Pushed to a tight corner by Sebi, PNB Housing Finance has got relief from the Securities Appellate Tribunal (SAT), which has allowed it to seek shareholder votes on the controversial Rs 4,000-crore share sale deal with private equity giant Carlyle and other investors.

PNB Housing Finance, restrained earlier by markets regulator Securities and Exchange Board of India (Sebi), can now conduct its extraordinary general meeting (EGM) on 22 June to get the shareholders’ voting on the infusion of capital by the Carlyle group on preferential basis.

The tribunal, however, has directed PNB Housing Finance to keep the voting result on the resolution a secret until further orders. SAT has also directed the lender to inform NSDL to withhold the results of the EGM.

Sebi will have to file its reply before the tribunal by 26 June, following which PNB Housing Finance will get to file a rejoinder, if any, by 4 July. The matter come up for hearing next on 5 July.

The tribunal will decide on whether a valuation report from registered valuer will be needed, a requirement Sebi had insisted upon.

Last week, Sebi had asked the mortgage lender to put on hold its proposed share sale programme until it carries out the valuation process by an independent registered valuer. The market watchdog said the move to put the deal for shareholders’ voting on 22 June is “ultra-vires” of the company’s Articles of Association (AoA) and restrained Punjab Housing Finance from acting upon it.

PNB Housing has contended that under Section 62(1)(c) of the Companies Act a provision has been made for valuation through a registered valuer but under Rule 13 of the Companies (Share Capital and Debentures) Rules, 2014 this requirement has been dispensed with where preferential allotment of shares is being issued by a listed company.

PNB Housing Finance had, on 31 May, called for an EGM of shareholders on 22 June to approve the issuance of its shares to a clutch of investors led by the Carlyle group, including former HDFC Bank managing director Aditya Puri.

The shareholders’ approval would have led to the dilution of Punjab National Bank’s (PNB) stake in the housing finance subsidiary to under 26%. PNB would lose majority control but continue to function in the capacity of promoter, as a joint control holder with Carlyle group.

After the proposed preference share allotment by PNB Housing Finance, the stake of PNB would fall to just 20.3% stake in the housing finance company while Carlyle Group’s stake would climb to above 50%.