The Supreme Court Today (Sept 25) expressed doubts over whether the National Company Law Appellate Tribunal (NCLAT) had applied its mind while deciding to close insolvency proceedings against ed-tech firm Byju’s. The Court indicated that it is inclined to send the matter back to the NCLAT to take a fresh decision.
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NEW DELHI: The Supreme Court expressed reservations regarding the National Company Law Appellate Tribunal (NCLAT)’s decision to halt insolvency proceedings against the ed-tech giant, Byju’s. The Court raised concerns over whether the NCLAT had thoroughly applied its mind while arriving at its conclusion, and indicated that the matter might be remanded back to the Tribunal for fresh consideration.
“See the reasoning in the NCLAT order. Which is just a para. This does not show any application of mind at all… Let the Tribunal again apply its mind and see it afresh,”
-Chief Justice of India (CJI) DY Chandrachud remarked during the hearing, which was addressing an appeal that challenged the NCLAT’s ruling.
The case was being heard by a Bench comprising CJI Chandrachud and Justices JB Pardiwala and Manoj Misra. The appeal was filed by US-based financial creditor Glas Trust, which was challenging the NCLAT’s decision to halt insolvency proceedings initially initiated against Think & Learn Pvt Ltd, the parent company of Byju’s.
During the hearing, CJI Chandrachud expressed concern that creditors of Byju’s—apart from the Board of Cricket Control for India (BCCI)—could be left disadvantaged if the insolvency process was halted. He specifically questioned why Byju’s had settled its dues with the BCCI while ignoring other creditors.
“Today you (Byju’s) have Rs 15,000 crores due. Why did you pick up only BCCI and settle it? What about others?”
-CJI Chandrachud asked.
Solicitor General Tushar Mehta, representing the BCCI, urged the court not to overturn the NCLAT’s ruling, cautioning about the potential consequences of reopening the insolvency process.
“Please consider the consequences if the appeal is allowed,”
-Mehta submitted.
However, the Court pointed out that the BCCI was not the only stakeholder impacted by the closure of the insolvency proceedings. The BCCI had claimed that Byju’s owed it Rs 158 crore as part of a sponsorship deal related to cricket jerseys, but CJI Chandrachud noted that the amount owed to the BCCI was relatively small compared to Byju’s overall debts.
“BCCI has a small amount due of Rs 158 crores… What about others? They all again have to go through the entire circle,”
-CJI Chandrachud stated.
The insolvency resolution process against Byju’s was initiated in June 2024 by the National Company Law Tribunal (NCLT) in Bengaluru. The proceedings were based on a plea by the BCCI, which claimed that Byju’s had defaulted on a payment of Rs 158 crore for jersey sponsorship agreements.
However, the situation took a turn when the BCCI later submitted that it had reached a settlement with Byju’s. As part of the settlement, Riju Raveendran, the brother of Byju’s founder Byju Raveendran, agreed to personally clear the dues. Based on this settlement, the NCLAT, in its Chennai Bench, decided to close the insolvency proceedings.
Glas Trust, the US-based financial creditor, strongly opposed the NCLAT’s ruling. They raised concerns that Byju’s might use funds owed to financial creditors to settle its debts with the BCCI. Glas Trust argued that this was unfair, and accused the ed-tech company of using potentially stolen money to repay its creditors selectively.
On August 14, 2024, the Supreme Court stayed the NCLAT’s decision and revived the insolvency process against Byju’s. A week later, the Court declined to defer or halt the operations of a Committee of Creditors (CoC) overseeing the corporate insolvency resolution process (CIRP).
During Wednesday’s hearing, Senior Advocate Shyam Divan, representing Glas Trust, criticized the NCLAT’s handling of the matter, describing its reasoning as unacceptable. He emphasized that NCLAT is expected to carry out basic arithmetic when deciding on such matters.
“NCLAT is expected to carry some basic maths… Now, without any notice to us, we (Glas Trust) have been dropped entirely from the Committee of Creditors. This is unprofessional,”
-Divan argued.
Senior Advocate Kapil Sibal, also representing Glas Trust, further argued that Glas Trust, which holds a 99.5 percent stake in Byju’s debt, cannot be excluded from the CoC. He stated that personal funds of individuals, such as Riju Raveendran, cannot be recovered under Section 12A of the Insolvency and Bankruptcy Code.
“We have 99.5 percent stake… we cannot be removed… Personal money cannot be recovered under Section 12A,”
-Sibal said.
In response, Senior Advocates AM Singhvi and NK Kaul, representing Byju’s, questioned Glas Trust’s actions and accused the creditor of changing its stance multiple times during the proceedings. They also addressed allegations that Byju and Riju Raveendran were absconding.
“So many statements with perjury. That we are absconding. Me and my brother visited India on 12 occasions… They are now world record holders, of two people teaching students. This is only about a large corporate entity flexing its muscles,”
-Singhvi said.
“He visited last time also… How can they call me absconding?… There was no default of payment. You (Glas Trust) keep changing your story. Sometimes you say ’round tripping’, sometimes you say it is personal funds of Riju Raveendran. Ultimately, the onus is on you… to prove the statements being made,”
-Kaul added.
The Supreme Court has not yet made a final ruling on the matter. As of now, the Court has indicated its intention to send the case back to the NCLAT for further review, ensuring that all stakeholders, including creditors like Glas Trust, are given proper consideration.
The hearing will continue tomorrow.
Click Here to Read Previous Reports on Byju’s
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