The National Company Law Appellate Tribunal reiected Vedanta’s challenge to the lenders’ approval of Adani Enterprises’ over ₹15.000-crore resolution plan for Jaiprakash Associates Ltd, finding no illegality in the decision of the committee of creditors (CoC).
The ruling marks another setback for Vedanta as the plan had already been approved by the National Company Law Tribunal.
The Delhi bench of the appellate tribunal, headed by chairperson Justice Ashok Bhushan, had reserved its order on 22 April after concluding hearings.
At the heart of the dispute was Vedanta’s challenge to the decision of the CoC, which approved the Adani Group’s plan while rejecting Vedanta’s competing offer. Vedanta argued that its bid, pegged at about ₹17,000 crore, was superior and offered better value, but was set aside in favour of Adani’s proposal due to factors such as upfront cash and faster payment timelines.
The company also questioned the limits of lenders’ “commercial wisdom” under the Insolvency and Bankruptcy Code (IBC), a principle that gives creditors wide discretion in selecting resolution plans with limited judicial interference.
Vedanta contended that the CoC failed to maximize value through a fair and transparent process. It said its offer translated to about ₹12,505.85 crore on a net present value (NPV) basis, making it the highest bid. Despite this, lenders approved what Vedanta claims was a lower-value plan, both in headline terms and NPV.
The company also alleged procedural lapses, stating it was not given adequate reasons for the rejection of its bid or an opportunity to clarify its proposal.
Vedanta further pointed to an improved offer submitted on 8 November 2025, in which it increased upfront cash to about ₹6,563 crore and equity infusion to ₹800 crore, arguing that this would have led to better recovery for lenders.
Decision defended
On the other hand, the CoC and the resolution professional defended the process, maintaining that the decision was based on commercial considerations, including certainty of payments and execution timelines.
Solicitor General Tushar Mehta, appearing for the CoC, alleged that there was a leak of information to Vedanta during the bidding process. He argued that Vedanta revised its bid after becoming aware of where it was lagging, particularly in parameters such as upfront cash and equity infusion. According to him, this compromised the integrity of the process, and the revised bid was rightly rejected as it was submitted after the deadline.
Senior counsel Abhishek Manu Singhvi, appearing for the resolution professional, also rejected Vedanta’s claims. He said there was no basis to suggest that Vedanta had ever been declared the highest bidder and then unfairly displaced.
“The very premise that we declared Vedanta as the highest and then changed it is without any foundational facts,” Singhvi argued before the tribunal.
Vedanta’s counsel, Abhijeet Sinha, denied the allegations, calling them “baseless” and asserting that the company had placed all relevant documents before the court. He maintained that Vedanta’s bid remained the highest after multiple rounds and accused the CoC of lacking transparency in its scoring process.
“In the process of scoring there should be some transparency, but there was none,” Sinha told the tribunal during the hearings.
Mint earlier reported outcome of the case is significant not just for the parties involved, but also for the broader insolvency framework. It will test how far courts can examine the decision-making process of lenders, particularly in situations where a higher bid is rejected in favour of one offering quicker or more certain payments.
Valuable assets
JAL’s assets make the contest particularly valuable. The company owns nearly 4,000 acres of land across Noida, Greater Noida and the Yamuna Expressway, along with hotels, commercial assets, cement capacity and a Formula 1 racing track near the upcoming Noida International Airport.
Adani Enterprises’ plan was approved by the Allahabad bench of the National Company Law Tribunal (NCLT) on 17 March. Vedanta subsequently moved both the NCLAT and the Supreme Court seeking a stay on the implementation of the plan. While the Supreme Court declined to stay the process, it allowed the appellate tribunal to continue hearing the matter.