Tata Sons withheld facts on collection of deposits from public: Mistry
Tata Sons and its board of directors withheld material facts related to collection of deposits from the public and it is a "de facto and de jure public limited company", says the counter filed by ousted Chairman Cyrus Mistry in the Supreme Court.
Cyrus Investments, part of the Shapoorji Pallonji Group submitted in Supreme Court, "Tata Sons is a public company and not a dejure private limited company. Material facts related to collection of deposits from the public, withheld".
It argues that Tata Sons assumed the character of a public company and not merely a "deemed" public company since, Tata Sons never acted in accordance with restrictions imposed on a private company in collecting deposits from the public.
"This is a material fact suppressed by Tata Sons and its majority shareholders from the RoC and indeed the NCLT, NCLAT, that during the operation of the 1956 Act itself, Tata Sons widely accepted public deposits. Therefore, Tata Sons was de facto and de jure a public limited company", it said.
Tata Sons, quite conveniently, has not dealt with this fact and like in the Tata Sons' main appeal, has yet falsely contended that it had always retained the characteristics of a private company under Section 2 (68) of the 2013 Act without dealing with the fact that it had already ceased to be a deemed public company, when the 1956 Act was in force, the counter by Cyrus Mistry said.
"Tata Sons seems to be under the mistaken impression that inconvenient truths can be drowned out, in a sea of verbiage", the submission said.
It also stated that Tata Sons and its Board of Directors withheld material facts from the shareholders in resolution of the proposed conversion, the NCLT, and RoC that it had collected deposits and consciously elected in the filings made with the RoC filed under Rule 10 of the Companies (Acceptance of Deposit), Rules 1975 that it was a public company.
"On the sheer falsity of these assertions, this Honble Court out not only to declare the purported conversion to be illegal but also censure the board of Tata Sons for its conduct", Cyrus Investments said.
It is respondents case that Tata Sons ceased to be a hybrid or deemed public company as in 1995, the majority shareholders of Tata Sons renounced their entitlement to subscribe to a rights issue in favour of Tata Group companies (who are not members of Tata Sons), which is destructive of the nature of a private company.
"It is submitted that in view of the facts and circumstances, the present Civil Appeal insofar as it seeks to assail the correctness of the findings in the NCLAT judgement are liable to be dismissed", the counter reply said.
"The NCLAT judgment speaks for itself on that question. Even if the impugned order passed subsequently is held to be erroneous as contended by Tata Sons, the NCLAT judgement is unexceptionable insofar it holds that Tata Sons was a public company under the Companies Act 1956 and was not a "de-jure private company", it said.
"This Civil Appeal is therefore a waste of time of this Honble Court and and must be dismissed as in limine as being unnecessary and infructuous", it said.
Disclaimer: Information, facts or opinions expressed in this news article are presented as sourced from IANS and do not reflect views of Moneylife and hence Moneylife is not responsible or liable for the same. As a source and news provider, IANS is responsible for accuracy, completeness, suitability and validity of any information in this article.
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    3 weeks ago

    Let tata fight be in the board room and not in Bored or broad room room .. private skirmishes in legal fora is waste of public time and money

    Qualcomm to invest Rs 730 cr in Jio Platforms
    The investment spree into Reliance Industries' Jio Platforms continues, with technology major Qualcomm coming in with Rs 730 crore to pick up 0.15 per cent stake.
    Reliance Industries on Sunday announced that Qualcomm Ventures, the investment arm of Qualcomm Incorporated has committed to invest up to Rs 730 crore in Jio Platforms at an equity value of Rs 4.91 lakh crore and an enterprise value of Rs 5.16 lakh crore.
    "Qualcomm Ventures' investment will translate into 0.15 per cent equity stake in Jio Platforms on a fully diluted basis. The investment will deepen the ties between Qualcomm and Jio Platforms, to support Jio Platforms on its journey to rollout advanced 5G infrastructure and services for Indian customers," the RIL statement said.
    With the latest investment, total investments into Jio Platforms have crossed Rs 1.18 lakh crore so far.
    Mukesh Ambani, Chairman and Managing Director of Reliance Industries, said: "Today, I am delighted to welcome Qualcomm Ventures as an investor in Jio Platforms. Qualcomm has been a valued partner for several years and we have a shared vision of connecting everything by building a robust and secure wireless and digital network and extending the benefits of digital connectivity to everyone in India."
    "As a world leader in wireless technologies, Qualcomm offers deep technology knowhow and insights that will help us deliver on our 5G vision and the digital transformation of India for both people and enterprises," he said.
    Steve Mollenkopf, CEO of Qualcomm Incorporated, said with both the companies' shared goal of extending the benefits of digital connectivity to everyone and everything, Jio Platforms is anticipated to deliver a new set of services and experiences to Indian consumers.
    "With unmatched speeds and emerging use cases, 5G is expected to transform every industry in the coming years. Jio Platforms has led the digital revolution in India through its extensive digital and technological capabilities. As an enabler and investor with a longstanding presence in India, we look forward to playing a role in Jio's vision to further revolutionize India's digital economy," he said.
    Qualcomm is world's leading wireless technology innovator and the driving force behind the development, launch and expansion of 5G. With more than $62 billion in cumulative research and development spend, 35 years of innovation and over 1,40,000 patents and patent applications, Qualcomm is committed to fueling innovation and fostering Indian technology advancement.
    Qualcomm Ventures is a global fund that invests in pioneering companies across the wireless ecosystem in areas like 5G, AI, IoT, automotive, networking and enterprise. In India, Qualcomm Ventures has invested in companies that address key domestic issues from dairy, transportation to defense, and build world class products for India and the world market.
    Disclaimer: Information, facts or opinions expressed in this news article are presented as sourced from IANS and do not reflect views of Moneylife and hence Moneylife is not responsible or liable for the same. As a source and news provider, IANS is responsible for accuracy, completeness, suitability and validity of any information in this article.
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    Improved 4th Quarter Profitability and Deleveraging to Strengthen Indian Pharma's Flexibility: Fitch
    Indian pharmaceuticals companies' improved profitability on growth in key markets and cost-cutting efforts in the fourth quarter of the financial year ended March 2020 (4QFY19-20) and their deleveraging efforts will strengthen financial flexibility ahead of the full impact of the coronavirus, says Fitch Ratings. 
    In a note, the ratings agency says, "We expect the effects of the pandemic to be more visible in 1QFY21 results although this will likely be cushioned by various cost- and cash-saving measures." 
    Most of India's leading pharma companies reported an increase in revenue ranging from high-single to mid-double digits, benefiting from growth in the US and Europe and continued momentum in the domestic market. 
    Aurobindo Pharma Ltd and Dr Reddy's Laboratories Ltd (DRL) reported double-digit revenue growth, driven by new product launches in the US and Europe. The 9% decline in Lupin Ltd's North American revenue in 4QFY19-20 was largely offset by a 13% increase in India. The decline in North American revenue was due to a boost in the year-earlier quarter from a product with limited period exclusivity, which resulted in higher margins, and Lupin's full-year North American revenue rose by 4%.
    Sun Pharmaceutical Industries Ltd and Glenmark Pharmaceuticals Ltd reported lower revenue yoy in the US in 4QFY19-20, but robust growth in India and other markets supported overall revenue expansion. "Glenmark's 14.5% increase was higher than the domestic market's 4QFY19-20 gain of 9.7%. Sun's revenue more than doubled in India due to the impact of a one-time adjustment last year, although revenue still rose 8% even after excluding the impact. Improving access to healthcare underpins favourable growth prospects for the domestic market, the ratings agency says.
    According to Fitch, the companies' focus on optimising costs, particularly on research and development (R&D), helped to improve operating profitability despite ongoing pricing pressure in the US. It says, "Aurobindo's profitability improvement on quarterly and yearly basis was driven by new launches, particularly in injectables which boosted gross margins and, lowered R&D spending as a percentage of sales. DRL's yearly profit increase in 4QFY19-20 was led by higher gross margins from new launches and lower selling, general and administrative expenses. DRL's lower R&D costs for the year helped to improve margins despite the impact of price erosion on gross margins."
    Lupin's margins also declined in the quarter due to the one-time boost a year earlier, but improved from 3QFY19-20 despite the erosion in prices, as the company optimised R&D costs. Sun's margins improved yoy despite pricing pressure in the US as it reduced R&D and other costs. 
    Glenmark's margins improved qoq and yoy in 4QFY19-20 as cost reduction efforts and new launches helped to offset the impact of pricing pressure. The one-off impact on certain products in the US and pricing pressure affected Glenmark's full-year profitability, but lower R&D costs helped to temper the impact.
    Jubilant Pharma Ltd's greater presence in specialty pharmaceuticals helps to limit exposure to pricing pressure in the US generic pharmaceutical market, reflected in steady single-digit revenue growth and higher margins in 4QFY19-20. JPL's focus on debt reduction during FY19-20 will help the company maintain a comfortable leverage headroom despite the impact of COVID-19 on some of its specialty focused segments that are dependent on elective procedures.    
    Fitch says it believes the pressure on generic drug prices in the US remains significant, despite some stabilisation after the exit of weaker producers in some segments. "Ongoing pricing pressure has increased Indian pharma companies' dependence on new approvals to sustain growth in the US. Most of the leading Indian pharma companies' new product pipelines are adequate, but adverse USFDA rulings present an ongoing challenge, notwithstanding the resolution progress recently, particularly for Lupin and DRL."
    According to the ratings agency, many Indian pharma companies have focused on conserving cash through cost reductions and a prudent approach to capex and this has helped them to reduce debt. "Companies like DRL, Aurobindo, Sun and Lupin reduced debt during FY19-20 using proceeds from a combination of lower R&D, capex and disposals," it says, adding "Glenmark reduced capex in FY19-20 in line with our expectations and also generated proceeds from non-core disposals, which helped to keep its leverage stable despite lower margins in FY19-20."
    "Most of the leading companies have a strong capital structure and we believe debt reduction in FY19-20 will further strengthen financial flexibility, particularly in 1HFY20-21 when we expect the pandemic to have a moderate impact on profitability. COVID-19 mitigation efforts including lockdowns have led to reduced patient visits and prescriptions, particularly in non-chronic therapy areas, also evident from yoy revenue declines in April and May in India and the US. We also expect some pressure on input costs due to supply disruptions," Fitch added.


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