Future Group moves division bench of Delhi HC against single-member bench order stalling deal with Reliance

PTI, Mar 21, 2021, 11:21 AM IST

New Delhi: The Future Group has moved the division bench of the Delhi High Court against the order passed by the single-member bench, which has directed to stay its Rs 24,713 crore deal with Reliance Industries to sell its retail and wholesale business.

The Kishore Biyani-led group firm, Future Retail Ltd (FRL) has now filed an appeal before the higher bench of the same High Court against the orders passed by a single-member bench of Justice J R Midha, Future Retail said in a regulatory filing.

“The company has filed an appeal before the High Court of Delhi against the impugned order dated March 18, 2021 passed by Single Judge…,” said Future Retail.

Earlier, in a statement on Friday, Future Retail had said the order of the single-member bench would have no impact on the ongoing proceedings before the National Company Law Tribunal (NCLT), which is presently going through the scheme of arrangement between the Future Group and Reliance Retail.

The NCLT has reserved its order over the scheme of arrangement that entails the consolidation of Future Group’s retail and wholesale and transferring it to Reliance in a Rs 24,713 crore deal that was announced in August last year.

The Future-Reliance deal, which is contested by global e-Commerce major Amazon, has already received clearance from the Competition Commission of India (CCI), SEBI and bourses, and the scheme of arrangement is now awaiting the nod from the NCLT and shareholders.

Passing a 134-page long judgement, Justice Midha had on Thursday directed Kishore Biyani-led FRL not to take further action on the deal with Reliance and held that the group willfully violated the EA’s order.

The high court had rejected all the objections raised by the Future Group and imposed a cost of Rs 20 lakh on it as well as its directors.

It had directed them to deposit the amount in Prime Minister’s Relief Fund within two weeks for being used for providing COVID-19 vaccination to senior citizens of Below Poverty Line (BPL) category of Delhi.

The high court’s judgement came on Amazon’s plea seeking direction to order enforcement of the award by Singapore’s EA on October 25, 2020, restraining FRL from going ahead with its Rs 24,713 crore deal with Reliance Retail.

However, Future Retail had said: “We are advised that this order does not come in the way of the continuance of the ongoing NCLT proceedings, being inconsistent with the order dated February 22, 2021, of the Supreme Court,” said Future Retail.

It is to be pointed out that the portions of the operative part of this detailed order, already covered by the ad-interim order dated February 2, 2021, has been stayed by the Division Bench of Delhi High Court in an appeal filed by Future Retail.

“Amazon has filed an appeal in the Supreme Court against the order passed by the Division Bench. The Supreme Court, in its order in Amazon’s appeal, has not vacated the stay granted by the Division Bench (which stay is still in operation).

“The Supreme Court has directed that, in the meantime, the NCLT proceedings will be allowed to go on but will not culminate in any final order of sanction of scheme” Future Retail had said.

On August 29, 2020, the Future Group had announced that its retail and wholesale business would be sold to Reliance Retail, owned by oil-to-chemical conglomerate RIL in a Rs 24,713 crore deal.

In October 2020, Amazon dragged Future Group to arbitration at Singapore International Arbitration Centre (SIAC), arguing that Future violated the contract by entering into the deal with rival Reliance.

Amazon and Future have been locked in a bitter legal tussle after the US e-commerce giant dragged Future Group to arbitration at SIAC, arguing that the latter had violated their contract by entering into the deal with rival Reliance.

Amazon had invested in Future Coupons in August 2019 with an option of buying into the flagship Future Retail after a period of three to 10 years.

On October 25, 2020, an interim award was passed in favour of Amazon with a single-judge bench of V K Rajah barring Future Retail from taking any step to dispose of or encumber its assets or issuing any securities to secure any funding from a restricted party.