Zee Media Corporation submitted a revised statutory auditor certificate to the National Stock Exchange of India Limited and BSE Limited on July 27, 2026, confirming compliance with regulatory norms for its recent warrant conversion. The filing certifies that the company received ₹19,12,50,000 from Sun India Opportunities Investing Fund for the conversion of 3,00,00,000 fully convertible warrants into equity shares, a transaction finalized on June 30, 2026. This procedural update supersedes an earlier certificate submitted on June 25, 2026, to align with the specific format prescribed by the exchanges under Regulation 169(5) of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

The revised certificate, issued by Ford Rhodes Parks & Co. LLP, the company’s statutory auditors, verifies that the funds were received directly from the allottee’s bank account without any circulation of funds or mere passing of book entries. This verification is critical for preferential allotments to non-promoter entities, ensuring adherence to Section 42(6) of the Companies Act, 2013, and Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014. The auditors also confirmed that the upfront payments received from other allottees with unexercised warrants have not been adjusted against the balance payment for this specific allottee.

Warrant Conversion and Allotment Details

The warrants were originally issued on June 25, 2026, at an issue price of ₹8.50 per share. Allottees were required to pay 25% upfront (₹2.125 per warrant) and the balance 75% (₹6.375 per warrant) upon conversion. Sun India Opportunities Investing Fund exercised its option to convert 3,00,00,000 warrants, paying the balance amount on June 30, 2026. The remaining 11,00,00,000 warrants held by other investors remain unexercised as of this date.

Regulatory Compliance and Auditor Verification

Ford Rhodes Parks & Co. LLP verified that the upfront 25% money received from allottees with unexercised warrants was not adjusted against the balance payment for any other allottee. This segregation prevents commingling of funds, a critical requirement under the relevant regulations. The auditors confirmed that relevant bank statements and records are maintained by the company to substantiate these transactions. The certificate explicitly states that the scope of work did not include verification of compliance with other requirements of the SEBI ICDR Regulations or other laws.

What the Numbers Show

The partial conversion indicates selective interest among the foreign portfolio investors involved. While Sun India Opportunities Investing Fund converted 60% of its allotted warrants, Magnifica Global Opportunities VCC and Minerva Ventures Fund have not yet exercised any options. The company holds ₹29,75,00,000 in upfront payments for the entire warrant issuance but is awaiting ₹70,12,50,000 to complete the capital raise. This structure allows the company to secure initial commitment while leaving room for future capital inflow as market conditions evolve for the remaining investors.

Zee Media Corporation Limited has submitted a certificate from its statutory auditors confirming compliance with Regulation 169(4) of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018. The submission was made to the Manager – Corporate Relationship Department on July 9, 2026, to fulfill regulatory requirements.

The certificate was issued by Ford Rhodes Parks & Co. LLP, Chartered Accountants, acting as the statutory auditors for the company. The firm holds registration number 102860W/W100089. The document certifies that the company adheres to the provisions specified under Regulation 169(4) of the ICDR Regulations.

Regulatory Compliance

The submission follows the provisions of Regulation 169(5) of the ICDR Regulations, which mandates issuers to provide a certificate from statutory auditors confirming compliance with the norms regarding utilization of funds and other requirements. The filing ensures that the company meets the necessary disclosure standards set by the market regulator.