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Supreme Court Orders of Byju's CoC in GLAS Trust Removal Dispute
In a significant development for the ongoing insolvency proceedings of (the parent entity of Byju's), the has directed the to be impleaded in a pending application that seeks the removal of from the CoC. The bench, comprising Justices J.B. Pardiwala and K. Vinod Chandran, set aside orders of both the and the , clearing the way for the CoC to be heard before the NCLT on the against GLAS Trust.
The apex court's ruling came on consent of all parties and is expected to expedite the resolution of a long-standing dispute over the composition of the CoC, which holds substantial voting power in the of Think & Learn.
The Dispute
The dispute traces back to the CIRP of , which commenced before the NCLT Bengaluru. On , the removed GLAS Trust—which held a commanding 99.41% voting share in the CoC—along with from the committee. The NCLT Bengaluru, however, restored both entities to the CoC on .
Following this restoration, Riju Ravindran, a suspended director of the company, filed Interlocutory Application (IA) No. 466 of 2025 before the NCLT seeking the removal of GLAS Trust from the CoC. The application also sought a declaration that all decisions taken by the CoC with GLAS Trust as a member were . This application was reserved for orders.
Procedural Journey
While IA No. 466 of 2025 was pending, the NCLAT on , directed the NCLT “not to pronounce any final orders/Judgement in IA 466 of 2025,” while permitting the hearing to continue. In the meantime, the CoC itself filed IA No. 495 of 2025 under read with , seeking in the proceedings. The CoC argued that it had a vital interest in the outcome, as the removal of a member would directly affect its composition and functioning.
On , the NCLT dismissed the CoC's plea, holding that the CoC had no separate existence apart from the and was neither a necessary nor a . The tribunal reasoned that the CoC, as a collective body, could not litigate independently when the eligibility of an individual creditor was in question.
Aggrieved, the CoC appealed to the NCLAT. The NCLAT upheld the dismissal, observing that although a CoC is not a in the strict sense, it can litigate in its own name for IBC-related matters. However, it held that where the eligibility of an individual creditor is challenged, the CoC was “neither a , not even a ” and therefore need not be impleaded.
Supreme Court's Directive
The Supreme Court, upon hearing the appeal, took a different view. Noting the consent of all parties, the bench directed that IA No. 466 of 2025 be placed before the NCLT Bengaluru within two weeks, with the CoC impleaded and heard. The court also set aside both the NCLAT's order and the NCLT's order to facilitate the .
The court's order read:
"On consent of all parties, we direct that IA No.466 of 2025, which is reserved for orders, be placed on board of the NCLT on any date within two weeks from today and the appellant CoC be impleaded therein. The appellant may also be heard expeditiously, and we direct the NCLT to dispose of the matter as expeditiously as possible. To facilitate such
and hearing, we set aside the impugned order of the NCLAT. We also set aside the order of the NCLT in IA No.495 of 2025 in Company Petition (IB) No.149 of 2023 dated 26.08.2025."
The bench further emphasized that the NCLT should dispose of the matter expeditiously, underscoring the importance of resolving the composition of the CoC without further delay.
Legal Significance
The Supreme Court's ruling clarifies an important procedural point under the IBC: the Committee of Creditors, though not a in the traditional sense, has a distinct statutory role and must be heard in matters affecting its membership. The NCLT and NCLAT had previously held that the CoC could not be impleaded when the eligibility of an individual creditor was challenged, as the CoC's existence was derivative of the . The apex court's reversal signals that the CoC's right to be heard is inherent in its function as the decision-making body in the CIRP.
This decision also has implications for the principle of . The CoC, which collectively represents the interests of all creditors, has a direct stake in the outcome of an . Excluding it from such proceedings could lead to decisions that affect its composition without its input, potentially undermining the integrity of the resolution process.
Impact on Insolvency Practice
The judgment is likely to influence future insolvency litigation where the composition of the CoC is contested. Practitioners will note that the Supreme Court has now made it clear that the CoC is a in any application seeking to remove or add a member. This will ensure that the committee's collective voice is heard before any structural changes are made.
Moreover, the direction to implead the CoC and dispose of the matter expeditiously may accelerate the resolution of similar disputes, reducing the time and cost associated with prolonged litigation. For the ongoing CIRP of Think & Learn, the decision paves the way for a swift determination of GLAS Trust's eligibility, which in turn will affect the voting dynamics and the ultimate resolution plan.
Conclusion
The Supreme Court's intervention in the Byju's CoC dispute underscores the judiciary's commitment to ensuring procedural fairness in insolvency proceedings. By directing the of the CoC, the apex court has reinforced the principle that the committee, as the central decision-making body, must be heard in matters that go to its core composition. The NCLT now has a clear roadmap to resolve IA No. 466 of 2025, and the legal community will watch closely as the Bengaluru tribunal takes up the case in the coming weeks.
The ruling serves as a reminder that in insolvency law, procedural rights are as important as substantive ones, and that even non-juristic entities like the CoC can assert their standing when their statutory functions are at stake.
