The Insolvency and Bankruptcy Appellate Tribunal has declined any interim stay on the Vedanta Group’s plea against the NCLT order approving the Rs 14,535 crore bid by the Adani Group to acquire Jaiprakash Associates Ltd (JAL).
The National Company Law Appellate Tribunal’s (NCLAT) two-member bench sought a response from the Committee of Creditors (CoC) of JAL within a week. It is also directed to list the matter on April 10 for the next hearing.
Vedanta Group was in the race to acquire JAL through an insolvency process, but the lenders approved the resolution plan of Adani Enterprises Ltd. in November last year. Last week, the National Company Law Tribunal (NCLT) approved the Adani Group’s bid.
Challenging the NCLT order, the Vedanta group has filed two appeals before the NCLAT. In the first case, it has challenged the validity of the resolution plan, and in the second, it has challenged the approval of the plan by the CoC and the adjudicating authority (NCLT).
NCLT order
In its hearing on Tuesday, the NCLT said that all parties agreed that, given the nature of the issues raised in the appeal, this matter needs to be decided at an early date.
“In the above view of the matter, we are of the view that the Appeal needs to be heard at an early date. We direct the appeal to be listed on April 10, 2026, as a fresh case,” said NCLAT.
It has also directed Vedanta and the other side, including CoC, to file their short notes on the submission not exceeding five pages before the next date.
However, the bench comprising Chairperson Justice Ashok Bhushan and Member (Technical) Barun Mitra also clarified that the implementation of the plan would be subject to the outcome of the appeals filed by the Anil Agarwal-led Vedanta Group.
“In the meantime, in pursuance of the impugned order, the implementation of the resolution plan shall go on, however, that shall abide by the result of the appeal,” said NCLAT in its 4-page-long interim order.
NCLAT also took on record submissions from the counsel for the CoC that “in the event delisting takes place of the Corporate Debtor (JAL) as per the approved resolution plan under the impugned order and the impugned order is set aside by this Tribunal, there shall be automatic cancellation of all delisting actions.” On March 17, the NCLT, Allahabad bench, approved Adani Enterprises Ltd’s Rs 14,535 crore bid to acquire JAL through the insolvency process.
This has been challenged by Vedanta before the National Company Law Appellate Tribunal (NCLAT), which on Monday directed that Adani Enterprises be impleaded as a party and listed the matter for hearing on Tuesday.
Challenges by Vedanta
During the NCLAT proceedings on Tuesday, counsel representing Vedanta contended that it was declared the highest bidder by JAL’s Committee of Creditors. Vedanta’s bid value was Rs 16,726 crores, and Adani Enterprises’ bid was Rs 14,535 crore.
The Insolvency & Bankruptcy Code suggests the maximisation of the value of the stressed asset. However, the lender body CoC, despite emphasising on the importance of value maximization and compliance with the IBC framework, failed to do so.
The CoC’s discretion in selecting a resolution plan must be exercised only in accordance with the applicable law and the governing documents, Vedanta’s counsel contended before the appellate tribunal.
They further contend that participation in the bidding rounds must be on a fair and equal basis, as no negotiation was conducted after Vedanta was put through multiple rounds of bidding.
Creditor’s reasoning
In November last year, the CoC approved the resolution plan by business tycoon Gautam Adani to acquire JAL.
Adani Enterprises outbid Vedanta and Dalmia Bharat to win the JAL bid. Adani received the highest 89 per cent of the votes from creditors, followed by Dalmia Cement (Bharat) and Vedanta Group.
The CoC, however, defended its decision, saying the process complied with all the rules of the Insolvency and Bankruptcy Code (IBC). They maintained that no bidder has a guaranteed right to win, even if it offers the highest value.
They said plans were evaluated on multiple factors, including upfront cash, feasibility, and execution, not just headline value.
Adani’s bid was preferred because it offered around Rs 6,000 crore upfront and faster payments within 2 years, compared with Vedanta’s longer payment timeline of up to 5 years.
Lenders also rejected Vedanta’s revised offer, saying it was submitted after bidding had closed and accepting it would require restarting the process. They added that all bidders were given equal opportunity and multiple chances to improve their bids.
Assets owned by JAL
JAL, which has high-quality assets and business interests spanning real estate, cement manufacturing, hospitality, power, and engineering & construction, was admitted to the CIRP in June 2024 after it defaulted on payments of loans aggregating Rs 57,185 crore.
JAL has major real estate projects like Jaypee Greens in Greater Noida, a part of Jaypee Greens Wishtown in Noida (both on the outskirts of the national capital), and the Jaypee International Sports City, located near the upcoming Jewar International Airport.
It also has three commercial/industrial office spaces in Delhi-NCR, while its hotel division has five properties in Delhi-NCR, Mussoorie, and Agra.
JAL has four cement plants in Madhya Pradesh and Uttar Pradesh, and a few leased limestone mines in Madhya Pradesh.
It also has investments in subsidiaries, including Jaiprakash Power Ventures Ltd, Yamuna Expressway Tolling Ltd, Jaypee Infrastructure Development Ltd, and several other companies.