Shemaroo Entertainment Limited has filed a revised shareholding pattern disclosure under Regulation 30 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, incorporating the potential dilution impact from outstanding Employee Stock Option Plans (ESOPs).

Background of Preferential Issue

The company had sought shareholders' approval for issuance of equity shares to promoter/promoter group on preferential basis through a postal ballot notice dated February 11, 2026. The e-voting period commenced on February 12, 2026 and concluded on March 13, 2026. However, the original shareholding pattern disclosed in the postal ballot notice did not account for potential dilution from outstanding ESOPs.

Revised Shareholding Structure

The revised disclosure incorporates 961,986 outstanding ESOPs that could potentially dilute the existing shareholding structure. The shareholding details have been calculated based on Benpos data from March 6, 2026.

Promoter Holdings Comparison

Non-Promoter Holdings Impact

The non-promoter category shows notable changes in certain segments post the preferential issue and ESOP consideration:

Key Changes in Non-Promoter Holdings

Overall Share Capital Structure

The total share count is expected to increase significantly due to the preferential issue and potential ESOP conversions:

Regulatory Compliance

The company has made this disclosure under Regulation 30 of SEBI (LODR) Regulations, 2015, emphasizing transparency and keeping stakeholders appropriately informed about the revised shareholding structure. The disclosure was signed by Company Secretary & Compliance Officer Meenakshi A. Pansari on March 14, 2026.

This revised shareholding pattern provides stakeholders with a comprehensive view of the company's ownership structure after accounting for all potential dilutive instruments, ensuring complete transparency in the preferential issue process.

Shemaroo Entertainment Limited has secured a significant legal victory with the Bombay High Court setting aside penalty proceedings worth Rs. 133.61 crores against its senior executives. The judgment, delivered on February 25, 2026, marks the conclusion of writ proceedings filed by the company challenging GST penalty actions.

Court Judgment Details

The Hon'ble High Court of Judicature at Bombay allowed the writ petition filed by Shemaroo Entertainment, ruling that the show cause notices and impugned Order-in-Original issued against the company's key executives were without jurisdiction and legally unsustainable. The court's decision specifically covers actions taken against the Joint Managing Director, Chief Executive Officer, and Chief Financial Officer of the company.

Background of GST Proceedings

The original GST proceedings involved multiple penalty components against Shemaroo Entertainment. The tax authorities had demanded recovery of allegedly inadmissible Input Tax Credit (ITC) amounting to Rs. 70.26 crores, along with applicable interest and penalty under Section 74(1) of CGST Act, 2017.

Additional penalties included:

• Rs. 63.35 crores under Section 122(1)(ii) & (x) and Section 122(2)(b) of CGST Act, 2017
• Rs. 133.61 crores each on the three senior executives under Section 122(1A) of the CGST Act, 2017 and MGST Act, 2017

Financial Impact Assessment

Shemaroo Entertainment has confirmed that the favorable court judgment will have no material financial impact on the company's operations. This outcome provides relief to the entertainment company, which has been dealing with these GST-related proceedings since the original disclosures made in August 2024.

Regulatory Compliance

The company has fulfilled its disclosure obligations under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This development follows previous disclosures made by the company on August 03, 2024, February 05, 2025, and December 8, 2025, keeping stakeholders informed throughout the legal proceedings.

The judgment represents a significant legal precedent regarding the jurisdiction of tax authorities in imposing personal penalties on company executives under GST regulations, particularly in cases involving corporate tax compliance matters.