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India’s NDTV denies ownership change; Ambani control allegations “entirely without merit,” NDTV says
15 June 2015

The true ownership of Indian media company New Delhi Television Ltd (NDTV) has dominated media conversations for the past week, busting open an issue insiders have spoken of for years.

One side of the do-they-don’t-they discussion centres around an investigation by business publication Moneylife, which said a Mukesh Ambani-controlled entity had gained control of NDTV in 2009 in an acquisition posing as a loan.

On the other is NDTV, which has said the “allegations” are “entirely without merit”. NDTV told the Bombay Stock Exchange (BSE) on Monday (15 June) that control – including voting control – remained firmly in the hands of the founders, including Prannoy Roy and Radhika Roy.

NDTV told the BSE, which insisted on a clarification after the Moneylife article on 9 June, that it had “examined the factual position and would like to inform you that there has been no change (actual or effective) in the control/ownership of NDTV”.

NDTV said Prannoy Roy, Radhika Roy and RRPR Private Limited (RRPR) held a majority 61.45% of the company, and that this had not changed since August 2008. In addition, the company said Prannoy Roy and Radhika Roy continue to hold the entire shareholding of RRPR, and that there had been no change in the exercise of voting rights.

The Moneylife article alleges that NDTV is effectively controlled by the Ambanis after a mid-2009 interest-free loan of Rs350 crore/US$55 million. The article said the plan was to find a buyer in three to five years, but that no buyer had been found.

“This was a bailout-cum-takeover in the guise of a loan,” Moneylife said, describing the loan document as “wonderfully structured”, and which “effectively allowed Ambani to take over the company”.

Among other issues Moneylife raises is the potential for interference with NDTV’s editorial policies; the Ambanis involvement in other media enterprises, “making it among the largest media owners in India”; the links with Vishvapradhan Commercial/KR Raja, which...

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The true ownership of Indian media company New Delhi Television Ltd (NDTV) has dominated media conversations for the past week, busting open an issue insiders have spoken of for years.

One side of the do-they-don’t-they discussion centres around an investigation by business publication Moneylife, which said a Mukesh Ambani-controlled entity had gained control of NDTV in 2009 in an acquisition posing as a loan.

On the other is NDTV, which has said the “allegations” are “entirely without merit”. NDTV told the Bombay Stock Exchange (BSE) on Monday (15 June) that control – including voting control – remained firmly in the hands of the founders, including Prannoy Roy and Radhika Roy.

NDTV told the BSE, which insisted on a clarification after the Moneylife article on 9 June, that it had “examined the factual position and would like to inform you that there has been no change (actual or effective) in the control/ownership of NDTV”.

NDTV said Prannoy Roy, Radhika Roy and RRPR Private Limited (RRPR) held a majority 61.45% of the company, and that this had not changed since August 2008. In addition, the company said Prannoy Roy and Radhika Roy continue to hold the entire shareholding of RRPR, and that there had been no change in the exercise of voting rights.

The Moneylife article alleges that NDTV is effectively controlled by the Ambanis after a mid-2009 interest-free loan of Rs350 crore/US$55 million. The article said the plan was to find a buyer in three to five years, but that no buyer had been found.

“This was a bailout-cum-takeover in the guise of a loan,” Moneylife said, describing the loan document as “wonderfully structured”, and which “effectively allowed Ambani to take over the company”.

Among other issues Moneylife raises is the potential for interference with NDTV’s editorial policies; the Ambanis involvement in other media enterprises, “making it among the largest media owners in India”; the links with Vishvapradhan Commercial/KR Raja, which lead in various directions, including transactions that have subsequently been investigated by India’s Serious Fraud Office; among others.

“These clauses make it very clear that NDTV’s promoters can do almost nothing without the consent of the Ambanis,” the article said, adding: “Curiously, none of this is known to the public or to the shareholders and stock exchanges”.

At the same time, the article acknowledges that, while “the iron-clad agreement signed by RRPR and the Roys with Vishvapradhan Commercial in 2009 make it clear that the Ambanis have had complete control over this group... it is still not clear whether the group is the ultimate beneficial owner”.

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