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Nitendra Kumar Tomer v. Unox S.P.A.

Civil Appeal · 2026 INSC 356Decided 10 Apr 2026
C.A. No.-003607 - 2026
Justice Sanjay Kumar · Justice K. Vinod Chandran

Background

After the National Company Law Tribunal (NCLT) admitted an insolvency application against Ambro Asia Private Limited filed by its operational creditor, Unox S.P.A., a suspended director of the company (the appellant) tried to appeal that admission order, but he filed the appeal in the name of the company itself, even though once insolvency proceedings begin, only the court-appointed interim resolution professional can represent the company, not a suspended director. The appellate tribunal (NCLAT) noticed this defect but, instead of rejecting the appeal, allowed the director to amend it later to substitute himself as the appellant, well after the legal deadline for filing such an appeal had passed.

Decision Breakdown

The Supreme Court held that this was not a minor, curable defect but a "wholly incompetent" appeal from the start, since the suspended director had no legal standing to file it in the company's name once the interim resolution professional had taken over. Allowing the appeal to be converted to one filed by the director personally, after the statutory limitation period had already expired, effectively created a fresh appeal outside the time limit set by the Insolvency and Bankruptcy Code, something the law does not permit. The Court distinguished this from precedents about fixing genuine clerical or procedural errors in pleadings, holding that a fundamentally unauthorized appeal cannot be salvaged that way. It also held that strict statutory time limits under the Code must be respected even if no one had challenged the NCLAT's earlier orders permitting the amendment. The appeal was dismissed without going into the merits of the underlying insolvency dispute.

Lesson Learnt

Under the Insolvency and Bankruptcy Code, once a company enters insolvency resolution, only the appointed resolution professional (not a suspended director or the company itself) can pursue legal proceedings on the company's behalf, and strict statutory limitation periods for appeals cannot be bypassed by later amending a fundamentally unauthorized filing.

Official source (sci.gov.in)View Judgment (PDF)

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