Norges Bank Investment Management and Glass Lewis support Zee resolution to hike promoter stake

In the first week of July, three global pension funds — California State Teachers’ Retirement Systems, Florida State Board of Administration and California Public Employees’ Retirement System (CalPERS) — voted in favour of Zee’s proposal.
| Photo Credit:
Dado Ruvic

Norges Bank Investment Management, one of Zee Entertainment Enterprises’ (ZEE) largest shareholders and overseer of the world’s largest sovereign wealth fund, the Government Pension Fund Global, recommended to vote in favour of the resolution pertaining to the company’s promoter stake enhancement.

The news comes shortly after independent global proxy advisory firm Glass Lewis also advised ZEE’s shareholders to vote in favour of the issuance of fully convertible warrants to the promoter group entities on preferential basis.

“Assuming full conversion of warrants into equtiy shares of the Company, we note that the dilution to current shareholders will be capped at approximately 15 per cent of the share capital, which we consider reasonable. We recommend that shareholders vote FOR this proposal,” said Glass Lewis.

Earlier, another proxy advisory firm SES, had changed its earlier stance and voted in favour of the resolution after a mail from Zee said the firm’s concerns are based on “theoretical models” that don’t fully reflect the practical realities of the company. Further in the first week of July, three global pension funds — California State Teachers’ Retirement Systems, Florida State Board of Administration and California Public Employees’ Retirement System (CalPERS) — also voted in favour of the proposal.

Essentially, the proposal seeks “to enhance the company’s financial foundation” as well as to implement the company’s new strategic plans for content and technology by way of issuing up to 16.95 crore fully convertible warrants to promoter group entities on a preferential basis, at ₹132 per warrant, higher than the prescribed norm by ₹3.42 per warrant.

Zee’s Board of Directors approved the decision after a presentation by investment bank J P Morgan India before the Zee board and pointed out that enhancing Zee’s financial foundation would be in the best interest of the company. A special meeting of the shareholders will be held on July 10 to approve the proposal.

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Published on July 7, 2025