By Sneha Johari and Nikhil Pahwa
2 September update:
We’ve received a copy of the order given by the Company Law Tribunal and it appears that the details of the order shared with us by Vipul Ganda, the lawyer for Sanjiv Gupta, weren’t correct. We apologise to our readers for this: we didn’t have a copy of the order, and Astro has so far declined to share detailed comments with us.
The court rejected the petition from Sanjiv Gupta, asking that the induction of two people: Sandeep Vats and Prakash Mishra, inducted as additional directors on the board on the 16th June 2016 be deemed illegal, and an interim order be issued “banning their interference in the day to day functioning of the company.”
The court said that “We are unable to accept the same because the petitioner has only 0.06% shareholding, and the shareholders having 99% shareholding in the company cannot be allowed to overawe at the instance of the petitioner. Moreover, day to day operations cannot be brought to a standstill because it would affect the health of the respondent company.”
The order also mentions that “There is consensus between parties that the respondents that maintain the status quo as on date with regard to the constitution of the board, and no meeting of the board shall be held without prior permission of the tribunal.”
Earlier on 31 August: AskMe Chairman and Managing Director Sanjiv Gupta has filed a petition with the Company Law Tribunal alleging oppression and mismanagement of minority shareholders (Gupta), his lawyer Vipul Ghanda told MediaNama. Ghanda told MediaNama that Gupta has filed this case in his individual capacity, and alleged that Gupta “was forced to resign (from the Getit board) under coercion, and that resignation has not been accepted as yet.” Ghanda also alleged that Astro has “appointed two directors surreptitiously, without the agenda item being there. We wanted that resolution to be stayed.
The Company Law Tribunal had hearings on the 24th and 30th of August, and according to Ghanda, has granted interim relief, saying that “the composition of the board will not be tampered, and that they (Astro) will seek approval of the National Company Law Tribunal before they convene any board meeting.” MediaNama hasn’t been able to view a copy of the order, and weren’t able to access the petition filed when we visited the Company Law Tribunal yesterday.
Astro sent us a statement saying that “Astro Entertainment Networks Ltd (AENL) has always been a responsible investor in Getit Infoservices over the last six years, and will continue to act responsibly and in accordance with Indian laws.
The next hearing is on the 17th of October, and Astro has been given four weeks to file its response with the Company Law Tribunal, following which Gupta will file a rejoinder within two weeks.
Ghanda mentioned that the Tribunal, not as an order but as a comment, said that business should continue. “One of our grievances was that they’re forcing this lock-down, and not allowing employees to enter offices, and that should not be done. The judge said that the business should continue as usual.”
It’s likely that AskMe is in no position to continue the business. What’s also noteworthy is that Gupta has filed this petition in his individual capacity, and not the management team, together. Ghanda responded to this by saying Gupta was the only person who could have done this because he is a minority shareholder, and his concern is that the employees should be paid. “This order is a moral victory,” he added.
August 22nd 2016: Astro orders a forensic audit of AskMe operations.
August 18th 2016: AskMe suspends operations.
August 17th 2016: AskMe wrote a letter to the Ministry of Corporate Affairs (MCA) and the Registrar of Companies (RoC) seeking help in ensuring that Astro did not exit the business without paying its liabilities.
August 9th 2016: the ‘Salary’ department at AskMe sent an email to all its employees asking them to get in touch with Astro to get their salaries, because Astro was supposed to pay AskMe $5 million by 5 August. The email listed the names, phone numbers and email IDs of the Astro management for the employees to contact.
August 5th 2016: Manav Sethi, (now former) Group CMO & head of digital strategy at AskMe Group told MediaNama that the company did not have enough money to sustain its operations and support its 2,500 strong workforce because Astro was supposed to pay it by 31 July, which did not happen.
August 4th 2016: unnamed employees at the AskMe Group wrote an open letter to Astro asking it to pay all outstanding dues till July 2016.
May 2nd 2016: AskMe denies layoffs, says 300 employees were moved to partner organizations
April 30th 2016: reportedly, 650 employees were asked to leave AskMe
Note: This is a part of MediaNama’s ongoing coverage of the AskMe-Astro situation. In case you have any information to share with us, please contact email@example.com. Please note that we will not publish any unverified / unverifiable information, and without seeking statements from both sides, in the interest of fairness.