Sona BLW Precision Forgings has issued a fresh statement on July 28 in an effort to 'protect' shareholders' interest amid a tussle over family representation on the board, clarifying that Rani Kapur, mother of late Sunjay Kapur, has 'no locus standi' on any matter related to the company, denying any assertion of the firm being a family-run business as 'factually incorrect and misleading'.
In a press statement, the company issued pointed clarifications that Rani Kapur has had no role in the company 'since at least 2019', and denied that she was coerced into signing any documents. The company added that the recent appointments on the board were 'ratified by an overwhelming majority' of shareholders.
Rani Kapur Not a Shareholder
The company clarified Rani Kapur, mother of late Sunjay Kapur, who wrote to the company through her legal representative stating seeking deferral of the board meeting on July 25, is neither a shareholder nor an official of the company, and her consent is not legally needed to run the business. "Mrs. Rani Kapur has had no role, direct or indirect, in Sona Comstar since at least 2019. She is neither a shareholder, director, nor officer of the Company. As such, she has no locus standi on any matter related to the Company. Any insinuation that she was coerced into signing documents or that her consent is required for Company affairs is completely baseless and legally untenable," the statement said.
Board is Independent: Sona BLW
Sona BLW added that the company is run by a professional management and an independent Board, and the promoter entity - Aureus Investments - has only held one non-executive Board seat since the public issue of the company, currently has six independent directors and two executive directors with no relation to the family. "The current board of 9 members include two executive directors — both seasoned professionals with no affiliation to the Kapur family — and six independent directors with exemplary reputations and distinguished careers. The promoter entity holds no executive roles and has no involvement in day-to-day management or strategic control of the Company," said the statement.
Not a Family-run Business
Sona BLW reiterated that the company has 71.98% shareholding with institutional and public investors, and is not a family-run business. "The promoter entity holds a stake of 28.02% and exercises no special rights or control. The assertion that the Company is a family-run business is factually incorrect and misleading."
Board has the Confidence of Investors
After the untimely demise of Sunjay Kapur, the board had re-appointed industry veteran Jeffrey Mark Overly as an Independent director for a second term, and later, Priya Sachdev Kapur as a Non-Executive director on the board. The decisions were 'fully compliant' with all laws and corporate governance norms, said the company. "Their appointments were ratified by an overwhelming majority of shareholders — 98.9% and 99.4% respectively — clearly reflecting broad investor confidence," the statement added.
Shareholder Value Eroded
Pointing at the 'continued dissemination' of false narratives for 'personal legal agendas', Sona BLW said shareholder’ value is being eroded. "With over 400,000 public shareholders, such actions are not only reckless but deeply harmful to the interests of the company." Shares of Sona BLW had closed near the low point of the session on July 28, down 0.5 percent. Over past five sessions, the shares are down close to 3 percent.
On July 25, Rani Kapur had raised strong objections to the AGM being held at a time of mourning for the family, and amid the 'suspicious' and sudden death of her son. Sunjay Kapur had passed away at the age of 53 on June 12 after suffering a heart attack in UK. The incident occurred while he was playing polo. In her letter to the board, Rani Kapur had said that she is the sole beneficiary of her late husband Surinder Kapur's estate, and the majority shareholder of the Sona Group including Sona Comstar.
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