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Byju Raveendran’s offshore footprint resurfaces in Aakash’s ₹250-cr fundraise

The investment company, which currently holds around 16% stake in Aakash, has subscribed for rights worth its value. 16 crore in the current round, although education technology giant Byju’s parent Think & Learn Pvt. Ltd (TLPL), its The Rs 25-crore check was frozen due to forex compliance concerns, according to corporate filings and people familiar with the test-preparing company’s cap table.

The twist is that the same Aakash shares held through Beeaar are alleged to be at the center of the arbitration award and global freezing orders of the Qatar Investment Authority, or QIA, the Gulf nation’s sovereign fund.

Despite losing day-to-day operational control over TLPL, which is currently in the process of corporate insolvency, Raveendran appears to retain significant minority influence over Aakash through Beeaar. The ultimate ownership and control of TLPL is yet to be determined, with bids from interested suitors including Manipal Group and Ronnie Screwvala’s upGrad.

Board red flags, frozen assets

Aakash’s executives put TLPL’s subscription on hold. This is because Riju Raveendran, a former TLPL promoter, has filed a lawsuit in the National Company Law Tribunal in Bengaluru, claiming that the firm has raised capital, to decide whether the money can be legally converted into equity. 25 crore by exporting Fema $100 billion in bonds under a structure that could breach ECB guidelines and the Foreign Exchange Management (Non-Debt Instruments) Rules, 2019.

Mint On December 1, AESL reported within the board that the rights issue was considered closed to everyone except TLPL. The check of Rs 25 crore continues to be parked in a separate account.

But interestingly, shares in Aakash held by Beeaar, which was incorporated in Singapore on March 23, 2023, says: MintApplications made to the Accounting and Corporate Regulatory Authority of Singapore are currently under review.

Qatar Holding, an arm of QIA, had lent $150 million to Byju’s Investments Pte. Ltd (BIPL), a Singapore company founded in 2022, partly owned by Byju Raveendran. The loan was backed by 17.89 million Aakash shares at that time and there was an express prohibition on moving these pledged shares to any other entity under Byju Raveendran’s control. QIA first invested $150 million in TLPL in 2019.

Qatar Holding accused BIPL of transferring pledged shares to Beeaar. Following the alleged violations and defaults, it terminated the agreement in March 2024 and demanded early repayment of the principal it lent, interest and a penalty of $235 million. In March 2024, It triggered arbitration in Singapore. The Singapore International Arbitration Center (SIAC) ordered a global freeze of up to $235 million in Raveendran and BIPL’s assets in July 2024, which the Singapore high court later confirmed in the same month.

On July 14, 2025, the court ordered immediate payments of approximately $235 million and charged interest at a rate of 4% per year compounded daily beginning February 28, 2024, bringing the total liability to more than $249 million.

bengaluru action

Qatar Holding is now asking the Karnataka high court to recognize this decision as an ordinance and help enforce it against Indian assets; This turns Aakash’s cap table into a potential application area while the rights issue continues.

His arguments in court explain in black and white how he linked Beeaar to the controversial Aakash block. In the writ petition, the lawyer points to Aakash’s own unofficial share capital statement which lists “BEEAAR” as holding about 16% stake and a BEN-2 file which lists Byju Raveendran as the beneficial owner while recording Beeaar as the legal owner of 17,891,289 Aakash shares.

A BEN-2 application is a legal notice filed by an Indian company with the Registrar of Companies (RoC) to disclose its “significant beneficial owners” under Section 90 of the Companies Act, 2013.

In the court files I’ve seen MintThe lawyer also notes that 100% of Beeaar’s shares are owned by Byju Raveendran, effectively making Beeaar a “monitoring vehicle” for his economic interests in Aakash.

On this basis, Qatar Holding argued in court that the Aakash shares currently parked in Beeaar fall within the ambit of the SIAC order, which prevents Raveendran and BIPL from dealing with assets they own “legally, beneficially or otherwise” worth up to $235 million.

Rights issue in legal gray zone

According to arbitration lawyers, Beeaar’s involvement in the rights issue is officially on the right side of the law but lies in a legal gray zone.

Supreme Court of India registered lawyer B. Shravanth Shanker said the worldwide freezing order, as confirmed by the Singapore high court, binds only the named respondents and operates “personally”. In other words, Beeaar Investco is not currently a party to these transactions, he added.

“(Beeaar’s) separate legal entity therefore isolates its assets unless the order is extended through appropriate amalgamation,” Shanker said. “This narrow proposal explains how allocation occurs, but does not inherently resolve its legality.”

Alay Razvi, managing partner of law firm Accord Juris, said: Mint Even if the early transfer of pledged shares is challenged, Beeaar’s action to raise new funds is legally separate from the alleged misappropriation or transfer of the original pledged shares. Therefore, subscribing to the newly issued shares does not by itself violate any freezing or restraining order.

However, Razvi said Beeaar’s participation, although within the scope of the law, carried the risk of litigation. “If QIA manages to prove that Beeaar is effectively controlled by Byju Raveendran or holds the disputed pledged shares through him, the courts may then treat Beeaar as an extension of the debtor’s judgment. In such a scenario, future challenges to the allotment cannot be ruled out.”

Shanker also said that although Beeaar’s subscription to fresh Aakash shares did not automatically amount to dealing in frozen assets, the allegation (from QIA) was that the underlying shares were moved to Beeaar in violation of the lien securing Qatar Holding’s loan.

“If it is found that this transfer was planned to circumvent the contractual security and freezing regime, the court may disregard the separate personality, view Beeaar as the alter ego of the restricted parties and extend the restriction,” he added.

What concerns enforcement lawyers is not just Beeaar’s formal right to purchase a stake, but how that stake is built and how Qatar chooses to pursue its claim.

As Shanker puts it, “the difficulty lies in the origin of Beeaar’s shareholding and the enforcement stance adopted by Qatar Holding. The alleged transfer of Aakash shares to Beeaar in breach of an existing lien, coupled with a globally approved freezing order against Byju Raveendran and BIPL, directly casts a shadow over the transaction.”

If judges rule that Beeaar is merely an agent through which a restricted debtor continues to control frozen assets, they could ignore his separate corporate personality and draw him into the enforcement net.

“In this case, subscription may be neutral in form but unlawful in substance, exposing those responsible to non-compliance with consequences and making the allocation prone to unraveling… Correct legal characterization at this stage therefore carries serious enforcement risk rather than established illegality. Subscription is valid, but its survival depends on whether the courts ultimately view corporate autonomy or avoidance as one thing,” he said.

MintQuestions emailed to QIA, Byju Raveendran, Aakash and Manipal Group remained unanswered till the time of publication.

A frustrating reset for Aakash

The Beeaar issue comes on top of an already troublesome few months for Aakash. The rights issue comes after months of legal wrangling over the new capital-raising plan, which was contested by both Byju’s parent (who acquired Aakash in a cash-and-stock deal worth around $950 million in April 2021) and one of its creditors.

Ranjan Pai’s Manipal Group now owns around 58% of Aakash even as it deals with uncertainty linked to the bankruptcy proceedings of engineering and medical test preparation chain Byju.

TLPL and its U.S.-based lender GLAS Trust Co. challenged the rights issue in the National Company Law Appellate Tribunal (NCLAT) but failed to obtain interim relief in late October, and the Supreme Court subsequently refused to entertain legal challenges against those decisions. This effectively paved the way for Aakash to move forward with shareholder-approved fundraising and related capital raising steps.

The reset also comes amid sharp turmoil in the corner office. The resignation of chief executive Deepak Mehrotra in August, followed by the resignation of chief financial officer Vipan Joshi on October 31, signaled that senior exits would come in rapid succession. Mehrotra was replaced by Chandra Sekhar Reddy Garisa as managing director and chief executive officer, effective August 19; Garisa previously headed Pai’s family office, Claypond Capital.

Key takeaways

1. Beeaar Investco, wholly owned by Byju Raveendran, participated in Aakash’s investment 250 crore rights issue.

2. In the same rights issue, Aakash’s board freezes Byju’s parent company’s TLPLs 25 crore subscription for alleged Forex and ECB violations.

3. However, the Qatar Investment Authority claimed that Byju Raveendran had previously transferred the pledged Aakash shares to Beeaar, which exposed his involvement in the matter to legal challenges.

4. Beeaar’s official involvement in the rights issue is legally permissible but in a legal gray zone, experts say.

5. Rights issue arises amid loss of leadership and ownership uncertainty at Aakash; TLPL is headed for bankruptcy while Manipal Group holds the majority stake.

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