Amar Ujala takeover bids averted; CLB draws adverse inference against minority shareholders

In a landmark judgment, the Company Law Board on July 10, 2006 drew an adverse inference on the financial dealings of the minority shareholders led by Ajai Agarwal in their bid to buy out the 64.67 per cent of equity stake held by the majority shareholders, led by Atul Maheshwari, Managing Director, Amar Ujala, in Amar Ujala Publications.

e4m by exchange4media Staff
Published: Jul 12, 2006 4:12 PM  | 3 min read
Amar Ujala takeover bids averted; CLB draws adverse inference against minority shareholders

In a landmark judgment, the Company Law Board (CLB) on July 10, 2006 drew an adverse inference on the financial dealings of the minority shareholders led by Ajai Agarwal in their bid to buy out the 64.67 per cent of equity stake held by the majority shareholders, led by Atul Maheshwari, Managing Director, Amar Ujala, in Amar Ujala Publications.

S Balasubramanian, Chairman of the CLB conclusively held that “… I have come to the conclusion that the consent order was obtained by concealment of material fact and that the petitioners have breached the terms of the said order, even in the absence of any stipulation in the consent order to the specific effect, the respondents will have the right to purchase the shares of the petitioners.”

Earlier, with a view to end the dispute amicably, under the Consent Order dated January 25, 2006, the minority shareholders controlling 35.33 per cent equity in Amar Ujala were given the first option to buy out the majority shareholders equity holding of 64.67 per cent in the company for Rs 252 crore.

The consent order dated January 25, 2006 expressly noted that since “… both the parties expressed their desire to keep the business of the company within the family and that is why the option was given to the petitioners to either buy or sell, the petitioners having opted to take full ownership and control of the company – that is within the family – they shall not either directly or indirectly facilitate or negotiate or shop around with any third party for a period of three years to either acquire the ownership or control of the company.”

The minority shareholders, however, forged a third party funding arrangement with Mediavest India Pvt Ltd, a Zee Group company, and an unknown merchant banker to buy out the majority stakes for Rs 252 crore. Even the very first installment of 5 per cent of Rs 252 crore amount of consideration due to majority was paid directly from the current account of the Mediavest India.

The terms of the MOU between the Ajai Agarwal faction and the financiers have been the bone of contention. Majority shareholders controlling Amar Ujala alleged that the minority group was engineering a third party takeover of Amar Ujala under the garb of the consent order for amicable dispute settlement.

The Board observed that, “The terms of the MOU are so unrealistic that no man of ordinary prudence, leave alone a business person, would be convinced that it is a pure and simple financial arrangement.”

The Board further observed, “There was not even a whisper that the petitioners would be able to mobilise funds to avoid the lenders from taking over the control of shares.”

Expressing deep concern over the terms of the MOU, the Board observed that, “the whole arrangement of financing for acquisition of shares of the respondents does not appear to be a straight forward one and it is only a prelude to the final takeover of the company after the period of three years.”

Reversing the roles of the two warring faction, the CLB Chairman passed an order on July 10, 2006 directing the majority shareholders of Amar Ujala to pay out the minority shareholders their dues in terms of the consent order dated January 25, 2006.

The majority shareholders of Amar Ujala, led by its MD, Atul Maheshwari, have been directed to pay the Ajai Agarwal faction an amount of Rs 138 crore beginning August 1, 2006 in a period spanning over nine months.

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E4M Our strategy is to target younger audiences through Sports: Rajiv Dubey, Dabur

The Head of Media at Dabur India spoke exclusively to exchange4media on the World Cup, associating with Indian Idol, the company’s digital spending and much more

e4m by e4m Staff
Published: Oct 27, 2023 6:15 PM  | 1 min read
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With quirky campaigns, memes and moment marketing, timed with the ongoing World Cup and particularly the India-Pakistan matches, Dabur India has got considerable consumer attention for its popular brands – Red Paste, Cool King Hair Oil, Chyawanprash, Dabur Vita and the recently launched Bae Fresh Gel toothpaste.

The 140-year-old company is going big on key sporting events, World Television Premiere (WTP) movies and reality shows. It is now gearing up to become the title sponsor of popular talent show ‘Indian Idol’ on Sony TV for the first time, shared Rajiv Dubey, who leads the media strategy at Dabur.

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Swapan Seth's new book 'COOL' is out

The book is a reflection of the author's 'eclectic taste across categories'

e4m by e4m Staff
Published: Oct 27, 2023 6:07 PM  | 1 min read
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Advertising professional and art collector Swapan Seth has announced the launch of his new book COOL. The book is described as "a ready reckoner to the hip and the happening, of the known and the very unknown."

The book is a reflection of the author's "eclectic taste across categories: from boltholes to exotic hideaways."

COOL has been published by Simon & Schuster India and is available on Amazon.

Seth is an ad veteran with a long and illustrious career in the industry. He became the youngest-ever Creative Director at Clarion at age 24. He was VP at 26 at Trikaya Grey. Two years later, he started his agency Equus.

He writes for publications such as The Economic Times, Hindustan Times and India Today. This is his second book and he has previously published THIS IS ALL I HAVE TO SAY.

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Disney Star signs 9 sponsors for Asia Cup PAK

Charged by Thums Up, Nerolac Paint+, Amazon Pay, Jindal Panther, My11Circle, MRF, Samsung Galaxy Z Flip5, Wild Stone and Thums Up come on board

e4m by exchange4media Staff
Published: Aug 26, 2023 11:48 AM  | 1 min read
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e4m Staff Disney Star has signed nine broadcast and digital streaming sponsors for the upcoming Asia Cup.

Charged by Thums Up, Nerolac Paint+, Amazon Pay, Jindal Panther, My11Circle, MRF, Samsung Galaxy Z Flip5, Wild Stone and Thums Up have come on board for the upcoming tournament.
As reported earlier by exchange4media, Disney Star has sought Rs 26 crore for the co-presenting sponsorship on TV and Rs 30 crore for Disney+ Hotstar.

According to industry sources, the associate sponsorship on Star Sports has been priced at Rs 19.66 crore, whereas for the ‘powered by’ sponsorship on Disney+ Hotstar, the broadcaster is seeking Rs 18 crore.

As per the information available with exchange4media, Disney+ Hotstar has three sponsorship tiers-- co-presenting (Rs 30 crore), powered by (Rs 18 crore) and associate sponsorship (Rs 12 crore). The broadcaster is offering an estimated reach of 120-140 million for co-presenting sponsors, 90-100 million for powered by and 60-70 million for associate sponsorship.

A spot buy for 10 seconds has been priced at Rs 25 lakh for the India vs Pakistan matches, while for the non-India matches, the ad rate for 10 second is Rs 2.3 lakh. The India matches plus the final for ODIs has been priced at Rs 17 lakh per 10 seconds.

Asia Cup is scheduled to be held from 30 August, 2023, to September 17, 2023.

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Sorted 360 wins creative & social media mandate of Reliance Mall

The agency will manage offline and online campaigns for Reliance Mall

e4m by exchange4media Staff
Published: Aug 26, 2023 10:54 AM  | 1 min read
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Sorted 360, an integrated creative and social media agency, has won the mandate to providing brand solutions for Reliance Malls across India.

“Sorted 360 is set to enhance Reliance Malls' market presence with their unparalleled creative prowess and strategic thinking,” read a press release.

“Sorted 360's commitment to pushing the boundaries of creative communication aligns perfectly with Reliance Malls' ethos. With a pan-India presence spanning across 19 cities and growing, Reliance Malls has consistently captivated customers by offering an array of Reliance brands and third-party fashion & lifestyle brands. The mall has established an unparalleled connection with its patrons through superior quality, a remarkable value proposition, and an unmatched shopping experience,” it read further.

"We are thrilled to welcome Sorted 360 as our trusted partner in advancing our brand presence across the nation," said the Head of Marketing at Relaice Malls. "Their proven expertise in retail, shopping center management, and innovative creative strategies make them the perfect fit for our vision."

"Partnering with Reliance Malls is a testament to our commitment to shaping extraordinary brand experiences," remarked Prerana Anatharam, Co-founder of Sorted 360. "We are excited to leverage our strategic and creative acumen to further elevate Reliance Malls as the epitome of convenience, choice, and excellence."

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e4m by exchange4media Staff
Published: Aug 25, 2023 4:39 PM  | 1 min read

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e4m by exchange4media Staff
Published: Aug 25, 2023 4:38 PM  | 1 min read

KlugKlug onboards Hemang Mehta as Country Manager for Indias

Mehta was most recently Head of Agency Relationships at Network 18 Media & Investments

e4m by exchange4media Staff
Published: Aug 24, 2023 3:35 PM  | 1 min read
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KlugKlug has appointed Hemang Mehta as its Country Manager for India.

Mehta will play a pivotal role in driving KlugKlug's growth and expansion within the Indian market and be responsible for Sales & GTM Strategy

Prior to that, he has also represented organisations like Exponential (now VDX.tv), India Today Digital and Rediff.com. His expertise spans various domains including digital media sales, mobile marketing, media planning, and buying, social media marketing, and more.

Hemang Mehta expressed his enthusiasm about joining KlugKlug, saying, "I am thrilled to be a part of KlugKlug, a forward-thinking platform that is reshaping the influencer marketing landscape. As much as I look forward to collaborating with the exuberant team at KlugKlug, I am super excited to interact with the brands to deliver powerful data-backed Influencer solutions that will guarantee business outcomes."

Commenting on the appointment, Kalyan Kumar, Co-Founder and CEO of KlugKlug, stated, "We are excited to welcome Hemang Mehta to our team as the Country Manager for India. His extensive experience in digital media sales and marketing will be instrumental in driving our efforts to provide influencer marketing solutions to our clients. We believe Hemang's leadership will be key in scaling our operations and expanding our reach within the Indian market."

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