NCLT Kochi Admits Insolvency Plea Against Inditrade Capital Filed By MediBuddy Parent Company

The Kochi Bench of the National Company Law Tribunal, on 6 May admitted an insolvency petition filed by Phasorz Technologies Private Limited, which operates the healthcare platform MediBuddy, against Inditrade Capital Limited (ITCL) over an alleged default of about Rs. 3.58 crore.

Judicial Member Vinay Goel passing the order, observed:

“Admittedly, despite demand and invocation of the guarantee, the Respondent has failed to discharge the demand so raised, and as such, there exists a default.”

Phasorz is engaged in wellness and healthcare services, while ITCL is a company listed on the Bombay Stock Exchange. It filed the petition under Section 9 of the Insolvency and Bankruptcy Code, 2016, seeking initiation of the Corporate Insolvency Resolution Process against ITCL for default of about Rs. 3.58 crore.

The claim arose from a Memorandum of Understanding (MoU) dated 4 April 2023 for provision of healthcare services, under which Phasorz paid an advance commission of about Rs. 2.41 crore.

Inditrade Business Consultants Limited entered into the MoU with Phasorz and acted as the principal debtor in the transaction. Under the arrangement, the advance remained refundable if performance targets were not achieved. The company failed to meet the targets and did not repay the amount, except for a partial payment of Rs. 10 lakh.

ITCL executed a guarantee securing the transaction and undertook to pay the dues on demand. After default occurred, Phasorz invoked the guarantee and issued demand notices, but ITCL did not clear the outstanding amount despite repeated communications and acknowledgment of liability.

Opposing the petition, ITCL contended that Section 9 proceedings could not proceed against it as no direct operational debt existed and its liability arose only from a guarantee, which it argued does not qualify as operational debt under the IBC.

Rejecting this contention, the Tribunal held that the guarantee agreement operates as an independent and enforceable contract, creating co-extensive liability on the guarantor. It also noted that the principal debtor already faces CIRP in separate proceedings. It observed:

“The contract between the petitioner and the respondent as guarantor operates as an independent contract and remains enforceable irrespective of whether proceedings are filed against the principal operational debtor or whether a claim is lodged in the pending CIRP process.”

Referring to precedents, the Bench further observed that any “agreement intrinsically connected with the supply of goods or services, and giving rise to liability, remains maintainable under Section 9 of the Code.”

The Tribunal also noted that ITCL furnished an unconditional, unqualified and continuing guarantee and acknowledged liability through communications exchanged between the parties.

Accordingly, the NCLT admitted the petition, declared a moratorium, and appointed CS L. Sarumathy as the Interim Resolution Professional.

For Petitioner: Advocate Pawan Jhabakh

For Respondent: Advocate Akhil Suresh