# Jaishankar A L vs. Financial Software & Systems Pvt Ltd

> NCLT judgment dated 2026-08-11. Citation: TCN-2026-NCLT-00964. Jaishankar A.L. (Operational Creditor) filed a petition under Section 9 of the Insolvency and…

- **Court:** NCLT
- **Order date:** 11 Aug 2026
- **Citation:** TCN-2026-NCLT-00964
- **Category:** IBC
- **Source page:** https://caseease.in/cases/ibc/nclt-chennai/jaishankar-a-l-vs-financial-software-systems-pvt-ltd-0bdzr

## Summary

### Background

Jaishankar A.L. (Operational Creditor) filed a petition under Section 9 of the Insolvency and Bankruptcy Code, 2016, against Financial Software & Systems Pvt Ltd (Corporate Debtor) for initiating Corporate Insolvency Resolution Process (CIRP). The petition claimed an operational debt of Rs. 4,38,12,095/-, comprising professional fees and performance incentives, which the Operational Creditor alleged were due and unpaid. The core of the dispute revolved around whether the performance incentive should be calculated based on the Key Performance Indicators (KPIs) stipulated in the original Executive Consultant Agreement or the Annual Operating Plan (AOP) targets, which the Operational Creditor claimed to have met and which he argued superseded the original KPIs.

## Facts

Jaishankar A.L. (Petitioner/Operational Creditor) was engaged as the Chief Executive Officer (CEO) of the Pay Tech Business Unit of Financial Software & Systems Private Limited (Corporate Debtor) via an Executive Consultant Agreement dated 14.05.2021.

The agreement was for a period of 3 years and stipulated that the Operational Creditor must meet certain Key Performance Indicators (KPIs) for FY 2022-23 and FY 2023-24 to qualify for Performance Incentive/Bonus.

FSS terminated the petitioner's agreement 'without cause' as per Clause 11 a(ii) of the Consultant Agreement, with effect from June 03, 2023, and placed him on Garden Leave until December 03, 2023.

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## Issues and analysis

### Issue 1: Whether the petitioner is eligible for incentive for FY 2022-23, and if so, whether the incentive …

**Ratio:** The performance incentive is payable based on pre-agreed KPIs as per the Executive

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**Reasoning:** The Corporate Debtor (FSS) consistently maintained that the incentive was tied to the

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**Interpretation:** The Tribunal interprets the contract strictly, requiring formal written

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**Application:** Since there was no written modification to the Executive Consultant Agreement

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## Parties

- **Judges:** SANJIV…; Venkataraman…
- **Appellants:** Jaishanka…
- **Respondents:** Financial…
- **Other parties:** Rudhraapa…
- **Advocates:** Shri. Vivek…; Shri. Re…; +1 more

## Timeline

- **2021-05-14 — Executive Consultant…**: Executive Consultant Agreement signed between Jaishankar A.L. and Financial Software &…
- **2023-01-03 — Performance Acknowledgme…**: Email from Corporate Debtor…

## Legal provisions

- [Insolvency and Bankruptcy Code, 2016, Section 9 — Application for initiation of corporate insolvency…](https://caseease.in/legal-provisions/insolvency-and-bankruptcy-code-2016/section-9)

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