# In the matter of Shamji Optima Private Limited Vs. Tridhaatu Aranya Developers LLP Company Appeal (AT) (Insolvency) No. 922 of 2021

> NCLAT judgment dated 2022-05-04. Citation: TCN-2022-NCLAT-00506. The Appellant, Shamji Optima Private Limited, filed an appeal against the order of the…

- **Court:** NCLAT
- **Order date:** 4 May 2022
- **Citation:** TCN-2022-NCLAT-00506
- **Category:** IBC
- **Source page:** https://caseease.in/cases/ibc/nclat-new-delhi/shamji-optima-private-limited-vs-tridhaatu-aranya-developers-llp-company-appeal-3d6ddcd4

## Summary

### Background

The Appellant, Shamji Optima Private Limited, filed an appeal against the order of the National Company Law Tribunal, Mumbai Bench, which dismissed its application under Section 7 of the Insolvency and Bankruptcy Code, 2016, against Tridhaatu Aranya Developers LLP (Corporate Debtor). The NCLT dismissed the application on the grounds of no privity of contract, failure to demonstrate financial debt, and the claim being barred by limitation.

## Facts

Shamji Optima Private Limited (Appellant) filed an application under Section 7 of the Insolvency and Bankruptcy Code, 2016, against Tridhaatu Aranya Developers LLP (Corporate Debtor) before the National Company Law Tribunal, Mumbai Bench. The Appellant contended that it was a 'Financial Creditor' and had disbursed unsecured loans to the Corporate Debtor, which had defaulted in repayment. The application was dismissed by the Adjudicating Authority on September 29, 2021, leading to this appeal. The Adjudicating Authority observed that there was no privity of contract between the Petitioner and the Corporate Debtor. It noted that the LLP agreement dated July 7, 2012, and the Supplementary Retirement Deed dated August 15, 2016, were not contracts signed by and between the

…

## Issues and analysis

### Issue 1: Whether there was a privity of contract …

**Ratio:** A distinct legal entity, such as an LLP, is not bound by agreements between its partners

…

**Reasoning:** The NCLAT found that the LLP Retirement Deed dated August 12, 2016, and the Supplementary

…

**Interpretation:** The court interpreted the contractual documents to mean that the Corporate

…

**Application:** Since the Corporate Debtor was not a party to the LLP Retirement Deed or the

…

## Parties

- **Judges:** Ashok Bh…; Shreesha…; +3 more
- **Appellants:** Shamji Optima…; Shamji Optima…
- **Respondents:** Tridhaatu Aranya…
- **Advocates:** Arun Kath…; Sanjay U…; +7 more

## Timeline

- **July 7, 2012 — LLP Agre…**: LLP agreement w…
- **August 12, 2016 — LLP Retirement…**: The Appellant retired from the…

## Legal provisions

- [Insolvency and Bankruptcy Code, 2016, Section 61 — Appeals and Appellate Authority](https://caseease.in/legal-provisions/insolvency-and-bankruptcy-code-2016/section-61)

---

This is a preview. The full structured summary, issues, precedents and source judgment are available on CaseEase - Legal Intelligence Simplified: https://caseease.in/cases/ibc/nclat-new-delhi/shamji-optima-private-limited-vs-tridhaatu-aranya-developers-llp-company-appeal-3d6ddcd4