Invesco reiterates call for EGM and removal of Punit Goenka from ZEEL board

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NEW DELHI : Invesco Developing Markets Fund and OFI Global China Fund llC, major shareholders of Zee Entertainment Enterprises Ltd (ZEEL), reiterated their call for an EGM (extraordinary general meeting) of the company’s shareholders to pass resolutions for the removal of Punit Goenka , as director and integration of six new people as independent directors.

The investors, who together own 17.88% of ZEEL, first wrote to the company’s board on September 13 to demand an EGM and the removal of Punit Goenka, CEO and CEO of ZEEL and Manish directors. Chokhani and Ashok Kurien.

In its second letter to ZEEL’s board of directors dated September 23, Invesco reiterated its EGM appeal citing ZEEL 23’s disclosure to exchanges about the non-binding terms sheet it signed with Sony.

Last week, the board of directors of ZEE Entertainment Enterprises Limited (ZEEL) approved in principle the merger with Sony Pictures Networks India (SPNI). The two companies have entered into a non-binding term sheet that provides for an exclusive 90-day period during which ZEEL and SPNI will perform mutual diligence and finalize definitive agreements to combine their linear networks, digital assets, production operations and libraries. of programs. The merged entity will be a publicly traded company in India with Chandra’s son Punit Goenka remaining managing director and chief executive, Zee said in a stock exchange filing last week.

In his letter, he said that “decisions of material strategic importance must follow and not precede actions towards the establishment of an appropriate and independent governance structure as determined by the shareholders of the company”. how important and serious decisions were handled “by the company.

“Precisely to protect shareholder value and in exercising our statutory rights as an ordinary shareholder, we have requested the company to hold an EGM and it is your duty under company law to do so now” , Invesco said adding that at the EGM, shareholders will decide on the composition of the board of directors of the company in a free and democratic manner.

Seeking the sacking of three directors, Invesco had also shared the names of the people he wanted on ZEEL’s board of directors. In his latest letter, he said the six additional independent directors “come from diverse backgrounds and should bring additional professionalism, guidance and governance standards to the operations of the company. The names proposed include Surendra Singh Sirohi, Naina Krishna Murthy, Rohan Dhamija, Aruna Sharma, Srinivasa Rao Addepalli and Gaurav Mehta. While Surendra Singh Sirohi is a member of the board of directors of HFCL Ltd, Naina Krishna Murthy is the founder and the managing partner of the law firm K Law.

The letter further stated that “a newly constituted board of directors supported by the strength of independence will be best suited to assess and oversee the potential for strategic transactions … as well as to make decisions on future direction. of the company ”, referring to the announcement of the merger. that said Goenka would continue as MD and CEO.

“We note that the disclosure refers to the future composition of the board of directors of the company at a time when the current composition of the board is being put to a shareholder vote on the back of our EGM proposal,” he said. he declares.

Invesco continues to believe that the ZEEL business is valuable, either in itself or as part of a strategic alignment with partners such as Sony and that such actions are intended to create a healthy long-term future for company, towards which strengthened corporate governance is a necessary step.

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