# In the matter of Goodday Ventures India Private Limited

> NCLT judgment dated 2025-08-05. Citation: TCN-2025-NCLT-01286. The Resolution Professional (RP) of Good Day Ventures (India) Private Limited (Corporate…

- **Court:** NCLT
- **Order date:** 5 Aug 2025
- **Citation:** TCN-2025-NCLT-01286
- **Category:** IBC
- **Source page:** https://caseease.in/cases/ibc/nclt-mumbai/goodday-ventures-india-private-limited-4abf2329

## Summary

### Background

The Resolution Professional (RP) of Good Day Ventures (India) Private Limited (Corporate Debtor) filed an application under Section 60(5) read with Sections 45 and 46 of the Insolvency and Bankruptcy Code, 2016, seeking to set aside the transfer of shares owned by the Corporate Debtor in Respondent No.1 Company and direct the transfer of shares back to the Corporate Debtor.

## Facts

The Corporate Insolvency Resolution Process (CIRP) in respect of Good Day Ventures (India) Private Limited was initiated on 05.12.2019.

Prashant Jain was appointed as the Interim Resolution Professional (IRP) on 23.11.2020 and later confirmed as the Resolution Professional (RP).

Good Day Ventures (India) Private Limited held 50% of the total shareholding in Natural Life Speciality Private Limited since 2015.

The Corporate Debtor allegedly transferred its equity in Natural Life Speciality Private Limited on 31.08.2019 to Respondent Nos. 3 and 4.

The Applicant contends that the transfer of shares was done without proper valuation and with the intention to defraud creditors.

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## Issues and analysis

### Issue 1: Whether the transfer of shares constitutes an …

**Ratio:** Section 45(2) defines an undervalued transaction as one where an asset is transferred for

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**Reasoning:** The Tribunal considered that the shares were transferred without any valuation and that

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**Interpretation:** The Tribunal interpreted Section 45 to mean that transactions intended to

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**Application:** The Tribunal applied Section 45(2) to the facts, concluding that the transfer

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## Parties

- **Judges:** ANIL RAJ C…; K. R. SAJI…
- **Appellants:** Prashant…
- **Respondents:** Good Day Ventures…; Natural Life…; +2 more
- **Other parties:** Tanya B…; Micromax Informati…; +4 more
- **Advocates:** Mily Gh…; Sophia Hu…; +4 more

## Timeline

- **2019-12-05 — Initiation…**: Corporate Insolvency Resolution Process (CIRP) initiated for Good Day Ventures (India)…
- **2019-08-31 — Transfer of…**: Alleged transfer of shares by the…

## Legal provisions

- [Insolvency and Bankruptcy Code, 2016, Section 60(5) — Adjudicating Authority for corporate persons](https://caseease.in/legal-provisions/insolvency-and-bankruptcy-code-2016/section-60)

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