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ZEE Board gets independent investigation report: No material irregularities found

Chaired by former Allahabad High Court judge Satish Chandra, the Committee includes ZEE's independent directors Uttam Prakash Agarwal and P.V. Ramana Murthy.

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The Independent Investigation Committee (IIC) constituted by the Board of Directors of ZEE Entertainment Enterprises (ZEE), submitted its report to the Board of the Company. 
The Committee, chaired by Satish Chandra, former Judge, Hon’ble High  Court of Allahabad, comprises ZEE's two Independent Directors - Uttam Prakash  Agarwal, chairman of the audit committee and former president of the Institute of  Chartered Accountants of India, and P.V Ramana Murthy, chairman of the  nomination and remuneration committee, a lawyer, author and an academic  practitioner in HR and organisation development with an experience of over 30 years  across global brands. The Committee conducted a thorough review of all the  allegations raised by the regulatory agencies. The Committee carried out an extensive fact-checking exercise to verify all the documents and information provided by the  Company during the investigations to SEBI.

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Since its inception, the Committee invested a substantial amount of time to delve deeper into the areas of concern highlighted by the regulatory agencies in order to curb the spread of misinformation. The Committee sought the advice of external audit firms (empanelled with regulatory agencies), taxation and regulatory experts, to ensure  a comprehensive review of all points.  

The report submitted by the Committee to the Board, emphasises that the company has fully cooperated with regulatory authorities, including SEBI. The committee verified the company's records and noted that ZEE provided comprehensive support and detailed responses to SEBI's inquiries.

The investigation revealed that ZEE has implemented necessary remedial measures regarding past issues already reviewed by SEBI. The committee found sufficient evidence indicating that the company and its board took appropriate and timely actions to address SEBI's concerns.

Importantly, the committee determined that the transactions under investigation did not adversely impact the company or its shareholders. These transactions were deemed part of the normal course of business, with no material irregularities reported.
Furthermore, the committee reviewed ongoing matters under adjudication with SEBI and concluded that no additional action is required from the company. It found no need for further corrective measures, policy changes, or legal steps, affirming ZEE's compliance and commitment to regulatory standards.

Commenting on the findings, Satish Chandra, chairman, ZEE’s Independent Investigation Committee and former judge, Allahabad High Court said, “We have invested significant time and energy to conduct a detailed review of all the  allegations and the necessary submissions have been made to the Board. The required records and information were sought from the Company, its management and promoters over the last few months, which were duly verified by the Committee along with a set of experts from the financial domain. The efforts shown by the Committee members, along with the external advisors, enabled us to conduct a  comprehensive evaluation of all the points. The Committee has noted the support  extended by the management, which enabled it to complete the review in a timely manner. Based on our report, we have not found anything adverse or untoward in the Company’s  operations and a detailed report has been submitted to the Board elaborating our  findings.”

Post the submission of findings, the Board has advised the Company to proactively settle any pending adjudication proceedings with SEBI in a time-bound manner, in the  interest of the shareholders and all stakeholders of the Company. The Board has further advised the Company to focus its efforts on enhancing the performance and profitability  across all aspects, in line with the strategic growth plan implemented by the MD and CEO. On February 27, 2024, the Board of ZEE had instituted the IIC in order to take the  necessary measures to delve into allegations levelled by regulatory authorities, with the  sole interest to protect the rights of the Company’s shareholders and all stakeholders. 

Dr. Subhash Chandra Zee Entertainment Enterprise
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