In an unexpected announcement, Dish TV India Ltd, one of India’s largest TV channel distribution platforms, said its board of directors have called the company’s annual general meeting on the last day of this month.
The announcement is unexpected given that the board had, a week ago, decided to seek government approval to postpone the company’s annual general for the second time this year, beyond the current deadline of Nov 30.
In its latest update, Dish TV India did not mention whether this application was approved or denied by the government.
Instead, in a Sunday night update, Dish TV India said the directors have approved convening of the 33rd Annual General Meeting (‘AGM’) on Nov 30 at 3PM via video conference.
The company said they also approved the notice calling the AGM. However, the contents of the AGM notice were not attached by the company, and it is therefore not clear if YES Bank’s proposal to remove most of the company’s directors from their posts is on the agenda.
Before this, on Oct 29, Dish TV said its board of directors “approved making requisite application with Registrar of Companies, Mumbai, as per the applicable provisions of the Companies Act, for seeking further extension of time i.e from November 30, 2021 to December 31..”
YES BANK ANGLE
In early September, shortly after Dish TV first announced plans to hold its AGM on Sept 27, Yes Bank wrote to the directors informing them that it wants to table a resolution for the removal of most of the existing directors of the company at the AGM.
The bank, which owns around 26% of the company’s shares and is the biggest single shareholder in the company, said that the director board was no longer representative of the shareholding structure of the company, and was “purportedly acting at the behest of certain minority shareholders holding merely-6% of the shares in the company”.
Upon receipt of this notice, Dish TV sought, and obtained, permission from the government to push back its AGM till the end of November.
The company again sought further extension last month.
Whether or not this second application was approved, it has now set the AGM date for Nov 30, the last day under the current deadline.
The company’s promoters, the Subhash Chandra family, will need the support of key shareholders, including banks and mutual funds, at the upcoming AGM if they want to fend off the challenge from YES Bank and preserve the composition of the director board, and the control of the company, as it is.
The board of directors are a small group of people elected by the shareholders who are put in charge of keeping oversight over the company’s management on behalf of the shareholders and protecting shareholder interest.
YES Bank had the option of calling for an extraordinary general meeting of shareholders in case the AGM got pushed back further. It is not clear what course of action the bank would take now, given that the AGM has finally been scheduled.