Look-out notice, insolvency plea, EGM: BJYU’S faces toughest battle yet
Troubles refuse to die out for ed-tech company BYJU’S, which is not only facing the brunt of financial stress but also the wrath of some miffed shareholders, and regulatory and enforcement agencies. In the latest development, the premier probe agency Enforcement Directorate (ED) has reportedly urged the Bureau of Immigration (BOI) to issue a look-out circular (LOC) against its founder and CEO Bjyu Raveendran to ensure they are notified in case he travels abroad.
It is important to note the ED is probing BYJU’S alleged violations of the Foreign Exchange Management Act (FEMA) rules. The ED had issued a show-cause notice to BYJU’S parent Think & Learn Private Ltd and Byju Raveendran concerning the contraventions worth ₹9,362.35 crore in November 2023.
In another blow, a U.S.-based company Glas Trust Company LLC, a non-bank loan agency that represents foreign lenders of BYJU’S, has filed an insolvency plea against it before the National Company Law Tribunal's Bengaluru bench. These foreign banks have collectively extended 85% of the $1.2 billion term loan to the Bengaluru-based ed-tech major. With this, BYJU’S is facing a fourth insolvency petition against the company.
As reported by Fortune India, the Financial Reporting Review Board (FRRB) under the Institute of Chartered Accountants of India (ICAI) has also said that it’ll finalise its report on "alleged financial irregularities" at BYJU’S soon. “Report on BYJU’S is under process. FRRB is working on it,” says ICAI’s newly-elected President Ranjeet Kumar Agarwal has said.
On Friday, i.e. February 23, 2024, a section of shareholders seeking the ouster of CEO and Chairman Byju Raveendran and Divya Gokulnath and Riju Raveendran as Directors have called for an extraordinary general meeting (EGM), though the company has said they have no such right.
In a so-called victory for the troubled company, the Karnataka High Court on Wednesday granted relief to BYJU’S parent, stating that any resolutions proposed to be passed in the 23rd February EGM called by select investors will be "invalid" until the final hearing and disposition of this petition, the company informed, the company informed.
A BYJU’S statement says: "This development marks a significant victory for BYJU’S, with the court recognising the urgent need to protect the company's interests and uphold the principles established by law."
BYJU’S had filed the petition under Section 9 of The Arbitration and Conciliation Act, 1996, arguing that certain investors, including General Atlantic, Chan Zuckerberg Initiative, MIH EdTech Investments, Own Ventures, Peak XV Partners (formerly Sequoia Capital India & SEA), SCI Investments, SCHF PV Mauritius, Sands Capital Global Innovation Fund, Sofina, and T. Rowe Price Associates, had violated the Articles of Association (AoA), the Shareholders’ Agreement (SHA), and the Companies Act, 2013 by calling for an EGM on 23 February 2024.
"The proposed EGM was vexatious and devoid of merit, put forward to disrupt the ongoing rights issue which offers all shareholders an equal opportunity to maintain their shareholding in the Company via participation," says BYJU’S.
The ed-tech major on Wednesday confirmed that its $200 million rights issue has been fully subscribed.