Zee Learn Limited has strengthened its board leadership with the appointment of Mr. Shiv Kumar Gupta as Additional Director in the category of Non-Executive Independent Director, effective January 22, 2026. The appointment was approved by the Board of Directors through a resolution passed by circulation, following the recommendation of the Nomination and Remuneration Committee.

Appointment Details

The key parameters of Mr. Gupta's appointment are outlined below:

Mr. Gupta has confirmed that he is not debarred from holding the office of Directors pursuant to any SEBI order or any other authority. His appointment has been made in accordance with the applicable provisions of the Companies Act, 2013, and Listing Regulations.

Professional Background

Mr. Shiv Kumar Gupta brings extensive strategic finance leadership experience spanning over 23 years across multiple sectors including education, technology, payments, and services. As a qualified Chartered Accountant and US CPA, he has completed advanced executive education from IIM Ahmedabad and Wharton.

His expertise encompasses several critical areas:

• Governance and controls implementation
• Capital allocation and strategic finance
• M&A and IPO readiness
• Treasury and regulatory compliance
• Enterprise-wide transformation initiatives

Leadership Experience

Mr. Gupta has held impactful leadership positions across diverse organizations. He served as the first professional CFO in Mayo College's 150-year history, where he centralized finance operations across multiple institutions and introduced structured monthly MIS reporting. At ApplyBoard India/APAC, he built the finance function from ground up for a CAD 4.00 billion-valued EdTech platform, implementing NetSuite and supporting IPO readiness initiatives.

During his tenure at Verifone Asia Pacific, he oversaw finance operations across more than 15 countries, driving pricing strategy and ERP integrations across diverse markets. His experience includes managing multi-jurisdictional treasury operations and supporting complex group structures with robust risk oversight.

Board Independence

The company has confirmed that Mr. Shiv Kumar Gupta is not related to any existing Director on the Board, ensuring his independence in the Non-Executive Independent Director role. This appointment aligns with corporate governance best practices and regulatory requirements for board composition.

The appointment strengthens Zee Learn's board with additional financial expertise and governance experience, particularly valuable given Mr. Gupta's extensive background in the education sector and his track record in building scalable finance functions across high-growth organizations.

Zee Learn Limited has appointed Mr. Dattatraya Kelkar as Additional Director under the Non-Executive Non-Independent category, effective December 30, 2025. The appointment was approved by the company's Board of Directors following a recommendation from the Nomination and Remuneration Committee.

Board Meeting Details

The Board meeting was conducted on December 30, 2025, commencing at 3:45 p.m. and concluding at 4:30 p.m. The appointment was made in accordance with the applicable provisions of the Companies Act, 2013, and SEBI Listing Regulations. The company has formally notified both BSE Limited and The National Stock Exchange of India Limited about this appointment.

Director Profile and Experience

Mr. Dattatraya Kelkar brings substantial educational credentials and professional experience to the board. He holds a postgraduate degree in Personnel Management and Labour Welfare from the Tata Institute of Social Sciences, Mumbai, and a law degree from Pune University.

His professional journey began at Tata Consultancy Services, followed by a role as Factory Manager at Kirloskar Filters, Pune. Over the past 36 years, he has successfully operated businesses across multiple sectors including real estate, manufacturing, and trading.

Current Professional Standing

Mr. Kelkar currently serves as an independent director of two EduTech public companies, demonstrating his expertise in the education technology sector. He has confirmed that he is not debarred from holding directorial positions pursuant to any SEBI order or other regulatory authority directives.

Regulatory Compliance

The appointment has been made pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Mr. Kelkar is not related to any existing director on the company's board, ensuring independence in board composition.

As an Additional Director, Mr. Kelkar will hold office until the ensuing General Meeting or within three months from his appointment date, whichever occurs earlier, in accordance with Regulation 17 of the SEBI Listing Regulations. His directorial position will be subject to retirement by rotation, pending member approval. The company secretary Anil Gupta has formally communicated this appointment to the stock exchanges.