Zinema Media Board Meeting to Finalise Capital Hike Acquisitions and Key Appointments

K N Mishra

    21/Apr/2025

What's covered under the Article:

  1. Zinema Media to review capital structure, sports clause, and propose major equity allotments.

  2. Acquisitions of Premier Futsal and Bontyme Tech to be evaluated through share-based deals.

  3. Board to approve strategic appointments, share-based remuneration, and EGM schedule.

Zinema Media and Entertainment Limited has officially notified the stock exchanges regarding its upcoming Board Meeting scheduled for 25th April 2025. This significant meeting, to be held at the Registered Office in Chennai, will cover a comprehensive agenda with major implications for the company’s strategic, financial, and governance direction.

As per the company's announcement to BSE Limited under Security Code 538579, the Board will be considering a series of crucial matters, indicating a transformational phase in the company’s operational and corporate structure.

Among the key points to be deliberated in the meeting, the foremost is the proposal to increase the Authorised Share Capital of the Company, followed by necessary alterations to the Capital Clause of the Memorandum of Association (MoA). This move could signal future funding rounds, equity issuances, or expansions aligned with the company's evolving objectives.

Another major consideration is the inclusion of an Object related to the Sports Clause in the MoA and Articles of Association, which further validates Zinema Media’s growing interest in the sports and entertainment domain.

Further, the Board will evaluate a proposal for a further issue of equity shares through Private Placement to investors. This step is likely aimed at strategic funding and resource mobilisation to support future growth initiatives and potential M&A opportunities.

One of the most notable agenda items is the acquisition of Premier Futsal Management Private Limited, a development facilitated through a court order, and includes preferential equity share allotments to the Committee of Creditors (COC). This reflects a strategic expansion into the sports entertainment segment, possibly enhancing brand value and future cash flows.

Additionally, the Board will discuss a proposal for acquiring up to 60% equity in Bontyme Technologies Private Limited, a transaction expected to be executed through share allotment to Bontyme’s shareholders. This move underlines the company’s thrust into tech integrations and digital entertainment platforms.

In terms of strategic partnerships, the agenda also highlights the allotment of 1,00,000 equity shares to Tulsea Media Private Limited, which is being considered in lieu of consulting services. Tulsea Media, known for content-driven strategy, will likely assist Zinema in media and distribution verticals, enhancing operational synergy.

The Board is also expected to appoint a new Chief Financial Officer (CFO), a critical role that will oversee the company’s financial health, especially amidst these significant strategic changes.

To further strengthen governance, appointments of Independent Directors are on the table, expected to bring transparency, compliance, and strategic insights to the Board.

Similarly, the appointment of a new Company Secretary and a Secretarial Auditor is set for discussion, indicating the company's intent to tighten regulatory compliance and corporate governance practices.

On the personnel front, the resignation of Kannabiran Navakumar (DIN: 01678415) from the position of Director will be formally acknowledged during the meeting. In line with leadership restructuring, Mr. Dinesh Raj is proposed to be elevated from Director to Joint Managing Director, highlighting his growing influence and role within the company.

A particularly significant item is the proposal to approve the remuneration and equity share allotment worth ₹2.5 Crores each to Mr. B. Sathya Prakash and Mr. Dinesh Raj. This is set to be distributed over a period of three years and includes a salary component of ₹5 lakhs per month with additional perquisites. The decision reflects the Board’s recognition of their sustained contributions and continued leadership in the organisation’s growth.

In preparation for various corporate actions, the Board will also finalise the dates for Book Closure and the Record Date. These dates are crucial for determining shareholders eligible for corporate benefits such as dividends, rights issues, or other entitlements.

Additionally, the date for the upcoming Extra-Ordinary General Meeting (EGM) will be fixed, expected to take place soon after the board meeting. The EGM will seek shareholder approvals on key agenda items that require wider consent.

The Board has also kept provisions to consider any other matter with the permission of the Chair, allowing for flexibility to address any pressing issues that might arise during discussions.

In summary, the Zinema Media Board Meeting scheduled for 25th April 2025 is poised to be a landmark event in the company’s journey. With a packed agenda addressing capital structure, strategic acquisitions, key appointments, and shareholder relations, the meeting reflects a forward-thinking and aggressive approach towards business expansion and governance enhancement.

The decisions that will be taken during this meeting are expected to significantly influence the company’s future roadmap, investor sentiment, and market positioning. Investors, stakeholders, and analysts will be watching closely to gauge the long-term implications of the board’s resolutions.

This update from Zinema Media fits within the latest trends of dynamic shifts in the media and entertainment industry, particularly where technology, sports, and digital assets intersect. With bold steps being planned such as increasing authorised capital, acquiring companies through share allotments, and appointing new leadership, the company is signaling its ambition to evolve into a next-generation media conglomerate.

Given the comprehensive nature of the decisions awaiting approval, the upcoming Board Meeting stands as a crucial checkpoint in Zinema Media’s transformation story. The market will be keenly observing the outcomes and looking forward to subsequent communications on execution timelines and shareholder engagement.

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