The court affirmed the authority of the Committee of Creditors to appoint a Resolution Professional, stating that dual roles do not inherently present a conflict of interest without substantial evidence to suggest otherwise.

ORDER

I.A. No. 59 of 2025

1. This application has been filed by Mr. Jubin Kishore Thakkar, the erstwhile promoter of KLT Automotive and Tubular Products Limited (‘Corporate Debtor’/ ‘KLT’), against the Resolution Professional of the Corporate Debtor under Section 60 (5) of the Insolvency and Bankruptcy Code, 2016 (‘the Code’) read with Rule 11 of the National Company Law Tribunal Rules, 2016 , seeking the following prayers:

a) Remove the Respondent from his role as Resolution Professional of the Corporate Debtor;

b) in the alternative, direct the Committee of Creditors to consider removing the Respondent from his position as Resolution Professional of the Corporate Debtor;

c) direct that the corporate insolvency resolution process of the corporate debtor be stayed pending the hearing of this Application; and d) pass any other orders or directions as this Hon’ble Tribunal deems fit, in the interest of justice.

Brief Facts of the case: -

2. The Corporate Debtor, was admitted into the Corporate Insolvency Resolution Process (‘CIRP’) vide order dated 26.09.2024 of this Tribunal and Mr. Ashutosh Agrawal (‘Respondent No.1’) was appointed as the (‘IRP’). In the first Committee of Creditors Meeting (‘CoC’) meeting held on 22.10.2024, the Respondent No.1 was appointed as the Resolution Professional (‘RP’) of the Corporate Debtor.

3. Earlier, Colour Roof (India) Limited (‘CRIL’), a subsidiary of the Corporate Debtor was admitted into CIRP earlier, vide order dated 24.02.2023 by Learned NCLT Court IV Mumbai, and Mr. Hemant Kumar Shah was appointed as the Interim Resolution Professional (‘IRP’) for CRIL.

4. Pursuant thereto the IRP issued public notice on 25.02.2023, calling for claims from the creditors of CRIL. KLT vide email dated 13.05.2023 submitted its claim of Rs.12,69,19,52,744/- to the IRP of CRIL. The IRP on receipt of claim, verified the same and vide email dated 24.05.2023, requested KLT to submit documents substantiating its claim.

5. In the meantime, the admission order dated 24.02.2023 with respect to CIRP of CRIL was challenged before the Hon’ble NCLAT. The Hon’ble NCLAT vide its order dated 03.03.2023 stayed the constitution of CoC. Thereafter, Mr. Hemant Kumar Shah resigned as the IRP of CRIL on 12.06.2023. Thus, vide order dated 30.06.2023, Learned NCLT Court IV, appointed the Respondent No.1 as the IRP for CRIL.

6. On appointment as the IRP of CRIL, the Respondent No.1 vide email dated 27.11.2023 once again requested KLT to submit documents for substantiating its claim of Rs.12,69,19,52,744/-.

7. Subsequently, the first CoC meeting of CRIL was held on 08.01.2024.

The Respondent No.1 once again vide its email dated 02.04.2024 requested KLT to submit documents within 7 days of receipt of the said email.

8. KLT failed to substantiate its claim therefore, the Respondent No. 1 as the RP of CRIL vide his email dated 19.04.2025 informed the Applicant that a nominal claim of Re.1 of the Corporate Debtor was admitted, claim amounting to over Rs. 12,12,66,01,993/- was rejected, and the remaining part claim of Rs. 56,53,50,750/- was categorised as contingent liability. The Applicant being aggrieved by the aforesaid action has filed the present Interlocutory Application alleging that appointment of Respondent No. 1 as the RP for KLT and CRIL has created conflict of interest.

9. Submissions of the Applicant:

9.1 It is submitted that the Applicant is a promoter of KLT and CRIL. The rejection of claim of the Corporate Debtor by Respondent No. 1 in CIRP of CRIL, gave rise to disagreements on various issues including CIRP costs to be paid, payment of salaries of employees of CRIL, payment of licence fee for the use of office premises of CRIL, etc. The applicant has alleged that the Respondent No. 1 refused to make any of the payments mentioned above.

9.2 It is further submitted that the Applicant had submitted an Expression of Interest (‘EOI’) to the Respondent No.1 in his capacity as lead member of a consortium comprising of the erstwhile promoters o