Dish TV promoters challenge Bombay high court order in YES Bank case [21.6.22]

World Crest Advisors, a promoter entity of Dish TV has approached a division bench challenging the single bench ruling of the Bombay high court.

The high court had rejected the promoter’s previous plea seeking an order to restrain YES Bank from attending or voting at the company’s extraordinary general meeting (EGM) on June 24.

The division bench of Justice GS Patel and Justice MJ Jamdar posted the matter for further hearing on June 22

On Friday, June 17, Justice AK Menon of the Bombay high court, had rejected the petition stating that there was no case made out for “ad-interim relief on the basis of the arguments” advanced before him.

The matter is between the promoter family, led by Dish TV chairman and managing director Jawahar Goel and YES Bank, a lender to the company, over corporate governance and fundraising plans.

YES Bank holds 24.19% stake in Dish TV by virtue of invoking pledged shares (through Catalyst Trustee) under some loan arrangements with a few Subhash Chandra owned Essel group companies.

In a reply to ET’s query, Dish TV promoters said that even if YES Bank is construed to be a ‘pledgee’, as per the latest Supreme Court order, the pledgee cannot enjoy any general rights over the shares and can only sell the pledged shares to recover the loan.

“In spite of the same, YES Bank is acting as a shareholder of the company, attempting to hold the reins of the company. This issue was raised in an application filed before the single judge, and forms the subject matter of appeal before the division bench of the Bombay High Court.”

Dish TV promoters maintain that they were neither borrowers nor guarantors for any loans of YES Bank.

“It is a fact that Dish TV was sanctioned loans by YES Bank till February 2020 (drawing comfort from profile of management and promoters) and all of these borrowings have been repaid by Dish TV by the end of Financial Year 2021. It can be seen clearly that it is only after YES Bank has been repaid by Dish TV, it has initiated actions against Dish TV and its promoters and attempted to take over the company by claiming itself to be the largest shareholder.”

The promoters said that YES Bank is now attempting to strong arm the promoters out of the company by its various acts and its actions of not even approving Cost Auditor annual remuneration of Rs 4.5 lakh at Dish TV AGM, and objecting to Rights Issue of Dish TV seem to further this objective.

“A Bank cannot act as a shareholder of Dish TV and use it as a tool to recover its debt (given to some third party entities) to the detriment of rights and interests of all remaining shareholders of Dish TV,” it said.

Senior counsels Darius Khambata and JP Sen along with Gathi Prakash of Cyril Amarchand Mangaldas are appearing for YES Bank and Catalyst Trusteeship, while senior advocate Navroz Seervai appearing for World Crest along with law firm ANB Legal.

BSE-listed Dish TV is being represented by Senior Advocate Aspi Chinoy and Tanya Mehta of L&L Partners.


21 Jun 2022