Bennett Coleman Withdraws Delhi HC Plea Against Lord's Mark Share Listing Following Settlement

Bennett Coleman and Co. Ltd. (BCCL), publisher of The Times of India, has withdrawn its petition before the Delhi High Court challenging the proposed listing and commencement of trading of shares of Lord's Mark Industries Ltd.

The withdrawal came after Lord's Mark acknowledged BCCL's entitlement to 10,28,483 equity shares and agreed to place its claim before the Monitoring Committee supervising implementation of the resolution plan through which Kratos Energy and Infrastructure Ltd. was merged with Lord's Mark

Justice Amit Sharma permitted withdrawal of the petition after Lord's Mark Industries placed on record a communication dated May 30, 2026 recording the understanding reached between the parties.

In the communication, Lord's Mark stated:

“LMIL now confirms and acknowledges the entitlement BCCL to 10,28,483 equity shares in the resulting Company LMIL in pursue of warrant conversion notice at agreed value of Rs. 158/- (Rupees Hundred Fifty Eight Only).”

The dispute traces back to a Share Cum Warrant Subscription Agreement executed between BCCL and Lord's Mark Industries on August 1, 2023. Under the agreement, BCCL subscribed to one equity share and five convertible warrants. It paid ₹1.30 crore towards the warrants and ₹150 towards one equity share.

According to the communication placed before the Court, the warrants carried an aggregate value of ₹13 crore. The agreed conversion price was ₹158 per share.

While the agreement was in force, Kratos Energy and Infrastructure Ltd. (KEIL) was admitted into a pre-packaged insolvency resolution process by the National Company Law Tribunal on February 1, 2024.

The communication further recorded that on July 28, 2025, the NCLT approved a resolution plan jointly submitted in respect of KEIL with Lord's Mark.

According to Lord's Mark, the merger process was thereafter carried out. KEIL was subsequently renamed Lord's Mark Industries Ltd. and became the resulting company.

Thereafter, BCCL exercised its conversion rights through a warrant conversion notice dated August 26, 2025. It sought conversion of the five warrants into equity shares.

Lord's Mark, however, stated that the pendency of the merger, listing and trading process prevented it from converting the warrants and issuing shares to BCCL.

The company also stated that it had applied to the Bombay Stock Exchange for listing pursuant to the merger.

According to the communication, BSE, by a letter dated May 21, 2026, approved the listing of shares allotted pursuant to the approved resolution plan and merger. The approval was subject to submission of documents while seeking trading permission.

BCCL thereafter approached the High Court under Arbitration and Conciliation Act seeking interim protection. Among other reliefs, it sought to restrain the proposed listing and commencement of trading of shares of Lord's Mark Industries. It also sought protection of its claimed entitlement arising from the warrants.

As part of the understanding placed before the Court, Lord's Mark undertook to provide documents relating to the Share Cum Warrant Subscription Agreement to Amit Chandrashekhar Poddar, Chairman of the Monitoring Committee supervising implementation of the resolution plan. The documents are to be provided within three days of disposal of the proceedings.

The company also undertook to ensure that BCCL's rights, entitlements and interests arising out of the agreement were disclosed to the Monitoring Committee. It further undertook that incidental disclosures and filings would be made with statutory authorities as required by law.

The communication further stated:

“LMIL shall comply with all the obligations arising out of the SWA and this present Letter and BCCL shall withdraw O.M.P (I) (COMM) DIARY NO. 240259 OF 2026 in terms of the contents of the present Letter so as to amicably resolve the matter,”

In view of the communication, counsel for BCCL sought permission to withdraw the petition.

The Court granted the request. It dismissed the petition as withdrawn.

The court further observed, “Needless to state, that the petitioner will be at liberty to initiate appropriate proceedings in accordance with law, if the respondent do not comply with the aforesaid communication.”

For Petitioner (Bennett Coleman and Co. Ltd.): Advocates Saurabh Kansal, Raghav Vij, Suraj Kumar Jha, Pratham Malik and Pallavz S. Kansal.

For Respondents (Lord's Mark Industries Ltd. and another): Advocates Swaroop George, Yash Jariwala, Abhinandan Jain, Shivam Prajapati and Abhigyan Dwivedi for Respondent Nos. 1 and 2.