Vedanta vs Adani: Jaiprakash Associates’ RP says Vedanta was not declared highest bidder formally

PTI, citing court submissions, reported that Senior Advocate Abhishek Manu Singhvi, appearing for the Resolution Professional (RP), said that an email dated September 5 circulated to all bidders only conveyed the highest financial value discovered during the challenge process. It did not constitute an official declaration of a successful bidder.

RP says mail didn’t declare highest bidder

A two-member NCLAT bench also observed that the email “only communicates that the highest value as per the identifying criteria is Rs 12,505 crore on a NAV basis…”

Vedanta, in its two petitions challenging the lenders’ decision to accept Adani’s takeover offer, had contended that its addendum bid is about Rs 3,400 crore higher in gross value terms and roughly Rs 500 crore more in net present value (NPV) compared with the Adani Group’s offer.

Singhvi however said, as reported by PTI, the Committee of Creditors (CoC), evaluated plans on a combined quantitative and qualitative matrix, not just on the highest NPV or headline bid amount.

Singhvi alleged that Vedanta’s claim of being the highest bidder amounted to “suppression of material facts,” arguing that its petition lacked a legal and factual basis.

Singhvi said “I cannot prevent what you think. But you cannot start thinking that this is a declaration of the best. It is a disclosure that you have a Rs 12,000 crore NAV. Now, if you start imagining things in your favour, then it is not my problem,” he said, questioning “why nobody else misunderstood it”? Vedanta has submitted that its bid was above NAV.

Committee of Creditors uses holistic 100-point matrix, not just NPV: Singhvi

Singhvi said the highest bidder was decided based on a total score of 100, in which the quantitative score was 80 and the remaining 20 was the qualitative score.

This parameter was not made for Adani or Vedanta; this evaluation matrix has been followed in several cases. This is known as a holistic evaluation, not a unifocal evaluation based on a single parameter, and it is always better to have this, he said.

On Vedanta’s claims of not being given any chance to match Adani’s bid, Singhvi, while reading the terms and conditions before NCLAT, said the challenge process barred any post-closure revision.

All bidders must get the same chance if revision is allowed: Singhvi

He further said Vedanta’s November 8 addendum was an impermissible unilateral revision. After being informed on November 7 that voting would proceed, the appellant submitted a revised addendum on November 8, which was contrary to the agreed rules.

“Allowing such a revision would violate fairness and level the playing field. If one applicant were allowed to revise after closure, all applicants would have to be given the same chance, defeating the finality of the process.”

He also stressed that the commercial wisdom of the CoC is not open to re-evaluation.

After the conclusion of the RP’s arguments, the bench, comprising Chairperson Justice Ashok Bhushan and Member (Technical) Barun Mitra, posted the matter for the next hearing on Monday.

Solicitor General Tushar Mehta, who is appearing for the banks, will begin his arguments from Monday.

What has happened so far?

Vedanta has filed two petitions challenging the March 17 order by the Allahabad bench of the NCLT, which approved Adani Enterprises’ Rs 14,535-crore bid to acquire JAL through the insolvency process.

On March 24, the NCLAT declined to grant any interim stay on the order passed by the NCLT approving the Adani Group’s bid for acquiring JAL. However, it said the plan would be subject to the outcome of the appeals filed by the Anil Agarwal-led Vedanta Group.

This interim order by the NCLAT was challenged before the Supreme Court, which also declined to grant a stay. However, the apex court directed that if the monitoring committee plans to take any major policy decision, it must first obtain the tribunal’s sanction.

With the inputs from PTI