Prannoy, Radhika Roy barred from key positions at NDTV

Our Bureau Mumbai | Updated on June 14, 2019

Prannoy Roy   -  PTI

SEBI also restrains them from market for two years

Prannoy and Radhika Roy, founders and Directors of NDTV, can no longer hold any key managerial position in the television media company.

SEBI on Friday also barred the Roys and RRPR Holdings, the company through which they own a stake in NDTV, from accessing, or even associating with, the capital markets for two years. The duo cannot exit any of their equity or mutual fund holdings during the period, as these assets will remain frozen. SEBI passed these strictures against the Roys for their alleged failure to disclose material information to the markets.

SEBI said it had received complaints in 2017 from Quantum Securities, a shareholder of NDTV, alleging that RRPR Holdings and the Roys omitted to make disclosures on material information about their loan agreements with Vishvapradhan Commercial Pvt Ltd (VCPL).

₹350-crore loan

SEBI’s investigations found that Prannoy Roy had taken a loan of ₹350 crore from VCPL in July 2009 to repay a loan from ICICI Bank taken in October 2008.

VCPL’s loan to Roy did not carry any interest, whereas the loan from ICICI Bank carried 19 per cent interest.

SEBI found there were pre-conditions in the VCPL loan agreement.

“What is more noteworthy is the fact that in Schedule 3 of (the) VCPL Loan Agreement1, it was mandated that certain matters pertaining to NDTV or NDTV Group, viz: any matter pertaining to equity shares of NDTV that reduces the aggregate valuation of NDTV to less than ₹1,346 crore (valuation at which VCPL put money into the company), buyback of equity shares by NDTV, merger, amalgamation or consolidation of NDTV with any other entity etc., required prior approval of VCPL, thereby, potentially affecting the interest of public shareholders of NDTV. Therefore, the VCPL Loan Agreement-1 was alleged to be material and price-sensitive in nature which ought to have been disclosed by Noticees to NDTV who in turn should have disclosed the same to the stock exchanges,” SEBI said in its order.

Investigation also found that the VCPL Loan Agreement-1 was not in the public domain and the information was alleged to have been concealed by Noticees from the public shareholders of NDTV.

Published on June 14, 2019

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