Outcome of Board Meeting held on October 22, 2026.

October 23, 2026 BSE Limited The National Stock Exchange of India Limited Corporate Relationship Department, Exchange Plaza, Phiroze Jeejeebhoy Towers, Block G, C-1, Bandra-Kurla Complex, Dalal Street, Fort, Bandra (East), Mumbai-400 001 Mumbai-400 051 BSE Scrip Code: 533287 NSE Symbol: ZEELEARN Sub: Outcome of Board Meeting held on October 22, 2026. Dear Sir/Ma’am, We wish to inform you that while filing the Financial Results for the quarter and half year ended September 30, 2026, an inadvertent clerical error occurred in the disclosure of Earnings Per Share ("EPS"). The EPS figures were incorrectly reflected due to a clerical error during the filing process. Accordingly, the corrected figures have been provided herein. All other particulars contained in the Financial Results remain unchanged. The stakeholders are requested to read the updated Financial Results together with this communication. We request you to kindly take the aforesaid information on your record. Thanking you. Yours faithfully, For ZEE LEARN LIMITED ANIL GUPTA COMPANY SECRETARY & COMPLIANCE OFFICER Encl: a/a FORD RHODES PARKS & CO LLP CHARTERED ACCOUNTANTS (Formerly Ford, Rhode';. Parks & Co.) SAi COMMERCIAL BUILDING TELEPHONE : (91) 22 35114719 312/313, 3RD FLOOR, EMAIL frp_mumbai@hotmail.com BKS DEVSHI MARG, GOVANDI (EAST), MUMBAI - 400 088. Independent Auditor's Review Report The Board of Directors, Zee Learn Limited Re: Limited Review Report on unaudited standalone financial results for the quarter and half year ended 30 September 2026 1. We have reviewed the accompanying Statement of unaudited standalone financial results of Zee Learn Limited (the "Company") for the quarter and half year ended 30 September 2026 ("the Statement") being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requir.ements) Regulations, 2015, as amended. 2. This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accountir}g Standard 34 "interim Financial Reporting" ("Ind AS 34"), pr!?scribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the ~tatement based on our review. 3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing specified under Section 143( 10) of the Companies Act, 2013 and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. A Partnership Firm with Registration. No: BA61078 converted into a Limited Liability Partnership (LLP) namely FORD RHODES PARKS & CO LLP w.e.f August 4, 2015 - LLP Identification No. AAE4990 Also at: BENGALURU • CHENNAI • KOLKATA - HYDERABAD FORD RHODES PARKS & CO LLP 4. Basis for qualified conclusion a) As stated in Note 5 to the Statement, Yes Bank Limited (YBL) had invoked the Corporate Guarantees issued by the Company and its subsidiary i.e. Digital Ventures Private Limited (DVPL) upon non-repayment of credit facilities (during COVID-19 pandemic) availed by Four Trusts/entity, and called upon the Company and DVPL to make payment of an amount of Rs. 44,962.56 lakhs (including interest and other charges upto 31 July 2021 ). As further stated in the said note, the Company and DVPL had received notices from YBL regarding filing of petitions under Section 7 of the Insolvency and Bankruptcy Code, 2016 (IBC) to initiate Corporate Insolvency Resolution Process (CIRP) of the Company and DVPL (as corporate guarantors) before the Hon'ble National Company Law Tribunal ("NCL T"), Mumbai. Also as stated in the said note, YBL vide its letters dated 30 December 2022 had informed the Company and DVPL that it had assigned and transferred the above credit facilities to J.C. Flowers Asset Reconstructions Private Limited (J.C.Flowers) and the amount outstanding therein as at 30 November 2022 was Rs. 52,254.63 lakhs (including interest and penal charges). As further stated in the said note, the Company, DVPL along with four trusts/entity entered into settlement agreement dated 7 August 2023 with J.C. Flowers to settle the above corporate guarantee obligation with respect to loans borrowed by the said four trusts/entity. As per the terms of the settlement agreement, Company, DVPL along with four trusts/entity had agreed to settle the above Corporate Guarantee obligation for Rs. 28,500 lakhs (to be paid jointly and severally by Company, DVPL along with four trusts/entity) pursuant to which the Corporate Guarantee obligation and other securities created by Company and DVPL will be released by J.C. Flowers on receipt of the said settlement amount. However, due to delays in payments, the Company received letter dated 11 October 2024 from J.C. Flowers intimating termination of the said settlement agreement and further informing that all terms set out in the Financing document shall continue in full force and effect and all amounts paid under settlement agreement shall be adjusted towards repayment of the outstanding credit facilities of four trusts/entity as if the settlement agreement had never been executed. Further as stated in the said note, J.C. Flowers and Assets Care & Reconstruction Enterprise Limited (ACRE) vide their respective communications (b ted 31 October 2024 informed the Company that such outstanding credit· - facilities of four trusts/entity of Rs. 62,481.28 lakhs (as on 11 Octc.ber 2024) have been • assigned and transferred by J.C. Flowers to ACRE. Further, vide Supplemental Facilities Agreement dated 15 November 2024, the Company, DVPL along with four trusts/entity and other entities forrning part of the promoter and promoter group have agreed upon certain additional conditions with ACRE in respect of the outstanding credit facilities availed by four trusts/entity. In furtherance to the said Supplemental Facilities Agreement, a few entities forming part of the promoter and promoter group also created and extended security on their assets (in addition to their security arrangement for their existing indebtedness with ACRE and existing security provided by the Company, DVPL along with four trusts/entity) to the satisfaction of ACRE for abovementioned outstanding credit facilities. Further, during the quarter, the Company and DVPL have received Demand cum Corporate Guarantee Invocation notices from ACRE and called upon the Company and DVPL to make payment of an amount of Rs. 66,861.26 lakhs (including interest) outstanding as on 15 September 2026 (Rs. 66,968.90 lakhs as on 30 September 2026). Also the Company and DVPL have received communication from ACRE regarding filing of the CIRP of Company and DVPL before the Hon'ble NCLT , which is pending for admission. In respect of the above Corporate Guarantee obligation, the total amount recoverable (including interest) from four trusts/entity is Rs. 81,346.45 lakhs (including amounts paid by the Company to ACRE and J.C. Flowers till 30 September 2026) as at 30 September 2026 and the said amount recoverable is disclosed under "other current financial assets". As further stated in the said note, the management of the Company strongly believes that the above outstanding credit facilities of four trusts/entity wi [Showing first 8,000 characters — download PDF for full document]