NCLAT to resume hearing on Adani-JAL deal

The National Company Law Appellate Tribunal (NCLAT) is expected to continue its hearing this Monday on a petition filed by Vedanta Ltd, challenging the approval of the Adani Group’s Rs 14,535 crore resolution plan for Jaiprakash Associates Ltd (JAL). The appellate tribunal, led by Chairperson Justice Ashok Bhushan, began final arguments on Friday following a “priority hearing” directive from the Supreme Court.

The core of the dispute rests on Vedanta’s claim that its bid — valued at approximately Rs 17,000 crore — was unfairly bypassed despite being significantly higher in both gross value and Net Present Value (NPV) than Adani’s winning offer. It contended that the Committee of Creditors (CoC) approved Adani’s plan, significantly lower than the liquidation value (Rs 15,799.53 crores). This implies that CoC would have received better recovery in case it had decided to liquidate the company. In fact, only Vedanta’s plan was higher than the liquidation value.

Vedanta’s counsel argued that the CoC acts in a fiduciary capacity for all stakeholders, including homebuyers and employees. They contend that favouring upfront cash over total recovery adversely affects these groups and contradicts IBC objectives.  The legal conflict pits the IBC principle of “value maximisation” against the “commercial wisdom” of the lenders.  Vedanta argues its bid is financially superior, and the CoC used a “flawed evaluation matrix” to favour a lower offer without adequate discussion. Vedanta pointed out that it was the only participant in the five-round challenge process, increasing its bid twice by Rs 250 crore. They argue the CoC ultimately approved a plan (Adani’s) that it had initially deemed sub-optimal.

According to Vedanta, the challenge mechanism was inherently unfair. Bidders were only shown the highest NPV after each round, without disclosure of other bid elements, depriving Vedanta of the chance to optimize its upfront cash component — something it claims it was always willing to do. Vedanta’s central grievance is that the CoC bypassed the standard practice of negotiating with the highest (H1) bidder, opting instead to finalise the lower bid without further engagement.

Vedanta had suo motu enhanced its offer, which was not accepted by the CoC. Conversely, lenders argue that they preferred the Adani bid because it offered higher upfront cash (approximately Rs 6,000 crore) and a lower repayment timeline.

Tomorrow’s hearing assumes heightened importance due to a recent out-of-court statement made by JAL’s top leadership. In a surprising move, Jaiprakash Gaur, founder of Jaypee Group, issued a statement on Friday, April 10, 2026, expressing heartfelt wishes to the Adani group.

The reported statement has come at a time when the matter is sub-judice, and NCLAT is hearing the issue related to transparency of the JAL auction process, which raises eyebrows and immediate concerns.

While the Supreme Court has allowed Adani to proceed for now, it has barred the Monitoring Committee from taking any “major policy decisions” without NCLAT’s permission. If the NCLAT sides with Vedanta, it could trigger a rare “automatic cancellation” of implementation steps already taken. For now, JAL’s vast assets — including 4,000 acres of land and the Greater Noida Formula 1 track — remain in legal limbo.