gets NCLT’s approval to withdraw Sony merger scheme
In its BSE filing, informed that the tribunal has recalled its order sanctioned on August 10 approving the merger
Zee Entertainment Enterprises has received the National Company Law Tribunal’s (NCLT) approval to inter alia allowing the withdrawal of the Scheme and recalling the sanctioned order dated August 10, 2023, the company said it its regulatory filing to BSE.
Zee filed application with the NCLT seeking the recall of the tribunal’s order, which sanctioned merger with Sony Group Corporation’s Culver Max Entertainment and Bangla Entertainment.
The original NCLT order, dated August 10, 2023, had approved the merger between ZEEL, Bangla Entertainment Private Limited (BEPL), and Culver Max Entertainment (CME). However, Zee's filing, dated August 29, 2024, requests the NCLT to recall this order, signaling potential hurdles in the merger process.
In addition, on August 30, 2024, Zee withdrew its application and rights to file claims or counterclaims before the arbitral tribunal in the arbitration proceedings related to the merger cooperation agreement dated December 22, 2021. Both CME and BEPL have also withdrawn their rights to file claims or counterclaims in the arbitration proceedings, further complicating the merger's progress.
Due to these withdrawals, the merger scheme, as originally envisioned, cannot be implemented.
On August 27, ZEEL, Culver Max Entertainment Pvt. Ltd., and its group company Bangla Entertainment Pvt. Ltd. (BEPL) reached a comprehensive non-cash settlement, amicably resolving all disputes related to the Merger Co-operation Agreement and the Composite Scheme of Arrangement. As part of the settlement, the companies mutually agreed to withdraw all respective claims against each other in the ongoing arbitration at the Singapore International Arbitration Centre and all related legal proceedings initiated in the NCLT and other forums.
