IDBI moves Calcutta HC over Haldia

Lenders have thrown their hat into the Haldia Petrochemicals (HPL) case with IDBI moving the Calcutta High Court against the Company Law Board (CLB) order on share transfer to the TCG firm.

The petitioner IDBI filed an appeal with the court secretariat, and should have waited for it to appear on the list for hearing.

In this case, IDBI moved the high court bench with a copy of the submitted petition demanding the matter should be heard immediately.

However, the judge said he would not hear the case as he had personal interest in the matter.

The petition has been filed by IDBI on behalf of itself and other financial institutions.

Financial institutions led by IDBI have claimed the CLB did not have any jurisdiction to order transfer of shares to Chatterjee Petrochem India, a TCG group outfit, without prior consent of IDBI and other lenders of HPL.

It has alleged that the order modified the master restructuring agreement on HPL signed in 2004 for financial restructuring of the petrochem outfit. IDBI has argued that CLB has no jurisdiction to change the shareholding pattern of HPL without approval of lenders in contravention of the condition of corporate debt restructuring package.

IDBI's move to file an appeal against the CLB order was in line with that of the West Bengal government. The state government filed an appeal with the high court on February 16 and the matter was being heard.

The spokesperson of TCG group refused to comment on the development. Debanjan Mandal of Fox & Mandal, solicitors for IDBI also declined to comment.

It may be noted that CLB in its verdict on January 31 had upheld the issue of shares for Rs 150 crore to IndianOil by HPL. Besides, it has ordered West Bengal Industrial Development Corporation (WBIDC) to exit the petrochem outfit by offering its shares to Purnendu Chatterjee, another promoter of the outfit.

The CLB order was a three-part order. In the first part, it had upheld the issue of shares to IOC. It may be noted that the TCG group had moved court questioning the validity of the placement to IOC.

Secondly, CLB has asked WBIDC to transfer 15.5 crore shares to the TCG group at Rs 10 per share agreed earlier by the two promoters. Following the transfer of these shares, TCG group would have a 52 per cent stake in HPL. HPL has a paid-up equity of Rs 1,460 crore (146 crore shares of Rs 10). The TCG group would have around 76 crore shares after the transfer.

The TCG group holds stake in HPL mainly through Chatterjee Petroleum (Mauritius) and India Trade (Mauritius) Ltd. The 15.5 crore shares were earlier issued to Chatterjee Petroleum India Ltd (CPIL) but was not confirmed.

The CLB order set a deadline of February 28 for the TCG group to purchase the 15.5 crore shares from WBIDC.

In the third and final part, CLB had asked WBIDC to sell 52 crore shares now held by them to the TCG group at a price of Rs 28.80 or price determined by an independent valuer.