Zee’s plea against Sebi order: SAT adjourns hearing

Industry:    2023-06-27

The Securities Appellate Tribunal (SAT) adjourned the hearing on Essel Group chairman Subhash Chandra and ZEE managing director and CEO Punit Goenka’s plea to Tuesday.

The Securities & Exchange Board of India (Sebi) argued its action was not based on any prejudice towards Chandra and Goenka, but a necessary step against the promoters of Zee Entertainment Enterprises Ltd to protect investors and other stakeholders.

The appellate tribunal is hearing a plea filed by Chandra and Goenka challenging Sebi’s interim order barring future directorship and top executive roles in listed entities for the two.

Before Sebi’s argument, Somasekhar Sundaresan, appearing for Chandra, argued that there is no mention of Subhash Chandra as a notice in the famous order of SGRL, on which basis this order was passed.

In April, Sebi issued an interim order-cum-show-cause notice against SGRL, its erstwhile chairman Amit Goenka, promoter Jayneer Infrapower, and Multiventures for allegedly siphoning off funds from the company and violating other rules.

The counsel for Chandra further argued that he was the chairman emeritus, which is an honorary position. “Such positions are honorary positions and the concept of this position is not alien to corporate India,” argued counsel for Chandra. “It is more like Vanprasthashram where the idea is to give such person honour for the lifelong service to the group or the company.”

The bench presided by judicial member Tarun Agarwala and a technical member Meera Swarup, while adjourning the matter to Tuesday, directed that were to be no further filing in the matter.

Meanwhile, in a separate development, Zee Entertainment Enterprises Ltd (ZEEL) informed the Mumbai bench of the National Company Law Tribunal (NCLT) that the scheme of merger with Sony can go ahead regardless of Sebi’s order.

Senior Counsel Janak Dwarkadas, while appearing for the company, told the tribunal that the merger scheme can go ahead whether Goenka remains on the board or not, since the lenders and many other stakeholders have approved the scheme.

The NCLT bench led by judicial member HV Subba Rao and technical member Madhu Sinha has adjourned the hearing for the merger scheme to July 6.

In December 2021, Sony Pictures Networks India (SPNI) and ZEEL signed definitive agreements to merge. Sony will indirectly hold a majority of 50.86% of the combined company, the promoters of ZEEL will hold 3.99%, and other ZEEL shareholders will hold a 45.15% stake.

The Sony-Zee merger has received approvals from BSE, NSE and the Competition Commission of India (CCI). Sony expects the merger to conclude by September this year.

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