The Securities and Exchange Board of India (SEBI) has given a clean chit to Pranav Adani, director in several Adani Group companies and nephew of billionaire Gautam Adani, along with his two relatives, in a case related to alleged insider trading during Adani Green Energy Ltd’s (AGEL) acquisition of SB Energy in 2021.
In its detailed 50-page order, SEBI stated that neither Adani nor his relatives shared or acted upon any Unpublished Price Sensitive Information (UPSI). The regulator concluded that there was no violation of insider trading norms under the SEBI (Prohibition of Insider Trading) Regulations, 2015.
At the core of the investigation was the question of whether Pranav Adani had passed on confidential details regarding the SB Energy acquisition to his relatives Kunal Dhanpalbhai Shah and Nrupal Dhanpalbhai Shah. The Shah brothers are related to Adani — Kunal is married to his cousin, while Nrupal is married to his sister.
Background of the Case
Between January and August 2021, SEBI examined trading patterns in AGEL shares. In November 2023, the regulator suspected possible insider trading and, on November 10, 2023, issued show-cause notices to the three individuals.
The allegation centred around a phone call made on May 16, 2021, between Pranav Adani and Kunal Shah. SEBI initially suspected that Adani might have shared unpublished information about the acquisition, following which the Shah brothers traded AGEL shares on May 17 to profit from the deal.
What SEBI’s Investigation Revealed
The investigation, however, revealed that by the afternoon of May 16, 2021, multiple media outlets had already reported the Adani Green–SB Energy deal. This meant the information was no longer confidential.
SEBI’s order stated:
“By 3:25 p.m. on May 16, 2021, the information regarding the AGEL–SB Energy transaction was already in the public domain. Therefore, the trades executed by the Shah brothers on May 17 cannot be considered insider trading.”
Interestingly, SEBI noted that AGEL’s share price had already reacted strongly to the media reports, hitting the 5% upper circuit on May 17 and rising another 4.84% on May 18. By contrast, when the company officially announced the deal at 8:20 a.m. on May 19, the stock rose only 3.75%.
This pattern indicated that the market had already factored in the news well before the official disclosure.
SEBI’s Findings and Conclusion
The regulator concluded that the May 16 phone call did not involve any exchange of UPSI. “There is no evidence to suggest that Pranav Adani shared any unpublished information. The trades executed by Kunal and Nrupal Shah were genuine and based on independent judgment,” the order stated.
As a result, SEBI disposed of the show-cause notice issued in November 2023, clarifying that no penalty or further directions were warranted.
Relief for the Adani Group
The decision brings significant relief to the Adani Group, which has been under regulatory and investor scrutiny for the past two years.
In August 2023, SEBI initiated multiple investigations into transparency and trading activities across Adani Group entities. The regulator has since been closing these cases based on individual findings.
Other Individuals Also Cleared
In a parallel order, SEBI also dismissed insider trading allegations against Vinod Bahety, Tarun Jain, Rajtaru Enterprises, and MC Jain Infoservices in connection with trades in Adani Green Energy shares.
The regulator said there was no conclusive evidence to support the allegations and therefore decided to close the matter.
Key Takeaway: No Penalty Without Proof
SEBI’s order sends a clear message that insider trading charges must be backed by concrete evidence and cannot rest merely on suspicion.
In this case, the regulator emphasized that since the information had already entered the public domain and the market had reacted accordingly, there was no breach of insider trading norms.
For Pranav Adani and his family, the order marks a complete exoneration — and for the market, it reinforces SEBI’s stance that enforcement must be rooted in fact, not conjecture.
