<p>Bengaluru: Aakash Education Services Ltd (AESL) has filed a company application before the National Company Law Tribunal (NCLT) accusing EY of conflict of interest in advising both Aakash and Byju’s.</p><p>In the application filed on June 1, Aakash has sought that NCLT rejects the company petition filed by Byju’s, and/or calling for the impleadment of EY and EY partner Ajay Shah as respondents in the petition.</p><p>The petition referred to was filed by the resolution professional (RP) of Think and Learn Pvt Ltd (or TLPL - Byju’s parent company and shareholder of Aakash), which alleges acts of oppression and mismanagement in the affairs of Aakash, under Sections 241 and 242 of the Companies Act, 2013. It is currently pending before the NCLT.</p><p>As per Aakash’s application, a conflict of interest arises as EY and Shah advised and facilitated various parties whose interests were privileged and exclusive (including Aakash, Byju’s, and Manipal Health) in financial transactions, which have been challenged in the petition.</p><p>“EY’s opinion was specifically sought on the accounting treatment, tax implications, and valuation aspects of the debentures, including the potential for deemed dividend treatment. The said transactions which have been called in question in the company petition are well within the knowledge of EY, the proposed respondent. The RP, being a part of the same organisation - EY, was fully aware that the proposed respondents were advising and guiding the affairs of the applicant,” stated the application.</p><p>As per Aakash, the RP also does not have the right to file such a petition and is acting in excess of the powers vested in him under the Insolvency and Bankruptcy Code (IBC).</p><p>“Ajay Shah and the team of EY were at the heart of the applicant’s decision-making and execution of transactions now sought to be brought under scrutiny in the company petition. Their deep engagement with the applicant’s financial and corporate functions renders his presence indispensable to a fair and effective adjudication of the company petition,” the application urges.</p>.<p>EY refuted this in a statement on Tuesday that said, "The matter is sub-judice, and therefore we cannot offer any further comment at this time. However, we refute the allegations and will defend any such legal action vigorously."</p><p>Aakash has filed the application following a letter by the RP (Shailendra Ajmera) dated May 28, addressed to Aakash. The letter inquires about the capacity in which several Aakash directors have been appointed, seeking clarification on which are acting as nominees of shareholders and which are independent. Several of the directors are aligned with the Manipal Group, the largest shareholder in Aakash.</p><p>“We note that the specifications regarding their representations are not available on the Ministry of Corporate Affairs portal,” says the letter.</p>
<p>Bengaluru: Aakash Education Services Ltd (AESL) has filed a company application before the National Company Law Tribunal (NCLT) accusing EY of conflict of interest in advising both Aakash and Byju’s.</p><p>In the application filed on June 1, Aakash has sought that NCLT rejects the company petition filed by Byju’s, and/or calling for the impleadment of EY and EY partner Ajay Shah as respondents in the petition.</p><p>The petition referred to was filed by the resolution professional (RP) of Think and Learn Pvt Ltd (or TLPL - Byju’s parent company and shareholder of Aakash), which alleges acts of oppression and mismanagement in the affairs of Aakash, under Sections 241 and 242 of the Companies Act, 2013. It is currently pending before the NCLT.</p><p>As per Aakash’s application, a conflict of interest arises as EY and Shah advised and facilitated various parties whose interests were privileged and exclusive (including Aakash, Byju’s, and Manipal Health) in financial transactions, which have been challenged in the petition.</p><p>“EY’s opinion was specifically sought on the accounting treatment, tax implications, and valuation aspects of the debentures, including the potential for deemed dividend treatment. The said transactions which have been called in question in the company petition are well within the knowledge of EY, the proposed respondent. The RP, being a part of the same organisation - EY, was fully aware that the proposed respondents were advising and guiding the affairs of the applicant,” stated the application.</p><p>As per Aakash, the RP also does not have the right to file such a petition and is acting in excess of the powers vested in him under the Insolvency and Bankruptcy Code (IBC).</p><p>“Ajay Shah and the team of EY were at the heart of the applicant’s decision-making and execution of transactions now sought to be brought under scrutiny in the company petition. Their deep engagement with the applicant’s financial and corporate functions renders his presence indispensable to a fair and effective adjudication of the company petition,” the application urges.</p>.<p>EY refuted this in a statement on Tuesday that said, "The matter is sub-judice, and therefore we cannot offer any further comment at this time. However, we refute the allegations and will defend any such legal action vigorously."</p><p>Aakash has filed the application following a letter by the RP (Shailendra Ajmera) dated May 28, addressed to Aakash. The letter inquires about the capacity in which several Aakash directors have been appointed, seeking clarification on which are acting as nominees of shareholders and which are independent. Several of the directors are aligned with the Manipal Group, the largest shareholder in Aakash.</p><p>“We note that the specifications regarding their representations are not available on the Ministry of Corporate Affairs portal,” says the letter.</p>