Billionaire industrialist Gautam Adani has filed a motion in a US court to dismiss a securities fraud lawsuit brought against him by the Securities and Exchange Commission (SEC). Adani, along with his nephew Sagar Adani, argues that the lawsuit, related to a 2021 bond sale by Adani Green Energy Ltd (AGEL), lacks personal jurisdiction and represents an impermissible extraterritorial application of US law.
The defendants have denied all allegations and are seeking full dismissal of the case. They have stated that the SEC’s claims regarding the bond sale are legally flawed on multiple grounds, emphasizing that neither of them had sufficient contacts with the US or direct involvement in the offering. The SEC’s case is challenged for being impermissibly extraterritorial, as the securities were not listed in the US, the issuer is Indian, and the alleged misconduct occurred solely in India.
AGEL conducted a $750 million bond offering in September 2021, sold outside the US through non-US underwriters to qualified institutional buyers (QIBs) and non-US sales. The defendants’ lawyers argue that the SEC’s failure to establish a claim is due to the defendants not being based in the US or conducting activities there that would grant US court jurisdiction. Even if the claims were valid, the defendants assert that there is no actionable legal violation or direct involvement in the offering to hold them liable.
The filing further contends that statements cited by the SEC, such as ESG commitments and corporate reputation, amount to non-actionable “puffery” and that the SEC has not linked Sagar Adani to any allegedly false or misleading statement directed at US investors. The defendants maintain that the SEC has not demonstrated a “domestic transaction,” a prerequisite for applying US securities laws.
