THEBUSINESSBYTES
BUREAU
NEW
DELHI, MAY 4, 2026
In a significant
ruling that reinforces creditor primacy under India’s insolvency regime, the
National Company Law Appellate Tribunal (NCLAT) on Monday dismissed Vedanta
Ltd’s challenge to the successful bid by Adani Enterprises Ltd for debt-laden
Jaiprakash Associates Ltd (JAL), clearing the path for one of the most closely
watched insolvency resolutions in recent years.
A Bench led by
Chairperson Justice (Retd.) Ashok Bhushan ruled that no grounds had been
established to interfere with the earlier order of the National Company Law
Tribunal (NCLT), which had approved Adani’s ₹14,535-crore resolution plan. The appellate tribunal
concluded that the decision of the Committee of Creditors (CoC) was firmly
rooted in its “commercial wisdom,” a principle repeatedly
upheld by courts under the Insolvency and Bankruptcy Code (IBC).
Dismissing Vedanta’s
twin appeals, the tribunal observed that the creditors’ decision was based on a
comprehensive evaluation of competing bids and could not be termed arbitrary or
perverse. It further noted that no material irregularity had occurred during
the resolution process conducted by the Resolution Professional, effectively
shutting down Vedanta’s allegations of procedural lapses and lack of
transparency.
The ruling marks a
decisive setback for the Anil Agarwal-led Vedanta Group, which had argued that
its revised offer — valued at ₹16,070
crore — was superior to Adani’s bid in both gross value and net present value
terms. However, the CoC had refused to consider the revised
proposal, citing regulatory norms that prohibit post-deadline bid
modifications. Creditors maintained that Vedanta’s improved offer was submitted
only after it became aware of trailing behind the winning bid, undermining the
integrity of the process.
In its detailed
order, NCLAT underscored that resolution plans are evaluated on multiple
parameters beyond headline value, including upfront cash recovery, feasibility,
and execution capability. It held that the CoC’s decision to prefer Adani’s
plan—despite Vedanta’s claims of a higher valuation—was a legitimate exercise
of its commercial judgment and consistent with IBC provisions.
The insolvency
proceedings against JAL began in June 2024 after the company defaulted on loans
exceeding ₹57,000
crore. The
case attracted strong investor interest, with 28 expressions of interest and
six final bidders, including Vedanta, Adani Enterprises, and Dalmia Bharat.
Ultimately, Adani’s proposal secured overwhelming creditor support, receiving
93.81 percent of votes in November 2025.
Vedanta had
challenged the NCLT’s approval of the plan before NCLAT, questioning the
evaluation metrics and alleging that lenders had unfairly favored a lower bid.
However, both tribunals upheld the sanctity of the CoC’s decision-making
framework, reiterating that no bidder has an inherent right to win solely on
the basis of offering the highest monetary value.
Earlier attempts by
Vedanta to secure interim relief had also failed. NCLAT had declined to stay
the implementation of Adani’s plan in March, a stance later endorsed by the
Supreme Court, which allowed the process to proceed while directing that major
decisions by the monitoring committee require tribunal approval.
With the latest
ruling, Adani Group’s takeover of JAL is set to move forward unless Vedanta
chooses to mount a further legal challenge before the Supreme Court.
JAL’s resolution is
particularly significant given its diverse portfolio of high-value assets,
including premium real estate projects such as Jaypee Greens in Greater Noida,
the Jaypee International Sports City near the upcoming Jewar airport, and
India’s only Formula One circuit. The company also has interests spanning
cement, hospitality, power, and engineering sectors, making it a prized
acquisition in the distressed asset market.
