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National Company Law Tribunal (NCLT), Mumbai Bench-II: In applications filed by Ancile Investment Company under Section 60(5), Insolvency and Bankruptcy Code, 2016 (IBC), read with Rule 11, National Company Law Tribunal Rules, 2016, seeking exclusion and return of pharmaceutical goods allegedly belonging to it from the assets of Arch Pharmalabs Ltd. undergoing corporate insolvency resolution process (CIRP), the Bench of Ashish Kalia (Judicial Member) and Anil Raj Chellan (Technical Member) dismissed both the applications. The Tribunal held that Ancile had failed to establish its entitlement to the specific goods claimed or make out a case for their exclusion from the assets of the corporate debtor. The Tribunal further held that the application seeking disclosure of additional documents and information was not maintainable.
The Tribunal observed that the Applicant Company has not made out its case for exclusion of goods mentioned in Annexure-8 of the Application from the assets of the Corporate Debtor and their claim is not supported by the law and facts.
Background
Ancile Investment Company, the applicant, entered an Istisna Agreement and Master Wakala Agreements with Arch Pharmalabs Ltd. on 30 May 2017, concerning the financing, sourcing and supply of pharmaceutical products. While the Istisna Agreement provided for the manufacture and supply of final products, the Wakala Sourcing Agreement appointed Arch as Ancile’s agent for sourcing base products or raw materials, and the Wakala Trading Agreement contemplated the sale of final products to designated offtakers or Ancile. Ancile alleged that despite accepting written offers issued between 22 March 2019 and 23 January 2020, the final products were not delivered within the stipulated periods. After Arch was admitted into the corporate insolvency resolution process (CIRP) on 15 May 2024, Ancile sought return of the goods through an email dated 7 December 2025 and, on 13 December 2025, filed IA (IBC) No. 5805/MB/2025 seeking their exclusion from the corporate debtor’s assets and handover. The resolution professional (RP), the respondent in the present case, opposed the application, contending that the arrangement was financial in nature and that title to the final products was to pass only upon service of a good receipt notice, which Ancile had not produced.
Ancile relied on stock and inventory reports and a Quadripartite Agreement dated 8 November 2017 to claim that the goods listed in Annexure A-8 remained at Arch’s units. The NCLT appointed Bhuta Shah & Co. LLP as an independent expert to inspect the premises and examine the SAP statements. Its report dated 29 April 2026 found that, of the 65 items listed in Annexure A-8, 58 types of similar items appeared in the SAP statements as on 15 May 2024 but could not be matched to the specific invoice numbers, and only one item, Methyl Iso Butyl Ketone (MIBK), under Invoice No. 040702, was physically found at the Vitalife unit in Gurgaon. A subsequent joint inspection by Bhuta Shah and InCorp Advisory Services Pvt. Ltd., designated by Ancile, on 8 June 2026 and 9 June 2026 failed to identify the specific goods claimed. Meanwhile, Ancile filed IA (IBC) No. 736/MB/2026 on 18 February 2026 seeking further information, including details of cash balances and receivables, a copy of the resolution plan and a joint inspection of warehouses.
Issues
1. Whether the RP was liable to return the goods mentioned in Annexure A-8 to Ancile and exclude them from the assets of the corporate debtor.
2. Whether IA (IBC) No. 736/MB/2026, seeking disclosure of additional documents and information relating to the corporate debtor, was maintainable.
Analysis and decision
The Tribunal noted that the Istisna and Wakala Agreements were executed in 2017, before the respondent took charge of the corporate debtor, and that the goods claimed in Annexure A-8 comprised active pharmaceutical ingredients/final products having a limited shelf life. The Tribunal also noted that the application was filed on 13 December 2025, after the respondent had filed an application seeking approval of the resolution plan, and that the applicant had separately sought disclosure of additional information concerning the corporate debtor.
Upon examining the agreements, the Tribunal found that the arrangement was financial in nature and the applicant had remitted funds to Phoenix, which either advanced funds to the corporate debtor for procuring base products/raw materials or supplied such materials for manufacturing final products to be sold to the applicant or its designated buyers.
The Tribunal observed that the goods listed in Annexure A-8 comprised 14 final products, categorised as CCA050 to CCA063, and their corresponding base products/raw materials. Since, the Istisna Agreement distinguished between base products and final products, the Tribunal found that the raw materials appeared to have been converted into the final products and could no longer be treated as separately existing goods. The Tribunal further noted that neither the applicant nor Phoenix had lodged a claim before the respondent.
The Tribunal considered the inspection reports of Bhuta Shah and InCorp. Of the 65 items listed in Annexure A-8, 58 similar types appeared in the corporate debtor’s SAP statements but could not be matched to the specific invoice numbers, while only one item, Methyl Iso Butyl Ketone (MIBK), was physically available at its Gurgaon unit. The subsequent joint inspection by Bhuta Shah and InCorp did not identify any of the specific goods claimed. The Tribunal accepted Bhuta Shah’s findings, which InCorp’s inspection confirmed to the extent that it too could not identify any item listed in Annexure A-8, and held that the remaining findings of InCorp had no bearing on the matter, and observed that the applicant’s claim to goods merely matching the descriptions in Annexure A-8 was contrary to its pleadings and unsupported by the agreements. The Tribunal noted that the applicant had admitted that it had not directly disbursed any amount to the corporate debtor, which was therefore not reflected as a debtor in the applicant’s books.
Accordingly, the Tribunal held that the applicant had failed to establish its claim for exclusion of the goods listed in Annexure A-8 from the corporate debtor’s assets.
Regarding the maintainability of IA (IBC) No. 736/MB/2026, the Tribunal observed that the applicant sought documents and information concerning the alleged goods, which were already the subject-matter of the main application, IA (IBC) No. 5805/MB/2025. Since, the applicant had failed to establish its claim in the main application and was neither part of the corporate debtor’s erstwhile management, a member of the Committee of Creditors (CoC), nor a claimant before the respondent, the Tribunal held that the requested documents could not be furnished to the applicant as a third party. Accordingly, IA (IBC) No. 736/MB/2026 was held to be not maintainable.
The Tribunal thus, dismissed IA (IBC) Nos. 5805/MB/2025 and 736/MB/2026 filed by Ancile Investment Company in CP (IB) No. 686/MB/2023. The Designated Registrar was directed to forward an electronic copy of the order to the Insolvency and Bankruptcy Board of India (IBBI) for information and record.
[Ancile Investment Company v. Anshul Gupta, IA (IBC) No. 5805/MB/2025, decided on 15-10-2026]
Advocates who appeared in this case :
For the applicant: Gaurav Joshi, Senior Advocate, Anushka Bhardwaj, Abhilash Chaudhary, Advocates
For the respondent (RP): Janak Dwarkadas, Senior Advocate, Ashish Kamat, Senior Advocate, Namrata Vinod, Saloni Kapadia, Karan Gandhi and Daksha K, Shailja Beria, Aamir Kapadia Advocates
