Future moves SC to seek stay on Singapore arbitration panel's decision

NCLT stays Future group shareholders' meet

The Future group on Monday moved Supreme Court to appeal against a Delhi High Court, which had endorsed a Singapore arbitration panel’s decision to freeze the ~24,700 crore transaction with Reliance Retail. 

American retail giant Amazon, which owns 9.9 per cent stake in Future Courpons Pvt Ltd a promoter entity of Future Retail, had sought to block the Reliance Retail and Future deal saying the deal violates Amazon and Future's no compete deal.

In a statement to the stock exchanges, Future Retail said apart from the company, its promoters have also oved the top court against the Delhi High Court order.

Meanwhile, in Mumbai, another legal battle was playing out between the two partners with the National Company Law Tribunal (NCLT) staying the extraordinary general meetings of Future group shareholders which was to vote on the fate of the Future group with Reliance Retail transaction announced in August last year. The shareholders of Future group’s listed entities were scheduled to vote on November 10.

The NCLT stayed the meetings till the next hearing following an application from Future group, which said its paper work is not ready for the EGMs. 

The Future group wants to hold the meetings in the last week of November. During the hearing today, American retail giant, Amazon also objected to the EGMs  saying vaiours courts including the Supreme Court, Singapore Intern­ational Arbitration Centre (SIAC) and the Bombay High Court — had refused to grant interim reliefs in the matter.

On Sunday, the independent directors of Future Retail wrote to the Competition Commission of India (CCI) warning that Future Retail is on the brink of bankruptcy putting to risk over ~30,000 crore of loans extended by public sector banks to FRL and other group companies, employment of 50,000 employees of Future group; and repayment of ~10,000 crore to over 6,000 SMEs, who would otherwise become insolvent.  

The EGMs are being held following a directive from the National Company Law Tribunal (NCLT) to hold the meetings of the shareholders to take a call on the transaction with Reliance Retail. 

The US retail giant Amazon, which is opposing the RRL and Future group deal, has already moved the Supreme Court, appealing against the NCLT order that had allowed the Future Group’s listed companies to hold shareholders and creditors meetings.

In its application, Amazon has urged the top court to pass an order to set aside the September 28 order of the NCLT, Mumbai Bench, pending disposal of the case by the top court.

Amazon owns 49 per cent stakes in Future Coupons Pvt Ltd, one of the promoter entities of Future Retail. FCPL, in turn, owns 9.9 per cent stake in Future Retail. 

As both Amazon and Biyani promoter entities had signed a non-compete agreement, Amazon is opposing the deal with Reliance Retail and moved the arbitration court in Singapore. The matter is pending in the Supreme Court and the arbitration court.

According to the data submitted to the stock exchanges, the promoter, the Kishore Biyani family’s stake, has declined in all the companies while the public and institutions own majority of the stake. In flagship Future Retail, the Biyani family currently owns 19.9 per cent stake while the rest is owned by institutions and the public (see chart). 

With the promoter’s stake now falling due to invocation of pledged shares by the banks, the voting by the public and institutional shareholders will be the key.