Content of my letter to SEBI dated 17th June, 2019 is as follows,
We wish to highlight once again, an attempt by L & T to cheat the minority shareholders of more than Rs.100 Crores ( Rupees one hundred Crores) This they are able to do with the active connivance of the existing promoters of Mindtree.
We wish to highlight once again, an attempt by L & T to cheat the minority shareholders of more than Rs.100 Crores ( Rupees one hundred Crores) This they are able to do with the active connivance of the existing promoters of Mindtree.
L & T has announced an Open offer for 5,13,25,371 (five crore thirteen lakh twenty five thousand three hundred and seventy one), dividend on these shares will now be paid to the Acquirers instead of the minority shareholders who are tendering the shares. This has been made possible by manipulating and changing the record date by the management of Mindtree.
On 9th April the company announced the record date (RD)
“The Record Date for payment of Interim &/ Special Dividend, if approved, will be April 27, 2019.”
On 17th April 2019 the company has declared that :
“The Final Dividend and the Special Dividend are payable subject to the approval of Shareholders at the Twentieth Annual General Meeting.”
The record date for the Special Dividend and Final dividend has been kept at 8th July 2019, and the date for closing of the offer is 28.06.19 whereas payment will be made on 12.07.19. Since the shares will be transferred from the account of the shareholders, they will not get the dividend, although technically they are still the owner of the shares since the payment will not be made till 8.07.19. No ownership can be passed on to L & T till that date. To add further, even if L & T is to pre-pone the date of payment, they cannot be allowed to take advantage of the dividend and the entire dividend @ 24 ( Special Dividend 20 and Final dividend 4) should be passed on to the shareholders who are tendering the shares.
In their Letter of Offer also it is specifically mentioned that till the date of the Letter of offer all rights to dividend etc. will lie with the shareholders tendering the share :
6.1.2 The Equity Shares tendered under this Offer shall be fully paid-up, free from all liens, charges, equitable interests and encumbrances and shall be tendered together with all rights attached thereto, including all rights to dividends, bonuses and rights offers, if any, declared hereafter, and the tendering Shareholder shall have obtained all necessary consents for it to sell the Equity Shares on the foregoing basis.
This clearly states that the rights to dividends already declared are still vested with the shareholders tendering the shares.
You are requested to immediately direct the Acquirer- L & T, to clarify to the shareholders that, the dividend on the shares tendered and even if accepted, will still come to the account of the shareholder who has tendered the shares.
Shall be obliged for your immediate action in the interest of investor protection and maintaining market integrity.
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