Dish TV informs AGM outcome to stock exchanges

It may be recollected that Dish TV in its 30-December AGM had sought a vote on 3 key areas. While the voting was completed via e-voting, the outcome was not disclosed. While Dish TV was supposed to disclose the outcome by first week of January, they failed to disclosed even by the first week of February. This had led to the two major banking shareholders of Dish TV, Yes Bank and IndusInd Bank, filing objections with the regulator.

In response, the regulator on Monday 07th March, had given Dish TV time limit of 24 hours to disclose the outcome of the AGM vote to the stock exchanges. SEBI had also simultaneously directed NSDL and CDSL to freeze the demat accounts of the directors of Dish TV and the compliance officer till the results were published and disclosed to the stock exchanges. That is when it was disclosed that all 3 resolutions had been defeated.

What were the 3 resolutions about?

In the AGM on 30-December, 3 key resolutions were taken up for a vote. Here are the 3 resolutions and the outcome of the vote as disclosed by Dish TV to the stock exchanges.

1) The first resolution pertained to the approval and adoption of the audited financial statements of Dish TV for the last financial year. Here 77.63% votes were cast against the resolution with only 22.37% votes in favour.

Not surprisingly, the promoters voted 100% in favour of the resolutions. Among public institutions, 2% voted in favour and 98% voted against the resolution. In the case of public non-institutions, 27% voted for the resolution and 78% voted against the resolution.

2) The second resolution pertained to the re-appointment of Ashok Mathai Kurien as the director liable to retire by rotation of Dish TV. Here 78.94% votes were cast against the resolution with only 21.06% votes in favour.

Not surprisingly, the promoters again voted 100% in favour of the resolutions. Among public institutions, 1% voted in favour and 99% voted against the resolution. In the case of public non-institutions, 21% voted for the resolution and 79% voted against the resolution.

3) The third resolution pertained to the ratification of the remuneration payable to the cost auditors for the last financial year 2021-22. Here 53.48% votes were cast against the resolution with only 46.52% votes in favour.

Not surprisingly, the promoters once again voted 100% in favour of the resolution. Among public institutions, 10% voted in favour and 90% voted against the resolution. In the case of public non-institutions, 72% voted for the resolution and 28% voted against the resolution.

The battle over disclosure of AGM voting outcome is nothing new. It is part of a bigger battle of wits between Yes Bank and Dish TV. Yes Bank wants to reconstitute the board of directors of Dish TV as it has serious governance concerns over Jawahar Goel and his team continuing on the board.

They want to move a resolution for the removal of Jawahar Goel and other key directors from the board. That is yet to get approval.

Dish TV has tried to fight back by repeatedly seeking to freeze Yes Bank's voting rights. However, the shareholding of Yes Bank is much bigger than that of the promoters so the battle could just become more interesting.

Meanwhile, Dish TV is also planning to proceed against SEBI for passing an ex-parte ad-interim order directing Dish TV to declare the results within 24 hours.