Zee Entertainment Enterprises Limited (ZEEL) was on October 21 ordered by the Bombay High Court to hold an extraordinary general meeting (EGM) requisitioned by its shareholders Invesco Developing Markets Fund and OFI Global China.
The EGM will be chaired by a retired judge and its resolution is to be kept in abeyance till the Bombay HC decides on the legality and validity of EGM requisition, the court ruled. It added that the EGM resolution will be subject to the approval of the Ministry of Information and Broadcasting.
Zee will inform the court about the date of EGM by October 22 morning, it has said.
Zee had moved the high court requesting it to declare shareholders Invesco Developing Markets Fund and OFI Global China Fund LLC’s requisition notice to hold an EGM ‘illegal and invalid.’
The media firm had filed the suit after it refused to hold an EGM sought by the two shareholders to pass a resolution to remove Zee’s managing director and CEO Punit Goenka and appoint new independent directors earlier in September.
Zee had pointed to multiples legal infirmities in the requisition notice due to which the company’s board concluded it is not valid. Referring to the ‘multiples legal infirmities’ it has cited, Zee said the appointment of new independent directors, as proposed by Invesco in the requisition notice, is subject to prior approval from the Ministry of Information and Broadcasting.
Last week, Zee claimed Invesco's actions against the media company and its board are motivated and are entirely extraneous to corporate governance issues. Refuting allegations levelled by Invesco in its open letters to ZEEL shareholders to support requisition for removal of Goenka, it said comments were "unjustified and incorrect" and urged it "to stop publishing half-truths about the proposed deal".
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Meanwhile, Invesco, the largest single minority shareholder in Zee, reiterated its confidence in the ability of Zee to realize its full potential but said the company needed an independent board.