A US court has admitted a petition by Indian billionaire Gautam Adani and his nephew Sagar Adani seeking dismissal of a securities fraud lawsuit filed by the US Securities and Exchange Commission (SEC), arguing that the case falls outside American jurisdiction and does not establish any wrongdoing.
The development comes after the US court admitted their petition, paving the way for a detailed legal challenge to the SEC’s claims. In a pre-motion letter filed ahead of a proposed April 30 dismissal plea, the Adanis, through their legal team, termed the regulator’s case “legally flawed” on multiple counts.
The SEC had initiated proceedings in November 2024, alleging that the Adanis misled investors during a 2021 bond issuance by Adani Green Energy Ltd (AGEL) by failing to disclose an alleged bribery scheme involving Indian officials.
Rejecting the allegations, the Adanis argued that the US court lacks personal jurisdiction, stating that neither of them had sufficient contact with the United States or direct involvement in the bond offering in question.
According to the filing, the $750 million bond sale was executed outside the US under Rule 144A and Regulation S exemptions. The securities were initially sold to non-US underwriters and only subsequently resold in part to qualified institutional buyers, limiting any direct American nexus.
Their lawyers further contended that the SEC complaint does not demonstrate that Gautam Adani approved the issuance, participated in key meetings, or directed any communication toward US investors.
The defence has also challenged the extraterritorial scope of the case, noting that the issuer is an Indian entity, the securities were not listed in the US, and the alleged conduct occurred entirely within India. Citing US Supreme Court precedents, they argued that the SEC failed to establish a “domestic transaction,” a key requirement for invoking US securities laws.
Additionally, the filing highlights that the SEC has not alleged any investor losses, pointing out that the bonds matured and were fully repaid with interest in 2024.
The Adanis have also disputed the bribery allegations, asserting that there is no credible evidence to support such claims. Statements cited by the SEC—related to ESG commitments, anti-corruption practices, and corporate reputation—have been described as non-actionable “puffery,” or general corporate assertions that investors cannot reasonably rely upon.
The defence further argued that the regulator has failed to link either Gautam or Sagar Adani to any specific misleading statements or demonstrate intent to defraud.
The Adanis are seeking a complete dismissal of the case and have indicated their readiness to participate in a pre-motion conference, if required by the court.
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