RECENT CHANGES IN THE ‘IBC’ REGULATIONS

The Insolvency and Bankruptcy Board of India (‘Board’ for short) made amendments to the following regulations as detailed below-

• IBBI/2025-26/GN/REG135, dated 25.02.2026 – Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for corporate persons) (Amendment) Regulations, 2026;
• IBBI/2025-26/GN/REG136, dated 25.05.2026 – Insolvency and Bankruptcy Board of India (Liquidation Process) (Amendment) Regulations, 2026;
• IBBI/2025-26/GN/REG137, dated 25.05.2026 – Insolvency and Bankruptcy Board of India (Voluntary Liquidation) (Amendment) Regulations, 2026;
• IBBI/2025-26/GN/REG138, dated 25.05.2026 – Insolvency and Bankruptcy Board of India (Pre-Packaged Insolvency Resolution Process) (Amendment) Regulations, 2026;
• IBBI/2025-26/GN/REG139, dated 25.02.2026 – Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Personal Guarantors to Corporate Debtors) (Amendment) Regulations, 2026.

All these amendments came into effect from 25.02.2026. These regulations brought a change in the meaning of fair value and also prescribes the procedure for the preparation of fair value and liquidation value.  The amendments further place an obligation on the registered valuers to compute the valuation and keep the records and documents in the format as prescribed by the Board.

Amendment to IBBI (IRP for PGs to CDs) Regulations

Vide this amendment the following changes are occurred-

The amendment substituted new provisions for Regulation 2(hb), Regulation 27(1), Regulation 35(1), Regulation 36(2) (a), Regulation 36(2) (ka).

The amendment inserted new Regulation 35(1A), 36(2)(aa), (ab) and (ac), 36(ja) and Regulation 38A.

Fair Value         

The newly substituted Regulation 2(hb) defines the expression ‘fair value’ as the estimated realizable value of the corporate debtor or the assets of the corporate debtor, as the case may be, if they were to be exchanged on the insolvency commencement date between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing, and where the parties had acted knowledgeably, prudently, and without compulsion. 

The explanation to the above said section provides that the estimated realizable value of the corporate debtor shall be computed after taking into account the total estimated realizable value of all the assets of the corporate debtor including but not limited to tangible and intangible assets, along-with their underlying synergies.

Appointment of registered valuers

The Regulation 27(1) provides that  the resolution professional shall, within 7 days of his appointment but not later than 47^th  day from the insolvency commencement date, appoint 2 sets of registered valuers to determine the fair value and the liquidation value in accordance with Regulation 35.

Determination of fair value and liquidation value

The fair value and liquidation value shall be determined as per the procedure details as below-

• Valuers are to be appointed according to Regulation 27.
• The set of valuers shall contain one registered valuer, in addition, called as co-ordinating valuer for each category of assets.
• The co-ordinating registered valuer shall be appointed in consultation with the Committee of Creditors.
• A meeting shall be conducted by the Resolution Professional in which the registered valuers and co-ordinating valuers shall participate.
• In the said meeting the valuers shall explain the methodology of valuation before computation of the valuation.
• Each Registered valuer shall have physical verification of the inventory and prepare a report of the fair value and liquidation value in accordance with the valuation standards as notified by the Board,
• The said report shall be submitted to the Resolution Professional and co-ordinating Valuer.
• Each co-ordinating valuer shall compute the fair value of the corporate debtor after considering the fair value of the assets as computed by the registered valuers within that set, along with their underlying synergies, and submit the same to the resolution professional.
• If the two estimates of fair value of the corporate debtor or liquidation value are significantly different, or the committee proposes to appoint a third set of registered valuers for reasons to be recorded in writing, the resolution professional may appoint a third set of registered valuers for submitting an estimate of the fair value and the liquidation value.
• The expression ‘significantly different’ means  a difference of 25% or more in the fair value of the corporate debtor submitted by the coordinating valuer or the liquidation value, as the case may be.
• The average of the closest fair value and the liquidation value shall be considered as fair value and liquidation value respectively.

Documentation

The newly inserted Regulation 35(1A) provides that a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular.

Information Memorandum

Regulation 36(2)(a) provides that what are to be included  in the information memorandum.  The amendment inserted the following sub regulations-

(aa) Details of receivables of the corporate debtor, including trade receivables, inter-corporate receivables, and receivables arising under any contract;

(ab) Details of joint development agreements and other similar collaboration or co-development arrangements, including rights, obligations, and interests of the corporate debtor arising thereunder;

(ac) Details of assets which are under attachment by enforcement agencies, including particulars of the assets attached, the authority which has attached and the status of such proceedings.

Regulation 36(j) provides that in the information memorandum the overview of the company and other details are to be included.  The amendment inserted a new sub-regulation 36(ja) provides that the details of all allottees, including their names, amounts due, and units allotted, whose claims are either reflecting in the books of accounts of the corporate debtor or in the records of the Real Estate Regulatory Authority as established under the Real Estate (Regulation and Development) Act, 2016 (16 of 2016), but have not submitted their claims to the resolution professional.

Treatment of allottees not filing claims

The amendment inserted a new Regulation 38A which provides that in respect of a real estate project, where the information memorandum includes the details of the allottees who have not submitted their claims, the resolution plan shall provide for treatment of such allottees.

Amendment to liquidation regulations

The amendment inserted a new Regulation 35(8) which provides that a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular.

Amendment to Voluntary liquidation regulations

The amendment inserted an ‘Explanation’ to Regulation 3 which provides that a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular.

Amendment to pre-packaged regulations

These amendments, like that amendments in the Regulations of corporate persons, substituted the meaning of the expression ‘fair value’ and the procedure for determination of fair value and liquidation value and the obligations of the registered values to prepare the valuation report and to maintain the documents as per the format notified by the Board.

Amendment to Bankruptcy process for personal guarantors

The amendment inserted a new Regulation 30 (5) which provides that a registered valuer shall prepare the valuation report and maintain such documentation as per the format notified by the Board through circular.