Future Group says NCLT can continue hearing on RIL deal as per SC direction

The Future group on Monday said the NCLT can continue its hearing over the sale and merger of its retail business with Reliance Industries' retail arm after a division bench of the Delhi High Court stayed the previous order with regard to the Rs 24,713 crore deal.

"A Division Bench of Delhi High Court comprising Chief Justice DN Patel and Justice Jasmeet Singh has stayed the interim order pronounced by Justice JR Midha on March 18, 2021, that included certain extreme directions in an earlier interim order originally passed on 2nd February 2021," said a statement Future Coupons Pvt Ltd.

The division bench also took on record the Supreme Court's order, which records that the proceedings before NCLT will be allowed to go without a final order of sanction of the Scheme between Future Group and Reliance, said Future Coupons Pvt Ltd in a statement.

"Accordingly, the NCLT can continue to hear the scheme as per the directions of the Supreme Court but no final orders can be passed until the Supreme Court decides on the petition filed by Amazon," it said.

The High Court order had come over the petition filed by Future Retail Ltd, a Future Group firm, which operates its flagship retail business under several formats like Big Bazaar, FBB, Easy Day Club, Hyper City etc.

Amazon did not respond to e-mailed query.

The Mumbai bench of the National Company Law Tribunal (NCLT) has reserved its order over the scheme of arrangement that entails the consolidation of Future Group's retail and wholesale and transferring it to Reliance in a Rs 24,713 crore deal that was announced in August last year.

The Future-Reliance deal, which is contested by global e-Commerce major Amazon, has already received clearance from CCI, SEBI and bourses, and the scheme of arrangement is now awaiting the nod from the NCLT and shareholders.

Passing a 134-page long judgement, single member bench of Justice Midha had on last Thursday directed Kishore Biyani-led FRL not to take further action on the deal with Reliance and held that the group willfully violated the EA's order.

The high court had rejected all the objections raised by Future Group and imposed a cost of Rs 20 lakh on it as well as its directors.

It had directed them to deposit the amount in Prime Minister's Relief Fund within two weeks for being used for providing COVID-19 vaccination to senior citizens of the Below Poverty Line (BPL) category of Delhi.

The high court's judgement came on Amazon's plea seeking direction to order enforcement of the award by Singapore's EA on October 25, 2020, restraining FRL from going ahead with its Rs 24,713 crore deal with Reliance Retail.

In October 2020, Amazon dragged Future Group to arbitration at Singapore International Arbitration Centre (SIAC), arguing that Future violated the contract by entering into the deal with rival Reliance.

Amazon and Future have been locked in a bitter legal tussle after the US e-commerce giant dragged Future Group to arbitration at SIAC, arguing that the latter had violated their contract by entering into the deal with rival Reliance.

Amazon had invested in Future Coupons in August 2019 with an option of buying into the flagship Future Retail after a period of three to 10 years.

On October 25, 2020, an interim award was passed in favour of Amazon with a single-judge bench of V K Rajah barring Future Retail from taking any step to dispose of or encumber its assets or issuing any securities to secure any funding from a restricted party.