CALCUTTA, Dec 1: Philips India Ltd was today forced to order a poll on its resolution relating to the sale of its Salt Lake factory after three financial institutions - which are together the second largest shareholder - protested the lack of information regarding the deal.At the extraordinary general meeting here, Life Insurance Corp of India, General Insurance Corp and Unit Trust of India - which hold a 20.88 per cent stake - protested formally and called for a poll.The ten-member board, which was present in full strength, got heavy flak from shareholders. Philips had proposed two resolutions - the first relating to the Salt Lake factory and the second for the sale of the Loni unit near Pune, which makes non-ceramic passive components.But, at the outset, Philips India chairman DN Ghosh dropped the second resolution and said only the sale of the Salt Lake factory to Kitchen Appliances India Ltd, a nominee of Videocon International Ltd, would be discussed.On Tuesday, Justice Sujit Kumar Sinhaof the Calcutta High Court had stayed the company from "giving any effect" to the resolutions. The case was filed by Peico Workers Union, Calcutta and Philips Employees Union, Mumbai.At the EGM today, shareholders did not allow Ghosh to make his formal opening speech, claiming that he should not chair the meeting because the case is in court. Ghosh was slated to give a four-page clarification for the resolutions, which was later distributed among reporters present at the meeting.MS Ghosh, assistant secretary (pension cell) of LIC, speaking also on behalf of GIC and UTI, said the FIs were protesting against the resolution and demanding a poll because they were not given detailed information regarding the deal between Videocon and Philips. LIC's executive director for investments has already written a formal protest to the management of Philips. Among the minority shareholders present were 30 employees from all over the country. They said Philips had not allowed them to check the proxies and allegedthat these had been tampered with.Kiran Mehta, a shareholder from Mumbai, alleged that the proxy form sent by Philips' Dutch parent had also been tampered with."The proxy did not have the necessary attested and authorised signature. Moreover the form itself was different from the ones issued to the minority shareholders. The revenue stamps were affixed over the signature. Apart from this, more than 100 other proxy forms were found incomplete and invalid," Mehta said. He later told reporters that they may go to court on this issue.Ghosh declined to present the proxy forms for scrutiny despite repeated appeals from the shareholders.Chaos turned into pandemonium when Ghosh refused to let the shareholders nominate a member as a scrutiniser of the poll. Ghosh named Asish Dey and Amal Sen as the scrutinisers. Following sharp protests, he then replaced Dey with SC Jha, the nominee of ICICI Ltd on the board.Immediately after this announcement, Sen wanted to back out but agreed to accept thescrutinisers job following requests from the board members.
