. The managing director shall not be considered either as an
The IP Regulations provide for recognition of IPEs. The IBBI independent director or shareholder director. An individual
amended the IP Regulations on 28th March, 2018, effective may serve as an independent director for a maximum of two
from 1st April, 2018, to provide that a company, a registered terms of three years each or part thereof, or up to the age of
partnership firm or an LLP shall be eligible for recognition as seventy years, whichever is earlier;
an IPE, if:- (a) its sole objective is to provide support services (b) An IPA shall, subject to the guidelines issued by IBBI
to IPs, who are its partners or directors, as the case may be; (b) from time to time, determine the qualification and experience,
it has a net worth of not less than one crore rupees; (c) majority manner of appointment, terms and conditions of appointment
of its shares is held by IPs, who are its directors, in case it is a and other procedural formalities associated with selection
and appointment of the managing director. The appointment, the paid-up equity share capital of an IPA. Further, the Central
renewal of appointment and termination of service of the Government, a State Government and statutory regulator may
managing director shall be subject to prior approval of IBBI; acquire or hold, directly or indirectly, up to 100 per cent of
and paid-up equity share capital of an IPA. The IPA, its promoters,
directors and shareholders need to be ‘fit-and-proper’ persons.
(c) The managing director shall be an ex-officio member of
Membership Committee, Monitoring Committee, Grievance IBBI meets the Managing Directors (MDs)/Chief Executive
Redressal Committee and DC. Officers (CEOs) of IPAs on the 7th of every month, in addition
to subject specific meetings, to share developments and
The IBBI amended IPA Regulations on 11th October, 2018 to
address difficulties encountered by them. IPAs are monitoring
provide that no person shall at any time, directly or indirectly,
the conduct and performance of their members and initiate
either individually or together with persons acting in concert,
appropriate action against their members who do not comply
acquire or hold more than 5 per cent of the paid-up equity share
with the provisions of the Code/ Regulations. They are also
capital in an IPA. However, certain entities, namely, a stock
undertaking various measures to build capacity of their
exchange, depository, banking company, insurance company,
members. Table 7 presents details of programmes organised
public financial institution and multilateral financial institution
by them in 2017-18. The details of different publications by
may, acquire or hold, directly or indirectly, either individually
IPAs for the benefit of their members are presented in Table 8.
or together with persons acting in concert, up to 15 per cent of
Table 7: Programmes conducted by IPAs in 2018-19
Programme No. of Programmes organised by No. of Beneficiaries

IPA ICAI ICSI IIP IIIP ICAI Total
Preparatory Course 04 Nil Nil 04 50
Pre-registration Course 16 16 786
Webinars 16 05 05 26 20620
Workshops 10 Nil 05 15 1350
Roundtables 20 06 04 30 2792
Seminars/Conferences 08 04 06 18 2234
Table 8: Details of Publications by IPAs in 2018-19
Sl. No. Nature of Publication Name of Publication Periodicity Month of Publication No. of Issues
IPA ICAI
1 e-journal The Insolvency Professional: Your Insight Journal Monthly October, November and December, 2018 03
2 Daily update IBC Au-Courant Daily September, 2018 onwards 150
ICSI IIP
1 Ready Reckoners Interim Resolution Professional Editions August, 2018 01
2 Practical Aspects of Insolvency Law Editions May, 2018, August, 2018 02
3 Insolvency and Bankruptcy Code, 2016 (With Rules Editions August, 2018, December, 2018, March, 2019 03
& Regulations)
4 Judicial / Regulatory Rulings for Stakeholders Editions January, 2019 01
5 Voluntary Liquidation Edition August, 2018 01
6 Knowledge Initiative Learning Curves Daily February, 2019 onwards 36
Knowledge Reponere Fortnightly/ monthly April, 2018 onwards 19
MCQ series (Limited Insolvency Examination) Editions February, 2018 January, 2019 02
7 Journal ICSI IIP Insolvency and Bankruptcy Journal Monthly From April, 2018 onwards 12
8 Research Legal framework of group insolvency One time March, 2019 01
IIIP ICAI
1 Newsletters Round up of news related to IBC Weekly January, 2019 onwards 11
2 Update on Judicial E-juris Half yearly October, 2018 01
Pronouncements
3 Books Judicial Pronouncement Under IBC, 2016: Series-1 One time July, 2018 01
4 Judicial Pronouncement Under IBC, 2016: Series-2 One time January, 2019 01
5 E-learning: An Online Limited Insolvency Examination Annual January, 2019 01
Platform
INFORMATION UTILITIES has caused the suffering to the aggrieved; details of suffering,
whether pecuniary or otherwise, the aggrieved has undergone;
Determining default is key to trigger the processes under how the conduct of the service provider has caused the suffering
the Code. It could be time consuming and potentially delay of the aggrieved; details of his efforts to get the grievance
the commencement of process. Proof of claims could slow redressed from the service provider; and how the grievance
down a process, after it is initiated. Having a system in may be redressed. It may file a complaint in the specified form
place, where the financial information relating to the debtor along with a fee of Rs. 2500. A complaint needs to state the
is stored, would greatly reduce the time for initiation and details of the alleged contravention of any provision of the
closure of processes. The Code envisages IUs to store financial Code, or rules, or regulations, or guidelines made thereunder or
information that helps to establish defaults as well as verify circulars or directions issued by the IBBI to a service provider
claims expeditiously and thereby facilitates completion of or its associated persons; details of alleged conduct or activity
processes under the Code in a time bound manner. The BLRC of the service provider or its associated persons, along with
envisaged a private competitive market for interoperable IUs, date and place of such conduct or activity, which contravenes
rather than a centralised depository with the State, to avoid the provision of the law; and details of evidence in support
market failure. To ensure that IUs capture the information of alleged contravention. If the complaint is not frivolous, the
necessary for the resolution of insolvency and bankruptcy, the fee is refunded. Where IBBI is of the opinion that prima facie
Code made data submission mandatory for FCs, and imposed there exists a case, it may order an inspection or investigation
an obligation on IUs to accept such data. To ensure accuracy or issue show cause notice, as may be warranted. The details
and preclude disputes, the Code mandated that such records of receipt and disposal of complaints have been presented in
be co-verified with all concerned parties. The Code stipulates Section D.
that the records of an IU may be accessed by an IP acting as
an IRP, RP, Liquidator or Bankruptcy Trustee in furtherance of INSPECTION AND INVESTIGATION
his functions under the Code. IUs are a novel creation and has
Inspections and investigations are standard mechanisms to
no parallel in any other jurisdiction.
verify facts as to compliance with applicable provisions of law.
IU Regulations Based on such verification, appropriate enforcement actions,
if required, are initiated. Since inspection and investigation
The IBBI (Information Utilities) Regulations, 2017 (IU
entail infringement of freedom of service providers besides
Regulations) provide a framework for registration and
imposing a cost on them and the outcome of such inspection
regulation of IUs. A public company with a minimum net worth
and investigation could be an enforcement action, there
of Rs.50 crore is eligible for registration as an IU. More than
should be clear governance principles to minimise the pains
half of its directors shall be independent directors. The IU, its
of inspection and investigation to concerned stakeholders and
promoters, its directors, its key managerial personnel (KMP),
also to avoid unwarranted enforcement actions, as required
and persons holding more than 5 per cent of its paid-up equity
under section 196(1)(m). The Board accordingly notified the
share capital or its total voting power, shall be fit and proper
IBBI (Inspection and Investigation) Regulations, 2017 on 14th
persons. Ordinarily, a person should not hold more than 10
June, 2017.
per cent of paid up equity share capital, while certain specified
persons may hold up to 25 per cent of paid up equity share These Regulations enable the Board to conduct inspection of
capital. However, to start with, a person may hold up to 51 per a certain number of service providers every year, in addition
cent or an Indian company meeting certain requirements may to inspection emanating from a complaint, grievance or any
hold up to 100 per cent, of paid-up equity share capital of an other input. For conducting an inspection, it needs to issue
IU, for up to three years from the date of registration, if the IU an order appointing an Inspecting Authority (IA) to conduct
is registered before 30th September, 2018. However, no IU has an inspection of records of a service provider for specified
so far been registered under this special dispensation. purposes. The order indicates the scope of inspection;
composition of IA; timelines for conducting the inspection;
The IBBI amended the IU Regulations on 11th October,
reporting of progress in inspection; submission of inspection
2018, to provide for matters, similar to those provided in the
report, etc. The Board and the IA make every effort to keep
amendment to the IBBI (Model Bye-Laws and Governing
the inspection confidential and to cause the least burden on,
Board of Insolvency Professional Agencies) Regulations, 2016,
or disruption to, the business of the service provider under
in respect of an IU. IPAs and IUs registered with IBBI, as on
inspection. The Regulations provide the manner of conduct
the date of the commencement of the amendment regulations,
of inspection and consideration of inspection report, including
are required to comply with the amended regulations, within
disposal of show cause notice wherever issued. The details of
one year.
inspections conducted by the Board is presented in Table 9.
GRIEVANCES AND COMPLAINTS
REGISTERED VALUERS
The IBBI notified the IBBI (Grievance and Complaint Handling
Procedure) Regulations, 2017 (Grievance Regulations) on 7th The parties usually exchange goods or services at a price
December, 2017. A stakeholder may file a grievance that shall discovered by the market. They, however, need a value for
state the details of the conduct of the service provider that exchange of goods or services for which either market does
Table 9: Inspections Conducted by the Board educational course conducted by the RVO, pass the examination
conducted by IBBI and subsequently, seek registration with
Year No. of Inspections
IBBI as a valuer. An entity (partnership firm and company) is
also eligible for registration as a valuer. The Valuation Rules
Ongoing at Inspections Inspections Ongoing at
beginning Ordered Closed the end
2016-17 NA NA NA NA also provide for valuation standards and Code of Conduct for
2017-18 0 2 0 2
valuers. The IBBI performs the functions of the Authority
2018-19 2 10 3 9
under the Valuation Rules. It recognises RVOs and registers
valuers and exercises oversight over them. It has published the
Total NA 12 3 NA
syllabus, format and frequency of the valuation examination
for all three Asset Classes, namely, (a) Land and Building, (b)
not exist, or market discovers a spurious price for a variety
Plant and Machinery, and (c) Securities or Financial Assets, in
of reasons. They may also need a value for reference or
consultation with the stakeholders. It conducts computer-based
comparison to enable them to take an informed decision such
online valuation examinations every day from several locations
as submitting or accepting a resolution plan in an insolvency
across the country for all three asset classes from 31st March,
proceeding. The purpose is defeated if the value is not authentic
2018. It has specified the details of educational course for the
and genuine. The stakeholders may unjustly liquidate a
three asset classes, which a member of an RVO is required to
company if they use an inflated reference value for comparison
complete before taking the valuation examination. While a few
with the value offered under resolution plans. Such decisions
universities offer specialised courses in valuation, the IBBI has
arising from use of inappropriate values, in addition to causing
made available a very detailed, world class study material for
unfair gain or loss to parties, has the potential to distort market
two asset classes, namely, (a) Land and Building and (b) Plant
and misallocate resources which may impinge upon economic
and Machinery , prepared by the Centre for Valuation Studies,
growth in a market economy. This calls for institutionalisation
Research and Training Association (CVSRTA), on its website
of valuation profession.
for free download by users.
Valuation profession has a long history in India. Different
In accordance with these Rules, the Central Government
statutes - banking, securities, tax, company, insolvency -
constituted the Committee to advise on valuation matters
require valuation for a variety of purposes. Each statute, acting
on 23rd April, 2018 under the Chairpersonship of Dr. R.
as a separate island, focusses on what needs to be valued, who
Narayanaswamy, Professor of Finance & Accounting, Indian
can render valuation services and the manner of such valuation.
Institute of Management (IIM), Bangalore. The Rules require
Several self-regulating organisations have generally tried to
the Central Government to notify and modify (from time to
build expertise to meet the needs of users. Each of these in
time) the valuation standards (Box 3) on the recommendations
isolation, separately promote the interests of their respective
of the Committee. The IBBI, being the ‘Authority’ under the
members. Such islands in both sides of demand and supply,
Rules, commenced registration of RVs. The then Hon’ble
most of which are too small and lack capacity and motivation,
Minister of State for Law & Justice and Corporate Affairs, Mr.
have not engendered holistic development of the profession.
P. P. Chaudhary gave away registration certificates to the first
Since anyone and everyone could join an island, the academic
set of 16 RVs on 19th July, 2018, marking the birth of a very
interest in the profession is limited. Despite these limitations,
important profession. Table 10 chronicles the development of
the valuation profession has developed as an independent
valuation profession.
multi-disciplinary profession. The Companies (Registered
Valuers and Valuation) Rules, 2017 (Valuation Rules) provides
a unified institutional framework for development and
regulation of valuation profession, though its remit is limited
to valuations required under the Code and the Companies Act,
2013. The Central Government amended the Valuation Rules
thrice during 2018-19, on 13th June, 2018, 25th September, 2018
and 13th November, 2018 to provide various clarifications,
streamline qualification and experience requirements for
registration as RV, and mandate valuations from 1st February,
2019 to be conducted by RVs only. The IBBI directed that with
effect from 1st February, 2019, no IP shall appoint a person
other than an RV to conduct any valuation under the Code
or any of the regulations made thereunder. This framework
under Valuation Rules, however, does not affect the conduct of
valuations under any other law than the Companies Act, 2013
and the Code.
The Valuation Rules broadly follows the model of insolvency
profession. An individual having specified qualification Distribution of Certificates to RVs by the then Hon’ble Minister of State for Law &
and experience needs to enrol with an RVO, complete the
Justice and Corporate Affairs, Mr. P. P. Chaudhary, 19th July, 2018
Table 10: Development of Valuation Profession
Date Event
29.11.13 The Companies Act, 2013 enacted. Section 247 thereof provided for RVs.
28.05.16 The Insolvency and Bankruptcy Code, 2016 enacted. Section 59 required a valuation report prepared by an RV in case of voluntary liquidation.
30.11.16 The IBBI (Insolvency Resolution Process for Corporate Persons), 2016 provided for valuations by RVs.
26.05.17 Draft Companies (Registered Valuers and Valuation) Rules, 2017 issued for public comments .
18.10.17 Section 247 of the Companies Act, 2013 came into force.
The Companies (Registered Valuers and Valuation) Rules, 2017 notified.
23.10.17 The Companies (Removal of Difficulties) Second Order, 2017 issued to provide for RVOs.
Powers and functions under section 247 of the Companies Act, 2013 delegated to IBBI.
27.12.17 Two RVOs, namely, Institution of Estate Managers and Appraisers, and IoV Registered Valuers Foundation, recognized.
31.03.18 Valuation Examinations for all three asset classes, namely, Plant & Machinery, Land & Building, Securities or Financial assets, commenced.
23.04.18 Committee to Advise on Valuation Matters constituted.
19.07.18 First set of 16 RVs granted registration.
18.12.18 Study Material for Asset Class ‘Plant & Machinery’ prepared by CVSRTA made available.
01.02.19 Valuations under the Companies Act, 2013 and the IBC mandatorily to be conducted by RVs from this date.
26.02.19 Study Material for Asset Class ‘Land & Building prepared by CVSRTA made available.
REGISTERED VALUERS ORGANISATIONS order objective is “promoting entrepreneurship, availability of

credit and balancing the interests”. This order of objective is
RVOs act as frontline regulator for RVs. They provide an sacrosanct.” The primary objective is resolution to maximise
institutional arrangement for the oversight, development and the value of the assets of persons in distress. The Code
regulation of RVs. They grant membership to valuers who recognises that a going concern has a higher value than the
comply with the eligibility requirements provided in the sum of its parts. It looks upon business failure as a normal
Valuation Rules, conduct an educational course in valuation and legitimate part of the functioning of a market economy.
and provide training for the individual members before a When businesses fail, the best outcome for society is to have
Certificate of Practice (CoP) is issued. They also lay down a rapid re-negotiation between the financiers, to finance the
standards of professional conduct and monitor their members going concern using a new arrangement of liabilities, may
for adherence to standards. They may take appropriate action be with a new management team. If this cannot be done, the
to ensure that compliance with the Valuation Rules are strictly best outcome for the society is rapid liquidation. When such
adhered to by their members. arrangements can be put into place, the market process drives
creative destruction efficiently.
C.2: PROCESSES
As the Code, and the CIRP Regulations were put to work and
The IBBI is a unique regulator which regulates service thousands of CIRPs commenced, certain deficiencies came
providers as well as processes. While it has regulatory to fore, which were addressed quickly, through legislative
oversight over service providers in the insolvency resolution amendment, court rulings and subordinate legislations. Table
space, it also writes and enforces rules for processes, namely, 11 presents various amendments in the CIRP Regulations in
corporate insolvency resolution, corporate liquidation, 2018-19 and the rationale for the same.
individual insolvency resolution and individual bankruptcy
under the Code. FAST TRACK CORPORATE INSOLVENCY
CORPORATE INSOLVENCY RESOLUTION RESOLUTION PROCESS
PROCESS While it is likely that the creditors and debtors themselves
chose to wind down negotiations in a shorter period than the
As regards the objectives of the Code, the National Company
default maximum period allowed, the BLRC was of the view
Law Appellate Tribunal (NCLAT) observed in Binani
that there is merit in creating explicit provisions for cases
Industries Limited Vs. Bank of Baroda & Ors.14: “The objective
where the CIRP is to be necessarily carried out in shorter
of the ‘I&B Code’ is Resolution. The Purpose of Resolution
time periods than the most complex case. These cases could
is for maximisation of value of assets of the ‘Corporate
be carried out under a Fast-track CIRP process. Keeping with
Debtor’ and thereby for all creditors. It is not maximisation
these recommendations, sections 55 to 58 of the Code, which
of value for a ‘stakeholder’ or ‘a set of stakeholders’ such as
relate to fast track process apply to such CDs with assets and
Creditors and to promote entrepreneurship, availability of
income below a certain threshold or such class of creditors or
credit and balance the interests. The first order objective is
such amount of debt or such categories of corporate persons,
“resolution”. The second order objective is “maximisation
as may be notified by Central Government. The MCA has
of value of assets” of the ‘Corporate Debtor’ and the third
notified the categories of CDs for this process. The IBBI (Fast
14
CA (AT) (Insolvency) No. 82 of 2018
Box 3: Valuation Standards

A valuer uses technical tools and professional judgment to estimate the value of an asset (or a liability). While he has the freedom to
use the best available tools and apply his wisdom, the value estimated by him must be understood by stakeholders uniformly and be
comparable across assets, time and space so that prudent business decisions can be taken, based on such valuations. If every valuer gives
a different value by using different approaches in the same circumstance, a customer may be worse off with a valuation and the valuer,
who has arrived at the right valuation, may find it difficult to defend his position. The market may question the ability of the valuers and
the integrity of the valuation process. Accountability and liability of the valuers may be severely restricted. Such a situation is not in the
interest of the market where various crucial economic and commercial decisions are taken based on the valuation reports. This requires
the valuers to use uniform assumptions, principles, methodologies and practices to carry out valuations of assets to reduce the scope of
deviations between the valuation reports of different valuers and to endorse credibility, consistency, and comparability of valuations.
Emphasis on valuation standards assumed greater prominence in the last quarter of the 20th century as a result of the financial collapses
which was traced to property related valuations /transactions. The concern to avoid such collapses led to the emergence of valuation
standards, first on a national and then on an international level.15 The Royal Institution of Chartered Surveyors (RICS) responded to the
1970s property crash in the UK by publishing the Red Book, setting out standards of valuation and professional conduct expected of
valuers, while the Federal Government in the USA responded to the “savings and loan” crisis of the late-1980s by insisting on uniform
appraisal standards and the licensing of valuers in each State.
Two sets of standards, namely, International Valuation Standards (IVS) issued by the International Valuation Standards Council, and the
RICS Red Book are widely adopted by valuers. In addition, in some geographies, the Valuation Professional Organisations prescribe
standards for their members. Several countries have also prescribed their own valuation standards, such as US (Uniform Standards of
Professional Appraisal Practice), Malaysia (Malaysian Valuation Standards), Australia and New Zealand (Australia and New Zealand
Valuation and Property Standards), etc. However, in recent years it has been seen that countries are either moving towards IVS or
intending to do so.
IVS comprises five ‘General Standards’ and six ‘Asset-specific Standards’. The General Standards contain standards applicable to
valuation of all asset classes, covering scope of work, investigations and compliance, bases of value, valuation approaches and methods,
and reporting. The Asset-specific Standards include requirements related to specific types of asset valuation, including background
information on the characteristics of each asset type that influence value and additional asset-specific requirements regarding common
valuation approaches and methods used. These cover businesses and business interests, intangible assets, plant and equipment, real
property interests, development property and financial instruments. IVS allows flexibility to meet national requirements. Reportedly,
some countries have adopted IVS as national standards, and some have adopted IVS with amendments to meet the requirements of
national legislations. Professional organisations have adopted parts or all IVS for their members in many countries.
RICS Red Book adopts and applies IVS. The standards take three forms: (a) professional standards centred around ethics and conduct, (b)
technical standards centred on common definitions and conventions, (c) performance or delivery standards centred on rigour in analysis
and objectivity of judgement. RICS also allows departures to meet local statutory or regulatory requirements. Red Book with departures is
called National Association Valuation Standards, which have been published in some countries. ‘RICS Valuation Standards – Global and
India’, issued in May, 2011 provides four India-specific guidance notes: (a) valuation for financial statements, (b) valuation for secured
lending, (c) development land in India, and (d) valuation for tax purposes in India. It is understood that RICS is working on a national
supplement to Red Book for India for valuations undertaken subject to Indian jurisdiction.
The Valuation Rules mandate that an RV shall, while conducting a valuation, comply with the valuation standards as notified or modified
by the Central Government. Until the valuation standards are notified or modified by the Central Government, a valuer shall make
valuations as per (a) internationally accepted valuation standards; (b) valuation standards adopted by any RVO. Rule 18 of the Valuation
Rules enable the Central Government to notify and modify, from time to time, the valuation standards based on the recommendations of
a Committee to advise on valuation matters.
Table 11: Amendments to CIRP Regulations in 2018-19
Date of Amendment
Notification
04.07.18 Authorised Representatives: The amendment requires that wherever the CD has classes of creditors having at least ten creditors in the class, the IRP shall offer a
choice of three IPs in the public announcement to act as the AR of creditors in each class. An FC in a class may indicate its choice of an IP, from amongst the three
choices provided by the IRP, to act as its AR. The IP, who is the choice of the highest number of creditors in the class, shall be appointed as the AR of the FCs of the
respective class. This facilitates representation of FCs in class in the meetings of the CoC.
Withdrawal of Application: The amendment provides manner of withdrawal (for closure of CIRP). An application for withdrawal may be submitted to the IRP or the
RP, as the case may be, before issue of invitation for Expression of Interest (EoI), along with a bank guarantee towards estimated cost incurred for certain purposes
under the process. The CoC shall consider the application within seven days of its constitution or seven days of receipt of the application, whichever is later. If the
application is approved by the CoC with 90 per cent voting share, the RP shall submit the application to the AA on behalf of the applicant, within three days of such
approval.
Rate of Interest: Where rate of interest has not been agreed to between the parties in case of creditors in a class, the voting share of such a creditor shall be in
proportion to the financial debt that includes an interest at the rate of eight per cent per annum. This facilitates determination of voting power of FCs in class.
IRP to act as RP: Where the appointment of RP is delayed, the IRP shall perform the functions of the RP from the 40th day of the ICD till a RP is appointed. This ensures
the uninterrupted process even if the appointment of RP is delayed.
15
Gilbertson, Barry & Duncan Preston (2005), “A vision for valuation”, Journal of Property Investment & Finance, Vol. 23 No. 2.
Voting Window: A meeting of the CoC shall be called by giving not less than five days’ notice in writing to every participant. The CoC may, however, reduce the
notice period from five days to such other period of not less than 48 hours where there is any AR and to 24 hours in all other cases. The AR shall circulate the agenda
to creditors in a class and announce the voting window at least 24 hours before the window opens for voting instructions and keep the voting window open for at
least 12 hours.
Preferential Transactions: The RP shall form an opinion whether the CD has been subjected to certain transactions (preferential, undervalued, extortionate or
fraudulent transactions) by 75th day and make a determination of the same by 115th day of the ICD. Where the RP makes such a determination, he shall apply to the
AA for appropriate relief before 135th day of the ICD. This helps in retrieval of lost value quickly (Box 4).
Guidelines on EoI: The RP shall publish an invitation for EoI by the 75th day from the ICD. The invitation shall specify the criteria, ineligibility, the last date for
submission of EoI and other details and shall not require payment of non-refundable deposit. Any EoI received after the specified time shall be rejected. The RP shall
conduct due diligence based on material on record and issue a provisional list of prospective RAs within 10 days of the last date of submission of EoI. On considering
objections to the provisional list, the RP shall issue the final list of prospective RAs, within 10 days of the last date for receipt of objections. This brings process
certainty.
Guidelines on Information Memorandum: The RP shall issue the IM, the evaluation matrix and the request for resolution plans (RFRP), within five days of issue
of the provisional list to the prospective RAs and allow at least 30 days for submission of resolution plans. The RFRP shall detail each step in the process, and the
manner and purposes of interaction between the RP and the prospective RA, along with corresponding timelines. The resolution plan needs to demonstrate that (a)
it addresses the cause of default; (b) it is feasible and viable; (c) it has provisions for its effective implementation; (d) it has provisions for approvals required and the
timeline for the same; and (e) the RA has the capability to implement the resolution plan. This brings process certainty and ensures effective insolvency resolution.
Model Timeline: The amendments provide for a model timeline of the CIRP assuming that the IRP is appointed on the date of commencement of the process and the
time available is 180 days. This provides the IP guidance to meet the timelines while conducting the CIRP.
05.10.18 Voting Window: The CIRP Regulations earlier required the RP to circulate minutes of the meeting by electronic means to all members of the CoC within 48 hours of
the conclusion of the meeting and to seek a vote of the members who did not vote at the meeting. The amendment now requires the RP to circulate the minutes of
the meeting by electronic means to ARs also. The AR shall circulate minutes of the meetings received from RP to FCs in a class. He shall announce the voting window
at least 24 hours before the window opens for voting instructions and keep it open for at least 12 hours. He shall exercise votes either by electronic means or through
electronic voting system as per the voting instructions received by him from FCs in the class, pursuant to circulation of minutes. This enables an FC in a class, who
could not vote on a matter in the meeting, to vote after minutes of the meeting are circulated.
Payment to OCs: The Regulations earlier provided payment of liquidation value to OCs and dissenting FCs in priority. While deleting reference to FCs, the amendment
provides that the amount due to OCs under a resolution plan shall be paid in priority over FCs. Since FCs are decision makers, the amendment enables them to decide
the amount and manner of payment to FCs.
Preservation of Records: The RP shall preserve the physical and electronic copy of the records relating to CIRP as per the record retention schedule devised by the
IBBI.
24.01.19 Implementation of Resolution Plan: This amendment discourages persons, other than genuine, capable and credible RAs, to submit resolution plans, to ensure
that a resolution plan, once approved, must be implemented. It mandates the RFRP to require the RA in case its resolution plan is approved by the CoC, to submit
a performance security. The resolution plan shall include a statement as to whether the RA or any of its related parties has failed to implement or contributed to the
failure of implementation of any resolution plan approved by the AA under the Code at any time in the past. The RP shall attach the evidence of receipt of performance
security while submitting the resolution plan to the AA for the approval. The performance security shall be forfeited if the RA, after the approval of the plan by the AA,
fails to implement or contributes to the failure of implementation of the plan. A creditor who is aggrieved by the non-implementation of a resolution plan approved
by the AA, may apply to the AA for appropriate directions.
Track Insolvency Resolution Process for Corporate Persons) verification of claims of stakeholders, reports and registers
Regulations, 2017 (Fast Track Regulations) lay down the to be maintained, preserved and submitted by the liquidator,
process from initiation of insolvency resolution of eligible the manner of realisation of assets and security interest, and
CDs till its conclusion with approval of the resolution plan by distribution of proceeds to stakeholders. They further provide
the AA under a fast track process. that a liquidator should ordinarily sell the assets through public
auctions. He may sell the assets through private sale only when
CORPORATE LIQUIDATION the asset is perishable; the asset is likely to deteriorate in value
An order for liquidation may be passed following a CIRP of significantly if not sold immediately or the asset is sold at a
the CD in four circumstances: price higher than the reserve price of a failed auction. He may
sell an asset on standalone basis, or assets in a slump sale,
(a) the AA rejects resolution plan, which has been submitted assets in parcels or a set of assets collectively, or sell the CD
by RP for approval, for non-compliance with the specified as a going concern.
requirements;
The IBBI amended Liquidation Regulations on 22nd October,
(b) the AA does not receive a resolution plan approved by the 2018 to enable a liquidator to sell the business of the CD as a
CoC within time permissible for completion of the CIRP; going concern subject to security interest on the assets of CD.
(c) the CoC has decided with required majority, at any time These provide that where valuation has been conducted during
during CIRP period, to liquidate the CD and the RP has CIRP, the liquidator shall consider such valuations. Otherwise,
intimated the same to the AA; or the liquidator shall within seven days of the liquidation
commencement date, appoint two RVs to determine the
(d) where an application has been made by any person other
realisable value of the assets or businesses of the CD.
than the CD to AA for a liquidation order on the ground that
the approved resolution plan has been contravened by the VOLUNTARY LIQUIDATION
concerned CD.
Section 59 of the Code provides that a corporate person who
The IBBI (Liquidation Process) Regulations, 2016 (Liquidation intends to liquidate itself voluntarily and has not committed
Regulations), inter alia, provide for the details of activities any default may initiate voluntary liquidation proceedings
from issue of liquidation order under section 33 of the Code under the provisions of Chapter V of the Code. The IBBI
to dissolution order under section 54. The Regulations specify (Voluntary Liquidation Process) Regulations, 2017 (Voluntary
the manner and content of public announcement, receipt and Liquidation Regulations) provide the process from initiation
Box 4: Vulnerable Transactions

Firms often alienate assets. They do it for a fair consideration, sometimes gratuitously or at times to favour someone at the cost of another.
Insolvency law frowns on such alienations made prior to the filing of the insolvency application, if it vitiates the sanctity of equitable
distribution (pari passu treatment of the creditors of the same class) and maximisation of the value of the assets of a CD for the benefit of
all the stakeholders in an insolvency proceeding. Such alienations, which vitiate an insolvency proceeding, are called by different names:
vulnerable, avoidance, irregular, or fraudulent transactions.
The BLRC noted that such alienation could be fraudulent transfers, or fraudulently preferring a certain creditor or class of creditors over
others. It recommended that all transactions up to a certain period of time prior to the application for CIRP (look back period) should
be scrutinised for any evidence of such transactions. It further recommended that there should be stricter scrutiny for transactions of
fraudulent preference or transfer to related parties, for which the ‘look back period’ should be longer.
UNCITRAL Legislative Guide elaborates the rationale16. Insolvency proceedings (both liquidation and reorganisation) may commence
long after a debtor first becomes aware that such an outcome cannot be avoided. In that intervening period, there may be significant
opportunities for the debtor to attempt to hide assets from creditors, incur artificial liabilities, make donations or gifts to relatives and
friends or pay certain creditors to the exclusion of others. There may also be opportunities for creditors to initiate strategic action to
place themselves in an advantageous position. The result of such activities, in terms of the eventual insolvency proceedings, generally
disadvantages ordinary unsecured creditors who were not party to such actions and do not have the protection of a security interest. The
Guide envisages avoidance proceedings to target and reverse the effect of the vulnerable transactions. The US Bankruptcy Code provide
that a bankruptcy trustee may apply to set aside ‘any transfer of an interest of the debtor in property’ which was (a) made to or for the
benefit of a creditor (b) made on account of an antecedent debt (c) made while the debtor was insolvent (d) made within 90 days before
the filing of a bankruptcy petition or within one year if made to an ‘insider’; and enabled the creditor to receive more than it would have
received in liquidation.17
The Code has identified four kinds of transactions, which vitiate an insolvency proceeding. These are: Preferential transactions,
Undervalued transactions, Fraudulent transactions and Extortionate credit transactions. These four kinds are not water-tight compartments:
a transaction could be simultaneously fraudulent as well as undervalued; it could be preferential, undervalued, fraudulent and extortionate
all at once. The Code mandates the RP or Liquidator to apply to the AA if it appears that certain transactions have been preferred over
others [undue favour to a creditor which unfavourably affects the collective interest of other creditor], or are undervalued, in the sense that
the debtor makes a gratuitous transfer of one or more assets for an insignificant consideration or are extortionate credit transaction or are of
a fraudulent nature, to set aside a transaction made within a relevant time/ period. The effect of the application is that the transactions are
declared void, status quo established, and the effects are overturned. The relevant time for preferential transaction is two years preceding
the ICD, if it is made in favour of a related party and one year if it is made to a person other than a related party. Section 5(24) of the Code
provides a list of people who are construed as ‘related party’ for the purposes of the Code.
The provisions for avoidance of transactions make sure that the transactions, which have no commercial purpose otherwise, and have
been undertaken only to benefit some creditors or to hamper the process of insolvency or liquidation, are set aside. The provisions help to
correct the financial situation when a certain transfer of property is made merely to keep the property away from the pool of assets to be
divided among the creditors. However, the principles of avoidance are to be exercised diligently so that valid transactions undertaken in
the ordinary course of business or which creates a security interest in the property acquired by the CD are not reversed.
of voluntary liquidation of a corporate person - companies, INDIVIDUAL INSOLVENCY RESOLUTION AND

LLPs and any other persons incorporated with limited liability BANKRUPTCY
- till its dissolution. If the liquidator is of the opinion that the
liquidation is being done to defraud a person or the corporate The provisions relating to insolvency resolution and bankruptcy
person will not be able to pay its debts in full from the for individuals and partnership firms, as contained in Part III of
proceeds of assets to be sold in the liquidation, he shall make the Code have not yet been brought into force. In accordance
an application to the AA to suspend the process of liquidation with the Statement of Objects and Reasons appended to
and pass any such orders as it deems fit. the IBC (Amendment) Act, 2018, in the first phase, these
provisions will be made applicable to PGs of CDs who may
The IBBI amended the Voluntary Liquidation Regulations on be individuals. Later, these will be made applicable to other
15th January, 2019. Regulation 6 provides that an IP shall be individuals and then to partnership firms in stages.
eligible to be appointed as a Liquidator, if he, and every partner
or director of the IPE of which he is a partner or director is The matter of individual insolvency and bankruptcy
independent of CD. The amendment clarifies that a person is a complex and challenging issue all over the world.
shall be considered independent of the CD if he has not been Implementation of the provisions of the Code dealing with
an employee or proprietor or partner of a firm of auditors or insolvency and bankruptcy of partnership and proprietorship
secretarial auditors. It also clarifies that the stakeholders are firms and other individuals will impact a large population of
required to submit proof of claims on or before 30th day from the country. A deeper understanding is required of the nature
the liquidation commencement date. and composition of credit extended by financial institutions
16
Clause 148 of Chapter F of Section II of Part two of the Legislative Guide on Insolvency Law.
17
Section 547 (b) of the US Bankruptcy Code.
and other lenders to partnership and proprietorship firms, and Chairperson, Whole-Time Members (WTMs) and senior
the issues faced by such firms. officers of IBBI participated in different capacities (faculty,
panellist, speaker, guest of honour, chief guest, etc.) in 126
C.3 ADVOCACY AND AWARENESS events (seminar, conference, roundtable, study circles,
While the Government and regulators may frame policy or workshop, etc.) on insolvency and bankruptcy, organised by a
provide the legal framework for certain transactions in the host of institutions across the country, as presented in Table 12.
economy, it is important that these are made known to the
stakeholders and their feedback obtained to further refine the Table 12: Participation in Advocacy Events in 2018-19
policy or legal framework. In the initial days of any reform, Name and Position No. of Events
such engagement is extremely important to carry the message 2016-17 2017-18 2018-19
of policy and regulations to stakeholders and make them Dr. M. S. Sahoo, Chairperson 45 83 86
aware of the possible uses and manner of use. Advocacy Mrs. Suman Saxena, WTM 0 9 0
thus, assumes importance to promote or reinforce a change in
Dr. Navrang Saini, WTM 0 13 14
policy or legislation. This also serves as a manner of gaining
Dr. Mukulita Vijayawargiya, WTM NA 20 14
support of the stakeholders for such changes. In the context of
insolvency reforms, the stakeholders need to be familiar with
Other Officers 0 9 12
the Code, regulatory framework and ecosystem, all of which Total 45 134 126
are new in the Indian context. The details of these events are presented in Table 13.
Table 13: Details of Advocacy Events in 2018-19
Sl.No. Date Venue Organiser Event Subject Participation by

1 10.04.18 New Delhi AIIPA Conference IBC Dr. Saini, WTM
2 15.04.18 Mumbai NISM Award Function Financial Literacy Chairperson
3 20.04.18 Chennai IBBI IP Workshop CIRP Chairperson
4 20.04.18 Chennai AKM & Associates Launch of Portal Emerging Jurisprudence under IBC Chairperson
5 21.04.18 Chennai IIBF Workshop IBC Chairperson
6 27.04.18 Mumbai (Video) IGIDR Workshop Insolvency and Bankruptcy Reforms Chairperson
7 04.05.18 Bhopal NJA Session IBC-2016: An Overview Chairperson
8 06.05.18 Bhubaneswar NSDC Skill Conclave Skill for Insolvency and Bankruptcy Chairperson
9 08.05.18 New Delhi ASSOCHAM Roundtable IBC Chairperson
10 17.05.18 Mumbai SEPC & CII Seminar Indian Banking System: The Road Ahead Dr. Vijayawargiya, WTM
11 18.05.18 Mumbai ICSI Conference Emerging Practices-IBC, Valuation and RERA Dr. Suri, ED
12 19.05.18 New Delhi IoV RVF Seminar Valuation: Emerging Challenges Chairperson
13 25.05.18 Mumbai FICCI Conference Resolution of Stressed Assets Chairperson
14 25.05.18 New Delhi IMF & IICA Workshop IBC Jurisprudence Dr. Vijayawargiya, WTM
15 26.05.18 Mumbai IBBI IP Conclave Building the Institution of IPs Chairperson
16 27.05.18 New Delhi ICMAI RVO Educational Course Building Capacity of Valuers Chairperson
17 28.05.18 Noida IPAs Educational Course Building Capacity of IPs Chairperson
18 08.06.18 Hyderabad IBBI Roundtable IBC and CIRP and Ordinance Chairperson
19 09.06.18 Kolkata CII Seminar IBC Chairperson
20 09.06.18 Kolkata IIV-RVO Educational Course Valuation Profession: Challenges Chairperson
21 09.06.18 Kolkata ICC Roundtable IBC and CIRP and Ordinance Chairperson
22 11.06.18 New Delhi IPAs & IBBI Roundtable IBC and CIRP and Ordinance Chairperson
23 14.06.18 Mumbai IPAs & Ors. Roundtable IBC and CIRP and Ordinance Chairperson
24 19.06.18 New Delhi NSDA Meeting Insolvency and Bankruptcy Associate Dr. Saini, WTM
25 26.06.18 New Delhi GRR Award Ceremony The Most Improved Jurisdiction Chairperson & Ors.
26 29.06.18 New Delhi ICAI Conference Insolvency, Restructuring and Valuation Dr. Vijayawargiya, WTM
27 29.06.18 Bengaluru IBBI IP Workshop IBC Mr. Kumar, ED
28 04.07.18 Mumbai SBI Conclave IBC: Experience So Far & Way Forward Chairperson
29 10.07.18 New Delhi IEG Session Economic Reforms Chairperson
30 10.07.18 New Delhi MSDE Launch Ceremony Insolvency Associates Chairperson
31 12.07.18 Mumbai IIIP ICAI & Ors. Roundtable Cross Border Insolvency Dr. Saini, WTM
32 17.07.18 New Delhi SIPI Roundtable Cross Border Insolvency Dr. Vijayawargiya, WTM
33 21.07.18 New Delhi ICAI Conclave IBC Chairperson
34 23.07.18 Singapore TLSS Conference Role of Regulators in Cross Border Insolvency Chairperson
35 27.07.18 Kolkata ICSI IIP Roundtable Cross Border Insolvency Dr. Saini, WTM
36 03.08.18 New Delhi IGIDR & IBBI Conference Insolvency and Bankruptcy Reforms Chairperson
37 11.08.18 Mumbai ICAI Conclave IBC Dr. Saini, WTM
38 12.08.18 Goa PVAI RVO Educational Course Building Capacity of Valuers Chairperson
39 18.08.18 Mumbai CII Conference IBC: Learning, Challenges and Way Forward Chairperson
40 21.08.18 New Delhi ICSI IIP Webinar Disclosures on Costs and Relationships Chairperson
41 24.08.18 New Delhi BFSI SSC & Ors. Refresher Programme Refresher programme for IPs under PMKVY Chairperson
42 25.08.18 Bangalore CII Conference IBC Chairperson
43 27.08.18 New Delhi MoL&J Session IBC Chairperson
44 05.09.18 New Delhi IMA India Forum IBC for CFOs Chairperson
45 07.09.18 Hyderabad IBBI IP Workshop IBC Mr. Kumar, ED
46 11.09.18 Mumbai SBI Seminar IBC Chairperson
47 11.09.18 Mumbai FICCI Conference IBC Chairperson
48 14.09.18 New Delhi IPAs Webinar Disclosures on Costs and Relationships Chairperson
49 15.09.18 Bhubaneswar Govt. of Odisha Conference Insolvency and Bankruptcy: Code Chairperson
Demystified
50 17.09.18 Bangkok World Bank Forum Forum for Asian Insolvency Reform Dr. Saini, WTM
51 24.09.18 London High Commission of India Seminar Distressed Assets Market in India Chairperson
52 25.09.18 London Session Regulatory Framework for Insolvency Chairperson
53 30.09.18 Dehradun UPES Insolvency Moot Insolvency Law Moot Court Competition Dr. Suri, ED
54 01.10.18 New Delhi IBBI Annual Day Annual Day Chairperson & Ors.
55 08.10.18 Manesar IICA Address Induction Programme for Grade ‘A’ Officers Chairperson
of IBBI
56 15.10.18 Mauritius IAIR Conference Insolvency Trends and Developments Mr. Kumar, ED
57 18.10.18 New Delhi IIIP ICAI Webinar Role of CoC Chairperson
58 24.10.18 Mumbai CRISIL Panel Expanding India’s Corporate Bond Market Dr. Saini, WTM
59 30.10.18 New Delhi IBBI Roundtable CIRP and PFUE Transactions Chairperson
60 02.11.18 Kolkata IPA of ICAI Roundtable IBC and CIRP Dr. Saini, WTM
61 03.11.18 Kolkata IPA of ICAI Conference IBC Dr. Saini, WTM
62 03.11.18 Kolkata MCCI Roundtable IBC Dr. Saini, WTM
63 03.11.18 Mumbai IBBI & SBI Roundtable Liquidation and PFUE Transactions Chairperson
64 03.11.18 Mumbai IBBI & SBI Roundtable CIRP and PFUE Transactions Chairperson
65 09.11.18 Kolkata IIIP ICAI Roundtable CIRP and PFUE Transactions Chairperson
66 09.11.18 Kolkata IPA of ICAI Roundtable Individual Bankruptcy Regulations Chairperson
67 10.11.18 Kolkata IIIP ICAI Seminar Emerging Landscape of IBC Chairperson
68 10.11.18 Kolkata IIIP ICAI Session Implementation of Corporate Insolvency Chairperson
69 12.11.18 New Delhi IICA Roundtable Insolvency Academic Forum Chairperson & Ors.
70 12.11.18 New Delhi INSOL Conference IBC: Learning and Road Ahead Chairperson
71 13.11.18 New Delhi INSOL Panel Regulatory Architecture Chairperson
72 14.11.18 New Delhi NLUD Practicum Corporate Insolvency: Training of Trainers Chairperson
73 17.11.18 New Delhi NLUD & Ors. Insolvency Moot CIRP and Liquidation Chairperson
74 24.11.18 New Delhi FICCI Conference IBC Chairperson
75 26.11.18 New Delhi Penguin Book Release Economic Reforms Chairperson
76 30.11.18 Chandigarh IBBI Workshop IBC Workshop Dr. Saini, WTM & Ors.
77 01.12.18 Hyderabad IBBI IP Conclave Capacity Building for IPs Chairperson
78 05.12.18 New York CGI and FICCI Conference IBC: A New Paradigm for Stressed Assets Chairperson
79 05.12.18 New York CGI and FICCI Panel Decoding IBC Chairperson
80 05.12.18 New York CGI and FICCI Roundtable Investment Opportunities in Stressed Assets Chairperson
81 05.12.18 New York SBI Talk IBC and Economic Reforms Chairperson
82 07.12.18 Toronto CGI and FICCI Roundtable Stressed Assets Investment Opportunities Chairperson
in India
83 07.12.18 Mumbai ASSOCHAM Conference Indian Valuation System: The way forward Dr. Vijayawargiya, WTM
84 14.12.18 Guwahati IBBI Awareness IBC Awareness Mr. Kumar, ED
85 14.12.18 New Delhi Private Sponsor Book Release Pioneer – A Journey of an IP Dr. Vijayawargiya, WTM
86 15.12.18 Shillong IBBI Awareness IBC Awareness Mr. Kumar, ED
87 18.12.18 New Delhi Vidhi Conference IBC: A Roadmap for the next Two Years Chairperson
88 21.12.18 Pune IBBI IP Workshop IBC Dr. Vijayawargiya, WTM

89 08.01.19 Pune IPAs & IBBI National Conclave Corporate Insolvency & Valuation Dr. Saini, WTM
90 14.01.19 New Delhi ICSI IIP Webinar Judicial/Regulatory Interpretations under IBC Chairperson
91 17.01.19 Mumbai (Video) CBS Symposium Insolvency and Bankruptcy Reforms Chairperson
92 19.01.19 Hyderabad SIPI Roundtable Going Concern Sale and Group Insolvency Chairperson
93 19.01.19 Vadodara IPAs & IBBI Awareness Insolvency & Bankruptcy Code, 2016 Mr. Dhariwal, CGM
94 23.01.19 New Delhi ICSI Education Course Building Capacity of IPs Mr. Kumar, ED
95 01.02.19 Mumbai SIPI & Ors. Roundtable Going Concern Sale and Group Insolvency Chairperson
96 01.02.19 Mumbai NeSL Knowledge Forum IBC Chairperson
97 01.02.19 Coimbatore IBBI IP Workshop IBC Mr. Kumar, ED
98 12.02.19 Bangalore IPA ICAI Session Role of IUs and CIRP under IBC Dr. Saini, WTM
99 15.02.19 Mumbai SBI & IBBI CoC Workshop CoC: An Institution of Public Faith Chairperson
100 15.02.19 Mumbai IICA Launch of GIP GIP Chairperson
101 15.02.19 Pune RBI Workshop IBC Guarantees Freedom to Exit Dr. Vijayawargiya, WTM
102 16.02.19 Mumbai SBI & IBBI Session Rescuing Viable Firms Chairperson
103 18.02.19 New Delhi UNIC Session IBC and its Impact Chairperson
104 22.02.19 Lucknow Faculty of Law & IBBI Awareness Insolvency & Bankruptcy Code, 2016 Dr. Guru, CGM
105 23.02.19 Ahmedabad CVSRTA RVA Symposium Valuation Profession Chairperson
106 24.02.19 New Delhi Cyril Amarchand Seminar Innovation in Dispute Resolution Dr. Vijayawargiya, WTM
Mangaldas
107 25.02.19 Mumbai SBI Strategy Meet IBC: A Paradigm Shift – Issues & Challenges Chairperson
108 27.02.19 New Delhi SIPI & Ors. Roundtable Going Concern Sale Chairperson
109 01.03.19 Hyderabad ICFAI & IBBI Conference Insolvency and Bankruptcy Laws Chairperson
110 02.03.19 Mumbai IMC & Ors. Seminar IBC- Challenges, Opportunities, & Learnings Dr. Vijayawargiya, WTM
111 05.03.19 New Delhi ICSI & IIP Roundtable IBC - A Gamechanger for the Bankers Dr. Vijayawargiya, WTM
112 08.03.19 Kolkata IPA of ICAI Interaction Roles and Expectations from CoC Chairperson
113 08.03.19 Vadodara BMA Roundtable IBC - Changing Indian Corporate Horizon Dr. Vijayawargiya, WTM
114 09.03.19 Kolkata IBBI IP Workshop Insolvency Professionals Chairperson
115 09.03.19 Kolkata SIPI Roundtable Sale as Going Concern and Group Insolvency Chairperson
116 09.03.19 Kolkata CCC Conference Insolvency and Bankruptcy Code Chairperson
117 09.03.19 Kolkata ICC Seminar IBC: Challenges, Learning & Way Forward Chairperson
118 12.03.19 Lucknow IIM Session Insolvency Reforms Chairperson
119 15.03.19 New Delhi SIPI & IBBI Roundtable IBC: Global Learning, Local Application Chairperson & Ors.
120 18.03.19 New Delhi NIPFP Session Regulatory Practices and Economic Analysis Dr. Vijayawargiya, WTM
121 25.03.19 New Delhi CII & Ors. Conference Addressing the Key Challenges on IBC Dr. Suri, ED
122 25.03.19 New Delhi CII Conference Cross Border and Personal Insolvency Chairperson
123 25.03.19 New Delhi IIIP ICAI Webinar Charter of IP and CoC Chairperson
124 25.03.19 New Delhi. CII & Ors. Conference Addressing the Key Challenges on IBC Dr. Vijayawargiya, WTM
125 27.03.19 New Delhi IICA Open House Insolvency in the World of Education Chairperson
126 31.03.19 Vadodara ICSI Seminar IBC: Learning, Opportunities & Way Ahead Dr. Saini, WTM
PROGRAMMES firms. This was followed by a roundtable on Indian insolvency

regime in the Consulate General of India, Toronto, Canada on
In addition to various events where IBBI participated, as 7th December, 2018.
detailed above, IBBI itself, in collaboration with Government/
other institutions, organised awareness and advocacy events. IBBI-IGIDR Conference
The details of some of these events are provided below. The then Hon’ble Minister of State for Law and Justice &
International Roadshows Corporate Affairs, Mr. P. P. Chaudhary inaugurated the two-
day ‘Insolvency and Bankruptcy Reforms Conference’ on 3rd
The IBBI, jointly with Consulate General of India and FICCI August, 2018 at New Delhi, jointly organised by the IBBI
organised a conference on ‘Insolvency and Bankruptcy Code and the Indira Gandhi Institute of Development Research
– A New Paradigm for Stressed Assets’ on 5th December, (IGIDR). The Conference took stock of the progress in the
2018 at the Consulate General of India, New York, USA. The implementation of the Code and deliberated upon the emerging
event was inaugurated by the then Hon’ble Union Minister issues and challenges. It featured a number of panel discussions
of Finance and Corporate Affairs, Mr. Arun Jaitley through as well as presentations of research papers covering various
video link. The Conference was followed by a roundtable with dimensions of the Indian insolvency and bankruptcy reform.
prospective stakeholders, including large fund houses and law
IBBI-Vidhi Conference (d) In association with the IBBI, the Faculty of Law, University
of Lucknow organised an awareness programme on 22nd
The IBBI and Vidhi Centre for Legal Policy (Vidhi) jointly
February, 2019.
organised a conference titled ‘Insolvency and Bankruptcy Code,
2016: A Roadmap for the Next Two Years’ on 18th December, Workshops
2018 in New Delhi. The Conference brought together key
It is the endeavour of IBBI to build capacity of the service
stakeholders to distil learning from the implementation of the
providers and other elements of the ecosystem in the area
Code over the past two years and draw a roadmap for further
of insolvency and bankruptcy. It organises workshops and
development of the insolvency eco-system over the next two
training sessions for IPs and FCs, the details of which are
years. Mr. Arun Jaitley, the then Hon’ble Union Minister of
provided in Table 14:
Finance and Corporate Affairs inaugurated the Conference
and suggested the issues relating to CIRP for deliberation. Table 14: IP and CoC Workshops organised in 2018-19
It featured four panel discussions and a valedictory address
by Dr. Rajiv Kumar, Vice-Chairman, NITI Aayog. The SI. No. Event Organiser Date Place
Conference witnessed the launch of the book “Insolvency and 1 IP Workshop IBBI 20.04.18 - 21.04.18 Chennai
Bankruptcy Code: The journey so far and the road ahead”, a 2 IP Workshop IBBI 29.06.18 - 30.06.18 Bengaluru
joint publication of Vidhi and Ernst & Young in the hands of 3 IP Refresher IBBI, BFSI SSC 24.08.18 Delhi
Mr. Jaitley. Programme
4 IP Workshop IBBI 07.09.18 - 08.09.18 Hyderabad
National Conclave
5 IP Workshop IBBI 30.11.18 - 1.12.18 Chandigarh
The IBBI, jointly with ICSI IIP, ICSI RVO, IPA of ICMAI, and 6 IP Workshop IBBI 21.12.18 - 22.12.18 Pune
ICMAI RVO, organised a ‘National Conclave on Corporate 7 IP Workshop IBBI 01.02.19 - 02.02.19 Coimbatore
Insolvency and Valuation’ in Pune, Maharashtra on 8th January, 8 CoC Workshop IBBI, SBI, IICA 15.02.19 – 16.02.19 Mumbai
2019. 9 IP Workshop IBBI 08.03.19 – 09.03.19 Kolkata
International Conference ACADEMIC ENGAGEMENTS

In association with the IBBI, and Delaware Law School Essay Competition
(USA), the ICFAI Law School, Hyderabad organised a three-
day International Conference on ‘Insolvency and Bankruptcy The IBBI, in its endeavour to create awareness about the
Laws: Global Response’ from 1st to 3rd March, 2019 at ICFAI insolvency and bankruptcy regime amongst the students
Campus, Hyderabad. In the Conference, 40 research papers of higher education, promoted essay competitions through
covering the entire gamut of insolvency and bankruptcy legal Institutes of Learning18. Students of graduation and post-
framework and ecosystem were presented. graduation courses of any discipline at universities, deemed
universities and professional institutes (viz. ICAI, ICMAI and
Interactive Meet with Bankers
ICSI) in India can participate in this competition. The IBBI,
The IBBI, jointly with ICSI IIP, organised ‘IBC - An Interactive through the Institute of Learning, is issuing certificates of
Meet with Bankers’ at New Delhi on 5th March, 2019. The role participation to all participants in the essay competition, a cash
and responsibilities of FCs, RP and other stakeholders in a prize of Rs. 10,000 to the student who has written the best
CIRP were discussed. essay, and a cash prize of Rs. 5,000 to the student who has
written the second-best essay. Three Essay Competitions have
IBBI-BMA Conference
already been held under the aegis of (i) ICFAI Law School
In association with IBBI, the Baroda Management Association Hyderabad (ii) National Law University, Delhi (NLUD).
(BMA) organised a Conference on IBC in Baroda on 8th March, Insolvency Moot
2019 on the theme ‘Changing Indian Corporate Horizon’.
The IBBI, jointly with NLUD, INSOL India, Society of
Awareness Programmes
Insolvency Practitioners of India (SIPI) and UNCITRAL
The following awareness programmes were organised by IBBI Regional Centre for Asia and the Pacific organised the second
in association with other organisations: moot in the series on insolvency and bankruptcy on the theme
‘Process Memorandum and Resolution Plan’. Prestigious
(a) IBBI, in association with the three IPAs, organised an
institutions of law from all over the country participated
insolvency and bankruptcy awareness programme on 14th
in the moot. The final round was held on 17th November,
December, 2018 at Guwahati.
2018 between teams from Gujarat National Law University
(b) Another awareness programme was organised at Shillong Gandhinagar (GNLU) and University of Petroleum and Energy
on 15th December, 2018. Studies (UPES), Dehradun. The team from GNLU (Ms.
Samidha Sanjay Mathur, Mr. Ravin Rajeev Abhyankar, Mr.
(c) The IBBI organised an Awareness Programme at Vadodara
Brijraj Singh Deora, and Mr. Anadi Singh Rathore) emerged
in association with the three IPAs on 19th January, 2019.
18
‘Institutes of Learning’, as defined in IBBI Essay Competition Guidelines, 2017, mean and include Universities, Deemed Universities and Professional Institutes (ICAI, ICMAI and ICSI)
in India.
victorious and UPES, Dehradun (Mr. Tushar Behl, Mr. Shubh the regulator, informing the tasks being carried out and the
Agrawal, and Mr. Sahil Bhatia) finished as Runners-up in the outcomes of the processes. In this endeavour, IBBI has been
competition. publishing Quarterly Newsletters since its establishment. First
Internship programme
of these Newsletters was published for the quarter of October-
December, 2016. Soft copies of the Newsletters are available on
The IBBI provides an opportunity of internship to students who the website of IBBI for larger dissemination. The Newsletters
wish to pursue a professional career in insolvency, liquidation, encapsulated the legal and regulatory developments; status of
bankruptcy or any other related field. The IBBI Internship all the processes and service providers under the Code; capacity
Guidelines, 2017 detail the requirements for students applying building initiatives and advocacy and awareness generation
for such internship with the IBBI. A student pursuing a five activities undertaken by the IBBI during the quarter.
year or three-year degree course in Law or post-graduation
course in Economics, Commerce, Finance, Management or C.4 RESEARCH
Law in any recognised School / College / Institute / University In an evolving area such as insolvency and bankruptcy,
is eligible for the same. The duration of the internship is one there is a need to analyse literature and market information
month. On satisfactory completion of internship, including to inform future policy making. Accordingly, the IBBI has
dissertation, an intern is issued an internship completion been promoting research and publication through IPAs and
certificate 26 students completed internship during 2018-19. academics. It has a Research and Publications Division
NEWSLETTER which (a) collates and analyses data relating to processes and
outcomes (b) publishes quarterly newsletters and brochures (c)
While IBBI engages with the stakeholders to get their inputs publishes the Annual Report and (d) coordinates with external
into policy making, it is also important to report back to researchers for case studies, research workshops, etc.
them about the working of the insolvency regime, including
D FUNCTIONS OF THE BOARD
Section 196 of the Code enumerates the functions of the discusses the draft regulations in several roundtables with the
Board. It envisages the Board to be a ‘mini-State’ with broadly stakeholders to revalidate the understanding of the issues the
three sets of functions, namely, (a) Quasi-legislative functions: said regulations seek to address, and the appropriateness of such
The Board makes regulations to regulate service providers regulations to address these issues. It obtains comments of the
and processes; (b) Executive functions: The Board registers public, through an electronic platform, on each draft regulation
and regulates service providers for the insolvency process and and sub-regulation; and obtains the advice of the relevant
takes measures for professional development and expertise Advisory Committee (AC) on draft regulations. The process
through education, examination, training and continuous of regulation making culminates with the GB finalising and
professional education; and (c) Quasi-judicial functions: The approving the regulations, after considering public comments,
Board adjudicates upon contraventions by service providers the feedback received at roundtables and advice of the AC. The
to ensure their orderly functioning. The actions taken by the IBBI has issued the IBBI (Mechanism for Issuing Regulations)
Board during 2018-19 in furtherance of each of these functions Regulations, 2018 (Box 5) on 22nd October, 2018 to govern the
are enumerated in this Section. process of making regulations.
QUASI-LEGISLATIVE FUNCTIONS Regulatory Impact Assessment

The Code enables the IBBI to make Regulations and
The existence of market failure is a necessary, but not a
Guidelines on matters relating to insolvency and bankruptcy
sufficient condition to have regulation. Regulation is not a
and issue guidelines to the IPAs, IPs, and IUs. Section 240 of
virtue by itself. Neither it is free of cost nor is it the panacea
the Code enables the IBBI to make Regulations, subject to the
against all market failures. It often fails for the very same
conditions that the Regulations: (a) carry out the provisions of
reason, such as information asymmetry, as the market fails,
the Code, (b) are consistent with the Code and the rules made
and regulatory failure may be of the same order as the market
thereunder; (c) are made by a notification published in the
failure. Occasionally, there are situations when no regulation
Official Gazette; and (d) are laid, as soon as possible, before
can correct an identified market failure. It may not address
each House of Parliament for 30 days.
it effectively or may address it with a cost not worth it. The
Several regulators in India have evolved best practices in cost of regulation, in certain circumstances, could be higher
regulation making. A rigorous process is followed for making than the costs of market failure sought to be avoided. The
regulations to ensure that it addresses the identified market regulation could be non-implementable and dysfunctional or
failure at the least possible cost and is not excessive. It has could even be subverted. If not designed and implemented
been the endeavour of the Board to effectively engage with properly, regulations could have unintended consequences.
stakeholders through a structured arrangement that makes the There is likelihood of having regulations even if there is no
regulation making process transparent and participative. The likelihood of market failure. The regulations tend to multiply
participation of the public, particularly the stakeholders and the and be excessive than warranted. This may slowdown the
regulated, in the regulatory process ensures that the regulations growth and shift business to less regulated jurisdictions. It is
are informed by the legitimate needs of those interested in and useful to carry out some kind of Regulatory Impact assessment
affected by regulations. This provides democratic legitimacy (RIA) (Box 6 ) of the proposed regulation and to associate the
while warding off perception of undue influence of any interest stakeholders in development of the regulation to ensure that
group. the regulation is well designed to address the identified market
failure at the least possible cost. It may be noted that neither
The process usually starts with a working group (WG) making
regulation nor market can effectively address every market
draft regulations. The practice of setting up of WGs to study
failure in all circumstances. It is perhaps better to live with
issues in detail and make recommendations on important
some market failures in some context and use a judicious mix
aspects of regulations was used by the Government in the early
of market and regulation, where regulations supplement the
stages of implementing the provisions of the Code. In keeping
market, and not supplant it.
with this practice, the IBBI constitutes WGs to delve deeper
into regulatory issues and suggest draft regulations. It then
Box 5: Regulations for Making Regulations

Of late, the business environment has become very dynamic. The change that used to take centuries earlier in markets is coming about
in months, or at best in years. The governance response to this has been establishment of regulators empowered by ‘almost incomplete’
form of law. This form believes that it is not possible to visualise all the possible circumstances and provide for the same in the legislation.
Here, the legislations do not over-legislate which may restrict developments. They tend to be skeletal; but have the potential to deal with
all the possible circumstances, including unforeseen exigencies , through subordinate legislation (regulations), which can evolve rapidly
with the changing needs. However, the legislation does not over-delegate legislative functions. While avoiding over-legislation and
over-delegation, the legislature ensures that the legislation supports every legitimate market development and the subordinate legislation
remains within the confined space.
Given that regulations are law, it should have certain minimum legitimacy and should pass through certain procedural rigour. In Cellular
Operators Association of India Vs. Telecom Regulatory Authority of India19 , the SC (2016) observed: “We find that, subject to certain
well defined exceptions, it would be a healthy functioning of our democracy if all subordinate legislation were to be “transparent” ...
we would exhort Parliament to take up this issue and frame a legislation along the lines of the U.S. Administrative Procedure Act (with
certain well defined exceptions) by which all subordinate legislation is subject to a transparent process by which due consultations with
all stakeholders are held, and the rule or regulation making power is exercised after due consideration of all stakeholders’ submissions,
together with an explanatory memorandum which broadly takes into account what they have said and the reasons for agreeing or
disagreeing with them.”
The IBBI (Mechanism for Issuing Regulations) Regulations, 2018 (Regulations) provide that for the purpose of making or amending any
regulations, the IBBI shall upload the following on its website seeking, with the approval of its GB, comments from the public- (a) draft
of proposed regulations, (b) the specific provision of the Code under which the Board proposes regulations, (c) a statement of the problem
that the proposed regulations seek to address, (d) an economic analysis of the proposed regulations, (e) a statement carrying norms
advocated by international standard setting agencies and the international best practices, if any, relevant to the proposed regulations, (f)
the manner of implementation of the proposed regulations, and, (g) the manner, process and timelines for receiving comments from the
public. These allow at least twenty-one days for public to submit their comments on the proposed regulations.
Public consultation enables the broader society to participate in making regulations. This increases information available to the regulator,
while improving compliance and acceptability of the proposed regulations among the regulated and the stakeholders. However, there is an
apprehension that the extensive consultation process may create an opportunity for the organised and vocal interest groups to have excessive
influence over the outcomes of regulatory processes20. The diverse stakeholders, who may be large in number but do not participate in the
consultation due to several issues such as they suffer minimal impact or problems of collective action, may not be properly heard21. The
inputs received through consultation need to be independently examined, keeping in mind the interests of those stakeholders too, who may
not have participated in the consultation process. This is essential to secure the rights and interests of all stakeholders as well as to secure
independence of regulator from majority biases. The Regulations require that the GB must approve regulations only after considering
public comments and upload the same on its website along with a general statement of its response on the comments, not later than the
date of notification of regulations. If the GB decides to approve regulations in a form substantially different from the proposed regulations,
it shall repeat the process again. Regulations shall come into force after thirty days of their notification unless a different date is specified.
This provides an opportunity to the regulated to adjust to the changes made by the regulations. In case of emergency, regulations may be
made without complying with the aforesaid process.
One of the objectives of subordinate legislation is that it needs to respond, rapidly and often proactively, to the evolution of fast-paced
marketplace. Due to this volatile nature, there is always a possibility that a subordinate legislation becomes obsolete. Therefore, the
subordinate legislation is required to be reviewed at regular intervals of time. The Regulations require the Board to review each regulation
every three years unless a review is warranted earlier and amend or repeal any regulation.
Box 6: Regulatory Impact Assessment

The legislature has entrusted regulators with the authority to issue regulations that carry the force of law. Such authority needs to be
exercised with full responsibility for its outcomes. The Financial Sector Legislative Reforms Committee (FSLRC) recommends
publication of an analysis of costs and benefits of the proposed regulations because every regulatory intervention imposes certain costs
on the regulated and the system, and regulations should minimise such costs. It is, however, acknowledged that often pure numerical
value-based cost-benefit analysis is not possible. In such cases, the regulators usually carry out a systematic examination, estimation, and
comparison of the economic costs and benefits resulting from the implementation of proposed regulations or any policy change to avoid
sub-optimal outcomes and subjectivity of decisions before any regulatory intervention. They have integrated RIA into the early stages of
the formulation of new regulatory proposals to clearly identify policy goals; evaluate if regulation is necessary; consider means other than
regulation to achieve the goals; visualise effective and efficient regulatory options; recognise the trade-offs of the different approaches;
and choose the best one. This ensures that the cost of regulation is less than the cost of market failure which the regulation intends to
19
7 SCC 703 of 2016
20
Soma, L & F Naru (2017), ‘Regulatory Policy in India: Moving towards Regulatory Governance’, OECD Regulatory Policy Working Papers, No. 8, OECD, Paris.
21
Somanathan, TV (2016), ‘The Administrative and Regulatory State’ in The Oxford Handbook of the Indian Constitution, eds. S Choudhary, M Khosla and PB Mehta, Oxford University Press.
address, and the proposed regulation imposes the least costs on the regulated and the ecosystem. This enables a regulator to demonstrate
that its decisions are based on an informed estimation of likely consequences during the development, issuance, and implementation of
regulations.
The OECD22 observes that RIA helps to ensure that the regulations are as effective and as efficient as possible. Effective regulation
achieves the policy objective(s) for which it is made. Efficient regulation achieves these objectives at the lowest total cost to all members
of society. Inappropriate regulation can stifle growth by putting obstacles on the way of doing business and by creating perceptions of
a negative environment. It is, therefore, necessary to identify as many different practical ways of addressing a problem or achieving an
objective and assessing their impacts to identify the best of them. It may reveal that there is no case for a regulation. This is possible when
the size of the problem is too small to justify regulations, or no feasible regulation is likely to address the problem effectively and at a cost
that is reasonable in relation to the expected benefits of the regulation. Regulation should be introduced only if it is expected to improve
society’s economic and social welfare. It keeps the ‘whole of society’ view in mind, rather than paying undue attention to the impact
on individual groups who may be lobbying for regulation. OECD23 recommends RIA in the early stages of new regulatory proposals. It
advises evaluation of alternatives such as ‘regulation’ and ‘no regulation’ and if ‘regulation’, then which kind of regulation.
The RIA is a manner of thinking of a regulator before taking any regulatory action and goes a long way in ensuring that the action is
objective, and the process is well documented. The following are the 7 key elements or steps in conducting an RIA:
Step 1: Defining the problem and policy context: Important questions that a regulator should ask and answer in an RIA are: what is
the problem to be addressed by a new regulation or change in a regulation?; why should it intervene?; is the market failing to address
the identified problem and if so, how?; is the existing regulation not working, if so, why?; what further action is required?; what are
the risks of action/inaction?
Step 2: Identification of Objectives: It is important to know the objective of the regulatory change. The regulator should identify the
objectives of its regulatory action, specifically trying to link directly to addressing the problem at hand. With this objective in mind,
the regulator should identify what needs to change and what should be the magnitude of change required.
Step 3: Identification of feasible options: Regulator should identify a range of options (typically 2 to 4 options), including the ‘do-
nothing’ option to address the problem at hand. Regulation may not always be the best option. Hence, the regulator needs to have
alternative policy options, such as free market, self-regulation, providing market incentives, etc.
Step 4: Assessment of impact costs, benefits of each option: At this stage, assessment of impact of various options is carried out,
including identifying who is affected by the regulation/change in regulation. The level of detail is typically based on the importance
of the issue. Here both the quantitative and qualitative impacts of a regulation are considered. Benefits may include such outcomes
as deaths and injuries avoided, acres of rare habitat saved (for social regulations), or a decreased probability of financial crisis (for
financial regulations). Costs may include outcomes such as increased production costs for companies, regulation compliance cost to
companies, barrier to regulatory change, and increased prices for consumers. Externalities, that is, the effects experienced by parties
that are not directly involved in the market transactions covered by the regulation, should be included in the analysis to the extent
possible.
Step 5: Document consultation with stakeholders and their views: Consultation with stakeholders is an important element of RIA.
Such a consultation should be well documented with reasons for accepting/rejecting suggestions.
Step 6: Conclusion and recommended options: Based on above steps, the regulator can arrive at a conclusion on what regulatory action
to take to address the identified problem to achieve the identified objectives.
Step 7: Implementation and review- how, when, who: The RIA, at this stage, documents how the preferred option will be implemented,
who will be responsible for administering the option and when will it be implemented?
Identification and quantification of possible impacts of a regulatory action is the key to conducting an RIA. If it were the case that
regulators were expected to make decisions with complete information, all societal costs and benefits would need to be accurately and
precisely estimated. RIA of any type of regulation faces challenges in making an accurate assessment of the regulation’s effects. Over
recent decades, academics and agency experts have developed sophisticated and useful techniques to do these types of analyses, but they
generally contain a degree of uncertainty. Other challenges include behavioural changes of people as they adapt to a new regulation, which
are difficult to predict; quantification that must overcome uncertainty over the causal relationship between the regulation and outcomes;
and monetisation, which is difficult for outcomes that are not easily discernible.
Certain variations of RIAs address some of these difficulties. Such variations include: comparison of costs of alternative regulation when
benefits cannot be accurately quantified or monetised; breakeven analysis to establish the likelihood or under what conditions a regulation
would be beneficial; qualitative analysis with expert judgement where experienced professionals describe and explain likely effects that
cannot be quantified and make a judgement as to how costs compare with benefits; and retrospective analysis, which estimates the realised
costs and benefits following some period of time, often years, after implementation of regulations.
22
OECD (2008), Introductory Handbook for Undertaking Regulatory Impact Analysis.
23
OECD (2012), Recommendation of the Council of the OECD on Regulatory Policy and Governance.
Despite the best of efforts and intentions, a regulator may Table 16: Subject wise Roundtable Events
not always understand the ground realities, as much and as
Subject 2016-17 2017-18 2018-19 Total
early as the stakeholders may do, particularly in a dynamic
environment. The stakeholders could, therefore, play a more
Service Providers under the Code 04 02 -- 06
active role in making regulations. They may contemplate, at Corporate Insolvency Processes -
Insolvency Resolution, Fast Track
04 11 07 22
leisure, the important issues in the extant regulatory framework Resolution, Liquidation and Voluntary
that hinder transactions and offer alternate solutions to address Liquidation
them. In addition to usual consultation seeking feedback on Individual Insolvency Processes -- 10 01 11
proposed regulations within specified time, the IBBI provides Valuation Rules -- 18 -- 18
an opportunity to stakeholders to suggest regulations they Cross Border Insolvency -- -- 03 03
need. This is akin to crowdsourcing of ideas. This enables Going Concern Sale & Group Insolvency -- -- 04 04
every idea to reach the regulator. Consequently, the universe Others -- 03 07 10

of ideas available with the regulator is much larger and the Total 08 44 22 74
possibility of a more conducive regulatory framework much
higher. The IBBI invited comments from stakeholders on the Advisory Committee
existing Regulations in April, 2018. It processed the comments Most statutes establishing regulators usually provide for
received till December, 2018 and following the due process, constitution of standing ACs to serve as a sounding board for
modified the Regulations, to the extent necessary, by March, emerging ideas and to lend professional wisdom and domain
2019. knowledge to the regulator. Many regulators have voluntarily
The Board had notified ten Regulations in 2016-17. It notified constituted ACs. The IBBI has constituted three standing
four new Regulations in 2017-18. In 2018-19, the Board ACs in accordance with the IBBI (Advisory Committee)
notified one new Regulation. It amended some of the existing Regulations, 2017 (Advisory Committee Regulations). These
Regulations from time to time, as detailed in Table 15. The Committees comprise of two sets of Members, namely,
details of each of these Regulations and amendments have professional members who are eminent academicians and
been provided under the relevant sub-sections of Section C of practitioners in the relevant area, and general members who
the Report. are eminent citizens not having any association with the area,
roughly in the ratio of 2:1. No person can be a member of more
Table 15: Regulations notified in 2018-19 than one AC at any point of time and the term of a member
does not exceed three years, though he may be reappointed. An
Sl. No. Notification
Date
Regulations
AC may advise the Board on any issue under its purview on its
1 03.07.18 IBBI (Insolvency Resolution Process for Corporate Persons)
own and shall advise and provide professional support on any
(Third Amendment) Regulations, 2018 issue under its purview on a request from the Board.
2 05.10.18 IBBI (Insolvency Resolution Process for Corporate Persons)
(Fourth Amendment) Regulations, 2018
(a) Advisory Committee on Service Providers
3 11.10.18 IBBI (Insolvency Professionals) (Second Amendment) It was constituted on 18th October, 2016. With the issue
Regulations, 2018
of Advisory Committee Regulations, the Committee was
reconstituted on 30th August, 2017. Its composition as on 31st
4 11.10.18 IBBI (Information Utilities) (Second Amendment)
Regulations, 2018
5 11.10.18 IBBI (Model Bye-Laws and Governing Board of Insolvency March, 2019 is given in Table 17.
Professional Agencies) (Amendment) Regulations, 2018
6 11.10.18 IBBI (Insolvency Professional Agencies) (Amendment) Table 17: Composition of Advisory Committee on Service
Regulations, 2018 Providers
7 22.10.18 IBBI (Mechanism for Issuing Regulations) Regulations, 2018
8 22.10.18 IBBI (Liquidation Process) (Second Amendment) Committee
Regulations, 2018
1 Mr. Mohandas Pai, Chairman, Manipal Global Education Chairperson
9 15.01.19 IBBI (Voluntary Liquidation Process) (Amendment)
Regulations, 2019 2 Mr. K.V. R. Murty, Joint Secretary, MCA Member
10 24.01.19 IBBI (Insolvency Resolution Process for Corporate Persons) 3 Dr. Bimal N. Patel, Director, Gujarat National Law Member
(Amendment) Regulations, 2019 University
4 Mr. J. Ranganayakulu, Former Executive Director, SEBI Member
In order to reach out to various stakeholders and get their 5 Mr. P. R. Ramesh, Chairman, Deloitte India Member
feedback on draft regulations/policies, the IBBI itself or in 6 Chief Executive Officer, ICSI IPA Member
collaboration with the industry, professional institutes, IPAs
and RVOs, organises roundtables across India before finalising
its regulations. A list of such roundtables, organised in the (b) Advisory Committee on Corporate Insolvency and
period under review, have been provided in Table 13 of section Liquidation
C. Table 16 is a summary of the number of roundtables for It was constituted on 18th October, 2016. With issue of Advisory
various subjects. Committee Regulations, the Committee was reconstituted on
25th August, 2017. Its composition as on 31st March, 2019 is 2460 individuals were registered as IPs as on 31st March, 2019
given in Table 18. out of which registrations of 4 individuals have been cancelled
through due disciplinary proceedings. An individual needs to
Table 18: Composition of Advisory Committee on Corporate be enrolled first with an IPA for getting registered as an IP with
Insolvency and Liquidation IBBI. There were three IPAs registered on 31st March, 2019.
Details of the registrations of IPs, IPA wise, is presented in
Committee Table 20. Region wise distribution of IPs registered as on 31st
1 Mr. Uday Kotak, Executive Vice Chairman & MD, Kotak Chairperson March, 2019 is presented in Table 21.
Mahindra Bank
2 Mr. Gyaneshwar Kumar Singh, Joint Secretary, MCA Member Table 20: Registration and Cancellation of Registrations of
3 Mr. Ashish Kumar Chauhan, MD and CEO, BSE Limited Member IPs
4 Mr. M. V. Nair, Chairman, Credit Information Bureau Member
(India) Limited Quarter During the Quarter Registered at the End of the Quarter
5 Dr. Omkar Goswami, Chairperson, CERG Advisory Private Member Registered Cancelled IIIP of ICSI IIP IPA of Total
Limited ICAI ICMAI
6 Mr. Somsekhar Sundaresan, Legal Counsel Member Oct-Dec, 2016* 977 0 713 221 43 977
7 Mr. Ajay Piramal, Chairman of Piramal Group and Shriram Member Jan - Mar, 2017 96 0 33 51 12 96
Group Apr - Jun, 2017 450 0 266 136 48 546
8 Prof (Dr.) Ranbir Singh, Vice Chancellor, NLU, Delhi Member Jul - Sep, 2017 561 0 338 183 40 1107
9 Mr. R. K. Nair, Ex-Member, IRDAI Member Oct - Dec, 2017 217 0 125 72 20 1324
10 President, NCLT and NCLAT Bar Association Member Jan - Mar, 2018 488 0 340 118 30 1812
11 Chairman, Indian Bank Association Member Apr - Jun, 2018 71 1 43 21 6 1882
12 Chief Executive Officer, IPA of ICMAI Member Jul - Sep, 2018 154 1 97 49 7 2035
Oct - Dec, 2018 253 1 182 51 19 2287
(c) Advisory Committee on Individual Insolvency and Jan - Mar, 2019 170 1 96 52 21 2456
Bankruptcy Total 2460 4 1520 733 203 2456
It was constituted on 15th September, 2017. Its composition as * These registrations expired by 30th June, 2017
on 31st March, 2019 is given in Table 19.
Table 21: Distribution of IPs as on 31st March, 2019
Table 19: Composition of Advisory Committee on Individual (Number)
Insolvency and Bankruptcy City / Region IIIP of ICAI ICSI IIP IPA of ICMAI Total
Sl. No. Name and Position Position in the New Delhi 305 196 51 552
Committee Rest of Northern Region 221 131 38 390
1 Justice B. N. Srikrishna, Former Justice, Supreme Court Chairperson Mumbai 276 88 24 388
of India
Rest of Western Region 196 88 25 309
2 Mr. C. B. Bhave, Chairperson, IIHS and Former Chairman, Member
SEBI Chennai 92 57 10 159
3 Prof. (Dr.) Dipankar Gupta, Sociologist and Author Member Rest of Southern Region 246 131 35 412
4 Mr. Prithvi Haldea, Founder Chairman, Prime Database Member Kolkata 141 31 15 187
5 Dr. (Mrs.) Poornima Advani, Former Chairperson, NCW Member Rest of Eastern Region 44 14 5 63
and Advocate
Total Registered 1521 736 203 2460
6 Mr. R. V. Verma, Former CMD, National Housing Bank Member
Cancellations 1 3 0 04
7 Mr. Sanjeev Sanyal, Principal Economic Advisor, MoF Member
Total 1520 733 203 2456
8 Representative, MCA Member
9 President, Society of Insolvency Practitioners of India Member The geographical distribution of IPs as on 31st March, 2019 is
10 Chief Executive Officer, IIIP of ICAI Member presented in Figure 2.
EXECUTIVE FUNCTIONS An individual with 10 years of experience as a member of

the ICAI, ICSI, ICMAI or the Bar Council or an individual
Insolvency Professionals with 15 years of experience in management is eligible for
As on 31st December 2016, 977 individuals were granted registration as an IP on passing the Examination. Table 22
registration as IPs under regulation 9 of the IP Regulations presents distribution of IPs as per their eligibility (an IP may be
for a limited period of six months. Since 31st December a member of more than one Institute) as on 31st March, 2019.
2016, individuals, who have the required qualification and Of the 2456 IPs, 220 IPs, accounting for about nine per cent of
experience and have passed the Examination are registered as the registered IPs, are female. Table 23 presents the age profile
IPs under regulation 7 of the IP Regulations. In this category, of the IPs registered as on 31st March, 2019.
Figure 2: Geographical Distribution of IPs as on 31st March, 2019 24
24
Map of India as on 31st March, 2019
Table 22: Distribution of IPs as per their Eligibility as on 31st Table 25: IP Workshops during 2018-19
March, 2019
Date Venue No. of IPs
Eligibility No. of IPs 20 - 21 Apr, 2018 Chennai 50
Male Female Total 29 - 30 Jun, 2018 Bengaluru 55
Member of ICAI 1256 114 1370 07- 08 Sept, 2018 Hyderabad 34
Member of ICSI 396 66 462 30 Nov - 1 Dec, 2018 Chandigarh 54
Member of ICMAI 136 11 147 21 - 22 Dec, 2018 Pune 26
Member of Bar 147 17 164 01 - 02 Feb, 2019 Coimbatore 23
Council
08 - 09 Mar, 2019 Kolkata 27
Managerial 301 12 313
Experience
Total 2236 220 2456 IBBI, in association with the three IPAs, organised an IP
Conclave on 26th May, 2018 in Mumbai, where 250 IPs
Table 23: Age Profile of IPs as on 31st March, 2019 participated. It organised another IP Conclave on 1st December,
2018 in Hyderabad, which saw participation of 400 IPs. These
Age Group (in
Years)
IIIP ICAI ICSI IIP IPA of ICMAI Total
conclaves focused on importance of ethics, integrity and
≤ 40 212 72 4 288
independence of IPs in insolvency processes, and expectations
of RAs, business, creditors and the AA from them.
> 40 ≤ 50 552 271 37 860
> 50 ≤ 60 482 198 56 736 The IBBI, in partnership with the International Monetary Fund
> 60 ≤ 70 259 173 101 533 (IMF) and the Indian Institute of Corporate Affairs (IICA),
> 70 ≤ 80 14 16 5 35 organised a workshop on 25th and 26th May, 2018 at New
> 80 ≤ 90 1 3 0 4 Delhi for officers of IBBI and other regulators, IPs and other
> 90 0 0 0 0
stakeholders. The workshop focussed on emerging practices in
Total 1520 733 203 2456
corporate insolvency resolution and learning from international
best practices along with cross-country experience. It
Insolvency Professional Entities addressed the practical and operational challenges emerging in
IPEs provide support services to IPs. As on 31st March, 2019, the insolvency processes under the Code.
there were 48 IPEs. The quarterly details of recognition of The BFSI SSC under the guidance of Ministry of Skill
IPEs are given in Table 24. Development and Entrepreneurship (MSDE) and the IBBI, in
partnership with the three IPAs and with the SIPI as knowledge
Table 24: Recognised IPEs as on 31st March, 2019 partner, conducted a one-day refresher programme for IPs on
Quarter No. of IPEs
24th August, 2018 in Delhi. The programme focussed on ethics
Recognised Derecognised At the End of the
and conduct for IPs and recent developments in the insolvency
Quarter and bankruptcy regime in India.
Jan-Mar, 2017 3 0 3
With a view to provide clarity on the provisions of the
Apr-Jun, 2017 14 0 17 regulations and circulars to IPs and other stakeholders, IBBI
Jul-Sep, 2017 22 1 38 participated in five webinars on various subjects over the
Oct-Dec, 2017 18 0 56 period under review. First of the webinar was organised by
Jan-Mar, 2018 19 0 75 ICSI IIP on 21st August, 2018 on the circulars relating to
Apr-Jun, 2018 1 3 73 disclosure of costs and relationships, which was viewed by
Jul-Sep, 2018 4 4 73 about 2000 participants. The second webinar was organised
Oct-Dec, 2018 3 20 56 by the three IPAs jointly on 14th September, 2018 on various
Jan-Mar, 2019 5 13 48 circulars and role of IPs vis-à-vis CoC, which was viewed by
Total 89 41 48 about 12,000 participants. The third webinar was organised
by IIIP of ICAI on 18th October, 2018 on certain amendments
to regulations, which saw a viewership of about 12,000
Capacity Building
professionals. The fourth of the webinars was organised by the
It is the endeavour of the IBBI to build capacity of the IPs three IPAs on 25th March, 2019 to respond on queries relating
in the area of insolvency and bankruptcy given that the to Charter of Responsibilities of IPs and CoC, and GIP. The
insolvency regime is new and the law needs to be understood fifth webinar was organised by the ICSI IIP on 12th January,
and interpreted correctly to deliver the envisaged outcomes. 2019 on ‘Judicial/Regulatory Interpretations under the IBC’.
IP Workshops and Conclaves Replacement of IRP with RP
The IBBI organised two day Workshops for IPs at various Section 22(2) of the Code provides that the CoC may, in its
locations around the country, as presented in Table 25. first meeting, by a majority vote of not less than 66 per cent of
the voting share of the FCs, either resolve to appoint the IRP be. Identification and recommendation of a name on receipt
as the RP or to replace the IRP by another IP to function as the of a reference from the AA took some time. In the interest of
RP. Under section 22(4) of the Code, the AA shall forward the the time bound processes under the Code, while maintaining
name of the RP, proposed by the CoC under section 22(3)(b) objectivity and transparency of the process, the Board decided
of the Code, to IBBI for its confirmation and shall make such to make available a panel of IPs to the AA for appointment as
appointment after such confirmation. However, to save time in IRP or Liquidator, as the case may be.
such a reference, a database of all the IPs registered with IBBI
Accordingly, the IBBI issued the ‘Interim Resolution
has been shared with the AA, disclosing information pending
Professionals and Liquidators (Recommendation) Guidelines,
disciplinary proceeding is pending against them, if any. While
2017’ on 15th December, 2017. The Guidelines provide that the
the database is currently being used by various benches of
Board will prepare a common Panel of IPs for appointment
AA, in a few cases, IBBI receives references from the AA and
as IRPs and Liquidators and share the same with the AA. The
promptly responds to the AA. Till 31st March, 2019, a total of
Panel will have a bench-wise list of IPs based on the registered
1850 IPs have been appointed as RPs, as shown in Table 26.
office of the IP. It will have a validity of six months and a new
Panel will replace the earlier Panel every six months. The AA
Table 26: Replacement of IRP with RP till 31st March, 2019
may pick up any name from the Panel for appointment of IRP
CIRP initiated by No. of CIRPs or Liquidator, as the case may be, for a CIRP or liquidation
Where RPs have been Where RP is different process, as the case may be. The Guidelines lay down the
appointed from the IRP process that the IBBI will follow for preparation of the Panel.
Corporate Applicant 202 85 In accordance with the aforesaid Guidelines, the IBBI prepared
Operational Creditor 855 286 a Panel of 807 IPs for appointment as IRP or Liquidator
Financial Creditor 793 198 during January-June, 2018 and shared the same with the AA.
Total 1850 569 Similarly, it issued the ‘Interim Resolution Professionals and
Liquidators (Recommendation) Guidelines, 2018’ on 31st May,
Guidelines for Recommending IRPs and 2018 and prepared a Panel of 986 IPs for appointment as IRP
Liquidators or Liquidator during July-December, 2018 and shared the
same with the AA. Further, it issued the ‘Interim Resolution
Section 16(3)(a) of the Code requires the AA to make a Professionals and Liquidators (Recommendation) (Second)
reference to the Board for recommendation of an IP who may Guidelines, 2018’ on 30th November, 2018 and prepared a
act as an IRP in case an OC has made an application for CIRP Panel of 850 IPs for appointment as IRP or Liquidator during
and has not proposed an IRP. The Board, within ten days of January-June, 2019 and shared the same with the AA.
the receipt of the reference from the AA, is required under
section 16(4) of the Code to recommend to the AA the name of Appointment as Administrators
an IP against whom no disciplinary proceedings are pending. The IBBI issued the ‘Guidelines for Appointment of IPs as
Section 34(4) of the Code requires the AA to replace the RP, Administrators under the SEBI (Appointment of Administrator
if (a) the resolution plan submitted by the RP under section 30 and Procedure for Refunding to the Investors) Regulations,
was rejected for failure to meet the requirements mentioned 2018’ on 26th March, 2019 to govern the preparation of a Panel
in sub-section (2) of section 30; or (b) the Board recommends of IPs for appointment as Administrators. The Panel is valid
the replacement of a RP to the AA for reasons to be recorded for six months and a new Panel will replace the earlier one
in writing. The AA may direct the Board to propose the name every six months.
of another IP to be appointed as a Liquidator. The Board is
required under section 34(6) to propose the name of another IP Information Utilities
within ten days of the direction issued by the AA. The Board
The Code envisages IUs to store financial information that
used to receive a reference from the AA for recommending
helps to establish defaults as well as verify claims expeditiously
the name of an IP to act as IRP or Liquidator, as the case may
Table 27: Details of Information with the NeSL

(Number, except as stated)
At the end Creditors having Creditors who Debtors whose Loan records on- User registrations Loan records Amount of
of quarter agreement with have submitted information is boarded by (Debtors) authenticated by underlying debt
NeSL information submitted by debtors (Rs. crore)
creditors
FCs OCs FCs OCs FCs OCs FCs OCs FCs OCs FCs OCs FCs OCs
Jun, 2018 66 NA 21 105 69184 52 191247 105 1024 10 1364 05 NA NA
Sept, 2018 85 NA 40 144 836302 135 1222737 207 5111 10 6079 32 2016708 530
Dec, 2018 108 NA 68 140 980724 202 1438390 280 10247 44 10065 35 2732805 1094
Mar, 2019 173 NA 114 169 1266445 230 1955230 316 15085 63 13762 37 4114988 16224
and thereby facilitates completion of processes under the Table 28: RVs as on 31st March, 2019
Code in a time bound manner. IBBI registered the National (Number)
e-Governance Services Limited (NeSL) as an IU on 25th Registered Valuer Organisation Asset Class Total
September, 2017. NeSL has been promoted by SBI, Canara Land & Plant & Securities
Bank, Bank of Baroda and others. The details of the registered Building Machinery or Financial
Assets
users and information with the NeSL as on 31st March, 2019 is Institution of Estate Managers 32 0 1 33
given in Table 27. and Appraisers
IOV Registered Valuers 499 66 15 580
Technical Committee Foundation
The Regulations enable IBBI to lay down technical standards, ICSI Registered Valuers
Organisation
0 0 28 28
through guidelines, for the performance of core services ICAI Registered Valuers NA NA 178 178
and other services by IUs, based on the recommendations Organisation
of a Technical Committee. The technical standards ensure The Indian Institution of Valuers 39 8 4 51
reliability, confidentiality and security of financial information ICMAI Registered Valuers 5 6 58 69
to be stored by the IUs. Accordingly, the Board constituted Organisation
a Technical Committee on 4th May, 2017. Based on its PVAI Valuation Professional 108 17 0 125
recommendations, the Board laid down technical standards on

Organisation
13th December, 2017. These standard relate to terms of service;

CVSRTA Registered Valuers 98 24 NA 122
Association
registration of users; unique identifier for each record and each Association of Certified NA NA 0 0
user; submission of information; identification and verification Valuators and Analysts*
of persons; authentication of information; verification of CEV Integral Appraisers 0 0 NA 0
information; data integrity; consent framework for providing Foundation*
access to information to third parties; security of the system; Divya Jyoti Foundation* 0 0 0 0
security of information; risk management framework; Total 781 121 284 1186
preservation of information; and purging of information. The *Recognition granted in December, 2018
composition of the Committee as on 31st March, 2019 is as
under: Table 29: Registration of RVs as on 31st March, 2019
(Number)
(a) Dr. R. B. Barman, Chairman, National Statistical Quarter Land & Plant & Securities Total
Commission, as Chairperson Building Machinery or Financial
(b) Dr. Nand Lal Sarda, Emeritus Fellow, Indian Institute of Assets
Technology, Bombay Apr - Jun, 2018 1 2 0 3
(c) Dr. Pulak Ghosh, Professor, IIM, Bangalore, and Jul - Sep, 2018 38 13 21 72
(d) Sh. V. G. Kannan, Chief Executive, Indian Banks Oct - Dec, 2018 280 43 118 441
Association. Jan - Mar, 2019 462 63 145 670
Total 781 121 284 1186
Registered Valuers Organisations
Of the RVs registered as on 31 March, 2019, 345 RVs st
RVOs are frontline regulators for the RVs. They are responsible (constituting 29 per cent of the total RVs registered) are from
for development and regulation of the profession of RVs. At the metros while 841 RVs (constituting 71 per cent of the total
end of 31st March, 2019, 11 entities were recognised as RVOs. RVs registered) are from non-metro locations (Table 30). A
There are 9 RVOs each in asset classes, Land and Building, geographical distribution of RVs as on 31st March, 2019 is
Plant and Machinery and Securities or Financial Assets. A presented in Figure 3.
person meeting the ‘fit and proper’ criteria and enrolled with
an RVO as a valuer member and has the required qualification Table 30: Region-wise RVs as on 31st March, 2019
and experience and has passed the Valuation Examination of (Number)
the relevant asset class, is registered as a valuer. Only RVs City / Region Land & Plant & Securities Total
are authorised to undertake valuations required under the

Building Machinery or Financial
Assets
Companies Act, 2013 and the Code. The details of RVs, New Delhi 23 16 42 81
RVO-wise, as on 31st March, 2019, is given in Table 28. The Rest of Northern Region 80 15 39 134
registration of RVs, quarter-wise, till 31st March, 2019 is given Mumbai 47 21 58 126
in Table 29.
Rest of Western Region 211 28 28 267
Chennai 74 10 34 118
Rest of Southern Region 335 27 67 429
Kolkata 3 3 14 20
Rest of Eastern Region 8 1 2 11
Total 781 121 284 1186
Figure 3: Geographical Distribution of RVs as on 31st March, 2019 25
25
Map of India as on 31st March, 2019
The average age of RVs as on 31st March, 2019 stood at The valuation professionals and experts discussed in depth the
49 years across asset classes. It was 50 years for Land and issues being encountered in conducting valuations required
Building, 55 years for Plant and machinery and 45 years for under the Companies Act, 2013 and the Code. Several matters
Securities or Financial assets (Table 31). related to the emerging regulatory framework for valuation
professionals as well as the way forward for valuation education
Table 31: Age profile of RVs an on 31st March, 2019
(Number) and profession and valuation standards were also discussed.
Age Group (in Land & Plant & Securities Total Complaints and Grievances
years) Building Machinery or Financial
Assets
The Grievance Regulations enable a stakeholder to file
≤ 30 23 1 12 36
a grievance or a complaint against a service provider.
> 30 ≤ 40 101 14 101 216 Besides this, grievances and complaints are received from
> 40 ≤ 50 234 31 89 354 the Centralised Public Grievance Redress and Monitoring
> 50 ≤ 60 351 37 61 449 System (CPGRAMS), Prime Minister’s Office, MCA and
> 60 ≤ 70 64 28 21 113 other authorities. The regulations provide for an objective and
> 70 ≤ 80 7 9 0 16 transparent procedure for disposal of grievances and complaints
> 80 1 1 0 2 by the IBBI, that does not spare a mischievous service provider,
Total 781 121 284 1186 but does not harass an innocent service provider. The receipt
and disposal of grievances and complaints till 31st March, 2019
National Valuation Symposium is given in Table 32.
The IBBI and the CVSRTA jointly organised a ‘National
Valuation Symposium’ on 23rd February, 2019 at Ahmedabad.
Table 32: Receipt and Disposal of Grievances and Complaints till 31st March, 2019
(Number)
Period Complaints and Grievances Received Total

Under the Regulations Through CPGRAM/PMO/ MCA/ Through Other Modes Received Disposed Under
Other Authorities Examination
Received Disposed Received Disposed Received Disposed
2017-18 18 0 6 0 22 2 46 2 44
2018-19 111 51 333 290 693 380 1137 721 416
Total 129 51 339 290 715 382 1183 723 460
Limited Insolvency Examination choice questions. It is available from several locations across
the country. Till 31st March 2019, candidates have been
Subject to meeting other requirements, an individual is eligible successful in 3603 attempts. Out of them, 356 are from East
for registration as an IP if he has passed the Examination within Zone, 1331 are from North Zone, 1071 are from West Zone
12 months of the date of application for enrolment with IPA and 846 are from South Zone. The Zone-wise successful
subject to meeting other requirements. The IBBI publishes the candidates is presented in Table 33.
syllabus, format, etc. of the Examination and reviews the same
continuously to keep it relevant in tune with the dynamics of Till 31st March, 2019, a total of 9762 candidates made 25667
the market. It commenced the Examination on 31st December, enrolments. Out of these 9762 candidates, 8232 candidates
2016. The second, third and fourth phase of Examination, appeared for the Examination and made a total of 19496
each with a revised syllabus and question bank, commenced attempts, out of which 3603 attempts (19 per cent of attempts
on 1st July, 2017, 1st January, 2018 and 1st November, 2018 or 44 per cent of candidates) were successful. The performance
respectively. The Examination is conducted online (computer- of candidates in the Examination is summarised in Table 33.
based in a proctored environment) with objective multiple-
Table 33: Region-wise Limited Insolvency Examination till 31st March, 2019
Phases No. of Attempts (some candidates made more than one attempt) in Zone No. of Successful Attempts in Zone
East North West South India East North West South India
First Phase 758 1952 1581 1038 5329 160 434 391 216 1202
(Dec, 2016 - Jun, 2017)
Second Phase 528 2204 1699 1806 6237 86 401 316 309 1112
(Jul, 2017 - Dec, 2017)
Third Phase 557 2338 1778 1671 6344 86 389 286 252 1011
(Jan, 2018 - Oct, 2018)
Fourth Phase 129 600 434 423 1586 24 107 78 69 278
(Nov, 2018 - Mar, 2019)
Total 1972 7094 5492 4938 19496 356 1331 1071 846 3603
Valuation Examinations for two asset classes, namely, (a) Land and Building of 1420
pages and (b) Plant and Machinery of 1951 pages, prepared
IBBI, being the ‘Authority’ under section 247 of the by the CVSRTA, as per syllabus of the valuation examinations.
Companies Act, 2013 publishes the syllabus, format and The CVSRTA prepared the voluminous material for two asset
frequency of valuation examinations for all three asset classes, classes and made them available on the website of the IBBI for
namely, (a) Land and Building, (b) Plant and Machinery, and free download by users. The study material is used globally
(c) Securities or Financial Assets. It commenced the valuation and available on the websites of a few valuer professional
examinations for three asset classes on 31st March, 2018. It organisations globally.
revised the syllabus for Examinations from 1st April, 2019.
These examinations are conducted online and are available Land and Building
from several locations across the country. Till 31st March 2019, a total of 2573 candidates made 11353
Study material enrolments. Out of the 2573 candidates, 2522 candidates
appeared for the Examination and 51 candidates did not appear
An individual having specified qualification and experience for the Examination. 2522 candidates made a total of 9469
needs to pass the examination conducted by IBBI. While a few attempts, out of which 1748 attempts were successful. The
universities offer specialised courses in valuation, the IBBI performance of candidates in the Examination is summarised
made available a very detailed, world class study material in Table 34.
Table 34: Region-wise Valuation Examination in the asset class Land and Building
Quarter No. of Attempts (some candidates made more than one attempt) in Zone No. of Successful Attempts in Zone
Apr-Jun, 2018 9 37 6 12 64 3 6 1 0 10
Jul-Sept, 2018 95 380 790 1662 2927 9 66 176 *220 471

Oct-Dec, 2018 31 299 915 2491 3736 8 63 221 458 750
Jan-Mar, 2019 136 446 771 1389 2742 26 96 170 225 517
Total 271 1162 2482 5554 9469 46 231 568 903 1748
*One candidate passed the exam twice.
Plant and Machinery for the Examination. These 492 candidates made a total of
1665 attempts, out of which 324 attempts were successful. The
Till 31st March 2019, a total of 501 candidates made 1936
performance of candidates in the Examination is summarised
enrolments. Out of the 501 candidates, 492 candidates
in Table 35.
Table 35: Region-wise Valuation Examination in the asset class Plant and Machinery
Apr-Jun, 2018 0 23 0 0 23 0 5 0 0 5
Jul-Sept, 2018 16 53 156 188 413 6 11 40 27 84
Oct-Dec, 2018 36 81 151 307 575 4 19 34 43 100
Jan-Mar, 2019 43 110 257 244 654 6 26 62 41 135
Total 95 267 564 739 1665 16 61 136 111 324
Securities or Financial Assets for the Examination. These 1456 candidates made a total of
4496 attempts, out of which 707 attempts were successful. The
Till 31st March 2019, a total of 1527 candidates made 5266
performance of candidates in the Examination is summarised
enrolments. Out of the 1527 candidates, 1456 candidates
in Table 36.
Table 36: Region-wise Valuation Examination in the asset class Securities or Financial Assets
Apr-Jun, 2018 7 60 12 15 94 0 8 1 1 10
Jul-Sept, 2018 66 409 320 231 1026 5 54 55 20 134
Oct-Dec, 2018 82 179 183 565 1009 9 26 34 67 136
Jan-Mar, 2019 295 404 683 985 2367 44 71 135 177 427
Total 450 1052 1198 1796 4496 58 159 225 265 707
Circulars implementation of provisions of the Code and Regulations, or

clarify or explain certain aspects of the regulations. Some of
The Board issues circulars from time to time to monitor IPs, the important circulars issued by the Board over the period
IPAs and IUs to facilitate its monitoring function, facilitate under review are listed in Table 37.
Table 37: Circulars issued by the Board in 2018-19
Date Content
19.04.18 Annual Compliance Certificate for IPAs
The Code read with the Regulations and Guidelines, Circulars, and Directions issued thereunder cast several duties, responsibilities and obligations on the
IPAs. It also mandates the Board to monitor performance of the IPAs. Keeping in view the institutional role of the IPAs, and to facilitate monitoring of both their
performance and compliance with statutory requirements, as also in the interest of transparency and accountability, the IBBI, in consultation with IPAs, devised
and issued the format of Annual Compliance Certificate. This certificate is to be submitted by the IPAs to the Board and to be displayed on its website within
45 days of the closure of every financial year.
23.04.18 Pre-registration educational course for IPs
In terms of the Regulations, an individual is eligible for registration as an IP, subject to meeting other requirements, if he has completed a pre-registration
educational course, as required by the Board, from an IPA after his enrolment as a professional member. In consultation with the IPAs, the IBBI specified the
details of pre-registration educational course. The course shall be conducted by the IPAs in not less than 50 hours either in class-room sessions or in MOOCs
environment that provides participants an opportunity to do the tasks themselves in a near-real environment with practical examples.
23.04.18 Commencement of Disciplinary Proceeding
The Code envisages that an IP may be appointed as IRP, RP, Liquidator, or a Bankruptcy Trustee if no disciplinary proceeding is pending against him. The Code,
however, does not define ‘disciplinary proceeding’. The IBBI clarified that (i) a disciplinary proceeding is considered as pending against an IP from the time
he has been issued a show cause notice by IBBI till its disposal by the DC; and (ii) an IP who has been issued a show cause notice shall not accept any fresh
assignment as IRP, RP, Liquidator, or a Bankruptcy Trustee under the Code.
12.06.18 Fee and other Expenses incurred for CIRP
The IBBI directed that an IP shall ensure that the fee payable to him, fee payable to an IPE and fee payable to RVs and other professionals, as also other expenses
incurred by him during CIRP are (a) reasonable; (b) directly related to and necessary for the CIRP; (c) determined by the IP on an arms’ length basis; (d) duly
approved by CoC, wherever required; and (e) paid through banking channel. It clarified that the IRPC shall not include: (a) any fee or other expense not directly
related to CIRP; (b) any fee or other expense beyond the amount approved by CoC, where such approval is required; (c) any fee or other expense incurred before
the commencement of CIRP or to be incurred after the completion of the CIRP; (d) any expense incurred by a creditor, claimant, RA, promoter or member of
the Board of Directors of the CD in relation to the CIRP; (e) any penalty imposed on the CD for non-compliance with applicable laws during the CIRP; (f) any
expense incurred by a member of CoC or a professional engaged by the CoC; (g) any expense incurred on travel and stay of a member of CoC; and (h) any
expense incurred by the CoC directly. It further directed the IPs to disclose fee and other expenses incurred for CIRP to the IPA of which he / she is a member
and the IPA in turn shall disseminate such disclosures on its website within three working days of the receipt of the disclosure and monitor the disclosures and
submit a monthly summary of non-compliance by its IPs to IBBI by the seventh day of the succeeding month.
06.07.18 Empanelment of IPEs
The IBBI observed that a few market participants were seeking empanelment of IPEs and a few IPEs were seeking empanelment with market participants. In
view of this, the IBBI directed the IPEs to refrain from seeking empanelment with or joining any panel of any market participant, while clarifying that: (a) An IPE
can provide only support services to the IPs who are its partners or directors; and (b) No person other than a person registered as an IP with the IBBI can render
services as an IP. An IPE is neither enrolled as a member of an IPA nor registered as an IP with the IBBI. It cannot act as IP under the Code.
10.08.18 Notice for Meetings of the CoC
As members of the CoC, the FCs discharge several critical responsibilities, including invitation, receipt, consideration and approval of resolution plans under
the Code. Their conduct has serious implications for continued business of a CD and consequently on the economy. Keeping in view concerns of the AA in a few
matters, the IBBI directed that the IRP / RP shall, in every notice of meeting of the CoC and any other communication addressed to the FCs, require that they
must be represented in the CoC or in any meeting of the CoC by such persons who are competent and are authorised to take decisions on the spot and without
deferring decisions for want of any internal approval from the FCs.
14.09.18 Voting in the CoC
The IBBI clarified that: (a) The Code read with CIRP Regulations provide for the manner of collection and verification of claims; (b) The IRP constitutes the CoC
comprising FCs, whose claims have been admitted, as members; (c) The voting power of a member in the CoC is based on the amount of admitted claim in
respect of the financial debt; (d) An FC, whose claim has not been admitted, is included in the CoC as member, as and when its claim is admitted; (e) Inclusion
of an FC in the CoC as a member after constitution of the CoC does not affect the validity of any decision taken by the CoC prior to such inclusion; and (f) The
CoC decides the matters by the specified per centage of voting share of members. Therefore, a person, who is not a member of the CoC, cannot be regarded
as one who has voted against a resolution plan or abstained from voting.
17.10.18 Valuation under the Code
The IBBI clarified that every valuation required under the Code or any of the regulations made thereunder shall be conducted by a RV, that is, a valuer registered
with the IBBI under the Valuers Rules. It directed that with effect from 1st February, 2019, no IP shall appoint a person other than an RV to conduct any valuation
under the Code or any of the regulations made thereunder.
Orders of the Board It rejected three applications for registration as IP in 2018-

19 (Table 38). Out of a total of three applications, two were
An individual enrolled with an IPA is required to make an rejected on the grounds of the applicant not being a fit and
application to the Board for grant of a certificate of registration proper person.
to carry on the activities of an IP in accordance with IP
Regulations. On consideration of an application, the Board As per regulation 4(g) of the IP Regulations, no individual
may form a prima facie opinion that the registration ought not shall be eligible to be registered as an IP if he is not a ‘fit
be granted to the applicant. The Board, having regard to the and proper’ person. For determining whether an individual
principles of natural justice, gives the applicant an opportunity is ‘fit and proper’ under the Regulations, the Board may take
to explain why the application should be accepted. If the account of any consideration as it deems fit, including but not
Board is not satisfied even after the explanation submitted by limited to the following criteria: (i) integrity, reputation and
the applicant, it rejects the application by a reasoned order. character; (ii) absence of convictions and restraint orders, and
(iii) competence, including financial solvency and net worth.
The Valuation Rules have similar provisions. The IBBI rejected QUASI-JUDICIAL FUNCTIONS
one application for registration as RV in 2018-19 (Table 38).
Table 38: Rejection of Applications for Registration as IPs
The rule of law requires that the regulator must enforce
and RVs observance of or compliance with a law, rule, regulation or
obligation, if it is not voluntarily done, to induce the desired
Year No. of Applications Rejected by IBBI conduct of professionals. A key element of enforcement is
For Registration as IP For Registration as RV disciplinary proceeding against professionals. In the interest
2016-17 2 NIL of fair and objective enforcement of the law, disciplinary
2017-18 6 NIL proceedings commence with the issuance of a show cause notice
2018-19 3 1 (SCN), based on findings of a fact-finding process. The SCN
states the details of any alleged contravention by the noticee
In 2018-19, the Board de-recognised 40 IPEs, as they failed to and the measures or direction the regulator intends to take or
meet the eligibility norms (Table 39). issue if the allegations are established to enable the noticee
Table 39: Derecognition of IPEs in 2018-19 to respond adequately. The proceeding provides a reasonable
and effective opportunity of hearing to the noticee to defend
himself and disposes of the SCN by a reasoned order, in the
Sl.No. Date of Name of IPE Derecognised
Derecognition
1 20.06.18 Avasant Resolution Professionals Private Ltd.
interest of principles of natural justice. The Code provides for
2 27.06.18 Gyan Shree Insolvency Professionals LLP
a DC to dispose of SCNs and to impose a monetary penalty, or
suspend or cancel the registration, as may be warranted. The
3 29.06.18 HSG Turnaround Professionals Private Ltd.
DC completed 11disciplinary proceedings and issued orders
4 25.09.18 BTG IP Services Private Ltd.
during 2018-19. The details of these proceedings are presented
in Table 40.
5 03.08.18 Dynamic Insolvency and Bankruptcy Services Private Ltd.
6 26.09.18 Triumphant Insolvency Advisors Private Ltd.
7 28.09.18 EY Restructuring LLP Table 40: Closure of Disciplinary Proceedings in 2018-19
8 16.10.18 Vaish Insolvency Professionals LLP SI.No. Date of Name of IP Penalty Imposed
9 19.11.18 Turnaround Insolvency Professionals LLP Order
10 19.11.18 Kedia and Kedia Associates 1 13.04.18 Mr. Dhaivat Penalty equal to one tenth of the total
Anjaria fee payable as IRP and RP in the CIRP of
11 19.11.18 BRS Insolvency Professionals LLP Electrosteel Steels Ltd.
12 19.11.18 SRI Resolution and Insolvency Advisory LLP 2 21.05.18 Mr. X Registration cancelled. However, access to
order blocked under directions of the High
13 19.11.18 A. Mittal Management Consultants (OPC) Pvt. Ltd.
Court
14 19.11.18 QBOID Advisors (Insolvency & Bankruptcy) LLP
3 03.05.18 Ms. Bhavna Registration suspended for a period of one
15 19.11.18 SMARTNOMICS Insolvency Professionals LLP Sanjay Ruia year.
16 19.11.18 Elite Insolvency Resolution Private Ltd. 4 23.08.18 Mr. Mukesh Registration cancelled and debarred
Mohan from seeking fresh registration as an IP or
17 20.11.18 A2Z Insolvency Services Private Ltd. providing any services under the Code for a
18 20.11.18 Key Insolvency and Bankruptcy Advisors LLP period of ten years.
19 20.11.18 Swift Insolvency Professionals LLP 5 23.08.18 Mr. Dinkar Penalty of one lakh rupees.
T. Venkata
20 20.11.18 KRV Insolvency Professionals LLP Subramanian
21 20.11.18 Southern Insolvency Professionals LLP 6 06.09.18 Mr. Kapil Goel Registration suspended for a period of
22 20.11.18 Lexpro Insolvency Services Private Ltd. three months and debarred from taking
up any new assignment till compliance of
23 20.11.18 ATCS Insolvency Professionals Private Ltd. directions.
24 20.11.18 Apex Insolvency Professionals LLP
25 20.11.18 KPAD Insolvency Resolution Professionals LLP, 7 15.10.18 Mr. Sandeep Penalty equal to one hundred per cent of the
Kumar Gupta total fee payable to him as IRP and as RP in
26 20.11.18 Lexlocus Insolvency Professionals Ltd. the CIRP of Stewarts & Lloyds of India Ltd.
27 20.11.18 Innovative Restructuring & Insolvency Professionals LLP and directed to undergo pre-registration
educational course.
28 17.01.19 AV Insolvency Professionals Private Ltd.
8 12.11.18 Mr. Martin S. K. Registration cancelled and debarred
29 17.01.19 Apprise Insolvency Professionals LLP Golla from seeking fresh registration as an IP or
30 17.01.19 Leverage Turnaround & Resolution Private Ltd. providing any services under the Code for
ten years.
31 17.01.19 Integro Insolvency Professionals Services Private Ltd.
9 07.01.19 Mr. Vasudeo Penalty equal to one hundred per cent of
32 17.01.19 Ezylaws Insolvency Professionals Private Ltd. Agarwal the total fee payable as IRP and as RP in the
CIRP of Upadan Commodities Private Ltd.
33 17.01.19 Majestic Resolution Professionals LLP
10 28.01.19 Mr. Sandip Penalty equal to one hundred per cent of
34 17.01.19 Chartered Insolvency Resolution Professionals Private Ltd.
Kumar Kejriwal the total fee payable as IRP and as RP in
35 17.01.19 Kadmawala Insolvency Professional Private Ltd. the CIRPs of Upadan Commodities Private
Limited and MaaTaara Industrial Complex
36 17.01.19 Bolster Juris IBP Private Ltd. Pvt. Ltd. and directed to undergo pre-
37 17.01.19 AAL Insolvency Professional Private Ltd. registration educational course.
38 17.01.19 Aries Corporate Consultants LLP 11 21.02.19 Ms. Bhavna Registration cancelled and debarred
Sanjay Ruia from seeking fresh registration as an IP or
39 17.01.19 Manrom Consult LLP providing any services under the Code for
ten years.
40 17.01.19 Mint Insolvency Professionals LLP
E ANALYSIS OF OUTCOMES
This Section presents the outcomes under the Code during simplified generic framework for resolution of stressed assets.
2018-19 based on concluded realisations from corporate
The Insolvency and Bankruptcy Code (Amendment)
insolvency proceedings. This section uses data, as provided
Ordinance, 2018, effective from 6th June, 2018, promoted the
by RPs. It does not consider other outcomes from insolvency
objectives of the Code further. Several pronouncements from
proceedings which have been captured in other Chapters of
the apex court in 2018-19 cemented the processes under the
this report. Further, a summary of the emerging jurisprudence
Code further, wherein several provisions in the Code passed
is also presented.
constitutional muster.
CORPORATE PROCESSES Insolvency Resolution
Two major developments in 2017-18 changed the trajectory
Since the coming into force of the provisions of CIRP with
of the insolvency regime. These are: (a) The Insolvency and
effect from 1st December, 2016, 1891 CIRPs have commenced
Bankruptcy Code (Amendment) Ordinance, 2017, effective
by the end of March, 2019, as presented in Table 41. Of these,
from 23rd November, 2017, which prohibited certain persons
211 have been closed on appeal or review or settled; 88 have
from submitting a resolution plan who, on account of their
been withdrawn; 396 have ended in liquidation and 101
antecedents may adversely impact the credibility of the process
have ended in approval of resolution plans. The month-wise
under the Code; (b) The RBI circular of 12th February, 2018,
admission of CDs into CIRP is presented in Figure 4.
that substituted the existing guidelines with a harmonized and
Table 41 : Corporate Insolvency Resolution Process till 31st March, 2019
(Number)
Quarter CIRPs at the Admitted Closure by CIRPs at the end of
beginning of the the Quarter
Quarter Appeal/ Review/ Withdrawal under Approval of Commencement of
Settled Section 12A Resolution Plan Liquidation
Jan- Mar, 2017 0 37 1 0 0 0 36
Apr-Jun, 2017 36 130 8 0 0 0 158
July-Sep, 2017 158 235 18 0 2 8 365
Oct-Dec, 2017 365 144 40 0 7 24 438
Jan-Mar, 2018 438 196 23 0 11 59 541
Apr-Jun 2018 541 249 22 1 14 51 702
Jul-Sept, 2018 702 242 33 27 29 86 769
Oct-Dec, 2018 769 276 13 38 18 82 894
Jan-Mar, 2019 894 382 53 22 20 86 1095
Total NA 1891 211 88 101 396 1095
Note: These 1891 CIRPs relate to 1870 CDs.
Figure 4: Month-wise Admission of CDs into CIRPs
140 130 127

125
120
101 101
95 93
100
82
72 74 75 74
80
60
40
20
0
Apr, May, Jun, Jul, Aug, Sep, Oct, Nov, Dec, Jan, Feb, Mar,
2018 2018 2018 2018 2018 2018 2018 2018 2018 2019 2019 2019
Table 42: Bench-wise Admission and Closure of CIRPs till The distribution of CIRPs admitted, as on 31st March, 2019,
31st March, 2019 as per the jurisdiction of benches of the AA is indicated in
Table 42. A maximum of 486 CIRPs have been admitted by
Sl. No. Benches of NCLT at No. of CIRPs
the Mumbai Benches followed by 444 by New Delhi Benches
Admitted Closed # Ongoing
and 281 by the Chennai Bench.
1 Ahmedabad 126 52 74
2 Allahabad 49 19 30
The distribution of stakeholders, who triggered resolution
process, is presented in Table 43. OCs triggered 46.64 per
cent of the CIRPs, followed by about 42.67 per cent by FCs
3 Bengaluru 62 27 35
4 Chandigarh 107 55 52 and remaining by the CDs. Initially, the CDs were the prime
5 Chennai 281 152 129 users, as they perceived that the CIRP would yield haircuts
6 Cuttack 01 00 01 for creditors, while the control and management would remain
7 Guwahati 08 03 05
unchanged. This perception changed with section 29A, which
was introduced in November, 2017. The credible threat of a
8 Hyderabad 122 39 83
CIRP that may shift the control and management of the CD
9 Jaipur 17 05 12
away from existing promoters and managers, most probably,
10 Kolkata 188 111 77 for ever, deterred the CD from filing applications for CIRP.
11 Mumbai 486 172 314 The number of applications by CDs reduced sharply post this
12 Principal and New 444 161 283 amendment. The applications by FCs increased following the
Delhi Bench Banking Regulations (Amendment) Ordinance, 2017 which
Total 1858 796 1095 empowered the RBI in May, 2017 to direct banks to file
# Closed on Appeal/Review/Settled, Withdrawal under Section 12A, Approval of applications for CIRP in case of a default by a CD. It got a
Resolution Plan, and Commencement of Liquidation, by 31st March, 2019. further boost in February, 2018 when the RBI substituted all
extant instructions on the resolution of stressed assets with a
harmonized and simplified generic framework for resolution
of stressed assets. The distribution of CIRPs based on
stakeholders who triggered the CIRP is presented in Figure 5.
Figure 5: Initiation of CIRP by OCs, FCs and CDs
250
197
200 164
146
150 129 126 114
98 99 102 100
89 85
100 65 65
58
37 35 38
50 22 14 22 18 16 16 21
7 8
0
Jan-Mar Apt-Jun Jul-Sept Oct-Dec Jan-Mar Apr-Jun Jul-Sept Oct-Dec Jan-Mar
2017 2017 2017 2017 2018 2018 2018 2018 2019
Operational Creditor Financial Creditor Corporate Debtor
Table 43: Initiation of Corporate Insolvency Resolution

Process
Quarter No. of CIRPs Initiated by Sector-wise distribution of CDs admitted into CIRP is presented
Operational Financial Corporate Total
in Table 44. The largest number of CIRPs have been initiated
Creditor Creditor Debtor in the manufacturing sector, with the second largest being in
Jan-Mar, 2017 7 8 22 37 the real estate, renting & business activities sector, the third
Apr-Jun, 2017 58 37 35 130
largest in the construction sector, followed by the wholesale &
retail trade sector. The status of CIRPs is presented in Table 45.
Jul-Sept, 2017 98 99 38 235
Oct-Dec, 2017 65 65 14 144 Till March, 2019, a total of 88 CIRPs have been withdrawn
under section 12A of the Code. The distribution of claims and
Jan-Mar, 2018 89 85 22 196
reasons for withdrawal in these CIRPs are presented in Table
Apr-Jun, 2018 129 102 18 249
46.
Jul-Sept, 2018 126 100 16 242
Till 31st March, 2019, 101 CDs have been rescued through
Oct-Dec, 2018 146 114 16 276
resolution plans. They owed Rs.2,29,351 crore to creditors.
Jan-Mar, 2019 164 197 21 382
However, the realisable value of the assets available with them,
Total 882 807 202 1891
Table 44: Sector wise distribution of CIRPs as on 31st March, Table 46: Claim Distribution and Reasons for Withdrawal in
2019 CIRPs
Sector No. of CIRPs Amount of Claims Admitted* (Amount in Rs. crore) No. of CIRPs
Closed Ongoing Total ≤ 01 34
Manufacturing 357 429 786 > 01 ≤ 10 21
Food, Beverages & Tobacco Products 35 60 95 > 10 ≤ 50 13
Chemicals & Chemical Products 32 44 76 > 50 ≤ 100 6
Electrical Machinery & Apparatus 27 43 70 > 100 ≤ 1000 4
Fabricated Metal Products 24 26 50 > 1000 2
Machinery & Equipment 42 44 86 Reason for Withdrawal**
Textiles, Leather & Apparel Products 59 69 128 Full settlement with the applicant 25
Wood, Rubber, Plastic & Paper Products 35 47 82 Full settlement with other creditors 5
Basic Metals 76 68 144 Agreement to settle in future 5
Others 27 28 55 Other settlements with creditors 31
Real Estate, Renting & Business Activities 144 221 365 Corporate debtors not traceable 2
Real Estate Activities 36 44 80 Corporate debtor struck off the Register 1
Computer and Related Activities 23 22 45 Applicant not pursuing CIRP due to high cost 2
Research and development 3 0 3 Others 14
Other business activities 83 154 237 *Data awaited in 8 CIRPs

**Data awaited in 3 CIRPs
Construction 69 137 206
Wholesale & Retail Trade 87 97 184 IBC. Despite recovery of 222 per cent of the realisable value,
Hotels & Restaurants 21 31 52 the FCs had to take a haircut of 46.25 per cent, as compared
Electricity & Others 13 35 48
to their claims. This only reflects the extent of value erosion
by the time the CDs entered the IBC process. Nevertheless,
as compared to other options, banks are recovering much
Transport, Storage & Communications 21 29 50
Others 84 116 200

better through IBC, as per RBI data. It is important to note that
Total 796 1095 1891 the 101 CDs rescued under IBC include 34 CDs which were
defunct or in BIFR. Yet, the IBC could rescue them.
Table 45: Status of CIRPs as on 31st March, 2019
This kind of realisation is consistent with the expectation
Status of CIRPs No. of CIRPs under the Code in the initial days of its implementation. The
Admitted 1891 CIRP yields good outcomes when it is initiated in early days of
Closed on Appeal / Review / Settled 211
default and concluded expeditiously. If it is initiated very late,
as it happened in many of these cases, after decades of sickness,
the CD is only worth its liquidation value, which decays
Closed by Withdrawal under Section 12A 88
Closed by Resolution 101

further with time. When that is not done, the CIRP yields either
Closed by Liquidation 396 liquidation or abysmal realisation. A few years down the line,
Ongoing CIRP 1095 it is expected that CDs would come up for resolution at the
> 270 days 326 earliest instance of default of threshold amount, that is, when
they have reasonably good health and hence the outcome of
> 180 days ≤ 270 days 181
CIRP would then be better.
> 90 days ≤ 180 days 237
≤ 90 days 351 Corporate Liquidation

Note 1. The number of days pending is from the date of admission A CIRP may end either with a resolution plan or in an order for
2. The number of days pending includes time excluded by the Tribunals.
liquidation of the CD. Under the Code, the decision to approve
when they entered IBC process, was only Rs.54,367 crore. a resolution plan or to go for liquidation rests with the CoC,
The IBC maximises the value of the existing assets, not of the which consists of the FCs as voting members. The commercial
assets which do not exist. Under IBC, the creditors recovered decisions of the CoC are not generally open to any analysis,
Rs.1,20,730 crore, which is about 222.06 per cent of the evaluation or judicial review by the AA. Till March, 2019,
realisable value of these CDs. Any other option of recovery or a total of 396 CIRPs had yielded orders for liquidation. The
liquidation would have recovered at best Rs.100 minus the cost distribution of stakeholders, who triggered these CIRPs, that
of recovery/liquidation, while the creditors recovered Rs.222 ended in resolution plan and liquidation orders, is presented
under IBC. The excess recovery of Rs.122 is a bonus from in Table 48.
Table 47: CIRPs yielding Resolution Plans, 2018-19

(Amount in Rs. crore)
Quarter No. of CDs Admitted Claims of Liquidation Value Realisable Amount Realisation by FCs as % of
FCs by FCs
Admitted Claims Liquidation Value
Jan-Mar, 2017 0 0 0 0 0 0
Apr-Jun, 2017 0 0 0 0 0 0
Jul-Sept, 2017 2 1021.90 25.32 75.30 7.36 297.39
Oct-Dec, 2017 7 2985.92 701.85 1178.59 39.47 167.92
Jan-Mar, 2018 11 4256.07 1349.18 2945.34 69.20 218.31
Apr-Jun, 2018 14 77419.00 18155.95 43065.45 55.63 237.20
Jul-Sept, 2018 29 27094.50 7741.73 9105.32 33.52 117.60
Oct-Dec, 2018 18 10671.82 3487.07 8056.53 75.49 231.04
Jan-Mar, 2019 20 92349.76 22905.43 51564.34 55.84 225.12
Total 101 215798.97 54366.52 115990.87 53.75 213.35
Table 48: CIRPs Yielding Resolution Plans and Orders for Liquidations till 31st March, 2019
CIRP initiated by Yielding Resolution Plans Yielding Orders for Liquidations
No. of CIRPs Liquidation Amount of Liquidation No. of CIRPs Liquidation Amount of Liquidation value
value admitted claims value as % of value admitted claims as % of admitted
admitted claims claims
Operational Creditor 26 1459.26 5270.68 27.69 161 6210.34 62137.86 9.99
Financial Creditor 54 51670.70 219464.03 23.54 147 7647.60 182576.02 4.18
Corporate Debtor 21 1236.56 4616.76 26.78 88 4334.42 39565.22 10.95
Total 101 54366.52 229351.47 23.70 396 18192.37 284279.10 6.39
It is seen that about 49.75 per cent of the CIRPs, which were Table 50: Status of Liquidation Process as on 31st March,
closed, ended in liquidation, as compared to 12.69 per cent 2019
ending with a resolution plan. However, it is important to note
Status of Liquidation Number
that 73.98 per cent of the CIRPs ending in liquidation (293
out of 396) were earlier with BIFR and or defunct (Table 49). Initiated 396*
The economic value in most of these CDs had already eroded Final Report submitted 18
before they were admitted into CIRP. Closed by Dissolution 7
Ongoing 378
Table 49: Distribution of CIRPs Ending in Liquidation
> One year ≤ Two years 85
State of Corporate Debtor at No. of CIRPs initiated by
the Commencement of CIRP > 270 days ≤ One year 49
Financial Operational Corporate Total
Creditors Creditors Debtors > 180 days ≤ 270 days 79
Either in BIFR or Non- 100 123 70 293 > 90 days ≤ 180 days 79
functional or both
≤ 90 days 86
Resolution Value ≤ Liquidation 118 144 68 330
Value * This excludes 2 cases where liquidation order has been set aside by NCLAT.
Resolution Value > Liquidation 29 17 20 66

Value
Twelve Large Accounts
Note: 1. There were 32 CIRPs, where CDs were in BIFR or non-functional but had Resolution of 12 large accounts were initiated by banks, as
resolution value higher than liquidation value.
2. Where liquidation value was not calculated, it has been taken as ‘0’. directed by RBI. Together they had an outstanding claim of
Rs.3.45 lakh crore as against liquidation value of Rs.73,220
The status of liquidation process as on 31st March, 2019 is crore. Of these, resolution plan in respect of 6 CDs have been
presented in Table 50. approved and orders for liquidation have been passed in respect
of two CDs. The status of the 12 large accounts is presented
Till March, 2019, 7 liquidation processes were closed by
in Table 53.
dissolution. The details of the same are presented in Table 51.
Table 51: Details of Liquidations closed by Dissolution

Name of CD Date of Order of Amount of Admitted Liquidation Value Sale Proceeds Amount Distributed Date of order of
Liquidation claims to stakeholders dissolution
Abhayam Trading limited 17.11.17 11.14 0.85 0.85 0.71 23.03.18
DDS Steel Rolling Mills Private 18.07.18 119.24 0 NA 0 18.07.18

Limited*
S D S Steels Private Limited* 30.07.18 237.28 0 NA 0 30.07.18
Zeel Global Projects Private Limited 07.05.18 1.28 0 NA 0 31.12.18
Dev Blessing Traders Private Limited 26.10.18 5.81 0 NA 0 08.02.19
Ghotaringa Minerals Limited 31.08.18 4662.89 0 NA 0 22.02.19
Maa Tara Industrial Complex Private 16.03.18 0.03 0 NA 0 04.03.19

Limited
‘0’ means an amount below two decimals.

NA means Not realizable/Saleable or no asset left for liquidation.
*Direct Dissolution; Claims pertain to CIRP period.
Table 52: Realisations in Closed Liquidations

Stakeholders under Number of Claimants Amount of claims Liquidation Value Amount Realised Amount Distributed
Section Admitted
18 Liquidations where Final Report Submitted
53 (1) (a) 0.89
53 (1) (b) 33 5233 10
53 (1) (c) 6 0.2 0.1
53 (1) (d) 8 17 0.7
53 (1) (e) 4 87 12.35 12.09 0.4
53 (1) (f) 11 11 0
53 (1) (g) 0 0 0
53 (1) (h) 0 0 0
Total (A) 62 5348.2 12.09
Table 53: Status of 12 Large Accounts

Name of Corporate Debtor Claims of Financial Creditors Dealt Under Resolution Realisation by all Successful Resolution Applicant
Claimants as a per
Amount Admitted Amount Realised Realisation as Per centage of Liquidation
centage of Claims Value
Electrosteel Steels Ltd. 13175 5320 40.38 183.45 Vedanta Ltd.
Bhushan Steel Ltd. 56022 35571 63.50 252.88 Bamnipal Steel Ltd.
Monnet Ispat & Energy Ltd. 11015 2892 26.26 123.35 Consortium of JSW and AION Investments Pvt. Ltd.
Essar Steel India Ltd. 49473 41018 82.91 266.65 Arcelor Mittal India Pvt. Ltd.
Alok Industries Ltd. 29523 5052 17.11 113.96 Reliance Industries Ltd., JM Financial Asset
Reconstruction Company Ltd., JMFARC - March
2018 - Trust
Jyoti Structures Ltd. 7365 3691 50.12 387.44 Group of HNIs led by Mr. Sharad Sanghi
Bhushan Power & Steel Under CIRP

Ltd.
Amtek Auto Ltd. CIRP recommenced
Era Infra Engineering Ltd. Under CIRP
Jaypee Infratech Ltd. Under CIRP
Lanco Infratech Ltd. Under Liquidation
ABG Shipyard Ltd. Under Liquidation

Voluntary Liquidation Table 56: Distribution of Liabilities of Companies under

Voluntary Liquidations
A corporate person may initiate voluntary liquidation
proceeding if majority of the directors or designated partners Sl. No. Liabilities
(Amt in Rs. crore)
No. of Companies
of the corporate person make a declaration to the effect that

1 ≤1 376
(i) the corporate person has no debt or it will be able to pay its
2 >1 ≤2 9
debts in full from the proceeds of the assets to be sold under
the proposed liquidation, (ii) the corporate person is not being
3 >2 ≤3 8
liquidated to defraud any person. The first voluntary liquidation 4 >3 ≤5 10
was initiated on 7th April, 2017. 413 corporates had initiated 5 >5 10
voluntary liquidation proceedings by 31st March, 2019, the Total 413
details of which are given in Table 54.

Table 57: Distribution of Assets of Companies under
Table 54: Commencement of Voluntary Liquidations till 31 st Voluntary Liquidations
March, 2019 Sl. No. Assets No. of Companies
Quarter Liquidations Liquidations Final Reports Liquidations
at the Commenced Submitted at the end 1 ≤1 241
beginning 2 >1 ≤2 47
Apr-Jun, 2017 0 13 0 13 3 >2 ≤3 36
Jul-Sept, 2017 13 41 0 54 4 >3 ≤5 35
Oct-Dec, 2017 54 58 4 108 5 >5 54
Jan-Mar, 2018 108 72 7 173 Total 413
Apr-Jun, 2018 173 38 16 195
July-Sept, 2018 195 61 16 240 Of the 413 corporate persons who have initiated voluntary
Oct-Dec, 2018 240 38 29 249 liquidation proceedings, 89 belong to the manufacturing sector,
Jan-Mar, 2019 249 92 34 307
173 belong to the real estate, renting and business activities and
Total NA 413 106 307
27 to the transport sector (Table 58). The reasons for initiations
of these voluntary liquidations are presented in Table 59.
Most of these corporate persons are small entities. 276 of them
have paid up equity capital of less than Rs.1 crore. Only 43 of Table 58: Sector-wise distribution of Voluntary Liquidations
them have paid-up capital exceeding Rs.5 crore. They together Sector Number
have an aggregate paid up capital of Rs. 2721 crore. The details Manufacturing 89
are presented in Table 55.
Food, Beverages & Tobacco Products 5
Chemicals & Chemical Products 11
Table 55: Details of 413 Liquidations
(Amount in Rs. crore) Electrical Machinery & Apparatus 5
Fabricated Metal Products 4
Details of No. of Paid up Assets Outstanding Amount Surplus
Liquidations capital debt paid to Machinery & Equipment 24
creditors
Textiles, Leather & Apparel Products 13
Liquidations 106 260 308 4 4 207
for which Wood, Rubber, Plastic & Paper Products 4
Final Basic Metals 4
Reports
submitted Others 19
Ongoing 307 2461 3741 * - - Real Estate, Renting & Business Activities 173
liquidations
Real Estate Activities 11
Total 413 2721 4049 * - -
Computer and related activities 51
liquidations
Research and development 2
*For ongoing liquidations, outstanding debt amount is not available.
Renting of machinery and equipment without operator and of 2
The distribution of liabilities and assets of these 413 corporate personal and household goods
persons are presented in Tables 56 and 57 respectively. The Other business activities 107
liabilities of 376 of them are less than Rs.1 crore. 276 of them Construction 15
have paid up equity capital less than Rs.1 crore. 43 of them Wholesale & Retail Trade 21
have paid-up capital exceeding Rs.5 crore. Hotels & Restaurants 4
Electricity & Others 6
Transport, Storage & Communications 27
Others 78
Total 413
Table 59: Reasons for Voluntary Liquidation validity of all the provisions of the Code challenged before it.
Sl. No. Reason for Voluntary Liquidation No. of Corporate Persons A large number of the challenges before the Court were against
1 Not carrying business operations 242 the provisions that treated FCs and OCs differently. First, the
2 Commercially unviable 63 SC observed: “a financial debt is a debt together with interest,
3 Running into losses 12 if any, which is disbursed against the consideration for time
4 No revenue 18 value of money. It may further be money that is borrowed or
5 Promoters unable to manage affairs 10
raised in any of the manners prescribed in Section 5(8) or
6 Purpose was formed accomplished 5
otherwise, as Section 5(8) is an inclusive definition. On the other
hand, an ‘operational debt’ would include a claim in respect of
7 Contract termination 5
the provision of goods or services, including employment, or a
8 Miscellaneous 58
debt in respect of payment of dues arising under any law and
payable to the Government or any local authority.” It relied
Total 413
Final reports in respect of 106 voluntary liquidations have been on the Final Report of the BLRC, the Notes on Clause 8 of the
submitted by 31st March, 2019. 42 liquidations have closed. Of Insolvency and Bankruptcy Bill, 2015 and the Report of the
the 307 ongoing voluntary liquidation processes, 93 are less ILC, to broadly lay down the distinctions between FCs and OCs
than 90 days old, 94 have crossed 360 days (Table 60). as “most financial creditors, particularly banks and financial
institutions, are secured creditors whereas most operational
Table 60: Phasing of Voluntary Liquidations creditors are unsecured, payments for goods and services as
well as payments to workers not being secured by mortgaged
Status of Liquidation No. of Liquidations
documents and the like.” It distinguished between the nature of
Initiated 413
agreements entered into with FCs and OCs, where the former
generally lends for working capital or on a term loan and
Final Report Submitted 106
Closed by Dissolution 42
involves a larger quantum of money as compared to the latter
Ongoing 307
where the agreement mostly relates to the supply of goods and
> One year ≤ Two years 94 services. Therefore, the distinction between the two is based on
> 270 days ≤ One year 36 intelligible differentia with a rational nexus to the objectives
> 180 days ≤ 270 days 49 that the Code seeks to achieve. Secondly, the SC highlighted
> 90 days ≤ 180 days 35 that the most significant difference between FCs and OCs is
≤ 90 days 93 that “financial creditors are, from the very beginning, involved
with assessing the viability of the corporate debtor. They can,
EMERGING JURISPRUDENCE and therefore do, engage in restructuring of the loan as well as
An economic legislation is typically a skeleton structure. reorganization of the corporate debtor’s business when there is
Judicial pronouncements provide flesh and blood to it and financial stress, which are things operational creditors do not
resolve grey areas. It takes several years, at times decades, and cannot do.” This was relied on, along with the legislative
for a major economic law to settle down and for there to be and case law developments that guarantee fair and equitable
complete clarity, certainty and predictability for stakeholders. treatment to OCs, to hold that the provisions giving only FCs
The AA, the Appellate Authority and judiciary have been at the right to vote as part of the CoC are valid. Thirdly, the
the forefront of the implementation of the Code. They have Court analysed if the difference in the process for triggering
settled several conceptual and contentious issues expeditiously the CIRP by OCs and FCs was arbitrary. It held that since
and delivered several landmark orders, bringing in clarity as FCs have to prove that there is “default” on the basis of solid
to what is permissible and what is not, and streamlining the documentation, or information in an IU that is easily verifiable,
process for the future. it was justifiable that they were not required to provide a
demand notice to the CD. This is contrary to the requirement
Constitutional Validity imposed on an OC to provide a demand notice to the CD, who
The SC examined vires of several provisions of the Code only “claims a right to payment of a liability or obligation in
comprehensively in Swiss Ribbons Pvt. Ltd. & Anr. Vs. Union respect of a debt which may be due”. Finally, the validity of
of India & Ors.26 It held that the judiciary should exercise section 53 of the Code was challenged on the grounds that it
restraint while examining the constitutional validity of was discriminatory towards OCs. The Court held that given
economic legislation since “in complex economic matters the relative importance of the two types of debts, particularly
every decision is necessarily empiric and it is based on the importance of repayment of financial debts for promoting
experimentation or what one may call trial and error method capital availability in the economy, a legitimate interest was
and therefore, its validity cannot be tested on any rigid prior being protected by section 53. Thus, OCs are not discriminated
considerations or on the application of any straitjacket against or Article 14 has not been infracted either on the ground
formula.” In this background, it upheld the constitutional of equals being treated unequally or on the ground of manifest
arbitrariness.
26
Civil Appeal No. 99 of 2018 and other petitions.
Various challenges were also raised against the validity of It was submitted that the information stored in private IUs
section 29A. The validity of this section was challenged on the should not be the conclusive evidence of default, and that
grounds that first, it had retrospective application. The Court these IUs are not governed by proper norms. The Court took
held that since a RA does not have a vested right in being note of the IBBI (Information Utilities) Regulations, 2017 and
considered as such in the resolution process, the section cannot held that “the aforesaid Regulations also make it clear that
be held to be retrospective. Secondly, it was argued that section apart from the stringent requirements as to registration of such
29A(c) holds unequals as equals by treating promoters who did utility, the moment information of default is received, such
not act with malfeasance on par with those who had. The Court information has to be communicated to all parties and sureties
held that section 29A was intended to apply to persons other to the debt. Apart from this, the utility is to expeditiously
than criminals or those who had been malfeasant, and this was undertake the process of authentication and verification of
justified by the legislative purpose of the section. Thirdly, it was information, which will include authentication and verification
argued that placing a bar on persons disqualified under section from the debtor who has defaulted. This being the case,
29A from purchasing any assets of the CD in liquidation as coupled with the fact that such evidence, as has been conceded
well would be contrary to the purpose of maximizing the value by the learned Attorney General, is only prima facie evidence
of the assets of the CD. This contention was rejected on the of default, which is rebuttable by the corporate debtor, makes
ground that the legislative purpose would continue to apply it clear that the challenge based on this ground must also fail.”
even in liquidation. Fourthly, it was argued that the period of
It was also argued that by giving adjudicatory powers to a
one year prescribed in section 29A for the disqualification to
non-judicial authority, that is, the RP, the Code violates the
apply was arbitrary and without basis. The Court held that it
basic aspects of dispensation of justice and access to justice.
was legislative policy that a person who is unable to service
This contention was also rejected by the Court on the grounds
its own debt beyond the grace period of one year, is unfit to
that “the resolution professional is really a facilitator of
be eligible to become a RA, and “this policy cannot be found
the resolution process, whose administrative functions are
fault with. Neither can the period of one year be found fault
overseen by the committee of creditors and by the Adjudicating
with, as this is a policy matter decided by the RBI and which
Authority.”
emerges from its Master Circular, as during this period, an
NPA is classified as a substandard asset.” Fifthly, it was The SC held that the experiment contained in the Code, judged
argued that the disqualification of relatives of persons who are by the generality of its provisions and not by so-called crudities
disqualified in section 29A was arbitrary. The Court held that and inequities that have been pointed out by the petitioners,
“The expression “related party”, therefore, and “relative” passes constitutional muster. It observed that with the Code in
contained in the definition Sections must be read noscitur a place, the defaulter’s paradise is lost.
sociis with the categories of persons mentioned in Explanation Applicability of Section 29A
I, and so read, would include only persons who are connected
with the business activity of the resolution applicant.” Finally, Section 29A was inserted in the Code since “Concerns were
it was argued that the exemption of MSMEs from section 29A raised that persons who, with their misconduct contributed
was arbitrary. The Court held that it was not arbitrary since to defaults of companies or are otherwise undesirable, may
“the rationale for excluding such industries from the eligibility misuse this situation due to lack of prohibition or restrictions
criteria laid down in Section 29A(c) and 29A(h) is because to participate in the resolution or liquidation process, and gain
qua such industries, other resolution applicants may not be or regain control of the corporate debtor. This may undermine
forthcoming, which then will inevitably lead not to resolution, the processes laid down in the Code as the unscrupulous person
but to liquidation.” would be seen to be rewarded at the expense of creditors. In
addition, in order to check that the undesirable persons who
The Court also examined the validity of section 12A that
may have submitted their resolution plans in the absence of
was challenged as being violative of Article 14, largely since
such a provision, responsibility is also being entrusted on the
the withdrawal of a petition under section 12A requires the
committee of creditors to give a reasonable period to repay
approval of ninety per cent of the CoC. The Court emphasized
overdue amounts and become eligible.”27 This has been the
that an insolvency proceeding is a proceeding in rem and not a
bone of contention in several matters.
lis between parties. Consequently, and as also explained in the
report of the ILC “all financial creditors have to put their heads Section 29A came up before the AA in Numetal Ltd. Vs. Satish
together to allow such withdrawal as, ordinarily, an omnibus Kumar Gupta(RP) and Anr.,28 wherein it held that when a
settlement involving all creditors ought, ideally, to be entered person is ineligible under section 29A, he shall be allowed
into. This explains why ninety per cent, which is substantially by the CoC, such period, not exceeding thirty days, to make
all the financial creditors, have to grant their approval to an payment of overdue amounts in accordance with the proviso of
individual withdrawal or settlement.” Further, if the CoC section 29A. It also further stated that the RP ought to follow
arbitrarily rejects an application for withdrawal, their decision the provision of section 29A(c) read with section 30(4) of
can be set aside by the AA or the Appellate Authority. Given the Code for the purpose of affording opportunity to the RAs
this, the Court upheld the validity of this provision. before declaring them ineligible.
27
Statement of Objects and Reasons appended to the Insolvency and Bankruptcy Code (Amendment) Act, 2017.
28
I.A Nos. 98, 110-112 & 121/NCLT/AHM/2018 in CP(IB) No. 40/7/NCLT/AHM/2017.
However, the AA, in Wig Associates Private Limited.29, there is no vested right in an erstwhile promoter of a corporate
determined that since as a general principle of statutory debtor to bid for the immovable and movable property of the
interpretation, an amendment which affects the legal rights of corporate debtor in liquidation. Further, given the categories of
a person should necessarily be prospective in nature, unless persons who are ineligible under Section 29A, which includes
expressly or by necessary implication deemed retrospective by persons who are malfeasant, or persons who have fallen foul
the legislation, the application of the Amendment which added of the law in some way, and persons who are unable to pay
section 29A was prospective in nature, from the date it came their debts in the grace period allowed, are further, by this
into force as an Ordinance, i.e., on 23rd November 2017. It proviso, interdicted from purchasing assets of the corporate
held that it would not apply to initiated or pending insolvency debtor whose debts they have either wilfully not paid or have
proceedings, which by their very nature are continuous and been unable to pay. The legislative purpose which permeates
cannot be halted or altered. It held:“…once in this case or in Section 29A continues to permeate the Section when it applies
like nature cases, CIRP had commenced and the Resolution not merely to resolution applicants, but to liquidation also.”
Professional has invited Expression of Interest which resulted The petitioners also argued that a person, who is otherwise
into submission of Resolution Plan by a Resolution Applicant qualified to be a RA, cannot be held to be ineligible to become
the same is to be dealt with as per the provisions existed on a RA merely on the ground that he is a relative of an ineligible
the date on which the petition is Admitted…the admitted person. The Court held that “we are of the view that persons
factual position is that the petition was admitted on 24th of who act jointly or in concert with others are connected with
August 2017 by an order of NCLT Mumbai, as against that the business activity of the resolution applicant. Similarly, all
the Ordinance was pronounced on 23rd of November 2017. It the categories of persons mentioned in Section 5(24A) show
is hereby held that the impugned Resolution plan is eligible for that such persons must be “connected” with the resolution
due adjudication.” applicant within the meaning of Section 29A(j). This being
the case, the said categories of persons who are collectively
The SC in Chitra Sharma and Ors. Vs. Union of India and
mentioned under the caption “relative” obviously need to
Ors.30, while dealing with the question of eligibility of a RA,
have a connection with the business activity of the resolution
held inter alia that the primary purpose behind section 29A
applicant.” Thus, the applicability of section 29A to related
was to ensure that the persons responsible for insolvency of
parties was restricted.
the CD do not participate in the CIRP by means of a backdoor
entry. It noted that clauses (c) and (g) of section 29A debar Thus, it was held that section 29A is based on a justifiable
Jaiprakash Associates Limited (JAL), the holding company of legislative policy choice that a person who is unable to service
JIL, from participating in resolution process as it would cause its own debt is unfit to be a RA. In order to establish the
serious prejudice to the discipline of the Code and would set at eligibility of a RA for submitting a resolution plan, it must be
naught the salutary provisions of the statute. determined at the very moment of the submission of a plan.
Further, it is applicable to those related parties of persons
Further clarity was provided in ArcelorMittal India Private
ineligible under section 29A who are connected to the business
Limited Vs. Satish Kumar Gupta & Ors.,31 in which SC held
activity of the ineligible person.
that section 29A is a de facto as opposed to a de jure position
of persons mentioned therein. This is a ‘typical see through Overriding effect of Code
provision’ so that one can see persons who are actually in
The SC considered the non-obstante clause in section 238 of
‘control’, whether jointly or in concert. A purposeful and
the Code in M/s. Innoventive Industries Ltd. Vs. ICICI Bank
contextual interpretation of section 29A is imperative to find
& Anr.,33 and held that the Maharashtra Relief Undertakings
out the real individuals or entities who are acting jointly or in
(Special Provisions) Act, 1958 was repugnant to the Code
concert for submission of a resolution plan. The ineligibility
since a consolidating and amending act like the Code “forms
attaches when the resolution plan is submitted by a RA.
a code complete in itself and is exhaustive of the matters dealt
The validity of section 29A was also challenged before SC in with therein” and “In the present case it is clear, therefore, that
Swiss Ribbons Pvt. Ltds. & Anr. Vs. Union of India & Ors.,32 the unless the Maharashtra Act is out of the way, the Parliamentary
validity of section 29A was challenged. It was argued that the enactment will be hindered and obstructed in such a manner
retrospective application of section 29A prejudices the vested that it will not be possible to go ahead with the insolvency
rights of erstwhile promoters to participate in the resolution resolution process outlined in the Code.” It further held: “It
process, as well as in the liquidation process. The Court held is clear that the later nonobstante clause of the Parliamentary
that “a statute is not retrospective merely because it affects enactment will also prevail over the limited nonobstante
existing rights; nor is it retrospective merely because a part of clause contained in Section 4 of the Maharashtra Act.”
the requisites for its action is drawn from a time antecedent to its
A similar issue fell for consideration of the High Court (HC)
passing”. With respect to challenge to proviso to section 35(1)
in Leo Edibles & Fats Limited Vs. The Tax Recovery Officer
(f), which is parallel provision of section 29A in liquidation,
(Central) Income Tax Department, Hyderabad and others34,
the Court held that “the same rationale that has been provided
where it held that in the event an assessee company is in
earlier in this judgment will apply to this proviso as well –
liquidation under the Code, the Income-tax Department can
29
M.A. No. 435 of 2018 in C.P. No. 1214/I&BC/NCLT/MB/MAH/2017. 32
Writ Petition (Civil) No. 99 of 2018 with other writ petitions.
30
Writ Petition(s) (Civil) No(s).744/2017 with other WPs and SLPs. 33
Civil Appeal Nos. 8337-8338 of 2017.
31
Civil Appeal Nos. 9402-9405 of 2018 with other Civil Appeals. 34
W.P. No. 8560 of 2019.
no longer claim priority in respect of clearance of tax dues of circumstances. It listed out the following good grounds and
the said company. The HC further clarified that the Income- unforeseen circumstances, for excluding the intervening period
tax Department cannot claim priority merely because the for counting of the total period of 270 days:- (a) If the CIRP is
order of attachment was prior to the initiation of liquidation stayed by a court of law, the AA, the Tribunal or the SC; (b) If
proceedings under the Code. It held that sections 220 and 222 no RP is functioning for one or other reason during the CIRP,
of the Income-tax Act would necessarily be subject to the such as removal; (c) The period between the date of order of
overriding effect of the Code, by virtue of section 238 thereof. admission/moratorium is passed and the actual date on which
the RP takes charge for completing the CIRP; (d) On hearing a
The SC in Pr. Commissioner of Income Tax Vs. Monnet Ispat
case, if the AA, the Appellate Tribunal, or the SC reserved the
and Energy Ltd.,35 made it clear that in view of section 238 of
order and finally passed order enabling the RP to complete the
the Code, the provisions in the Code will override anything
CIRP; (e) If the CIRP is set aside by the Appellate Tribunal or
inconsistent contained in any other enactment, including
order of the Appellate Tribunal is reversed by the SC and CIRP
Income-tax Act. Further, the SC in K. Kishan Vs. M/s. Vijay
is restored; and (f) Any other circumstances which justifies
Nirman Company Pvt. Ltd.,36 held that section 238 would
exclusion of certain period.
apply in case there is an inconsistency between the Code and
the Arbitration Act. In ArcelorMittal India Private Limited Vs. Satish Kumar
Gupta & Ors.40, the SC unequivocally held that the entire
On the issue of inconsistency between section 434 of the
time period within which the CIRP ought to be completed is
Companies Act, 2013 and the provisions of the Code, the SC
strictly mandatory in nature and cannot be extended. It relied
in Jaipur Metals & Electricals Employees Organisation Vs.
on the primary objective of the Code, which is to ensure a
Jaipur Metals & electricals Ltd. & Ors.,37 held that the latter
timely resolution process for a CD, and principles of statutory
must prevail. It took the view that the NCLT was absolutely
interpretation to hold that the literal language of section 12
correct in applying section 238 of the Code to an independent
mandates strict adherence to the time frame it lays down. To
proceeding instituted by a secured FC, and the company
enable this adherence to the outer time limit provided in the
petition pending before the HC cannot be proceeded with
Code, the court also held that the model timeline provided in
further in view of section 238 of the Code.
Regulation 40A of the CIRP Regulations should be followed
Timelines for CIRP “as closely as possible”. In the same matter, the Court
specifically dealt with the issue of whether the time taken in
The long title to the Code states that it is an Act for
litigation could be excluded from the outer time limit provided
reorganization and insolvency resolution of corporate persons,
in the Code and held that it could. It opined that “A reasonable
partnership firms and individuals in a timebound manner for
and balanced construction of this statute would therefore lead
maximisation of value of assets of such persons. The Code
to the result that, where a resolution plan is upheld by the
prescribes timelines for various activities of the CIRP. This
Appellate Authority, either by way of allowing or dismissing
came up for consideration of the Courts several times. In
an appeal before it, the period of time taken in litigation ought
Innoventive Industries Ltd. Vs. ICICI Bank & Anr.38, the SC
to be excluded. This is not to say that the NCLT and NCLAT
explained the rationale: “Speed is of essence for the working
will be tardy in decision making. This is only to say that in the
of the bankruptcy code, for two reasons. First, while the ‘calm
event of the NCLT, or the NCLAT, or this Court taking time to
period’ can help keep an organisation afloat, without the full
decide an application beyond the period of 270 days, the time
clarity of ownership and control, significant decisions cannot
taken in legal proceedings to decide the matter cannot possibly
be made. Without effective leadership, the firm will tend to
be excluded, as otherwise a good resolution plan may have to
atrophy and fail. The longer the delay, the more likely it is that
be shelved, resulting in corporate death, and the consequent
liquidation will be the only answer. Second, the liquidation
displacement of employees and workers.” It noted that Actus
value tends to go down with time as many assets suffer from
curiae neminem gravabit - the act of the Court shall harm no
a high economic rate of depreciation. From the viewpoint
man - is a maxim firmly rooted in jurisprudence. Therefore,
of creditors, a good realisation can generally be obtained
the time taken by a Tribunal should not set at naught the time
if the firm is sold as a going concern. Hence, when delays
limits within which the CIRP must take place.
induce liquidation, there is value destruction. Further, even
in liquidation, the realisation is lower when there are delays. While the statutory outer time limit cannot be extended, this
Hence, delays cause value destruction. Thus, achieving a high does not apply to the internal timelines for the processes set
recovery rate is primarily about identifying and combating the by the CoC, as long as those are within the statutory outer
sources of delay.” time limit. In Tata Steel Limited Vs. Liberty House Group Pte.
Ltd. & Ors.41, the Appellate Tribunal on going through the
In Quinn Logistics India Pvt. Ltd. Vs. Mack Soft Tech PVt. Ltd.
clauses of the ‘Process Document’, held that the CoC has the
& Ors.,39 the Appellate Authority, however, observed that it is
discretion to update, amend, modify, supplement, add, delay,
always open to the AA/Appellate Tribunal to ‘exclude certain
cease or annul the resolution process at any time and “the
period’ for the purpose of counting the total period of 270 days,
‘Resolution Professional’ in consultation with the ‘Committee
if the facts and circumstances justify exclusion, in unforeseen
of Creditors’ can extend the timelines at its sole discretion
35
Petitions for SLP (c) No. 6483/ 2018 with other SLPs (C). 39
Company Appeal (AT) (Insolvency) No. 185 of 2018.
36
Civil Appeal Nos. 21824 of 2017 with 21825 of 2017. 40
Civil Appeal Nos.9402-9405 of 2018 with other Civil Appeals.
37
Civil Appeal No. 12023 of 2018. 41
Company Appeal (AT) (Insolvency) No. 198 of 2018.
38
Civil Appeal Nos. 8337-8338 of 2017.
if expedient for obtaining the best ‘Resolution Plan’ for the guarantor, be it an individual or a corporate guarantor…What
Company. Therefore, granting more opportunity to all the is absolutely clear from the Code is that for the guarantor (be
eligible ‘Resolution Applicants’ to revise its ‘financial offers’, it personal guarantor or corporate guarantor), there is no
even by giving more opportunity, is permissible in the Law. automatic protection. It is only once the insolvency resolution
However, all such process should complete within the time has been initiated either by or against the guarantor (be it
frame.” personal guarantor or a corporate guarantor), only then the
benefit of the moratorium would be available to the guarantor
Judicial interpretation has, thus, by and large, supported
subject of-course to the other provisions of the IBC, 2016.”
timelines and promoted this objective by mandating that
various parts of the timeline be adhered to and that the outer Whereas, the NCLAT in State Bank of India Vs. Ramakrishnan
time-limit provided in section 12 cannot be extended. However, & Anr.,44 and in State Bank of India Vs. D. S. Rajendra Kumar,45
certain time periods may be excluded from the calculation of dealt with questions on maintenance of such proceedings in
the total time periods for the insolvency resolution process, different fora. They held that the moratorium on institution of
including time taken in litigation. proceedings on recovery or recovery of debts under section 14
Liability of Guarantors
of the Code would cover the guarantor as well as the CD.
The ILC noted the decisions of the NCLAT and the Allahabad
Under contract law, a guarantor’s liability is co-extensive with
HC and expressed its concern that these decisions put the
that of the principal debtor. In other words, the liability of a
surety’s liabilities on hold when the CD undergoes a CIRP.
principal debtor and the liability of a surety are separate and
It opined that this “may lead to the contracts of guarantee
co-extensive liabilities. The creditor is not bound to exhaust
being infructuous, and not serving the purpose for which
his remedy against the principal debtor before seeking remedy
they have been entered into” and cautioned that promoters
against the surety. Accordingly, it is possible to proceed
who are often guarantors may cause the CD to file “frivolous
against either the guarantor or the principal debtor in the first
applications to merely take advantage of the stay and guard
instance, or against both. If the claim is successful against
their assets.” Given this, they advocated for the introduction
the guarantor, the guarantor then steps into the shoes of the
of a clarificatory amendment to the Code, excluding guarantors
creditor and can proceed against the principal debtor, which
from the scope of the moratorium under section 14 of the Code.
is known as subrogation. Section 60(2) of the Code provides
Consequently section 14 of the Code was amended to disapply
that “where a corporate insolvency resolution process or
the moratorium to guarantors.
liquidation proceeding of a corporate debtor is pending before
a National Company Law Tribunal, an application relating Another question that was considered by courts is whether it
to the insolvency resolution or liquidation or bankruptcy of a is possible to proceed against a CG under the Code without
corporate guarantor or personal guarantor, as the case may proceeding against the principal debtor. In Ferro Alloys
be, of such corporate debtor shall be filed before the National Corporation Ltd. Vs. Rural Electrification Corporation Ltd.46,
Company Law Tribunal.” Given this, there is legislative clarity the NCLAT observed that the Code does not prohibit the FC
that concurrent insolvency proceedings can be maintained in from initiating the CIRP against the guarantor, since a guarantor
respect of the CD and a guarantor. is included in the definition of CD as provided under section
3(8) of the Code. It observed that the provisions of the Indian
In Sanjeev Shriya Vs. State Bank of India & Ors.42, the
Contract Act, 1872 will govern inter-se rights, obligations and
Allahabad HC considered whether proceedings could be
liabilities of a guarantor qua FC, in absence of any express
initiated under debt recovery laws against a guarantor, while
provision providing for the same in the Code. It held that it is
CIRP is underway against the CD. In this case, the SBI
not necessary to initiate CIRP against the principal borrower
instituted proceedings against the PGs of the CD and was
before initiating CIRP against the CGs. Without initiating
participating in the CIRP of the CD. However, their liabilities
CIRP against the principal borrower, it is always open to the
had not crystallised. In this context, the Court held that “the
FC to initiate CIRP under section 7 against the CGs, as the
entire proceeding is still in fluid stage and for the same cause
creditor is also the FC qua CG.
of action, two split proceedings cannot go simultaneously
before the DRT as well as NCLT.” The NCLAT, in Dr. Vishnu Kumar Agarwal Vs. Piramal
Enterprise Ltd.47, considered if the CIRP can be initiated against
Whereas, the Bombay HC took a divergent view in M/s. Sicom
the CG even if the principal borrower is not a corporate person
Investments and Finance Ltd. Vs. Rajesh Kumar Drolia and
or CD. It held that it is not necessary for the FC to initiate
Another43 and held: “Section 14 is as clear as it can be. On
the CIRP against the principal borrower before initiating it
reading Section 14, it is clear that the benefits as well as the
against the CG, since the creditor is also the FC qua CG. Thus,
liabilities mentioned therein are only that of the corporate
even if the principal borrower is not a corporate person and
debtor and corporate debtor alone. As far as prohibiting
no application can be filed against it under section 7, the FC
the institution of suits or continuation of pending suits or
has the freedom to file an application against the CG under
proceedings are concerned, the same applies only against the
section 7. In the same matter, the NCLAT also considered if
corporate debtor in insolvency and not a third party such as a
the CIRP could be initiated against two CGs simultaneously,
42
Writ -.C No. -30285 of 2017 connected with Writ -C No.-30033 of 2017. 45
Company Appeal (AT) (Insolvency) Nos. 87, 88, 89, 90 and 91 of 2018.
43
Summons for Judgment No. 221 of 2010 in Commercial Suit No. 44 of 2010. 46
Company Appeal (AT) (Insolvency) No. 92,93 & 148 of 2017.
44
Company Appeal (AT) (Insolvency) No. 213 of 2017. 47
Company Appeal (AT) 346 & 347 of 2018.
for the same debt and default. The NCLAT held that there is this Court to delve into or belittle the rationale underlying the
no bar in the Code for filing simultaneously two applications same.” Therefore, even where statutory authorities pass orders
under section 7 against the principal borrower as well as the for the attachment of properties, the dues to them would not
CGs or against both the guarantors. However, once for same constitute secured debts, and would fall within the scope of
set of claim application under section 7 filed by the FC is section 53(1)(e). Thus, statutory dues are operational debts,
admitted against one of the CDs (principal borrower or CG), and the statutory creditors are OCs.
second application by the same FC for same set of claim and
The NCLAT considered the issue in Pr. Director General
default cannot be admitted against the other CD (the CG or the
of Income Tax (Admn. & TPS) Vs. M/s Synergies Dooray
principal borrower).
Automotive Ltd. & Ors.,51 In this matter, the Income-tax
A further issue that has arisen in respect of guarantors is their Department appealed against the order of the AA approving
right of subrogation against the CD that has undergone the resolution of Dooray on the ground that the AA has granted
CIRP. Guarantors have contended that since they have a right huge income tax benefits to RA without impleading the
of subrogation against the debtor, resolution plans that do not appellant. The NCLAT considered whether the income tax,
provide for payments of guaranteed debts to them would be value added tax or other statutory dues, such as municipal tax,
discriminatory. However, this contention was rejected by the excise duty, etc., come within the meaning of operational debt
NCLAT in Lalit Mishra & Ors. Vs. Sharon Bio Medicine Ltd. and whether the Central Government, the State Government
& Ors.,48 PGs were shareholders or promoters and a plan that or the legal authority having statutory claim, come within
did not provide for payments on account of guarantees to them the meaning of OCs. It held that operational debt in normal
would not be discriminatory and the Code seeks to protect course means a debt arising during the operation of a CD. Only
creditors of the CD by preventing promoters from rewarding when the CD is operational and remains a going concern, the
themselves at the expense of creditors and undermining the statutory liability, such as payment of income tax, value added
insolvency processes. tax etc., will arise. As the income tax, value added tax and other
Statutory Dues as Operational Debt
statutory dues arising out of the existing law, arises when the
CD is operational, such statutory dues have direct nexus with
As per section 5(21), ‘operational debt’ means a claim in respect operation of the CD. Therefore, all statutory dues, including
of provision of goods and services including employment or income tax, value added tax, etc. come within the meaning of
a debt in respect of the payment of dues arising under any operational debt. Consequently, Income-tax Department of
law for the time being in force and payable to the Central the Central Government and the Sales Tax Department(s) of
Government, any State Government or any local authority. the State Governments and local authority, who are entitled to
The Calcutta HC in Akshay Jhunjhunwala Vs. Union of India dues arising out of the existing laws, are OCs.
through the Ministry of Corporate Affairs & Ors.49, held that
Role of Resolution Professional
the term operational debt “would also include a claim of a
statutory authority on account of money receivable pursuant to In ArcelorMittal India Private Limited Vs. Satish Kumar
an imposition by a statute.” Gupta & Ors.52, the SC considered the role of a RP. It observed
that the RP is required to examine that the resolution plan
This aspect in case of liquidation was considered by the
submitted by various applicants is complete in all respects,
Telangana and Andhra Pradesh HC in Leo Edibles & Fats
before submitting it to the CoC. He is not required to take
Limited. Vs. The Tax Recovery Officer (Central) Income Tax
any decision, but merely to ensure that the resolution plans
Department, Hyderabad and others.50 It held that passing
submitted are complete in all respects before they are placed
an order of attachment does not create property rights in the
before the CoC, who may or may not approve it. The fact
attached property. Consequently, “In the context of liquidation
that the RP is also to confirm that a resolution plan does not
of an assessee company under the provisions of the Code, the
contravene any of the provisions of law for the time-being
Income-tax Department, not being a secured creditor, must
in force, including section 29A of the Code, only means that
necessarily take recourse to distribution of the liquidation
his prima facie opinion is to be given to the CoC that a law
assets as per Section 53 of the Code. Section 53(1) provides the
has or has not been contravened. Section 30(2)(e) does not
order of priority for such distribution and any amount due to
empower the RP to ‘decide’ whether the resolution plan does
the Central Government and the State Government including
or does not contravene the provisions of law. Even though it
the amount to be received on account of the Consolidated
is not necessary for the RP to give reasons while submitting a
Fund of India and the Consolidated Fund of a State in respect
resolution plan to the CoC, it would be in the fitness of things
of the whole or any part of the period of two years preceding
if he appends the due diligence report carried out by him with
the liquidation commencement date comes fifth in the order of
respect to each of the resolution plans under consideration, and
priority under Clause (e) thereof… It is therefore clear that tax
to state briefly as to why it does or does not conform to the law.
dues, being an input to the Consolidated Fund of India and
of the States, clearly come within the ambit of Section 53(1) The role of RP got further clarified in Swiss Ribbons Pvt. Ltd.
(e) of the Code. If the Legislature, in its wisdom, assigned the & Anr. Vs. Union of India & Ors.,53 The SC held that an RP
fifth position in the order of priority to such dues, it is not for has no adjudicatory powers. He has administrative powers
48
Company Appeal (AT) (Insolvency) No. 164 of 2018. 51
CA (AT) (Insolvency) No. 205/2017 and other appeals.
49
Writ Petition No. 672 of 2017. 52
Civil Appeal Nos. 9402 - 9405 of 2018 with other appeals.
50
WP No. 8560 0f 2018. 53
Civil Appeal No. 99 of 2018 and other petitions.
as opposed to quasi-judicial powers. He is really a facilitator

of the resolution process, whose administrative functions are
overseen by the CoC and by the AA.
Supremacy of CoC
The SC, in ArcelorMittal India Private Limited Vs. Satish
Kumar Gupta and Ors.54, held that it is the CoC which will
approve or disapprove a resolution plan, given the statutory
parameters of section 30.
In K. Sashidhar Vs. Indian Overseas Bank & Ors.55, the SC
held that the word “may” in section 30(4) is ascribable to
discretion of CoC to approve or reject resolution plan. RP is
not required to express opinion on matters within the domain
of FCs, to approve or reject resolution plan. The IBBI cannot,
under section 196, directly or indirectly regulate the manner
of exercise of commercial wisdom by FCs during the voting
on resolution plan. The AA has no jurisdiction to evaluate
commercial decision of CoC much less to enquire into the
justness of rejection of plan by dissenting FCs. If resolution
plan is approved by CoC, it is obligatory for RP to submit it to
AA. If plan is rejected by not less than 25 per cent of voting
shares of FCs, RP is under no obligation to submit it under
section 30(6) to AA. The legislative intent is to uphold the
opinion of the minority dissenting FCs. On receipt of the plan,
the AA is required to satisfy itself that the plan approved by
CoC meets the requirements specified in section 30 (2). Upon
receipt of a “rejected” resolution plan, the AA is not expected
to do anything more; but is obligated to initiate liquidation
process under section 33(1). It observed: “The legislature
has not endowed the adjudicating authority (NCLT) with the
jurisdiction or authority to analyse or evaluate the commercial
decision of the CoC much less to enquire into the justness of
the rejection of the resolution plan by the dissenting financial
creditors.” It further observed: “Besides, the commercial
wisdom of the CoC has been given paramount status without
any judicial intervention, for ensuring completion of the
stated processes within the timelines prescribed by the I&B
Code. ………. The legislature, consciously, has not provided
any ground to challenge the “commercial wisdom” of the
individual financial creditors or their collective decision before
the adjudicating authority. That is made non-justiciable.”
54
Civil Appeal Nos. 9402 - 9405 of 2018 and other appeals.
55
Civil Appeal No. 10673 of 2018 and other appeals.
F IMPACT OF THE CODE
The impact of the Code is best seen in the context of its objectives. manner the Code envisages to achieve these objectives may
The long title to the Code states its objectives. The NCLAT serve as early indication.
delineated56 the order of objectives of the Code: “The objective Maximisation of value of assets
of the ‘I&B Code’ is Resolution. The Purpose of Resolution
is for maximisation of value of assets of the ‘Corporate The Code ensures optimum utilisation of resources at all
Debtor’ and thereby for all creditors. It is not maximisation times by preventing use of resources below the optimum
of value for a ‘stakeholder’ or ‘a set of stakeholders’ such as potential, ensuring efficient use of resources within the firm
Creditors and to promote entrepreneurship, availability of through a resolution plan; or releasing unutilised or under-
credit and balance the interests. The first order objective is utilised resources through closure of an unviable firm and
“resolution”. The second order objective is “maximisation thereby maximising its value. It prevents depletion of value by
of value of assets” of the ‘Corporate Debtor’ and the third enabling early initiation of process for revival and expeditious
order objective is “promoting entrepreneurship, availability of conclusion of process.
credit and balancing the interests. This order of objective is Promotion of entrepreneurship
sacrosanct.” The performance of the Code in terms of these
Robust insolvency regimes encourage entrepreneurship,
objectives will ultimately show up in overall growth of the
estimated as the likelihood of self-employment and rate of
economy of the country. The BLRC accordingly anticipated:
entry of new firms.58 Entrepreneurs act as catalysts for change
“We hope that the implementation of this report will increase
in the economy through their capacity for innovation and risk-
GDP growth in India by fostering the emergence of a modern
taking. As economies have become increasingly ‘knowledge-
credit market, and particularly the corporate bond market.
driven’, policymakers around the world have embraced
GDP growth will accelerate when more credit is available to
the idea of ‘entrepreneurship policy’ with enthusiasm. One
new firms including firms which lack tangible capital. While
mechanism by which governments have sought to implement
many other things need to be done in achieving a sound system
such policies has been through bankruptcy law.59 Under the
of finance and firms, this is one critical building block of that
flagship ‘Start-up India’ initiative of the Government of India,
edifice.”
as on 31st March, 2019, 17,390 start-ups across 499 districts
The most notable analysis of English insolvency law, the Cork have been recognised under the programme in 29 States and
Report, recognised credit as “the lifeblood of the modern 6 Union Territories. An employment data of 1,77,116 jobs has
industrialised economy”. Insolvency’s pivotal task is to afford been reported by 15,478 start-ups with an average number of 11
the creditors an opportunity of redeeming their resources employees per start-up. The Start-up India hub has witnessed
from insolvent enterprises to lend to more profitable avenues. a total of 3,16,936 registered users60. This is reflective of
A systematic approach to debt resolution and insolvency facilitation, including easier exit mechanism provided under
strengthens the investment climate and advances economic the IBC.
growth. In the previous regime, for entrepreneurs or start-ups, winding
There are several ways to observe or analyse the impact of the up a business required multiple approvals leading to a
Code. One way to do so is through the lens of the three E’s, substantial delay in realising the dues of creditors. The Code
namely, effectiveness, efficiency and efficacy, guided by an provides a time-bound mechanism of resolution where a start-
IMF methodology57. This is detailed as follows. up firm that fails can be wound up on a fast-track basis within
90 days. Thus, creditor interests are protected, and capital
EFFECTIVENESS OF THE CODE is reallocated to efficient businesses. Also, the Code allows
Effectiveness of an insolvency regime is the measure of the an honest entrepreneur to initiate insolvency proceedings
extent to which it achieves its intended objectives. While it is voluntarily and make an orderly exit if his enterprise fails
too early to assess the effectiveness of the Code for the period despite his best of intentions and efforts. Thus, the possibility
under review in terms of the achievements of objectives, the of failure does not hold up an entrepreneur from commencing
a business or implementing a new idea. By rescuing viable
56
Binani Industries Limited Vs. Bank of Baroda & Anr. CA (AT) No. 82,123,188,216 & 234 -2018 59
John Armour and Douglas Cumming (2008), “Bankruptcy Law and Entrepreneurship”,
57
Jose Garrido et al (2019), The Use of Data in Assessing and Designing Insolvency Systems, IMF American Law and Economics Review, Vol. 10, No. 2 (Fall 2008), pp. 303-350
Working Paper No. 19/ 27, February. 60
Annual Report 2018-19 of the Department for Promotion of Industrial Policy and Internal Trade,
58
Seung-Hyun Leea, Yasuhiro Yamakawab, Mike W. Penga, Jay B. Barneyc. (2011), “How do Ministry of Commerce and Industry, GoI.
bankruptcy laws affect entrepreneurship development around the world?”, Journal of Business
Venturing, Volume 26, Issue 5, September, Pages 505-520
businesses through CIRP and closing non-viable ones through and non-bank, financial and operational, foreign and domestic
liquidation, the Code releases the entrepreneurs from failure. - to extend credit at a lower cost for projects and thereby
It enables him to get in and get out of business with ease, enhances availability of credit.
undeterred by genuine business failures.
Table 61 shows that gross bank credit has grown at a rate of
Availability of credit 12.2 per cent in 2018-19 as compared to 8.2 per cent in 2017-
Through provision for resolution and liquidation, the Code 18 and most of this increase has been in non-food credit. There
reduces incidence of default, and enables creditors to recover is a substantial increase in credit to industrial sector from
their dues through revival of the firm or sale of liquidation Rs.27 lakh crore as at end March, 2018 to Rs.29 lakh crore as
assets. It incentivises creditors - secured and unsecured, bank at end March, 2019.
Table 61: Deployment of Gross Bank Credit by Major Sectors
Sl.No. Sector Credit in Rs. billion as on Variation in %

31st March, 2017 30th March , 2018 29th March, 2019 30th March, 2018 / 29th March, 2019 /
31st March, 2017 30th March, 2018
I Gross Bank Credit (II+III) 71455 77303 86749 8.2 12.2
II Food Credit 511 419 415 -18.0 -0.9
III Non-food Credit (1 to 4) 70945 76884 86334 8.4 12.3
1 Agriculture & Allied Activities 9924 10302 11113 3.8 7.9
2 Industry (Micro & Small, Medium 26798 26993 28858 0.7 6.9
and Large)
3 Services 18022 20505 24156 13.8 17.8
4 Personal Loans 16200 19085 22207 17.8 16.4
IV Priority Sector 24356 25532 27390 4.8 7.3
Source: RBI database
EFFICIENCY OF THE CODE 396 yielded the orders for liquidation, on an average in 284
days (without exclusion of time excluded by AA).
Efficiency is the measure of the extent to which the insolvency
system achieves its objectives with the minimum use of Resolution Cost
resources. It measures the relationship between inputs and The insolvency resolution process cost, which includes fee of
outputs. In effect, an efficient system would translate into a insolvency practitioner and other professionals, and expenses
quick resolution of financial distress with maximum recovery related to meetings of CoC, public announcements, filings and
and minimum costs. An efficient insolvency framework fosters litigations, etc., have been reduced remarkably under the IBC
liquidation of non-viable businesses, reallocation of assets to regime as opposed to costs as high as 9 per cent of estate value
more productive uses and rehabilitation of viable businesses. of the company under the regulatory framework for insolvency,
One of the measures to examine the efficiency of an insolvency in the earlier regimes, as reported in the World Bank’s Doing
regime is to look at the recovery rates it is generating for Business Report.
creditors and time and cost involved in such a process.
Recovery rate
Resolution Time
Recovery rates from a corporate or individual resolution
Time is of essence in an insolvency resolution proceeding to process in India were, as reported by the BLRC, among the
preserve the value of the assets of the CD. The Code lays down lowest in the world, with lenders recovering only 20 per cent
180 days for completion of CIRP. It permits one-time extension of the value of debt on net present value basis. With the time
of up to 90 days to be granted by the AA in deserving cases. In delays in insolvency resolution process being addressed under
order to reduce the time for resolution, the Code envisages a the Code, recovery rates are witnessing an upward trend.
competitive industry of IUs who would always hold an array of Table 47, in Section E, indicates that as on 31st March, 2019,
information about all firms, thus addressing lack of complete a total of 101 CIRPs yielded resolution. In these CIRPs, the
and undisputed information as a source of delay. It envisages FCs realised Rs 1,15,990.87 crore, while the total liquidation
many benches of AA spread all over the country. The AA is value was Rs. 54,366.52 crore. Thus, they realised 213 per
being strengthened on an ongoing basis. The insolvency service cent of the liquidation value, while the realisation by them in
is getting professionalised. Consequently, the timeframe for comparison to their claims was 53 per cent. If these CIRPs
completion of the CIRP has reduced. 796 CIRPs concluded by had ended in liquidation, the FCs would have got at best the
31st March, 2019. Of them 101 yielded resolution plans. They liquidation value, that is, 25.19 per cent of their claims.
took on an average 332 days for completion and the balance
EFFICACY OF THE CODE for limiting individual/group exposures in banks, encouraging

large corporate borrowers to access the bond markets for
Efficacy is the measure of the extent to which there exists a funding requirements. The study highlights that this, along
connection or contribution of the insolvency system (sub- with the Code, will provide a boost to the Indian bond market.
system) with the higher-level system like the legal, economic
and financial systems. Efficacy would ensure securing the Resolution of NPAs
objective of protection and maximisation of the value of an The primary focus of the Code is resolution. Recovery is only
insolvent for all the stakeholders and the economy in general. incidental. Nevertheless, the Code holds promise to address the
The efficacy of the Code can be evaluated based on the positive NPAs of the banking system in two ways. First, the promoters,
spill-over effects of the Code on the stakeholders and on the who do not want to lose the controlling interest in the company
economy in general. Some of the key outcomes of the Code, a to the successful RA, would clear up the debt or settle it to the
reflection of its efficacy, are as follows. satisfaction of the creditor. Second, if the promoters do not pay
Impact on Credit Market up, the creditors would realise their due from the successful
RA. Some of the large cases of NPAs, such as Bhushan Steel,
Studies show that effective reforms of creditors’ rights are Electrosteel Steels, Alok Industries, Jyoti Structures Ltd.
associated with lower costs of credit, increased access to credit, and Monnepat Ispat & Energy Ltd. have been resolved with
improved creditor recovery and strengthened job preservation.61 an amount of Rs. 93,544 crore having been recovered by the
If at the end of insolvency proceedings creditors can recover FCs. Till March, 2019, 101 cases of corporate insolvency were
most of their investments, they can continue reinvesting in resolved under the IBC framework with a realisation amount
firms and improving companies’ access to credit. Similarly, if for FCs of the order of Rs. Rs 1,15,990.87 crore.
a bankruptcy regime respects the absolute priority of claims,
secured creditors can continue lending and confidence in the RBI’s Report on Trend and Progress of Banking in India 2018-
bankruptcy system is maintained.62 19 informs that the Gross NPA (GNPA) ratio of all SCBs
declined in 2018-19 after rising for seven consecutive years,
Deep capital markets, including corporate bond markets, enable as recognition of bad loans neared completion. GNPAs as
investors to invest long-term, providing important sources of per cent of gross advances for all SCBs declined from 11.2
financing for projects such as infrastructure. According to per cent in 2017-18 to 9.1 per cent in 2018-19. The Report
RBI’s Financial Stability Report for June, 2019, during 2018- recognises that while a part of the write-offs was due to ageing
19, Rs.366.8 billion was raised through 25 public issues in the of the loans, recovery efforts received a boost from the IBC.
bond market, which is highest in the last five years. A study by
ASSOCHAM and CRISIL63 has noted that India’s corporate The Report further informs that the recovery of stressed
bond market, which contributes 17 per cent to the country’s assets improved during 2018-19 propelled by resolutions
GDP and is highly concentrated in the AAA rated bonds, under the IBC, which contributed more than half of the total
is expected to change as the Code brings about successful amount recovered. However, recovery rates yielded by major
resolution of stressed assets in a time-bound manner.64 With resolution mechanisms (except Lok Adalats) declined in 2018-
greater certainty of outcome and expectations of a faster 19, especially through the SARFAESI mechanism. Cases
resolution because of the Code, the interest of both domestic referred for recovery under various mechanisms grew over 27
and foreign investors in lower-rated paper will increase over per cent in volume and tripled in value during the year. Table
time, the report contends. The RBI has implemented norms 62 shows recovery under IBC vis-à-vis other legislations for
the years 2017-18 and 2018-19.
Table 62: NPAs of SCBs Recovered through Various Channels
Recovery 2017-18 2018-19 (P)
Channel
No. of cases Amount involved Amount Col. (4) as per No. of cases Amount involved Amount Col. (8) as per
referred recovered* cent of Col. (3) referred recovered* cent of Col. (7)
1 2 3 4 5 6 7 8 9
Lok Adalats 33,17,897 45,728 1,811 4.0 40,80,947 53,506 2,816 5.3
DRTs 29,345 1,33,095 7,235 5.4 52,175 3,06,499 10,574 3.5
SARFAESI Act 91,330 81,879 26,380 32.2 2,48,312 2,89,073 41,876 14.5
IBC 704@ 9,929 4,926 49.6 1,135@ 1,66,600 70,819 42.5
Total 34,39,276 2,70,631 40,352 14.9 43,82,569 8,15,678 1,26,085 15.5
Notes: 1. P: Provisional.
2. *: Refers to the amount recovered during the given year, which could be with reference to the cases referred during the given year as well as during the earlier years.
3. @: Cases admitted by NCLTs
4. Figures relating to IBC for 2017-18 and 2018-19 are calculated by adding quarterly numbers from IBBI newsletters.
Source: Off-site returns, RBI and IBBI
61
Neira, Julian (2017), “Bankruptcy and Cross-Country Differences in Productivity”, Journal “Bankruptcy Regimes during Financial Distress”, World Bank, Washington, DC.
of Economic Behavior and Organization; Claessens, Stijn, and Leora Klapper. 2003, 63
CRISIL and ASSOCHAM Report (2019), “Strengthening the Code”, May.
“Bankruptcy around the World: Explanations of Its Relative Use”, Policy Research Working 64
According to a 2006 study for the International Monetary Fund by Burger & Warnock,
Paper 2865, World Bank, Washington, DC. countries with better enforced creditor rights have larger domestic bond markets.
62
Armour, John, Antonia Menezes, Mahesh Uttamchandani and Kristen Van Zweiten (2009),
“How Creditor Rights Affect Debt Finance” in F. Dahan, ed. 2015. Research Handbook on
Secured Financing in Commercial Transactions. Elgar Publishing.; Djankov, Simeon. 2009,
Behavioural Change from existing promoters and managers, most probably, for
The Code has brought about a cultural shift in the dynamics ever, deters them from operating below the optimum level
between lender(s) and borrower(s), and promoter(s) and of efficiency and motivates them to make the best efforts to
creditor(s). The biggest gains for the economy have come from avoid default. Further, it encourages the debtor to settle default
the extent to which the threat of the IBC has spawned modified with the creditor(s) at the earliest, preferably outside the Code.
behaviour on the part of managers and lenders. The Code has There have been thousands of instances where debtors have
made an impact in the way repayment of debts are viewed and settled their debts voluntarily or settled immediately on filing
treated by promoters and management of the defaulting firms. of an application for CIRP with the AA before the application
Firms are now consciously encouraging their KMPs to engage is admitted. There are also settlements after an application is
with difficulties in a preventive manner, at the first signs of admitted. The Code has thus brought in significant behavioural
distress. With stringent regulation by the Board and with banks changes (Box 7) and thereby redefined the debtor-creditor
having to reserve more funds to cover losses or funds held up relationship. With the Code in place, the defaulter’s paradise
in NPAs, corporates and promoters are making all efforts to is lost65. Repayment of loan is no more an option; it is an
ensure debt payments. obligation.
The continuity in cash flows of companies is increasingly being On the other hand, a creditor knows the consequences of
recognised as the key determinant of corporate, and promoters/ default by a CD, if insolvency proceeding is not initiated or
directors are being obligated to infuse more capital, to ensure the insolvency is not resolved. It is motivated to resort to
a stronger demonstration of their commitment to the business. more responsible (meritocratic) lending to reduce incidence of
While the balance has tilted towards the lenders for now, the default. Further, although a creditor has the right to initiate a
promoters are increasingly working to lower their debt(s) to proceeding under the Code as soon as there is a default of the
banks, and raise capital from diverse sources like the corporate threshold amount, it is not obliged to do so at the first available
bond market or through overseas borrowings. opportunity, if it has reasons for the same. It cannot, however,
defer the initiation of proceeding indefinitely, allowing
Thus, with the evolving legislative and adjudicatory ballooning of default. It needs to explain to itself at least why it
framework under the Code, a marked philosophical shift is did not initiate insolvency proceeding, in case of a default, and
being observed, away from ex-post responses to corporate suffer consequences of its actions of omission or commission.
distress and in the direction of the management of the perils of Consequently, the likelihood of a very high value default is
corporate insolvency by the KMPs ex ante. minimum.
The credible threat of initiation of a CIRP under the Code
that the control and management of the CD may move away
Box 7: Nudge Theory and the Code

The ‘nudge theory’66 suggests that human behaviour can be influenced without any coercion. It is possible and legitimate for private and
public institutions to affect behaviour of individuals without encroaching upon their freedom of choice. Behavioural science guides as to
the manner whereby a desirable change can be brought about by ‘nudging’ people through delicate policy shifts, which encourage them
to take decisions in their own self-interest.
Chapter 2 of the Economic Survey 2018-19 informs about how behavioural changes have been brought about through key initiatives of
the Government for the well-being of the targeted sections of the society, invoking the principles of behavioural science. These principles,
in many ways, apply to economic laws as well, a prime example of which is the Code, which incentivises socially optimal behaviour of
the economic agents involved. In the following table, each of the behavioural principles are related with the architecture of the Code to see
how this law is using them, taking advantage of cognitive biases of individuals and ‘nudging’ the stakeholder(s) to achieve the objectives
of the Code.
Behavioural principle General application to the Code

Leverage default rules The first order objective of the Code is revival and continuation of the distressed CD
Choose the right default; default choice by protecting it from its own management and from death by liquidation. The default
should maximise welfare. choice under the Code is resolution process, where the stakeholders automatically
‘opt-in’ for resolution plan in the very first instance. Liquidation follows, if there is
no possibility of a resolution plan. The Code is ‘leveraging default rules’, given the
‘anchoring bias’ of individuals, by providing default choices to the economic agents,
such that the default choice maximises their own welfare and that of the society as a
whole.
Swiss Ribbons Pvt. Ltd. & Anr. Vs. Union of India & Ors., (2019) 4 SCC 17.
65
Thaler, Richard & Sunstein, C. (2009), “NUDGE: Improving Decisions About Health, Wealth, and Happiness”, Yale University Press
66
Make it easy to choose The Code establishes a linear, collective process of resolution, the outcome of which
Keep options few in number and easy is binding on the debtor, creditor and all other stakeholders, thereby making it the ‘go-
to comprehend; Reduce logistical and to’ option to resolve insolvency of a CD. It affords convenient choices in the form of
administrative impediments to choosing. providing a two-way solution to the stakeholders. Firstly, it provides them with the
automatic choice of resolution and simultaneously, it serves them a choice to exit by
providing a withdrawal mechanism. The Code also provides an option of voluntary
liquidation in certain circumstances.
Emphasise social norm The Code looks upon business failure as a normal and legitimate part of the functioning
Emphasise social norms to enhance of the market economy. Moreover, in the case of individual insolvency, the Code seeks
good behaviour; Focus on influencers to provide a structured and swift mechanism to resolve it. It also prohibits certain
that people can relate to. persons from submitting a resolution plan who, on account of their antecedents may
adversely impact the credibility of the processes under the Code. The Code, therefore,
addresses failure bias by attempting to create and emphasise new and acceptable social
norms with respect to insolvency and bankruptcy.
Disclose outcomes Measurable desired outcomes of the Code have come to the fore over the past two years
Disclose the realized benefits of good with several CIRPs yielding resolution, wherein realisation by FCs in comparison
behaviour. to the liquidation value of the CD has been nearly 190 per cent. Dissemination of
these outcomes has imparted greater credibility to the Code and encouraged more
stakeholders to use it.
Reinforce repeatedly There is a need for ‘reinforcing desirable outcomes’ repeatedly. Government and IBBI
Remind people of past good behaviour; have been regularly engaging with various stakeholders in the context of the new legal
Elicit a pre-commitment for desired framework for insolvency and bankruptcy regime in the country, making them aware
behaviour, and if possible, enable of the details of the processes. The positive outcomes of the same are being informed
immediate action as per the commitment. through various communication channels, hence reinforcing its merits.
Leverage loss aversion The Code, through its process design, which divests the promoters of the rights in a
Design incentives to reward good CD as soon as a CIRP is initiated, has induced them towards avoiding defaults. Thus,
behaviour ex ante with threat to revoke the Code has proved to be preventive in the sense that real damages are avoided by
reward later if behaviour fails to match simply signalling that the consequences of non-compliance may be heavy, and that
expectations. good credit behaviour will be rewarded.
Make messages match mental models Heuristics or mental shortcuts are often used by people as simple rules of thumb to help
Train people to shift to new rules of them take decisions. Given the growth of Code’s jurisprudence and the way in which
thumb. the Code has evolved as a problem solver to debtors and creditors in the society, it is
expected that taking recourse to the provisions of the Code for resolving insolvency
will be the new thumb rule.
Taking recourse to the Code is voluntary. Where one exercises its voluntary options in favour of the Code, the fall out is compulsory for
all other stakeholders. Therefore, it is one of the parties to the insolvency process and not the State who imposes an outcome on all other
players. This can be viewed as one of the most powerful ‘nudge’ requiring all stakeholders to exhibit their best behaviour, firstly to prevent
triggering of an insolvency and if triggered, to ensure that interests of all stakeholders are taken care of.
CORPORATE GOVERNANCE managed by shareholders, represented by a Board of Directors, with

assistance of a governance professional. The Code lays down norms
Many jurisdictions have codes for corporate governance. India for companies in distress. By laying down norms that seek to prevent
too has well-codified corporate governance norms and has been failure of companies and rescue failing companies, the Insolvency
continuously raising the bar for them. The Companies Act, 2013 and Bankruptcy Code, 2016 has taken corporate governance to new
and SEBI regulations serve as important milestones in this direction. heights in the country (Box 8)
These norms typically apply to a company in normal times when it is
Box 8: IBC: A Code for Corporate Governance

The raison d’être of a company is that it must live, generate value and share the value equitably among stakeholders. The framework
which enables a company to do so is corporate governance. In this sense, the IBC serves as a ‘Code’ for corporate governance. Its first
order objective is rescuing a company in distress. The second order objective is maximising value of assets of the company and the third
order objective is balancing the interests of stakeholders. This order of objectives is sacrosanct.67 It is not surprising that the OCED
advocates an effective and efficient insolvency framework to complement corporate governance framework.
67
Binani Industries Limited Vs. Bank of Baroda & Anr., [CA (AT) No. 82,123,188,216 & 234 -2018].
Saving Life
The Code has several provisions to save the life of a company in distress. It bifurcates and separates the interests of the company from
that of its promoters / management with a primary focus to ensure revival and continuation of the company by protecting it from its own
management and from a death by liquidation.68 If there is a RA, who can continue to run the firm as a going concern, every effort must
be made to try and see that this is made possible.69 It is a beneficial legislation which puts the company back on its feet, not being a mere
recovery legislation for creditors70. It provides a competitive, transparent market process, which identifies the person, who is best placed
to rescue the company and selects the resolution plan, which is the most sustainable under the circumstances. It mandates consideration of
only feasible and viable resolution plans, that too, from capable and credible persons, to ensure sustained life of the company.
The Code empowers creditors, represented by a CoC, to rescue a company, when it experiences a serious threat to its life. For this purpose,
the CoC can take or cause a haircut of any amount to any or all stakeholders. It seeks the best resolution from the market, unlike the earlier
mechanisms which allowed creditors to find a resolution only from the existing promoters. Further, the resolution plan can provide for
any measure that rescues the company. It may entail a change of management, technology, or product portfolio; acquisition or disposal of
assets, businesses or undertakings; restructuring of organisation, business model, ownership, or balance sheet; strategies of turn-around,
buy-out, merger, amalgamation, acquisition, or takeover; and so on.
Maximising Value
The Code safeguards and maximises the value of the company and consequently, value for all its stakeholders. It enables initiation of
resolution process at the earliest to preserve the value. It mandates resolution in a time-bound manner to prevent decline in the value.
It does not envisage recovery, which maximises the value of the creditors on first-cum-first-serve basis. It does not allow liquidation,
which maximises the value for stakeholders who rank higher in the waterfall, while destroying going concern value. Liquidation process
commences only on failure of resolution process to revive the company.
The Code facilitates resolution as a going concern to capture going concern surplus. It makes an insolvency practitioner run the company
as a going concern, prohibits suspension or termination of supply of essential services, mandates continuation of licenses, permits
and grants; stays execution of individual claims, enables raising interim finances for running the company, insulates the RAs from the
misdeeds of the company under the erstwhile management, etc. It provides for a market mechanism where the world at large competes
to give the best value for the company through a resolution plan. It always ensures optimum utilisation of resources by preventing use of
resources below their potential and ensuring efficient use of resources within the firm through a resolution plan. It endeavours to maximise
value through sale of the company or its business as a going concern, rather than selling the company in bits and pieces, even after the
liquidation process has commenced.
Where value has been lost on account of undesirable transactions (preferential transactions, undervalued transactions, extortionate credit
transactions and fraudulent transactions) with related parties in the preceding two years and with others in the preceding one year, the
Code enables claw back of such value. It even mandates retrieval of value lost due to the failure to exercise due diligence. There is a
twilight zone which begins from the time when a director knew or ought to have known that there was no reasonable prospect of avoiding
the commencement of resolution process till the company enters resolution process. During this period, a director has an additional
responsibility to exercise due diligence to minimise the potential loss to the creditors and he is liable to make good such loss. There is thus
strong deterrence to prevent directors and promoters from causing loss of value to the company in the run up to insolvency.
Balancing Interests
A company has two main sets of direct stakeholders – shareholders and creditors. If debt is serviced, shareholders have complete control of
the company. When the company fails to service the debt, the Code shifts control of the company to the creditors for resolving insolvency.
The Code moved from ‘debtor-in-possession’ model to ‘creditor-in-control’ model, balancing the rights and powers of shareholders and
creditors over a company.
The CoC decides the fate of the company. There are, however, check and balances to ensure that the resolution process yields fair and
equitable outcomes for the various stakeholders. The Code prescribes payment of a certain minimum amount to OCs and to dissenting
FCs, payment to OCs in priority over FCs, a statement as to how a resolution plan has dealt with the interests of the stakeholders, etc.
The ultimate discretion of what to pay and how much to pay each class or subclass of creditors is with the CoC, but its decision must
reflect the fact that it has taken into account maximising the value of assets of the CD and the fact that it has balanced the interests of all
the stakeholders. 71
Proactive Governance
The Code contributes to governance of a company even before it gets into distress. There is a credible threat that if a company defaults,
and consequently it gets into resolution process, in all probability, it would move away from the hands of current promoters / management
for ever. Firstly, because the promoters may not be eligible to submit a resolution plan. Second, even if eligible, they may not submit the
most competitive plan. This prevents use of resources below their potential before resolution, minimising the incidence of failure and
default. In the long run, the best use of the Code would be not using it at all. That would be the ultimate corporate governance.
68
Swiss Ribbons Pvt. Ltd. & Anr. Vs. Union of India & Ors., (2019) 4 SCC 17. 70
Swiss Ribbons Pvt. Ltd. & Anr. Vs. Union of India & Ors., (2019) 4 SCC 17.
69
Arcelor Mittal India Private Limited Vs. Satish Kumar Gupta and Ors., (2019) 2 SCC 1. 71
Committee of Creditors of Essar Steel India Limited Vs. Satish Kumar Gupta & Ors. CA
No. 8766-67 of 2019
Going Forward
A well governed company commands respect of the society and a premium from stakeholders. It is unlikely to have distress, and, in
rare situation of distress, it can be resolved quickly without loss of much value. It important because the Code has shifted focus from
possibility of recovery to possibility of resolution, in case of distress. A company prefers to keep itself resolvable all the time, should a
need arise, and the market prefers to deal with a company which is resolvable. A resolvable company obtains a competitive advantage
vis-a-vis non-resolvable companies through reduced cost of debt72. If value of a company lies in informal, off-the record arrangements
or personal relationships among promoters or their family members, prospective RAs may find it hard to trace and harness the value,
making resolution of the company remote. A company prefers to have value, which is visible and readily transferable to RAs. Similarly,
a company keeps an updated IM ready to enable expeditious conclusion of resolution process, if initiated. By incentivising a company
to remain resolvable all the time, the Code promotes preparation of a sort of ‘living will’ for the benefit of the company as well as the
society at large.
GLOBAL RESTRUCTURING REVIEW Conclusion

AWARD Summing up, an effective, efficient and efficacious insolvency
India won the prestigious Global Restructuring Review (GRR) regime has been ushered in by the Code. Green shoots are
Award for the ‘Most Improved Jurisdiction’ for the year 2018. visible in the form of realisations from NPAs and behavioural
This award recognises the jurisdiction which improved its changes amongst the creditors and debtors. Entrepreneurs
restructuring and insolvency regime the most over the last can take greater risk given the availability of a time bound,
year. Other jurisdictions shortlisted for this award included streamlined exit mechanism. Going forward, as the legal
the European Union and Switzerland. The winner is selected framework is further streamlined, further positive outcomes
based on a rigorous global nomination process. Singapore won are likely to emerge.
the award in the Most Improved Jurisdiction category in 2017.
The awards were handed over by Mr. Benjamin Clarke, Senior
Reporter, GRR to the three main constituents of the insolvency
regime, namely, AA, MCA and IBBI at a function in New
Delhi on 20th July, 2018.
Ms. Kyriaki Karadelis, Editor, GRR observed on the occasion:
“The award for most improved jurisdiction is extremely well-
deserved. As you know, India narrowly missed out on the title
to Singapore last year, but as the Insolvency and Bankruptcy
Law of 2016 has begun to be tested in the new network of
National Company Law Tribunals resulting in several key,
precedent-setting judgements, we felt it was the right time to
celebrate India’s progress in this sector.”
GRR Award ceremony at New Delhi on 20th July, 2018
Dr. Ajay Shah, The Next Level of Credit Analysis, Business Standard, 8th January, 2018.
72
G PERFORMANCE OF THE BOARD
A key innovation of the Code is the four pillars73 of has been building the much-needed institutional capacity
institutional infrastructure, which includes a regulator, to implement the reform at an unprecedented pace, while
namely, IBBI. The IBBI is a unique regulator, which regulates providing the regulatory framework to support insolvency
insolvency profession as well as insolvency processes. It reform. It envisions itself as a dynamic and proactive regulator
has regulatory oversight over IPs, IPAs, IPEs and IUs. It that provides a responsive and conducive regulatory framework
frames and administers rules for various processes under the to facilitate improved and equitable outcomes for persons in
Code, namely, corporate insolvency resolution, corporate financial distress. It is important that the Board understands
liquidation, fresh start, individual insolvency resolution and its own DNA, and the stakeholders recognise its uniqueness.
individual bankruptcy under the Code. It has responsibility
to promote the development of, and regulate the working and FOUR OBJECTIVES
practices of the IPs, IPAs, and IUs and other institutions in
Credibility distinguishes an ‘Organisation’ from an
furtherance of the purposes of the Code. It collects, organises,
‘Institution’. Great organisations aspire to earn credibility
and disseminates relevant data and information about each
and, in the process, become institutions. In institutional
insolvency and bankruptcy process and conducts and promotes
parlance this is called “legitimacy” that institutions acquire as
research and studies in the area of insolvency and bankruptcy.
organic brand equity74. It takes years, sometimes decades to
It is the ‘Authority’ under the Companies (Registered Valuers
build credibility. Four important objectives are motivating the
and Valuation Rules), 2017 for regulation and development of
IBBI in its transition to becoming an Institution and shaping
the profession of valuers in the country.
its priorities. This, in turn is shaping the planning, delivery,
UNIQUE REGULATOR monitoring and improvement of its tasks and processes over
time. These are detailed below.
The traditional statecraft has certain limitations in governance
of markets. To address effectively the issues that arise due Fostering Confidence
to the dynamic nature of a market economy and to impart Trusting relationships with stakeholders is the foundation
credibility to state interventions, designed with expertise of a credible organisation. To this end, the IBBI is engaging
and sans influence of interested groups, the Governments with each of its stakeholders in multiple ways and responding
have been setting up regulators and equipping them with the to emerging situations with transparency, consistency and
necessary powers, expertise and resources commensurate with objectivity.
the requirements of the task. The emergence of regulators to
share governance with the government is a reality. Governance (a) Considering that the Code is a paradigm shift in law from
through regulators constitutes one of the most significant the erstwhile insolvency and bankruptcy regime and is a code
institutional reforms in recent decades. complete in itself and is exhaustive of the matters dealt with
therein75, it is important to engage with the stakeholders to
Since the economic reforms in the 1990s several regulators make them aware of the provisions of the new regime and
have been established in India. As regulators establish their manner of using the same in case of need, while seeking their
credibility and acceptability in the space of governance, the inputs for strengthening and streamlining the processes under
stakeholders and other institutions are learning to live with the the Code. As detailed in Section C.3 of the report, the IBBI is
regulators around. engaging extensively and proactively with the stakeholders in
In sync with the priority and focus of the Government, the various formats, namely, conferences, seminars, roundtables,
IBBI has, since its establishment on 1st October, 2016, been workshops, and webinars and in various capacities, namely,
proactively engaging with the stakeholders in building the faculty, panelist, speaker, guest of honour, and chief guest. In
elements of the ecosystem and acting as the bridge across the keeping with the requirements of its responsiblities, it is the
elements of the ecosystem. The Board is a unique regulator endeavour of the IBBI to build capacity of the IPs and other
with certain unique regulatory features and challenges (Box service providers in the area of insolvency and bankruptcy
9). With the helping hands of IPAs, RVOs, trade and industry given that the law in place is a new one and needs to be
bodies, academia and universities, and professionals, it understood and interpreted correctly to enable delivery of the
73
Ministry of Finance, Press Release dated 11th May , 2016.
74
Williamson, Oliver E. (1996), “The Mechanisms of Governance”, Oxford University Press, New York.
75
M/S. Innoventive Industries Ltd. Vs. ICICI Bank & Anr. (2018) 1 SCC 407
Box 9: IBBI: A Unique Regulator

Most insolvency jurisdictions have two layers in the hierarchy of regulation, namely, Government and membership organisations. The UK,
for example, has the Insolvency Service in the Department for Business, Energy and Industrial Strategy and five Recognised Professional
Bodies (RPBs) recognised by the Secretary of State for Energy and Industrial Strategy for the purposes of authorising and regulating
insolvency practitioners in the UK. The Indian jurisdiction has three layers in the hierarchy, namely, Government, the IBBI and IPAs,
which are equivalent of RPBs. There is probably no agency exactly like the IBBI in any insolvency jurisdiction.
There is probably no agency like the IBBI in the Indian regulatory space. The establishment of a market regulator seems to be the primary
objective of several legislations such as the Securities and Exchange Board of India Act, 1992, the Reserve Bank of India Act, 1934,
the Insurance Regulatory and Development Authority of India Act, 1999, etc. As stated in the long title of the SEBI Act, it is an Act to
provide for the establishment of the SEBI to protect the interests of investors in securities and to promote the development of, and to
regulate, the securities market and for connected matters. The breadth of responsibilities includes any measure as the SEBI thinks fit in
furtherance of its objectives. The Code, however, provides for insolvency resolution processes of corporate persons and individuals. It
also provides for an ecosystem, comprising the AA, IBBI, IPs and IUs for implementation of the Code. One of the objectives of the Code
is the establishment of the IBBI. A few chapters of the Code provide for IBBI and list out its specific functions. Thus, the IBBI has a
specified role in the insolvency and bankruptcy regime, while SEBI is exclusively responsible for every aspect of the securities market.
The Company Secretaries Act, 1980 makes provisions for the regulation and development of the profession of Company Secretaries and
establishes the Institute of Company Secretaries of India (ICSI) for the purpose. While the ICSI develops and regulates the profession,
it does not specify the rules to be followed by Company Secretaries for transactions under the Companies Act, 2013 or other relevant
legislations. The IBBI develops and regulates the IPs. It also specifies the rules to be followed by IPs for transactions under the Code.
Further, while the ICSI is exclusively responsible for the profession of Company Secretaries, the IBBI jointly with the IPAs, discharges
the responsibility relating to the insolvency profession.
The SEBI and several other regulators develop and regulate markets. They, however, do not develop and regulate the professions, which
render services in their jurisdictions. The ICSI and other similar regulators develop and regulate the professions, but do not develop and
regulate markets where the professionals serve. The IBBI develops and regulates the profession of IPs and also develops and regulates the
market where IPs render services. It has the responsibility to promote the development of, and regulate, the working and practices of IPs,
IPAs, and IUs and other institutions, in furtherance of the purposes of the Code. It has regulatory oversight over the service providers in
the insolvency space, and writes rules for processes, namely, CIRP, corporate liquidation, individual insolvency resolution and individual
bankruptcy under the Code. It has been designated as the ‘Authority’ under the Valuation Rules for regulation and development of the
profession of valuers in the country.
Like every other regulator, the IBBI has quasi-legislative responsibilities. It has been the endeavour of the IBBI to effectively engage with
stakeholders in the regulation making process. It discusses the draft regulations in several roundtables with the stakeholders to revalidate
the understanding of the issues the said regulations sought to address, and the appropriateness of such regulations to address the issues. It
obtains comments of the public, through an electronic platform, on each draft regulation and sub-regulation. It also obtains the advice of
the relevant AC on draft regulations. The regulations made by the IBBI have generally enjoyed judicial deference and been found useful
by the AA, NCLAT and the SC. There are also instances where the regulations made by the IBBI did not pass the muster. The AA struck
down regulation 36A76 of the CIRP Regulations being ultra vires section 240(1) of the Code, in a collateral proceeding, and without notice
to the IBBI.
Every regulator has certain executive responsibilities. It enforces the regulations it makes. It does so in respect of relevant market
participants. For example, the SEBI enforces insider trading regulations on the company, board of directors, shareholders, investors,
merchant bankers, auditors, IPs, etc. However, the IBBI does not enforce CIRP Regulations on CDs, promoters, creditors, RAs, etc. It,
however, enforces regulations relating to IPs, IPAs and IUs. Some service providers probably do not fully understand their association
with the IBBI. There are instances where service providers have floated organisations by name ‘IBBI Insolvency Practitioners LLP’77 or
websites by name ‘ibbivaluers.com’78 which were discontinued on notice from the IBBI.
The IBBI has certain quasi-judicial responsibilities. It includes disciplining the IPs in case of deviant behaviour. However, there are
instances where stakeholders have filed FIRs against IPs or attempted to discipline IPs. There are also orders imposing penalties79 on IPs
or restraining the IBBI from taking disciplinary actions or quashing80 disciplinary proceedings initiated by the IBBI. The AA has made it
clear81: “If, there is any complaint against the Insolvency Professional then the IBBI is competent to constitute a disciplinary committee
and have the same investigated from an Investigating Authority as per the provision of section 220 of the Code. If, after investigation
‘IBBI’ finds that a criminal case has been made out against the Insolvency Resolution Professional then the ‘IBBI’ has to file a complaint
in respect of the offences committed by him. It is with the aforesaid object that protection to action taken by the IRP in good faith has been
accorded by section 233 of the Code. There is also complete bar of trial of offences in the absence of filing of a complaint by the ‘IBBI’ as
is evident from a perusal of section 236(1) (2) of the code.”
76
State Bank of India Vs. Su Kam Power Systems Ltd. ,C. P. No. (IB) - 540 (PB)/ 2017 81
M/s Alchemist Asset Reconstruction Co. Ltd Vs. M/s Hotel Gaudavan Pvt. Ltd. [Civil A
77
IBBI Order No. IBBI/DC/09/2018 dated 6th September , 2018. No.16929-2017
78
IBBI Order No IBBI/DC/16/2020-21 dated 8th January , 2020
79
Apna Scientific Supplies Pvt. Ltd. ,MA/154/2019 in CP/811/IB/2018
80
Punjab National Bank Vs. Rana Global Ltd. (IB)-196(ND)2018
envisaged outcomes. It organises and participates in several liquidation proceedings to arrive at collective solutions and
capacity building, advocacy and awareness programmes develop best practices to deal with emerging problems.
details of which have been provided in Table 13 of section
(e) The IBBI shares the outcomes of processes under the
C of this Report. In its endeavour to create awareness about
Code through its website and quarterly newsletter. It collects
the insolvency and bankruptcy regime amongst the students
and makes the data available in respect of CIRP, corporate
of higher education, it conducts essay competitions through
liquidation process, voluntary liquidation process, service
Institutes of Learning and takes students of law, economics
providers, examinations, and advocacy and awareness
and professional courses as interns.
programmes. Further, standard accountability arrangements
(b) The Board has notified regulations to deal with grievances include laying of regulations, annual accounts and annual
and complaints of stakeholders, namely, debtors, creditors, reports before the Parliament. The IBBI has been laying its
claimants, RAs, service providers, or any other person having regulations, annual accounts and annual reports that promotes
an interest in an insolvency resolution, liquidation, voluntary transparency and enables scrutiny of its work by a wider
liquidation or bankruptcy process under the Code. These audience.
are being dealt with in an objective, transparent and timely Responsive Regulation
manner. Table 32 in section D informs about the receipt and
disposal of complaints and grievances in 2018-19. On receipt Regulation is not an unmixed blessing. Nor is there a regulation
of any complaint against IPAs, its members or an IU, or in case for every market failure. Regulation making is not a ‘one-
the Board has reasonable grounds to believe that any IPA, IP size-fits-all’ approach. Different strategies and approaches
or IU has contravened any of the provisions of the Code or are required to design an appropriate regulation that address
rules or regulations, the Board causes an inspection, wherever different market failures with no or negligible unintended
required, to be done promptly. Based on examination of the consequences. The operating environment and market failures
inspection report or otherwise material available on record, the change over time and regulators need to have a flexible and
Board may issue a SCN to the accused detailing the specific ongoing ability to assess such changes and modify regulations
conduct of the accused and the contravention of the specific to meet the changing needs. A responsive regulator designs and
provision of law. After following the principles of natural modifies regulations, proactively with changing needs of the
justice, a DC disposes of the SCN at the earliest. market, without unduly restricting freedom of the participants.
The Board has standardised the regulation making process to
(c) The IBBI registers IPs, IPAs, IUs, RVs, and RVOs on
ensure that the regulations are effective as well as responsive,
receipt of an application for the same. It has a well-established
and not excessive. With this in mind, it has put in place the
process for processing the applications. Only “fit and proper”
IBBI (Mechanism for Issuing Regulations) Regulations, 2018
persons meeting the eligibility requirements are registered by
which govern the process of making regulations and consulting
the Board. Where the Board forms a prima facie view that an
the public.
application for registration is to be rejected, it conveys the said
view along with the reason(s) for the same. The applicant is The IBBI has a standing arrangement to enable any stakeholder
given an opportunity to explain as to how he is eligible to be to seek any new regulation or any change in any of the existing
registered. A WTM hears him and either grants registration regulations, throughout the year. This makes every stakeholder
or rejects the application for registration. He rejects the a regulator. The IBBI also puts out discussion papers along
application only by a reasoned order. The IBBI issued various with draft of the proposed regulation in public domain seeking
orders during 2018-19 as under: comments thereon. This makes every stakeholder a partner
in regulation. All comments and suggestions received from
stakeholders along with the views of the operating division
Sl. No. Type of Order Authority No. of Orders Issued in
2017-18 2018-19
of the IBBI are placed before the GB of IBBI for a decision.
1 Rejecting applications
for registration as IP
Board 06 03
The agenda notes of the GB are also placed on the website for
2 Rejecting applications Board NA 01
stakeholders to see the details of consultation process carried
for registration as RV out by IBBI and the basis for the final decision. This facilitates
3 Disposing of show Disciplinary Nil 11 multi-directional flow of information between the regulator
cause notices Committee and the stakeholders and amongst the stakeholders themselves,
4 Appeals against the First Appellate 05 29 when regulations are being framed. Further, in order to
reach out to various stakeholders and get their feedback on
orders of CPIO Authority
(d) IPAs and RVOs are frontline regulators responsible for draft regulations, the IBBI itself or in collaboration with the
developing and regulating the insolvency profession and industry/ institutes/organisations, organises roundtables in
valuation profession. The IBBI meets MDs / CEOs of three various cities before finalizing the regulations. It also organises
IPAs, 11 RVOs and one IU on 7th of every month to discuss the such roundtables to convey the intent of regulations so made to
issues arising from their governance and operations, practice stakeholders and facilitate implementation of the regulations. A
of insolvency and valuation professions and insolvency and list of such roundtables, organized in the period under review,
have been listed in Table 16 of Section C.
The IBBI has been servicing the following regulations as on Sl. No. Service Provider Number as on 31st March
31st March , 2019: 2018 2019
Sl.No. Regulations 1 Insolvency Professionals 1812 2456
1 IBBI (Model Bye-laws and Governing Board of Insolvency Professional 2 Insolvency Professional 75 48
Agencies) Regulations, 2016 Entities
2 IBBI (Insolvency Professional Agencies) Regulations, 2016 3 Insolvency Professional 03 03

Agencies
3 IBBI (Insolvency Professionals) Regulations, 2016
4 Information Utilities 01 01
4 IBBI (Insolvency Resolution Process for Corporate Persons) Regulations,
2016 5 Registered Valuer 03 11
Organisations
5 IBBI (Liquidation Process) Regulations, 2016
6 Registered Valuers Nil 1186
6 IBBI (Engagement of Research Associates and Consultants)
Regulations, 2017 *Excluding 977 individuals whose registrations expired by 30th June, 2017.
7 IBBI (Advisory Committee) Regulations, 2017 The IBBI conducts the following Examinations online as on
8 IBBI (Procedure for Governing Board Meetings) Regulations, 2017 31st March , 2019:
9 IBBI (Voluntary Liquidation Process) Regulations, 2017
Sl. No. Examination
10 IBBI (Information Utilities) Regulations, 2017
1 Limited Insolvency Examination
11 IBBI (Inspection and Investigation) Regulations, 2017
2 Valuation Examination (Land and Building)
12 IBBI (Fast Track Insolvency Resolution Process for Corporate Persons)
Regulations, 2017 3 Valuation Examination (Plant and Machinery)
13 IBBI (Employees’ Service) Regulations, 2017 4 Valuation Examination (Securities or Financial Assets)
14 IBBI (Grievance and Complaint Handling Procedure) Regulations, 2017

The IBBI amended the IP Regulations to provide that an
15 IBBI (Mechanism for Issuing Regulations) Regulations, 2018
individual shall be eligible for registration if he has successfully
completed Graduate Insolvency Programme (Box 10), as may
While the framework for regulations for all processes and
be approved by the IBBI, subject to meeting other requirements.
market intermediaries is in place, wherever any clarifications
It constituted a WG to recommend the structure, content,
on the extant legal position is required, the Board has been
and delivery mechanism for GIP under the provisions of IP
providing the same through circulars. It has been the endeavour
Regulations. The WG submitted its report in December, 2018.
of IBBI to deliver on its mandate and come up with innovative
Based on the recommendations of the Report and approval of
and timely solutions to address the emerging needs. For
the Governing Board, the IICA was permitted to launch the
example, where rate of interest has not been agreed to between
GIP. The first batch of GIP is scheduled to commence on 1st
the parties in case of creditors in a class, the IBBI specified
July, 2019 with a batch of 40 students.
that voting share of such a creditor shall be in proportion to the
financial debt that includes an interest at the rate of eight per Transparency in Decision Making
cent per annum.
Transparency increases the confidence of the stakeholders
Professionalisation of Insolvency Services in the system. Transparency in the internal functioning of a
regulator implies that a robust standard of documentation is
The influence of professionals in servicing a market economy
maintained about its internal functioning and the manner of
has been increasing over the years. Given the growing
making decisions. Since the regulator plays the role of the
complexity of markets, professionalisation to a large extent
State, such documentation should be maintained at a level of
determines the competitive edge of nations and sustainability
detail that is sufficient to support an independent assessment of
of prosperity. It is, therefore, incumbent that professions are
decisions taken by the regulator.
developed with right ethos and capability, where members of
the profession are held accountable for their services, while In the interest of transparency in internal processes, the IBBI has
they enjoy an enviable reputation. India has recently witnessed been regularly publishing regulations, outcomes of processes,
birth of two professions, namely, insolvency profession and summary of comments received from the stakeholders in the
valuation profession, that have considerably professionalised course of consultations for the regulations, annual reports,
insolvency services (Refer Box 1 in Section C). annual accounts orders passed in relation to regulated entities,
minutes of meetings of the GB, recommendations of advisory
A key function of the Board is to promote the development
committees of the board, reports of the WGs, external audit
of the working and practices of IPs, IPAs, IUs and other
reports, orders DC, orders of the First Appellate Authority
institutions in furtherance of the objectives of the Code. It
(FAA) under RTI Act, 2005 etc., on its website. It documents
has been servicing the following service providers as on 31st
all its decisions with reasons. For example, show cause notices
March, 2019:
by the IBBI, state the grounds of the proposed action and
information on the basis of which the notice has been issued.
Box 10: Graduate Insolvency Programme

To further develop the insolvency profession, the IBBI proactively engaged with the industry to structure and deliver a two-year full-
time course, namely, the GIP to produce a cadre of IPs of the highest quality and standards. It visualises GIP as a graduate programme of
global standard to produce top-quality IPs who can deliver world-class services as RPs, liquidators or in other capacities at a level that
surpasses the expectations of the market and the regulator in general and their consumers in particular. The GIP will be a first of its kind
programme in the World. Its content and design should serve an optimum utility not only for those who wish to take up the discipline of
insolvency profession as a career but also for those who wish to take up other roles in the value chain, in India and foreign jurisdictions.
The graduating students may choose to work as in-house counsellors or act as advisers with stakeholders participating or associated with
insolvency and liquidation proceedings or in turnaround industry. Some may even elect to become academicians or researchers or work in
media houses. Wherever they may work, they should be able to add value to the insolvency system. It should be an attractive programme
for foreign students as well who wish to find career opportunities in India or other jurisdictions.
Candidates who have completed a basic professional course such as company secretary, chartered accountant, cost accountant, or law,
or bachelors in technology or bachelors in electronics or a post-graduate with major in Economics, Finance, Commerce, Management or
Insolvency with aggregate 50 per cent marks, are eligible for admission into GIP. The maximum age-limit for enrolment is 28 years. This
will provide an avenue for young professionals, having talent but lacking experience, to take up the GIP as a career option. A student who
successfully completes the programme shall be awarded a certificate which states that the GIP has been conducted by the Institute with the
approval by the IBBI. The programme shall be delivered as an industry initiative requiring with at least half of the classroom component
being delivered by practitioners.
The GIP is envisaged to be a 24 months programme consisting of an intensive residential classroom component of 12 months and a hands-
on internship component at the cutting edge of the practice for 12 months. The internship will be an important aspect of the programme
where a student will be exposed to multiple aspects of the insolvency and bankruptcy related activities and will be trained with multiple
agencies, such as legal firms, banks / financial institutions, IBBI, NCLT, NCLAT.
The insolvency profession requires multiple skills, serving multiple stakeholders. While the GIP student will comprehensively learn about
the entire spectrum of insolvency and turnaround related policies, laws and regulations, the programme shall also aim to inculcate the
requisite soft skills such as, interpersonal and communication skills, people management, entrepreneurship, commitment and emotional
quotient, amongst the students. A very important aspect of the profession is requirement of deep-rooted ethics, integrity and other virtues
of an IP. The programme will aim to inculcate these virtues in students. It is envisaged that the GIP would command acknowledgement
and respect on the strength of its uniqueness, high quality of content and delivery.
Conclusion
With a clearly laid out vision, purpose and objectives, the IBBI
is making an honest effort to live up to the expectations of its
stakeholders. However, it is to be borne in mind that IBBI is
a new regulator, still learning and constantly introspecting to
achieve the best outcomes for all stakeholders. Shortcomings
cannot be ruled out. By regular brainstorming internally, with
market participants, stakeholders and experts and course
correction, it is striving to reduce these shortcomings. It has
been receiving support and co-operation from all concerned
in its pursuits. The MCA, CBDT, RBI, SEBI, CCI, NCLT,
NCLAT, SC and others have been facilitating the processes
under the Code.
IBBI is also following the global thinking in the area of
insolvency and bankruptcy with the aim of drawing best
practices from around the world and applying them in the
Indian context, albeit with changes to suit the local dynamics.
As detailed in Section K, IBBI has undertaken study tours to the
UK and Australia to get insights into their insolvency regimes
and have brought back learnings from them. Being futuristic
in its thinking, IBBI is trying to develop the key profession of
IPs for the insolvency and bankruptcy space, envisaging the
increasing demand for such professionals in the near future.
H PERFORMANCE OF THE GOVERNING BOARD
The Board is a body corporate having perpetual succession. It Regulations during the year, amending existing Regulations
holds and disposes of property, enters into contracts and sues to address the challenges and issues emerging from the
and is sued in its own name. The GB provides strategic direction implementation of the insolvency reform. Most of these
to the Board and establishes its objectives, and controls and Regulations were made after having consultation with the
monitors the management, reviews its performance and holds stakeholders online, in roundtables, and with the ACs. The GB
it accountable for delivering on the objectives. While the Code reviewed activities and performance of the Board in the areas
specifies the duties and functions of the Board, the Code read of service providers (IPs, IPAs, IPEs, IU, RVs, and RVOs),
with the IBBI (Procedure for Governing Board Meetings) limited insolvency examination, valuation examinations, CIRP,
Regulations, 2017 (Board Regulations) specify the business liquidation process, and voluntary liquidation. It approved the
of the GB and the manner of transacting the said business. Annual Accounts and Annual Report of the Board for the years
The business of the GB includes considering and approving 2016-17 and 2017-18. It also considered Inspection Policy
regulations, annual accounts, annual budget, annual report, and Manual for IPs, Manual for Examinations, Budget and
delegation of powers, etc. investment policy of IBBI, appointment of internal auditors,
infrastructure requirements of IBBI, etc.
The IBBI has quasi-legislative, executive and quasi-judicial
responsibilities. Quasi-legislative functions are the exclusive ASSESSMENT OF PERFORMANCE
domain of the GB. Quasi-judicial functions are the exclusive
domain of the DC comprising WTM(s). The executive A well-functioning GB builds a bridge between the organisation
functions are delivered by various functionaries of the Board and the stakeholders and the society at large and further
in accordance with the IBBI (Delegation of Powers and articulates a strategy for the organisation. A well represented
Functions) Order, 2017. The Board Regulations specify a GB induces the top management to avoid parochial vision
Charter of Conduct for Members of the Board. The Charter and take sustainable decisions that are in sync with the needs
aims to ensure that the GB conducts in a manner that does not of the stakeholders and objectives of the organisation. A GB
compromise its ability to accomplish its mandate or undermine with relevant expertise helps identify challenges and gaps
public confidence in the ability of Member(s) to discharge his proactively to make course corrections, to realise its full
responsibilities. potential and remain relevant in the ever-evolving market
environment. The effectiveness and efficiency of the GB
The GB had four meetings during 2018-19. The details of translates into effectiveness and efficiency of the organisation.
attendance of the Board members at these meetings are This calls upon the members of the GB to be committed, alert,
presented in Table 63. inquisitive and pro-active to the cause of the organisation.
Table 63: Attendance in Board Meetings In recent times, many GBs have recognised the importance
Name Position No. of Board Meetings in of evaluation of their own performance, as part of their
2018-19 accountability duties. The performance of a GB can be
Held when in Attended evaluated broadly on three dimensions, namely:
office
Dr. M. S. Sahoo Chairperson 4 4 (a) Board Composition and Quality, which cover aspects such
Ms. Suman Saxena WTM 2 0 as expertise and experience of Board Members, strategy to
Dr. Navrang Saini WTM 4 4
achieve laid down objectives, quality of debate and discussion
Dr. (Ms.) Mukulita WTM 4 4
in its meetings and its engagement with stakeholders.
Vijayawargiya
(b) Board Meetings and Procedures, which cover aspects
Mr. Gyaneshwar Kumar Singh Ex-officio Member 4 4
such as regularity and frequency of Board meetings, accuracy
Mr. G. S. Yadav Ex-officio Member 1 1
of minutes, amount of time spent on strategic and important
Mr. Unnikrishnan A. Ex-officio Member 4 4 matters and follow up on actions arising from Board meetings.
Dr. Shashank Saksena Ex-officio Member 3 3
(c) Board Functions and Development, which include
Dr. Rajiv Mani Ex-officio Member 1 1
aspects such as integrity of accounting and financial reporting,
With the approval of the GB, the IBBI notified one new promoting transparency and good governance and open
Regulation during 2018-19. It also notified nine amendment channels of communication with the top management.
In order to evaluate its own performance, the GB of IBBI 5. The responses were tabulated and an overall rating with
devised a Self-Evaluation Questionnaire comprising respect to each dimension was arrived at. Table 64 summarises
dimensions and parameters as identified above. Each of the the performance of the GB based on responses of the Members
Members responded to the questionnaire on a scale of 1 to to the questionnaire.
Table 64: Performance of Governing Board in 2018-19
Dimension Parameter Score Rating

Board Composition and Quality The Board has the appropriate mix of expertise and experience to meet the best interests of the 32 Excellent
organisation.
The organisation operates with a strategic plan or a set of measurable goals and priorities. 33 Excellent
All Board members have a clear understanding of the organisation’s vision, mission, its strategic 33 Excellent
direction and the financial and human resources necessary to meet its objectives.
The Board has identified and reviewed the organisation’s relationship with each of its key stakeholders 30 Satisfactory
and has appropriate level of communication with them.
The Board has adequate number of committees as may be required, with well-defined terms of 30 Satisfactory
reference, including reporting requirements.
Board meetings encourage a high quality of debate with healthy and probing discussions. 35 Excellent
The Board sets itself objectives and measures its performance against them on an annual basis. 32 Excellent
The Board gives direction to officers on how to achieve the goals by setting, referring to, or revising 31 Satisfactory
policies.
Total Sectional Score 256/280 (91%) Excellent
Board Meetings and Procedures The Board meets with sufficient regularity and the frequency of meetings is enough for the Board to 35 Excellent
undertake its duties properly.
Board meeting agenda and related background papers are concise and provide information of 33 Excellent
appropriate quality and detail to take decision on the matter.
All the information regarding the meeting is disseminated to the members in a timely manner. 33 Excellent
The actions arising from board meetings are properly followed up and reviewed in subsequent board 35 Excellent
meetings.
The minutes of Board meetings are clear, accurate, consistent, and complete and approved in timely 35 Excellent
manner.
Adequacy of attendance and participation by the Board members at the board meetings. 32 Excellent
The amount of time spent on discussions on strategic and general issues is sufficient. 32 Excellent
The processes are in place for ensuring that the Board is kept fully informed on all material matters 31 Satisfactory
between meetings (including appropriate external information, e.g., material regulatory changes).
Board Functions and The Board ensures the integrity of the organisation’s accounting and financial reporting systems. 33 Excellent
Development
The integrity of process of independent audit of the organisation is maintained. 35 Excellent

The Board has open channels of communication with the top management and others and is properly 32 Excellent
briefed.
The Board responds positively and constructively to events in order to enable effective decisions and 33 Excellent
their implementation, while promoting transparency and best practices in its governance.
Board members make decisions objectively and collaboratively in the best interests of the stakeholders 34 Excellent
and feel collectively responsible for such decisions.
Board members take decisions keeping in view an important function of the IBBI, viz. regulation, 35 Excellent
promotion and development of service providers in furtherance of the objectives of the Code.
Grand Total 724/770 (94%)
The GB evaluated itself to have performed exceedingly well in Board meetings and reviewed them in subsequent meetings.
all the three broad dimensions in 2018-19. It performed well It was particularly receptive to emerging developments and
in almost all the parameters identified within a dimension, for events and responded positively and constructively to them
assessing its effectiveness and efficiency. The performance to enable effective decisions and their implementation, while
appeared very strong in the principles of transparency, promoting best practices in its governance. An assessment of
efficient oversight of operations and strategic planning for the performance of the GB has at the same time helped identify
achieving set objectives. Further, it is observed that the Board a few parameters wherein the performance of the Board can be
meetings encouraged a high quality of debate with healthy strengthened further. Overall, the GB seemed to be fulfilling
and probing discussions. The GB also actively followed its mandate well, demonstrating a strong commitment to the
up on actions arising from discussions and decisions of the vision and principles guiding its activities.
WAY FORWARD long lasting insolvency law and not incorporating this will lead
to an incomplete Code. At the insistence of the Committee,
With the aim to promote a conducive and robust ecosystem to sections 234 and 235 were inserted as an enabling mechanism
support the implementation of the insolvency and bankruptcy pending a comprehensive framework. These sections enable
regime, as mandated under the Code, the IBBI has taken several Central Government to enter into bilateral agreements with
steps since its establishment. It is time to move further ahead foreign countries for applying the provisions of the Code.
into new domains, while further consolidating the progress
made so far. The following could drive agenda of the GB in With considerable progress in implementation of the provisions
the next year. relating to corporate insolvency, it is time to think about a
more comprehensive, internationally acceptable, cross-border
Personal Guarantors insolvency regime. The ILC in its report submitted on 16th
October, 2018, has proposed to add a chapter in the Code
In the two years since the enactment of the Code, the provisions
to introduce a globally accepted and well recognised cross
relating to corporate insolvency resolution, including fast track
border insolvency framework, considering the fact that some
resolution, corporate liquidation and voluntary liquidation of
corporates transact businesses in more than one jurisdiction
CDs have been operationalised. There are, however, occasions
and have assets across many jurisdictions. Implementation
when a CD takes a loan guaranteed by another corporate
of the framework will create an internationally aligned and
person, that is, CG to the CD, or an individual, that is, PG to the
comprehensive insolvency framework for CDs, which is
CD. The creditor may pursue a remedy against the CD, being
essential in a globalised environment (Box 12).
principal borrower, or the guarantor, when there is a default in
repayment of the loan. Section 14 of the Code was amended Resolution of Financial Service Providers
by an Ordinance with effect from 6th June, 2018 to exclude a
surety in a contract of guarantee to a CD from the purview of The Code provides a consolidated framework for
moratorium to enable the creditor to pursue a remedy against reorganisation, insolvency resolution and liquidation of
the guarantor. The insolvency resolution of CG to a CD and corporate persons, LLPs, partnership firms and individuals in
of PG to a CD complement insolvency resolution of a CD. It a time-bound manner. The ‘corporate person’ does not include
is, therefore, desirable to commence insolvency resolution of any FSP, that is, a person engaged in the business of providing
PG (Box 11) to complement corporate insolvency resolution financial services and registered or authorised by a financial
which already enables insolvency resolution of a CD and its sector regulator. Section 227 of the Code, however, enables the
CGs and to put PGs and CGs at the same level playing field. Central Government to notify, in consultation with the financial
sector regulators, FSPs or categories of FSPs for the purpose
Section 128 of the Indian Contract Act, 1872 provides that the of insolvency and liquidation proceedings, in such manner
liability of the surety is co- extensive with that of the principal as may be prescribed. There have been instances of stress in
debtor, unless it is otherwise provided by the contract. When FSPs. Government had to take control of IL&FS, an FSP that
the guarantee is invoked and the guarantor defaults to repay defaulted in debt obligations, in October 2018, to arrest the
to the creditor, both principal debtor and guarantor are jointly spread of the contagion to the financial markets. Pending a
and severally liable for repayment. The creditor has option dedicated framework for resolution of FSPs, the Code could
to proceed against either of the two, or both, in any order. be used in the interim to resolve insolvency of FSPs (Box 13).
In the matter of Ferro Alloys Corporation Ltd. Vs. Rural
Electrification Corporation Ltd.82, the NCLAT held that it is
not necessary to initiate CIRP against the principal borrower
before initiating CIRP against the CG. Without initiating any
CIRP against the principal borrower, it is open to a FC to
initiate CIRP under section 7 against the CG, as the creditor is
also the creditor qua CG. The SC upheld the aforesaid order of
the NCLAT on appeal.
Cross-Border Insolvency
The BLRC attempted to comprehensively solve the issues of
bankruptcy and insolvency as a purely domestic issue, while
acknowledging that the next frontier lies in addressing cross-
border issues. The Parliamentary Joint Committee, which
examined the Insolvency and Bankruptcy Code Bill, in its
Report in April, 2016, noted that many corporate transactions
and businesses in present times involve an international and
cross border element, and hence cross border insolvency cannot
be ignored for too long if India is to have a comprehensive and
82
Company Appeal (AT) (Insolvency) No. 92,93 & 148 of 2017.
Box 11: Insolvency Resolution of Personal Guarantors

The Code, as amended by an Ordinance with effect from 23rd November, 2017, classifies individuals into three classes, namely, PGs,
partnership firms and proprietorship firms, and other individuals, to enable implementation of individual insolvency in a phased manner
on account of the wider impact of these provisions. A WG, constituted by the Board to recommend the strategy and approach for
implementation of the provisions of the Code relating to individual insolvency, held the view that a phased implementation of individual
insolvency and bankruptcy is the intention of the legislature and a practical necessity.
It is desirable to commence individual insolvency resolution in respect of a smaller set of business savvy individuals, namely, PGs, to
complement CIRP. The provisions of the Code dealing with insolvency of partnership and proprietorship firms may be implemented in
the second phase. In the third phase, the provisions of the Code dealing with insolvency of other individuals may be implemented. This
would mean that while the Code would apply to insolvency resolution of PGs, while the Presidency Towns Insolvency Act, 1909 and the
Provincial Insolvency Act, 1920 would continue to apply to individual insolvencies in the interim. The learning from the implementation
of the earlier phases would help facilitate a smoother roll out of the later phases.
The WG recognised that the three classes of individuals have distinct peculiarities and characteristics. The dynamics, conditions and
factors involved in the insolvency and bankruptcy of individuals without business interest and individuals who have extended personal
guarantee to CDs or carry out business activities through partnership firms or proprietorship firms are different. Individuals with business
are likely to behave in a way consistent with the classical economic ideals on which business insolvency systems are founded. On the
other hand, the behaviour of individuals without business interest is expected to be somewhat informal. In a paper, An Economic-Legal
Perspective83, the authors note the importance of informal issues in individual insolvency, the importance of friends and family, and
informality in settlement of dues. The WG held the view that while insolvent individuals face a shared core of key issues, whether or not
business activity is a part of the context of the insolvency, PGs and individuals with businesses carrying out economic activities require
a different treatment due to economic considerations, number of creditors involved, personal guarantee and assets of guarantors, if any,
and other relevant factors. It is, therefore, necessary to have separate rules and regulations for each of the three classes of individuals.
It is, however, important to note that PGs are individuals. The Code envisages a benevolent insolvency framework for individuals as
compared to corporates. It keeps certain assets (work tools, basic furniture, personal ornaments valued up to a threshold, and a dwelling
unit valued up to a threshold outside the insolvency process to enable the individual to continue to live with dignity. It provides for
moratorium, which stays any pending legal action or proceeding in respect of any debt and prohibits the creditors of the debtor from
initiating any legal action or proceedings in respect of any debt. It does not envisage an automatic process whereby failure of insolvency
resolution process yields a bankruptcy process.
Further, the framework for individuals is vastly different from that provided in the Presidency Towns Insolvency Act, 1909 and the
Provincial Insolvency Act, 1920. Discharge of the individual is key to his rehabilitation in the society. Obtaining an order of discharge
under erstwhile laws was difficult and could be refused by the court on various grounds, such as conduct of the individual in the run up to
and during bankruptcy. The Code provides for an easier and objective process of discharge. In case of insolvency resolution, a discharge
is obtained as per the repayment plan and may be either before or after complete implementation of the repayment plan. In bankruptcy, a
discharge may be obtained once the proceeds from assets of the debtor are distributed to the creditors. However, if this has not been done
within a year of commencement of bankruptcy, the debtor shall automatically be discharged on expiry of such year.
Where the principal debtor defaults in repayment of debt, the creditor may choose to go after the PG for repayment of her debt. Thus,
insolvency proceedings of a CD and its PG are closely linked to each other. Recognising this, the Code provides a common forum for
these proceedings. It provides that where an application for insolvency resolution or liquidation proceeding of a CD is pending before a
NCLT, an application relating to insolvency resolution or liquidation or bankruptcy of a CG or a PG thereof shall be filed before the NCLT.
It further provides that insolvency resolution, liquidation or bankruptcy proceeding of a CG or a PG of the CD pending in any court or
tribunal shall stand transferred to the NCLT dealing with insolvency resolution or liquidation proceeding of such CD.
Box 12: Cross Border Insolvency

Issues of cross-border insolvency arise where foreign creditors have rights/claims over a debtor’s assets in insolvency proceedings; where
a debtor has branches/assets in several jurisdictions; and where a debtor entity is subject to insolvency proceedings simultaneously in
one or more jurisdictions. These give rise to complex situations since each nation would have its own law and institutions governing
the insolvency proceeding. In such instances, it is necessary to have a mechanism for coordination and co-operation between courts and
insolvency authorities such as administrators/liquidators of different countries, in order to protect and maximise the value of the debtor’s
assets and interests of stakeholders.
The UNCITRAL Model Law on Cross-Border Insolvency (Model Law), which is globally recognised and accepted, is available for
guidance. It has been adopted by 46 jurisdictions. It ensures full recognition of a country’s domestic insolvency law by giving precedence
to domestic proceedings and allowing denial of relief under the Model Law if such relief is against the public policy of the country. It
addresses the issues relating to recognition of foreign proceedings; coordination of proceedings concerning the same debtor; the rights of
foreign creditors; rights and duties of foreign insolvency representatives; and cooperation between authorities in different jurisdictions. It
could be considered for adoption with appropriate modifications to suit India’s specific requirements.
83
Bibek Debroy and Laveesh Bhandari (2004), Small Scale Industry in India Large Scale Exit Problems, (Academic Foundation).
The Model Law is based on broadly four main principles84:

(a) Access: The Model Law allows foreign IPs and foreign creditors direct access to domestic courts and confers on them the ability to
participate in and commence domestic insolvency proceedings against a debtor. However, direct access for foreign creditors is envisaged
under the Code even presently.
(b) Recognition: The Model Law allows recognition of foreign proceedings and provision of remedies by domestic courts based on such
recognition. Relief can be provided if the foreign proceeding is either a main or a non-main proceeding. If domestic courts determine that
the debtor has its centre of main interests (COMI) in the foreign country, such a foreign insolvency proceeding is recognised as the main
proceeding.
(c) Cooperation: The Model Law lays down the basic framework for cooperation between the domestic and foreign courts, and domestic
and foreign IPs. It provides for direct cooperation between: (a) domestic courts and foreign insolvency representatives; (b) domestic
courts and foreign courts; (c) foreign courts and domestic IPs; and (d) foreign insolvency representatives and domestic IPs. Notably,
cooperation may also be provided to foreign proceedings that have not been recognised as either main or non-main.
(d) Coordination: The Model Law provides a framework for commencement of domestic insolvency proceedings, when a foreign
insolvency proceeding has already commenced or vice versa. It also provides for coordination of two or more concurrent insolvency
proceedings in different countries by encouraging cooperation between courts.
The key advantages of adopting the Model Law with carve outs, as recommended by the ILC, are as under:
(a) Increasing foreign investment: Adoption of the Model Law will provide added avenues for recognition of foreign insolvency
proceedings, foster cooperation and communication between domestic and foreign courts and IPs and so on. There will be significant
positive signalling to global investors, creditors, governments, international organisations such as the World Bank as well as multinational
corporations with regard to the robustness of India’s financial sector reforms.
(b) Flexibility: The Model Law is flexible and respects the differences amongst national insolvency laws. Therefore, necessary carve outs
in the Model Law is possible to maintain consistency with domestic insolvency law while adopting a globally accepted framework. For
example, the moratorium under the Model Law may be tweaked to make it harmonious with the moratorium under section 14 of the Code
and a reciprocity requirement may be incorporated for stakeholders in other countries.
(c) Protection of domestic interest: The Model Law enables refusal of recognition of foreign proceedings or provision of any other
assistance if such action contradicts domestic public policy. Hence, it provides enough flexibility to protect public interest.
(d) Priority to domestic proceedings: The Model Law gives precedence to domestic insolvency proceedings vis-a-vis foreign proceedings.
For example, a moratorium due to recognition of a foreign proceeding will not prevent commencement of domestic insolvency proceedings.
(e) Mechanism for cooperation: The Model Law incorporates a robust mechanism for cooperation and coordination between courts and
IPs, in foreign jurisdictions and domestically. This would facilitate faster and effective conduct of concurrent proceedings.
Box 13: Resolution of Financial Service Providers

Sound micro-prudential regulation reduces the probability of failure of FSPs. However, eliminating all failure is neither feasible nor
desirable. Since failure of large FSPs can be highly disruptive for clients and for the economy and there was no specific law in India for
resolution of failures of FSPs, the FSLRC recommended85 a unified Resolution Corporation to deal with resolution of FSPs.
The resolution of FSPs, with systemic links to the financial system, is generally in accordance with the ‘Key Attributes of Effective
Resolution Regimes for Financial Institutions’ of the Financial Stability Board, an international body, which monitors and makes
recommendations about the global financial system. Among other recommendations, the Key Attributes provide that resolution regimes
for ‘systemically significant or critical’ financial institutions must be led by a Resolution Authority and provide for ex-ante features such
as resolution and recovery planning.86
In the middle of this decade, it was considered to provide two different frameworks for resolution of two different kinds of firms, namely,
FSPs and other firms (real sector firms), given their nature of funding and business. Other firms mostly rely on equity and debt and their
resolution aims at value maximisation. However, many FSPs handle large amounts of consumers’ money. Some of them are systemically
important as their failure has potential to disrupt the financial system and have an adverse effect on the economy. Their resolution aims to
promote financial stability. This is evident from the complementary approaches adopted by the BLRC and the Committee on Resolution
of Financial Firms87. The BLRC noted: “The Code will not cover entities that have a dominantly financial function, whose resolution
is covered by the Resolution Corporation in the draft Indian Financial Code, proposed by the Financial Sector Legislative Reforms
Commission….”.
While the Code was under consideration of the Parliament, in his Budget Speech of 2016-17, the Finance Minister stated: “A systemic
vacuum exists with regard to bankruptcy situations in financial firms. A comprehensive Code on Resolution of Financial Firms will be
introduced as a Bill in the Parliament during 2016- 17. …. This Code, together with the Insolvency and Bankruptcy Code 2015, when
enacted, will provide a comprehensive resolution mechanism for our economy.” The Committee on Resolution of Financial Firms, which
84
Report of the Insolvency Law Committee, October, 2018.
85
Report of the Financial Sector Legislative Reforms Commission, 2013.
86
Key Attributes of Effective Resolution Regimes for Financial Institutions, Financial Stability Board, October 15, 2014.
87
Report of the Committee to Draft Code on Resolution of Financial Firms, 2016.
was constituted in pursuance of this budget proposal, noted: “Standard insolvency and bankruptcy processes are usually not considered
suitable for financial firms, particularly for those that handle consumer funds and those considered to be of systemic significance. Further,
such processes, even if they are efficient, tend to drag on for longer periods of time than are acceptable for instances of financial firm
failure, exacerbating the threats to consumer funds and systemic stability. Also, the fear of a financial firm going into a long-winded
process may trigger “runs” on these firms even when they have not really failed. Hence, it is important to have a credible resolution
regime under an expert statutory institution that is able to ensure efficient, orderly and fair resolution of financial firms.”
This Committee also noted: “Only certain financial firms that do not handle consumers’ money and do not pose systemic risk may be
covered under the Insolvency and Bankruptcy Code, as the rationale for covering under a specialised resolution regime does not apply
to such firms.” Accordingly, the Financial Resolution and Deposit Insurance Bill, 2017 (FRDI Bill) was introduced in the Parliament.
It proposed to establish a Resolution Corporation and to confer upon the Corporation certain powers of resolution relating to transfer of
assets to a healthy financial firm, merger or amalgamation, liquidation to be initiated by an order of the NCLT and some new methods of
resolution, such as bail-in and creation of a bridge service provider. It designed the Corporation to resolve default of an FSP swiftly and
efficiently and to protect the unsophisticated consumers. However, the bill was withdrawn.
Consequently, India is yet to have a specialised, comprehensive legal framework for resolution of FSPs. Till the time a comprehensive
framework (akin to the FRDI Bill) for dealing with the insolvency resolution and liquidation proceedings of FSPs is put in place, applying
section 227 appropriately can address stress in some FSPs. From the perspective of insolvency resolution, the FSPs could be classified into
three categories, namely, (i) FSPs to which the resolution and liquidation process as set out under the Code may apply as it is; (ii) FSPs to
which the resolution and liquidation process as set out under the Code may apply with appropriate modifications; and (iii) FSPs to which
the Code may not apply and need to be resolved outside it.
I FINANCIAL PERFORMANCE OF THE BOARD
The Code requires IBBI to maintain proper accounts and other IBBI prepared its annual statement of accounts and balance
relevant records and prepare an annual statement of accounts sheet for the year FY 2018-19 in accordance with these Rules
in such form as may be prescribed by the Central Government and forwarded them, after approval by the Audit Committee
in consultation with the Comptroller and Auditor-General of and its GB, to C&AG for audit. The C&AG audited these
India (C&AG). It further requires that the accounts of IBBI accounts and forwarded its audit report on 8th November, 2019.
shall be audited by the C&AG. Tables 65 and 66 present a summary of financial performance
of the Board.
Accordingly, the Central Government has notified the IBBI
(Form of Annual Statement of Accounts)) Rules, 2018. The
Table 65: Income and Expenditure Statement for FY 2018-19

(Rs. lakh)
Income 2016-17* 2017-18 2018-19 Expenditure (out of) 2016-17* 2017-18 2018-19
Grants-in-Aid-Salaries 275.00 300.00 963.18 Grants-in-Aid-Salaries 66.99 508.01 963.18
Grants-in-Aid-Capital 192.86 -- -- Grants-in-Aid-Capital 3.09 66.23 --
Grants-in- Aid- General 203.28 333.00 1107.00 Grants-in- Aid- General 46.06 490.22 1107.00
Spent by MCA for IBBI 136.47 -- -- Spent by MCA for IBBI 136.47 -- --
Internal Revenue 89.73 330.41 551.83 Internal Revenue -- 420.14 212.29
Total 897.34 963.41 2622.01 Total 252.61 1484.60 2282.47
*2016-17 is for the period October, 2016 - March, 2017.
Table 66: Fund of Insolvency and Bankruptcy Board as on 31st March, 2019
(Rs. lakh)
Head October, 2016-March, 2017 2017-18 2018-19

Inflow Outflow Balance Inflow Outflow Balance Inflow Outflow Balance
1 2 3 4 = 2-3 5 6 7 = 4+5-6 8 9 10 = 7+8-9
Grants-in-Aid-Salaries 275.00 66.99 208.01 300.00 508.01 - 963.18 963.18** -
Grants-in-Aid-Capital 192.86 3.09 189.77 - 66.23 123.54 - - 123.54
Grants-in-Aid-General 203.28 46.06 157.22 333.00 490.22 - 1107.00 1107.00** -
Spent by MCA for IBBI 136.47 136.47 - - - - - - -
Internal Revenue 89.73 - 89.73 330.41 420.14 - 551.83 212.29** 339.54
Total 897.34 252.61 644.73 963.41 1484.60 123.54 2622.01 2282.47 463.08
** Deficit of Rs.15.37 lakh under Grants-in-aid (General) has been set off against surplus under Grants-in-aid Salaries (Rs.14.90 lakh) and remaining has been funded out of internal
Generated Revenue (Rs.0.47 lakh).
IBBI received a total grant of Rs. 2070.18 lakh in 2018-19 and high expenses in the initial years, a regulator generally
from the Government. It earned a fee of Rs. 551.83 lakh from depends on exogenous contributions. IBBI has been relying on
service providers. It spent a total of Rs. 2282.47 lakh in 2018- the Government for grants in initial years.
19.
The BLRC that conceptualised the Code in 2015 believed that,
A regulator usually starts levying fees at a low rate initially as a good practice, the Board should fund itself from the fees
and increases it to an appropriate level over time. It levies fees collected from its regulated entities. However, the industry of
on a lower base (number and volume of transactions being regulated professionals and entities focused on bankruptcy
less in initial years) which increases as the market size grows. and insolvency will develop only over time, while the Board
While the base as well as the rate is low, it needs to incur huge requires to perform its supervisory functions from the start.
capital expenses in the initial years. Faced with a low income As a result, there would be a period in which the Board would
need to be funded by the Government.
The WG on ‘Building the Insolvency and Bankruptcy Board of

India’ recognised that in the initial phase of the building up of
the IBBI, budgetary grants from the Government would be the
main source of funding. However, it envisaged that in a few
years, the contours of the bankruptcy intermediation industry
will become visible. Then the IBBI should be able to enforce
a fee upon all IPs, IPAs and IUs that will pay for its expenses.
The Regulations, till recently, allowed the Board to levy fee
on registration of IPs, IPAs and IUs. The IP Regulations were
amended on 11th October, 2018 to provide that an IP shall
pay IBBI a fee calculated at the rate of 0.25 per cent of the
professional fee earned for the services rendered by him as
such in the preceding financial year, on or before the 30th of
April every year. It was further provided that any delay in
payment of fee by an IP shall attract a simple interest at the rate
of 12 per cent per annum on the amount of fee unpaid. Further,
provisions pertaining to levy of fees on IPEs while applying for
recognition, fee calculated as a fraction of turnover and certain
event-based fee were also introduced vide said notification.
J COMPLIANCE WITH STATUTORY OBLIGATIONS
The Board is a creation of a statute. It needs to comply with the provisions in the statute as well as other applicable laws. Table 67
presents brief details of compliances by the Board.
Table 67: Statement of Compliance with Statutory Obligations
Statute Compliances Required Status of Compliances
The Insolvency and Section 16(2): An IP shall be appointed as IRP if no The Board has provided an online facility to AA to check the disciplinary status of the
Bankruptcy Code, disciplinary proceeding is pending. IP, thereby eliminating the delay. However, the Board received 01 reference from AA in
2016 2018-19 in this regard and responded to it.
Section 16(4): The Board shall recommend, within 10 The Board prepared and shared two panels of IPs under the ‘Insolvency Professionals
days of receipt of reference from the AA, the name of to act as Interim Resolution Professionals or Liquidators (Recommendation) Guidelines
an IP where the application for insolvency resolution 2018’ and under the ‘Insolvency Professionals to act as Interim Resolution Professionals
process has been made by an OC and no proposal for and Liquidators (Recommendations) (Second) Guidelines, 2018’ for appointment as
an IRP is made. IRPs during July - December, 2018 and January - June, 2019 respectively by the AA
directly, without referring to the Board. However, the Board received 06 references
from AA in 2018-19 in this regard and responded to all of them within the prescribed
time.
Section 22(4): The Board shall confirm the name of the The Board has provided an online facility to AA to check the disciplinary status of the
RP proposed by the CoC. IP, thereby eliminating the delay. However, the Board received 38 references from AA in
2018-19 in this regard and responded to all of them.
Section 34(6): The Board shall propose, within ten The Board prepared and shared two panels of IPs under the ‘Insolvency Professionals
days of direction by the AA, the name of an IP to be to act as Interim Resolution Professionals or Liquidators (Recommendation) Guidelines,
appointed as a Liquidator. 2018’ and under the ‘Insolvency Professionals to act as Interim Resolution Professionals
and Liquidators (Recommendations) (Second) Guidelines, 2018’ for appointment as
Liquidators during July - December, 2018 and January - June, 2019 respectively by the
AA directly, without referring to the Board. However, the Board received 02 references
from AA in 2018-19 in this regard and responded to all of them within the prescribed
time.
Section 207 read with the IP Regulations: An The Board rejected 03 applications for registration as IP in 2018-19. It rejected all these
application for registration as an IP may be rejected applications, after considering written and oral submissions of the applicants, through
after providing an opportunity to explain why the a speaking order.
application should be accepted.
Section 220 of read with the IP Regulations: The The DC disposed of 11 SCNs during 2018-19. It disposed of all these SCNs, after
DC shall dispose of a SCN by a reasoned order in providing an opportunity of being heard, through a reasoned order
adherence with the principles of natural justice.
Section 223: The Board shall make proper accounts The Board prepared accounts in accordance with the IBBI (Form of Annual Statement
and such accounts shall be audited by the C&AG. of Accounts) Rules, 2018. The C&AG audited the accounts of the Board for 2017-18 and
forwarded the audit report vide its letter dated 29th January, 2019. It also audited the
accounts of the Board for 2018-19 and forwarded the audit report vide its letter dated
8th November, 2019.
Section 230 read with section 240: Regulations shall The Board made 01 Regulations during 2018-19 and amended 09 Regulations. All these
be made by Governing Board of IBBI. Regulations were approved by the GB and were notified promptly.
Section 240: The Board needs to make Regulations on As of 31st March 2019, the Board framed
matters specified in the section.
(a) 06 Regulations to regulate the service providers (IPs, IPEs, IPAs and IUs);
(b) 04 Regulations to regulate processes (CIRP, Fast Track Insolvency Resolution
Process, Liquidation Process and Voluntary Liquidation Process)
(c) 04 Regulations to regulate internal functioning of the Board.
Section 241: Regulations shall be laid before each The Board sent 13 Regulations (07 notified in 2017-18 and 06 notified in 2018-19 )
House of Parliament. to Government for laying before Parliament during 2018-19. Balance 02 Regulations
notified in 2018-19 were sent to Government in 2019-20.
The Income-tax Act, Section 139: The Board shall file the income tax return The Board filed the income tax return for the financial year 2018-19 on 18th July, 2019.
1961 for every financial year.
Section 200: The Board shall deduct and deposit The Board deducted TDS and deposited the same every month as under:
tax deducted at source (TDS), in respect of salaries,
contracts and professional services as under:
For the month of Date of Deposit
For the month of Due Date April, 2018 7th May, 2018
April, 2018 - February, Within seven days May, 2018 7th June, 2018
2019 from the end of the
June, 2018 6th July, 2018
month.
July, 2018 7th August, 2018
March, 2019 30th April, 2019
August, 2018 7th September, 2018
September, 2018 5th October, 2018
October, 2018 5th November, 2018
November, 2018 5th December, 2018
December, 2018 4th January, 2019
January, 2019 6th February, 2019
February, 2019 6th March, 2019
March, 2019 29th - 30th April, 2019
Rule 31A: The Board shall furnish a quarterly statement The Board filed the statements of tax deducted at source as under:
of deduction of tax as under:
For quarter ending Due Date For quarter ending Date of Filing
30 June, 2018
th
31 July, 2018
st
30 June, 2018
th
30 July, 2018
th
30 September, 2018
th
31 October, 2018
st
30 September, 2018
th
31st October, 2018
31st December, 2018 31st January, 2019 31st December, 2018 31st January, 2019
31st March, 2019 31st May, 2019 31st March, 2019 28th - 31st May, 2019
The Central Goods Section 37(1): It requires every registered person The Board filed the details as under:
and Services Tax Act, paying tax to electronically furnish the details of
2017 (GST) outward supplies of goods or services before the tenth
day of the succeeding month. However, due dates for
filing returns were extended as under: For the month of Date of Filing
April, 2018 28 May, 2018

th
For the month of Due Date

May, 2018 8th June, 2018
April, 2018- 31st October, 2018
September, 2018 June, 2018 9th July, 2018
October, 2018 - 11th day of succeeding July, 2018 9th August, 2018
February, 2019 month
August, 2018 10th September, 2018
March, 2019 13 April, 2019
th
September, 2018 31st October, 2018
October, 2018 10th November, 2018
November, 2018 11th December, 2018
March, 2019 13th April, 2019

Section 38(2): It requires every registered person The Board filed the details as under:
paying tax to electronically furnish the details of inward
supplies of goods or services after the tenth day but on
or before the fifteenth day of the succeeding month.
However, due dates for filing returns were extended For the month of Date of Filing
as under: April, 2018 22 May, 2018
nd
For the month of Due Date May, 2018 20th June, 2018
April, 2018 22nd May, 2018 June, 2018 20th July, 2018
May, 2018 20th June, 2018 July, 2018 20th August, 2018
June, 2018 20th July, 2018 August, 2018 20th September, 2018
July, 2018 24th August, 2018 September, 2018 20th October, 2018
August, 2018 - 20th day of October, 2018 19th November, 2018

February, 2019 succeeding month November, 2018 20th December, 2018
March, 2019 23 April, 2019
rd
March, 2019 21st April, 2019
Section 44(1): It requires every registered person The annual return (GSTR 9) for 2018-19 is due to be filed by 30th June, 2020.
paying tax to electronically furnish an annual return
(GSTR 9) for every financial year on or before the
thirty-first day of December following the end of such
financial year. The due date for 2018-19 has been
extended to 30th June, 2020.
Section 51(1): It requires specified persons to deduct The Board collected and deposited the GST every month and filed monthly GSTR1 and
tax at source from the specified payments made to GSTR 3B as under:
suppliers of taxable goods or services.
Section 39(3): It requires every registered person, who For the month of Date of Filing
is required to deduct tax at source, to electronically
October, 2018
furnish a return for the month in which deductions
have been made within ten days after the end of such November, 2018
month.
December, 2018 10th June, 2019
These provisions were made effective from 1st October,
2018. The due dates for filing returns for October, 2018 January, 2019
- March, 2019 has been extended to 31st August, 2019.
February, 2019
March, 2019
The Right to Section 4(1)(b): The Board shall make suo moto The Board updated the disclosures made in accordance with section 4(1)(b) of the RTI
Information Act, disclosures on the specified matters on its web site. Act, 2005.
2005
Section 7(1): The CPIO shall provide information to The CPIO provided information to 234 applicants. It provided the information in all
applicants within 30 days of receipt of application. cases within the timelines laid down by the RTI Act, 2005.
Section 19(6): The FAA shall dispose of appeals within The FAA disposed of 29 appeals received during the year within the stipulated time.
45 days.
The Sexual The Board shall constitute the Internal Complaints The Board re-constituted the Committee on 27th February, 2019.
Harassment of Committee.
Women at Workplace
(Prevention,
Prohibition and
Redressal) Act, 2013
The Minimum Wages As a principal employer, the Board is required to The Board has ensured compliance by the manpower service provider.
Act, 1948 ensure that the provisions of the Act are followed with
respect to the manpower engaged on contract basis.
Employment Related Provident Fund / Pension for employees: The Board The Board deducted:
Rules shall deduct and deposit provident fund and pension
contributions of employees. (a) subscription of employees towards provident fund and remitted the same to their
respective employers, along with employer’s contribution, in respect of the employees
on deputation.
(b) deducted subscription of other employees towards National Pension System (NPS)
and deposited the same in their respective NPS accounts.
(c) The Board deducted subscription of Chairperson and WTMs towards Contributory
Provident Fund and deposited the same, along with employer’s contribution, in a
Recurring Deposit account.
Reservation in recruitment The Board recruited Grade ‘A’ officers in accordance with Government Rules on
Reservations.
General Financial Rule 234: As a grantee institution, the Board is The Board maintains a Register of Grants and submitted the utilisation certificate for
Rules, 2017 required to maintain a Register of Grants and submit 2018-19 on 12th July, 2019.
utilisation certificate every financial year.
Rule 238: It requires the Board to furnish a utilization The Board submitted utilization certificate for 2018-19 on 12th July, 2019 to the MCA.
certificate in respect of the actual utilisation of the
grants received within twelve months of the closure
of the financial year.
K ORGANISATIONAL MATTERS
RESPONSIBILITY CENTRES The Government appointed, vide notification dated 26th

February, 2019, Dr. Rajiv Mani, Joint Secretary and Legal
Governing Board Adviser, Department of Legal Affairs, Ministry of Law and
Ms. Suman Saxena resigned as WTM of the IBBI with effect Justice as ex-officio Member in place of Mr. G. S. Yadav, who
from 8th October, 2018 on account of personal reasons. The ceased to be an ex-officio member on his superannuation from
Government accepted her resignation vide notification dated service on 31st December, 2018.
13th March, 2019. Table 68 presents the details of the members of the Governing
Board as on 31st March, 2019
Table 68: Governing Board of IBBI as on 31st March, 2019
Name Position at the time of Appointed as Representing Date of Appointment

Appointment
Dr. M. S. Sahoo Member, CCI Chairperson NA 01.10.16
Mr. Unnikrishnan A. Legal Adviser, RBI Ex-officio Member RBI 01.10.16
Dr. Navrang Saini Director General, MCA WTM NA 31.03.17
Dr. (Ms.) Mukulita Vijayawargiya Additional Secretary, MoL&J WTM NA 13.04.17
Dr. Shashank Saksena Adviser, MoF Ex-officio Member MoF 24.05.17
Mr. Gyaneshwar Kumar Singh Joint Secretary, MCA Ex-officio Member MCA 22.02.18
Dr. Rajiv Mani Joint Secretary, MoL&J Ex-officio Member MoL&J 26.02.19
Audit Committee Table 69: Composition of Disciplinary Committee
The Audit Committee assists the GB in areas of financial Date of Constitution/ Composition
reporting, internal control systems, risk management systems Reconstitution
and the audit functions. The GB reconstituted the Audit 01.02.17 Dr. M. S. Sahoo, Chairperson
Committee on 26th June, 2018 as under: 23.08.17 Dr. (Ms.) Mukulita Vijayawargiya, WTM
09.04.18 Dr. M. S. Sahoo, Chairperson / Mrs. Suman Saxena,
(a) Mr. Gyaneshwar Kumar Singh as Chairperson WTM, and
(b) Mr. Unnikrishnan A., Member, and Dr. (Ms.) Mukulita Vijayawargiya, WTM
(c) WTM in-charge of Finance and Accounts of the Board. 17.10.18 Dr. Navrang Saini, WTM
In the year 2018-19, the Audit Committee met three times.

During its meetings, the Committee reviewed the Report of Advisory Committees
the Internal Auditors of the Board for the years 2016-17 and ACs play an important role in the initial days of a regulator
2017-18; internal Audit Report for the half year ended on 30th when it does not have a strong repository of knowledge or
September, 2018 and C&AG’s audit reports on the annual much of regulatory capacity. Section 197 of the Code enables
accounts of the Board for the years 2016-17 and 2017-18. It the Board to constitute ACs for discharge of its functions and
approved the Financial Statements of the Board for the years make Regulations to provide for the same. The Board notified
2016-17 and 2017-18 and Half Yearly financial statement of the Advisory Committee Regulations on 30th January, 2017.
the Board for the period ended 30th September, 2018. In accordance with the said Regulations, the IBBI had the
Disciplinary Committee following ACs at the end of March, 2019:
The Code envisages DCs comprising WTM(s) to consider (a) AC on Service Providers with Mr. Mohandas Pai (Chairman,
and dispose of show cause notices under section 220(1) of the Manipal Global Education) as Chairperson;
Code. The DC was constituted on 1st February, 2017 and has (b) AC on Corporate Insolvency and Liquidation with Mr. Uday
been reconstituted over time as indicated in the Table 69. Kotak (Executive Vice Chairman and Managing Director,
Kotak Mahindra Bank) as Chairperson; and
(c) AC on Individual Insolvency and Bankruptcy with Mr. Table 70: Employees of IBBI
Justice (Retd.) B. N. Srikrishna as Chairperson.
Position Actual Approved Actual Strength
Internal Complaints Committee Strength
as on 31st
Strength
as on 31st As on 31st Mode of
March, March, March, Recruitment
In accordance with the provisions of the Sexual Harassment of 2018 2019 2019
Women at Workplace (Prevention, Prohibition and Redressal) Executive Director 03 04 03 Deputation and
Act, 2013, the Board constituted an Internal Complaints Secondment
Committee on 1st September, 2017 to inquire into the complaints GM / CGM 03 12 06 Deputation
of sexual harassment of women employees. It reconstituted AGM / DGM 07 12 05 Deputation
the committee on 27th February, 2019 to comprise as under: Manager / AMs 00 24 18 Direct Recruitment
(a) Dr. (Ms.) Mukulita Vijayawargiya, WTM, IBBI as Presiding Asstt. Section Officer 02 10 02 Deputation
Officer; Assistants 00 00
(b) Ms. Bina Jain, External Expert; Total 15 62 34
(c) Dr. Anuradha Guru, Chief General Manager, IBBI as

Interns
Member; and
(d) Mr. Ritesh Kavdia, ED, IBBI as Member Secretary. The IBBI provides an opportunity of internship to students who
wish to pursue a professional career in insolvency, liquidation,
HUMAN RESOURCES bankruptcy or any other related field, in accordance with the
IBBI Internship Guidelines notified on 16th August, 2017.
The IBBI is responsible for developing and building capacity of A student who is pursuing a five-year or three-year degree
two professions, namely, insolvency profession and valuation course in law or post-graduation course in Economics,
profession. It is also responsible for professionalising the Commerce, Finance, Management, or Law, and has completed
market for insolvency resolution. Given its unique role, the the penultimate year or stage of such degree course or post-
IBBI aims to attract the right talent, train them for the tasks and graduation course; or a student pursuing M. Phil. / Ph. D.
motivate them for excellence. course in Economics, Commerce, Finance, Management, or
Research Associates Law, is eligible to join as an intern with IBBI. During 2018-19,
25 students interned at IBBI.
In accordance with the IBBI (Engagement of Research
Associates and Consultants) Regulations, 2017, the IBBI DELIVERY DESIGN
engages research associates / consultants on contractual basis
for short durations to assist the Board in discharge of its Official Language
functions. There were 15 research associates from disciplines The IBBI conducted various activities during the year to
of Economics/Public Policy, Law and Business Management, popularise Hindi as the official language of the Union of India
on contractual basis as on 31st March, 2019. and to promote its use further in official work. It notified all the
Employees regulations in Hindi and English simultaneously. It encourages
its employees to use Hindi in official work. It celebrated Hindi
In accordance with the IBBI (Employees’ Service) Regulations, Diwas on 14th September, 2018. The employees participated
2017, the IBBI recruited the first batch of Grade ‘A’ Officers in various activities such as poetry, stories and songs in Hindi
in September, 2018, through an open competitive examination with great enthusiasm and won prizes.
(written test, group discussion and interview). These officers
Shramdaan Activity
are drawn from disciplines such as law, economics, commerce,
management, company secretary, chartered accountancy and IBBI organised Shramdaan Activity on 28th September, 2018
cost accountancy. They underwent an Induction Programme to accelerate momentum of Jan-andolan for realising Hon’ble
at IICA, Manesar, Haryana. Premised on TPI (theoretical Prime Minister’s vision of clean India under ‘Swachhata Hi
knowledge, practical skills and interaction need) theory of Seva’ programme observed from 15th September to 2nd October,
induction, the programme aimed at preparing the officers for 2018.
a regulatory role in the realm of insolvency and bankruptcy Organisational Structure
while exposing them to the nuances of the various processes
under the Code and also work-life balance. During 2018-19, The GB, in its meeting held on 16th January, 2017, approved
the IBBI continued to take officers on deputation at senior an organisational structure, which envisages three Wings,
levels. Table 70 presents the actual strength of employees vis- namely, a Research and Regulation Wing (RRW) to perform
à-vis the approved strength as on 31st March, 2019. the quasi-legislative functions; a Registration and Monitoring
Wing (RMW) to perform the executive functions and an
Administrative Law Wing (ALW) to perform the quasi-judicial
functions. These three wings are headed by a WTM each to
ensure broad separation of powers.
Delegation of Powers
The Code enables the Board to delegate to any member
or officer of the Board, its powers and functions except the
power to make regulations. The IBBI (Delegation of Powers
and Functions) Order, 2017 specifies the level of officer who
has delegated authority to dispose of a matter. The powers and
functions delegated to an officer can, however, be exercised by
an officer higher in grade or position to him in the reporting
hierarchy.
Strategy Meet
Strategic planning provides a sense of direction and outlines
measurable goals for an organisation. It helps to build shared
vision, set priorities, focus energy and resources on priority
areas, and outline specific actions and sub-actions to achieve Annual Strategy Meet on 22nd-23rd March, 2019
desired outcomes. With the aforesaid objectives, the IBBI
has been having annual strategy meets to chart its path for and bankruptcy. In its endeavour to gain from interacting with
the coming year. It held the third strategy meet on 22nd-23rd academia, other regulators and key Government officials to
March, 2019 at TERI Retreat Centre, Gurugram to formulate get varied perspectives in this evolving area, the IBBI has had
the Strategic Action Plan for 2019-20 outlining its objectives, various domestic and international interactions.
strategies, specific actions and tasks. Distinguished Lecture Series
Capacity Building The IBBI invites eminent persons to share their thoughts and
It is a constant endeavour of IBBI to enhance the capacities interact with the officers of IBBI. Table 71 presents details of
of its officials in the dynamic area of insolvency resolution lectures delivered by them during 2018-19.
Table 71: Distinguished Lectures in 2018-19
Sl.No. Date Name of the Speaker Position / Organisation Subject

1 12.04.18 Mr. Shardul Shroff Executive Chairman, Shardul Amarchand CIRP: Practice, Emerging Challenges and Jurisprudence
Mangaldas & Co.
2 16.04.18 Mr. P. R. Ramesh Chairman, Deloitte India Data and Technology for Regulators
3 16.04.18 Mr. Rashesh Shah President, FICCI CIRP from the perspective of RAs
4 12.05.18 Mr. Pavan Kumar Vijay Chairman, Corporate Professionals Valuation, Valuation Standards and Valuation Profession
5 28.05.18 Mr. Anurag Das Adviser, The Blackstone Group India Stressed Assets Platform
6 11.06.18 Dr. Sameer Sharma DG and CEO of IICA Hourglass Philosophy
7 11.07.18 Prof. Dipankar Gupta Author and Sociologist Society and Insolvency
8 21.08.18 Dr. Shubhashis Gangopadhyay Research Director, India Development Laws and Economics of Insolvency
Foundation
9 12.11.18 Mr. Mahesh Uttamchandani Practice Manager for Financial Inclusion and World Bank Group’s Principles for Effective Insolvency and
Infrastructure, World Bank Group Creditor/Debtor Regimes and the work of its MSME Task Force
10 14.11.18 Dr. G. Narayana Raju Secretary, Legislative Department, MoL&J Insolvency Law and Constitution of India
11 19.11.18 Dr. Shubhashis Gangopadhyay Research Director, India Development Economic Analysis of Regulations made by IBBI
Foundation
12 22.11.18 Mr. Somasekhar Sundaresan Legal Counsel Genes of a Regulator
13 19.02.19 Ms. Helen M. Hicks Global Valuation Leader, PwC Business Valuation
14 19.02.19 Mr. Bryan Marsal CEO and Co-founder, Alvarez and Marsal The Lehman Brothers and Group Insolvency
15 05.03.19 Mr. Andrew J. R. Wollaston Global Head of the Restructuring Practice, EY A Case study on Nortel: Cross Border and Group Insolvency
16 18.03.19 Mr. Gregory Wallace Deputy Global Managing Director, Deloitte Financial Reporting and Corporate Failure
Touche Tohmastu Limited
17 22.03.19 Dr. U. K. Chaudhury Senior Advocate Challenges for Regulator and the IBC Ecosystem
18 23.03.19 Mr. Satish Kumar Gupta Resolution Professional Experiences as the RP of Essar Steel (India) Limited
Training Programmes of insolvency and bankruptcy. In order to gain international

perspective, a few officers were sent on study tours abroad,
Table 72 presents the details of training programmes where
as detailed in Table 72. Besides, officers were nominated to
IBBI officers participated during the period under review
participate in a number of seminars/conferences organised by
to enhance their knowledge and skills in the evolving area
stakeholders.
Table 72: Training Programmes attended by Officers of IBBI
Sl.No. Date(s) Kind Venue Training Provider Scope of Training No. of Officers
1 25.05.18 - 26.05.18 Workshop New Delhi IBBI, IMF & IICA Emerging Practices in Corporate Insolvency, International Best 10
Practices and Cross-country Experience
2 23.06.18 Workshop New Delhi IFC & IBBI Monitoring and Regulation of Regulated Entities 09
3 25.06.18 Workshop New Delhi IFC & IBBI Challenges of MSME Insolvency 06
4 03.08.18- 04.08.18 Conference New Delhi IGIDR & IBBI Insolvency and Bankruptcy Reforms 11
5 08.10.18 -03.11.18 Training Manesar IICA Induction Training for Grade ‘A’ Officers (1st Phase) 18
6 15.10.18 -18.10.18 Conference Mauritius IAIR Sharing International Insolvency Trends and Developments 01
7 13.11.18 -14.11.18 Conference New Delhi INSOL India Two Years of IBC and Road Ahead 08
8 17.11.18 Workshop New Delhi IBBI Disciplinary Proceedings 21
9 24.11.18 Workshop New Delhi IBBI Economic Analysis of Regulations 25
10 29.11.18 Conference New Delhi Pahle India Foundation Budget 2019 - Appraising Reforms and Unfinished Business 01
11 03.12.18 - 15.12.18 Training Manesar IICA Induction Training for Grade ‘A’ Officers (2nd Phase) 18
12 18.12.18 Conference New Delhi Vidhi & IBBI IBC: Roadmap for Next Two Years 23
13 21.12.18 Training New Delhi CVSRTA & IBBI Valuation and Its Perspectives 27
14 22.12.18 Workshop New Delhi IBBI Conducting Inspection of IP 21
15 19.01.19 Workshop New Delhi IBBI Valuation of Securities or Financial Assets 23
16 15.03.19 -16.03.19 Roundtable New Delhi SIPI & IBBI IBC: Looking Ahead - Global Learning, Local Application 16
17 26.03.19 - 27.03.19 Workshop New Delhi CII & FCO ÏBC 2016: Progress and Setting Roadmap for Cross Border and 11
Personal Insolvency
MOU with IICA oath to the officers on this occasion. IBBI also received
an integrity pledge certificate from the Central Vigilance
The IBBI signed an MoU with the IICA on 10th April,
Commission.
2018 envisaging collaboration in research and publication,
advancement of knowledge, capacity building, awareness Cooperation Agreement with IFC
and advocacy in the area of insolvency and bankruptcy. In The IBBI signed a Cooperation Agreement with the
furtherance of the objectives of this MoU between IBBI and International Finance Corporation (IFC), a member of the
IICA, to support IICA in delivery of the GIP and generally to World Bank Group, on 6th March, 2019. The agreement
build capacity of the ecosystem, the GB of IBBI has approved envisages technical assistance by IFC, up to 30th June, 2021 for:
setting up an “IBBI Insolvency Chair” in IICA for a period of (a) Workshops and Training for IPs and Officers of the IBBI,
three years. This Research Chair at IICA will go a long way (b) Train the Trainers for Workshops for IPs, (c) Development
towards building thought leadership and conducting policy of National Insolvency Programme, and (d) Insolvency and
research and advocacy towards the effective implementation Valuation Examinations.
of the Code.
MOU with SEBI
Parliamentary Committee
The IBBI signed an MoU with SEBI on 19th March, 2019
Dr. M. S. Sahoo, Chairperson, along with Secretary and other envisaging (a) sharing of information and resources, (b)
officers of the Department of Financial Services, appeared periodic meetings to discuss matters of mutual interest, (c)
before the Parliamentary Standing Committee on Finance on cross-training of staff, (d) capacity building of IPs and FCs,
17th April, 2018 for the briefing meeting on Banking Sector and (e) enhancing level of awareness among FCs.
in India – Issues, Challenges and the Way Forward including
NPAs / Stressed Assets in Banks / Financial Institutions. Information Technology
MOU with MCA The IBBI recognises the utmost importance of ensuring
efficiency and transparency in its processes and hence has laid
The IBBI signed an MoU with the MCA on 14th September, emphasis on using Information Technology (IT) for delivery of
2018 envisaging assistance and cooperation for the effective its services since its inception. The key initiatives taken by the
implementation of the Code and sharing of information and IBBI in this regard are as under:
data to facilitate various activities. It contemplates that the
Government would provide continuous support to IBBI to Website: The IBBI registered the domain name
discharge the responsibilities cast upon it under the Code. It www.ibbi.gov.in and started a website for dissemination of
lists out a number of activities to be undertaken by the IBBI its activities in November, 2016. The website was scaled up
during 2018-19. to disseminate details about the service providers, regulatory
framework, Examinations, Orders by the Courts and Tribunals
Vigilance Week under the Code, Orders passed by the Board and the DC, etc.
IBBI observed vigilance week from 29th October, 2018 to 3rd It also hosts details of various processes under the Code to
November, 2018. Dr. M. S. Sahoo, Chairperson administered facilitate the stakeholders to take decisions in time.
Online Examinations: Subject to meeting other requirements, accrued on these incomes. The fines are, however, deposited
an individual is eligible to be registered as an IP if he has with the Government. The income-tax exemption is subject
passed the Examination. The IBBI made available an IT to the conditions that: (a) the IBBI shall not engage in any
enabled Examination with effect from 31st December, 2016. commercial activity; (b) the activities and the nature of the
The Examination is delivered online on a daily basis from specified income of IBBI shall remain unchanged throughout
several locations. Similarly, to be registered as a valuer, one the financial years; and (c) the IBBI shall file return of income
needs to pass valuation examination of the relevant asset class. in accordance with the Income-tax Act, 1961.
The IBBI made available an IT enabled Examination for three
asset classes, namely, Land and Building, Plant and Machinery, ANNUAL DAY CELEBRATIONS
Securities or Financial Assets under the Companies (Registered To commemorate its establishment, the IBBI has instituted an
Valuers and Valuation) Rules, 2017 from 31st March, 2018. annual day lecture by a distinguished thought leader having
The entire process, including registration, payment, enrolment, substantial contribution in the field of law and economics,
generation of question paper and evaluation is automated. including insolvency and bankruptcy. Hon’ble Mr. Justice
Online Registration: The entire process of registration, Sudhansu Jyoti Mukhopadhaya, Chairperson, NCLAT
including submission of application, and payment of delivered the IBBI Annual Day Lecture on 1st October, 2018
registration fee, as IP is automated. The IBBI accepts on “Emerging Trends in Law and Governance” at Nehru
applications online as well as fees for registration as IPs Memorial Museum and Library Auditorium, New Delhi. The
through the respective IPAs and grants registration online. The lecture witnessed presence of Judicial and Technical Members
details of registered IPs become available on website as soon of the NCLAT; President, NCLT; Chairmen and Members
as he is registered. of Regulatory Bodies; Senior Officers of the Government;
Chairmen and CEOs of Service Providers; Business Leaders,
Public Consultation: It has been the endeavour of IBBI to Advocates, Academicians, and IPs and RVs. On this occasion,
effectively engage stakeholders through a transparent and a publication titled “Insolvency and Bankruptcy Code, 2016
consultative process for making regulations. It puts out draft and Distressed Assets Opportunities” prepared by the three
regulations on its website that provides a structured electronic IPAs, namely, the IIIP of ICAI, the ICSI IIP, and the IPA of the
platform for receiving and processing of comments and ICMAI, in partnership with the SIPI, was released.
suggestions. It also provides a structured electronic platform
for crowdsourcing of comments and suggestions on the
existing regulatory framework.
Access to Database: An IP may be appointed as IRP, RP or a
Liquidator, whether proposed by the applicant or the CoC in
respect of a CIRP, only if there is no disciplinary proceeding
pending against him. It would take considerable time if the
AA makes a reference to IBBI to enquire if a disciplinary
proceeding is pending against the IP, and for IBBI’s response
to reach the AA. Given that time is the essence of the Code,
the IBBI has provided access to live database of IPs to the
AA which enables the AA to appoint an IP instantaneously and
consequently ensures faster disposal.
Citizen Services: The IBBI deals with applications and appeals
under the RTI Act, 2005 online. It also deals with complaints Annual Day Lecture on 1st October, 2018
received on CPGRAMS portal online. It uses the Government
e-Marketplace for transparent and accountable procurement. RIGHT TO INFORMATION AND
Premises TRANSPARENCY
The IBBI continued to operate from 7th Floor, Mayur Bhawan, In the interest of transparency, the IBBI makes various
Connaught Place, New Delhi. In view of its increasing need disclosures relating to regulations, circulars, and adjudications
for space, MCA allotted 2nd Floor of Jeevan Vihar, Parliament and details of service providers and the processes under the
Street, New Delhi to IBBI. IBBI occupied it with effect from Code on its website. It updated the stipulated disclosures
12th November, 2018. under section 4 of the Right to Information Act, 2005 (RTI
Act), in addition to providing information to any citizen on an
INCOME TAX EXEMPTION application being addressed to it.
The Central Government exempted the IBBI from income- The IBBI designated Dr. Anuradha Guru, CGM as a Central
tax for the financial years 2017-2022 in respect of the Public Information Officer (CPIO) under section 2(h) of the
following incomes, namely:- (a) Grants-in-aid received from RTI Act on 2nd November, 2018 in place of Mr. Umesh Kumar
the Central Government; (b) Fees received under the Code; Sharma, CGM for providing information to any citizen on an
(c) Fines collected under the Code; and (d) Interest income application made under the Act. It designated Dr. Navrang
Saini as the FAA on 2nd November, 2018 in place of Dr. (Ms.)

Mukulita Vijayawargiya for the disposal of appeals against the
orders of the CPIO under section 19(1) of the RTI Act. Table
73 presents the details of receipt and disposal of applications
and first appeals under the RTI Act, during 2018 -19.
Table 73: Receipt and Disposal of Applications and First

Appeals in 2018-19
Sl.No. Description Number

1 Application brought forward from previous year 9
2 Applications received by CPIO seeking information 236
under the RTI Act, 2005
3 Applications for which information has been provided 236
by the CPIO
4 Applications pending with CPIO 9
5 Appeals filed before the FAA against the order of CPIO 29
6 Appeals which have been disposed of by the FAA 29
7 Appeals pending with the FAA 0
8 Applications/Appeals not disposed of in the stipulated 0
time frame

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ANNUAL REPORT

This report is in conformity with the

INSOLVENCY AND BANKRUPTCY BOARD OF INDIA

THE GOVERNING BOARD

Dr. Navrang Saini Dr. (Ms.) Mukulita Vijayawargiya

CHAIRPERSON, WTMs AND OFFICERS

List of Box Items....................................................................................................................................................ix

SECTION A: CHAIRPERSON’S STATEMENT.............................................................................................1

SECTION B: THE YEAR IN REVIEW

SECTION C: POLICIES, PROGRAMMES AND ACTIVITIES

SECTION E: ANALYSIS OF OUTCOMES

SECTION F: IMPACT OF THE CODE

SECTION G: PERFORMANCE OF THE BOARD.......................................................................................63

List of Box Items

35 Region-wise Valuation Examination in the asset class Plant and Machinery............................................ 40

1 GDP, Credit and NPA Growth ..................................................................................................................... 7

Examination Limited Insolvency Examination

IP/IPs Insolvency Professional/ Professionals

RIA Regulatory Impact Assessment

B THE YEAR IN REVIEW

Figure 1: GDP, Credit and NPA Growth

GDP Growth Credit Growth Gross NPAs to gross advances

Insolvency Law Committee 14 Joint Secretary (Policy / Insolvency), MCA Member

Company. 2 Dr. Navrang Saini, Whole Time Member, IBBI Member/

Table 6: Chronology of Policy and Regulatory Developments, 2018-19

C POLICIES, PROGRAMMES AND ACTIVITIES

Box 1: Professionalisation of Insolvency Services

Box 2: Regulatory fees on Insolvency Professionals

Table 7: Programmes conducted by IPAs in 2018-19

Programme No. of Programmes organised by No. of Beneficiaries

Table 8: Details of Publications by IPAs in 2018-19

Table 10: Development of Valuation Profession

REGISTERED VALUERS ORGANISATIONS order objective is “promoting entrepreneurship, availability of

Box 3: Valuation Standards

Table 11: Amendments to CIRP Regulations in 2018-19

Box 4: Vulnerable Transactions

of voluntary liquidation of a corporate person - companies, INDIVIDUAL INSOLVENCY RESOLUTION AND

Table 13: Details of Advocacy Events in 2018-19

Sl.No. Date Venue Organiser Event Subject Participation by

88 21.12.18 Pune IBBI IP Workshop IBC Dr. Vijayawargiya, WTM

PROGRAMMES firms. This was followed by a roundtable on Indian insolvency

International Conference ACADEMIC ENGAGEMENTS

D FUNCTIONS OF THE BOARD

QUASI-LEGISLATIVE FUNCTIONS Regulatory Impact Assessment

Box 5: Regulations for Making Regulations

Box 6: Regulatory Impact Assessment

them. In addition to usual consultation seeking feedback on Individual Insolvency Processes -- 10 01 11

an opportunity to stakeholders to suggest regulations they Cross Border Insolvency -- -- 03 03

every idea to reach the regulator. Consequently, the universe Others -- 03 07 10

EXECUTIVE FUNCTIONS An individual with 10 years of experience as a member of

Figure 2: Geographical Distribution of IPs as on 31st March, 2019 24

Table 27: Details of Information with the NeSL

recommendations, the Board laid down technical standards on

13th December, 2017. These standard relate to terms of service;

Technology, Bombay Apr - Jun, 2018 1 2 0 3

are authorised to undertake valuations required under the

Figure 3: Geographical Distribution of RVs as on 31st March, 2019 25

Period Complaints and Grievances Received Total

Jul-Sept, 2018 95 380 790 1662 2927 9 66 176 *220 471