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Email weapon in Mukesh’s war

Mumbai, Feb. 5: The Mukesh Ambani camp today released a batch of emails senior executives of the two groups had exchanged to answer allegations made by the Anil faction that it is deliberately trying to pre-empt the younger Ambani from taking control of the four entities that have been demerged from Reliance Industries (RIL).

The emails were revealed to buttress its argument that the Anil camp was only interested in gaining control of the four demerged companies and delaying their listing, which it considers a clear violation of the terms of understanding between the two sides.

Such a move would hurt the interests of the 23 million shareholders of Reliance Industries, the Mukesh camp said.

RIL shareholders have already received free shares in all the four entities that have been spun off: Reliance Energy Ventures (REVL), Reliance Capital Ventures (RCVL), Reliance Natural Resources (RNRL) and Reliance Communications Ventures (RCoVL).

The first three are holding companies for operational entities while the last one ' an oil and gas trading entity ' has been established now. There are two other operational entities that belong to the Anil Ambani group ' Reliance Energy (REL) and Reliance Capital (RCL).

REL and RCL are already listed on the bourses, while the Anil Ambani group has announced its plans to merge REVL and RCVL with the listed firms, respectively. Such a merger would make their listing irrelevant.

Anil Dhirubhai Ambani Enterprises (ADAE) feels the merger will eliminate dual listing.

In the four companies that have been created after the demerger of the Reliance empire ' REVL, RCVL, RNRL and RCoVL ' the Anil Ambani group is represented by Gautam Doshi, Satish Seth, Amitabh Jhunjhunwala and Jayarama Chalasani, respectively. The three-member board of each of these entities comprises two nominees from RIL ' Sandeep Tandon and Laxmidas Merchant ' and one ADAE nominee.

The Mukesh camp said the four directors of ADAE failed to attend a key board meeting on January 27 that was to draw up an information memorandum on RCVL, REVL and RNRL. The memorandum was to be submitted to the stock exchanges. The document is a key requisite while making an application seeking a bourse listing.

Tandon pointed out that the absence of the four ADAE nominees indicated “a pre-meditated concerted action to delay listing”.

In an email sent to Anil-aide Doshi on January 2, Tandon, chairman of RNRL's three-member board, said: “It is reliably learnt that you have addressed a letter to Sebi with copies marked to the BSE and NSE that listing of the companies should be staggered and deferred to mid-February, February-end and mid-March. I am firmly of the view that it is not at all in the interest of our shareholders that listing of our companies is unfairly delayed for nearly 45 days and such staggered listing was not even contemplated by the scheme of demerger.”

“Regrettably, it is apparent that your intention is only to have the board reconstituted but delay listing of shares of resulting companies,” the mail added.

“You will agree that it will not be appropriate to fulfil one aspect of the scheme and keep pending another parallel aspect of the scheme,” Tandon said.

It also said the ADAE nominees have not furnished certain information required for the draft memorandum for RCoVL. These pertained to updated financials as on December 31 or at least September 30 related to the operating companies ' Reliance Communication Infrastructure, Reliance Infocomm and Reliance Telecom.

“The scheme provides that the shares of the resulting companies will be listed. Listing is an obligation not only of the resulting companies but also of RIL and its board,” Tandon said.

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