Mumbai, Sep 18 In a resounding victory for the Adani Group, the Securities and Exchange Board of India (SEBI) has closed its investigation into the allegations made by US short-seller Hindenburg Research.
In a final order that exposes the falsity of the claims widely amplified by the short-seller, India’s market regulator concluded that the Adani Group did not violate any rules by routing funds through two private firms, effectively dismissing claims of hidden related-party transactions and fraud.
The probe, which was prompted by a Supreme Court directive following the Hindenburg report in January 2023, centred on transactions between publicly listed Adani companies — Adani Ports & Special Economic Zone, Adani Power, and Adani Enterprises — and two private, unlisted entities: Milestone Tradelinks and Rehvar Infrastructure.
Hindenburg had alleged that these private firms were used as a facade to conceal transactions that should have been disclosed to shareholders as "related party transactions" (RPTs).
However, the SEBI's exhaustive inquiry, detailed in its final order, found no substance to these allegations. The regulator's key finding rested on the effect of the LODR Regulations as they existed during the investigation period (2018-2023).
The SEBI said that the law at the time defined related party transactions only for direct dealings between a company and its related parties. Milestone and Rehvar, while having business ties, were not legally defined as related parties to the Adani companies under the regulations in force.
The order further emphasised that the 2021 amendment to the LODR Regulations, which was introduced specifically to include such "indirect" transactions, was given a prospective, not retrospective, effect. The SEBI ruled that applying this new, stricter definition to transactions that occurred years earlier would be "legally impermissible".
This conclusion is a major relief for the Adani Group, which had its market value plummet severely in the wake of the Hindenburg report.
The SEBI also meticulously examined the financial aspect of the transactions.
It was noted that all loans — which amounted to several thousand crores — were repaid in full, along with interest, well before the SEBI’s investigation commenced.
"There was no evidence of fund diversion, siphoning of money, or loss to shareholders,” the order stated, effectively dismantling the fraud allegations under SEBI's PFUTP Regulations.
With the allegations "not established", the SEBI has cleared all parties involved, including group Chairman Gautam Adani and his brother Rajesh Adani, of any liability.
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