Mumbai: Reliance Infratel Ltd, the telecom tower arm of Anil Ambani’s Reliance Communications Ltd (RCom), has agreed to share details of a deal to sell its assets to Reliance Jio Infocomm Ltd, a firm controlled by elder brother Mukesh Ambani, after minority shareholder HSBC Daisy Investments (Mauritius) Ltd approached the National Company Law Tribunal seeking redress.
HSBC Daisy had approached the Mumbai bench of NCLT in October 2016 under sections 397 and 398 over the oppression of minority shareholders and mismanagement.
On Monday, the counsels representing Reliance Infratel told the tribunal they are willing to share details of the deal with Reliance Jio with the shareholders, with two caveats.
One, the investors can’t disclose these details anywhere in any manner, and two, if they wish to argue about deal-related details, they will have to do it in the chamber of the presiding officer rather than in open court.
“They had agreed to keep us informed about any decision they take about the company and now we are here," argued Iqbal Chagla, a senior counsel representing HSBC Daisy Investments in the matter. “Earlier, there were four attempts by the firm to either sell the assets or merge it with the RCom. Fairness demands that they need to buy us out at the market rates or give us an exit."
RCom and Reliance Jio have not disclosed the valuation of the deal.
“When we asked them what happens to the firm where we had invested? It becomes defunct since all those assets will get sold to Reliance Jio. You have taken my money and now you are doing everything because of majority," said Chagla.
HSBC Daisy Investment had invested around Rs1,100 crore in July 2007 for about 5% stake in the firm which is now reduced to 4.26%.
Countering this, senior advocate U.K. Chaudhary, who appeared for the Anil Ambani-controlled firm, argued the petitioner is merely arm-twisting the firm. “This is not a loan that needs to be given back, but this is equity infusion which is irretrievable. They are investors and not borrowers and they knew where they are investing. Now, the value of their share is not over Rs400 crore."
“It’s their commercial investment that has gone wrong and they being 5% equity holder they are suffering, we are also suffering being 95% equity holders," argued Chaudhary.
Also, senior counsel Birendra Saraf, appearing for the joint lenders’ forum, argued RCom’s assets, including the tower business, are a pledge and the entire plan was monitored by the lenders; hence, nobody can see any asset in isolation.
Email queries to RCom and Reliance Jio did not elicit any response till the time of filing the report.
After hearing the arguments from offshore investors, Reliance Infratel as well as the counsel of the joint lender forum, the court posted the matter for 27 February.
Reliance Group companies have sued HT Media Ltd, Mint’s publisher, and nine others in the Bombay high court over a 2 October 2014 front-page story that they have disputed. HT Media is contesting the case.