Voluntary Liquidation Completed: NCLT Bengaluru Orders Dissolution of Chanel India Business Solutions

In re Chanel India Business Solutions Private Limited (NCLT Bengaluru)

Summary: The National Company Law Tribunal (NCLT), Bengaluru Bench, ordered the dissolution of Chanel India Business Solutions Private Limited under Section 59 of the Insolvency and Bankruptcy Code, 2016, after examining the voluntary liquidation proceedings undertaken by the company. The petition was filed through its liquidator, Mr. Hemant Jitendrarai Mehta, seeking dissolution following completion of the liquidation process. The Tribunal considered the company’s declarations, statutory compliances, regulatory reports and submissions made by the liquidator and the Income Tax Department before allowing the petition on 30 October 2026.

The company had decided to undertake voluntary liquidation through decisions of its Board of Directors dated 3 September 2024 and 4 September 2024. The directors executed the declaration required under Section 59(3) of the Insolvency and Bankruptcy Code, 2016. Subsequently, at an extraordinary general meeting held on 20 September 2024, the shareholders passed a special resolution approving voluntary liquidation and appointed Mr. Hemant Jitendrarai Mehta as liquidator. The company declared that the liquidation was not intended to defraud any person and submitted audited financial statements for the financial years 2021-22 and 2022-23.

The Tribunal examined compliance with the IBBI (Voluntary Liquidation Process) Regulations, 2017, including commencement of liquidation, appointment of the liquidator, filing of Form MGT-14, public announcement, preparation of the stakeholders’ list, liquidation account and submission of the final report to the Insolvency and Bankruptcy Board of India. The public announcement was made on 24 September 2024, while the final report was submitted to IBBI on 12 September 2025. The Registrar of Companies, Karnataka, submitted a status report dated 27 August 2026 confirming that no enquiry, inspection, complaint or legal action was pending against the company. The Tribunal also recorded the submission of counsel for the Income Tax Department that no outstanding TDS demand was pending against the petitioner.

After examining the documents and submissions, the NCLT Bengaluru concluded that the affairs of the company had been completely wound up and its assets entirely liquidated. Accordingly, exercising its powers under Section 59 of the IBC, 2016, the Tribunal dissolved Chanel India Business Solutions Private Limited and allowed the company petition, subject to the liberty recorded in favour of the Registrar of Companies. The Tribunal further directed the company’s directors to file an affidavit undertaking to meet any legal liability that might arise against the company in the future. The liquidator was directed to inform the Income Tax and GST Departments about the dissolution and surrender the company’s PAN and GSTIN to the respective offices. The Registry and liquidator were also directed to serve the dissolution order upon ROC Bengaluru and IBBI within fourteen days of receiving a copy of the order.

FULL TEXT OF THE NCLT JUDGMENT/ORDER

1. This Company Petition is filed with the prayer to Order dissolution by way of voluntarily liquidation of M/S. CHANEL INDIA BUSINESS SOLUTIONS PRIVATE LIMITED. The relevant facts emanating out of application are:

(a) The Corporate Person was incorporated under the provisions of the Companies Act, 1956, bearing CIN: CIN: U72200KA2016FTC087123.

(b) The Board of Directors decided to Voluntarily liquidate the Company on 03.09.2024 & 04.09.2024 and executed a declaration, as required under Section 59(3) of the Insolvency and Bankruptcy Code, 2016.

(c) On 20.09.2024, as proposed by the Board, the members of the Company in their Extra ordinary General Meeting passed a special resolution to liquidate the Company voluntarily and appointed Mr. Hemant Jitendrarai Mehta, and Insolvency Professional, having IP registration No. IBBI/IPA-001/IP-P00027/2016-17/10060, as liquidator.

(d) It is declared that the Applicant is not being liquidated to defraud any person.

(e) The Audited Financial Statements of the Corporate Person for the Financial Years ending, 2021-22 & 2022-23 have been filed.

Regulatory Compliances:

2. We have heard Ld. Counsel for the Liquidator, Ld. Counsel for the I.T. Dept. and carefully perused the material on record and relevant legal provisions.

3. On being notified, ROC, Karnataka has filed the Status Report vide Diary No. 8374, on 27.08.2026 stating that no enquiry/inspection/complaint/legal action is pending against the Applicant.

4. As per the daily docket dated 31.08.2026, the respective Learned Counsel for the IT Department mention that there is no outstanding TDS demand pending against the Petitioner.

5. On examination of the submissions and documents filed with the Petition, it is apparent that the affairs of the Petitioner have been completely wound up and its assets have been entirely liquidated and as such the Applicant Company deserves to be dissolved. Accordingly, in exercise of the powers conferred under Section 59 of IBC, 2016, M/S. CHANEL INDIA BUSINESS SOLUTIONS PRIVATE LIMITED, is hereby dissolved and C.P. (IB) No.288/BB/2025 is allowed subject to desired liberty to the Registrar of Companies.

6. The Directors of the Company are required to file an affidavit to the effect that they are going to meet any Legal liability that may arise in future against the Company.

7. The Liquidator is directed to inform the Income Tax and GST Departments regarding dissolution of Applicant and surrender the PAN number and GSTIN to respective Offices.

8. The Registry and the Liquidator are directed to serve a copy of this order upon ROC, Bengaluru at their mail id – [email protected], and IBBI within fourteen days from the date of receipt of a copy of this order.