In 2008, Deepak Kumar (Saif Ali Khan) is at an interview for the teacher's post at an affluent school. The interviewers turn him down when they discover his low-caste roots. Deepak relates the incident to his mentor, Dr. Prabhakar Anand (Amitabh Bachchan). Dr Anand, the legendary principal of renowned STM college, offers Deepak an interim job as a teacher at STM. Deepak is comforted by his friend, Sushant (an upper-caste boy), and his girlfriend Poorbi (Deepika Padukone), who is Dr. Anand's daughter.
The state minister, Baburam, wishes to enroll his no-good nephew at STM. Dr. Anand however, turns him down. The minister decides to install his own man, Mithilesh Singh, on the STM college board. Cunning and greedy, Mithilesh seeks only to enrich himself. The minister's grand ambition is to build a multi-billion educational conglomerate, and plans to use Mithilesh's outside business—a coaching class—for it.
The Supreme Court grants reservations for Other Backward Classes. A large crowd of STM students, boisterously celebrating the ruling, arrive at the gates of STM and start a ruckus. Sushant gathers a group of upper-caste boys and tries to drive off the revellers. Dr. Anand hauls Deepak and Sushant, but is shocked to find that Deepak has turned on him. Poorbi later confronts Deepak and orders him to apologise to her father, but he refuses, leading to their break-up.
The backward classes welcome