To
Shri Alok Tandon
Union Mines Secretary
Dear Shri Tandon,
You are aware of my correspondence with the Cabinet Secretary and the Ministry of Corporate Affairs on a disclosure filed by the Vedanta Group in the national stock exchanges on 19-1-2023 on a proposal allegedly approved by the Board of Hindustan Zinc Ltd (HZL) to acquire the group’s zinc subsidiary in Mauritius. I had marked copies of my letters to your office also. The relevant correspondence can be readily accessed at https://countercurrents.org/2023/02/ministry-of-mines-dubious-stand-against-hzls-proposed-acquisition-of-overseas-zinc-mines-through-a-mauritius-based-company/ & https://countercurrents.org/2023/03/resolution-of-hzls-board-of-directors-on-acquisition-of-thl-zinc-ltd-mauritius-role-of-independent-directors/?swcfpc=1
I am aware of your Ministry’s letter dated 17-2-2023 addressed to HZL indicating your opposition to the said proposal.
Meanwhile, I have come across a disclosure filed by the Vedanta Group before the national stock exchanges vide their letter dated 7-2-2023 stating that “the said proposed transaction was approved by the Board of Directors of Company at its meeting held on January 19, 2023 on the recommendation of the Audit Committee, subject to receipt of requisite regulatory approvals including shareholder’s approval, as may be necessary“. I find that your Ministry was represented on HZL’s Audit Committee which had apparently approved the proposal. This is in conflict with what your Ministry has been saying.
Has the Vedanta Group made an erroneous disclosure to the stock exchanges? If it is so, I suggest that you bring it to the notice of the Ministry of Corporate Affairs for necessary action.
It appears that the Vedanta Group has, all along, tried to steamroll this proposal, ignoring the requirements under the Companies Act, which stipulates that the directors involved in “related party” transactions shall not vote on such resolutions. I am sure that the Ministry of Corporate Affairs will investigate it thoroughly.
I hope that your Ministry examines the concerns I have raised all along on any move by the Vedanta Group to force HZL to forego its cash earnings in exchange for ownership of a Mauritius-based entity, embroiled in its own multiple related-party transactions with their associated liabilities.
Regards,
Yours sincerely,
E A S Sarma
Former Secretary to Government of India
Visakhapatnam
