Facebook-Jio Deal: SC Refuses To Stay INR 30 Lakh Penalty On RIL 

Putting an end to the RIL-SEBI face-off over Facebook-Jio deal, the Supreme Court (SC) has reportedly upheld the INR 30 Lakh penalty imposed by the markets regulator on Reliance. The case, which was heard by a bench of chief justice of India (CJI) Surya Kant and justice Joymalya Bagchi, pertains to the SEBI imposing a monetary penalty on two of RIL’s compliance officers for failing to make timely disclosures related to the Facebook-Jio deal.

In its hearing today, the SC bench observed that the matter involved factual findings and did not raise any substantial question of law. “The issue dealt with by SEBI and SAT are substantially a question of fact, giving rise to no substantial question of law to be considered by court,” a Bar and Bench report said citing the bench.

In its 2022 order, the SEBI  concluded that RIL and its two compliance officers violated Principle 4 of Schedule A under the SEBI (Prohibition of Insider Trading) Regulations, 2015, by not promptly disseminating unpublished price sensitive information (UPSI) after the deal details leaked in the international press in March 2020.

The timeline is familiar to anyone who tracked India’s biggest tech-sector investment at the time: Negotiations between RIL and Facebook spanned late 2019 to early 2020. A non-binding term sheet was signed on March 4, 2020. 

Meta invested $5.7 Bn in Jio Platforms acquiring a 9.99% stake and becoming the largest minority shareholder in Jio.​ Reuters and the Financial Times reported the deal before RIL made a regulatory disclosure. Binding documents were signed in April 2021, with the announcement going out in April 2022. 

SEBI noted that once the unpublished price-sensitive information (UPSI) leaked and triggered a market reaction, RIL had an obligation to promptly issue accurate information to ensure investor equality.

RIL argued the order. It said that Regulation 30(11) of the LODR Regulations (then in force) gave it discretion on responding to market rumours. The company also maintained that the information had not yet become “concrete or credible” UPSI until binding documents were executed.

SAT rejected RIL’s defence in its order dated May 2, 2025. The tribunal agreed with SEBI’s interpretation that the information was already credible, concrete and price sensitive by late February 2020. The media leaks did not make the information “generally available,” and RIL should have issued clarificatory disclosures immediately after the reports surfaced.

The Supreme Court saw no reason to revisit SAT’s fact-based findings. Without a substantial question of law in play, the appeal was dismissed, cementing SEBI’s penalty enforcement action.

Worthy to mention that Reliance and Facebook parent Meta have deepened their partnership over the years. Most recently, the duo also formed a joint venture to build enterprise artificial intelligence (AI) solutions in India. With 30-70% stake breakup, Reliance and Meta jointly committed an initial investment of about INR 855 Cr in the venture.​

The SC order comes at a time when RIL is looking to hive off Jio to undertake its much-anticipated initial public offering (IPO) in the first half of 2026. It is expected to be one of the largest public offerings in India’s history, valuing Jio at a potential valuation in the range of $130-170 Bn. 

In Q2 FY26, Jio Platforms posted a 13% YoY increase in its consolidated net profit to INR 7,379 Cr in Q2 FY26. Meanwhile, the operating revenue increased 15% YoY to INR 36,332 Cr from INR 31,709 Cr in Q2 FY25.