The Supreme Court on Friday declined to
entertain a Public Interest Litigation (PIL) that sought an investigation into
allegations made by US-based short-seller Viceroy Research LLC against Vedanta
Limited, Hindustan Zinc Limited, Vedanta Resources Limited, and their related
entities. The bench comprising Justice P.S. Narasimha and Justice A.S.
Chandurkar expressed its unwillingness to consider the matter, following which
the petitioner, Shakti Bhatia, withdrew the plea.
In the PIL, Bhatia had urged the Court to
direct the Securities and Exchange Board of India (SEBI), the Reserve Bank of
India (RBI), and the Ministry of Corporate Affairs (MCA) to initiate a
comprehensive inquiry into the affairs of the Vedanta Group companies. The
petition was primarily based on a research report published on July 9, 2025, by
Delaware-based investigative firm and short-seller Viceroy Research LLC. The
report had alleged instances of fraud, financial manipulation, price rigging,
and regulatory violations within the Vedanta Group.
According to the petitioner, regulatory
authorities such as SEBI and RBI had failed to take action on complaints
already lodged with them concerning the allegations raised in the Viceroy
report. The petition emphasized that these agencies had a statutory
responsibility to investigate such serious claims, particularly when they
involved public and government money. Senior Advocate Gopal Sankaranarayanan,
appearing for the petitioner, submitted that the relief sought was limited to
ensuring that the relevant regulators discharged their statutory duties by
examining the complaints and taking appropriate action. He argued that SEBI and
RBI, as regulatory bodies, should at least respond to the representations made,
investigate the matter, and issue a report clarifying whether the companies
were in compliance with legal norms.
Opposing the PIL, Solicitor General Tushar
Mehta contended that the plea was not bona fide and appeared to have been
influenced by the foreign short-seller itself. He observed that there was a
growing pattern wherein external entities published reports to manipulate the
Indian stock market. He urged the Court not to entertain such petitions that
could indirectly serve the interests of foreign market players.
After hearing both sides, the Supreme Court
found no merit in proceeding with the matter and declined to entertain the
petition. The bench’s decision effectively brought the proceedings to an end,
with the petitioner opting to withdraw the PIL.
The petition had relied extensively on the
contents of the Viceroy report, which alleged that Vedanta Resources and its
holding companies had no operating assets but carried significant debt
obligations amounting to USD 4.9 billion as of FY 2025. It was claimed that the
parent company was heavily dependent on dividends from its subsidiaries, Vedanta
Limited, Hindustan Zinc Limited, and BALCO—to service its debt. The report also
alleged that Vedanta Limited had declared disproportionately high dividends to
sustain this structure, which resulted in a depletion of its cash reserves.
Further, the petition pointed out that
Vedanta Limited had advanced loans worth approximately USD 956 million (Rs.8,129 crore) to
Vedanta Resources and its subsidiaries. These funds were allegedly utilized to
purchase Vedanta Limited’s own shares from the open
market, thereby increasing the promoter’s stake from 50% to 69%. The
arrangement, according to the petitioner, violated SEBI’s unfair trade practice
guidelines, as Vedanta Limited was both a lender and guarantor in the
transaction.
The plea also alleged that several
related-party transactions had been carried out without requisite approvals or
disclosures, and that Hindustan Zinc Limited had undisclosed statutory dues. It
contended that SEBI was obligated under Section 11(2A) of the SEBI Act to
inspect any listed company where there existed a reasonable belief of unfair
trade practices. The petition concluded that the silence of regulatory
authorities despite grave public allegations necessitated judicial intervention,
an appeal the Supreme Court ultimately declined to consider.