Zee’s proposal for promoter warrants fails to secure shareholder majority

60% of votes in favour fall short of special resolution threshold; Board says committed to shareholder value and growth

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(L-R) A file photo of Amit Goenka, Subhash Chandra and Punit Goenka

(L-R) A file photo of Amit Goenka, Subhash Chandra and Punit Goenka

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New Delhi: Zee Entertainment Enterprises Ltd’s proposal to issue fully convertible warrants to its promoter group has failed to secure the required shareholder majority at its Extraordinary General Meeting (EGM) held on July 10, 2025.

According to the scrutinizer’s report and the official voting results disclosed by the company, approximately 60% of shareholders who participated in the voting process supported the special resolution to issue warrants on a preferential basis to promoter group entities. However, as per the Companies Act, 2013 and SEBI Listing Regulations, special resolutions require at least a 75% majority to be passed. With over 40% of votes polled against the resolution, the proposal did not meet the threshold and stands rejected.

The Board of Zee and its management, in an official statement, acknowledged the outcome: “~60% of the shareholders who participated in the voting process have expressed their support towards the resolution pertaining to the issuance of fully convertible warrants to promoter group entities, and are grateful for their support. The Board and the management also respect the decision taken by the remaining shareholders.”

Zee’s Board reiterated its commitment to maximising and safeguarding shareholder value. The company highlighted ongoing efforts to enhance performance, including margin improvement and reducing digital segment losses. The Board underlined the importance of maintaining a sufficient ‘war chest’ to address rapid market shifts and outperform competition, stating, “It is important to keep a sufficient war chest available in order to consistently build a strong foundation to address the rapid market shifts and outperform the fierce competition.”

Despite the setback, Zee said it remains focused on delivering growth and investing in technology and innovation, under the guidance of a highly experienced Board. The company will continue to leverage its cash reserves, prudent approach, and entrepreneurial spirit to drive its future ambitions.

The EGM, conducted via video conferencing, saw the participation of directors, auditors, management, and over 120 shareholders. All regulatory protocols were followed, with voting conducted through remote e-voting and e-voting during the meeting. The scrutinizer’s consolidated report confirmed that the special resolution failed to achieve the required majority, with only 59.51% of votes cast in favour.

This outcome comes at a time when Zee is working to reinforce its foundation amid intense industry competition and market shifts. The Board’s focus, as stated, will remain on long-term value creation for all shareholders.

Punit Goenka Zee SEBI Subhash Chandra shareholders Zee Entertainment Enterprises Limited promoter
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