MUMBAI: After much discussion, The Indian Film Company (IFC) and the IFC Requisition Group (IFCRG) have reached an accord wherein IFCRG has agreed to withdraw the requisition presented by one of its members, Altima India Master Fund (AIMF) seeking to have an EGM to remove Raghav Bahl and Alok Verma from the company's board.

Both the parties have stated that the decision to come to a consensus lay in the interests of the company shareholders.

IFCRG has also agreed to support the indefinite adjournment of the extraordinary general meeting of the company convened for 5 February 2009.

IFC had on 22 December 2008 received a requisition from Vidacos Nominees Ltd (in its capacity as nominee for, and on the instruction of, Altima India Master Fund Ltd) for the directors to convene an EGM. The IFC board tried to engage with AIMF to discuss its concerns. But AIMF indicated that it is unwilling to respond unless Bahl and Verma, an experienced corporate financier, are removed and Aashish Vyas and Atul Setia are appointed as directors.

However, IFCRG has now acknowledged in a statement that Bahl's contribution and the brand awareness of the Network 18 Group of companies that he controls, have made and shall continue to make important contributions to The Indian Film Company and its business.

Meanwhile, the board has agreed to appoint Atul Setia and Deepak Gupta as additional non-executive directors of the company, which will stand valid only after necessary regulatory approvals.

The board has also resolved to carry out a strategic review of the company in an attempt to look into enhancing long term shareholder value in the future. The strategic review will be overseen by Setia and Gupta along with Sanjeev Manchanda, an adviser to Network 18.

As part of the agreement, Gupta has undertaken that within three days of his and his associates ceasing to have an interest in 10 per cent or more in the company's issued share capital, he would resign as a director. Similarly, Setia has also given a similar undertaking where Altima ceases to have an aggregate interest in 10 per cent or more of the company's issued share capital.

The board and IFCRG believe that the appointment of the two new non-executive directors together with the forthcoming strategic review will help ensure the company's successful prospects for the future.

IFC operates as an India-focused motion picture company with outsourced production and distribution functions externally managed by the Investment Manager, with the Investment Adviser and Studio 18 playing a key role in the overall functioning of the company. Bahl is the promoter and director of the Investment Manager. The Investment Manager is owned 50 per cent by B K Media Mauritius Private Limited and 50 per cent by Viacom Inc.