RIL-RPL merger under RoC lens for Companies Act ‘violation’

Industry:    2016-04-03

The RoC letter, a copy of which is available with ET, said that a prima-facie reading of the complaint indicates a “possible violation of The Companies Act.

The RoC letter dated April, 28, asked India’s biggest firm by market capitalization to provide an “exhaustive” reply within 10 days—before May 8, 2009. “You are therefore requested to offer your comments in detail , para-wise on all the issues raised by the complainant, together with proof, if any. Please ensure that the reply is exhaustive, and leaves no room for further communication ,” said the letter.

Meanwhile, in a similar development, a shareholder of both the companies has moved Bombay High Court opposing the amalgamation and has alleged diversion of funds from RPL to RIL. The affidavit alleged that books of account of RPL and RIL record several “colourable transactions” in the guise of long-term contracts for providing infrastructure services like power ports, logistics to a large number of shell companies.

When asked for comments the RIL spokesperson said, “The issues raised with RoC and the High Court are frivolous, baseless and completely unsubstantiated with no relevance to the terms of the proposed merger .” RIl is also learnt to have filed a criminal compliant against the complainant with the Mumbai Police.

Shares of RIL lost 1% or Rs 20 to close at Rs 1938 on the BSE over the previous closing day. The stock has gained 3% in the last one week and 10% in the last one month. Similarly , RPL shares lost Rs 1 or 1% to close at Rs 120 over the previous closing day. The RPL stock gained 3% in the last one week and 10% in the past one month.

Questions raised

The RoC

letter, dated April 28, asked India’s biggest firm by market capitalisation to provide an “exhaustive” reply within 10 days

Meanwhile, a shareholder of both the companies has moved Bombay High Court opposing the amalgamation and has alleged diversion of funds from RPL to RIL

The affidavit alleged that books of account of RPL and RIL record several “colourable transactions” in the guise of long-term contracts for providing infrastructure services.

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