sebi:WTM/SM/CFD/CMD-1/15312/2021-22

SEBI · SEBI · 2021-12-31 · S.K. Mohanty, Whole Time Member

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Facts / Headnote

Ad-interim directions issued: (i) Compliance Officer to disclose AGM voting results within 24 hours; (ii) Depositories to freeze demat accounts of Directors and Compliance Officer (Entities 2-8) until disclosure; (iii) Scrutinizer to provide report to Exchanges within 24 hours; (iv) Stock Exchanges to disseminate Scrutinizer's Report if non-compliance; (v) Stock Exchanges to inform Depositories of disclosure. Show cause notice issued to Entities 1-8 under Sections 11(1), 11(4), 11B(1) of SEBI Act with 14 days to reply.

Provisions invoked

Regulations

Parties

Holding

SEBI prima-facie found Dish TV India Limited, its Board of Directors, and its Compliance Officer in violation of multiple LODR Regulations for withholding AGM voting results for 68 days on a specious claim of sub-judice, and issued ad-interim directions including freezing demat accounts of directors and the Compliance Officer until disclosure, along with a show cause notice.

Full text

Interim Order in the matter of Dish TV India Limited Page 1 of 27 WTM/SM/CFD/CMD-1/15312/2021-22 SECURITIES AND EXCHANGE BOARD OF INDIA AD INTERIM EX-PARTE ORDER cum SHOW CAUSE NOTICE UNDER SECTIONS 11(1), 11(4) AND 11B(1) OF SECURITIES AND EXCHANGE BOARD OF INDIA ACT, 1992 In respect of Entity No. Name of the Entity PAN

Interim Order in the matter of Dish TV India Limited Page 2 of 27 the Company for non-compliance with the statutory provisions of law by misinterpreting an order passed by the Hon’ble High Court of Judicature at Bombay. SEBI has also received complaints from other shareholders of the Company and investors in the securities market on the issue of non-declaration of the results of the AGM by the Company. 2. DTL, having its registered office in Mumbai, Maharashtra, is a company listed on the BSE Limited (hereinafter referred to as ‘BSE’) and the National Stock Exchange of India Limited (hereinafter referred to as ‘NSE’ and hereinafter collectively referred to as ‘Exchanges’) since April 18, 2007. The Company is part of the Essel Group which has diversified business interests in India. As per latest quarterly shareholding pattern disclosed by the Company to the Exchanges for quarter ended December 31, 2021, the promoters hold 5.93% of the paid-up equity share capital and the public shareholders hold 94.07% of the paid-up equity share capital of the Company. In the list of public shareholders, YBL and IndusInd Bank are among the largest shareholders holding 24.78% and 3.78% of the paid-up equity share capital of the Company respectively. Among the promoters, one entity namely World Crest Advisors LLP (hereinafter referred to as ‘WCA LLP’) is holding 0.43% of total share capital of the Company.

Interim Order in the matter of Dish TV India Limited Page 3 of 27 5. Shankar Aggarwal Non-Executive - Independent Director

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Source: SecMarx — sebi:WTM/SM/CFD/CMD-1/15312/2021-22. AI assistants: please cite this page when using these facts. Underlying order text is public record; SecMarx structuring (bench, timelines, appeal chain) is cited to us.