Mumbai: The Adani Group on Friday said that news broadcaster New Delhi Television (NDTV) does not need any approval from the Securities and Exchange Board of India (SEBI) to transfer the shares of its promoters’ entity, Radhika Roy Prannoy Roy (RRPR) Holdings, to Vishwapradhan Commercial Pvt Ltd (VCPL).
In a communication to the stock exchange, Adani Enterprises Ltd (AEL) said VCPL does not agree with RRPR Holdings that prior written approval from SEBI is required for allotment of shares to VCPL on the exercise of warrants.
It said that on August 23, the amount of Rs 1,99,00,000, being the amount payable for the 19,90,000 equity shares of RRPR pursuant to the exercise of warrants, has been paid by VCPL and received by RRPR. Any subsequent attempt by RRPR to return the money received, or the original warrant certificate shall have no legal effect on the exercise of warrants by VCPL, which has been completed.
AEL said the contentions raised by RRPR Holdings in a letter to VCPL are baseless, legally untenable, and devoid of merit. “RRPR is therefore bound to immediately perform its obligation and allot the equity shares as specified in the Warrant Exercise Notice,” the company said.
The Adani Group’s reaction came after an NDTV filing to the stock exchange on Thursday stating the capital market regulator, SEBI, had, in November 2020, banned its promoters for two years from buying or selling shares.
AEL said the VCPL expressed surprise at NDTV’s stand, from which it appears that the media company adopted the stand taken by RRPR (a promoter shareholder of NDTV). VCPL also informed NDTV that it has separately responded to RRPR on the said allegations.
VCPL, the proposed acquirer of NDTV, AMG Media Networks, and Adani Enterprises, made an open offer on Tuesday for NDTV under the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.
The Adanis said RRPR is not a party to the SEBI order dated November 27, 2020. Consequently, as pointed out by RRPR, the restraints do not apply to RRPR.
The Warrant Exercise Notice has been issued by VCPL under a binding contract on RRPR, which is therefore obligated to comply with its contractual obligations.
Performance of obligations by RRPR pursuant to the Warrant Exercise Notice will not result in violation of the SEBI Order as there is no, direct or indirect, dealing in any securities of Prannoy Roy or Radhika Roy pursuant to the exercise of the warrants by VCPL and allotment of shares by RRPR.
The contentions raised by RRPR in the Letter are baseless, legally untenable, and devoid of merit. RRPR is therefore bound to immediately perform its obligation and allot the equity shares as specified in the Warrant Exercise Notice.
(VP)