In the latest twist in the unravelling saga of e-learning platform Byju's, it has emerged that a UAE-businesswoman, who was earlier named in a Delaware case against promoter Byju Raveendran and his flagship business, has stepped in his place subscribing to a ₹250-crore rights issue of associate company Aakash Educational Services Ltd (AESL).
Raveendran, a feted education entrepreneur until a few years ago, is battling insolvency proceedings in his flagship Think & Learn Pvt. Ltd, or TLPL, which owned the now-defunct Byju's platform and app. But, through a Singapore investment vehicle, he still owns 16% in AESL, a company that TLPL had acquired for around $1 billion in 2021—and that one-sixth stake is at the centre of a fast-evolving controversy among lenders and stakeholders involved.
Filings with the Registrar of Companies (RoC), seen by Mint, show that Bisy Philip, a United Arab Emirates-based businesswoman, has subscribed to around 32.2 million shares worth ₹16.09 crore—the exact same stake that AESL announced in a 28 November statement was picked up by Beeaar Investco Pte. Ltd, the little-known Singapore vehicle wholly owned by Raveendran.
The new filings surfaced after Mint reported on 5 December that Aakash shares held through Beeaar were the basis on which Qatar Investment Authority, or QIA, the Gulf country's sovereign fund, secured an arbitration award and global freezing orders from Singapore, in turn, exposing the AESL rights transaction to potential legal challenges.
Qatar Holding, an arm of QIA, has alleged that Byju’s Investments Pte. Ltd (BIPL), a Singapore company partly owned by Raveendran, transferred the Aakash stake it had pledged as collateral for a $150 million loan to Beeaar.
The fresh controversy comes as creditors step up legal pressure on Raveendran in Indian and overseas courts, questioning who effectively controls AESL and how fresh capital is being routed into the test-prep chain.
Manipal Education and Medical Group, led by Ranjan Pai, now controls about 58% of AESL after buying out the stakes of founder J.C. Chaudhry and private equity investor Blackstone. TLPL holds about 26% of AESL.
Although Raveendran founded TLPL and Byju's, the effective control of that company and its Aakash stake has shifted to US-based lenders as TLPL undergoes an insolvency‑style resolution and faces multiple enforcement actions.
Who is Bisy Philip?
Mint’s review of Delaware-court records—where lenders led by GLAS Trust first filed cases against Byju's, triggering the edtech giant’s unravelling—and Indian corporate filings first suggested that Philip is related to Dubai-based entrepreneur Rajendran Vellapalath, accused by GLAS of asset-stripping from Byju's US subsidiaries.
Philip, also identified in some documents as Bisy Philip Vellapalath, is Vellapalath's wife, as he confirmed in a brief interview to Mint. (She is referred to as Philip in the rest of this story.)
Vellapalath, the founder of IT solutions firm Voizzit Information Technology Llc that acquired Byju's US units Epic Kids Inc. and Tangible Play Inc. in 2024, declined to answer further questions from Mint.
Corporate registries in India list Philip and Vellapalath as co-directors in multiple privately held Indian companies. These include Indiafirst Entertainment Pvt. Ltd, Kanvert Builders and Developers Pvt. Ltd, and Infi News Network Pvt. Ltd, placing Philip within the same business network that has been at the centre of disputes over Byju’s overseas assets.
GLAS Trust has accused Vellapalath and Byju’s chief content officer, Vinay Ravindra, of stripping software, cash, and other assets from Epic and Tangible Play, including seizing cloud accounts and draining more than $1 million, prompting a Delaware federal judge to consider multi-million-dollar sanctions and daily fines against Raveendran.
Voizzit companies and their directors, including Vellapalath, also appear on a court list of “excluded parties” that also includes the name Bisy Philip Vellapalath. This means they do not receive the usual legal protection that many others receive under the Epic and Tangible Play bankruptcy plan, and lenders are free to pursue separate lawsuits or claims against them later over the alleged asset stripping.
Lenders moved the US Bankruptcy Court for the District of Delaware against Byju’s in mid‑2023, alleging breaches of a $1.2 billion loan and won a favourable ruling in November 2023. In November 2025, the court issued a default judgment against Raveendran for over $1 billion after he failed to comply with discovery orders related to the allegedly missing $533 million from Byju's Alpha Inc., a US-based vehicle created by the edtech firm to manage the loan.
Mint reached out to Byju Raveendran, Philip, and AESL with questions on the latest development, but there was no response at the time of publishing.
The right connection
Even as those names are ring-fenced in Delaware, in India, Philip has quietly emerged as the largest non-Manipal Group subscriber to AESL’s November rights issue, cornering about ₹16.09 crore worth of shares that roughly match the entitlement linked to Raveendran's Beeaar.
That single rights issue now sits at the crossroads of two major financing disputes: one, over QIA’s $150‑million Aakash loan being litigated at the Singapore International Arbitration Centre (SIAC) and, two, in the Karnataka high court over the missing $533 million.
Mint reported on 13 November that the Manipal Group chairman Ranjan Pai was preparing to infuse up to ₹250 crore into AESL through a rights issue to be executed in two tranches.
The first ₹100-crore tranche was declared closed on 28 November. AESL had announced then that its board approved share allotments to the Manipal Group and Beeaar, which invested ₹58 crore and ₹16 crore, respectively, in proportion to their 58.8% and 16% shareholdings.
Now here comes the plot twist.
AESL’s filings with the RoC show among non‑promoter investors, Philip subscribed to 32.2 million shares, out of 148.5 million new equity shares issued at ₹5 apiece, for roughly ₹16.09 crore. Individual investors Hemant Sultania and Pavan Chauhan took 43,415 shares ( ₹2.17 lakh) and 201,165 shares ( ₹10.06 lakh), respectively.
The name Beeaar is missing in the RoC filings.
Manipal Health Systems Pvt. Ltd took the largest chunk with 94.8 million shares (about ₹47.40 crore), followed by MNI Ventures subscribing to 13.9 million shares ( ₹6.96 crore) and Manipal Education and Medical Group India Pvt. Ltd 7.342 million shares ( ₹3.67 crore). All three are part of the Manipal Group.
Another three Manipal‑linked investment vehicles—MEMG Family Office Llp, Claypond Capital Partners Pvt. Ltd, and MEMG International India Pvt. Ltd—each picked up a token of 18 shares.
The AESL board placed a proposed ₹25-crore investment by TLPL, which holds about 25.7% in the test-prep chain, in a separate account pending clarity on alleged Foreign Exchange Management Act (FEMA) violations.
Byju’s co-promoter Riju Raveendran (Byju Raveendran's brother) has moved the National Company Law Tribunal (NCLT), Bengaluru, to block a compulsorily convertible debenture facility that allowed TLPL, now controlled by lenders led by GLAS Trust, to fund its Aakash rights entitlement.
The tribunal refused him any interim relief on 25 November.
What is not clear from the filings or Mint's reporting is whether Philip’s investment is her own or she is representing someone—and how her name shows up in the RoC filings while Beeaar is missing.
Experts weigh in
Experts Mint spoke to said that if Beeaar was the original rights holder and the final shares are recorded in someone else’s name, it implies a renunciation or transfer of those rights in favour of Philip, which could only have occurred with the sanction of the AESL board, now dominated by the Manipal Group.
Alay Razvi, managing partner, law firm Accord Juris, said if AESL’s public communication identified Beeaar as a participant in the Aakash rights issue, but the PAS-3 filed with the RoC records only Philip as the allottee for ₹16.09 crore and 32.1 million shares, the most reasonable explanation is that Beeaar renounced its entitlement in her favour.
“Under Section 62(1)(a) of the Companies Act, 2013, an eligible shareholder may renounce its rights by submitting a renunciation letter or form within the offer period, which is usually between fifteen and thirty days. Once a valid renunciation is made and approved by the board, the company is permitted to allot the shares directly to the renouncee,” Razvi explained.
B. Shravanth Shanker, advocate-on-record, Supreme Court of India, also explained that Section 62(1)(a)(ii) of the Companies Act 2013 gives an existing shareholder the right to renounce its entitlement in a rights issue in favour of any other person, subject to the company’s articles and the approval of the board.
However, such a renunciation of rights must require a verifiable chain of documents, including Beeaar’s consent to renounce, acceptance and payment by Philip, and a board resolution approving allotment to her, he clarified.
Beeaar's filings as of 5 December with Singapore’s corporate registry do not list Philip as a director.
Razvi of Accord Juris also explained that QIA and the US term-loan lenders are legally entitled to challenge Philip's subscription if they believe the renunciation or allotment was structured to defeat creditor claims.
That Philip is associated with individuals connected to allegations of asset diversion gives lenders a foot in the door, he said. “They (creditors) may seek relief before the Karnataka High Court, including setting aside the allotment, attaching the shares, or treating her as a proxy holder for Beeaar... although the burden of proof lies on the creditors.”
QIA has a stronger legal footing to go after the Aakash rights shares, Shanker said. Since the $150 million loan was secured on the original Aakash block, QIA can argue that the rights entitlement is part of that secured value and that by routing those new shares into a close associate’s name, AESL may be effectively diverting pledged collateral, he said.
Also, according to him, Philip’s allotment does not automatically dislodge the AESL shares pledged for QIA’s $150‑million loan. On a strict reading, he said, the pledged block still “sits” with Beeaar/BIPL as beneficial owners of the original shares, with QIA holding only a security interest.
“Lenders can still argue that, in substance, the value represented by the rights entitlement was part of their security and that renunciation without consent amounted to an unauthorized disposition of secured value,” he added.