Zee sony merger: NCLT issues notice on Zee’s plea seeking implementation of Sony merger

The National Company Law Tribunal’s Mumbai bench has issued a notice on Zee Entertainment’s plea seeking the implementation of merger with Sony Pictures’ India arm. The tribunal will take up the case on March 12.

Sony Group’s India units filed applications before the NCLT challenging the maintainability of Zee’s application seeing implementation of merger, ET reported.

The NCLT has clubbed Zee’s plea with that of its shareholder Mad Man Film Ventures, which has been termed as a proxy of the Indian broadcaster. Mad Man Film Ventures previously approached the NCLT seeking implementation of the merger scheme between Sony and Zee.

The tribunal issued notices to Culver Max (formerly known as Sony Pictures Network India) and Bangla Entertainment (BEPL) asking them to file a reply on Zee’s application.

Following NCLT’s listing of the plea, Zee’s share prices climbed out of day’s low to trade up 1.4 per cent as of 11:35.

NCLT’s Mumbai bench in August 2023 approved the merger scheme, which would’ve likely created a $10 billion media entity. However, Sony terminated the agreement in January following a series of delays. Insiders informed ET that lack of consensus over who would lead the merged entity was among the reasons why the merger did not go through.ALSO READ: Zee-Sony deal breakers: Unmet deadlines, bitter emails and dissent over who’s boss

Following termination of an agreement by Sony Pictures that would’ve created India’s largest broadcasting entity, Zee in January 2024 moved NCLT and Singapore International Arbitration Centre (SIAC) seeking an implementation of the merger agreement.

Zee urged the tribunal to appoint a panel comprising two directors each from Zee and Sony companies to oversee the implementation of the composite scheme of arrangement.

The SIAC recently rejected the plea by Culver Max Entertainment and BEPL which sought restraining Zee from approaching NCLT or any corporate dispute tribunal for enforcing the merger. However, SIAC rejected the plea citing lack of its jurisdiction.

ALSO READ: SIAC denies Sony’s plea to restrain Zee from approaching NCLT for enforcing merger

Sony Pictures Entertainment (SPE), a subsidiary of Japan-based Sony Group Corporation, Monday said that it is confident in the merits of the matter. “We are disappointed in the decision by the Singapore International Arbitration Centre (SIAC). This decision is only a procedural one, ruling only as to whether Zee Entertainment would be permitted to pursue its application with the NCLT,” it said.

While terminating the merger agreement, Sony alleged that Zee did not satisfy the merger conditions and sough Rs 748.5 crore, or $90 million, as termination fee.

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