Over a month after Invesco asked for removal of Punit Goenka, MD and CEO of Enterprises (ZEE), from the company’s board, Goenka issued his first official statement, stating disappointment on the way the current situation has unfolded.

While acknowledging that Invesco has been an extremely strong support to ZEE, for the most part, he said that it pains him to see this “relationship going sour today and the unfortunate circumstances that we are all facing.”

On September 11, Invesco, the largest shareholder of ZEE with a 17.88% stake in the company had sent a requisition notice to the company’s board seeking an extraordinary general meeting (EGM) of the shareholders seeking removal of Goenka and two other directors from the board.

While the two directors have since quit, Invesco also wanted to induct six new independent directors of its choice on the board.

Initially, the offshore investor did not share the reasons for asking for Goenka’s ouster and board reconstitution. However, once ZEE announced a potential merger with Sony Pictures Networks India (SPN), Invesco raised issues including corporate governance lapses and said it will “firmly oppose” any strategic deal structure that “unfairly rewards” select shareholders, such as the promoter family, at the expense of ordinary shareholders.

Later, Goenka had informed the ZEE board of a similar deal that Invesco had presented in February, which he refused.

At present, both the parties have filed cases in the courts – Invesco moved the National Company Law Tribunal (NCLT) seeking a direction to conduct an EGM, while ZEE rejected the requisition notice terming it invalid over multiple legal infirmities and filed a civil suit in the Bombay high court seeking to declare the notice invalid.

“My demeanour is not to indulge in an ill-natured fight,” Goenka wrote. “Such battles are best handled by legal experts. All I am contending for is to preserve the future of this company, and not my position. This fight is to ensure the company continues to gain immense growth opportunities and become a stronger and more formidable player in the media & entertainment sector.”

He also said that silence may be the best answer at times, but he has realised that in certain situations it is “better to break it at the right time, so that truth comes to the fore”.

He said that he has been compelled to break his silence on the on-going matter.

“I have always been extremely transparent in all my communications… I truly hope that this will be my first and last communication on this matter, so that we can focus on our value-creation journey at ZEE,” he said.

“I have strived very hard to build the company into this successful entertainment powerhouse that it has become today. This success is a result of the hard work sown in by thousands of people every single day across our offices,” he added. “As a proud parent of this institution that we have nurtured together, it has only made me proud to note the interest from leading companies across the globe, to partner with us and be a part of our extraordinary future.”

According to Goenka, all he wants is a “better tomorrow” for ZEE, one that is filled with “higher returns”, “value for shareholders” and “immense growth opportunities” for the company and its people. But one, that is also formed with utmost honesty, transparency and positivity.

“Unfortunately, the way the current situation is unfolding is what disappoints me,” he said.

Goenka said that the key reason for him to present the series of communications exchanged with Invesco to the board was to bring the truth out in the interest of all our stakeholders.

“The only reason I did not agree to the proposal was because the shareholder value was getting compromised,” he added, while adding that he will withstand “any amount of pressure” to preserve ZEE’s intrinsic value and ensure that nothing impacts the returns being delivered to all the shareholders.

“I acknowledge the stance that has been taken by Invesco, but communications pertaining to such proposals are always well-documented, and they speak to the contrary,” he added.

Stating that the company’s lawyers will do the needful in the court of law, as deemed necessary, he did raise some questions on accountability and corporate governance on Invesco’s part.

“Why didn’t Invesco make its plans public earlier? Does good corporate governance only apply to corporates and not their institutional investors?” he asked, while maintaining that he has complete faith in the Indian judicial and regulatory system and is most certain that these questions will be answered.

“We will ensure that no one maligns the intrinsic value of this company for their own benefit, and I continue to pursue this in the best interests of all our shareholders, and at immense personal costs,” Goenka said.

Goenka pointed out that it is not about one versus the other. “The shareholders and management of a company are two sides of the same coin. It is all about increasing the value of that coin together, for the betterment of all the shareholders and the Company at large.”

“Ultimately, truth is mighty and my hope is that in the end, it is only truth and justice that will prevail,” he signed off.