Future Group Vs Amazon: Supreme Court Sends Case Back To The Beginning

Kishore Biyani, chief executive officer of Future Group. (Photographer: Dhiraj Singh/Bloomberg)

The Supreme Court of India has set aside adverse orders against the Future Group and its promoters which included a direction to attach the assets of some group companies and promoter Kishore Biyani.

In its written order, the apex court noted that the single judge bench of Justice JR Midha didn't give the Future Group enough time to respond to Amazon's enforcement petition. This was a violation of the principles of natural justice, the Supreme Court pointed out.

To recap, in March last year, Delhi High Court's bench of Justice Midha upheld the Emergency Arbitrator's award that went in favour of Amazon.com NV Investment Holdings LLC. The order of the Emergency Arbitrator, which put on hold Future Group's transaction with Mukesh Ambani's Reliance Group, was valid and capable of being enforced under Indian law, Justice Midha had concluded.

In addition, the high court bench had stated that:

Assets of Future Retail, Future Coupons, Kishore Biyani and others to be attached.
Directions to file details of their assets.
A show-cause notice issued to Kishore Biyani and others as to why they should not be detained in civil prison.
The court had also directed that competent authorities be approached for recall of the orders passed on their applications in violation of the Emergency Arbitrator's order.

Future Coupons Pvt. and Future Retail Ltd. had challenged this order of Justice JR Midha in the Supreme Court through a special leave petition. The apex court set aside the high court order, including the directions against the company and the promoters.

Supreme Court Emphasises On Adherence To Principles Of Natural Justice

The judgment delivered by the top court examines the orders passed by Justice JR Midha and agreed with the Future Group that it wasn't granted adequate time to reply by the high court.

The apex court bench, presided by Chief Justice of India NV Ramana, noted that the high court had granted 24 hours to Future Group on Jan. 29, 2021, before passing the interim orders on Feb. 2.

The top court said that principles of natural justice are built into the rules and procedures of the court and are expected to be followed meticulously.

It is expected of the courts to be cautious and afford a reasonable opportunity to parties, especially in commercial matters having a serious impact on the economy and employment of thousands of people.

Supreme Court of India

The opportunity provided to Future Group was insufficient and cannot be upheld in the eyes of the law, the Supreme Court said.

Further, the bench also took note of Amazon's submissions that it was not interested in pursuing punitive directions of the high court which were passed against the Future Group companies and the promoters.

Separately, the top court also set aside the October, 2021 order by Justice Suresh Kumar Kait of the Delhi High Court. In this order, the high court had declined Future Group's plea to grant a stay on the main arbitral tribunal's order. The SIAC arbitral had directed that the status quo on Future Group-Reliance deal should continue.

Future Group challenged this arbitral tribunal's order in the high court which agreed to hear the petition but declined to pass an interim order of stay.

The Supreme Court of India has now directed the high court to hear and decide the matter afresh.

In light of this apex court ruling, here's where Future Group vs Amazon litigation stands:

The main arbitration dispute between the two parties has earlier been stayed by a division bench order of the Delhi High Court.
The Supreme Court will hear Amazon's petition challenging the stay granted by the high court on Tuesday.
The Delhi High Court will re-hear Future Retail's petition against Singapore tribunal's halt on asset sale deal with Reliance.
The National Company Law Tribunal is examining the scheme of amalgamation in the transaction. The NCLT has been asked by the top court not to pass any final orders in the proceeding.

Meanwhile, Future Retail is also staring at the possibility of being classified as a non-performing asset. The group has failed to pay the dues of the lenders worth Rs 3,500 crore the deadline for which expired in Dec. 31 and the 30-day grace period ended on Jan. 29.

Future Retail has challenged the event-of-default notices by the lenders and sought a stay on being classified as an NPA. But the lenders of the company have opposed the petition.

The Supreme Court has asked the lenders to file an affidavit on Future Retail's petition and will take up the case after the replies are filed.

Meanwhile, Amazon attempted to rescue Future Retail by proposing to advance funds, a move that's been described by the retailers independent directors as posturing.