New Delhi, Lenders of debt-laden Jaiprakash Associates Ltd told the National Company Law Appellate Tribunal on Monday that the selection of the successful bidder was conducted in a “fair” and “transparent” manner, with no rules tailored to favour any participant.
Solicitor General Tushar Mehta, representing the committee of creditors, said bidding and evaluation were carried out as per the approved framework. He noted that while Vedanta Ltd secured the highest net present value score, Adani Enterprises ranked highest on overall evaluation.
The CoC also defended its decision to reject Vedanta’s addendum, saying its acceptance would have necessitated a fresh bidding process and further delayed the resolution timeline.
“There is no infirmity in the decision-making process, and the decision itself, being based on commercial wisdom, may not be within your appellate review,” Mehta said.
He further submitted that when someone participates in the tender process, he cannot challenge the process merely by saying that he is offering something more.
“The Supreme Court has made it very clear that your subsequent enhancement of the amount would mean nothing. Then, it compromises the sanctity of the process, and the sanctity has to remain attached to the process,” said Mehta.
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 higher in net present value (NPV) than the Adani Group’s offer.
Mehta said Vedanta submitted an addendum on November 8, 2025, after the challenge process was concluded. Vedanta had proposed an equity infusion of Rs 400 crore within 180 days in its resolution plan and in the addendum, this amount has been increased to Rs 800 crore from the effective date of the plan.
Over the addendum, the RP and its legal team clarified that the scoring would change. The India Debt Resolution Company Ltd (IDRCL) requested the legal counsel of the RP and CoC to share their views on whether such an addendum could be considered at this stage.
“The RP legal counsel mentioned that as it had already been highlighted by the RP in his email to the COC, the addendum by Vedanta at this stage of the process was in violation to the mechanism deliberated and finalised in the process note which was also approved by the CoC,” submitted Mehta.
The CoC legal counsel concurred with the view of the RP legal counsel and added that the clauses that had been specifically included in the process note to address such eventualities that could crop up during the process and may lead to delays in the process.
Views of other CoC members were also invited including the home buyers of JAL, who said acceptance of addendum “would also be against the spirit of providing an equal opportunity to all other resolution applicants”.
Senior advocate Niranjan Reddy, who was also appearing for CoC, said “evaluation matrix was included in the RFRP (Request for Resolution Plan), which means whoever was bidding was aware how it was going to be evaluated”, he said.
It has even specified the amount of scoring that would be granted for each of the components, during evaluation of bids.
Even before any person participated, they were aware of how the marking is going to be done.
“Now, basis his, after the process started, the process note specified, very clearly that there would be no modification to the last commercial proposal in the challenge process,” he said adding the documents “expressly stipulated that there would be no upward or downward revision in financial offer”.
After the conclusion of CoC’s arguments, the bench, comprising Chairperson Justice Ashok Bhushan and Member (Technical) Barun Mitra posted the matter for the next hearing on Tuesday. Counsel for Successful Resolution applicant (SRA) Adani Enterprises will argue on Tuesday.
Vedanta has filed two petitions, challenging the March 17 order by the Allahabad bench of NCLT, which approved Adani Enterprises’ Rs 14,535-crore bid to acquire JAL through the insolvency process.
