The Adani group on Tuesday told the Bombay High Court it has, by consent with South African firm Bidvest, extended the time to make payment and transfer shares owned by Bidvest in the GVK Group-run Mumbai Airport (MIAL).
Adani had moved the high court last month seeking execution of its agreement with Bid Services Division Mauritius (Bidvest) for sale of its stake in the airport.
“As per the agreement, the date to make necessary payment and transfer the shares was September 30. The date has now been extended to November 7 with consent by the Adani group and Bidvest,” Adani’s counsel, Vikram Nankarni, told a single bench of Justice A K Menon.
He added that due to the extension, Adani was not seeking any urgent relief at this stage.
Nankarni further told the court that as per an order passed by an arbitration court on September 15, the GVK Group has been given time till October 31 to deposit the purchase price of Bidvest’s shares.
As per the arbitration court’s order, if GVK fails to deposit the amount, Bidvest would be free to sell its shares to any third party after securing necessary regulatory permissions.
“Since Adani is not privy to the arbitration proceedings, we are only seeking a direction to Bidvest to inform and give Adani a notice period of two days if GVK does make the deposit by the said date. This would enable Adani to move court,” Nankarni said.
Justice Menon, however, refused to pass any such directions and adjourned the matter for further hearing on November 5.
Bidvest owns 13.5 per cent in the country’s second busiest airport, along with ACSA Global (Airports Company of South Africa) which owns 10 per cent, Airports Authority of India (26 percent) and GVK Airport Holdings, which is the majority owner with a 50.5 per cent ownership.
Bidvest had entered into an agreement with Adani group to sell its entire stake in the airport for a consideration of Rs 1,248 crore or Rs 77 a share.
Adani, in its suit filed on September 4, has claimed that its share purchase agreement dated March 5, 2019 with Bidvest, held through its Mauritian arm, is valid, subsisting and binding.
It has sought a direction to the South African company and the other shareholders in MIAL to do everything necessary to give effect to the agreement and, pending final hearing of the suit, direct the company to not create any third-party rights in respect of the process.
As per the petition, GVK had exercised its right of first refusal before the 30-day mandated time frame on April 4.
According to the suit, this April, Bidvest had given a notice to GVK and ACSA Global along with a copy to the AAI stating it was prepared to transfer the sale shares.
GVK purportedly exercised its right under clause 3.7 of the shareholders agreement (rights of first refusal) to purchase the shares.
However, GVK failed to purchase the same within the time period prescribed in the agreement, the plea said.
Instead, GVK moved the Delhi High Court seeking an injunction against Bidvest from offering or selling its shares to any person other than GVK, Adani said in its suit.
Though the Delhi High Court on July 2 dismissed the petition noting that the company had not shown its willingness to complete the deal, a division bench later sent the dispute for international arbitration and then GVK sought time till September 30 to close the deal, which Bidvest refused.
GVK has control and/or significant influence over the management of MIAL and unless directed by this court will not act or do all such deeds and things, as may be necessary to give effect to the transfer of shared by Bidvest to the plaintiff, the suit said.
