"All these shares were created after the establishment of Haldia Petrochemicals Limited and do not belong to the original (paid-up) capital of the refinery," TCG's counsel said during proceedings at CLB in New Delhi.
These shares were beyond the structure of the company, he added. TCG argued that creation of these shares was an act of suppression of facts by HPL management and the state government, which holds shares through West Bengal Industrial Development Corporation.
"CLB may direct the state government to hand over an entire list of their shares," TCG counsel said.
The argument assumes significance in the tussle between promoters to control the company, as whosoever controls these 15.5 crore shares would have an upper hand in the HPL Board.
Citing an example, the counsel said: "How a company having a capital of just Rs 95 crores (Rs 950 million) could issue shares worth of Rs 105 crores (Rs 1.05 billion)."
About TCG's allegations that shares worth Rs 150 crore (Rs 1.5 billion) were issued to Indian Oil Corporation but were never registered, West Bengal government said allotments to IOC were done under the authorised share capital.
TCG had earlier contended that as per the agreement, the shares were supposed to be handed over them.
The state government had said that HPL cannot recognise these shares until they give it to the company.
Moreover, the permission of Industrial Development Bank of India Ltd, which is the main lender, was required to hand over the shares to TCG.
As per the 2005 report of Registrar of Companies, there was no information on the 15.5 crore shares.
Earlier, state government had offered TCG to buy out its entire shareholding in the company along with the 15.5 crore shares at a price of not less than Rs 28 per share. However, TCG had rejected the offer citing prices as too high.
HPL, a greenfield project in West Bengal, is jointly promoted by Purnendu Chatterjee-headed The Chatterjee Group, West Bengal Government and the Tata Group.
TCG along with associates, India Trade (Mauritius) Company and Winstar, control 48.93 per cent in the Rs 5,170-crore (Rs 51.7 billion) company, while the West Bengal government holds 47.88 per cent.
Do you want to discuss stock tips? Do you know a hot one? Join the Stock Market Investments Discussion Group
