The proposed corporate restructuring of CESC Ltd, the flagship of RP-Sanjiv Goenka Group, by way of a demerger scheme of its multiple businesses needs shareholders’ approval as specified by the Kolkata bench of National Company Law Tribunal (NCLT).
The proposed corporate restructuring of CESC Ltd, the flagship of RP-Sanjiv Goenka Group, by way of a demerger scheme of its multiple businesses needs shareholders’ approval as specified by the Kolkata bench of National Company Law Tribunal (NCLT). Accordingly, a meeting of the shareholders has been convened in Kolkata on December 15 to approve the proposed scheme. Passing an order, a division bench of the NCLT, comprising justices Vijai Pratap Singh and Jinan KR, has said the equity shareholders of CESC will be given the option of voting on the resolution for approval of the scheme by casting their votes personally or by proxy at the venue of the meeting on December 15 or by postal ballot/remote e-voting during the period of November 15 to December 14.
The cut-off date in terms of the rules for determining the eligibility of shareholders to vote is November 8. “The resolution for approval of the scheme of arrangement, if passed by a majority in number representing three-fourths in value of equity shareholders casting their votes, as aforesaid, shall be deemed to have been duly passed on the date of the said meeting of such shareholders under Section 230(1) read with Section 232(1) of the Companies Act, 2013,” the tribunal stated in its order on October 26.
In a stock exchange filing on Tuesday evening, CESC said pursuant to the order of the Kolkata bench of the NCLT on October 26, a meeting of the shareholders will be held for the purpose of considering and, if thought fit, approving, with or without modification a “composite scheme of arrangement” amongst CESC, nine of its unlisted subsidiaries and their respective shareholders. The board of directors of the group’s flagship company had approved the proposed business restructuring scheme in its meeting in May this year. The scheme provides for demerger of the existing businesses of the company. This will lead to four entities, focusing on generation (CESC Genco), distribution (CESC), organised retail (Spencer’s Retail) and other ventures (CESC Ventures).