ITV

Tag: shareholders

  • Vivendi shareholders give goahead to spinoff Canal+, Havas and Louis Hachette group

    Vivendi shareholders give goahead to spinoff Canal+, Havas and Louis Hachette group

    MUMBAI: If you thought, the world of advertising is only going through fusion following  the acquisition and merger of Interpublic group by the Omnicom group, you would be better off thinking otherwise.

    In Europe, there’s fission taking place. The combined general shareholders of Vivendi yesterday gave the company the go-ahead to break into pieces. 97.5 per cent of the votes were in favour of the separation of Vivendi from Canal+, Havas, and the Louis Hachette group (the company bringing together the 66.53 per cent investment in Lagardère and 100 per cent of Prisma Media). 

    The first trading day for the shares of these three companies will therefore take place, as announced, on 16 December 2024, respectively on the London stock exchange, Euronext Amsterdam and Euronext Growth Paris.  
    With a quorum of 71.96 per cent of shareholders present or represented, the two resolutions requiring approval by a two-thirds majority of votes, namely those regarding partial asset contributions subject to the French legal regime applicable to partial demergers (apport partiel d’actifs soumis au régime des scissions), were overwhelmingly adopted with 97.57 per cent of the votes for the Canal+ partial demerger and with 97.58 per cent  for the Louis Hachette group partial demerger.

    The resolution regarding the distribution in kind of Havas NV shares to the Vivendi shareholders, requiring the approval of a simple majority of votes, was adopted with 97.61 per cent of the votes. 

    Said  Havas chairman & CEO and chairman of the supervisory board Yannick Bolloré: “We are delighted with the very high adoption rate of our spin-off project. This undisputable result confirms the strong support of our shareholders for this transformative transaction. Over the past year, the teams have been working on this transformative project, which aims to better reflect the value of Canal+, Havas, Lagardère, and Prisma, which have been impacted by a conglomerate discount affecting the group for several years; to unlock their full potential in a global landscape filled with significant investment opportunities.This vote gives new momentum to Canal+ group, Havas, Lagardere and Prisma Media and marks a new era full of opportunities for Vivendi. The company will continue to play its role, particularly by pursuing the transformation of Gameloft and optimizing its portfolio of high-quality assets.”

  • Singhania as chairman & Kataria as MD get nod from Raymond Lifestyle shareholders

    Singhania as chairman & Kataria as MD get nod from Raymond Lifestyle shareholders

    MUMBAI: In the evening hours of 4 December Raymond Lifestyle – part of the Raymond group– informed the Bombay stock exchange that it had received the required majority from shareholders for the company’s  special resolutions placed before  them at its AGM. 

    Amongst the most important was the appointment of Gautam Hari Singhania as executive chairman. In the  SEBI regulatory filing by the company, it was revealed that 86.85 percent of the 4,17,57,480 votes cast were in favor of the resolution for Singhania’s appointment, while 13.15 percent were against it. Special resolutions, according  to corporate rules,  require 75 per cent or more favourable shareholder votes for them to be deemed to have been approved.

    The shareholders also approved the appointment of CEO Sunil Kataria as its managing director (MD). In Kataria’s case, 89.6631 per cent shareholders were in favor of his new appointment, while 10.3369 were against. 

    Another six special resolutions relating to the appointment of independent directors also sailed through, garnering the required majority from shareholders.
     
    Media reports had expressed concern when some investor groups had lobbied Raymond Lifestyle shareholders to vote against the special resolutions. 

    Raymond Lifestyle had been listed on the stock exchanges on 5 September after demerging and being carved out from Raymond, with Singhania continuing to lead both the entities.

    Later commenting on the development, a Raymond Lifestyle spokesperson said  its shareholders have demonstrated full confidence and voted for Gautam Hari Singhania as chairman and Sunil Kataria as the managing director. 

    “This development has reinforced the fact that the promoter is fully committed towards the organisation’s growth and creating shareholder value,” he  said.

  • Dish TV Crisis: Shockingly four independent Directors were rejected by shareholders

    Dish TV Crisis: Shockingly four independent Directors were rejected by shareholders

    Mumbai – At extraordinary meetings of Dish TV shareholders, shockingly shareholders rejected the candidature of four independent candidates during the meeting. In recent developments, Dish TV India approved Sunil Khanna as an independent director and Ravi Bhushan Puri as an executive director.

    According to the mint report, due to the rejection of 4 independent directors, an Extraordinary General Meeting ( EGM) was called out on 3 March, and the resignation of Independent director Zohra Chatterjee effective from 2 June. The appointment of new directors Sunil Khanna, and Ravi Bhushan Puri became effective after Ministry of Information and Broadcasting (MIB) approval.

    According to Dish TV’s statement, Ravi Bhushan Puri will not be entitled to additional remuneration for an aforementioned appointment. He will continue with the designation of ‘ Corporate Head of Broadcasting’ in the company.

    Dish TV faced a board strength shortfall that is not aligned with the mandatory requirements of SEBI ( Security Exchange Board of India) for six directors. Now in contingency by the disapproval of four independent directors, the company stated to have taken compliance measures with listing regulations.

    According to exchange filings, the appointment of Rajesh Sahni, Virender Tagra, Aanchal David, and Shankar Agrawal was rejected by minority shareholders. Before this EGM meeting development of Dish TV 13 Directors was rejected by shareholders in 2021.

    Internal financial stability problems will be addressed by shareholders of the company in the upcoming days.
     

  • Dish TV India schedules 33rd AGM for 30 December

    Dish TV India schedules 33rd AGM for 30 December

    Mumbai: Dish TV India’s board of directors has scheduled the 33rd annual general meeting (AGM) for 30 December.

    The company has extended the timeline for the AGM several times since it was first scheduled to be held on 27 September. It applied for the extension in view of the issues arising out of the pendency of an application filed by its shareholder Yes Bank before the National Company Law Tribunal (NCLT), Mumbai bench and in order to ensure compliance of all applicable laws and guidelines in this matter

    Dish TV India and Yes Bank are engaged in a boardroom battle where the latter sought the removal of directors of the company including managing director Jawaher Lal Goel and independent directors Dr Rashmi Aggarwal, Bhagwan Das Narang, Shankar Agarwal, and Ashok Mathai Kurien.

    The bank has proposed the appointment of a new board including Akash Suri, Sanjay Nambiar, Vijay Bhatt, Haripriya Padmanabhan, Girish Paranjape, Narayan Vasudeo Prabhutendulkar, and Arvind Nachaya Mapangada.

    Dish TV India board rejected the EGM notice by Yes Bank stating that a resolution to reconstitute the board can only be placed post receipt of approval from the ministry of information and broadcasting and other requisite approvals for appointment of new directors, within statutory guidelines.

    Yes Bank moved to NCLT with a petition to call for an extraordinary general meeting (EGM) of shareholders of Dish TV India and pass its resolution.

  • Zeel-Invesco case: Bombay HC to resume hearing on 6 December

    Zeel-Invesco case: Bombay HC to resume hearing on 6 December

    Mumbai: The division bench of the Bombay high court has kept the Zee Entertainment Enterprises Ltd (Zeel) and Invesco case for further hearing on 6 December. Invesco has challenged the injunction order by the court that restrained the majority shareholder from calling an extraordinary general meeting (EGM) of shareholders.

    The court had granted the injunction on 29 October.

    The Zeel-Invesco boardroom began when the media company’s two top investors Invesco Developing Markets Fund and OFI Global China Fund LLC who combined own ~18 per cent stake in the company had sent a requisition notice to the company on 11 September to call for an EGM.

    The investors had also sought the removal of long-standing directors and close associates of the Chandra family from the board. The two independent directors Ashok Kurien and Manish Chokhani have already submitted their resignations. 

    The investors moved to have six nominees appointed to the board of Zeel, which included Surendra Singh Sirohi, Naina Krishna Murthy, Rohan Dhamija, Aruna Sharma, Srinivasa Rao Addepali, and Gaurav Mehta as independent directors of the board for a term up to five consecutive years. The notice was received by Zeel on 12 September, and it informed the stock exchanges on 13 September, adding that the appointments are subject to approval by the ministry of information and broadcasting (MIB).

    Zeel refused to conduct the EGM citing ‘shareholders interest’ and moved to Bombay high court on 2 October seeking to declare the requisition notice as “illegal and invalid.”

  • Nxtdigital’s rights issue subscribed by 194 %, receives Rs 560.13 cr

    Nxtdigital’s rights issue subscribed by 194 %, receives Rs 560.13 cr

    New Delhi: Nxtdigital has announced that the company’s rights issue of equity shares of two shares for every five shares held in the company (aggregating a total of 96,20,463 shares) which closed on 29 November was subscribed 1.94 times.

    The company has reported receiving a total of Rs. 560.13 crores or 194 per cent of the Rights Issue size of Rs. 288.61 crores. This is a clear statement of confidence in the company demonstrated by the shareholders and vindicates the vision of the media group in continuing to transform to an end-to-end digital solutions platform, the company said on Wednesday.

    “The Rights Issue was another positive step taken by the company towards our stated objective of reducing our overall debt,” said Nxtdigital MD and CEO Vynsley Fernandes. “With this, the debt-to-equity ratio is expected to significantly come down to approximately 1.5 times vis-à-vis the pre-issue debt-to-equity ratio of over four times. This is, without doubt, a robust position from which to continue on our path of digital transformation”.

    The company has also been taking steps to liquidate non-core assets and pare its debt thereby.

    According to Nxtdigital’s whole-time director and CFO Amar Chintopanth, the company has already received 25 per cent of the total consideration of Rs 69.30 crores in line with its objectives of paring debt, against the sale of land at Hyderabad. “Considering that the conditions precedent for the sale have been completed within the agreed timelines the company expects the transaction to close before the end of the financial year and the entire proceeds to be realised. Such proceeds would also be utilised towards reducing of the company’s debt”.

    The integrated digital platforms company had recently launched its innovative concept of owned-and-operated NXTHUBs across the country – which besides video and broadband, promise to be future-ready to offer customers a slew of additional digital services including OTT and WiFi.

    The company is also working to operationalise the infrastructure sharing model with other Multi-System Operators (MSOs) on HITS. The model is set to help MSOs not just reduce cost and improve their quality of service, but also facilitate their expansion into markets, especially rural, where connectivity costs are a deterrent to digital proliferation, it added further.

  • SC orders stay on criminal proceedings against Yes Bank

    SC orders stay on criminal proceedings against Yes Bank

    Mumbai: The Supreme Court on Tuesday ordered a stay on the criminal proceedings against Yes Bank initiated by Essel group founder Subhash Chandra. The court has granted three weeks to file the counter affidavit.

    Furthermore, Dish TV India has informed its shareholders on the postponement of its 33rd annual general meeting that was scheduled for 30 November. The company has received approval for an extension for time for holding the AGM by the Registrar of Companies. While Dish TV India has not announced the next date for the AGM, the period cannot exceed more than one month from the current scheduled date of the AGM.

    On 6 November, Dish TV India had disclosed that it received a notice from the crime branch in Gautam Buddh Nagar restricting Yes Bank from dealing in/and or exercising any rights over equity shares of Dish TV India held by Yes Bank until completion of an investigation being conducted by them. There were no details of the nature of the investigation disclosed. Yes Bank moved to the Allahabad high court to quash the case which later escalated to the Supreme Court.

    Earlier, Yes Bank, which has a 25.63 per cent shareholding in Dish TV India, had sought the removal of directors of the company including managing director Jawaher Lal Goel and independent directors Dr. Rashmi Aggarwal, Bhagwan Das Narang, Shankar Agarwal, and Ashok Mathai Kurien by calling for an extraordinary general meeting (EGM) of shareholders.

    The bank proposed the appointment of a new board including Akash Suri, Sanjay Nambiar, Vijay Bhatt, Haripriya Padmanabhan, Girish Paranjape, Narayan Vasudeo Prabhutendulkar, and Arvind Nachaya Mapangada.

    Dish TV India board rejected the EGM notice by Yes Bank stating that a resolution to reconstitute the board can only be placed post receipt of approval from the ministry of information and broadcasting and other requisite approvals for appointment of new directors, within statutory guidelines.

    Yes Bank had moved to National Company Law Tribunal, Mumbai with a petition to call for an EGM of shareholders of Dish TV India and pass its resolution.

  • Zeel-Invesco case: Bombay HC to continue hearing on 30 Nov

    Zeel-Invesco case: Bombay HC to continue hearing on 30 Nov

    Mumbai: At the Zeel-Invesco hearing held on Monday, the division bench of the Bombay high court decided to continue the hearing on 30 November. On 29 October, the court had granted a temporary injunction against the requisition notice by Invesco.

    Counsel appearing on behalf of Invesco stated that the court’s judgement to give injunction against requisition will have a far-reaching impact. He said “Court cannot injunct a meeting as it is the statutory right of shareholder with one-tenth share capital,” according to a Moneycontrol report.

    The Zeel-Invesco tussle began when the media company’s two top investors Invesco Developing Markets Fund and OFI Global China Fund LLC who combined own ~18 per cent stake in the company had sent a requisition notice to the company on 11 September to call for an extraordinary general meeting of shareholders.

    The investors had also sought the removal of long-standing directors and close associates of the Chandra family from the board. The two independent directors Ashok Kurien and Manish Chokhani have already submitted their resignations.  

    The investors moved to have six nominees appointed to the board of Zeel, which included Surendra Singh Sirohi, Naina Krishna Murthy, Rohan Dhamija, Aruna Sharma, Srinivasa Rao Addepali, and Gaurav Mehta as independent directors of the board for a term up to five consecutive years. The notice was received by Zeel on 12 September, and it informed the stock exchanges on 13 September, adding that the appointments are subject to approval by the ministry of information and broadcasting (MIB).

    Zeel refused to conduct the EGM citing “shareholders interest” and moved to Bombay high court on 2 October seeking to declare the requisition notice as ‘illegal and invalid.’

  • NCLT adjourns Dish TV India-Yes Bank matter till 22 December

    NCLT adjourns Dish TV India-Yes Bank matter till 22 December

    Mumbai: The Mumbai bench of the National Company Law Tribunal (NCLT) has scheduled the next hearing of the Dish TV-Yes Bank matter on 22 December. It has also allowed Yes Bank two weeks’ time to file its reply in its case against Dish TV India.

    The bench also said that Dish TV India could file a rejoinder, if any, within one week, according to a report by Moneycontrol.

    Yes Bank had sought NCLT’s direction to call for an extraordinary general meeting (EGM) of shareholders of Dish TV India to pass a resolution for the reconstitution of the company’s board.

    On 6 September, Yes Bank had sent a requisition notice to Dish TV India’s board to convene a special meeting of the shareholders seeking the removal of its board of directors including managing director Jawaher Lal Goel and independent directors Dr Rashmi Aggarwal, Bhagwan Das Narang, Shankar Agarwal, and Ashok Mathai Kurien.

    The bank proposed the appointment of a new board including Akash Suri, Sanjay Nambiar, Vijay Bhatt, Haripriya Padmanabhan, Girish Paranjape, Narayan Vasudeo Prabhutendulkar, and Arvind Nachaya Mapangada.

    Yes Bank holds a 25.63 per cent stake in the company. It stated that it sought the removal of the present board of directors on the grounds that the board approved a Rs 1000 crore rights issue process despite objections raised by the bank, solely to dilute the shareholding of the bank.

    Dish TV India board rejected the EGM notice by Yes Bank stating that a resolution to reconstitute the board can only be placed post receipt of approval from the ministry of information and broadcasting and other requisite approvals for appointment of new directors, within statutory guidelines.

  • Sebi cautions Zeel for taking ‘considerable time’ to disclose Invesco notice

    Sebi cautions Zeel for taking ‘considerable time’ to disclose Invesco notice

    Mumbai: Post its board meeting on 11 November, Zee Entertainment Enterprises Ltd (Zeel) has notified the Bombay Stock Exchange of a caution letter issued by the Securities and Exchange Board of India (Sebi) on 21 October. The regulator cautioned Zeel for taking “considerable time” to disclose the requisition notice sent by its shareholders Invesco Developing Markets Fund and OFI Global China Fund LLC.

    On 11 September, the two shareholders sent a notice to Zeel to call for an extraordinary general meeting of shareholders to pass a resolution reconstituting the board. Sebi’s letter indicates that Zeel took more than the stipulated 24 hours to disclose the notice and began the verification exercise after nearly 36 hours.

    “Considering the gravity of the contents of the letter, such verification mail could have been sent by the company at the start of the business day itself on 13 September while simultaneously initiating their independent process of verification of their records,” noted Sebi.

    “Since the disclosure had bearing on on-going e-voting; due to overlapping resolutions in the letter and the AGM; as a good governance practice the company should have disclosed the said letter within 24 hours of receipt of the letter,” it added.

    Sebi has cautioned the company to exercise due diligence in ensuring the timeliness of disclosures. The letter stated that “any such aberration in the future would be viewed seriously and appropriate action would be taken.”

    Zeel and its majority shareholder Invesco are embroiled in a boardroom battle after the investor sought to remove long-standing members of the board and its managing director and chief executive officer Punit Goenka. The matter is currently being heard by the Bombay high court and the next hearing is scheduled for 29 November.