Bombay High Court's division bench set Nov 29 for next hearing after Invesco challenges Oct 26 ruling

A division bench led by Justices Kathawalla and Milind Jadhav deferred the hearing on Friday after Zee’s largest shareholder Invesco and OFI Global approached the bench on Thursday, challenging the Bombay High Court's October 26 decision.

The Bombay High Court on October 26 offered relief to Zee Entertainment by granting an injunction against Invesco's call for an extraordinary general meeting (EGM).

Directing Zee to call an EGM would be potentially non-compliant and there was a fundamental flaw in Invesco’s construct, Justice Gautam Patel had observed while passing the order.

On October 27, the counsel appearing for OFI Global China Fund, Janak Dwarkadas, told the National Company Law Tribunal (NCLT) that they might move an appeal against the order.

Invesco and OFI Global together hold a 17.88 percent stake in Zee. The two had sought an EGM for the ouster of MD and CEO Punit Goenka and appointment of six new directors.

According to media reports, Justice Patel in his October 26 order had said, “In the scheme of the Companies Act, shareholders do not get to choose individual independent directors. They may only demand that there be independent directors.”

On Invesco seeking removal of Punit Goenka as the MD and CEO of the company, Patel said: “The requisition demands his ouster — but without proposing a replacement. This puts Zee into a statutory blackhole, for it would then be totally in violation of Section 203(1); and it, and its directors, would have to face the liabilities, including fines, set out in Section 203(5).”