NCLT issues notice on Zee’s plea to enforce the merger with Sony

NCLT has agreed to hear ZEEL's plea in Zee-Sony merger case

The National Company Law Tribunal (NCLT) on February 6 issued notice in a plea filed by media giant Zee Entertainment Enterprises Limited (ZEEL) seeking directions  to implement its merger with Sony.

Senior advocate Janak Dwarkadas, who appeared to ZEEL told the NCLT that since it was the tribunal that had approved the merger, it has jurisdiction to entertain petitions to implement the merger.

Appearing for  Culver Max Entertainment (Sony) senior counsel Darius Khambata argued that the company would be filing an application questioning the maintainability of ZEEL's plea. Khambata also told the court that they have already filed a plea questioning the maintainability of  an application by ZEEL's share holder Madmen to enforce the merger.

By maintainability Sony was referring to whether or not the plea filed by ZEE is legally tenable or not.

Dwarakadas told the court that while ZEEL has moved a plea for interim orders, it is not pushing for it at the moment. However, incase of any adverse action by Sony, they will mention the application for an urgent hearing.

The NCLT, on hearing these submissions, directed Sony to file its response to ZEEL's plea in two weeks and listed the case for hearing on March 12.

On January 30, the NCLT issued notice in a similar plea filed by ZEEL's shareholder Mad Men Film’s , seeking the implementation of the merger with the Indian arm of Japanese firm Sony Pictures Network.

Zee-Sony merger :

Sony called off the merger on January 22.  The move was in part because Zee failed to meet some financial terms of the deal and come up with a plan to address them, news agency Reuters reported. It reviewed the termination notice.

Zee denied the allegations and accused the Japanese company of "bad faith" in calling off the merger, it said.

As reported by Moneycontrol, a section of Zee's public shareholders have written to the company, seeking details of the chain of events that led to the termination of the merger agreement.

The NCLT at Mumbai had granted  a legal sanction to the merger in August 2023, after dismissing objections from creditors such as Axis Finance, JC Flower Asset Reconstruction Co, IDBI Bank, Imax Corp, and IDBI Trusteeship who raised concerns about the scheme.