Adani Group vs NDTV: VCPL hits back, says RRPR not party to restrictions under SEBI order

RRPR, the promoter entity of the media company New Delhi Television (NDTV), owned by founders-promoters Prannoy Roy and Radhika Roy, is not party to restrictions under the November 2020 order of the Securities and Exchange Board of India (SEBI), ports-to-power conglomerate Adani Enterprises said today in a recent exchange filing.

As per the November 27 2020 SEBI order, the Roys have been restrained from "accessing the securities market, and prohibited from buying, selling or otherwise dealing in securities, directly or indirectly, or being associated with securities market in any manner whatsoever; for a period of 2 years, which expires on November 26, 2022.”  

According to Adani Enterprises, NDTV is obligated to fulfill the contractual obligations towards Vishwapradhan Commercial Private Limited (VCPL).

“VCPL, therefore, does not agree with RRPR that prior written approval from SEBI is required for allotment of shares to VCPL on exercise of warrants," the exchange filing read further.

Adani Enterprises further said that restrictions pointed out by the aforementioned SEBI order do not apply to RRPR.

"Performance of obligations by RRPR pursuant to the Warrant Exercise Notice will not result in violation of the SEBI Order as there is no, direct or indirect, dealing in any securities of Mr. Prannoy Roy or Mrs. Radhika Roy pursuant to the exercise of the warrants by VCPL and allotment of shares by RRPR," Adani Enterprises noted.

The ports-to-power conglomerate also debunked RRPR’s contentions and called them “baseless, legally untenable and devoid of merit.”

"RRPR is therefore bound to immediately perform its obligation and allot the equity shares as specified in the Warrant Exercise Notice," Adani Enterprises' exchange filing read.

In a second exchange filing filed today, the Adani Enterprises also stated that VCPL “expressed surprise” at NDTV’s stand in its letter, noting that it "appears that NDTV has adopted the stand taken by RRPR". The conglomerate added that VCPL has informed NDTV that it has separately responded to RRPR on the matter.

On August 23, VCPL, a subsidiary of Adani Group’s AMG Media Networks, said that it has acquired a 29.18 per cent stake in NDTV by converting its warrants into equity shares to acquire the promoter entity RRPR Holding. Adani also made an open offer to acquire another 26 per cent of the shares in the media company. The conglomerate had acquired VCPL at a value of around Rs 113.75 crore through AMG Media Networks.