The Delhi High Court today kept its order pending on a plea of Sun group head Kalanithi Maran seeking issuance of stock warrants in Spicejet to him and his Kal Airways Pvt Ltd (KAL) as per a sale purchase agreement which led to change in ownership of the budget airline.
The court, which initially proposed to pass an interim order, later kept it on hold till tomorrow after the counsel for the airline expressed certain reservations regarding it and sought time to get instructions from his client Spicejet.
Justice Manmohan Singh, in the proposed interim order, had given suggestions to resolve the share transfer dispute between Spicejet and Maran after the airline today placed before the bench the draft resolution, passed by its board for issuing the stock warrants to Maran and KAL.
During the hearing, after perusing the draft resolution, the judge had orally said he would in his order suggest the airline to pass the final resolution within three days.
Both sides would then be asked to together move the Bombay Stock Exchange (BSE) for approving the resolution as an approval from the bourse was required to issue the stock warrants, the court said.
It also said it would ask BSE to consider the resolution in terms of an application made by Spicejet back in September 2014 when it was being managed by Maran and take a decision within a specified time limit.
The court had on March 11 asked Spicejet to pass a board resolution for issuing stock warrants to Maran and Kal Airways as per a 2015 sale purchase agreement which led to ownership of the carrier being transferred to Ajay Singh, the co-founder of Spicejet.
Under the 2015 sale purchase agreement, Maran and Kal
transferred their entire 350,428,758 equity shares (58.46 per cent stake) in the airline, to Ajay Singh.
According to the deal, they were to receive the redeemable warrants in return for around Rs 679 crore that they were to give to the airline towards operating costs and debt payment, the petition has claimed.
Maran and his airline, Kal, have alleged in their plea that despite giving around Rs 579 crore to Spicejet, the carrier failed to issue them the warrants or allot them tranche 1 and 2 of Convertible Redeemable Preference Shares and the amount was not utilised for paying statutory dues due to which they were also facing prosecution.
Spicejet, refuting these allegations, had claimed that the warrants can be issued only after approval is received from BSE.
It had also said there was no fear of transferring shares to a third party or to Maran as the shares have not yet been issued by the company.
It had further said the change of ownership was effected as a rehabilitative measure to address the liability of Rs 2,000 crore incurred by the airline while under the management of Maran.
Spicejet had also claimed that every penny has been utilised towards operations and discharge of liabilities.
In a statement, the company has said that both parties have agreed to jointly approach BSE/SEBI.
"Necessary board resolution will be passed authorising the joint representatives to represent the applications before BSE/SEBI. We would also like to clarify that Spicejet has already been pursuing this matter before the BSE/ SEBI jointly with the representative of Kalanithi Maran and KAL Airways and the matter is pending consideration with SEBI.
"The issuance of warrants was to be made subject to regulatory approvals and could not be issued due to non-receipt of the same," the airline has said in its statement.
