Yes Bank moves court to order Dish TV to declare AGM results

Yes Bank Ltd has approached the Bombay High Court requesting it to direct Dish TV (India) Ltd. to disclose publicly the results of its Dec. 30 annual general meeting. It has also sought that the AGM results be given effect to by Dish TV.

The bank made the request in an ongoing dispute with World Crest Advisors LLP — a promoter entity of Dish TV. These are all Essel Group companies, founded by media baron Subhash Chandra. His brother Jawahar Goel is promoter and chairman and managing director of Dish TV.

In 2019, when Essel Group entities defaulted on payment of Rs 5,270 crore in loans given by Yes Bank the bank invoked a pledge on 47.19 crore Dish TV shares and became owner of a 25.63% stake in the direct-to-home service provider.

In 2021, Essel Group entity World Crest filed a suit in the Bombay High Court against Yes Bank and Catalyst Trusteeship Ltd – a securities trustee, claiming it is the owner of over 44 crore equity shares of Dish TV which are presently held by Yes Bank in its demat account.

While contesting the ownership of these shares, World Crest, in an interim application, also sought to restrain Yes Bank from voting at the Dish TV AGM. The Bombay High Court, on Dec. 23, refused its plea but added that the result of the AGM will abide by the decision of the interim application in World Crest’s Suit.

The much postponed AGM of Dish TV was held on December 30, but the company refused to disclose the voting outcome on the three resolutions put to shareholders.

• Adoption of audited financial statement for financial year 2020-2021
• Re-appointment of Ashok Mathai Kurien as director
• Ratification of remuneration to cost auditors for FY22.

Instead, Dish TV said the AGM outcome will be handed to the Bombay High Court in a sealed cover, claiming that’s what the court order intended it to do. “The Company has moved suitable application before the Hon’ble High Court in order to place the same before the Court,” Dish TV said in a statement on Dec. 30 after the AGM was held.

High Court Order Does Not Bar Disclosure/Implementation Of AGM Result: Yes Bank
Yes Bank’s case is that the high court order does not in anyway prohibit the publication of the AGM results.

In its application to the court this week, it has laid down the background to the case and detailed how various Essel Group entities had made more than six attempts to block the bank from exercising its rights as a shareholder of Dish TV. And, that these efforts had been rebuffed by the Supreme Court, Delhi High Court, Bombay High Court and National Company Law Tribunal.

The bank has argued that in the Dec. 23 order, the Bombay High Court refused to postpone the Dish TV AGM or stay its outcome or restrain Yes Bank from voting on its shares. All the court granted was that the results of the AGM would ‘abide by’ the court’s ruling in the interim application.

By refusing to declare the AGM results, Dish TV is circumventing the orders of the high court, Yes Bank’s petition claims.

The outcome of the shareholder meeting and vote of a listed entity cannot be kept in secret and in abeyance from its shareholders and the stock exchanges, Yes Bank argues.

The bank has requested the court to direct the declaration of the results of the AGM as well as order the implementation of the results.

The date on which Yes Bank’s application will come up for hearing in the court is not known yet. Bloomberg