SAT upholds Rs 2 cr fine on NDTV for disclosure lapses; firm to appeal in Supreme Court

New Delhi: The Securities Appellate Tribunal (SAT) on Wednesday upheld the Sebi’s decision to impose Rs 2 crore penalty on media group NDTV in a case of disclosure lapses regarding tax demand of Rs 450 crore. The tribunal also upheld Rs 19 lakh penalty imposed by Sebi on the company as well as three officials, including promoters Pranoy Roy and Radhika Roy. The SAT ruled that Rs 2 lakh fine imposed on the firm’s compliance officer, Anoop Singh Juneja, for violating listing agreement was unjustified. Juneja was liable to pay a fine of Rs 1 lakh for violating norms pertaining to code of corporate disclosures practices under the Insider Trading norms, according to the SAT order. Meanwhile, “NDTV, Prannoy Roy and Radhika Roy are proposing to exercise the statutory right to file appeals to the Supreme Court,” the firm said in a regulatory filing. Regarding disclosures, “NDTV has asserted that in view expert tax lawyer’s advice to the effect that the tax assessment order (Rs 450 crore) dated 21 February 2014 was untenable, it was entitled to defer disclosure to the BSE and NSE,” it added. [caption id=“attachment_3536675” align=“alignleft” width=“380”]  File image of NDTV founder Prannoy Roy. Getty Images[/caption] The tribunal’s ruling came on appeals filed by NDTV against Sebi’s orders passed in June 2015 and March 2018 in a case pertaining to the firm making delayed disclosure to exchanges regarding tax demand of Rs 450 crore raised by Income Tax Department and sale of some shares by a top company executive. In June 2015 order, Sebi had imposed a fine of Rs 2 crore on the firm while in the same matter the regulator in March 2018 levied a total fine of Rs 22 lakh on NDTV and its four officials, including compliance officer and the Roy couple. On the appeal against the June 2015 order imposing Rs 2 crore fine on NDTV, the tribunal said, “In our opinion, considering the material event which was not disclosed we are of the opinion, that the penalty imposed is just and proper in the circumstances of the case.” Going forward, regarding an appeal against the March 2018 penalty, the tribunal said, “all the Directors cannot escape their liability of the penalty imposed” for violation of listing agreement. However, for imposing a penalty on compliance officer for violation of listing agreement was held unjust by the tribunal on the ground that the compliance officer works under the direction of the board of directors of the company. At the same time, the tribunal noted that Juneja was, however, liable to comply with the disclosure mandated under PIT Regulations and, to that extent, the penalty imposed of Rs 1 lakh is “affirmed”.