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2026 Supreme(Online)(NCLAT) 639
NATIONAL COMPANY LAW APPELLATE TRIBUNAL
Ashok Bhushan (Chairperson) , Mr. Indevar Pandey (Member (Technical)) ,
RKB GLOBAL LIMITED – Appellant
Versus
TULIP POLYCHEM PVT LTD – Respondent
296/ND/2026 COMPANY APPEAL(AT)(INS)
A genuine pre-existing dispute over a debt, supported by contemporaneous documents and requiring detailed factual examination, mandates dismissal of a Section 9 application under the IBC, as the Code is not a substitute for recovery proceedings.
Headnote:(A) Insolvency and Bankruptcy Code, 2016 - Sections 8 and 9 - Initiation of Corporate Insolvency Resolution Process (CIRP) - Operational Debt - Existence of genuine pre-existing dispute - Rejection of Section 9 application - The Adjudicating Authority must reject a Section 9 application if the Corporate Debtor raises a plausible contention requiring further investigation, and the dispute is not spurious, hypothetical, or illusory - The IBC is not intended to be used as a substitute for recovery proceedings in matters involving seriously disputed contractual claims - Determination of liability would necessarily require detailed evidentiary examination and adjudication of disputed facts, which falls outside the limited and summary jurisdiction exercised under Section 9 of the IBC. (Paras 53, 54, 56, 57, 58, 59)
(B) Insolvency and Bankruptcy Code, 2016 - Assignment of debt - An assignee of debt can initiate CIRP proceedings under the IBC - However, the core issue is not merely assignment of debt, but whether any undisputed and crystallized operational debt existed against the Corporate Debtor at all - The alleged assignment arising from a settlement agreement, to which the Corporate Debtor is not a party, cannot conclusively determine the liability of the Corporate Debtor in Section 9 proceedings. (Paras 51, 52)
(C) Insolvency and Bankruptcy Code, 2016 - Nature of proceedings - The IBC is not intended to decide disputed contractual claims requiring detailed adjudication - Where complicated questions of fact arise requiring examination of evidence, the remedy under the IBC is not appropriate. (Paras 55, 56, 57)
Facts of the case:
An Appellant, which had chartered a vessel for transporting iron ore, filed a Section 9 application against a Respondent, whose cargo was also on the same vessel, claiming reimbursement of freight and related charges. The Appellant argued that it paid the entire freight and the Respondent was liable to reimburse its share. The Respondent claimed it had already paid its share in 2019 through its customer and a third party, relying on a contemporaneous email, a declaration, and an invoice showing a deduction for an amount received. The Adjudicating Authority dismissed the application, finding a genuine dispute existed. The Appellant appealed, arguing that the Respondent’s liability was established by its own statement of having paid, and by the terms of a settlement agreement the Appellant had with the ship owner, where the ship owner had denied receiving payment from the Respondent.
Findings of Court:
The court dismissed the appeal, holding that the dispute between the parties is not a straightforward case of admitted operational debt. The controversy revolves around a core factual question: whether the freight attributable to the Respondent's cargo had been discharged in 2019. The Respondent's defence was supported by contemporaneous documents, and the Appellant disputed their authenticity and interpretation. The Settlement Agreement, to which the Respondent was not a party, could not conclusively determine the Respondent's liability. The dispute required detailed examination of evidence, which falls outside the summary jurisdiction under Section 9 of the IBC. The defence raised was not spurious, hypothetical, or illusory.
Issues: The main issues were whether the Appellant had established the existence of a clear and undisputed operational debt and default against the Respondent, and whether the dispute raised by the Respondent was a genuine pre-existing dispute requiring rejection of the Section 9 application.
Ratio Decidendi: The court ruled that where a Corporate Debtor raises a plausible contention requiring further investigation, supported by contemporaneous documents, the dispute is not spurious, hypothetical, or illusory. In such cases, the Adjudicating Authority must reject the Section 9 application, as the IBC is not a substitute for recovery proceedings in cases involving seriously disputed contractual claims.
Result: Appeal dismissed. No order as to costs. Pending IAs are closed.
| Table of Content |
|---|
| 1. factual background of charter party and insolvency dispute (Para 1 , 3) |
| 2. appellant's argument: existence of debt and admission of liability by respondent (Para 4 , 5 , 7 , 8 , 9 , 10 , 11 , 12 , 13 , 14 , 15 , 17 , 18 , 19 , 20) |
| 3. respondent's argument: payment of freight in 2019 through third-party entities (Para 21 , 22 , 23 , 24 , 25 , 26 , 27 , 28 , 29 , 30 , 31 , 32 , 33 , 34) |
| 4. findings: disputed facts preclude summary adjudication under section 9 (Para 35 , 36 , 37 , 38 , 39 , 40 , 41 , 42 , 43 , 44 , 45 , 46 , 47 , 48 , 49 , 50 , 51 , 52 , 53 , 54) |
| 5. ibc cannot be used for recovery when genuine dispute exists (Para 55 , 56 , 57 , 58 , 59 , 60 , 61) |
NATIONAL COMPANY LAW APPELLATE TRIBUNAL PRINCIPAL BENCH, NEW DELHI Company Appeal (AT) (Insolvency) No. 296 of 2026 (Arising against the impugned order dated 19.12.2025 passed by the National Company Law Tribunal, Ahmedabad Bench in Company Petition (IB) No. 277 OF 2024].
IN THE MATTER OF:
RKB GLOBAL LIMITED
1st Floor, Sugar House
93/95, Kazi Sayed Street Masjid Station, …Appellant Mumbai-400003 Versus TULIP POLYCHEM PRIVATE LIMITED Registered Office at:
Office No. 1, 1st Floor, Nirav Complex, Near Navran High School, Naranpura Ahmedabad-380015 State of Gujarat …Respondent Present:
For Appellant: Mr. Syed Naqvi, Advocate.
For Respondent: Mr. Shamik Sanjanwala, Mr. Aditya Tripathi, Ms.
Shubhangi Agarwal and Ms. Aarushi Gupta, Advocates. O R D E R (29th May, 2026)
INDEVAR PANDEY, MEMBER (T)
The present Appeal has arisen out of the Judgment dated 19.12.2025 passed by the Adjudicating Authority (Ld. National Company Law Tribunal, Ahmedabad Bench), in Company Petition (IB) No. 277 of 2024, whereby the Application filed under Section 9 of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as “Code”) by the Appellant- RKB Global Limited, against the Respondent- Tulip Polychem Private Limited, seeking initiation of Corporate Insolvency Resolution Process (“CIRP”) came to be dismissed. The dispute between the parties pertains to liability towards freight charges, demurrage charges and anchorage charges arising out of shipment of iron ore cargo from Redi Port in India to Rizhao Port in China. A Charter Party Agreement was executed between the Appellant/RKB Global Limited and Jaldhi Overseas Pte. Ltd. for transportation of iron ore Both the Appellant/RKB Global Limited as well as the Respondent/Tulip Polychem Private Limited had loaded their respective consignments on the same vessel M.V. Sun Lucia. The freight invoice for the consolidated cargo came to be raised upon RKB Global Limited because the Charter Party Agreement stood in its name.
2. Aggrieved by the impugned order the Appellant contends impugned order overlooks material documentary evidence; commercial correspondence; payment records; debit notes; settlement terms; and admissions already recorded before this Tribunal in earlier appeal.
Brief Facts of the Case
3. The facts relevant for deciding this appeal are as given below:
(i) The Appellant executed a Charter Party Agreement on 22.04.2019 with Jaldhi Overseas Pte. Ltd. whereby a vessel M.V. Sun Lucia was chartered for transportation of 50,000 WMT of iron ore from Redi Port in Maharashtra to Rizhao Port in China. Under the terms of the Charter Party Agreement, freight payable was to be calculated on the “Intake Quality of Cargo” in terms of Clauses 33 and 34 of the agreement. The transaction was facilitated through Samrudha Resources Limited (SRL), which allegedly coordinated freight and shipment conditions between the concerned entities.
(ii) The Bill of Lading dated 20.05.2019 came to be issued by Jaldhi Overseas Pte. Ltd. through the Master of the Vessel in favour of both parties, reflecting loading of approximately 27,500 WMT of iron ore cargo by the Appellant and approximately 27,017 WMT of iron ore cargo by the Respondent on the same vessel.
(iii) In view of the Charter Party Agreement standing in the name of the Appellant, Jaldhi Overseas Pte. Ltd.
