Dish TV-Yes Bank standoff continues as company refuses to induct directors proposed by largest shareholder

 

Bengaluru: The sixteen-month battle between Yes Bank Ltd and the Subhash Chandra family for control of Dish TV India Ltd refuses to end anytime soon, as the satellite television provider has agreed to induct three independent directors on its board. , while it has denied receiving any. Of the seven directors proposed by its largest shareholder

Bengaluru: The sixteen-month battle between Yes Bank Ltd and the Subhash Chandra family for control of Dish TV India Ltd refuses to end anytime soon, as the satellite television provider has agreed to induct three independent directors on its board. , while it has denied receiving any. Of the seven directors proposed by its largest shareholder.

On Tuesday, Dish TV told the exchanges that it had agreed to induct three independent directors, including Sunil Gupta, Madan Mohanlal Verma and Gaurav Gupta, while it decided to convene its annual general meeting on December 29.

But many investors believe the three directors are at risk of being ousted as Dish TV has not considered getting a single director from the list of seven directors proposed by Yes Bank in its letter dated September 5 last year.

“Investors will again be forced to reject the appointment of these directors as the company is not listening to its shareholders and acts unilaterally when it comes to board formation,” said an investor on the condition of anonymity. Is."

The investor owns a little over 1% of Dish TV.

Yes Bank, which owns 24.78% and is the largest shareholder of Dish TV, has alleged corporate mismanagement and sought reconstitution of Dish TV's board.

For this reason, since December last year, shareholders have voted against the reappointment of Ashok Kurien, former Dish TV chairman Jawahar Goyal and chief executive officer Anil Dua. Meanwhile, the shareholders refused to induct two other independent directors that Dish TV wanted to induct on the board.

As a result, Dish TV now has only two independent directors on its board, Shankar Agarwal and Rashmi Agarwal (both unrelated) and is short of the minimum number of six directors set by the Securities and Exchange Board of India, the markets regulator. For this reason, both the Bombay Stock Exchange and the National Stock Exchange imposed a fine of ₹4,60,000 on Dish TV last month.

In August, Dish TV said it would induct three independent directors Sunil Gupta, Uday Verma and Madan Mohanlal Verma. Meanwhile, the company also said that Girish Paranjpe, Aravindanachya Chandranchaya and Haripriya Padmanabhan may also be included on the board. Dish TV then said that six directors may join the board after their candidature is cleared by the Ministry of Information and Broadcasting.

Paranjpe, Chandranachya and Padmanabhan were among the seven directors proposed by Yes Bank in September last year when it sought reconstitution of Dish TV's board alleging corporate mismanagement.

Another investor said, “It is close to four months and the company has not shared any update regarding the MIB approval on the three directors proposed by Yes Bank.”

But at least one proxy advisory believes that the onus lies on Dish TV's largest shareholder to end the impasse.

“Look, Yes Bank has it. They are the largest shareholders. "He needs to engage with the company and regulators to present himself better and get some members on board," said Amit Tandon, founder and managing director of proxy advisory firm IIAS.

Dish TV is finding it difficult to get directors on the board as the numbers are stacked against it: Chandra's younger brother Goyal holds 4.04% shares, while Yes Bank is the largest shareholder.

The court is expected to hear on December 12 a plea by Yes Bank before a companies court in Mumbai seeking direction to Dish TV to convene an extraordinary general meeting.