IFB Industries, the Bijon Nag-controlled fine blanking and white goods maker, is facing a takeover threat from the Mumbai-based Javeris, who have cornered a shade over 12 per cent in the company.
However, the promoters appear to have won the first round of the battle with the company obtaining a partial freeze on Javeris voting rights from the Company Law Board (CLB).
In addition, the secondary markets division of Securities & Exchange Board of India (Sebi) has initiated a probe into the alleged violation of takeover norms.
The market regulator has asked for details regarding purchase of shares by Jhaveris including when they purchased it and over what period of time, whether the company and the stock exchanges were adequately informed when their holding crossed 5 per cent and details on prices at which shares were acquired.
When contacted Hitesh Ramji Javeri refused to comment on the plea that the case was being investigated by Sebi as well as CLB. Javeri has a reputation for being a savvy investor who picks up undervalued stocks.
There was no one at IFB headquarters to speak on the issue. Chairman Bijon Nag was "holidaying". Executive director Dipak Mitra was "not in office."
Calls to financial institutions with representation in the IFB board were not returned.
In a parallel development, IFB managing director D K Bhattacharyya has resigned from October 1.
Interestingly, his resignation comes barely two months after he was reappointed as MD for a year on the last annual general meeting.
on August 30. No new MD has joined thereafter. Sources said the company moved CLB on grounds of violation of Sebi takeover code.
Refusing to elaborate on the exact nature of violation, sources said, the shares were not acquired in the "proper" manner.
In an intimation to the stock exchange, IFB has stated that the CLB Principal Bench, New Delhi, has passed an order on August 28, 2002, restraining the acquirers from exercising voting rights on shares acquired after June 27, 2002. Javeris reportedly held almost 4 per cent in the company, prior to this date.
IFB has also informed the stock exchanges, that the shareholding held by Hitesh Ramji Javeri, Radhabai Ramji Javeri, Harsha Hitesh Javeri and Ramji Pragji Javeri was at 15.31 lakh shares representing a 12.05 per cent stake on September 30, 2002.
The promoters presently have around 30 per cent in the company. This will stand enhanced to 41.69 per cent as shareholders have a resolution for preferential allotment to promoters recently.
With its net worth eroded, IFB has taken up a major financial restructuring exercise for injection of fresh equity by promoters on private placement basis. Proceeds of the issue will go to secured creditors as one-time settlement.
