HomeEnergyPower Division seeks legal opinion on Adani Power’s merger with Jharkhand subsidiary

Power Division seeks legal opinion on Adani Power’s merger with Jharkhand subsidiary

Bangladesh’s Power Division has sought a legal opinion on the proposed legal arrangements following the merger of Adani Power (Jharkhand) Limited (APJL) with its parent company, Adani Power Limited (APL), according to an official government letter reviewed by Just Energy News.

The letter, issued by the Bangladesh’s Power Division under the Ministry of Power, Energy and Mineral Resources, raises questions over the implications of the merger for the existing power purchase agreement (PPA) between Bangladesh Power Development Board (BPDB) and APJL.

According to the document, BPDB and APJL signed a PPA for the supply of electricity to Bangladesh on November 5, 2017. The Power Division says Adani Power subsequently informed the authorities that the National Company Law Tribunal (NCLT), Ahmedabad, India, had approved the amalgamation of APJL with APL.

Following the court-approved amalgamation, APJL’s business and contractual obligations are to be consolidated with APL. The development has prompted Bangladesh to examine whether amendments are required to existing contractual arrangements involving the two Adani entities.

Arbitration dispute adds complexity

The government letter says a Tripartite Agreement involving BPDB, Adani Power (Jharkhand) Limited and Adani Power Limited is also linked to the issue.

It notes that a dispute between Bangladesh and APJL is currently pending before the Singapore International Arbitration Centre (SIAC). At the same time, two writ petitions concerning the Adani Power arrangement are pending before the High Court Division of Bangladesh’s Supreme Court — Writ Petition No. 13667 of 2024 and Writ Petition No. 15068 of 2025.

The Power Division has therefore asked the Law and Justice Division to provide its opinion on whether the existing Tripartite Agreement should be amended following APJL’s amalgamation with APL, and on the legal implications of the ongoing litigation and arbitration.

The letter specifically asks for guidance on whether Bangladesh should proceed with amendments to the agreement and how the government should address the contractual consequences of the merger while the related legal proceedings remain unresolved.

Why the merger matters to Bangladesh

The development is significant because Bangladesh’s electricity import arrangement with Adani has already faced scrutiny over pricing, contractual terms and the country’s financial obligations under the PPA.

The Adani power project in Jharkhand supplies electricity to Bangladesh under a long-term agreement, making any change to the legal identity of the contracting company potentially important for the enforceability and administration of the PPA.

The Power Division’s request for a formal legal opinion indicates that Dhaka is seeking to ensure that the merger does not create uncertainty over the existing contractual obligations, arbitration proceedings or Bangladesh’s rights under the power purchase arrangement.

The government document does not itself indicate that Bangladesh has rejected the merger. Rather, it seeks legal advice on how the contractual and legal framework should be handled following the court-approved amalgamation.

A widening dispute between Adani Power and Bangladesh’s state-owned Power Development Board (BPDB) has intensified, with the Indian power giant rejecting a series of deductions from its electricity invoices and claiming that hundreds of millions of dollars remain outstanding.

In a letter dated 21 August, 2026, addressed to the chairman of BPDB, Adani Power Limited (APL) said its outstanding dues under the long-term power purchase agreement (PPA) stood at $711.72 million as of 31 July, 2026.

BPDB Chairman Rezaul Karim said Adani Jharkhand Power Ltd had proposed a merger with Adani Power Ltd. “We are seeking the Ministry of Law’s opinion on the matter,” he said.BPDB Chairman Rezaul Karim said Adani Jharkhand Power Ltd had proposed a merger with Adani Power Ltd. “We are seeking the Ministry of Law’s opinion on the matter,” he said.

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