Section 25 explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Section 25 states the resolution professional's central duty, to preserve and protect the assets of the corporate debtor including its continued business operations, and then lists eleven actions through which the duty is carried out. This article reads it as per the IBBI consolidated text of the Code amended up to 12 August 2021 and covers the one change the Insolvency and Bankruptcy Code (Amendment) Act, 2026 makes, to clause (j).
The resolution professional must preserve and protect the assets of the corporate debtor, including continued business operations. To do so he takes custody of assets, represents the corporate debtor, raises interim finances with the committee of creditors' approval under section 28, keeps the list of claims, convenes meetings, prepares the information memorandum, invites resolution plans, presents them to the committee and files avoidance applications. The 2026 Act widens clause (j) to fraudulent or wrongful trading.
Sub-section (1): the duty
Section 25(1): "It shall be the duty of the resolution professional to preserve and protect the assets of the corporate debtor, including the continued business operations of the corporate debtor." This is the counterpart of the interim resolution professional's duty in section 20, and after appointment the resolution professional also has the interim professional's powers and duties under section 23(2). A resolution professional, or a creditor assessing one, can discuss how these actions interact in a legal consultation.
Sub-section (2): the listed actions
"For the purposes of sub-section (1), the resolution professional shall undertake the following actions, namely":
| Clause | Action |
|---|---|
| (a) | take immediate custody and control of all the assets of the corporate debtor, including the business records |
| (b) | represent and act on behalf of the corporate debtor with third parties, and exercise rights for its benefit in judicial, quasi-judicial or arbitration proceedings |
| (c) | raise interim finances subject to the approval of the committee of creditors under section 28 |
| (d) | appoint accountants, legal or other professionals in the manner as specified by the Board |
| (e) | maintain an updated list of claims |
| (f) | convene and attend all meetings of the committee of creditors |
| (g) | prepare the information memorandum in accordance with section 29 |
| (h) | invite prospective resolution applicants, who fulfil such criteria as may be laid down by him with the approval of the committee of creditors, having regard to the complexity and scale of operations of the business of the corporate debtor and such other conditions as may be specified by the Board, to submit a resolution plan or plans |
| (i) | present all resolution plans at the meetings of the committee of creditors |
| (j) | file application for avoidance of transactions in accordance with Chapter III, if any |
| (k) | such other actions as may be specified by the Board |
Several clauses point to other sections. Clause (c) points to section 28, which lists actions needing prior committee approval at sixty-six per cent. of voting share. Clause (g) points to section 29, covered in the information memorandum article. Clause (h) is the invitation to resolution applicants; "resolution applicant" is defined in section 5(25) by reference to this very clause, as the definitions article explains. Clause (i) leads to the submission and examination of plans in section 30.
Example. Sinha Chemicals Private Limited is in the process, and the committee has appointed a resolution professional. She takes custody of the books and assets (clause a), keeps an updated list of claims (e), calls the committee's meetings (f), prepares the information memorandum (g), fixes eligibility criteria with the approval of the committee and invites bidders (h), and presents every plan received to the committee (i). When she wants to raise interim finance, she needs the committee's approval under section 28 (c).
Reading the drafting
- Clause (e) uses "updated list of claims"; the collating duty at the start is the interim resolution professional's under section 18(b).
- In clause (j) the words "in accordance with Chapter III" refer to Chapter III of Part II. Avoidance sections, such as 43, 45, 49 and 50, appear in that Chapter. Our overview of avoidance transactions under sections 43 to 51 covers the topic.
- Section 26 says the filing of an avoidance application by the resolution professional "shall not affect the proceedings" of the process; see the sections 26 and 27 article.
What the Amendment Act, 2026 changes
Section 15 of the Amendment Act, 2026 (No. 6 of 2026) substitutes clause (j) of sub-section (2).
| As printed in the consolidated text | After the 2026 Act |
|---|---|
| (j) file application for avoidance of transactions in accordance with Chapter III, if any; and | (j) "file an application to the Adjudicating Authority in respect of an avoidance transaction or fraudulent or wrongful trading, if any; and" |
"Avoidance transaction" and "fraudulent or wrongful trading" are the terms the 2026 Act inserts into section 5 as clauses (2A) and (9A); see the section 5 article and our posts on avoidance transactions in the 2026 Act and on fraudulent or wrongful trading. The Amendment Act, 2026 comes into force on the date or dates the Central Government notifies; the notification is not in the texts consulted, so check whether this change has been notified. Amendments and notifications made after 12 August 2021, other than the Amendment Act, 2026, are not in the texts consulted and should be checked.
The Insolvency and Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons) Regulations, 2016 carry the specified detail; the copy consulted is amended up to 09-06-2026 as printed under its title.
Need help with a resolution professional's duties?
Creditors who sit on the committee and directors whose company is in the process both rely on the resolution professional acting within section 25. A legal consultation can review a specific action or omission against the list above.
Key takeaways
- The central duty is to preserve and protect the assets, including continued business operations.
- Eleven actions are listed, from taking custody to presenting plans and filing avoidance applications.
- Raising interim finances needs the committee's approval under section 28.
- Criteria for inviting resolution applicants are laid down by the professional with the approval of the committee.
- The 2026 Act substitutes clause (j) to cover avoidance transactions and fraudulent or wrongful trading; check whether it has been notified.
Read next
- Section 26 and 27: avoidance applications and replacement of the resolution professional
- Section 28: actions needing prior approval of the committee
- Section 29: information memorandum
- Duties of the IRP and RP under sections 17, 20 and 25
Disclaimer: Based on the IBBI consolidated text of the Insolvency and Bankruptcy Code, 2016 amended up to 12 August 2021 and on the Insolvency and Bankruptcy Code (Amendment) Act, 2026 (No. 6 of 2026), which comes into force on the date or dates notified by the Central Government, as consulted on 2 October 2026. It explains the words of the statute only; commencement notifications, other amendments made after 12 August 2021, notified thresholds, the rules and IBBI regulations, and the way tribunals and courts apply these sections should be checked. This article is general information, not legal advice; check the official text before acting.