The Supreme Court on Wednesday set aside the two separate orders of the Bombay High Court in which J C Mansukhani (JC), chairman and managing director of Man Steel & Power Ltd and one of the largest shareholders of Man Industries was first allowed to hold extra ordinary general meeting (EOGM) by a bench and later restrained by another.
JC in order to acquire his brother R C Mansukhani (RC)’s 35% stake in Man Industries had earlier called EOGM with a request to shareholders to vote in his favour. But, the two separate benches of Justice Dalvi and Justice Kathawalla on July 24 had first allowed by the one and disallowed by another. JC holds 28% stake in Man Industries.
The apex court has has set aside both contradictory judgements of high courts and requested the chief justice of the Bombay High Court to nominate a third judge to expeditiously decide both the matters.
The company law board (CLB) had in May this year ordered JC to offer his stake to RC by end of August at the current prevailing price in stock exchanges. In case, RC denies JC’s stake purchase, RC has to offer his stake to JC. AS per the order, JC offered RC if he is willing to sell his stake and exit from the company which was followed by a court order not to take any action in stake sale by either parties.
Through this, the acquisition bid of both brothers has intensified with JC, the junior, wants to buy RC, the senior, brother’s stake and vice a versa.
Earlier, the CLB held Man Industries’ employees stocks ownership plan (ESOPs) illegal in which the company had issued 2.664 million shares to its employees. In an order dated May 30, the Mumbai bench of the CLB ordered that the Compensation Committee purportedly held on October 15, 2012 is illegal and their decision to allot 2.664 million shares to ESOPS is ineffective and invalid being in contravention of the Undertaking tendered by the R6 Company before the bench.
Man group is a leading manufacturer and exporter of large diameter carbon steel line pipes with an annual turnover of Rs 1461 crore (FY 2012-13).
Man Industries under the leadership of its managing director RC convened its board meeting on July 27 and appointed four directors on its board including K G Mantri, Ashok Gupta, Dhananjay Datar and T Bhattacharya which was challenged by JC in the Mumbai High Court.
