Future rejects Amazon’s opposition to shareholders’ meeting over asset sale

Future Retail Ltd (FRL), led by Kishore Biyani, said on Friday that meetings of its shareholders and creditors next week to review and approve the sale of its retail assets to billionaire Mukesh Ambani’s Reliance Retail were in line with guidelines issued by the NCLT.

Earlier this week, e-commerce giant Amazon, which is contesting the Rs 24,713 crore deal, said the meetings were “unlawful”.

However, issuing a clarification, FRL in a regulatory update said the meetings were convened in accordance with the instructions given by the National Company Law Tribunal (NCLT) in its order adopted on February 28, 2022 to consider and approve the Scheme of Arrangement. deposit. by various entities that are part of the agreement.

”Said Order was issued by the NCLT, after considering all facts and information submitted by the parties and the specific objections filed by Amazon.Com NV Investment Holdings LLC, in an Intermediate Application and Order dated February 15, 2022 issued by the Supreme Court. on the same subject,” said FRL.

Regarding voting on resolutions by shareholders, FRL said that if any of them were restricted due to a contractual obligation, it would not affect the conduct of the meetings called.

Future has called a meeting of shareholders on April 20 and that of creditors on April 21 to seek their approval for the proposed Rs 24,713 crore deal with Reliance.

In a 16-page letter to Kishore Biyani and other promoters on April 12, the US e-commerce giant said such meetings were illegal and would not only violate 2019 agreements when Amazon invested in the company. promotion of FRL, but would also violate the injunction of a Singapore arbitral tribunal. on the sale of business assets to Reliance.

The letter, signed by a representative of Amazon.com NV Investment Holdings LLC, called on the Biyani Group to strictly comply with the injunctions granted by the emergency arbitrator and to “ensure that no further action is taken to proceed” with the transaction.

This week, public sector lender Bank of India asked the NCLT to open insolvency proceedings against Future Retail Ltd and a moratorium on the debt-ridden company’s assets. Bank of India (BOI), the lead banker of a consortium of banks which lent money to Future Retail Ltd (FRL), has also urged the insolvency court to appoint Vijay Kumar V Iyer as interim professional of the society. Amazon opposes Reliance’s August 2020 bid to buy Future Retail’s stores and warehouses for Rs 24,713 crore on the grounds that the deal breached its 2019 agreement by which it acquired a 49% stake % in FCPL, the sponsoring entity of Future Retail, for around Rs 1,500 crore.

He dragged Future into arbitration and court to block Reliance’s deal.

In late February, Reliance quietly began taking over the leases of hundreds of stores formerly run by Future Retail and Future Lifestyle Fashions Ltd amid lawsuits and arbitrations in India and Singapore.

FRL is part of the Rs 24,713 crore deal announced by Future Group in August 2020, under which it is to sell 19 companies operating in the retail, wholesale, logistics and logistics segments. warehousing at Reliance Retail Ventures Ltd (RRVL).

The 19 companies would be combined into a single entity – Future Enterprises Ltd – and then transferred to RRVL under the proposed deal.

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