Acquisition04 May 2026

NCLAT Dismisses Vedanta's Challenge, Upholds Adani's ₹14,535 Crore JAL Bid

Appellate Tribunal Clears Final Major Hurdle for Adani's Jaiprakash Takeover

On May 4, 2026, a bench comprising Chairperson Justice (Retd.) Ashok Bhushan and Technical Member Barun Mitra delivered the verdict dismissing two petitions filed by Vedanta Ltd challenging the selection of Adani Enterprises Ltd as the successful bidder for debt-laden Jaiprakash Associates Ltd (JAL).

The Verdict and Its Significance

The two-member bench ruled that there were no valid reasons to overturn the prior decision made by the National Company Law Tribunal (NCLT), with the judgment stating "No grounds have been made out by the appellant [Vedanta] to interfere with the decision of the adjudicating Authority [NCLT]. Both appeals are dismissed."

The appellate tribunal further emphasized that the creditors acted within their legal rights when choosing Adani's ₹14,535-crore bid. The judgment highlighted that the Committee of Creditors' decision was based on the "overall consideration of the respective resolution plan and was taken in its commercial wisdom… (There was) no material irregularity committed by resolution professionals while conducting the plan resolution process."

The Competitive Bidding Process

In its 23rd meeting held in November 2025, the Committee of Creditors (CoC) approved Adani Enterprises' resolution plan with a 93.81 per cent voting share. Adani outbid Vedanta and Dalmia Bharat in the formal tender for the insolvency resolution.

Adani's bid was preferred as it offered around ₹6,000 crore upfront and faster payments within two years, compared with Vedanta's longer payment timeline of up to five years. Following an independent evaluation, Adani's plan ranked higher, particularly on parameters such as upfront recovery and overall financial value.

Vedanta's Challenged Post-Bid Submission

After the conclusion of the challenge process, Vedanta submitted an addendum to its resolution plan on November 8, 2025. The CoC declined to consider this submission, citing the bidding framework, which prohibited post-process modifications of financial proposals. The CoC maintained that the addendum was submitted only after Vedanta became aware that its upfront offer was lower than that of the successful resolution applicant.

Vedanta challenged the CoC's decision, alleging a lack of transparency in the process and contending that its revised offer, pegged at ₹16,070 crore, provided greater value to creditors. However, the tribunal rejected this argument entirely.

The Insolvency Context

Jaiprakash Associates Ltd, a conglomerate with interests in cement, real estate, hospitality, and power, was admitted into the insolvency process in June 2024 following a default on loans totaling ₹57,185 crore. The company is headquartered in Noida, Uttar Pradesh, with interests in engineering, construction, power, real estate, hospitality, IT, sports and education.

JAL owns major real estate projects like Jaypee Greens in Greater Noida, Jaypee Greens Wishtown in Noida, and the Jaypee International Sports City, located near the upcoming Jewar International Airport.

Litigation Timeline and Supreme Court Caveat

On March 17, the NCLT, Allahabad bench, approved Adani Enterprises' ₹14,535-crore bid to acquire JAL through the insolvency process. Vedanta challenged this approval before NCLAT. The appellate tribunal concluded hearings on April 23 after listening to Vedanta and other respondents including the Resolution Professional, the CoC, and Adani Enterprises.

Earlier, on March 24, NCLAT declined to grant an interim stay on the NCLT order, though it said the plan would remain subject to the outcome of the appeals. That interim order was taken to the Supreme Court, which also declined to grant a stay. Adani Enterprises, meanwhile, had already filed a caveat in the Supreme Court requesting to be heard before any order was passed on Vedanta's petition.

Path Forward

With the NCLAT's dismissal of Vedanta's pleas, the path is now clear for Adani Enterprises to move forward with the acquisition of JAL's high-quality asset portfolio. While Vedanta retains the theoretical option of approaching the Supreme Court, the appellate tribunal's emphatic rejection of its core arguments significantly narrows that prospect.

The resolution plan encompasses real estate developments, cement production, hydropower infrastructure, hospitality assets, and construction operations across multiple states, representing one of India's largest distressed asset acquisitions under the Insolvency and Bankruptcy Code.

← All updates

×
Express Your Interest