Circ re. (Outcome of Board Meeting)

Dish TV India Limited

19 July 2023

 

July 19, 2023

London Stock Exchange plc.

10 Paternoster Square

London

EC4M 7LS

Subject: Intimation regarding the decision taken by the Board on July 19, 2023, with respect to the communication dated June 28, 2023 (received on June 29, 2023 at the Registered Office of the Company) for calling an Extraordinary General Meeting of the Dish TV India Limited by certain shareholders.

Ref.                        :               Stock (Dish TV India) - GDR-MIC - XLOM

Dear Sir/Madam,

This is in continuation to Company intimations dated May 15, 2023, June 01, 2023, and June 28, 2023 in respect of requisition by certain shareholders, pursuant to Section 100, 115 and 169 of the Companies Act, 2013, for holding an Extraordinary General Meeting ("EGM") of the Company.

The Board, at its meeting held on July 03, 2023, had advised the management to obtain opinion from the external and independent experts to consider whether the requisition notice received on June 29, 2023, meets the criteria for a valid requisition under the applicable provisions of the Companies Act, 2013 to call an EGM.

This is to inform you that the Board of Directors of the Company at their meeting held today, i.e., July 19, 2023, have considered the aforesaid requisition notice received on June 29, 2023.

Based on the advice obtained from independent and eminent experts on this issue, the Board noted that 52 Individual Requisition Notices ("IRNs") have been received in photocopy and not in original. The original of the said 52 IRNs formed part of the requisition notice of May 15, 2023, which requisition was not accepted by the Board in totality, for reasons set out in our earlier intimation of June 01, 2023. Consequently and based on aforesaid opinion, the Board has concluded that abovementioned 52 IRNs cannot be considered valid for the purposes of the requisition received on June 29, 2023, since the requisition of May 15, 2023 was invalidated in totality.

In view of the abovementioned invalidity, the collective shareholding of the valid IRNs forming part of the requisition received on June 29, 2023 does not fulfil the requirement of holding at least 10% of the share capital of the Company for calling an EGM, as prescribed under Section 100 of the Companies Act, 2013. Therefore, the Board has decided that the EGM cannot be called due to numerical and procedural invalidity.

The abovementioned details are being communicated to the advocates said to be representing the members. The Company shall also be advising the said advocates that in case the members intend to send a fresh requisition notice, they may do so in compliance with the applicable provisions of the Companies Act, 2013.

You are requested to kindly take the above on record.

Thanking You,

Yours truly,

For Dish TV India Limited                       

Ranjit Singh

Company Secretary & Compliance Officer

Membership No.: A15442

 

END