Shareholders meeting

July 9, 2026 The Listing Department, The Listing Department, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, Dalal Street, Fort Bandra-Kurla Complex, Mumbai - 400 001 Bandra (East), Mumbai- 400 051 BSE Scrip Code Equity: 505537 NSE Symbol: ZEEL EQ Dear Sir / Madam, Sub: Notice of Extra Ordinary General Meeting of the Company This is with reference to our disclosure dated July 1, 2026 and newspaper advertisement dated July 3, 2026, wherein the Company had informed that an Extra Ordinary General Meeting of the Company is scheduled to be held on Friday, July 31, 2026 (‘EGM’) through video conference and/or other audio-visual means in accordance with the relevant circulars issued by Ministry of Corporate Affairs and Securities and Exchange Board of India. We hereby enclose a copy of the notice convening the EGM along with the explanatory statement which is being sent to the equity shareholders of the Company (‘Notice’). The Company shall provide the facility of remote e-voting and e-voting during the Meeting to the equity shareholders of the Company in respect of the resolutions to be passed at the Meeting. The remote e-voting will commence on Monday, July 27, 2026 at 9.00 a.m. (IST) and will end on Thursday, July 30, 2026 at 5:00 p.m. (IST). All persons whose names appear in the Register of Members or in the Register of Beneficial Owners maintained by the depositories as on the cut-off date i.e., Friday, July 24, 2026 shall be entitled to avail the facility of remote e-voting or e-voting during the EGM. The details for participating and attending the meeting through VC/OAVM and the manner in which equity shareholders of the Company may cast their vote through remote e-voting or e-voting during the Meeting are set out in the Notice. The Notice along with the explanatory statement is being sent through electronic mode to all those members of the Company whose email IDs are registered with the Company and/or Depository Participant(s). The Notice is also available on the website of the Company at https://assets-prod.zee.com/wp- content/uploads/2026/07/ZEEL_EGM_Notice_f_July_31_2026.pdf and the website of National Securities Depository Limited at www.evoting.nsdl.com. Kindly take the above on record. Thanking you, Yours faithfully, For Zee Entertainment Enterprises Limited Ashish Agarwal Company Secretary FCS6669 Encl: As above ZEE ENTERTAINMENT ENTERPRISES LIMITED Regd. Office: 18th Floor, A Wing, Marathon Futurex, N M Joshi Marg, Lower Parel, Mumbai - 400 013 Tel: +91-22-7106 1234 CIN: L92132MH1982PLC028767, Website: www.zee.com NOTICE Notice is hereby given that the Extra Ordinary General Meeting ('EGM') of the Members of Zee Entertainment Enterprises Limited (‘the Company’) will be held on Friday, July 31, 2026 at 4.00 p.m. through Video Conferencing (VC’)/ Other Audio Visual Means(‘OAVM’), to transact the following business: SPECIAL BUSINESSES: ITEM NO. 1: ISSUE OF FULLY CONVERTIBLE WARRANTS TO THE PROMOTER GROUP ENTITY ON A PREFERENTIAL BASIS To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution: “RESOLVED THAT pursuant to Section 23(1)(b), 42, 62(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 (the ‘Act’) read with the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other applicable provisions, if any, of the Act any other rule(s) made thereunder, regulation(s), circular(s), notification(s), order(s) etc., issued thereunder including any statutory amendment(s) or modification(s) thereto or enactment(s) or re-enactment(s) thereof for the time being in force; applicable provisions of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (the ‘SEBI ICDR Regulations’), Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (the ‘SAST Regulations’), Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 (the ‘PIT Regulations’), Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the ‘Listing Regulations’), Foreign Exchange Management Act, 1999 (‘FEMA’), and any other rules / regulations / guidelines / circulars / notifications, if any, prescribed by the Securities and Exchange Board of India (‘SEBI’), Reserve Bank of India (‘RBI’), Ministry of Corporate Affairs (‘MCA’), BSE Limited (‘BSE’) and National Stock Exchange of India Limited (‘NSE’) where the shares of the Company are listed (hereinafter jointly referred to as the ‘Stock Exchanges’) and/or any other statutory / government / regulatory authority; and rules and regulations framed thereunder as amended, (including any statutory modification(s) thereto or re-enactment(s) thereof for the time being in force), any other applicable laws made under any of the above mentioned statutes in the form of any other rule(s), regulation(s), circular(s), notification(s), order(s) etc., and pursuant to the provisions of any other substantive and/or procedural laws that may be applicable in this regard; Memorandum and Articles of Association of the Company; and subject to the approval(s), consent(s), permission(s) and/or sanction(s), if any, of the appropriate authorities (including Competition Commission of India), institutions or bodies as may be required, and subject to such conditions and modifications, as may be prescribed by any of them while granting any such approval(s), consent(s), permission(s), and/or sanction(s), and which may be agreed to by the Board of Directors of the Company (the ‘Board’, which term shall be deemed to include any committee which the Board may have constituted or hereinafter constitute to exercise its powers including the powers conferred by this resolution), the approval of the members of the Company be and is hereby accorded to offer, issue and allot from time to time in one or more tranches, up to 24,94,85,563 (Twenty Four Crore Ninety Four Lakh Eighty Five Thousand Five Hundred Sixty Three Only) Warrants of the Company for consideration to be received in cash, with each Warrant convertible into or exchangeable with, 1 (one) fully paid-up equity share of the Company having face value of Re 1/- (Rupee One Only) each (‘Warrants’) at a price (including the Warrant Subscription Price and the Warrant Exercise Price) of Rs. 126/- (Rupees One hundred Twenty-Six only) each (‘Warrant Issue Price’), aggregating up to Rs. 3143,51,80,938/- (Rupees Three Thousand One Hundred Forty Three Crores Fifty One Lakhs Eighty Thousand Nine Hundred Thirty Eight Only) (‘Total Issue Size’) on a preferential basis, to Sunbright Mauritius Investments Limited, Promoter Group entity (‘Warrant Holder’ / ‘Proposed Allottee’), with the upfront payment of Warrant Subscription Price of Rs. 31.50/- (Rupees Thirty One and Fifty Paise Only) for each Warrant, which is equivalent to 25% (twenty five per cent) of the Warrant Issue Price (‘Warrant Subscription Price’), entitling the Warrant Holder to seek conversion of Warrant(s) in one or more tranches, within a maximum period of 18 (eighteen) months from the date of allotment of Warrants, upon the payment of Warrant Exercise Price of Rs. 94.50/- (Rupees Ninety Four and Fifty Paise Only), equivalent to 75% (Seventy five per cent) of the Warrant Issue Price (‘Warrant Exercise Price’), and be allotted one fully paid-up Equity Share of the Company of face value of Re. 1/- each at a price of Rs. 126/- per share (including premium of Rs. 125/- per share), against each Warrant, with the amount paid against each Warrant be adjusted against the issue price for the resultant Equity Share, in such manner and upon such terms and conditions as mentioned herein, in accordance with the terms of this issue, provisions of SEBI ICDR Regulations, or other applicable laws in this re [Showing first 8,000 characters — download PDF for full document]