Cold vibes and emotional speeches marked the 10th AGM of Yes Bank, which is in the midst of a legal fight between its two largest shareholders – Rana Kapoor and Madhu Kapur.
Among other resolutions passed today were the re-appointment of Rana Kapoor as the MD and CEO. The results of the shareholder voting at the AGM will be declared on Monday.
Madhu Kapur, who is fighting a legal dispute against the bank and Rana Kapoor, in a note to shareholders on May 30, requested them to vote against Kapoor’s re-appointment, which was approved by the RBI. Kapur is the widow of Yes Bank co-promoter Ashok Kapur.
She, along with daughter Shagun Gogia, filed a case in Bombay High Court against the bank and Rana Kapoor in June last year seeking rights as a promoter to nominate directors on the Board. However, this was rejected by the bank on grounds that as a successor she cannot inherit the rights of a promoter under the Articles of Association.
Kapur is also opposed to the appointment of six directors including M.R. Srinivasan, Ravish Chopra and Diwan Arun Nanda - appointed last year, as she, being a co-promoter, was not consulted before the appointment.
“Many details such as Arun Nanda was a part of the audit committee of the now financially troubled Kingfisher Airlines have not been disclosed in the profile of the appointed directors,” said a source close to Madhu Kapur.
The source from the Kapur camp said that by the time they entered the AGM hall there were no empty seats.
In an emotional address to the shareholders, Madhu Kapur (as per a copy of her speech at the AGM) said “In the entire Annual Report, you will not find any reference to the Court Order or even to the suit filed by me…In the end, I can say confidently Rana, my husband Ashok would not have treated your wife Bindu in the manner you have treated me.”
In the presence of 8 of 10 Board of Directors, M R Srinivasan, Non Executive Chairman of the bank told shareholders, “The second largest shareholder (Madhu Kapur) who has raised some issues about governance has recommended the approval of resolutions pertaining to the finalisation of the Books of Accounts, and for payment of dividend which is an all time high of 80 per cent... The said shareholder has not challenged the same.
“Under these circumstances, the intent behind such allegations (by Madhu Kapur) is clearly mala fide and to pursue vested interest. I am satisfied that the Board of the Bank has always acted in a manner, which is in accordance with law, and has upheld the principles of corporate and management governance.”
On June 12, the court rejected Madhu Kapur’s application for grant of any ad-interim relief against passing of resolutions at AGM.
The final court hearing is on July 23.