BHUBANESHWAR: A day after the Ministry of Coal made it clear that the proposal for merger of Odisha Coal and Power Limited (OCPL) with Odisha Power Generation Corporation (OPGC) is not permissible, the Odisha government on Saturday said it would take up the matter with the ministry and go ahead with the merger plan.
OCPL is a joint venture company of OPGC and the Odisha government with a shareholding pattern of 51 per cent and 49 per cent, respectively. In August, the OPGC board had reportedly finalised the merger plan.
Earlier this month, OCPL had moved the coal ministry for in-principle approval due to the allotment agreement of Manoharpur and Dipside Manoharpur coal mines and the bid document and coal block development and production agreement (CBDPA) of Tangardihi North coal block.
The ministry observed that the proposed merger would result in the dissolution of the existing joint venture structure and transfer of all rights and obligations of OCPL, including the mining rights under the allotment agreement and CBDPA, to OPGC.
“As per a clause of the allotment agreement for Manoharpur and Dipside Manoharpur coal mine, the joint venture partners are prohibited from transferring or alienating their shareholding or any interest in OCPL to any entity, including inter-se transfers, and this restriction covers interests of whatsoever nature, including ownership in favour of any third party,” the ministry said in a letter to the CEO of OCPL.
Separate clauses of the bid document and the CBDPA of Tangardihi North coal block, the letter stated, provide for a lock-in period during which no change in control of the allottee is permissible.
“The clause 13.3.2 of allotment agreement states that any transfer of right, title or interest which is not in conformity with the agreement or applicable laws shall be deemed to be void ab-initio,” it added.
The ministry clarified that since the proposal for merger is not permissible under the terms of the allotment agreement of Manoharpur and Dipside Manoharpur coal mine and is inconsistent with the lock-in period conditions stipulated under bid document and CBDPA, the request for in-principle approval for the merger with OPGC cannot be considered.
Officials said the clauses mentioned in the allotment agreement, bid document and CBDPA will not be applicable for a government entity in case of such merger.
“We will take up the matter with the ministry and respond to the issues raised in the letter, seeking reconsideration,” principal secretary of Energy department Vishal Kumar Dev told The New Indian Express.