Liquidation under insolvency law upheld where no approved resolution plan existed and late resolution proposals could not override the statutory timeline.

A challenge to liquidation based on alleged improper constitution of the Adjudicating Authority failed because a single Judicial Member bench was permissible for the notified class of matters, the objection was not raised at the relevant stage, and the order was shown to have been passed by a duly constituted bench. The rejection of belated resolution efforts also stood because the CIRP had expired without approval of any viable plan, and the statutory scheme required liquidation under the Code once the resolution process failed. The Tribunal noted that a late proposal could not displace the time-bound insolvency framework, while liquidation should, so far as lawful, preserve the corporate debtor or its business as a going concern.

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Issues: (i) whether the liquidation order could be set aside on the ground that the Adjudicating Authority was not properly constituted as a single-judicial-member bench; (ii) whether the rejection of the belated resolution efforts and the consequential liquidation order were contrary to the Insolvency and Bankruptcy Code, 2016.

Issue (i): whether the liquidation order could be set aside on the ground that the Adjudicating Authority was not properly constituted as a single-judicial-member bench.

Analysis: The controversy on constitution of the bench was tested against the enabling framework under the Companies Act, 2013. A single Judicial Member bench was permissible for the class of matters notified for that purpose, and the challenge to jurisdiction was not raised before the Adjudicating Authority at the relevant stage. The record also showed that the order was passed by a duly constituted bench for the final hearing.

Conclusion: The objection to jurisdiction and bench constitution was rejected and the order was not invalid on that ground.

Issue (ii): whether the rejection of the belated resolution efforts and the consequential liquidation order were contrary to the Insolvency and Bankruptcy Code, 2016.

Analysis: The CIRP had long expired, no viable resolution plan was approved within the statutory timeline, and the only substantial resolution proposal was either late or otherwise unacceptable under the Code and the Regulations. The Adjudicating Authority was bound by the statutory scheme under section 33 once the resolution process failed. The Tribunal also held that a belated proposal could not be entertained outside the prescribed process, and that the liquidation order did not suffer from infirmity merely because the corporate debtor was a going concern or because a higher value offer was asserted. At the same time, in liquidation the corporate debtor should, so far as possible, be sold as a going concern to protect stakeholder interests.

Conclusion: The liquidation order was upheld and the challenges to the rejection of the late resolution efforts failed.

Final Conclusion: The appeals did not succeed on merits, and the liquidation of the corporate debtor was sustained, with a direction that liquidation efforts should be undertaken in a manner that preserves the corporate debtor or its business as a going concern to the extent permitted by law.

Ratio Decidendi: Once the CIRP expires without an approved resolution plan, the Adjudicating Authority must proceed in accordance with the statutory mandate for liquidation, and a belated resolution proposal cannot override the time-bound scheme of the Code.

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