In a significant development, the Competition Commission of India (CCI) on Friday suspended its more than two-year-old approval for Amazon's deal to acquire stake in Future Coupons Pvt Ltd and also imposed a Rs 202 crore penalty on the e-commerce major for certain contraventions. This comes amid a bitter legal battle between Amazon and Future Group over the latter's proposed Rs 24,713 crore-deal with Reliance Retail Ventures Ltd (RRVL). Against this backdrop, Future Group had complained to the CCI.
The National Company Law Appellate Tribunal (NCLAT) on Thursday issued notices over the petition filed by e-commerce major Amazon, challenging a recent order passed by the fair trade regulator CCI that suspended the over-two-year-old approval for its deal with Future Coupons Pvt Ltd (FCPL). The appellate tribunal has directed the Competition Commission of India (CCI) and FCPL to file their reply in next 10 days and Amazon to file a rejoinder over it. It has directed to list the matter on February 2, for next hearing.
The Competition Commission has approved Reliance's proposed acquisition of retail, wholesale, logistics and warehousing businesses of Future Group. The Rs 24,713 crore deal that would boost Reliance Industries' fast growing retail business was announced in August. In a tweet on Friday, the regulator said it has approved "acquisition of retail, wholesale, logistics & warehousing businesses of Future Group by Reliance Retail Ventures Limited and Reliance Retail and Fashion Lifestyle Limited".
Kishore Biyani-led Future Retail Ltd on Thursday accused e-commerce giant Amazon of adopting a media strategy of "having every development reported and converted into a line of communication with stock exchanges" regarding the Amazon-Future Coupons' arbitration proceedings in Singapore. The Court of Singapore International Arbitration Centre (SIAC) had turned down a plea of Future Retail Ltd (FRL) to be excluded from being a party to arbitration. In a regulatory filing disclosing the development, FRL said,"...this disclosure is being made out of abundant caution to avoid any speculation given Amazon's media strategy of having every development reported and converted into a line of communication with stock exchanges."
Future group firms are convening meetings of their respective shareholders and creditors in November to seek approval to their proposed merger into Future Enterprises as part of the 24,713-crore deal with Reliance Retail. Several listed transferor firms including Future Retail, Future Consumer, Future Enterprises, Future Lifestyle Fashions, Future Markets Networks and Future Supply Chain Solutions - have informed their shareholders and creditors about the meetings which will take place on November 10 and 11. The meetings of the equity shareholders, secured creditors and unsecured creditors will be held through video conferencing /other audio-visual means, said Future group companies, adding that remote e-voting facility will be offered to all participants.
Future group founder Kishore Biyani on Wednesday said the homegrown retail major lost nearly Rs 7,000 crore revenue in first three-four months of the Covid-19 pandemic due to closing of stores, which led him to sell his business to Reliance Industries.
The National Company Law Tribunal (NCLT) on Tuesday allowed Kishore Biyani-led Future Group firms to hold meetings of its shareholders and creditors to seek approval for the sale of assets to Reliance Retail Ltd. A Mumbai-based two-member NCLT bench comprising Suchitra Kanuparthi and Chandra Bhan Singh dismissed the application filed by e-commerce major Amazon opposing the scheme of merger of the Future group companies, sources close to the development said. Confirming the development, a Future group firm through a regulatory filing informed that NCLT has passed an order, allowing the company to hold meetings of its shareholders and creditors to seek approval for the scheme.
Future Retail and its promoters have filed appeals before the division bench of the Delhi high court challenging the order passed on Tuesday that dismissed the Group's petitions for termination of the Amazon arbitration. The Delhi high court on Tuesday dismissed the pleas moved by Future Group companies seeking a direction to the arbitration tribunal, adjudicating Amazon's objections against Future Group's deal with Reliance, to take a decision on their application for terminating the arbitration proceedings before moving any further.
Kishore Biyani-led Future Retail Ltd (FRL) on Monday said it is "reviewing" the Delhi high court order that has rejected its plea to restrain Amazon from writing to regulatory authorities about the SIAC arbitral order against its asset sale under a Rs 24,713 crore deal with Reliance. FRL, in a regulatory filing, said it would submit a brief summary after consultation with legal advisors.
Amazon has shot off yet another letter to market regulator Sebi, accusing Future Retail of insider trading and called for an investigation as the US online retailer looks to ratchet up pressure against the Future-RIL deal. Future Group, however, vehemently denied the charges, saying these allegations were "Amazon's ill-motivated attempts to throw everything at the situation to stultify the transaction."
Amazon has asked Sebi to suspend its review of the Rs 24,713 crore Future-Reliance deal and not grant a no objection certification on the ground that its challenge to the agreement was before the Delhi high court. E-commerce major Amazon has written to Sebi again, this time apprising it about the admission of its appeal before the division of the Delhi high court and urged the market regulator to suspend the review of the Future-Reliance Industries Ltd (RIL) deal. This is the eighth letter by Amazon to the Securities and Exchange Board of India (SEBI) chairman Ajay Tyagi since late October. Amazon has been opposing Future group's pact with billionaire Mukesh Ambani's RIL that was signed in August last year.
E-commerce major Amazon has written to Sebi yet again, apprising the market regulator of the formation of the arbitration tribunal at SIAC while urging it to suspend the review of the Rs 24,713 crore Future-RIL deal. It has also filed an appeal with the division bench of the Delhi high court against the December 21 order of the single member bench, according to sources.
Amazon on Sunday won an interim award against its partner Future group selling retail business to Reliance Industries for Rs 24,713 crore after a Singapore-based single judge arbitration panel put the deal on hold. Amazon had dragged Future to arbitration after the Kishore Biyani group firm had agreed to sell businesses to billionaire Mukesh Ambani's Reliance.
Future Retail on Saturday said it has missed the due date for payment of Rs 3,494.56 crore to banks and lenders as it could not sell assets due to its ongoing litigation with amazon, impacting its monetisation plans. Future Retail had last year entered into a one-time restructuring (OTR) scheme for COVID-19 hit companies with a consortium of banks and lenders and was to discharge "an aggregate amount of Rs 3,494.56 crore" on or before December 31, 2021. Kishore Biyani-led Future group firm would be "co-operating for completing the monetisation of the specified business within next 30 days" as per directions of the banks to resolve the current situation, said a regulatory filing by Future Retail.
The Supreme Court on Monday sought responses from Future Retail Ltd and others on Amazon's plea against the Delhi high court direction to maintain status quo on the Future-Reliance deal. Kishore Biyani and others and sought their replies. The apex court said the proceedings before the National Company Law Tribunal will go on and but will not culminate into any final order on amalgamation of FRL with Reliance.
Future Retail Ltd has said that SEBI's one-year ban on its chairman Kishore Biyani and some other promoters from the securities market will have "no impact" on the Rs 24,713 crore-deal with Reliance. Further, Kishore Biyani, some other promoters and Future Corporate Resources Pvt Ltd (FCRPL) plan to appeal against the order passed by Securities and Exchange Board of India (SEBI) on Wednesday. "The order will have no impact on the ongoing Scheme of Arrangement of the company. We understand that the relevant parties propose to challenge this order in exercise of their statutory right to appeal," Future Retail Ltd (FRL) said in a late-night regulatory filing on Wednesday.
The Singapore-based arbitrator, SIAC, has rejected Future Retail's plea to lift the interim stay on its Rs 24,713-crore deal with Reliance Retail, giving a major relief to Amazon that is contesting the transaction. The development comes a day after the Singapore International Arbitration Centre (SIAC) held that Future Retail is a party to the ongoing arbitration between Amazon and Future group in the dispute over the sale of its assets to Reliance Retail. Future had contended before the SIAC that it should be excluded from arbitration proceedings because it is not a party to the dispute between its promoter Future Coupons Pvt Ltd (FCPL) and Amazon.
Future Retail Ltd (FRL) on Monday said the Delhi high court has ruled that statutory authorities cannot be restrained from acting in accordance with law and stayed a previous order on status quo of its Rs 24,713 crore deal with Reliance. Updating stock exchanges about the court ruling, FRL said a Division Bench comprising Chief Justice D N Patel and Justice Jyoti Singh has stayed the operation and effect of order passed by single Judge J R Midha on February 2. "...inter alia, for the prima facie reason that the company is not a party to the Shareholders Agreement dated August 22, 2019 executed between Amazon, Future Coupons Private Limited and the Promoters of FRL, under which arbitration was initiated by Amazon in Singapore," FRL said.
The Supreme Court on Wednesday asked Amazon and Future group to request the NCLAT to decide the plea challenging the revocation of sanction to the US e-commerce major for its deal with Future group's firm by the Competition Commission of India. The suggestion was made by a bench headed by Chief Justice N V Ramana while adjourning to March 9 the hearing on Amazon's appeal against the January 5 order of the Delhi high court staying the ongoing arbitration proceedings before an arbitral tribunal over Future Retail's Rs 24,500-crore merger deal with Reliance Retail. The bench, also comprising Justices A S Bopanna and Hima Kohli, deferred the hearing after brief arguments on being told that the National Company Law Appellate Tribunal (NCLAT) is hearing another appeal of Amazon related to the merger deal.
An emergency arbitration hearing between Amazon and retail conglomerate Future Group took place last week and a verdict is expected in the next few days, according to sources.
US e-commerce major Amazon Wednesday apprehended the "disappearance" of assets and sought an interim order from the Supreme Court to ensure the preservation of assets of Future Retail Ltd besides resumption of arbitration over FRL's merger deal with Reliance Retail. A bench comprising Chief Justice N V Ramana and Justices A S Bopanna and Hima Kohli took note of the allegations of the US firm that the "applecart was being upset" by its rivals and asked the Future group firms, FRL and Future Coupons Ltd (FCPL), to respond to the interim plea of Amazon seeking resumption of arbitration and preservation of assets and fixed the hearing on March 23. Amazon and Future group are engaged in multi-forum litigations on the issue of FRL's merger deal to the tune of Rs 24,500 crore with Reliance Retail Ltd after the US e-commerce giant dragged the latter to arbitration at the Singapore International Arbitration Centre (SIAC) in October 2020.
The National Company Law Appellate Tribunal (NCLAT) has reserved its order on Amazon's plea challenging the decision of regulator CCI to suspend approval for the e-commerce major's deal with Future Coupons. In December last year, Competition Commission of India (CCI) suspended the approval given by it in 2019 for Amazon's deal to acquire a 49 per cent stake in Future Coupons Pvt Ltd (FCPL). The regulator had said that Amazon suppressed information while seeking clearances for the transaction back then and also slapped a fine of Rs 202 crore on the company.
The Supreme Court made it clear on Thursday it will not allow stalling of the arbitral proceedings pending before the Singapore International Arbitration Centre (SIAC) pertaining to the ongoing legal tussle between US e-commerce major Amazon and the Future Group, saying the sanctity of such proceedings needed to be maintained. "You (Future group and others) cannot keep stultifying the proceeding before the arbitral tribunal and this is just a ploy to delay the proceeding. "These are all ploys by well-heeled parties to delay the arbitration proceeding.
The development of the constitution of the tribunal comes at a time when the Delhi high court in December 2020 refused to restrain Amazon from interfering in Future Retail's deal with Reliance Retail by writing to statutory authorities.
The National Company Law Appellate Tribunal (NCLAT) on Monday rejected Amazon's plea challenging the decision of fair trade regulator CCI to suspend the approval for the e-commerce major's deal with Future Coupons. A two-member bench comprising Justice M Venugopal and Ashok Kumar Mishra, upheld the findings of the Competition Commission of India (CCI) and directed it to pay the penalty of Rs 200 crore imposed on Amazon by the fair trade regulator within 45 days from Monday. "This appellate tribunal is in complete agreement" with the CCI, the two-member bench said.
The Supreme Court Monday stayed the ongoing proceedings before the Delhi high court in the case related to the amalgamation of Future Retail Ltd (FRL) with Reliance Retail. A bench of Justices R F Nariman, B R Gavai and Hrishikesh Roy posted the matter for hearing on May 4 and directed that all pleadings be completed in the matter. Amazon had moved the apex court on April 8 challenging the Delhi high court's division bench order that had vacated a stay on Kishore Biyani-led Future Group proceeding with its Rs 24,713 crore asset sale to Reliance Industries.
The Supreme Court Wednesday sought a response from the Future group on Amazon's plea against the January 5 order of the Delhi high court staying the ongoing arbitration proceedings before an arbitral tribunal over Future Retail's Rs 24,500-crore merger deal with Reliance. A bench comprising Chief Justice N V Ramana and Justices A S Bopanna and Hima Kohli issued notices to the Future group firms, Future Coupons Private Ltd (FCPL) and Future Retail Ltd (FRL) and said that it will hear the matter on February 23 "without any adjournment". The Delhi high court on January 5 had stayed the Amazon-Future arbitration which is going on before a three-member arbitral tribunal over the latter's Rs 24,500-crore deal with Reliance.
While the investment amount could not be immediately ascertained, a report pegged it at about $2 billion.
Future Group founder and CEO Kishore Biyani on Tuesday said Amazon was fully aware of his group's talks with Reliance Industries for the sale of retail assets that followed the US giant offering no concrete help to tide over the cash crisis. Opening up after being locked in an intense legal battle with Amazon over the Rs 24,713 crore deal with Reliance, Biyani in an interview with PTI said the US giant's 2019 investment in Future Coupons Pvt Ltd (FCPL) -- Future Retail's parent -- was for coupon and gifting business only and the same could continue post-retail assets going to Reliance. He hoped to complete the deal with Reliance within two months of Sebi approval.
Amazon on Wednesday filed a writ petition in the Delhi high court seeking clarifications on the scope of Enforcement Directorate's (ED) investigations into alleged foreign exchange violations by the company, according to sources. Last month, Amazon had said it was in receipt of summons by the ED in connection with its deal with the Future Group. According to sources, Amazon in its filing said the ED is expanding the scope of its investigations by seeking privileged and confidential legal advice it received in ordinary course of business since it started marketplace operations and that such requests aren't related to the agency's probe into the Future-Amazon deal.
Future Retail Ltd (FRL) on Wednesday said it is "committed" to reversal of takeover of its stores by Reliance Retail and will take all such action as may be necessary to seek value adjustments. The Kishore Biyani-led firm also said the action of the Reliance Group has come as a "surprise" to it. Moreover, the action of taking possession of its stores has "complicated" the positive scenario which had started building up after a CCI order in December 2021, FRL said in a regulatory filing.
Reliance Retail will acquire the retail, wholesale, logistics and warehousing businesses of the Future Group. Future Group's financial and insurance businesses are not part of the deal.
In a letter to the Prime Minister, the Women of Big Bazaar SOS group said: "Future Retail and Reliance had entered into an arrangement through which Future's retail stores will continue to be operated by Reliance. Reliance has also committed to clear all debts and dues owed by Future Retail to suppliers and vendors."
Reliance Industries on Saturday said its Rs 24,713-crore deal with the Future Group cannot go ahead as secured creditors of the latter have voted against it.
For the fiscal ended 2021, the group has made a loss of Rs 5,943 crore on sales of Rs 11,723 crore, a drop of 66 per cent over fiscal 2020. The group's total debt was up by 7 per cent to Rs 20,742 crore.
Banking sources said the debt recast is actually 'Plan B' to help the nation's largest retailer stay afloat.
The National Company Law Appellate Tribunal (NCLAT) on Monday adjourned till February 25, the hearing on the plea of e-commerce major Amazon, seeking an interim stay over the order passed by fair trade regulator CCI, which suspended the over-two-year-old approval for its deal with Future Coupons Pvt Ltd (FCPL). When the matter was called for hearing, a two-member bench expressed its difficulties to take up the matter on Monday, as one of the members is retiring in the next four days, after completing his tenure. In this matter, NCLAT would also have to hear other parties such as fair trade regulator CCI, before passing an order and it would take some more time and then the retiring member would not be a part of the bench.
The Supreme Court on Wednesday took note of the consent of US e-commerce major Amazon and Future group and ordered the resumption of arbitral proceedings before the SIAC tribunal over Future Retail's merger deal to the tune of Rs 24,500 crore with Reliance Retail Ltd.
US e-commerce giant Amazon has written to the independent directors of Future Retail Limited (FRL), including Gagan Singh, Ravindra Dhariwal and Jacob Mathew, and its audit committee, providing data and alleging that there have been significant financial irregularities to the prejudice of public shareholders, banks, creditors, and third-party suppliers. Amazon has said this warrants a thorough and independent examination of all relevant facts and related-party transactions, including of past financial years, by an independent agency. Separately, Amazon has written to Securities and Exchange Board of India Chairman Ajay Tyagi, seeking the withdrawal of the regulator's conditional approval granted to FRL related to the merger deal between the Future group and Reliance.
The National Company Law Appellate Tribunal (NCLAT) will hear e-commerce major Amazon's interim plea on February 14, seeking a stay over the order passed by fair trade regulator CCI that had suspended the over two-year-old approval for its deal with Future Coupons Pvt Ltd (FCPL). A three-member bench on Monday directed to list Amazon's plea on February 14 to pass an interim order and stay the operations of the order passed by the Competition Commission of India (CCI) in December last year till it finally decides the matter. "The registry is directed to list on February 14 for hearing," said the NCLAT bench. The appellate tribunal also directed to list the appeals filed by the Confederation of All India Traders (CAIT) and All India Consumer Product Distributors Federation on the same date.