NCLT Ahmedabad admits BluSmart subsidiary to CIRP over unpaid Google Maps services

The National Company Law Tribunal (NCLT), Ahmedabad Bench, has admitted a plea by Lepton Software Export and Research Pvt. Ltd to initiate insolvency proceedings against BluSmart Mobility Tech Pvt. Ltd., a subsidiary of Blu-Smart Mobility Limited (parent company) which is already undergoing the Corporate Insolvency Resolution Process (CIRP) [Lepton Software Export Vs Blu Smart Mobility Tech].

Lepton filed its plea against BluSmart Mobility Tech over a default in paying ₹5.84 crore dues for the use of Google Maps–based geospatial and API services used to power the EV ride-hailing platform’s mapping and routing systems.

On October 14, an Bench of Judicial Member Shammi Khan and Technical Member Sanjeev Sharma held that BluSmart Mobility Tech had defaulted on payment for such mapping and API services provided under a Principal and Renewal Agreement, and that no bona fide prior dispute existed to prevent the NCLT from dealing with the matter.

“We are satisfied that there is an operational debt as defined under Section 5(21), that the Corporate Debtor has defaulted in payment thereof, and that no bona fide pre-existing dispute exists,” the Bench observed, before directing the commencement of the CIRP against the BluSmart subsidiary.

Lepton Software, an authorized reseller of Google Maps Platform products, filed the petition on June 20, 2025, claiming unpaid dues of ₹5.84 crore for services rendered between April 2024 and April 2025. The claim comprised ₹5.39 crore in unpaid invoices and ₹44.98 lakh in interest at 2.5 per cent per month under the governing agreement.

BluSmart, which operates app-based electric taxi and EV charging infrastructure, had entered into a Principal Agreement with Lepton effective from October 1, 2022, and renewed up to September 30, 2024. Lepton alleged that even after the expiry of this term, BluSmart continued to consume Google On-Demand Rides and Deliveries (ODRD) services on an ad hoc basis, raising monthly invoices supported by email trails and reminders.

Despite several reminders and a demand notice dated May 3, 2025, the amounts remained unpaid. Lepton also produced an April 7, 2025 email from BluSmart acknowledging outstanding dues.

BluSmart, represented by its new management, argued that invoices raised after the agreement’s expiry were invalid and that the petition was a “colorable recovery action” which was barred, going by the ruling in Mobilox Innovations v. Kirusa Software. It claimed that the admitted liability was below the ₹1-crore threshold under Section 4 of the Insolvency and Bankruptcy Code (IBC) for the initiation of insolvency proceedings. It maintained that the dispute was contractual in nature.

An additional affidavit filed by the company’s Non-Executive Director, Utsav Chirag Sheth, detailed the ongoing CIRP of the holding company, BluSmart Mobility Limited, and sought to align subsidiary proceedings under a group-resolution framework. The Bench, however, noted that such proceedings could not bar independent insolvency action against the subsidiary without a specific consolidation order.

The Bench rejected BluSmart’s contention that the invoices lacked contractual basis, holding that continued usage of mapping services after the renewal’s expiry and emails acknowledging dues amounted to an implied contractual relationship. Citing Section 70 of the Indian Contract Act, 1872 and the principle of quantum meruit, it ruled that Lepton’s claim qualified as an operational debt.

The order noted that BluSmart had not raised any contemporaneous objections to invoices or the termination notice and had failed to reply to a statutory demand notice sent by Lepton.

“No bona fide pre-existing dispute exists, and the demand notice under Section 8 was duly served without reply,” the Bench held

The NCLT also clarified that insolvency proceedings against BluSmart Mobility Tech could not be stayed merely because its parent company was in CIRP, as each entity retained a distinct legal personality. Unless the Adjudicating Authority ordered a consolidated process under Section 60(5) of the Code, proceedings against the subsidiary could continue independently.

The Tribunal appointed Pawan Kumar Goyal as Interim Resolution Professional (IRP).

Lepton Software was represented by Advocate Aditya Yagnik
BluSmart Mobility Tech was represented by Advocate Monaal Davawala

[Read Order]