Transferred Winding-Up Petitions Must Satisfy IBC Threshold at Time of NCLT Consideration: NCLAT Delhi
Case Background: Aidem Ventures Pvt. Ltd Vs Skyline Radio Network Ltd.
The National Company Law Appellate Tribunal (NCLAT), Principal Bench, Delhi, recently delivered a significant ruling in Aidem Ventures Pvt. Ltd Vs Skyline Radio Network Ltd., addressing a critical question of law that has far-reaching consequences for operational creditors whose winding-up petitions were transferred from High Courts to the National Company Law Tribunal (NCLT) under the insolvency framework.
The matter consolidated three appeals, all arising out of a single common order dated 13.02.2026 passed by the NCLT, Principal Bench, New Delhi, whereby applications filed under Section 9 of the Insolvency and Bankruptcy Code, 2016 (IBC) were rejected. The Appellate Tribunal chose to address all three appeals through a unified judgment given their common factual and legal foundation.
Factual Matrix: Agreements, Commission Disputes, and Winding-Up Petitions
The Original Commercial Arrangement
The appellant, M/s Aidem Ventures Pvt. Ltd., had entered into commercial agreements dated 22.04.2010 with three companies — B.A.G. Infotainment Pvt. Ltd. (now M/s Skyline Radio Network Ltd.), B.A.G. Newsline Network Ltd. (now M/s News24 Broadcast India Ltd.), and B.A.G. Glamour Pvt. Ltd. (now M/s E24 Glamour Ltd.) — under which it was engaged as the exclusive advertising representative for the TV channel News24.
Under the contractual terms, the appellant was responsible for negotiating advertising sales on behalf of the corporate debtors and was entitled to commissions at tiered rates of 12%, 15%, and 25% upon reaching specified business thresholds. The commission amounts were to be remitted within seven days of collections made by the appellant and deposited with the corporate debtors.
The Dispute and Initial Legal Action
The appellant alleged that despite procuring and remitting business collections to the corporate debtors, the following commission amounts remained unpaid:
- Rs. 43,71,768/- in respect of the first corporate debtor
- Rs. 8,69,345/- in respect of the second corporate debtor
- Rs. 23,08,627/- in respect of the third corporate debtor
Following unsuccessful attempts to recover these dues, the appellant in 2013 filed winding-up petitions before the Hon'ble High Court of Delhi under Sections 433, 434 and 439 of the Companies Act, 1956, bearing CP No. 451 of 2013 and related numbers.
Transfer to NCLT and Filing of IBC Applications
With the enactment of the Insolvency and Bankruptcy Code, 2016, the NCLT was designated as the adjudicating authority for corporate insolvency matters. The Ministry of Corporate Affairs issued notifications directing transfer of pending winding-up proceedings from courts to the NCLT. Accordingly, the Hon'ble Delhi High Court transferred the three pending winding-up matters to the NCLT on 19.10.2023.
Following the transfer, the NCLT passed an order dated 18.12.2023 directing the appellant to file the requisite Form 5 in accordance with the Insolvency and Bankruptcy (Application to Adjudicating Authority) Rules, 2016, which was duly complied with. After hearing objections from the respondents, the NCLT dismissed all three petitions on the ground that a pre-existing dispute existed between the parties.