Registrar can't kill your IBC petition. Only the adjudicating authority can.

When a Registrar Decides: The Karnataka High Court on Who Gets to Judge an IBC Petition

Buoyant Technology Constellations Pvt. Ltd. had a problem. It had entered into joint development agreements with M/s Manyata Reallty & Ors., a partnership firm, for roughly 103 acres of land near Bengaluru. Construction delays, terminated agreements, and arbitration followed. Then Buoyant did something that triggered a legal firestorm: it filed a petition under Section 95 of the Insolvency and Bankruptcy Code, 2016, before the NCLT Bangalore Bench, claiming that Manyata's partners were personal guarantors for a Rs.40 crore loan.

Manyata didn't wait for the NCLT to act. It rushed to the High Court of Karnataka under Article 226, arguing that the entire petition was non-maintainable—because Manyata is a partnership firm, not a corporate debtor, and its partners cannot be treated as personal guarantors of a corporate debtor. A Single Judge agreed, declaring the e-filing of the Section 95 petition non est and void ab initio, and setting aside all connected proceedings.

Buoyant appealed. And on October 16, 2024, a Division Bench of the High Court of Karnataka at Bengaluru—comprising Justice N.V. Anjaria (Chief Justice) and Justice K.V. Aravind—delivered a judgment that didn't just decide the fate of this one petition. It answered a fundamental question: at what point does the NCLT's adjudicatory function actually begin?

The Petition That Was Killed Before It Could Breathe

The procedural journey is instructive. On October 21, 2023, Buoyant filed its Section 95 petition before the NCLT Bangalore Bench. The petition was at the scrutiny stage with the Registrar. It had never reached adjudication. No resolution professional had been appointed. No report under Section 99 had been submitted. The petition was, in effect, still in the administrative pipeline.

Manyata, however, moved a writ petition before the High Court of Karnataka, arguing that the very filing of the Section 95 petition was illegal because the provisions of Part III of the IBC—dealing with insolvency resolution for personal guarantors to corporate debtors—could not apply to a partnership firm's partners. The Single Judge agreed, and on March 6, 2024, declared the e-filing non est and illegal, setting aside all connected proceedings.

Buoyant then appealed under Section 4 of the Karnataka High Court Act. The Division Bench had to decide: could the Single Judge have intervened at this stage? And more fundamentally, could the NCLT Registrar have adjudicated the maintainability of the petition at the filing stage?

What the Registrar Actually Does

The Division Bench's analysis began with a deceptively simple question: what is the function of the NCLT Registrar when a petition under Section 95 is filed?

The Bench examined the scheme of Part III of the IBC. Under Section 95, a creditor files an application to initiate insolvency resolution process against a personal guarantor. Under Section 96, an interim moratorium kicks in automatically upon filing. Under Section 97, the Adjudicating Authority appoints a resolution professional. Under Section 99, the resolution professional submits a report recommending admission or rejection. And under Section 100, the Adjudicating Authority actually admits or rejects the application.

The Bench held that the Registrar's role in receiving and registering a petition is purely ministerial and administrative. The Registrar has no adjudicatory power to examine the maintainability or merits of the petition at the filing stage. The Bench drew an analogy from election law, citing Jamal Uddin Ahmad v. Abu Saleh Najmuddin (2003) 4 SCC 257, where the Supreme Court held that the presentation and receipt of an election petition is a ministerial function, not a judicial one.

THE PLAY: The Registrar of NCLT cannot decide whether a Section 95 petition is maintainable. That decision belongs to the Adjudicating Authority under Section 100, after the resolution professional submits a report under Section 99. Any attempt by the Registrar to examine merits at the filing stage is an unauthorized exercise of adjudicatory power.

The Bench went further, observing in obiter that permitting the Registrar to examine merits at the filing stage "may lead to corrupt practices and serious errors of judgment, creating an additional unauthorized tier in the adjudicatory framework." This is strong language, and it signals that the High Court will not tolerate any administrative pre-screening of substance before a tribunal.

The Supreme Court's Blueprint: Dilip B. Jiwrajka

The Division Bench's reasoning was anchored in the Supreme Court's decision in Dilip B. Jiwrajka v. Union of India (2024) 5 SCC 435. In that case, the Supreme Court had held that under Part III of the IBC, the adjudicatory function of the Adjudicating Authority commences only after the resolution professional submits a report under Section 99. The resolution professional's role is facilitatory and recommendatory, not adjudicatory. The actual adjudication occurs under Section 100, when the NCLT admits or rejects the application.

The Bench applied this principle with surgical precision. If the adjudicatory function begins only at Section 100, then the Registrar—who operates at the pre-Section 99 stage—cannot possibly have any adjudicatory power. The Registrar's job is to receive the petition, ensure it is in proper form, and forward it for the appointment of a resolution professional. That is it.

This reasoning effectively dismantled the Single Judge's order. The Single Judge had declared the filing non est based on a substantive argument about maintainability—that a partnership firm's partners cannot be personal guarantors. But that argument, the Division Bench held, was a matter for the Adjudicating Authority to decide under Section 100, not for the High Court to pre-empt at the filing stage.

The Arguments That Didn't Stick

Manyata had argued that the writ petition was maintainable because the NCLT lacked inherent jurisdiction to entertain the Section 95 petition. It cited S. Govinda Menon v. Union of India AIR 1967 SC 1274 and Bengal Immunity Company Ltd. v. State of Bihar AIR 1955 SC 661 for the proposition that a writ of prohibition lies when a tribunal exceeds or lacks jurisdiction. It also cited Mafatlal Industries Ltd. v. Union of India (1997) 5 SCC 536 and Indian Farmers Fertilisers Cooperative Society Ltd. v. Bhadra Products (2018) 2 SCC 534 for the multi-faceted nature of jurisdiction.

The Division Bench did not reject the writ jurisdiction of the High Court. It accepted that Article 226 could be invoked in appropriate cases. But it held that the Single Judge had erred in exercising that jurisdiction at a stage when the NCLT had not even begun its adjudicatory function. The proper course, the Bench indicated, was to let the NCLT proceed through the statutory scheme—appoint a resolution professional, receive a report under Section 99, and then decide under Section 100 whether the petition was maintainable.

The Bench also noted that the interim moratorium under Section 96 is a statutory consequence of filing. Its automatic operation cannot be a ground to debar the filing of the petition itself. This obiter observation may prove significant in future cases where respondents argue that the consequences of Section 96 justify pre-screening of Section 95 petitions.

Why This Matters for Practitioners

For advocates practicing before the NCLT, this judgment is a procedural roadmap. If you file a Section 95 petition and the Registrar raises questions about maintainability, you now have a clear argument: the Registrar has no power to do that. The Registrar's function is ministerial. The adjudication begins only after the resolution professional's report under Section 99.

For CFOs and founders, the takeaway is equally important. If you are a creditor seeking to initiate insolvency resolution against a personal guarantor, you should not be deterred by administrative pushback at the filing stage. The Registrar cannot kill your petition. Only the Adjudicating Authority can, and only after following the statutory process.

For the respondent—the personal guarantor or the partnership firm—the lesson is that rushing to the High Court at the filing stage may be premature. The proper course is to participate in the Section 99 process, let the resolution professional submit a report, and then argue maintainability before the Adjudicating Authority under Section 100. The High Court will not intervene to pre-empt a process that has not yet begun.

The Bottom Line

The Division Bench's judgment in Buoyant Technology Constellations Pvt. Ltd. v. M/s Manyata Reallty & Ors. (Writ Appeal No.498 of 2024) establishes a clear procedural hierarchy: the Registrar of NCLT performs a ministerial function at the filing stage; the resolution professional performs a facilitatory and recommendatory function under Section 99; and the Adjudicating Authority performs the adjudicatory function under Section 100. No one can jump the queue. No one can pre-decide maintainability at the filing stage. The statutory scheme must be allowed to run its course.