India’s Securities Appellate Tribunal has granted media giant Zee Entertainment Enterprises Ltd. interim relief in its dispute with the country’s securities regulator, allowing the company to proceed with the promoter fund infusion at the center of last month’s shareholder vote despite an ongoing market ban — on the condition that Zee first deposits the penalty the regulator imposed on it. The tribunal reserved judgment on the broader stay sought by Zee and its top management against the market-access restrictions themselves, meaning the underlying ban remains in place for now. The stock rose more than 5% on the news.
Earlier, shareholders of Indian media giant Zee Entertainment Enterprises Ltd. had approved a promoter group fund infusion worth INR3143.5 crore ($330 million) and a new employee stock option plan at an extraordinary general meeting, a day before India’s securities regulator barred the company and two of its top executives from the market. The Mumbai-headquartered media and technology company said its shareholders backed a preferential issue of 249,485,563 warrants to a promoter group entity, priced at INR126 ($1.32) each. A warrant gives its holder the right to convert it into a company share at a later date, at a price fixed now.
Once exercised, the promoters’ stake will grow to 23.79% of the company. Shareholders also cleared the “Truly Yours” employee stock option plan, under which 37,422,835 stock options with a face value of INR1 ($0.01) each will be granted to eligible employees of Zee and its subsidiaries, in one or more tranches. Gopalan, chair of Zee Entertainment Enterprises Ltd., thanked shareholders for their support.
SEBI also imposed penalties totaling INR1.48 crore ($155,000), split between INR30 lakh ($31,000) on Zee, INR58 lakh ($61,000) on Goenka and INR60 lakh ($63,000) on Chandra. The order concerns the pledge of a Zee-owned property in Hyderabad, used in December 2018 to secure INR726 crore ($76.1 million) in loans for four entities linked to Essel Group, the promoter group associated with Chandra and Goenka. SEBI found the pledge was never disclosed to or approved by Zee’s board or audit committee, and determined that Chandra and Goenka had used the company’s asset to shield borrowings tied to their own family-controlled entities.
A company spokesperson said Zee was reviewing the order with legal counsel and did not expect it to affect the fund-raising exercise. The order is the latest in a long-running SEBI probe into Zee’s promoters. The regulator first barred Goenka and Chandra from holding managerial or directorial roles at listed companies in June 2023, over allegations of fund diversion.
The Securities Appellate Tribunal set aside that order that October, but the scrutiny continued to shadow Zee’s proposed $10 billion merger with Sony Pictures Networks India, which collapsed in January 2024. Chandra later accused SEBI’s then-chair of scuttling the merger. In the two years since, Zee has cut roughly 15% of its workforce and expanded into sports broadcasting, striking a deal with FIFA in June for Indian broadcast and streaming rights to the 2026 and 2030 World Cups and 37 other tournaments through 2034.
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