New Delhi, Oct 26 (FN Agency) The Bombay High Court on Tuesday granted injunction in favour of Zee Entertainment Enterprises Ltd (ZEEL) restraining its largest shareholders Invesco from moving ahead with the requisition of extraordinary general meeting (EGM) and removing Punit Goenka from the post of CEO and Managing Director. “I have granted the injunction,” Justice Gautam Patel said in the order and then went on to give reasons for the same. Presiding over the single-judge bench, Justice Patel said that he was inclined to agree with Mr Subramaniam (Zee’s counsel) on all counts. “I do not see how Goenka can be removed at all, leaving a managerial void only to be possibly later filled. His removal causes an immediate vacancy and non-compliance. How this is to be done without prior permission of the MIB (Ministry of Information and Broadcasting) is also unclear.
I see no method of circumventing the NRC (Nominations and Remuneration Committee) or directly proposing named persons as ‘independent directors’, he observed in the 44-page order. Besides terming Invesco’s demand for EGM as illegal, ZEEL had sought an injunction against its largest shareholder from acting in furtherance of the requisition notice in question. Invesco’s requisition notice dated September 11, 2021 has as many as nine items. The first item seeks the removal of Goenka as a director. The next two items sought the removal of two other directors, Manish Chokhani and Ashok Kurien who have already resigned and hence these proposals are now redundant. The next six resolutions sought the appointment of six named individuals as independent directors. With ZEEL board refusing to entertain the demand, Invesco last month filed a plea in the National Company Law Tribunal (NCLT) seeking a direction to the company to hold the EGM.
ZEEL challenged the position held by its largest shareholder and filed suit in the Bombay High Court to declare the requisition notice as illegal besides seeking an injunction against Invesco to restrain it from acting in furtherance of the notice. “The decision taken by the Hon’ble Bombay High Court is a huge win for all the stakeholders of the company,” said a Zee spokesperson.