GECs
Zee proposes merger extension with Sony
Mumbai: The merger agreement between Zee and Sony dated 21 December 2021, was to be closed by 22 December 2023 (two year period); Zee has proposed extension of the same with Sony.
Indiantelevison reached out to Sony for their comments. This is what they had to say, “Sony is evaluating the request”.
According to Zee, in its stock exchange filing, reported that pursuant to the Merger Cooperation Agreement dated 22 December 2021 entered into amongst the Company, Bangla Entertainment Private Ltd (‘BEPL’), and Culver Max Entertainment Private Ltd (formerly known as Sony Pictures Networks India Private Ltd), the company has requested CMEPL and BEPL to extend the date required to make the scheme effective, as per the terms of the Merger Cooperation Agreement.
The request by Zee to extend the deadline comes just a day after two independent directors were unable to secure the re-appointment of the company’s board.
Directors Sasha Mirchandani and Vivek Mehra “failed to get the requisite majority of votes,” the company said in an exchange filing.
Sony Pictures Networks India (SPNI) commented, “ZEE’s notice to the Bombay Stock Exchange and the National Stock Exchange of India dated December 17 is an acknowledgement that they will not be able to meet the December 21, 2023 deadline to close the SPNI/ZEE merger. The notice triggers an existing contractual provision in the deal that allows for both parties to discuss the possibility of extending the deadline. SPNI is required to start those conversations but has not yet agreed to a deadline extension. We look forward to hearing ZEE’s proposals and how they plan to complete the remaining critical closing conditions.”
GECs
Sebi sends show-cause notice to Zee over fund diversion, company responds
Regulator questions 2018 letter of comfort and governance lapses; company vows robust legal response
MUMBAI: India’s markets watchdog has reignited its long-running scrutiny of Zee Entertainment Enterprises, issuing a sweeping show-cause notice that drags the broadcaster and 84 others into a widening governance storm.
The notice, dated February 12, has been served by the Securities and Exchange Board of India to Zee, chairman emeritus Subhash Chandra and managing director and chief executive Punit Goenka, among others. At its heart: allegations that company funds were indirectly routed to settle liabilities of entities linked to the Essel Group.
The regulator’s probe traces its roots to November 2019, when two independent directors resigned from Zee’s board, flagging concerns over the alleged appropriation of fixed deposits by Yes Bank. The deposits were reportedly adjusted against loans extended to Essel Group entities, triggering questions about related-party dealings and board oversight.
A key flashpoint is a letter of comfort dated September 4, 2018, issued by Subhash Chandra in his dual capacity as chairman of Zee and the Essel Group. The document, linked to credit facilities availed by certain group companies from Yes Bank, was allegedly known only to select members of management and not disclosed to the full board—an omission SEBI believes raises red flags over transparency and governance controls.
Zee has pushed back hard. In a statement, the company said it “strongly refutes” the allegations against it and its board members and will file a detailed response. It expressed confidence that SEBI would conduct a fair review and signalled readiness to pursue all legal remedies to protect shareholder interests.
The notice marks the latest twist in a saga that has shadowed the broadcaster since 2019. What began as boardroom unease has morphed into a full-blown regulatory confrontation. The final reckoning now rests with SEBI—but the reputational stakes for Zee, and the message for India Inc on governance discipline, could scarcely be higher.
