Invesco’s senior advocate Vikram Nankani mentioned the matter with advocate Gaurav Mehta for urgent hearing and the Mumbai bench of NCLT has fixed it for Thursday. For Zee, Senior Advocate nowruz Servai and Sudipto Sarkar Opposing the move said there was no urgency for 21 days.
Invesco, which has its registered office in Houston, Texas, US, and is a shareholder of OFI Global zee Manoranjan represents approximately 18% of the paid-up share capital of the company with voting rights, making it the largest shareholder of Zee. He said that the EGM has not been called despite a valid demand by him on September 11.
They are seeking to invoke the powers of NCLT under the Companies Act to convene the EGM of Zee shareholders. The demand of both the shareholders also demanded the appointment of six independent directors on the Zee board.
Zee spokesperson said, “The Board of the Company is committed to work within the framework of the law and is focused on the growth of the Company and enhancing the shareholder value. It is in the process of taking necessary steps within the statutory period. The Company is Invesco Developing Markets Funds and OFI do not wish to comment on any impulsive or premature action taken by Global China Fund, LLC.
On 13 September, Zee Entertainment disclosed to the stock exchanges that it had received the resignations of two non-independent directors – Manish Chokhani and Ashok Kurien. Pointing to this, the application before the NCLT states that since then there is “strict silence” on their demand.
On 22 September, Zee announced the acceptance and execution of a non-binding term sheet with sony pictures (Sony India) for a possible merger. The application said that non-convening of the EGM is a “repressive act” and “gross mismanagement” of the company’s affairs. It states that the decision on the future operations of the company and the composition of the board rests with its shareholders, not its board.
The applicants said that they apprehensive that before the EGM, as required, Zee may take various steps to sterilize the process, adding that a large body of public shareholders of the company and public interest are involved.
.