Mandatory disclosures by the media of its stake in corporate sector

Press Release No. 200/2010

dated 27-8-2010

SEBI had taken up with Press Council of India its concerns on practice of many media groups entering into agreements, such as ‘Private Treaties’, with companies. Typically, such arrangements are with companies which are listed or which proposes to come out with public offerings.  These, in general, entail a company giving stake in it (shares, warrants, bonds etc.) in return for media coverage through advertisements, news reports, advertorials etc. in the print or electronic media.

It was felt that such agreements may give rise to conflict of interest and may, therefore, result in dilution of the independence of press. This may consequently compromise the nature, quality and content of the news/editorials relating to such companies. Needless to say, biased and motivated dissemination of information, guided by commercial considerations can potentially mislead investors in the securities market. Such journalism would not be in the interest of securities market.

SEBI, given its legal mandate to protect the interest of investors felt that such brand building strategies of media groups, without appropriate and adequate disclosures may not be in the interest of investors and financial markets. There are prescribed norms of Journalistic Conduct that require journalists to disclose any interest that they may have in the company about which they are reporting. However, there are no equivalent requirements in the case of media companies holding a stake in the company which is being reported / covered.

Press Council of India has informed SEBI that in its meeting held on 22.02.2010 at New Delhi, it has accepted the following suggestions of SEBI and has mandated the following:

1) Disclosures regarding stake held by the media company should be made in the news report/ article/ editorial in newspapers/television relating to the company in which the media group holds such stake.

2) Disclosure on percentage of stake held by media groups in various companies under such ‘Private Treaties’ on the website of media groups should be made.

3) Any other disclosures relating to such agreements such as any nominee of the media group on the Board of Directors of the company, any management control or other details which may be required to be disclosed and which may be a potential conflict of interest for media group, should also be mandatorily disclosed.

The copy of the Press Release sent to SEBI by Press Council of India in the matter, is enclosed.

The above is for information and necessary compliance by all concerned.

ANNEXURE

Guidelines concerning mandatory disclosure by the media of its stake in corporate sector

Press release No. PR/3/10-11-PCI, dated 2-8-2010

The Press Council under the chairmanship or Mr. Justice G.N. Ray while considering the reference from Securities & Exchange Board of India (SEBI) regarding Private Treaties by Media Companies in its meeting held on 22.2.2010 accepted the following suggestions of SEBI –

1. Disclosures regarding stake held by the media company may be made mandatory in the news report/article/editorial in newspapers/television relating to the company in which the media group hold such stake.

2. Disclosure on percentage of stake held by media groups in various companies under such ‘Private Treaties’ on the website of media groups may be made mandatory.

3. Any other disclosures relating to such agreements such as any nominee of the media group on the Board of Directors of the company, any management control or other details, which may be required to be disclosed and which may be a potential conflict of interest for media group, may also be made mandatory.

The Securities and Exchange Board of India had expressed its concern that many media groups are entering into agreements, called ‘Private Treaties’, with companies which are listed or coming out with a public offer, for stake in the company and in return providing media coverage through advertisements, news reports, editorials etc. which helps to promote and build ‘brand’ of the company through print or electronic media, in exchange media groups get shares of the company. It apprehended that such agreements may not only give rise to conflict of interest but result in dilution of the independence of press vis-à-vis the nature and contents of the news/editorials relating to such companies. This will result into biased news, imbalance reporting, inaccurate perceptions of the companies, and may lead to commercialization of news reports. Such brand building strategies of media groups, without appropriate and adequate disclosures may not be in the interest of investors and financial markets.

The above suggestions may be kept in mind by the media.