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Regulation 35: Determining Fair Value and Liquidation Value

How the numbers are arrived at after February 2026 - two sets of valuers, a coordinator in each, aggregated enterprise values averaged into one figure for the...

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IBC Insolvency
Published
September 5, 2026
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Sep 30, 2026
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Last updated: September 2026Verified against: Government sources

Regulation 27 says who values. Regulation 35 says how the number is arrived at — and that mechanism was substantially rebuilt in February 2026.

If your understanding of it is "two valuers per asset class, three figures to the CoC, average the two closest if they disagree", it is out of date.

The determination, step by step

1. Two sets are appointed. Each set contains a Land and Building valuer, a Plant and Machinery valuer, and a Securities or Financial Assets valuer. Regulation 27 appointment →

2. Each valuer values their class, computing estimates in accordance with International Valuation Standards — mandatory since 1 April 2026 — and after physical verification of the inventory and fixed assets. IVS for IBC valuations →

3. The Coordinator Valuer consolidates. Within each set, the designated coordinator combines the three asset-class reports into one comprehensive enterprise value, capturing intangible synergies and going-concern items that fall outside any individual class — carry-forward losses, customer relationships, self-generated brand value.

4. The RP averages the two. Two sets produce two aggregated fair values. The RP averages them and places a single figure before the CoC, rather than three asset-class numbers.

5. Third valuer if the variance exceeds 25%. Where the two sets' fair value and liquidation value estimates differ by more than 25%, a third valuer is appointed. Within the threshold, the average of the two aggregated estimates stands. The 25% rule →

6. Delivery to the CoC — electronically, on the confidentiality undertaking. Never to resolution applicants. Confidentiality in CIRP →

What "fair value" now means here

The definition carries an explanation requiring the total estimated realisable value of all the assets of the corporate debtor, expressly including tangible and intangible assets together with their underlying synergies.

That is what makes the coordinator role necessary. Sum-of-the-parts arithmetic cannot produce a number that includes synergies, because synergies do not live in any asset class. Synergies in fair value →

Liquidation value remains the realisable value on a distressed, piecemeal basis as on the insolvency commencement date. Both values remain fixed to that date. Fair value vs liquidation value →

The two conditions on every estimate

"After physical verification." A precondition, not a preference. Mandatory for Land and Building and Plant and Machinery valuers, and for Securities and Financial Assets valuers wherever inventory forms part of the scope of work. An SFA valuer with no inventory in scope retains flexibility to work without a site visit. Why desk valuation fails →

"International Valuation Standards." Since 1 April 2026, IVS only. The earlier latitude to adopt any internationally accepted methodology, or a standard issued by a particular RVO, has been removed — because two valuers each correctly following a different recognised standard could honestly reach materially different answers.

The methodology meeting

A procedural safeguard that sits ahead of all of this and is easy to overlook.

The RP must convene a meeting between the registered valuers and the CoC before valuation work begins in earnest, at which each valuer explains the methodology and key assumptions they propose to adopt.

Where the CoC perceives a material difference in approach between valuers at that stage, it can raise and discuss it before the numbers are finalised. The premise is straightforward: estimates diverge far less once methodologies are aligned up front.

For the CoC this cuts both ways — it is an opportunity, and it is also an expectation that members engage with the valuation process more substantively than simply receiving a figure at the end. CoC commercial wisdom →

What the CoC should receive with the number

One aggregated figure is more usable than three, but only if the build-up is visible. Alongside the value:

  • how the enterprise number was built from the three asset-class reports;
  • the methodology adopted for each class and why;
  • assumptions, particularly where data was unavailable;
  • discounts and premia applied, with reasoning;
  • sensitivity analysis showing how the value moves;
  • ESG factors considered;
  • treatment of encumbrances, statutory dues and ring-fenced assets.

Most of that is now required by the standardised reporting format rather than left to the valuer's discretion. Assumptions and sensitivity →

Key takeaways

  • Two sets, not two valuers per class.
  • A Coordinator Valuer in each set produces one enterprise value.
  • The RP averages the two aggregated values — the CoC gets one number.
  • Third valuer where variance between the sets exceeds 25%.
  • IVS is mandatory since 1 April 2026.
  • Physical verification extends to SFA valuers where inventory is in scope.
  • The pre-valuation methodology meeting is where divergence is actually prevented.

Read next

Disclaimer: Positions stated as on 5 September 2026 and reflect the February 2026 amendments to the CIRP and Liquidation Process Regulations. Verify the current text on ibbi.gov.in.

Quick recapKey facts & short answers

Key Facts About Regulation 35

  • Applies in: All states across India, under the relevant central law.
  • Mode: Mostly online via the official government portal.
  • Typical timeline: Ranges from a few days to a few weeks depending on the case.
  • Non-compliance: May attract penalties, interest or late fees.
  • Expert help: TaxClue completes the entire process end to end for you.

What does Regulation 35 do?

It sets out how fair value and liquidation value are determined — estimates from two sets of registered valuers, consolidated by a Coordinator Valuer in each set, averaged by the RP, with a third valuer where the sets diverge by more than 25%.

How many numbers does the CoC receive?

One aggregated fair value and one liquidation value, rather than three asset-class figures.

Regulation 35: a key compliance topic in Indian tax and corporate law that businesses and individuals must understand to remain compliant.

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Disclaimer: This article is for general informational purposes only and does not constitute professional tax, legal or financial advice. Laws, rates and due dates change and can vary by individual case — always verify with the relevant government source (e.g. mca.gov.in, incometax.gov.in) or consult a qualified professional before acting. TaxClue accepts no liability for decisions taken based on this content.

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Questions, answered

Short, direct answers to the 6 questions readers ask most on this topic.

It sets out how fair value and liquidation value are determined — estimates from two sets of registered valuers, consolidated by a Coordinator Valuer in each set, averaged by the RP, with a third valuer where the sets diverge by more than 25%.

One aggregated fair value and one liquidation value, rather than three asset-class figures.

Yes for Land and Building and Plant and Machinery, and for Securities and Financial Assets wherever inventory forms part of the scope of work.

International Valuation Standards only, mandatory for IBC engagements since 1 April 2026.

A meeting the RP convenes between the valuers and the CoC before valuation work begins, at which each valuer explains their proposed methodology and key assumptions.

No. They go to the CoC in electronic form after a confidentiality undertaking.