E-Paper
NCLAT rejects Vedanta plea, clears Adani bid for Jaiprakash Associates
NCLAT chairperson justice Ashok Bhushan and technical member Barun Mitra held that there was no merit in the appeals filed by Vedanta.
The National Company Law Appellate Tribunal (NCLAT) on Monday dismissed appeals filed by mining firm Vedanta Ltd challenging the selection of Adani Enterprises as the successful bidder for debt-laden Jaiprakash Associates Ltd (JAL) under the insolvency process.
NCLAT chairperson justice Ashok Bhushan and technical member Barun Mitra held that there was no merit in the appeals filed by Vedanta.
The decision clears the way for Adani to acquire the debt-ridden JAL for around ₹14,500 crore.
Vedanta had approached the NCLAT challenging a March 2026 order of the Allahabad bench of the National Company Law Tribunal (NCLT), which approved Adani’s acquisition of JAL.
Vedanta’s challenge was primarily on the ground that there existed a substantial gap between competing bids. While Adani Enterprises’ plan, approved by lenders, is valued at ₹14,535 crore, Vedanta had offered ₹17,926 crore — a difference of nearly ₹3,400 crore.
The NCLAT, however, held that the Committee of Creditors (CoC), which chose Adani’s lower bid over Vedanta’s, had taken the decision in its “commercial wisdom”.
“There is nothing legally perverse and untenable in the CoC’s decision,” the NCLAT said while dismissing Vedanta’s petitions.
Before the tribunal reserved its verdict on April 23, Vedanta’s counsel, senior advocate Abhijeet Sinha, had argued that the gap between the bids went to the heart of the Insolvency and Bankruptcy Code (IBC), which prioritises value maximisation. He contended that Vedanta’s resolution plan was not properly evaluated and that key components of its offer were overlooked, suggesting a lack of application of mind by the CoC.
The CoC, represented by Solicitor General Tushar Mehta, defended the decision and maintained that the process adhered strictly to IBC norms. Mehta told the tribunal that bidders do not have a vested right to be selected merely on the basis of the highest financial offer.
He said Vedanta had revised its bid after an alleged information leak, enhancing parameters such as net present value and equity infusion where it had earlier lagged. However, the revised offer was submitted after the prescribed deadline and was therefore rejected. According to the CoC, bids were evaluated on a combination of factors, including upfront cash, feasibility and execution capability, and not solely on headline value.
Adani Enterprises, meanwhile, argued that the challenge was an impermissible attempt to invite judicial scrutiny into the commercial wisdom of the CoC. Senior counsel Ritin Rai, appearing for Adani, submitted that the resolution professional’s act of seeking clarifications or additional information from bidders could not be characterised as an irregularity and was part of the structured resolution process.
Rai also said the evaluation criteria challenged by Vedanta had been disclosed upfront and uniformly applied, having been accepted by all participating bidders. On Vedanta’s revised offer submitted after the close of the challenge process, Adani argued that entertaining such a bid would have undermined the sanctity of the insolvency framework.
