No bar on Bina Modi to vote at Godfrey Phillips AGM: Delhi High Court

The court directed Bina Modi to file an affidavit on the remuneration and benefits she received as MD of the company

The Delhi High Court has cleared the way for Bina Modi, widow of industrialist K K Modi, to vote as a managing trustee of the K K Modi Family Trust at the 87th annual general meeting (AGM) of Godfrey Phillips India (GPI) on September 6, rejecting her grandson Ruchir Modi’s plea to stop her from voting.

“I find no merit in the present application. The same is dismissed,” Justice Navin Chawla said.

The AGM will decide on the leadership of GPI.

The court has also directed Bina Modi to file an affidavit on a half-yearly basis on the remuneration and benefits she received as managing director (MD) of the company. It also said if it passed a direction against her appointment as MD then she would resign without claiming equity and this should be stated at the AGM on Friday.

The board of directors of GPI had approved Bina Modi’s reappointment as managing director and her daughter Charu Modi’s reappointment as executive director for five years. The reappointment is also likely to come up as agendas at the AGM.

This is the third application filed by Ruchir Modi, son of former Indian Premier League chairman Lalit Modi, who is Bina Modi’s son.

He was seeking the removal of his grandmother from the office of the managing trustee of the K K Modi Family Trust and the appointment of an administrator to sell the trust assets and distribution of the net proceeds among the four family branches.

He had alleged Bina Modi was trying to vote for herself on behalf of the K K Modi Family Trust and other trust companies to become managing director for next five years. He said this was a conflict of interest.

The court said the plea of Ruchir Modi that as his father Lalit Modi refused to give his consent for the continuation of the family businesses or trust fund, the Trust must be dissolved, does not appear to be correct.  

The court also said he had failed to establish how Bina Modi’s reappointment would cause “irreparable loss” to him.

Meanwhile, counsel for Bina and Charu Modi argued the Trust Fund, including the family-controlled businesses, were to be administered, executed and managed by Bina Modi and such decisions were final and binding on all the parties, including the trustees and beneficiaries of the Trust.

The K K Modi Family Trust has nearly a 47.5 per cent stake in the company, with its partner, global giant Philip Morris International, holding just over 25 per cent.