Bombay High Court asks NCLT to hear on November 3 applications filed by Yes Bank against DishTV

The Bombay High Court, on Friday, asked the National Company Law Tribunal, Mumbai (NCLT) to hear the applications filed by Yes Bank seeking directions to DishTV to convene an extra-ordinary general meeting (EGM) on November 3..With this direction, a bench of Justices SV Gangapurwala and RN Laddha disposed of the plea filed by Yes Bank seeking expeditious hearing and disposal of its applications. .Yes Bank, the largest shareholder of DishTV, had approached the NCLT under Section 98 of the Companies Act to convene an EGM. This application had been pending for over a year.Aggrieved by this, the Bank approached the High Court stating that despite being the largest shareholder (25.63% of DishTV’s share capital), it was not able to convene an EGM..DishTV argued that such a petition seeking directions to NCLT to hear and dispose of urgent applications is not maintainable.It contended that Yes Bank could not resort to forum shopping in order to hear matters that are pending.Further, it contended that if the High Court allows the company to indulge in such forum shopping practices, it would be set a dangerous precedent for all other matters before the Tribunals.DishTV further stated that as a private company, it did not fall within the purview of 'State', and hence, it is outside the purview of the writ jurisdiction of the Court..It was Yes Bank’s case that DishTV’s Board had been acting in a manner prejudicial to the interests of its significant shareholders. Thus, Yes Bank requisitioned an EGM in September 2021 for reconstitution of the Board.In October, DishTV informed the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE) about its unanimous decision to not call for the EGM made during its Board meeting.Accordingly, on October 16, Yes Bank in exercise of its rights as the largest shareholder, addressed a letter to the DishTV Board informing them that the Bank was proceeding to call for and hold the requisitioned EGM. The company responded that they were placing the letter for consideration and thereafter did not address any further communication to Yes Bank..Accordingly, the Bank filed an application before the NCLT seeking directions to the company to hold an EGM. On October 27, NCLT asked DishTV to file its response, but it failed to do so.The application was listed for hearing in January and February, and thereafter, upon mentioning for urgent listing, it was listed in April, May, June, July and even September.While continuing to deprive Yes Bank of its statutory right to convene an EGM, DishTV held an Annual General Meeting (AGM) in December 2021 as well as an EGM in June 2022.The meetings also indicated that a majority of the members have lost all confidence and trust in the present Board, Yes Bank stated..Senior Advocate Venkatesh Dhond briefed by Cyril Amarchand Mangaldas, appeared for Yes Bank.Senior Advocate Zal Andhyarujina with Advocates Rugved More, Tanya Mehta, Vaibhavi Bhaterao briefed by DSK Legal appeared for DishTV.