How Kalanithi Maran spent ₹37 crore to take control of Sun TV

In a legal notice dated 10 June, Dayanidhi has questioned a series of transactions executed between 2003 and 2005 — years when Sun TV was still a privately held company — alleging that Kalanithi quietly consolidated ownership while the family was grappling with a personal crisis. At the time, their father, former Union minister Murasoli Maran, was critically ill and subsequently passed away in 2003.

The legal dispute throws fresh light on how Kalanithi Maran built his dominant position in Sun TV ahead of its 2006 public listing, through a combination of fresh allotments, selective share purchases and bonus issues—transactions that his brother now alleges were executed without proper approvals or fair valuations.

In a stock exchange filing dated 20 June, Sun TV, in response to the ongoing issue, said that this “dates back to 22 years when the Company was a closely held private limited Company.”

“The statements allegedly made in the articles are incorrect, misleading, speculative, defamatory, and not supported by facts or law. We wish to inform you that all acts have been done by legal obligations and the same had been duly vetted by concerned intermediaries before the public issue of the Company,” Sun TV told the exchanges.

Also read: Brothers at war: Dayanidhi wants Kalanithi to hand over media giant Sun TV

Sun TV also said that the matter was a “family dispute” with “no bearing on the business of the Company or its day-to-day functioning.

Kalanithi Maran has not made any separate public statement so far. Queries sent on Saturday to Kaveri Kalanithi (wife of Kalanithi Maran), chartered accountant Siva Subramaniam, and Sun TV remained unanswered till press time.

Mint has also reached out to Dayanidhi Maran and will update the story if he responds.

Mint breaks down the key transactions outlined in Dayanidhi’s filing, which challenge Kalanithi’s ownership of Sun TV.

The disputed transactions

According to the legal notice and Sun TV’s own disclosures at the time of its IPO, Sun TV’s shareholding underwent a dramatic shift in September 2003.

The company, originally incorporated as Sumangali Publications Pvt. Ltd in 1985, was then owned entirely by two family members: Mallika Maran (mother of Kalanithi and Dayanidhi) and M.K. Dayalu (wife of former Tamil Nadu chief minister M. Karunanidhi, and aunt to the brothers), each holding 50% of the equity.

Neither Kalanithi nor Dayanidhi owned any shares at that point. However, as a director on the board, Kalanithi convened a board meeting on 15 September 2003 where he was allotted 1.2 million fresh equity shares at ₹10 per share, acquiring a 60% stake in Sun TV for ₹1.2 crore. According to Dayanidhi’s notice, this allotment was made without shareholder approval, independent valuation, or consent from other directors, even though Sun TV was already profitable and Dayanidhi claims the fair value of shares ranged between ₹2,500 and ₹3,000 per share.

Also read: SUN TV family feud explodes: What Dayanidhi Maran’s legal notice to brother Kalanithi reveals

The second phase of share consolidation occurred between October and December 2005, when Kalanithi acquired nearly all remaining shares from other family-linked entities and individuals:

On 28 October 2005, Kalanithi purchased 115,000 shares from M.K. Dayalu at ₹3,173.04 per share, paying ₹36.49 crore.

In November and December 2005, he acquired shares from Kungumam Publications Pvt. Ltd, Kal Investments Pvt. Ltd, Kungumam Nithiyagam Pvt. Ltd, and Mallika Maran, at ₹10 per share, spending an additional ₹69 lakh.

In total, Kalanithi spent roughly ₹37.18 crore to acquire 99.99% of the company’s 2 million shares.

A bonus issue on 23 December 2005 expanded Sun TV’s equity base sharply, issuing 30 new shares for every existing share and increasing the total number of shares from 2 million to 62 million. Post-bonus, Kalanithi held over 61.99 million shares, or nearly 100% ownership.

By the time Sun TV went public in April 2006, Kalanithi retained 89.99% ownership after the company issued 6.89 million new shares to the public.

In May 2013, to comply with Securities and Exchange Board of India’s minimum public shareholding rules in listed companies, Kalanithi Maran sold 7.88 million shares through an offer for sale. This reduced his promoter stake to exactly 75%, with the public holding rising to 25%. The ownership structure has remained unchanged since.

As of 31 March 2025, the shareholding remains unchanged, with Kalanithi owning 75% and public shareholders holding 25%.

Also read: Mint Explainer: What sparks family feuds in Indian corporations?

Why now?

The timing of Dayanidhi’s challenge — over two decades after the key transactions — raises fresh questions.

“The company is saying it won’t have an impact on its business as it is a matter between the promoters,” said Sriram Subramanian, founder of InGovern Research Services. “We are yet to see how it will affect the company. Usually, such fights between the promoters can destroy the wealth of the shareholders. But the good part is Sun TV has less public shareholding.”

“There’s also the question of timing,” he added. “Not sure why he’s doing this after 22 years. It could be some dispute elsewhere that’s being reflected here.”

Ketan Mukhija, senior partner at Burgeon Law, said Dayanidhi Maran is reportedly seeking legal remedies to challenge the alleged dilution of his family’s shareholding, including a forensic audit of the shareholding changes and related financial transactions. “He has approached the NCLT to examine possible acts of oppression and mismanagement…(and) to establish whether his rights as a minority shareholder were violated,” Mukhija said.

However, the passage of 22 years poses a significant legal challenge. 

Courts may invoke limitation laws since such disputes are generally expected to be raised within a reasonable timeframe, Mukhija said. “If Dayanidhi can demonstrate that he became aware of the irregularities only recently or that there was a continuing wrong, he may argue for an extension or exception.”

Rohit Jain, managing partner at Singhania & Co., said that since Sun TV is a publicly listed company, its shareholding details would be presumed to have been in Dayanidhi’s knowledge since 2003. 

“The period of limitation would be 3 years or at best 12 years from the date on which the share transfers happened and came to the knowledge of Dayanidhi…it will be difficult for Dayanidhi to plead that the share transfers came to his knowledge only now. From an initial view, it does appear difficult for Dayanidhi to maintain his claim after a passage of 22 years,” Jain said.

Family tensions between the brothers have reportedly simmered for years, with both largely avoiding public comment on their strained relationship.

Dayanidhi, who is currently a Member of Parliament from Chennai Central, earlier served as India’s telecom minister between 2004 and 2007. Sun TV claims to operates 37 TV channels, 69 radio stations, three newspapers and owns the IPL franchise SunRisers Hyderabad, valued at approximately $2 billion.