The company law board (CLB) on Monday ordered the ouster of Teja Raju and B Narasimha Rao from the board of Maytas Infrastructure and declared IL&FS as the new promoter of the company.

IL&FS will have management control and a stake of 37.1 per cent in the company. It will have to make an open offer, as per Sebi takeover regulations, within a specified period.

As the new promoter, IL&FS will bring in four directors on board, including the chairman. The government will withdraw two of its four nominees on the board. The names will be decided when the company’s board meets in Hyderabad on Tuesday.

IL&FS now holds 14.5 per cent in Maytas. CLB approved the transfer of another 22.6 per cent to IL&FS, which Raju and family, the original promoters, had pledged with it. Within three months, IL&FS will have to pump Rs 55 crore into the company.

CLB also ordered that IL&FS would have to hold a minimum of 26 per cent in Maytas and exercise management control for at least two years.

Despite the ouster of Raju, the overall stake of the original promoters, at 23 per cent, will remain intact. Corporate affairs minister Salman Khurshid told reporters that it was the Maytas board that decided to remove the original promoters from the board. CLB has now approved that decision.

“All stakeholders have been part of the decision making, as it was in the best interest of the company,” he said. ICICI Bank, State Bank of India and IDBI are among the institutional stakeholders in the company.

Apart from formally inviting IL&FS to take charge, the Maytas board meeting on Tuesday is also expected to discuss the date of the open offer. K Ramalingam, the present chairman of the company, said any decision on debt restructuring would be the prerogative of the new board.

Unlike in the Satyam case, Khurshid said that prima facie there was “no evidence of an accounting fraud” in Maytas. After the Satyam scam came to light, the government appointed K Ramalingam, Ved Jain, O P Vaish and Anil K Agarwal on the board.

“We contacted practically all infrastructure companies. However none was willing to take control over Maytas because of its high debts,” Vaish told Financial Chronicle. The overall debt is around Rs 1,700 crore. The company has projects worth Rs 7,500 crore in the pipeline.

Last week Maytas declared its 2008-09 results, reporting a net loss of Rs 489.79 crore, against a net profit of Rs 99.64 crore in the previous year.

After Monday’s CLB order, the shareholding pattern of the company will be: IL&FS 37.1 per cent, Rajus 23 per cent, Sicom 6 per cent, institutions 7 per cent, mutual funds 4 per cent, and the public the rest.