Byju's parent moves SC against NCLAT nod for Aakash's ₹240-cr rights issue

Think & Learn, the parent of Byju's, has moved the Supreme Court challenging an NCLAT order permitting Aakash Educational Services to proceed with the second tranche of its Rs 240-crore rights issue

Think & Learn Private Limited, the parent company of Byju’s, has approached the Supreme Court challenging a February 3, 2026 order of the National Company Law Appellate Tribunal (NCLAT), Chennai Bench, which permitted Aakash Educational Services to go ahead with the second tranche of its Rs 240-crore rights issue.

 

A Bench of Justices P. S. Narasimha and Alok Aradhe is scheduled to hear the civil appeal on Tuesday.

 

Think & Learn, which holds about 25.75 per cent in Aakash Educational Services, is under the insolvency process following its admission by the NCLT, Bengaluru Bench, on July 16, 2024. The dispute stems from Aakash’s proposal to raise Rs 240 crore through a rights issue structured in two parts — Rs 100 crore in the first tranche and Rs 140 crore in the second.

 

 

On October 28, 2025, the NCLAT had allowed Aakash to proceed with the fund-raise and directed Think & Learn to subscribe proportionately to maintain its shareholding. The company participated in the first tranche and deposited the subscription amount.

 

However, Aakash did not allot the shares to Think & Learn, citing concerns over possible violations of foreign exchange regulations relating to the source of funds deployed by the resolution professional. It also moved the NCLT seeking directions to verify the legitimacy of the funds. In the meantime, Aakash issued a notice on January 8, 2026, announcing the second tranche of the rights issue.

 

Think & Learn contended before the appellate tribunal that the non-allotment of shares in the first tranche had effectively reduced its stake from 25.75 per cent to 10.99 per cent, thereby impairing its voting power and its ability to meaningfully participate in the second tranche.

 

In its February 3 order, the NCLAT observed that the issues raised warranted detailed examination. Nevertheless, it declined to halt the second tranche. Instead, it allowed Think & Learn to apply for shares up to its original 25.75 per cent entitlement and directed Aakash not to undertake any actions requiring a special resolution until the dispute is adjudicated.

 

Aggrieved by this arrangement, Think & Learn has moved the Supreme Court, seeking to set aside the NCLAT’s order.