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2026 Supreme(Online)(NCLT) 2673
NATIONAL COMPANY LAW TRIBUNAL HYDERABAD BENCH
Rajeev Bhardwaj, Judicial Member, Sanjay Puri, Technical Member
OMKARA ASSETS RECONSTRUCTION PRIVATE LTD – Appellant
Versus
Smt UMA AGGARWAL the personal guarantor M/s. KUMARS METALLURGICAL CORPORATION LIMITED – Respondent
IA(IBC)/2391/2024 | Company Petition IB/192/95/HDB/2022
For the Appellants/Petitioners: Dishit Bhattacharjee
For the Respondents: C.S. Gupta
The approval of a Resolution Plan for a corporate debtor does not discharge a personal guarantor, whose liability remains co-extensive with the principal debtor under Section 128 of the Indian Contract Act, and debt assignment to an ARC is valid and exempt from registration under the SARFAESI Act.
Headnote:(A) Procedural Compliance - Form NCLT-1 - Technical defects in the format of an application do not warrant dismissal if they do not defeat substantive rights. (Para 11)
(B) Assignment of Debt - SARFAESI Act - Section 5(1) and 5(1A) empower banks/financial institutions to assign financial assets to Asset Reconstruction Companies and provide statutory exemption from compulsory registration. (Para 13, 15)
(C) Personal Guarantor Liability - Resolution Plan - Approval of a Resolution Plan for the principal borrower does not ipso facto release a personal guarantor; liability remains co-extensive under Section 128 of the Indian Contract Act. (Para 18, 19)
(D) Nature of Proceedings - IBC - Challenges to the validity of an Assignment Agreement regarding stamping or registration are civil in nature and cannot be adjudicated within the summary proceedings of the IBC. (Para 17)
Issues: Whether the applicant could be substituted as the petitioner based on a debt assignment agreement despite objections regarding registration, stamping, and the approval of a Resolution Plan for the corporate debtor.
| Table of Content |
|---|
| 1. request for substitution of petitioner based on debt assignment agreement. (Para 1 , 2 , 3) |
| 2. objections regarding registration, stamping, and the effect of a resolution plan. (Para 4 , 5 , 6 , 7 , 8 , 9) |
| 3. technical procedural defects do not override substantive legal rights. (Para 11) |
| 4. validity of debt assignment to arc and statutory exemption from registration. (Para 12 , 13 , 14 , 15 , 16) |
| 5. assignment validity challenges are civil disputes, not for summary ibc proceedings. (Para 17) |
| 6. personal guarantor's liability is co-extensive and not extinguished by corporate debtor's resolution plan. (Para 18 , 19) |
| 7. lawful successor-in-interest is entitled to continue proceedings. (Para 20) |
S.No.2 ATTENDANCE CUM ORDER SHEET OF THE HEARING HELD ON 07.05.2026 AT 10:30 A.M.
O R D E R
IA (IBC)/2391/2024
Orders pronounced, recorded vide separate sheets. In the result, the IA(IBC)/2391/2024 is allowed.
Company Petition IB/192/95/HDB/2022
Orders pronounced, recorded vide separate sheets. In the result, the Company Petition IB/192/95/HDB/2022 is admitted.
Sd/- Sd/-
MEMBER (T) MEMBER (J)
Vamsi
IN THE NATIONAL COMPANY LAW TRIBUNAL
HYDERABAD BENCH, COURT-II
I.A (IBC) No. 2391 of 2024
IN
C.P. (IB) No. 192/95/HDB/2022
[Under Section 60(5) of The Insolvency and Bankruptcy Code, 2016]
Between:
OMKARA ASSETS RECONSTRUCTION PRIVATE LTD.
Kohinoor Square, 47th Floor, N.C. Kelkar Marg, R.G. Gadkari Chowk, Dadar (West), Mumbai – 400028
.... Applicant
AND
SMT. UMA AGGARWAL
Plot No. 10-3-3/14, East Marredpally, Secunderabad – 500003
…. Respondent/Personal Guarantor
Date of Order: 07.05.2026.
Coram:
Hon’ble Shri Rajeev Bhardwaj, Member (Judicial)
Hon’ble Shri Sanjay Puri, Member (Technical)
Counsels Present
For Applicant : Mr. Dishit Bhattacharjee, Ld. Counsel
For Respondent : Mr. C.S. Gupta, Ld. Counsel
1. The present application is filed to take on record the substitution of OMKARA ASSETS RECONSTRUCTION PRIVATE LIMITED, having its office at Kohinoor Square, 47th Floor, N.C. Kelkar Marg, R.G. Gadkari Chowk, Dadar (West), Mumbai – 400028, in place of STRESSED ASSETS STABILIZATION FUND (SASF), having its office at 3rd Floor, IDBI Towers, WTC Complex, Cuffe Parade, Mumbai – 400005, pursuant to the Assignment Agreement dated 31.08.2024, in the matter of SMT. UMA AGGARWAL in CP (IB) No. 192/95/HDB/2022.
APPLICATION
2. The Applicant submits that IDBI Bank, being the original lender, had granted financial facilities to the corporate debtor. Thereafter, IDBI Bank assigned and transferred the said debt, along with all connected rights and interests, in favor of the Stressed Assets Stabilization Fund (SASF) vide the Assignment Agreement dated 30.09.2004.
3. The Applicant submits that the SASF has now unconditionally and irrevocably assigned and transferred the debt to Omkara Assets Reconstruction Private Limited, along with all associated security interests, guarantees, rights, interests, and title, vide the Assignment Agreement dated 31.08.2024, in terms of Section 5 of the SARFAESI Act, 2002 . It is submitted that all rights and powers of SASF regarding the loan facilities availed by the Corporate Debtor stand assigned to the applicant. The Applicant seeks amendment of the Section 95 application and substitution of Omkara Assets Reconstruction Private Limited in place of SASF.
RESPONDENT’S CASE
4. The Respondent submits that the present Application is not maintainable as it is not in the prescribed format (Form No. NCLT.1) as required under Rule 34 of the NCLT Rules, 2016 , and has been filed by an unauthorized person. It is further submitted that the application is defective, as crucial information has been deliberately removed or concealed.
5. The Respondent disputes the validity of the alleged Assignment Deed between the SASF and Omkara Assets Reconstruction Private Limited, dated 31.08.2024, contending that it is improper and invalid as it has not been registered as mandatorily required under Section 17 of the Indian Registration Act. It is further submi
