Yes Bank-Dish TV scuffle to ouster MD and independent directors: All you need to know

Dish TV said for any change in the CEO or the board of directors of the company, it needs the approval of the Ministry of Information and Broadcasting.

 MONEYCONTROL NEWS

SEPTEMBER 24, 2021 / 10:46 AM IST

Yes Bank has alleged that Dish TV's board is purportedly acting at the behest of certain minority shareholders holding “merely around 6 percent of the shares” in the company.

Direct to home service provider Dish TV and its key stakeholder Yes Bank have been involved in a boardroom scuffle with the private lender seeking removal of directors and managing director of the company.

Yes Bank, which currently holds a 25.63 percent stake in Dish TV, has asked the company to call for an Extraordinary General Meeting (EGM) for the appointment of new independent directors and the removal of MD and Director Jawahar Lal Goel.

Here’s all you need to know about the tug of war between Dish TV and Yes Bank:

Yes Bank, the biggest shareholder in Dish TV, had sent a special notice dated September 3, 2021, seeking removal of directors under Section 169 of the Companies Act, 2013 at the Annual General Meeting (AGM) scheduled for September 27.

The notice sought the removal of Dr. Rashmi Aggarwal, Shankar Aggarwal, Ashok Mathai Kurien, and Bhagwan Das Narang as directors, along with Jawahar Lal Goel as managing director of the company.

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The bank further said that consequent to Goel's removal as the MD, he shall "also cease to be the chairperson of the company".

Yes Bank alleged that the company is “not acting in line with good corporate governance standards” and “is not a fair representation of the incumbent significant shareholders of the company being various banks and financial institutions holding about 45 percent shareholding in the Company.”

Moreover, Yes Bank "strongly suspects" certain investments made by Dish TV are "dubious.” The private lender said that certain related party transactions are unreported by Dish TV, and wants to conduct a forensic audit on the nature of the investments, CNBC TV-18 reported.

Yes Bank had also opposed the capital-raising exercise by way of a rights issue.

The bank further alleged that the board is purportedly acting at the behest of certain minority shareholders holding “merely around 6 percent of the shares” in the company.

Yes Bank had proposed the appointment of Akash Suri as Non-Executive Non-Independent Director, Sanjay Nambiar as Non-Executive Non-independent Director, Vijay Bhatt as Independent Director, Haripriya Padmanabhan as Independent Director, Girish Paranjpe as Independent Director, Narayan Vasudeo Prabhutendulkar as Independent Director, and Arvind Nachaya as Independent Director.

However, on September 19, DishTV said that its board approved making requisite applications for seeking extension of time for convening the AGM which was scheduled to be held on September 27.

Dish TV said for any change in the CEO or the board of directors of the company, it needs the approval of the Ministry of Information and Broadcasting.

Yes Bank responded to this saying that the Dish TV operated by Zee Group, was indulging in “dilatory tactics in placing the resolutions before the shareholders” and the extension of AGM is based “on unfounded reasons.”

Media company Zee Entertainment was also seeing its largest shareholders Invesco Developing Markets Fund and OFI Global China Fund LLC raise corporate governance concerns and asked the removal of three directors including Ashok Kurien, Manish Chokhani and CEO Punit Goenka.