NEW DELHI: On Monday, a company law appellate court dismissed mining tycoon Anil Agarwal’s Vedanta Ltd’s appeal against Gautam Adani’s group’s successful bid for the bankrupt Jaiprakash Associates Ltd (JAL), which owns India’s sole Formula One circuit.
The National Company Law Appellate Tribunal (NCLAT) found no merit in Vedanta’s claims and rejected both of its petitions.
A bench consisting of Chairperson Justice (retired) Ashok Bhushan and Technical Member Barun Mitra ruled that the Committee of Creditors (CoC) made the correct decision in favoring Adani Group’s Rs 14,535 crore bid over Vedanta’s resolution plan for JAL. This decision was previously endorsed by the National Company Law Tribunal (NCLT), against which Vedanta appealed to the NCLAT.
NCLAT stated, “The appellant (Vedanta) has not presented valid grounds to alter the adjudicating authority’s (NCLT) decision. There is no merit in the appeal. Both appeals are dismissed, and no further orders will be issued.” The tribunal added that the CoC’s decision was based on a “comprehensive assessment of each resolution plan and was made in the wisdom of the commercial scenario.”
JAL entered insolvency proceedings in June 2024 after defaulting on debts exceeding Rs 57,000 crore. The resolution process attracted 28 expressions of interest, with six final bidders, including Vedanta and Adani Enterprises. Ultimately, Adani’s proposal was selected based on superior upfront recovery and overall value.
The CoC approved Adani’s bid in November 2025, receiving 93.81% of the vote. Although Vedanta submitted a revised offer of Rs 16,070 crore later, creditors did not consider it due to rules preventing post-deadline changes.
Vedanta claimed the process lacked transparency and that its revised bid offered better value. However, creditors argued the revised proposal was submitted only after Vedanta realized it was falling short of the winning bid.
The appellate tribunal previously rejected a stay on Adani’s plan, a ruling later upheld by the Supreme Court, which mandated expedited hearings and required key implementation decisions to gain tribunal approval.
This ruling paves the way for Adani’s acquisition of JAL unless Vedanta takes the matter to the Supreme Court.
The NCLAT observed that there was “no material irregularity on the part of the Resolution Professional during the resolution process.” Additionally, it dismissed Vedanta’s challenge regarding the evaluation metrics, stating that rejecting Vedanta’s higher bid could not be deemed arbitrary.
On March 17, the NCLT in Allahabad approved Adani Enterprises Ltd’s Rs 14,535 crore offer to acquire JAL through insolvency proceedings, which Vedanta subsequently contested in the appellate tribunal.
On April 23, the NCLAT concluded its hearings involving Vedanta and other parties, including the Resolution Professional and Committee of Creditors (CoC).
Vedanta raised concerns regarding the evaluation criteria used by JAL’s lenders, which opted for Adani’s lower bid of Rs 3,400 crore and questioned the CoC’s commercial reasoning.
Earlier, on March 24, the NCLAT had declined to issue an interim stay on Vedanta’s petition challenging the NCLT’s approval of Adani’s bid, although the plan was contingent on the outcome of Vedanta’s appeals.
This interim order was also contested in the Supreme Court, which similarly declined to grant a stay while directing that significant policy decisions require tribunal approval.
Adani Enterprises surpassed Vedanta and Dalmia Bharat in the bidding for JAL, securing 89% of creditor votes, while Dalmia Cement and Vedanta followed behind.
The CoC stood by its decision, asserting that the entire process conformed to the Insolvency and Bankruptcy Code (IBC) requirements. They emphasized that no bidder is guaranteed success merely by offering the highest value; evaluations consider various factors like immediate cash inputs, execution feasibility, and overall value.
JAL, which possesses valuable assets and businesses in sectors such as real estate, cement production, hospitality, and construction, entered the Corporate Insolvency Resolution Process (CIRP) in June 2024 after defaulting on loan payments totaling Rs 57,185 crore.
Prominent real estate projects include Jaypee Greens in Greater Noida and Jaypee International Sports City near the upcoming Jewar International Airport, along with multiple commercial properties in Delhi-NCR.
JAL also operates three cement plants across Madhya Pradesh and Uttar Pradesh, and holds interests in subsidiaries like Jaiprakash Power Ventures Ltd, Yamuna Expressway Tolling Ltd, and Jaypee Infrastructure Development Ltd.
