Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Zee Learn Limited

Meeting Details

The 16th Annual General Meeting was held on Friday, September 25, 2026, at 3:00 p.m. (IST) through Video Conferencing/Other Audio Visual Means in compliance with circulars issued by the Ministry of Corporate Affairs and SEBI, and as per provisions of the Companies Act, 2013.

Attendees

Chairperson: Mr. Surender Singh (joined from Noida)

Directors Present:

  • Mr. Manish Rastogi - Whole-time Director & Chief Executive Officer (from Registered Office)
  • Mr. Dattatraya Kelkar - Non-Executive Director (from Pune)
  • Ms. Nanette D'sa - Non-Executive Director (from Mumbai)
  • Mr. Karunn Kandoi - Independent Director (from Noida)
  • Mr. Parag Agarawal - Independent Director (from Noida)
  • Mr. Shiv Kumar Gupta - Independent Director (from Ajmer)

Other Attendees:

  • Mr. Rakesh Chaturvedi - Chief Financial Officer (from Registered Office)
  • Mr. Anil Gupta - Company Secretary (from Registered Office)
  • Representatives of Statutory Auditor and Secretarial Auditor (through VC from respective locations)

Members Attendance: 108 members attended the meeting virtually. The requirement of appointing proxies was not applicable as per MCA and SEBI circulars.

Quorum: The requisite quorum under Section 103 of the Companies Act, 2013 was present.

Resolutions Considered

Ordinary Business:

1. Adoption of Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2026

2. Re-appointment of Mr. Manish Rastogi (DIN: 10056027) as Director liable to retire by rotation

Special Business:

3. Payment of Remuneration to M/s. Vaibhav P. Joshi & Associates, Cost Accountants (Firm Registration No. 101329) as Cost Auditors for Financial Year 2026-27

Voting Process

The remote e-voting period commenced on Tuesday, September 22, 2026, at 9:00 a.m. and ended on Thursday, September 24, 2026, at 5:00 p.m. (IST). The e-voting window remained open for another 15 minutes after the conclusion of the AGM.

M P Sanghavi & Associates LLP, Company Secretaries was appointed as the Scrutinizer to scrutinize votes cast through remote e-voting and e-voting at the AGM and submit a consolidated report.

The Chairperson authorized the Company Secretary to receive the Scrutinizer's Report, declare the result, and submit the same to the Stock Exchanges within prescribed timelines.

Meeting Proceedings

The meeting commenced with Mr. Anil Gupta, Company Secretary, welcoming members and introducing Mr. Surender Singh as Chairperson. Mr. Singh delivered a welcome note and confirmed quorum was present. The Notice of the 16th AGM, Board's Report with annexures, Auditors' Report, and Secretarial Audit Report were taken as read.

Shareholders were invited to ask questions and provide opinions/suggestions. Mr. Manish Rastogi addressed members, followed by Mr. Rakesh Chaturvedi who responded to shareholder questions and suggestions.

Compliance and Disclosure

The Consolidated Scrutinizer's Report in prescribed format along with voting results (remote e-voting & e-voting at AGM) will be submitted to Stock Exchanges within prescribed timelines pursuant to Regulation 44 of SEBI (LODR) Regulations, 2015. These reports will also be uploaded on the company website (www.zeelearn.com) and the website of National Depository Services Limited.

Meeting Conclusion

The meeting concluded at 4:51 p.m. (IST), including time allowed for e-voting at the AGM. A vote of thanks was delivered by the Chairperson.