Amazon files plea with Delhi HC to enforce SIAC interim order

Amazon has said the interim injunctions granted by the Emergency Arbitrator (EA) are enforceable under the Indian laws under the Arbitration and Conciliation Act as the order is deemed to be an order of the Court and is enforceable under the Code of Civil Procedure.

New Delhi: US online retail giant Amazon has moved Delhi High Court to block partner Future Group from selling retail assets to Reliance Industries that had received a nod from market regulator SEBI and stock exchanges.

The e-commerce giant is seeking enforcement of the Singapore arbitrator's interim order to stall Rs 24,713-crore Future-Reliance Industries Ltd (RIL) deal.

The move comes just days after the Future-RIL deal received nod from market regulator SEBI and bourses.

In its latest petition, Amazon has said the interim injunctions granted by the Emergency Arbitrator (EA) are enforceable under the Indian laws under the Arbitration and Conciliation Act as the order is deemed to be an order of the Court and is enforceable under the Code of Civil Procedure.

Amazon has prayed that the Court issue “an injunction against the Respondents (Future group), in light of the directions passed by the EA, from relying upon any approval granted by any regulatory body or agency in India arising out of any application initiated or pursued by the Respondents, contrary to the directions in the Order, including without limitation, the no objection granted by the SEBI and as also approvals granted by the BSE, NSE and CCI.”

The interim ruling by the Singapore International Arbitration Centre (SIAC), which was valid till January 23, now stands extended till further modification.

“… in view of the constitution of the Arbitral Tribunal, the Order stands automatically extended for the duration of the Arbitration Proceedings unless it is reconsidered/ modified/vacated by the Arbitral Tribunal,” the petition said, a copy of which was seen by PTI.

Amazon pointed out that since no application for reconsideration/ modification/ vacation of the order has been preferred till date by any party, the order stands automatically extended.

Amazon declined to comment while emails sent to Future did not elicit a response.

Amazon, in its petition, contended that the interim order passed by the EA in October last year is ”binding” and that if Future went ahead with the transaction, it would cause not only “irreparable loss and injury” but also vitiate Amazon's entire investment into Future Coupons.

The e-Commerce major has also requested the High Court to issue injunction order restraining the Future Group from “filing or pursuing any application before any person, including regulatory bodies or agencies in India, or requesting for approval at any company meeting” of the companies including Future Coupons, Future Retail, Future Coupons Resources Ltd and Akar Estate and Finance.

Amazon alleged that the majority of the respondents, which includes Future group firms as Future Coupons, Future Retail and promoters including its group CEO Kishore Biyani have “deliberately and maliciously” disobeyed the order passed by the emergency arbitrator (EA) “without even challenging it in accordance with law”.

“This is despite the fact that the Majority Respondents have participated through counsel in an elaborate hearing before the Emergency Arbitrator and filed multiple written pleadings, including on the merits of the dispute,” said Amazon in its petition.

Such action of simply ignoring the order and continuing with the transaction with RIL is not only “contumacious” but calls into serious question their respect for enforceability of contracts, the rule of law, and the administration of justice, including the arbitral process, it said.

"The Petitioner (Amazon) therefore seeks appropriate reliefs under Order 39 Rule 2A of the CPC, to protect and safeguard its interests as well as uphold the authority of the Arbitral Tribunal comprising the Emergency Arbitrator under Section 17(2) of the A&C Act," it added.

In August 2019, Amazon had agreed to purchase 49 per cent of one of Future's unlisted firms, Future Coupons Ltd, with the right to buy into the flagship Future Retail after a period of three to 10 years.

Future Coupons holds 7.3 per cent equity in the BSE-listed Future Retail, which operates popular supermarket and hypermarket chains like Big Bazaar -- through convertible warrants.

Amazon had dragged Future Group to arbitration at the Singapore International Arbitration Centre (SIAC) in October last year, arguing that Future violated its contract with the US firm by inking a deal with rival Reliance.

In August 2020, Future group had entered into a deal with billionaire Mukesh Ambani's RIL to sell its retail, wholesale, logistics and warehousing units in a Rs 24,713-crore deal.

On October 25, an interim award was passed in favour of Amazon with a single-judge bench of V K Rajah barring FRL from taking any step to dispose of or encumber its assets or issuing any securities to secure any funding from a restricted party.

Post that, Amazon has written a series of letters to regulators including SEBI, CCI and bourses (BSE and NSE) urging them to suspend their review of the deal. The deal has been cleared by SEBI and the bourses albeit with riders.

Future Group has to seek shareholders' nod as well as get an approval from the National Company Law Tribunal (NCLT) for the deal.

In November last year, the Future Group had approached the Delhi High Court, requesting it to restrain Amazon from writing letters to regulatory authorities about the SIAC arbitral order. However, a single-member bench on December 21, rejected Future group's plea but gave a go-ahead to regulators to decide on the deal.

(PTI)