October 13, 2017

Minority Shareholders' Activism- Zindabad- Fight Against Oppression



please click


https://www.bloombergquint.com/business/2017/10/12/billionaires-taken-to-task-by-rise-of-india-s-minority-investors



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Blog's old posts

Till date, the most powerful tool in the hands of minority shareholders has been bringing a suit for oppression and 

mismanagement, said Suhail Nathani, managing partner, Economic Law Practice. "Under the 2013 Companies Act, 

Section 245, over 100 shareholders can also file a class action suit but its application and enforcement is still nascent," 
he said. 
Read more at:

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old post

September 05, 2017


Justice Demanded by Small Investors From Asset Laden Investment Holding Companies - ET Link

please click the link



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Unifi Capital - official site


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blog comments

old post

December 08, 2010


Asset Laden Holding / Investment Companies- Promoters Uninterested in True Value Unlocking

Promoters initially  invite public investment by selling shares in their holding companies . These holding companies promote new companies  Over a period of time their promoted  ventures succeed and the original investment made by the holding company multiplies many times over in value .

 Now , instead of genuinely sharing the wealth with all the stakeholders  , non promoter minority share holders of original holding companies are  treated by Promoters  as UNWANTED , like poor relatives at a rich cousin's marriage party.

for more , please click


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We sincerely hope that some one takes up the case of Digvijay Finlease compulsory consolidation @ Rs.200 for a Rs.10 paid up share , which some calculate ( Please Recheck this ) to have an intrinsic worth of around Rs. 40,000 per Rs. 10 share ( Please Recheck this )



Will the Promoters sell their shares to Investors at the same rate of Rs.200 per share ?


http://www.rareindianshares.info/2017/09/digvijay-finlease-date-extended-to.html

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July 30, 2017


Support Shareholders Activism in Alembic Ltd

Promoters of Indian Companies should stop taking their minority shareholders for granted.

Public Shareholders should put up their Directors of Publicly Held Companies
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Alembic Ltd. Case as reported in Business Standard

The law provides for 1,000 small to come together and agree on one individual to represent their concerns on a company’s board.

 "The fact that this provision has never been tested shows how daunting it is for 1,000 people to agree on something," Reddy added.

for more , please click


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HUM MEHNAT KASH ISS DUNIYA SE

JAB APNA HISSA MANGEY GEY

IK BAGH NAHI; IKK KHET NAHIN

HUM SAARI DUNIYA MANGEY GEY

( Josh Malihabadi )
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Saadda Haq , Ethey Rakh

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October 09, 2017

Reed Relays-Aggrieved Shareholders Mounting Counter Offer For Promoters' Shares

Public Shareholders are up in arms against the Promoters ploy to forcibly acquire Non Promoters' shares at a very low rate.

They are mounting a Counter Offer to acquire Reed Relays Promoters' shares at a premium to the price offered by the Promoters.

It appears that there would soon be  a new Management  Team.

M/s Reed Relays Victims Committee (an  Association of Persons i.e. AOP )may come into being which would initiate legal steps

A Co-ordinator is to be appointed.

Volunteers are most welcome .

Please come forward. 

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ctober 07, 2017


Reed Relays Cancels Public Shares @ Rs.107- Shareholders Aggreived

Blog Gratitude to :-


Mahendra G. Wadhwani,
501-506 Business Plaza,
33 Gazdar Bandh Road,
Santacruz (West), Mumbai - 400 054
Mob.: 09820140363 / 9322530308



for mailing a copy of Hon'ble  NCLT Chennai Order dt. 04/10/2017, Order No.CP 21 / 66 ( 1 ) / CB / 2017 , under Section 66 ( 1 ) of The Companies Act 2013.


The operative part of the Judgement is that Hon'ble NCLT has accepted Reed Relays ' case in totality . Shares of Non Promoters would be compulsorily cancelled @ Rs. 107 ( as determined by valuers appointed by Reed Relays.

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The Blog wishes to place on record the spirited objection put up by the leading Share Dealer of Chennai , Dilip Surana .

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.
Dilip Surana
Strides Financial Services
"Arihant Plaza"
84-85,Wall Tax Road, Ist floor
Park Town, Above SBI
CHENNAI 600003
Phone No 044-25350312, 25350313
Fax No  044-42371148
Mobile 9840278351      95000 95121
dilipmsurana@gmail.com

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We wish more such Pro Public, Pro Active Shareholders Guides come forward,

Great Work : Mr. Dilip Surana

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please , also  read

September 19, 2017


Activist Shareholders Should Join Board of Directors

please click


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Blog Comments 

Shareholders should not give up . Resources should be contributed ( Contri ). An Appeal should be filed

with  and an Interim Stay applied for

National Company Law Appellate Tribunal

http://compat.nic.in/

Grounds of Appeal

Hon'ble NCLT has erred in observing that NCLT cannot increase the price of compulsory acquisition . It can as was done by the Hon'ble Hiigh Court of Bombay in the case of Cadbury.


As per Hon,ble Bombay High Court , aggrieved shareholders can seek Court's permission to appoint their own valuers.


Company's Valuers are selected / paid by the Company. So, they can be biased. 

please click

  
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Blog Comments Please consult

thass18@legalserviceindia.com

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November 17, 2016


Sheer Loot -Reed Relay Compulsory Buyback @ Rs.107- Experts Say

Letter by a Shareholder to the Company :-


Dear Sir:

I have received your postal Ballot Notice regarding compulsory acquisition of non-promoter shareholdings. In this connection the proposal seems to me a dishonest, illegal and criminal proposal for illegal enrichment at the cost of the non-promoter shareholders who have believed in your entrepreneurship and invested in your Company by going through your published Balance Sheet of several years. Till date we were not aware that you had criminal and illegal intentions to cheat the shareholders of your own company. We were under the impression that the promoters are all people of high ethics, morality, equity and fair.  However the dark side of you has come out openly through this compulsory acquisition proposal which I am sure will be a black mark for you for generations to come.

Your reasoning for the compulsory acqusition as mentioned in the explanatory statement  in the garb of SEBI guidelines etc are all deliberate falsehood with ulterior motives of personal enrichment. In the process it is distressing to see two professionals 1) P. Pattabiraman and Co. Chartered Accountants  and 2) Mr. Adit N. Bhuva, Practising Company Secretary are also colluding  with you for your illegal proposal.

The proposal raises fundamental questions of investments in Securities of Public Limited Companies by investors and the way in which corporate governance are handled by fraudulent promoters like you.  The systematic mis-use of SEBI guidelines, misuse of the name of High Court, Companies 2013 etc.in your proposal  are a big challenge.

I have decided to take up the matter with appropriate legal forums to see that you are prevented from going ahead with this proposal. 

In the meanwhile you are requested to kindly forward me a copy of valuation report of P. Pattabiramen & Co, Chartered Accountants who has determined a fair value of the shares.

P P Zibi jose
Shareholder



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 As per my view fair value is above 400.

Dhruval Shah


(M)- 9898150967/8000133721(whatsup)

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Reed relays& electronics India ltd proposing to Cancel Non Promoter Holding @ 107 per share. Very Unfair Treatment to minority shareholders.

Book Value     Rs 345
Cash and Bank Balance  Per Share Rs 210



 Dilip Surana
Mobile   09840278351 
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OLD POSTS

Reed Relay - Shareholders Unite to Get Cancelled @ Compulsory Acquisition

Dear Sir,

I would like to invite Share holders of Reed Relay though this EFFECTIVE PLATFORM to protest against the company

I am holding just 212 shares and that to purchased not at very high price but to protect other shareholders and to protest AGAINST THE DADAGIRI OF THE PROMOTERS.

"  I REQUEST THE SHAREHOLDERS TO VOTE THROUGH THE ELECTRONIC MEDIA ONLY i.e. though evoting only. Because it may happen that promoters intentionally do not put entry of the ballot in the inward register, may ask the post man not to deliver the same before the expiry date, may ,may , do any thing as they like . but if the same is done through " EVOTING"  we have perfect record officially on the website .

i have yesterday voted through the evoting platform and is very easy to use the same.

IT IS MR. NARENDRA MODI WHO HAS PUT A SURGICAL STRIKE AGAINST THE BLACK MONEY NOW IT IS OUR TURN TO PUT SURGICAL STRIKE AGAINST THE GREEDY AND CHEATER PROMOTER WHO HAS USED OUR MONEY TO FLOURISH THE COMPANY AND WHEN THERE INTENTION IS OVER THEY THREW AWAY LIKE ANY THING.

JAGO SHARE HOLDER JAGO.

JAI HIND. 

THANKS & REGARDS,
TUSHAR S AGARWAL
AHMEDABAD
M# 09824601977


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OLD POSTS

November 15, 2016


Reed Relays @ Rs.107-Compulsory Buy Back- Shareholders Protest

ONE MORE COMPANY HAS BEEN ADDED TO THE GROUP OF COMPULSORY BUY BACK 

THE NAME IS REED RELAYS AND ELECTRONICS INDIA LIMITED

THEY HAVE SENT THE POSTAL FORM THROUGH SPEED POST FOR PASSING THE RESOLUTION FOR COMPULSORY EXTINGUISHED THE SHARES OF MINORITY SHARE HOLDERS @ 107/-

PLEASE KNOW THE FACT

B.V  350+

DIVIDEND PAYING  (FOR THE YEAR 15-16 DIVIDEND PAID RS. 1.6

SMALL EQUITY OF JUST RS. 1 ODD CRORE 

PLEASE GUIDE ME AS I DONT WANT TO SURRENDER THE SHARES @ 107/-



TUSHAR S AGARWAL
AHMEDABAD
M# 09824601977

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old post


October 13, 2017



Promoters- Make Us An Offer We Cannot Refuse- But No Compulsory Cancellation

please watch this famous Godfather Scene


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Compulsory Buyback/Cancellation - Bad in Law - Are Anti Public Shareholders - Reed Relays Latest




OPPOSE  COMPULSORY BUY BACK / Cancelation OF SHARES

Delisting may be OK .
 But forced cancellation of Minority shares is not done even in Capitalism
Capitalism means Demand and Supply.
If the Majority wants the Minority 's shares then , to Quote from Mario Pu.zo 's Godfather .
" They should make an offer we cannot refuse "

. Let them approach us and buy at a mutually agreeable price but not at a Dictated Price.
Free will transactions are the essence of Capitalism .

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October 27, 2016


Alfa Laval ( India ) Kicks Out Loyal Remainder Public Shareholders

Alfa Laval ( India ) has become the latest MNC  to follow the example of Cadbury India, in compulsorily buying back the shares of Non Promoter remaining Loyal shareholders through a Court order. 


The payment made is @ Rs. 4000/. same as was given four and a half years ago for voluntary buy back / delisting. 

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  Alfa Laval ( India ) Limited Delisted on 19-04-12 at Exit Price of Rs. 4000 Per Share.Exit Window was available Till 18-04-13.

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January 18, 2011


Cadbury India Limited

We salute all those share holders of Cadbury India who are steadfastly giving their time and money in pursuing the High Court case against compulsory acquisition of shares from remaining minority share holders.

There are around 8,159 remaining non promoter shareholders who together own 2.42% stake in Cadbury India.

We strongly feel that Government of India and SEBI should amend the laws so that Companies using their " brute majority " are not able to " compulsorily " buy out minority shareholders at what they perceive to be the " fair value " . Delisting may be OK . But a High Court Order for selective share reduction ( of Non Promoter Share holders ) is a different matter altogether.

 1 ) If a company wishes to buy back compulsorily then in the voting procedure the majority holder ( promoter ) should be debarred from voting . Only the small share holders should have the Right to vote on that particular Resolution .

2 ) As in the case of land acquisition , the Company should state valid reasons for acquisition of remaining shares ( In Cadbury 's case the remaining 2 odd  % share holders can , frankly , in no way alter  the Company 's policies.)  Only a few more Annual Reports are to be despatched and a few more chairs at the AGM .  ( Cadbury India Limited 's shares were delisted w.e.f  20-01-2003 )

3 ) There should be a soletium  ( a premium over and above the fair value to compensate for compulsory buy out ) of 50 %

If the Company feels that the rate it is offering is " FAIR " then it should , also , be willing to offer to sell its entire majority  holding at that rate . The minority share holders ( and other Indian share holders ) should have a Right of Pre emption at that " FAIR " rate. For example if Cadbury India Limited feels that Rs.2000 is a " fair rate " then Indian shareholders in general should be given an opportunity to form a SPV ( Special Purpose Vehicle ) Company which ( with suitable debt equity Leveraged Buy out ) and buy  at the same rate  the majority shares from the Promoters. A period of 6 months should be kept for giving this opportunity to Non Promoter Indian shareholders

However , we  sincerely wish that Cadbury India Limited offers its remaining loyal share holders " Kuchh Meetha " and in New Year 's " Shubh Arambh " withdraws this move.
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Compulsory Back Back of Shares- Violates Fundamental Right to Equality

Regarding the move , earlier of Cadbury India Limited and , now , by Shakti Met-Dor Limited :-


Compulsory Buy Back of Shares ( selectively from minority Non promoter Share holders ) is violative  of Fundamental Right of Equality enshrined in the Constitution of India

Such a move creates two separate and unequal classes of Shareholders , i.e. Promoter Share Holders and Non Promoter Share Holders .

Please read this very informative Post :-

http://www.legalservicesindia.com/article/article/squeeze-out-of-minority-shareholders-1503-1.html

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For Shakti Met-Dor , please click :-

http://www.rareindianshares.info/2013/05/shakti-met-dor-compulsory-acquisition.html
--------------------Regarding Compulsory Cancellation of Shares Moves  by

Cadbury India Limited 

Shakti Met-Dor Limited  ((subsidiary of German giant Hormann Beteilgungs Gmbh )

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.
http://www.rareindianshares.info/2013/05/corruption-is-there-in-indian-corporate.htmlhttp://www.suchetadalal.com/?id=175202d7-a5ce-be2f-492fe1477460&base=sub_sections_content&f&t=Essar%27s+Delisted+Saga

 http://www.business-standard.com/india/news/cadbury-raises-buyback-price/421719/

 http://www.moneycontrol.com/news/business/why-didn39t-you-give-fin-projections-to-ey-hc-asks-cadbury_562074.html

http://seekingalpha.com/news-article/1520805-cadbury-kraft-india-one-of-fastest-growing-operations-for-kraft-globally

http://rareindianshares.blogspot.com/2011/01/cadbury-quit-india.html

http://www.gauravblog.com/?p=1277

http://www.kraftfoodscompany.com/in/en/Brands/index.aspx

http://www.rareindianshares.info/2012/07/ecellent.html

http://altaisadvisors.com/blog/2012/07/08/cadbury-india/comment-page-1/#comment-1517

http://www.rareindianshares.info/2012/11/cadbury-india-or-mondelez-international.html
http://economictimes.indiatimes.com/personal-finance/savings-centre/analysis/small-equity-investor-how-to-safeguard-your-interests/articleshow/21742266.cms?curpg=3

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new post

Reed Relays- Steps For Stopping Compulsory Bay Back

Dear All,

Kindly follow below steps to stop compulsory Buy back by RRE.

1) E voting - Dissent to the resolution (Against)   (Kindly check your different portfolios) https://www.evotingindia.com/login_BO.jsp?t=i1

2) Send duly filled and signed postal ballot with Registered AD 

3) Register complaint against company on SCORE.   http://scores.gov.in/Complaint.aspx?flag=n

4) If possible, Issue Legal Notice to promoter.

 Please circulate into your group as many as possible who have shares of RRE.

Regards,
Jignesh Gohel

(M) 9408709494

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October 04, 2017

Macrofil Case Latest- Govt Must Ban All Share Consolidations to Higher Denominations

new post

October 08, 2017


Macrofil Investments - Fair Valuation Rs.10,000/- Demanded by Shareholders

Please study this notice

file:///C:/Documents%20and%20Settings/admin/My%20Documents/Downloads/EGM%20NoticeMacrofil%20(

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Public shareholders want a price of Rs. 10,000 ( for Rs. 10 paid up share ) as the market value of shares National Peroxide ( one third equity is with Macrofil Investments ) more than tripled in the last one year.

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Consolidation of Face Value to a Higher Denomination SHOULD NOT BE ALLOWED UNDER ANY CIRCUMSTANCE.

March 22, 2017


Share Face Value Consolidation to Higher Value should be Banned



This Cheap / Anti Small Holder Tactic was earlier used by

Binani Metals

http://www.rareindianshares.info/2011/01/binani-metals-limited-why-face-value.html

http://www.rareindianshares.info/2009/06/binani-metals-limited.html

Recently , by Rasoi Limited

http://www.rareindianshares.info/search?q=rasoi

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Now , by Digvijay Finlease ( Unlisted )

================
Latest Case : Macrofil Investments Limited ( Unlisted )

Macrofil Investments is Asset Laden on a Small Share Capital of Rs. 44 Lakh .

Macrofil Investments holds , inter alia , around 33 % of Blue Chip Nusli Wadia Group Company- National Peroxide Ltd.

Share Value of National Peroxide has Tripled in the last One Year


file:///C:/Documents%20and%20Settings/admin/My%20Documents/Downloads/EGM%20NoticeMacrofil%20(2).pdf

Please , also , click 


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Copy of Letter sent ( Speed Post ) to Macrofil Investments ( Tel 022-2207-0700 ) 

Dear Sirs ,

   Sub : Consolidation of Face Value to Rs. 5000 - Our Objection


1 ) We are shareholders , for the past many years , of Macrofil Investments.


2 ) From the 34 th Annual Report ( which was despatched very late by you ) received by Courier on 03/10 / 2017 , we learnt  of a NCLT petition for consolidation of Face Value to Rs. 5000 from the current Rs. 10


3 ) This move is a clever ploy by the Promoters ( Wadias ) to Compulsorily  eject Non Promoter Public shareholders at a Throwaway Price   because there has been in the recent past a sharp upward movement in the Share rates of , inter alia ,National Peroxide and Bombay Dyeing , these being the sizable investment of Macrofil Investments ,


3 ) Split to a Lower Face Value is acceptable and Permissible but not to a higher Denomination , especially if the whole exercise is being conducted with the Hidden Agenda of throwing out Loyal Non Promoter shareholders at a fraction of the intrinsic ( NAV ) of the share of Macrofil Investments.


4 ) Further . the whole exercise is illegal and not Maintainable because :-


a) The AGM Notice for the 34 th AGM was received by us on 03/10/2017 ( Couriers- Professional Couriers -Receipt No. KUR- 514641444 ) .The AGM was held earlier on 28/09/2017. This is contrary to the provisions of The Companies Act 2013 which mandates receipt by shareholders 21 days prior to the Meeting.  


b ) No Notice of the alleged EGM dt.18/07/17 was ever received by us .


So , please withdraw this Consolidation exercise.

With regards ,

=======================

General Warning : Investment in Shares Can be Injurious to Your  WEALTH 
Caution :The blog writer has personal/ family members' holdings in this company , so please make suitable "provisions " for likely over optimism
( NB : All information given in good faith. Please recheck all facts. No responsibility taken by this author / blog . )

2 comments:

Ashwani Kumar Aggarwal said...

Share Activism is a step in the Right Direction. There is , always , a threat of oppression by the Majority shareholders ( Promoters )on Minority ( Public ) shareholders.
Promoters use clever moves to forcibly eject Public shareholders.
1 ) Selective cancellation of Non Promoters shares.
2 ) Conversion of Equity shares in to Redeemable Preference Shares.
3 ) Consolidation of face value of one share to a Higher Denomination .
In all cases , valuers are appointed by the Company.

Whereas Split of the face value of one share to a Lower denomination should be allowed ,Consolidation to a Higher Denomination should be absolutely banned by SEBI.

Consolidation to a Higher Denomination was one by Binani Metals, Rasoi Limited , attempted by Digvijy Finlease and , now, being attempted ( but opposed by shareholders ) of Macrofil Investments Ltd ( a Nusli Wadia Company )

Ashwani Kumar Aggarwal said...



Macrofil Investments is an Investment Holding Company of Nusli Wadia group ( Bombay Dyeing, Britannia , Bombay Burmah , National Peroxide etc ).

Marofil Investments holds ( on a very small capital base of Rs.44 Lakh ) inter alia one third of National Peroxides' Equity.

In the last one year Market price of shares of National Peroxide has gone up from Rs. 600 to Rs.2000.

Macrofil Investments has , very cleverly , devised a plan to consolidate face value of one share from Rs. 10 to Rs. 5000.

All the Non Promoter shareholders would be evicted.

The rate set is around Rs. 3400 per share. This has been worked out by Valuers appointed and paid by Macrofil.

The realistic rare should br Rs. 10,000 + ( for Rs.10 share )