In 2024, the DOJ criminally charged various individuals in connection with an alleged Indian bribery scheme. (See here for the prior post).
Gautam Adani (a citizen of India and founder of the Adani Group which includes numerous portfolio companies including Adani Green Energy – and Indian energy company) was charged with securities fraud conspiracy, securities fraud, and wire fraud conspiracy.
Sagar Adani (a citizen of India and Gautam Adani’s nephew and Executive Director of Adani Green’s Board of Directors) was charged with securities fraud conspiracy, securities fraud, and wire fraud conspiracy.
Vneet Jaain (a citizen of India who was the CEO of Adani Green and who is currently the Managing Director of Adani Green’s Board of Directors) was charged with securities fraud conspiracy, securities fraud, and wire fraud conspiracy.
Ranjit Gupta (a citizen of India who was the CEO of Azure Power Global Limited and CEO and Managing Director of an Azure subsidiary) was charged with conspiracy to violate the FCPA’s anti-bribery provisions.
Cyril Cabanes (a citizen of Australia and France who was previously a member of the board of directors of Azure served as a representative of the company’s largest stockholder, Caisse de dépôt et placement du Québec (“CDPQ”) was charged with conspiracy to violate the FCPA’s anti-bribery provisions and conspiracy to obstruct justice.
Saurabh Agarwal (a citizen of India employed by CDPQ who reported to Cabanes) was charged with conspiracy to violate the FCPA’s anti-bribery provisions and conspiracy to obstruct justice.
Deepak Malhotra (a citizen of India employed by CDPA who was a member of the board of directors of Azure) was charged with conspiracy to violate the FCPA’s anti-bribery provisions and conspiracy to obstruct justice.
Rupesh Agarwal (a citizen of India who served as a consultant for Azure and then as Chief Strategy and Commercial Officer for Azure) was charged with conspiracy to violate the FCPA’s anti-bribery provisions and conspiracy to obstruct justice.
On May 18, 2026, the DOJ filed a consent motion stating: “The government respectfully submits this motion, pursuant to Federal Rule of Criminal Procedure 48(a), requesting that the Court dismiss the indictment in this case with prejudice. The Department of Justice has reviewed this case and has decided, in its prosecutorial discretion, not to devote further resources to these criminal charges against individual defendants.”
As discussed in this post, Judge Nicholas Garaufis (E.D.N.Y.) said not so fast and directed the DOJ “to advise the court of each reason for dismissing the Indictment with prejudice as against all Defendants and to provide the court with sufficient factual support for each basis.”
On July 4, 2026 the DOJ filed it response, a 10 page letter from R. Trent McCotter (Principal Associate Deputy Attorney General). (See here for the prior post).
Thereafter, there was additional back and forth (see here and here for prior posts).
Yesterday, in a 47 page memorandum and order, Judge Garaufis granted the DOJ’s motion to dismiss with prejudice all charges (securities fraud conspiracy, securities fraud, and wire fraud conspiracy) against Gautam Adani, Sagar Adani, and Vneet Jaain. The result is that the criminal case against those defendants is over.
However, Judge Garaufis reserved judgment as to the portion of the DOJ’s motion to dismiss regarding the FCPA and obstructing charge against “Non-Appearing Defendants” Ranjit Gupta, Cyril Cabanes, Saurabh Agarwal, Deepak Malhotra, and Rupesh Agarwal, pending the Department’s fulfillment of its Rule 48(a) obligations as to these Counts.”
As to this portion of the case, Judge Garaufis wrote:
“Pursuant to Rule 48(a), the Department is DIRECTED to advise the court of each reason for dismissing Counts One (FCPA) and Five (Obstruction) with prejudice as against Non-Appearing Defendants and to provide the court with sufficient factual support for each reason. The Department is ORDERED to do so no later than August 31, 2026.”
Even though Judge Garaufis granted the DOJ’s motion to dismiss with prejudice all charges against Gautam Adani, Sagar Adani, and Vneet Jaain, Judge Garaufis disagreed with the vast majority of the DOJ’s positions.
Generally, the only issues that Judge Garaufis agreed with the DOJ with was the following.
“Having reviewed these submissions, the court is now convinced that Mccotter was, in fact, the “sole decisionmaker” with regard to the requested dismissal. On the evidence before it, the court is also satisfied that Defendant Gautam Adani’s $10 billion investment promise was, in fact, a “non-consideration,” and that the reasons for dismissal enumerated on pages 6-9 of McCotter’s letter are the real reasons for his decision to dismiss the Indictment.”
Substantively, the only basis Judge Garaufis agreed with the DOJ on was its rationale that the fraud-based charges against Gautam Adani, Sagar Adani, and Vneet Jaain should be dismissed because the alleged misrepresentations constituted non-actionable puffery.
Judge Garaufis wrote:
“[O]nly the Non-Actionable Puffery Rationale is both supported by sufficient factual information and substantial enough to satisfy Rule 48(a)’s requirements.
Here, the alleged misrepresentations appear to be so broad as to qualify as inactionable puffery. The alleged representations regarding Adani Green’s commitment to “anti-bribery practices and policies and commitment to such principles,” could be interpreted as “general statements about reputation, integrity, and compliance with ethical norms,” Meta Platforms, 123 F.4th at 606. The same is true for Appearing Defendants’s purported pledges not to take or give bribes. Statements about “robust internal compliance measures” backing Adani Green’s anti-bribery policies, including the “risk management committee’s oversight of anti-corruption and anti-bribery related matters,” also arguably fall into the category of inactionable puffery as generalized compliance statements. See In re Merril~ 2021 WL 827190, at *9; see also Sjunde AP-Fonden v. Goldman Sachs Grp., Inc., 545 F. Supp. 3d 120, 135 (S.D.N.Y. 2021) (finding risk statement that the defendant bank had “a comprehensive control framework designed to provide a well-controlled environment to minimize operational risks” was inactionable puffery). Finally, the assurances of a “zero tolerance policy for bribery and corruption” and promises to “cooperate with governmental authorities” in Adani Green’s annual reports, are nearly identical to the inactionable puffery found in Boston Retirement Systems. 2024 WL 4023842, at *3 ( concluding that an alleged misrepresentation of a “zero-tolerance approach to corruption” was inactionable).
Under Rule 48(a), the Non-Actionable Puffery Rationale provides a substantial reason to dismiss Counts Two, Three, and Four because it is conceivable that the anti-bribery language used in the financial documents is so generic and vague that it would raise legal risks to the prosecution. A court could find that the alleged misrepresentations are more akin to statements regarding compliance with general legal obligations than a specific set of criteria on which an investor would reasonably rely in deciding whether to purchase the securities. And the possibility of such a finding undermines the strength of the fraud charges. For these reasons, the Non-Actionable Puffery Rationale is both supported by sufficient factual information and a substantial reason to dismiss Counts Two, Three, and Four.”
Notwithstanding this conclusion, Judge Garaufis concluded as follows.
“As noted throughout this opinion, the irregularities in the decision to dismiss the Indictment are concerning. On the current record, McCotter appears to have eschewed the professional opinions of innumerable officials from various federal offices and replaced them with his singular judgment. The fact that Mccotter came to this decision largely in collaboration with defense counsel, and seemingly without input from the FBI and SEC agents who investigated the alleged misconduct, or the attorneys from the Department, SEC, and U.S. Attorney’s Office who brought the case, appears to be highly unusual. McCotter’s refusal to meet the procedural requirements of Rule 48(a) – even after the court’s clear direction to do so- evinces a lack of respect for the Judiciary as a co-equal branch. It also foreclosed a quick and efficient review of the requested dismissal and compelled the bifurcated resolution of the Rule 48(a) Motion.”
Judge Garaufis also wrote:
“No one should mistake the court’s granting of the Rule 48(a) Motion as to Counts Two, Three, and Four, for the court’s agreement with the Department’s decision to dismiss these Counts or as expressing any opinion about the merits of the case.”
