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

The investment firm, which already holds about 16% in Aakash, has subscribed to rights worth ₹16 crore in the current round, even as edtech giant Byju’s parent, Think & Learn Pvt. Ltd (TLPL), has had its ₹25-crore cheque frozen over forex-compliance concerns, according to corporate filings and people familiar with the test-prep company's cap table.
The twist is that the same Aakash shares held through Beeaar are alleged to be at the heart of Qatar Investment Authority’s, or QIA, the Gulf country's sovereign fund, arbitration award and global freezing orders.
Raveendran appears to retain a significant minority influence over Aakash through Beeaar, despite losing day-to-day operational control over TLPL, which is currently undergoing corporate insolvency. TLPL's ultimate ownership and control are yet to be settled, with bids in from interested suitors, including the Manipal Group and Ronnie Screwvala’s upGrad.
Board red flags, frozen assets
Aakash’s directors have put TLPL's subscription on hold. This is because a former TLPL promoter, Riju Raveendran, has filed a case in the National Company Law Tribunal in Bengaluru to decide whether that money can legally be converted into equity, alleging that the firm raised the ₹25 crore by issuing ₹100 crore of debentures under a structure that may breach Fema, ECB guidelines, and the Foreign Exchange Management (Non-Debt Instruments) Rules, 2019.
Mint reported on 1 December that internally within the AESL board, the rights issue is treated as closed for everyone except TLPL, whose ₹25‑crore cheque remains parked in a separate account.
But, interestingly, the stake in Aakash held by Beeaar, which was incorporated on 23 March 2023 in Singapore, according to Mint’s review of filings with Singapore’s Accounting and Corporate Regulatory Authority, is coming under scrutiny now.
Qatar Holding, an arm of QIA, had lent $150 million to Byju’s Investments Pte. Ltd (BIPL), a Singapore company partly owned by Byju Raveendran, in 2022. The loan was backed by its 17.89 million Aakash shares at that time, with an express bar on moving those pledged shares to any other entity under Byju Raveendran’s control. QIA had first invested $150 million in TLPL in 2019.
Qatar Holding has accused BIPL of transferring the pledged shares to Beeaar. After the alleged breach and defaults, it terminated the deal in March 2024, demanded early repayment of the principal it had lent, along with interest and a penalty of $235 million. In March 2024, it triggered arbitration in Singapore. The Singapore International Arbitration Centre (SIAC) ordered a worldwide freeze on assets of Raveendran and BIPL up to $235 million in July 2024, which the Singapore high court later confirmed in the same month.
On 14 July 2025, the tribunal directed immediate payment of about $235 million and imposed interest at 4% per annum, compounded daily from 28 February 2024, pushing the total liability past $249 million.
Bengaluru action
Qatar Holding is now asking the Karnataka high court to recognize that award as a decree and help execute it against Indian assets, turning Aakash’s cap table into a potential enforcement ground even as its rights issue goes through.
Its pleadings in the court spell out, in black and white, how it linked Beeaar to the disputed Aakash block. In the enforcement petition, its counsel points to Aakash’s own informal cap table, which lists “BEEAAR" as holding about 16% in it and to a BEN‑2 filing that records Beeaar as the legal holder of 17,891,289 Aakash shares while identifying Byju Raveendran as their beneficial owner.
A BEN‑2 filing is a statutory return that an Indian company files with the Registrar of Companies (RoC) to disclose its “significant beneficial owners" under Section 90 of the Companies Act, 2013.
In the court filings seen by Mint, the counsel further notes that 100% of Beeaar’s shares are owned by Byju Raveendran, effectively making Beeaar a “look‑through vehicle" for his economic interest in Aakash.
On that basis, Qatar Holding argued in the court that the Aakash shares now parked in Beeaar fall squarely within the scope of the SIAC's order, which restrains Raveendran and BIPL from dealing with any assets they own “legally, beneficially or otherwise" up to $235 million.
Rights issue in a legal grey zone
Now, according to arbitration lawyers, Beeaar’s participation in the rights issue is formally on the right side of the law but sits in a legally exposed grey zone.
B. Shravanth Shanker, advocate-on-record, Supreme Court of India, said a worldwide freezing order, as confirmed by the Singapore high court, binds only the named respondents and operates “in personam". In other words, Beeaar Investco is not presently a party to those proceedings, he added.
“Its (Beeaar’s) separate legal personality therefore insulates its assets unless the order is extended through proper joinder," Shanker said. “That narrow proposition explains how the allotment occurred, but it does not resolve its legality in substance."
Alay Razvi, managing partner, law firm Accord Juris, told Mint that even if the earlier transfer of pledged shares is under challenge, Beeaar’s act of injecting new funds is legally separate from the alleged misuse or transfer of the original pledged shares. Therefore, the subscription to new rights issue shares would not, by itself, violate any freezing or restraint order.
Razvi, however, said although Beeaar’s participation is within the law, it carries litigation risk. “If QIA succeeds in proving that Beeaar is effectively controlled by Byju Raveendran or holds disputed pledged shares through him, then courts could later treat Beeaar as an extension of the judgment debtor. In such a scenario, a future challenge to the allotment cannot be ruled out."
Shanker, too, said although Beeaar’s subscription to fresh Aakash shares does not automatically constitute dealing in frozen assets, the allegation (from QIA) is that the underlying shares were moved into Beeaar in breach of the pledge that secured Qatar Holding’s loan.
“If that transfer is found to have been orchestrated to defeat the contractual security and the freezing regime, a court may disregard separate personality, treat Beeaar as the alter ego of the restrained parties, and extend the restraint," he added.
What worries enforcement lawyers is not just Beeaar’s formal right to take up shares, but how that stake was built and how Qatar chooses to press its claim.
As Shanker put it, “the difficulty lies in the provenance of Beeaar’s shareholding and the enforcement posture adopted by Qatar Holding. The allegation that the Aakash shares were transferred into Beeaar in breach of a subsisting pledge, coupled with a confirmed worldwide freezing order directed at Byju Raveendran and BIPL, casts an immediate shadow over the transaction."
If judges ultimately decide that Beeaar is just a proxy through which a restrained borrower continues to control frozen assets, they can ignore its separate corporate personality and pull it into the enforcement net.
“In that event, the subscription may be neutral in form yet unlawful in substance, exposing those responsible to contempt consequences and rendering the allotment liable to being unwound… The correct legal characterization at this stage is therefore one of significant enforcement risk rather than established illegality. The subscription stands, but its survival depends on whether courts ultimately see corporate autonomy or evasion dressed up as one," he noted.
Mint's emailed queries to QIA, Byju Raveendran, Aakash, and the Manipal Group remained unanswered until the time of publication.
A bruising reset for Aakash
The Beeaar question lands on top of an already bruising few months for Aakash. The rights issue follows a months-long legal tussle over its plan to raise fresh capital, a move challenged both by Byju’s parent—which bought Aakash in a roughly $950 million cash‑and‑stock deal in April 2021—and one of its creditors.
Ranjan Pai’s Manipal Group now owns about 58% of Aakash, even as the engineering and medical test‑prep chain navigates uncertainty linked to Byju’s insolvency process.
TLPL and its US-based lender GLAS Trust Co. opposed the rights issue at the National Company Law Appellate Tribunal (NCLAT), but failed to secure interim relief in late October, and the Supreme Court later refused to admit civil appeals against those orders. That effectively cleared the way for Aakash to push ahead with the shareholder‑approved fundraising and related capital‑raising steps.
The reset has also come amid sharp churn in the corner office. Chief executive Deepak Mehrotra resigned in August, followed by chief financial officer Vipan Joshi on 31 October, signalling a rapid succession of top‑level exits. Mehrotra has been replaced by Chandra Sekhar Reddy Garisa as managing director and chief executive officer from 19 August; Garisa previously headed Claypond Capital, Pai’s family office.