Dish TV India Limited has been fined ₹9.20 lakh by stock exchanges for non-compliance with board composition requirements during the quarter ended December 31, 2025. The company's board addressed regulatory notices and provided detailed explanations for the compliance issues at their meeting held on March 13, 2026.

Regulatory Penalties Imposed

Both the National Stock Exchange of India Limited and BSE Limited issued notices dated February 27, 2026, imposing fines on the company for violating Regulation 17(1) of SEBI Listing Regulations. The penalties were structured as follows:

Board Composition Challenges

The non-compliance stemmed from the company's inability to maintain the minimum six directors required under SEBI Listing Regulations. The board strength fell below regulatory requirements due to two primary factors: non-approval of director appointments by shareholders and the mandatory requirement of obtaining prior approval from the Ministry of Information and Broadcasting (MIB) for director appointments.

MIB Approval Constraints

Under MIB Uplinking Guidelines, the company must obtain prior approval for director appointments, with limited exceptions. The guidelines permit appointment of directors without prior approval only when the board strength falls below three members, and even then, only enough directors can be appointed to bring the total to three. This regulatory framework creates a structural challenge for meeting SEBI's minimum requirement of six directors.

Director Appointment Timeline

The company has made continuous efforts to address board composition issues through strategic appointments:

In each instance, the company maintained the minimum three-director requirement under the Companies Act, 2013, while working within MIB regulatory constraints.

Company's Position

The board emphasized that the non-compliance situation remains beyond the company's direct control. Key factors contributing to the compliance challenges include:

• Shareholder decisions on director appointments
• Mandatory MIB approval requirements for the broadcasting sector
• Structural limitations in appointing directors under current regulatory framework

The company, its board, and management have consistently taken immediate steps to ensure compliance with Regulation 17(1) within the constraints of applicable laws and regulatory requirements. The board maintains that neither the company nor its promoters have control over shareholder decisions or MIB approval processes that directly impact board composition compliance.

Dish TV India Limited has strengthened its board governance structure with the appointment of three new independent directors, following a board meeting conducted on March 13, 2026. The telecommunications and direct-to-home service provider announced these strategic appointments in compliance with regulatory requirements under SEBI Listing Regulations.

Board Meeting Outcomes

The board meeting, which commenced at 12:15 hours and concluded at 13:00 hours on March 13, 2026, resulted in two key decisions. The directors recommended the appointment of Mr. Ashok Anant Paranjpe as an Independent Director, subject to requisite approvals. Additionally, they approved a postal ballot notice to seek shareholder approval for multiple directorial appointments.

The company has formally notified both the National Stock Exchange of India Limited (NSE Symbol: DISHTV) and BSE Limited (Scrip Code: 532839) regarding these board meeting outcomes under Regulation 30 of SEBI Listing Regulations.

New Independent Directors

The company has initiated the process to appoint three independent directors through shareholder approval:

Profile of Mr. Ashok Anant Paranjpe

Mr. Ashok Paranjpe brings extensive legal and corporate expertise to the board. He holds an LL.M. degree from the University of Mumbai and serves as an Advocate & Solicitor. His professional background includes over two decades as a Partner at Wadia Ghandy & Company, Mumbai, where he developed expertise in Real Estate, Banking and Finance, and Dispute Resolution.

Mr. Paranjpe regularly advises leading banks and financial institutions on securities transactions, security documentation, mergers and acquisitions, cross-border lending and finance, and the acquisition of financial assets, including non-performing assets. He is registered with the Indian Institute of Corporate Affairs (IICA) in its Independent Directors Databank.

Current Board Positions

Mr. Paranjpe currently serves as a Non-Executive Independent Director on the boards of LIC Mutual Fund Trustee Pvt. Ltd., SICOM Limited, and Team India Guaranty Limited. He served as Managing Partner of MDP & Partners for 13 years and has been the Managing Partner of MDP Associates, Advocates & Solicitors, since August 2024.

Appointment Terms and Compliance

The appointments have been structured in accordance with the Companies Act, 2013, and SEBI Listing Regulations. The board confirmed that all proposed appointees are not debarred from holding directorial positions by SEBI or any other regulatory authority.

The appointment shall become effective upon receipt of approval from the Ministry of Information and Broadcasting or shareholder approval, whichever is later. However, if the number of directors falls below the statutory minimum of three, the appointment shall be effective immediately.