New Delhi Television Ltd (NDTV) has come under the enforcement action of the Securities and Exchange Board of India (Sebi) for alleged violation of takeover regulations.
“The company and its promoters — Prannoy Roy and Radhika Roy — have on June 13, 2016, received show-cause notices (SCNs) issued by the Sebi with regard to certain non-compliances related to delay/non-filing of disclosures in the previous years, under Sebi Takeover Regulations,” the company informed the stock exchanges.
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“The company is of the opinion that the alleged non-compliances referred in the show-cause notices are technical/procedural in nature. The company and its promoters are in the process of seeking legal advice to take appropriate action in the said matter,” NDTV said. “Sebi conducted an examination of certain non-compliance by you in the matter of NDTV and prima facie found that you have violated SEBI Act, 1992 and SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997 (Takeover Regulations). In view of this, Sebi has decided to initiate/ launch adjudication proceedings against you under Section 15A (b) of the Sebi Act for the alleged violation,” Sebi had said in a notice.
The Sebi notice said in case NDTV desires to avail settlement of the said proceedings, it can file an application in terms of Regulation 3(1) of the said Regulations with two months. The market regulator detected disclosure discrepancies in deals involving sale of 7.73 per cent stake to promoters by General Atlantic, purchase of 6.40 per cent stake by Indiabulls Financial Services in NDTV on January 1, 2008, sale of 14.99 per cent stake by NDTV promoters to Goldman Sachs, acquisition of 20.28 per cent stake in the company by NDTV promoters on July 3, 2008, and acquisition of 5.5 per cent stake each by Prannoy and Radhika Roy in NDTV from RRPR Holdings.
In terms of regulation 13 (3), a person is required to make continuous disclosure about the number of shares or voting rights held and any change therein from the last disclosure, if such change exceeds 2 per cent of total shareholding or voting rights in the company. This disclosure is required to be made within two working days of receipt of intimation of allotment of shares or acquisition or sale of shares or voting rights.