Power struggle grips Sona Comstar after chairperson’s death. At stake: Over ₹8,200 crore promoter shareholding | Company Business News
Just a month after Sona Comstar chairperson Sunjay Kapur died in London, a family dispute has erupted over the inheritance of one of India’s leading auto component makers.
Citing a 2015 will, Sunjay’s mother Rani Kapur has claimed to be the sole beneficiary of the estate of her late husband and company founder Surinder Kapur. In a letter to the Sona Comstar board, she further claimed that she was coerced into signing certain documents without revealing their content by individuals she did not name.
In her 24 July letter, Rani Kapur called for deferring the company’s annual general meeting (AGM) scheduled for the next day. She expressed concern that certain individuals would be appointed to the Sona Comstar board as nominees of the Kapur family without her consent.
New appointment
However, the AGM was held, where Priya Sachdev Kapur, wife of late Sunjay Kapur, was appointed non-executive director.
Rani Kapur’s letter said her son had died “under highly suspicious and unexplained circumstances”, and while she was in mourning, “some people have chosen this as an opportune time to wrest control and usurp the family legacy”. Mint has seen a copy of the letter.
In a press statement, Sona Comstar, officially called Sona BLW Precision Forgings Ltd, acknowledged receiving the letter. The company said it chose to proceed with the AGM based on legal advice received. It also pointed out that Rani Kapur was not a shareholder of the company.
Aureus
At stake is the 28.02% promoter shareholding in Sona BLW, which was worth nearly ₹8,200 crore as of Friday.
Other than Priya Sachdev Kapur, no new appointments were made at the AGM. Vivek Vikram Singh, CEO and MD; Shradha Suri, an independent director; and Jeffrey Mark Overly, independent director and chairperson, were re-appointed.
The company said Priya was nominated by Sona Comstar’s promoter company Aureus Investments Pvt. Ltd, which holds a 28.02% stake. Aureus’ directors include Sunjay Kapur, Dinesh Kumar Agarwal, and Priya Kapur, who was appointed due to a casual vacancy arising, as per company information website Tofler.
The Sona Comstar statement pointed to a May 2019 declaration identifying Sunjay Kapur as the sole beneficial owner of RK Family Trust, a significant shareholder of Aureus. As per company records, Mrs. Rani Kapur has not been a shareholder of the company at least since 2019, it added.
Sona statement
“For clarity, the company confirms that no documents have been signed or obtained from Mrs. Rani Kapur by the company following the passing of Mr. Sunjay Kapur,” Sona Comstar added.
A spokesperson said the company’s stance was made clear in its press statement. Mint could not reach Rani Kapur and Priya Kapur for comment. Amid the developments of the day, Sona Comstar’s shares fell 4% as against a 1% fall in Nifty Auto. The stock has lost a tenth since Kapur’s demise.
Vaibhav Gaggar, Rani Kapur’s lawyer, disputed company’s statement that she doesn’t hold any shares in the company.
“Post-2015, she was the one controlling everything for the trust of the family. Whatever be the structures which were put in place, ultimately, she was the one who was the controlling head. As far as the details go, she was not the one who was handling the day-to-day affairs; so, she is not aware of the full details. She is asking the company to cooperate and give full details.”
Next steps
With the company denying any impact and moving ahead with the AGM, Gaggar said the next steps in the issue has to be taken by Rani Kapur.
“Nothing has been decided on the next steps yet.”
On the structure of the company and who was the controlling trustee of RK Family Trust which is at the centre of the dispute, Gaggar did not clarify.
“There is a lot to it. It will start unfolding. Ms Kapur has talked about some very suspicious things,” he said, without elaborating.
Aureus Investment’s shareholders as of 31 March 2024 include RK Family Trust (65.69%), Raghuvanshi Investment Pvt. Ltd, (27.81%) and Sunjay Kapur (6.5%), as per a regulatory disclosure made in November. Vivek Vikram Singh, MD of Sona Comstar, and Kiran Manohar Deshmukh also hold an insignificant stake.
Just a week after Kapur’s death, on 20 June, Aureus held an extraordinary general meeting, where Priya Kapur was appointed as managing director for three years at a salary of ₹1 crore per month. The reason was given as the creation of a casual vacancy due to Kapur’s demise.
Rani Kapur is one of the directors at Raghuvanshi Investment Pvt. Ltd along with Nitin Sharma, company secretary and Dinesh Kumar Agarwal. Kapur was appointed as director on 19 February, 2016, as per statutory disclosures.
Little impact
“The management’s commentary post Sunjay Kapur’s demise was clear, and the plan was laid out. Given the opportunities for the company in international markets and the domestic market, there shouldn’t be much of an impact in the near term,” said Saji John, Senior Research Analyst at Geojit Financial Services.
Sunjay Kapur died on 12 June this year due to a sudden heart attack while playing polo in Windsor, England. Reports indicate that a bee flew into his mouth during the match, which may have led to a heart attack. He is survived by his third wife Priya, mother Rani, children Samaira, Kiaan and Azarias, and sisters Mandhira Kapur Smith and Superna Kapur Motwane.
Azarias is his son with Priya. Sunjay’s second wife was Karisma Kapoor, and Samaira and Kiaan are their children. He was first married to Nandita Mahtani.
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