11:12 PM
Sebi fines NDTV Rs 5 cr over disclosure lapses; firm to appeal against order
Markets regulator Sebi on Tuesday imposed a penalty of Rs 5 crore on NDTV for its failure to disclose price-sensitive information about VCPL loan agreements but the company denied the charges and said it will appeal against the ruling. The loan agreements had clauses and conditions that substantially affected the functioning of the media company, Sebi said in its order.
The regulator said its probe began after receipt of complaints in 2017 from Quantum Securities Pvt Ltd about an alleged violation of rules by non-disclosure of material information to the shareholders about loan agreements with Vishvapradhan Commercial Private Ltd (VCPL). As per Sebi, a loan amount of Rs 350 crore was borrowed by the promoters of NDTV under the VCPL loan agreement in 2009 to repay earlier loan availed from ICICI Bank and a second loan agreement with VCPL was signed for Rs 53.85 crore a year later.
Further, one of the terms of loan agreements allowed VCPL to indirectly acquire 30 per cent shareholding of NDTV through the conversion of warrants into equity shares of RRPR Holding. These clearly establish that 30 per cent shareholding of NDTV was put at the absolute disposal of VCPL by virtue of the loan agreements, the regulator said. In a regulatory filing, NDTV said it has stated on several occasions, including in disclosures to the exchanges, "that journalists Radhika and Prannoy Roy, who are its founders and promoters, continue to hold majority stake with 61.45 per cent of the paid up share capital of the company".
There has been no change in control through any arrangements or transactions with third parties and that any report or allegation to the contrary is baseless, it noted. The company "will appeal urgently" against the Sebi order imposing a fine of Rs 5 crore for alleged non-disclosure of the loan agreements entered into in 2009-2010 by the founders with VCPL, as per the regulatory filing.