Invesco has approached the National Company Law Tribunal (NCLT) to oust Punit Goenka from Zee Entertainment Enterprises Ltd.
The US fund has sought the NCLT’s intervention to force Zee to hold an extra ordinary general meeting (EGM) with the agenda to remove Goenka and the appointment of six independent directors.
Invesco along with OFI Global China Fund LLC are the largest investors in Zee holding around 17.88 per cent. Goenka is the managing director and chief executive officer of Zee.
The fund had first sent a letter to Zee on September 11 seeking the EGM for reconstituting its board. This was received by the company on the following day.
More recently, it reiterated the call through a second letter after Zee announced a mega merger with Sony.
The NCLT will hear the matter on September 30. Invesco and OFI Global China Fund are being represented by Dhruve Liladhar & Co. Trilegal is representing Zee in the case.
“The board of the company remains committed to act within the framework of law and is focused towards enhancing the company’s growth and shareholder value,” a spokesperson for Zee said.
“It is in the process of taking the required steps within the statutory period. The company does not wish to comment on any impulsive or premature steps taken by Invesco Developing Markets Funds and OFI Global China Fund, LLC,” the spokesperson for Zee said.
The decision to move the NCLT took investors by surprise: Invesco had first called for the EGM on September 11, meaning Zee had till October 2 to announce the date. The meeting itself must be held within 45 days of Invesco’s initial demand.
If Zee does not announce the date by October 2, Invesco can call for such a meeting which has to be held within three months at company expense.
Invesco filed the petition in the NCLT under Section 98(1) and Section 100 of the Companies Act, 2013.
Section 93 (1) of the Act empowers the tribunal to order such a meeting.
In its second letter addressed to the Zee board which came only a day after the board gave its in-principle approval to the proposed merger with Sony, Invesco alleged that the announcement is “symptomatic of the erratic manner in which important and serious decisions at Zee have been handled at the company’’.
It added that the call for an EGM is to protect shareholder value and in the exercise of its statutory rights as an ordinary shareholder.