Amazon on Wednesday filed another petition in the Supreme Court to stay an order of the National Company Law Tribunal (NCLT) that had allowed
Ltd (FRL) to convene meetings of its shareholders and creditors to seek approval on a sale proposal to Reliance Retail.
The latest petition was filed on a day when the Singapore International Arbitration Centre (SIAC) had dismissed a January petition by FRL to exclude itself as a party to the ongoing arbitration process.
In the latest plea, Amazon said the NCLT’s September 28 order was “in violation” of a September 9 order by the apex court that had directed statutory bodies to put on hold for four weeks all proceedings regarding the Rs 25,000-crore proposed deal between Future Group and Reliance Retail.
Statutory bodies involved in this deal include the NCLT, the Competition Commission of India (CCI) and the Securities and Exchange Board of India (Sebi).
Now, Amazon is seeking both a stay on the NCLT order and legal curbs to restrain the proposed meetings of shareholders and creditors of FRL. These meetings are scheduled to be held on November 10 and 11. The Indian retailer had issued notices on Oct 11 to hold these meetings.
Amazon’s India office didn’t respond to ET’s queries. In February, Amazon had approached the NCLT, objecting to Future Group’s petition that sought the latter’s approval to hold a shareholders’ meeting.
While allowing the application of the Kishore Biyani-owned group on September 28, the NCLT pision bench presided by Suchitra Kanuparthi and Chandra Bhan Singh had refused an oral application of the Amazon counsel to stay the operation of the order for one week.
“The advocates of the company are in receipt of an intimation from advocates of Amazon.com NV Investment Holdings LLC that Amazon has filed an Interim Application in the SLP (Civil) Nos. 13556-13557 of 2021 filed by the company and pending before the Hon’ble Supreme Court of India,” FRL told the stock exchanges in a late evening filing on Wednesday.
In another regulatory filing late on Wednesday, FRL also intimated the stock exchanges about the latest SIAC order that has held that FRL is a “proper party” to the ongoing dispute between Amazon and Future Coupons Pvt. Ltd., the promoter company that owns 9.8% of the BSE-listed FRL.
The Singapore arbitration stems from Future Group’s August 2020 announcement that it had agreed to sell its assets and business on a slump sale basis to Reliance Retail for about Rs 25,000 crore.
Amazon objected to the deal and had approached SIAC two months later for a stay, citing a 2019 investment agreement in FCPL that the US e-commerce giant argued restrained FRL from selling its assets to large Indian and global entities, including Reliance.
Amazon accused FRL of breach of contract while Future Group lawyers argued in different legal forums that the agreement is between promoter firm FCPL and Amazon and the listed entity FRL has nothing to do with it and is free to take a decision to sell its assets.
This August, the Supreme Court ruled that the October 2020 interim order by SIAC’s emergency arbitrator – that had stayed the Future-Reliance deal – is valid and enforceable in India.
( Originally published on Oct 21, 2021 )