Zee Entertainment Enterprises Ltd (‘Z’)—the country’s leading content and technology powerhouse—said on Sunday it believes that its fund-raising exercise will not be directly impacted by market regulator SEBI’s order barring two of its promoters. The company is seeking legal advice on the order and will take all required steps to successfully complete the fund-raising exercise, aimed at strengthening its financial foundation, said a spokesperson.&nbsp;The SEBI order has no direct bearing on the fund-raising exercise, the spokesperson added.&nbsp;The statement comes two days after shareholders approved the company’s Rs 3,143.5 crore preferential warrant issue and ESOP proposals at the extraordinary general meeting (EGM) held on July 31.&nbsp;&nbsp;Just hours after the shareholder approval, market regulator SEBI issued an order barring promoters Dr Subhash Chandra and Punit Goenka over alleged unauthorised pledge of the company’s Hyderabad land to secure certain promoter-linked loans.“The Company is in receipt of the order issued by the Securities and Exchange Board of India (SEBI) and is seeking advice from legal experts on the same,” the ZEEL spokesperson said.&nbsp;“The Company firmly believes that the order from SEBI has no direct bearing on the fund-raising exercise.”‘Z’ also said that pursuant to regulatory approvals received from the stock exchanges and shareholders at the EGM, it will take all required steps to complete the fund-raising exercise.The development triggered a legal debate over whether the SEBI order could affect the company’s proposed capital raising, with most experts being of the view that the fund raise may not necessarily be derailed.&nbsp;<h2>ZEEL fund raise approval and SEBI ban: What is the matter?</h2>&nbsp;At the recent EGM, ‘Z’ shareholders approved the issue of 24,94,85,563 fully convertible warrants to a promoter group entity on a preferential basis at Rs 126 per warrant.The proposed transaction is likely to bring in around Rs 3,143.5 crore into the company and eventually take the total promoter shareholding to 23.79 per cent.The shareholders also approved the ‘Truly Yours’ Employee Stock Option Plan (ESOP), involving 3,74,22,835 stock options for eligible employees and employees of subsidiary companies.SEBI’s order against two promoters came shortly after the shareholder approvals.&nbsp;<h2>What do legal experts say?&nbsp;</h2>&nbsp;Securities lawyer Chirag Shah said the timing of the SEBI order and ZEEL’s shareholder approval was unusual, but also emphasised that “all the requirements under company law have already been met”.He noted that shareholders had already approved the fund raise overwhelmingly and so ZEEL should approach SEBI for a positive view, highlighting the company’s growth requirements.“In my view, the company should be approaching SEBI” with the point that the resolutions approved at the EGM had already been shared with stock exchanges as required under LODR, Shah said.&nbsp;He said SEBI would take cognisance of the approvals and could possibly provide “some kind of forbearance” to allow the fund raise to proceed.Shah expressed confidence that SAT could consider the matter if immediate relief is required.Pavan Kumar Vijay, founder of Corporate Professionals, said the SEBI order does not automatically end the capital-raising process, though stock exchange approval could pose a hurdle.

‘Z’ said it believes its fund-raising exercise will not be impacted by market regulator SEBI’s order, and following regulatory approvals received from the stock exchanges and shareholders at the EGM, it will take all required steps to complete the fund-raising exercise.

Zee Entertainment Enterprises Ltd (‘Z’)—the country’s leading content and technology powerhouse—said on Sunday it believes that its fund-raising exercise will not be directly impacted by market regulator SEBI’s order barring two of its promoters. The company is seeking legal advice on the order and will take all required steps to successfully complete the fund-raising exercise, aimed at strengthening its financial foundation, said a spokesperson. The SEBI order has no direct bearing on the fund-raising exercise, the spokesperson added. The statement comes two days after shareholders approved the company’s Rs 3,143.5 crore preferential warrant issue and ESOP proposals at the extraordinary general meeting (EGM) held on July 31. Just hours after the shareholder approval, market regulator SEBI issued an order barring promoters Dr Subhash Chandra and Punit Goenka over alleged unauthorised pledge of the company’s Hyderabad land to secure certain promoter-linked loans. “The Company is in receipt of the order issued by the Securities and Exchange Board of India (SEBI) and is seeking advice from legal experts on the same,” the ZEEL spokesperson said. “The Company firmly believes that the order from SEBI has no direct bearing on the fund-raising exercise.” ‘Z’ also said that pursuant to regulatory approvals received from the stock exchanges and shareholders at the EGM, it will take all required steps to complete the fund-raising exercise. The development triggered a legal debate over whether the SEBI order could affect the company’s proposed capital raising, with most experts being of the view that the fund raise may not necessarily be derailed. ZEEL fund raise approval and SEBI ban: What is the matter? At the recent EGM, ‘Z’ shareholders approved the issue of 24,94,85,563 fully convertible warrants to a promoter group entity on a preferential basis at Rs 126 per warrant. The proposed transaction is likely to bring in around Rs 3,143.5 crore into the company and eventually take the total promoter shareholding to 23.79 per cent. The shareholders also approved the ‘Truly Yours’ Employee Stock Option Plan (ESOP), involving 3,74,22,835 stock options for eligible employees and employees of subsidiary companies. SEBI’s order against two promoters came shortly after the shareholder approvals. What do legal experts say? Securities lawyer Chirag Shah said the timing of the SEBI order and ZEEL’s shareholder approval was unusual, but also emphasised that “all the requirements under company law have already been met”. He noted that shareholders had already approved the fund raise overwhelmingly and so ZEEL should approach SEBI for a positive view, highlighting the company’s growth requirements. “In my view, the company should be approaching SEBI” with the point that the resolutions approved at the EGM had already been shared with stock exchanges as required under LODR, Shah said. He said SEBI would take cognisance of the approvals and could possibly provide “some kind of forbearance” to allow the fund raise to proceed. Shah expressed confidence that SAT could consider the matter if immediate relief is required. Pavan Kumar Vijay, founder of Corporate Professionals, said the SEBI order does not automatically end the capital-raising process, though stock exchange approval could pose a hurdle.

‘Z’ said it believes its fund-raising exercise will not be impacted by market regulator SEBI’s order, and following regulatory approvals received from the stock exchanges and shareholders at the EGM, it will take all required steps to complete the fund-raising exercise.

‘Z’ says no direct bearing of SEBI order on Rs 3,143.5 crore fund-raise, will take needed steps to complete exercise

Mumbai: Zee Entertainment Enterprises Ltd (‘Z’) – the country’s leading content and technology powerhouse – on Friday secured the requisite support of its shareholders for the resolution to issue fully convertible warrants to a promoter group entity on a preferential basis.Shareholders present at the media giant’s extraordinary general meeting (EGM) also approved the resolutions to implement the ‘Truly Yours’ Employee Stock Option Plan (ESOP) for the Human Capital of ‘Z’ and its subsidiary companies.&nbsp;In a regulatory filing, ‘Z’ said the approvals for all the resolutions mark a firm step forward for the company in strengthening its financial foundation to pursue value-accretive opportunities and build a robust trajectory for the future.&nbsp;'Z' said it garnered unequivocal support from its shareholders, reinforcing their confidence in the company’s strategic growth aspirations and its ability to generate higher value going forward.&nbsp;&nbsp;It further said in the filing that the trust reposed by the shareholders serves as a firm testament to the Board and management team’s ability to ensure higher value generation in the future.&nbsp;As a result, the company will have access to higher growth capital, which it will invest in amplifying its new strategic growth avenues and enhancing the capabilities within its existing business segments.&nbsp;The approval will further enable ‘Z’ to accelerate its growth plans and enhance long-term value creation, in an increasingly competitive and evolving entertainment landscape.&nbsp;&nbsp;<h2>Promoter warrants</h2>&nbsp;Following the approval, ‘Z’ will issue 24,94,85,563 warrants to promoter group entity on a preferential basis, at Rs. 126 per warrant.The promoters will invest Rs. 3143.5 crores in the company, eventually increasing total promoter shareholding to 23.79%.&nbsp;<h2>‘Truly Yours’ Employee Stock Option Plan</h2>&nbsp;‘Z’ will also implement the ‘Truly Yours’ Employee Stock Option Plan (ESOP) by granting 3,74,22,835 stock options to eligible employees of ‘Z’ and its subsidiary companies, having face value of Re. 1/- each, in one or more tranches.&nbsp;The approval of both key resolutions reinforces the shareholders’ confidence in the company’s long-term potential and ensures leadership continuity with enhanced promoter skin in the game.&nbsp;&nbsp;The trust reposed by the shareholders serves as a firm testament to the Board and management team’s ability to ensure higher value-generation in future and enables the human capital to participate meaningfully in the company’s growth journey, as true co-owners.The ESOP framework aligns the growth ambitions of the company’s talent with the long-term shareholder aspirations to ensure sustained value-creation for all stakeholders.&nbsp;<h2>Management speak</h2>&nbsp;R. Gopalan, Chairman, Zee Entertainment Enterprises Ltd. expressed his gratitude towards the shareholders and said, “This approval is a clear reflection of the shareholders’ belief in the company and its management. The Board’s decision and the subsequent shareholder approval, to enhance the foundation and resilience of the company through promoter fund infusion, will further enable ‘Z’ to stay ahead of competition and generate higher value for all its stakeholders.”&nbsp;“I would also like to thank the shareholders for recognizing the immense contributions of ‘Z’s Human Capital and approving the Employee Stock Option Plan, that will only spur higher innovation and accountability to drive the Company forward. The Board firmly believes that robust growth capital coupled with enhanced promoter alignment, will serve as key enablers in ensuring long-term profitability in a dynamic business environment,” he added.&nbsp;“With the approval of the key resolutions, the Company is on a furthermore solid footing to execute its future growth plans effectively,” Gopalan said further.&nbsp;The company said that the whole-hearted support of the shareholders on the board decisions enables it to take the necessary steps forward to achieve its strategic growth ambitions.&nbsp;In its previous meetings, the Board of Directors had reviewed the Company’s growth plans for the future.&nbsp;&nbsp;‘Z’ has presence in more than 190 countries and a reach of over 1.4 billion people across the globe. It brings diverse stories and experiences to life through linear television, digital platforms, movies, music and live entertainment across languages.

After the approval of resolutions by shareholders, ‘Z’ will have access to higher growth capital, which it will invest in amplifying its new strategic growth avenues and enhancing the capabilities within its existing business segments.

Mumbai: Zee Entertainment Enterprises Ltd (‘Z’) – the country’s leading content and technology powerhouse – on Friday secured the requisite support of its shareholders for the resolution to issue fully convertible warrants to a promoter group entity on a preferential basis. Shareholders present at the media giant’s extraordinary general meeting (EGM) also approved the resolutions to implement the ‘Truly Yours’ Employee Stock Option Plan (ESOP) for the Human Capital of ‘Z’ and its subsidiary companies. In a regulatory filing, ‘Z’ said the approvals for all the resolutions mark a firm step forward for the company in strengthening its financial foundation to pursue value-accretive opportunities and build a robust trajectory for the future. 'Z' said it garnered unequivocal support from its shareholders, reinforcing their confidence in the company’s strategic growth aspirations and its ability to generate higher value going forward. It further said in the filing that the trust reposed by the shareholders serves as a firm testament to the Board and management team’s ability to ensure higher value generation in the future. As a result, the company will have access to higher growth capital, which it will invest in amplifying its new strategic growth avenues and enhancing the capabilities within its existing business segments. The approval will further enable ‘Z’ to accelerate its growth plans and enhance long-term value creation, in an increasingly competitive and evolving entertainment landscape. Promoter warrants Following the approval, ‘Z’ will issue 24,94,85,563 warrants to promoter group entity on a preferential basis, at Rs. 126 per warrant. The promoters will invest Rs. 3143.5 crores in the company, eventually increasing total promoter shareholding to 23.79%. ‘Truly Yours’ Employee Stock Option Plan ‘Z’ will also implement the ‘Truly Yours’ Employee Stock Option Plan (ESOP) by granting 3,74,22,835 stock options to eligible employees of ‘Z’ and its subsidiary companies, having face value of Re. 1/- each, in one or more tranches. The approval of both key resolutions reinforces the shareholders’ confidence in the company’s long-term potential and ensures leadership continuity with enhanced promoter skin in the game. The trust reposed by the shareholders serves as a firm testament to the Board and management team’s ability to ensure higher value-generation in future and enables the human capital to participate meaningfully in the company’s growth journey, as true co-owners. The ESOP framework aligns the growth ambitions of the company’s talent with the long-term shareholder aspirations to ensure sustained value-creation for all stakeholders. Management speak R. Gopalan, Chairman, Zee Entertainment Enterprises Ltd. expressed his gratitude towards the shareholders and said, “This approval is a clear reflection of the shareholders’ belief in the company and its management. The Board’s decision and the subsequent shareholder approval, to enhance the foundation and resilience of the company through promoter fund infusion, will further enable ‘Z’ to stay ahead of competition and generate higher value for all its stakeholders.” “I would also like to thank the shareholders for recognizing the immense contributions of ‘Z’s Human Capital and approving the Employee Stock Option Plan, that will only spur higher innovation and accountability to drive the Company forward. The Board firmly believes that robust growth capital coupled with enhanced promoter alignment, will serve as key enablers in ensuring long-term profitability in a dynamic business environment,” he added. “With the approval of the key resolutions, the Company is on a furthermore solid footing to execute its future growth plans effectively,” Gopalan said further. The company said that the whole-hearted support of the shareholders on the board decisions enables it to take the necessary steps forward to achieve its strategic growth ambitions. In its previous meetings, the Board of Directors had reviewed the Company’s growth plans for the future. ‘Z’ has presence in more than 190 countries and a reach of over 1.4 billion people across the globe. It brings diverse stories and experiences to life through linear television, digital platforms, movies, music and live entertainment across languages.

After the approval of resolutions by shareholders, ‘Z’ will have access to higher growth capital, which it will invest in amplifying its new strategic growth avenues and enhancing the capabilities within its existing business segments.

‘Z’ shareholders approve resolutions for promoter warrants, ESOP at EGM

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‘Z’ says no direct bearing of SEBI order on Rs 3,143.5 crore fund-raise, will take needed steps to complete exercise

‘Z’ shareholders approve resolutions for promoter warrants, ESOP at EGM