Kerala HC summons BYJU’S resolution professional, GLAS rep and EY India chief in contempt case

Kochi: The Kerala High Court has directed the Resolution Professional (RP) of Think & Learn Pvt Ltd (BYJU’S), the authorised representative of GLAS Trust Company LLC, and the India chairman of Ernst & Young LLP to appear in person before the court on December 5, 2025, in connection with an ongoing contempt case concerning BYJU’S foreign assets.

The order was issued by Justice K Natarajan on November 27, 2025.

The case was filed by certain creditors and stakeholders of BYJU’S, who are the petitioners, alleging that despite a previous High Court order dated May 21, 2025, which prohibited the transfer of BYJU’S major overseas subsidiaries—including Epic! Creations Inc. and Tangible Play Inc. (Osmo)—parallel bankruptcy actions and asset enforcement measures were initiated in the United States. These actions, petitioners claim, rely on the same Term Loan B (TLB) debt that GLAS is pursuing in India, violating the court’s injunction.

A detailed counter-affidavit filed on behalf of co-founder Riju Ravindran presents extensive material alleging a “fraudulent double-recovery architecture”. It states that international subsidiaries such as Tangible Play, Great Learning, Byju’s Alpha Inc., Epic! and Tynker—acquired for nearly USD 1.42 billion—form the backbone of BYJU’S global business. Despite this, the Resolution Professional’s Form G (Expression of Interest) notices dated August 25, 2025, and September 24, 2025, allegedly omitted these subsidiaries, creating a misleading picture of BYJU’S asset position during the Corporate Insolvency Resolution Process (CIRP).

The counter-affidavit also raises conflict-of-interest concerns regarding EY India, alleging the firm was closely involved in managing GLAS claims, creditor communications and vetting claims, but failed to disclose prior work for both BYJU’S and GLAS in mandatory conflict declarations to the Insolvency and Bankruptcy Board of India (IBBI). Draft emails reportedly marked all conflicts as “NIL”. The appointment of RP Shailendra Ajmera, whose address corresponds to Ernst & Young LLP’s Worldmark Aerocity office, is also questioned as evidence of EY’s ongoing influence over the CIRP.

The counter-affidavit requests the High Court to direct the SFIO and CBI to investigate alleged fraud, collusion, cross-border asset stripping and nondisclosure of foreign enforcement actions. It also seeks interim protection for BYJU’S foreign subsidiaries and that ₹158 crore personally contributed by Riju Ravindran for a proposed settlement be placed in a court-monitored escrow account, with a refund mechanism if the CoC or NCLT fail to act on the settlement.

Neither EY India nor GLAS Trust has commented on the court’s directive so far.

ANI