Domestic metals and mining company Jindal Steel and Power Ltd (JSPL) has postponed its extra ordinary general meeting (EGM) on Monday in face of a section of investors questioning and seeking examination of the disinvestment plan of company's subsidiary Jindal Power Ltd (JPL).
JSPL has called company's EGM on Monday to get shareholders approval for JPL disinvestment in favour of Worldone Pvt Ltd, a company owned by the Jindal family.
"A few investors have requested the company to examine and simplify certain terms around the JPL disinvestment, before requiring them to consider resolutions in relation to the same. As a responsible corporate group, JSPL has deferred the EGM and is working on simplifying certain terms according to the feedback received from investors. Details will be shared soon with all the stakeholders," JSPL said on a statement on Monday.
While company stands its ground that the JPL disinvestment was finalised following the due process and after evaluating reports of independent transaction advisories and values, a section of investors, sources have said, have questioned the valuation arrived at in the deal that would be detrimental to the interests of JSPL.
Proxy advisory firms had also recommended against the disinvestment. In fact, according to Chennai-based shareholder advisory firm Ingovern, the enterprise value of JPL is in the range of Rs 10,000-12,000 crore but the promoters want to take control of 96.42 per cent of the company for just Rs 3,015 crore.
Hence, the advisory firm had also asked JSPL shareholders to reject the divestment proposal. It also advised shareholders to reject the conversion of JPL's inter-corporate deposits and capital advance to JSPL into loans and to treat the divestment proposal as a related party transaction.
JSPL, however, has contested assertions that deal is not transparent. In its statement the company said that during the stake sale process, the company's independent advisors reached out to more than 30 national and international bidders. Valuation was arrived at through a competitive and comprehensive sale process. In addition, independent valuations were completed by two reputed firms from a price discovery perspective and presented before the audit committee and the board. The final offer accepted by the board was the highest bid and higher than the valuations arrived by each of the independent valuers," the JSPL stamens said.
"In fact the proposed JPL disinvestment is at a premium related to comparable transactions considering JPL has less than 30 per cent of its installed capacity tied up to medium or long term terms PPAs," the statement added.