Insolvency jurisdiction extends to trade mark ownership disputes, and assignment plus avoidance findings depend on statutory conditions and material foundation.

In insolvency proceedings, the Adjudicating Authority may decide a dispute over ownership of a registered trade mark when the issue directly concerns whether the mark forms part of the corporate debtor's assets under section 60(5)(c). A supplemental trade mark agreement can effect a valid assignment once any statutory bar ceases, and registration of the assignee's name is only procedural. Avoidance treatment as a preferential or undervalued transaction requires the resolution professional's statutory examination, application and supporting material; a mere comparison of consideration is insufficient.

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Issues: (i) Whether the Adjudicating Authority had jurisdiction under the insolvency code to decide the dispute concerning ownership of the registered trade mark; (ii) whether the supplemental trade mark agreement resulted in a valid assignment of the trade mark in favour of the appellant; (iii) whether the transaction could be treated as a preferential or undervalued transaction in the absence of the resolution professional's application and supporting material.

Issue (i): Whether the Adjudicating Authority had jurisdiction under the insolvency code to decide the dispute concerning ownership of the registered trade mark.

Analysis: Section 60(5)(c) confers jurisdiction on the Adjudicating Authority to decide questions of law or fact arising out of or in relation to insolvency resolution proceedings. The dispute was not a stand-alone trade mark dispute, but related directly to whether the trade mark formed part of the corporate debtor's assets in CIRP. The jurisdiction under the insolvency code therefore extended to deciding the issue, notwithstanding the trade marks statute.

Conclusion: The objection to jurisdiction failed, and the Adjudicating Authority was competent to decide the dispute.

Issue (ii): Whether the supplemental trade mark agreement resulted in a valid assignment of the trade mark in favour of the appellant.

Analysis: Under the Trade Marks Act, a registered proprietor can assign a registered trade mark and assignment is not dependent on prior registration of the assignee's title. The agreement of 15.07.2008 showed an assignment subject to the BIFR order being vacated or discharged. Once the statutory bar ceased to operate, the condition stood lifted and the assignment could not be treated as void merely because it had been executed during the subsistence of the BIFR order. Registration in the appellant's name was only a procedural step and did not create title.

Conclusion: The trade mark vested in the appellant by virtue of the supplemental trade mark agreement, and the contrary finding was unsustainable.

Issue (iii): Whether the transaction could be treated as a preferential or undervalued transaction in the absence of the resolution professional's application and supporting material.

Analysis: The avoidance provisions require the resolution professional to form the requisite opinion or undertake the statutory examination and then move an application based on specific material facts. Here, the forensic audit had not found any avoidable transaction, and no proper application by the resolution professional under the relevant avoidance provisions was shown. A mere comparison between the amount secured earlier and the later assignment consideration was insufficient to label the transaction as undervalued or preferential.

Conclusion: The finding that the transaction was hit by the avoidance provisions was set aside.

Final Conclusion: The dispute was held to fall within insolvency jurisdiction, the appellant's title to the trade mark was recognised on the basis of the assignment deed, and the impugned avoidance findings were reversed, resulting in relief to the appellant.

Ratio Decidendi: Where a dispute concerning an asset of the corporate debtor arises in relation to insolvency resolution, the insolvency forum may decide it under section 60(5)(c), and a trade mark assignment is effective on execution subject to statutory conditions, while avoidance action requires the statutorily prescribed opinion, examination, and material foundation.

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