New Delhi, The Aakash Educational Services Ltd (AESL) on Tuesday undertook in the Supreme Court that 25.7 per cent of the edutech major Byju’s stake in Aakash shall remain secured till the disposal of a pending petition before the National Company Law Appellate Tribunal (NCLAT), Chennai.
A bench of Justices P S Narasimha and Alok Aradhe recorded the statement made to this effect by senior advocate Gopal Subramanian on behalf of AESL and gave Think and Learn Pvt Ltd (TLPL), Byju’s parent company, one week to subscribe to the second tranche of Aakash’s rights issue.
“The Special Leave Petition can be disposed of by recording the statement of senior advocate Gopal Subramaniam, appearing on behalf of Aakash Educational Services Ltd that 25.75 per cent of the appellant’s shares in Aakash shall be secured as on January 3, 2025 till the disposal of the interlocutory application,” the bench ordered.
The top court was hearing Byju’s plea challenging a recent order of the NCLAT permitting Aakash to proceed with the second tranche of its Rs 240 crore rights issue.
The company law appellate tribunal had also granted the TLPL time until February 17 to subscribe for the second tranche.
The dispute in question arises from Aakash’s decision to raise funds through a rights issue, which the TLPL had challenged before the National Company Law Tribunal (NCLT), Bengaluru, in a petition alleging oppression and mismanagement.
The TLPL which holds around 25.7 per cent stake in Aakash is currently undergoing insolvency proceedings after the NCLT admitted a plea for its insolvency.
On October 28 last year, the NCLAT gave a go-ahead to the extraordinary general meeting (EGM) of AESL for the rights issue of the company while rejecting the plea of Glas Trust, the US-based largest creditor of TLPL.
A two-member Chennai-based bench of the NCLAT said it “hardly finds a reason to hold that Glas Trust has established a prima facie case for granting an injunction”.
Rejecting the plea of Glas Trust, the NCLAT said the Insolvency and Bankruptcy Code (IBC) is a “blood thirsty” law that “authorises interference in the internal affairs of a company in which a corporate debtor (CD) may hold some shares”.
Glas Trust, which owns over 90 per cent of voting shares in the committee of creditors (CoC) of TLPL, had submitted that if the share capital of AESL is allowed to be increased, it would not only reduce the valuation of shares of TLPL but also reduce the percentage of shares.
The AESL has submitted before the appellate tribunal that the company is in dire need of funds and it has 3.5 lakh students and 10,000 employees, and has to meet those expenses. Moreover, AESL is not a part of insolvency proceedings going against Byju’s, which has only a shareholding in this.
On October 17, 2025, the Bengaluru-based bench of the NCLT declined to grant any interim relief on the second plea filed by insolvency-bound Byju’s to stay the EGM scheduled for October 29, 2025.
On November 3, the top court also declined to interfere in the rights issue while clarifying that its observations would not affect the final outcome of the pending proceedings.
Thereafter, TLPL remitted funds towards the subscription in the first tranche of the rights issue. However, Aakash did not allot shares to the TLPL citing concerns regarding the foreign source of funds.
When Aakash issued a notice dated January 8 announcing the second tranche, TLPL’s shareholding was reflected as 10.99 per cent instead of its original holding of approximately 25.7 per cent.
On February 3, the NCLAT permitted TLPL to apply for shares up to its original 25.7 per cent entitlement in the second tranche and directed Aakash not to take up any matter requiring a special resolution until the dispute is adjudicated.
The appellate tribunal subsequently extended the time for subscription until February 17. PTI
