Comments
InGovern Research, a proxy advisory firm, has raised red flag over corporate governance at engineering services company TD Power Systems ahead of the AGM on Wednesday.
The ₹4,000 crore TD Power manufactures generators and motors for the power sector.
It has asked the shareholders to seek reasons from the company for offloading of large shareholding by promoters and sought complete disclosures regarding the litigation with Vijay Kirloskar as company is also a litigant.
The advisory firm has directed shareholders to seek appointment of an independent and reputed external entity for conducting a forensic audit into the affairs of the company, including an investigation and verification of all records, books of accounts and other documents besides conduct of the Board including that of Mohib Khericha who is reappointment.
- Also Read: Markets to focus on Q1 earnings, RBI interest rate decision, global trends this week: Analysts
Given the conduct of the Board, shareholders should raise question on fit and proper criteria of Khericha, it said.
Kirloskar, who is chairman of Bengaluru-based Kirloskar Electric Company, had accused several entities including Khericha and Kumar for transferring about 2.51 crore shares worth ₹555 crore of TDPS, a company that was founded by him in 1999.
On June 30, the promoters including Nikhil Kumar, Managing Director of TDPS, Khericha, Chartered Capital, Saphire Finman Services, Hitoshi Matsuo sold about 3.78 crore shares representing 24.21 per cent of TDPS’s equity in the open market sale (partly by way of block deals) for about ₹800 crore.
These shares were acquired by institutional investors such as Aditya Birla Sun Life MF, BNP Paribas, HDFC MF, ICICI Prudential MF, Goldman Sachs LIC MF, Mahindra MF, Mirae MF, Oxbow Master Fund, Quant MF, Societe Generale among others. The sale resulted in the shareholding of promoters going down from 58.45 per cent to 34.30 per cent in one quarter.
The Director’s Report does not make any mention of the ongoing suit filed by Kirloskar for a breach of trust and cheating on the part of Khericha seeking an order to return 2.51 crore shares of TDPS apparently held in trust by Khericha and his family members on behalf of Kirloskar.
Based on a writ petition filed by Kirloskar, the Karnataka High Court on July 12, passed an ad-Interim Order against several entities including Khericha and Nikhil Kumar, Managing Director of TDPS and nephew of Kirloskar restraining them from transferring, encumbering or creating any third-party rights in respect of the 2.51 crore shares claimed by Kirloskar.
Khericha, who is also Managing Director of merchant banking Chartered Capital and Investment has faced scrutiny from SEBI for their role in RDB Rasayans’ IPOs, drawing adverse directions for their role, said InGovern.
Comments
COMMENT NOW
Comments
Comments have to be in English, and in full sentences. They cannot be abusive or personal. Please abide by our community guidelines for posting your comments.
We have migrated to a new commenting platform. If you are already a registered user of TheHindu Businessline and logged in, you may continue to engage with our articles. If you do not have an account please register and login to post comments. Users can access their older comments by logging into their accounts on Vuukle.