PROMOTER DISPUTES
Zandu
Pharmaceutical
Works
2008
EMAMI
RANA
KAPOOR
vs
MADHU
KAPUR
Yes Bank
2013
The tussle between the promoters’ of private
sector lender YES Bank over board level
appointment spilled over at its annual general
meeting on Saturday as the crucial resolutions
to induct three board members were opposed
by several shareholders. Madhu Ashok Kapur –
the widow of YES Bank’s late co-founder
Ashok Kapur — and her two children had
moved the Bombay High Court requesting a
stay on the AGM.
Rana Kapoor had tried to resolve the issue before
the court hearing and had sent a letter to
Madhu Kapur on June 6 assuring that their
rights will be protected but cited certain
regulatory issues which could pose a challenge
for the appointment of Shagun Kapur Gogia on
the bank’s board.
ATUL
OTHER
CHOKSEY vs PROMOTERS
Asian Paints
Shaw Wallace
1984
VIJAY
MALLYA
MANU
vs CHHABRIA
1997
vs PARIKHS
Agarwal family promoted Emami
bought a 24 per cent stake of
Vaidya family in Zandu Pharmaceutical
Works in May 2008 taking its total
holding to 27.5 per cent and
announced open offer for additional
20 per cent stake. This made
another promoter family group of
Zandu Parikhs who owned a 20 per
cent stake upset. Parikhs refused to
share the management control
and termed the takeover hostile.
Parikhs went to the Company Law
Board (CLB), saying they had the
first right of refusal on the Vaidyas'
stake sale. The case dragged for a
few months. In between SEBI
cleared Emami’s open offer.
The offer was initially made at ~6,315
a share. Then Parikhs entered into
talks for settlement and finally agreed
to sell their stake at ~15,000 a share
following that Emami raised the open
offer price to ~16,500 and got
the management control.
Champaklal Choksey with three of his friends
namely, S C Dani, C N Choksey and Abhay Vakil
started Asian Paints in 1942. In July 1997, Atul
Choksey and his father Champaklal Choksey
sold their 8 per cent stake in Asian Paints
because of their differences with copromoters. On July 31, 1997, three per cent of
the total stake of Choksey's was bought by
Morgan Stanley while five per cent was
purchased by Capital International. On the
same day Champaklal Choksey passed away.
It began in 1984, when a then unknown Chhabria
made a hostile bid for liquor major Shaw Wallace
(SWC). Mallya claimed the bid was actually made
jointly by an offshore firm in which he was a partner.
Chhabria disputed that and eventually gained
ownership of SWC. A legal battle raged for years in
Hong Kong. It wasn’t until March 2005 that the battle
came to an end with Mallya finally acquiring a
controlling interest in SWC from the Chhabria family,
three years after Manu Chhabria died at 56.
On Augutst 1, 1997 Capital International and
Morgan Stanley said that they would not have
bought the shares if they knew that Atul
Choksey (then CEO) was planning to exit. The
impression the buying parties got was that
Choksey was speaking on the behalf of all the
promoters and the share belonged to all the
four promoter families. The two FIIs backed out
on the the deal on August 7, 1997. Atul Choksey
then sold it to ICI in August 1997.
Britannia
Late 1980s
WADIA
vs
PILLAI
Nusli Wadia’s battle to acquire Britannia Industries,
then owned by US giant RJR Nabisco Inc, made the
headlines in the late 1980s. Wadia first met the
Nabisco brass through a friend, NRI cashew trader
K. Rajan Pillai. But Nabisco changed its mind about
selling to Wadia and appointed Pillai as Britannia
chairman. This turned the two friends into foes.
Soon Pillai acquired Britannia and partnered with
French food company, Danone SA. French
company later fell out with Pillai, accusing him of
fraud, and tied up with Wadia. After a bitter
boardroom battle, Pillai was ousted and Wadia
eventually took over Britannia in the early 1990s.