Shapoorji Pallonji and Khurshed Daruvala, the promoters of Sterling and Wilson Solar have said that they are evaluating legal options “on the malicious report” filed by InGovern, a corporate governance advisory firm which had alleged several wrongdoings.
“We would like to reiterate that this entire report is malicious, misleading, defamatory and without any attempt to ascertain the facts of the matter from us. The sensationalism in this report is more an attempt to further erode investor wealth rather than its stated objective of working in the interests of the investors,” the promoters said in a statement.
“As promoters, we are evaluating our legal options on the malicious report filed by InGovern,” they added.
The promoters continue to stand by the commitments made to facilitate full repayment of the balance inter-company loans as has been discussed in depth along with the Audit Committee and the Board of Directors of the Company, in their respective meetings within the time frame that has been communicated, the statement said.
Slamming the InGovern report on the company, the promoters have said that the report contains factually incorrect, misleading and unverified statements. “The author of the report has acted irresponsibly as he has neither found it appropriate to ascertain the facts nor provide us with a draft of the report for our response. This appears an attempt to malign the reputation of the promoters using the media,” they added.
They added that InGovem mischievously ignored the main objects mentioned in the prospectus and picked up only the disclosure on utilisation made by the promoters. The utilisation of proceeds was an added intent of the promoters and cannot be directly construed to be the object of the offer. “The promoters would like to state that this intent is intact and is suitably demonstrated by facilitating repayment of Rs 1,000 crore as committed by 31st December 2019,” the statement said.
“We completely deny any misleading statements being made in the prospectus. Being an OFS, the promoters were under no obligation to mention the utilisation of proceeds. In fact, the promoters made this disclosure in good faith even though it was not required by law. There is thus no legal default as is being sought to be made out,” the promoters said.
They added that InGovern, for reasons best known to them, has chosen to ignore both the withdrawal of the non cooperation by ICRA as well as the present rating given by India Ratings.
The promoters have also kept their commitment on facilitating repayment of Rs 1,000 crore from the date of listing which does not seem to be taken into account in the payment schedule given in the report. Thus, the intent of the promoters is being maliciously brought into doubt, they added.
It is important to note that the Board of Directors while approving the repayment schedule levied additional interest of 100 basis points and there is no financial loss to Sterling and Wilson Solar Limited on account of reschedulement and it is illogical to link the stock price reduction to this aspect.
“By mentioning that the share price has fallen solely due to the nonrepayment of loan, the report has once again mischievously ignored that the majority of the fall in the share price had already taken place even before the rescheduling of the repayment period was disclosed to the Stock Exchanges,” added the promoters.