Mumbai: The Bombay high court asked Zee Entertainment Enterprises Ltd (Zeel) to call for the extraordinary general meeting (EGM) requisitioned by Invesco Developing Markets Fund on Thursday. Zeel must inform the court of the EGM date by Friday morning.
According to a Business Standard and Reuters report, Zeel agreed to hold the EGM only if its right to contest the validity of the resolution passed at the meeting is reserved. The court determined that any resolution passed at the meeting will be put on hold until it decides on the validity of Invesco’s request. The bench suggested that a neutral chairperson should head the meeting who may be from the corporate world, a lawyer, or a judge.
The Zeel-Invesco tussle began when the media company’s two top investors Invesco Developing Markets Fund and OFI Global China Fund LLC who combined own 18 per cent stake in the company had sent a requisition notice to the company on 11 September to call an EGM even after two weeks, the investors moved to National Company Law Tribunal (NCLT), citing provisions of company law, according to which the company is bound to call for an EGM within a specific number of days if stakeholder demanding it owns more than 10 per cent of the company.
The investors had also sought the removal of long-standing directors and close associates of the Chandra family from the board. The two independent directors Ashok Kurien and Manish Chokhani have already submitted their resignations.
The investors moved to have six nominees appointed to the board of Zeel, which included Surendra Singh Sirohi, Naina Krishna Murthy, Rohan Dhamija, Aruna Sharma, Srinivasa Rao Addepali, and Gaurav Mehta as independent directors of the board for a term up to five consecutive years. The notice was received by Zeel on 12 September, and it informed the stock exchanges on 13 September, adding that the appointments are subject to approval by the ministry of information and broadcasting (MIB).
Zeel refused to conduct the EGM citing ‘shareholders interest’ and moved to Bombay high court on 2 October seeking to declare the requisition notice as "illegal and invalid."
