JUDGEMENT

JUSTICE YOGESH KHANNA, MEMBER (JUDICIAL)

The present Appeal assails the Impugned Order dated 17.06.2026 passed by the Hon’ble NCLT, Ahmedabad Bench in I.A. No. 678 (AHM) of 2026 in C.P. (IB) No. 269 (AHM) of 2023, whereby the application filed by the Appellant, the successful auction purchaser of the Corporate Debtor as a going concern, seeking necessary reliefs and concessions for implementation of the sale was rejected. The core issue is whether, while considering such consequential reliefs, the Adjudicating Authority could have effectively revisited its earlier liquidation order dated 10.10.2025, which had admitted Corporate Debtor into liquidation under Section 33(2) of the Code and expressly recorded the Committee of Creditor’s decision to first explore its sale as a going concern.

2.I It is argued the Impugned Order proceeds on an erroneous application of the IBBI (Liquidation Process) (Second Amendment) Regulations, 2025, notified on 14.10.2025, despite the liquidation having already commenced on 10.10.2025, the liquidation order itself stipulating that it would be “effective from the date of this order.” It is argued in the absence of any express retrospective operation, the subsequent amendment could not retrospectively invalidate a liquidation process already ordered by the Adjudicating Authority, merely because subsequent steps in the sale process were undertaken after 14.10.2025 and the auction and sale as a going concern were steps in furtherance of the liquidation process already commenced on 10.10.2025 and could not be treated as a fresh process governed by a subsequent regulatory regime.

3. The Respondents have also argued on similar lines. Heard.

4. Before coming to the facts, we need to note that prior to the Amendment Notification dated 14.10.2025, Regulation 39C of the IBBI (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 (“CIRP Regulations”), inter alia, contemplated that while deciding to liquidate the Corporate Debtor under Section 33 of the Code, the Committee of Creditors could recommend in the event of liquidation of the corporate debtor, the liquidator first explore the sale of the Corporate Debtor as a going concern under Regulation 32(e) of the IBBI (Liquidation Process) Regulations, 2016 (“Liquidation Regulations”).

5. It is pertinent to mention Section 33(2) of the Code provides Committee of Creditors may at any time during CIRP but before confirmation of resolution plan, decide to liquidate the corporate debtor by 66% voting share. The Regulation 39C also casts a duty on the RP to place the decision of the Committee of Creditors before the Adjudicating Authority while filing an application for liquidation under Section 33.

6. The unamended Regulation 39C(1) expressly provided as follows:

“39C. (1) While approving a resolution plan under section 30 or deciding to liquidate the corporate debtor under section 33, the committee may recommend that the liquidator may first explore sale of the corporate debtor as a going concern under clause (e) of regulation 32 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016 or sale of the business of the corporate debtor as a going concern under clause (f) thereof, if an order for liquidation is passed under section 33.

(2) Where the committee recommends sale as a going concern, it shall identify and group the assets and liabilities, which according to the commercial considerations, ought to be sold as a going concern under clause € or clause (f) of regulation 32 of the Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016.

(3) The resolution professional shall submit the recommendation of the committee under sub-regulations (1) and (2) to the Adjudicating Authority while filing the approval or decision of the committee under section 30 or 33, as the case may be.”

7. Now, in the present case, the Committee of Credi