Business information report

1. Summary Information

		Country	India
Company Name	DB CORP LIMITED	Principal Name 1	Mr. Ramesh Agarwal
Status	Satisfactory	Principal Name 2	Mr. Sudhir Agarwal
		Registration #	04-47208
Street Address	Plot No. 280, Sarkhej Gandhi Nagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380054, Gujarat
Established Date	27.10.1995	SIC Code	--
Telephone#	91-79-39888850	Business Style 1	Publishers of Newspaper, Periodicals, Magazines, Pamphlets, Journals, etc.
Fax #	91-79-39814001	Business Style 2	--
Homepage	http://www.bhaskar.com	Product Name 1	--
# of employees	--	Product Name 2	--
Paid up capital	Rs. 1,815,156,000	Product Name 3	--
Shareholders	Individuals / Hindu Undivided Family - 63.76%	Banking	ABN Amro Bank
Public Limited Corp.	--	Business Period	16 years
IPO	--	International Ins.	--
Public Enterprise	--	Rating	Ba (49)
Related Company
Relation - Associates/Subsidiaries	Country	Company Name	Synergy Media Entertainment Limited
Note	-

2. Summary Financial Statement

Balance Sheet as of	31.03.2010		(Unit: Indian Rs.)
Assets		Liabilities
Current Assets	5,373,013,000	Current Liabilities	1,923,586,000
Inventories	721,615,000	Long-term Liabilities	2,969,640,000
Fixed Assets	5,061,088,000	Other Liabilities	621,729,000
Deferred Assets	0	Total Liabilities	5,514,955,000
Invest& other Assets	1,650,766,000	Retained Earnings	5,476,371,000
	0	Net Worth	7,291,527,000
Total Assets	12,806,482,000	Total Liab. & Equity	12,806,482,000
Total Assets (Previous Year)
P/L Statement as of	31.03.2010		(Unit: Indian Rs.)
Sales	10,137,656,000	Net Profit	1,990,422,000
Sales(Previous yr)	9,205,662,000	Net Profit(Prev.yr)	684,760,000

MIRA INFORM REPORT

Report Date :

06.06.2011

IDENTIFICATION DETAILS

Name :	DB CORP LIMITED
Registered Office :	Plot No. 280, Sarkhej Gandhi Nagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380054, Gujarat
Country :	India
Financials (as on) :	31.03.2010
Date of Incorporation :	27.10.1995
Com. Reg. No.:	04-47208
CIN No.: [Company Identification No.]	L22210GJ1995PLC047208
Capital Investment / Paid-up Capital :	Rs. 1815.156 Millions
TAN No.: [Tax Deduction & Collection Account No.]	RKTD01424D / PTLD12325F
PAN No.: [Permanent Account No.]	AACCM5772G
Legal Form :	A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.
Line of Business :	Publishers of Newspaper, Periodicals, Magazines, Pamphlets, Journals, etc.
No. of Employees :	Information Not Divulged by the Management

RATING & COMMENTS

MIRA’s Rating :

Ba (49)

RATING		STATUS	PROPOSED CREDIT LINE
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory

Maximum Credit Limit :	USD 29166000
Status :	Satisfactory
Payment Behaviour :	Usually Correct
Litigation :	Clear
Comments :	Subject is an established company having satisfactory track. Trade relations are reported as fair. Business is active. Payments are reported to be usually correct and as per commitments. The company can be considered normal for business dealings at usual trade terms and conditions.

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

ECGC Country Risk Classification List – April 1, 2010

Country Name	Previous Rating (31.12.2009)	Current Rating (01.04.2010)
India	A1	A1

Risk Category	ECGC Classification
Insignificant	A1
Low	A2
Moderate	B1
High	B2
Very High	C1
Restricted	C2
Off-credit	D

INFORMATION DENIED BY

Name :	Mr. Bhupendra
Designation :	Accounts Department

LOCATIONS

Registered Office / Printing Press :	Plot No. 280, Sarkhej Gandhinagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380 054, Gujarat, India
Tel No.:	91-79-39888850
Fax No.:	91-79-39814001
E-Mail :	csbpl2008@yahoo.co.in
Website :	http://www.bhaskar.com
Area :	3 Acre + Printing Press (Owned)
Administrative Office :	D-143, Sector-63, Noida-201301, Uttar Pradesh
Tel. No.:	91-120-3341200
E mail :	scontact@imct.co.in
Location:	Owned
Corporate Office :	6, Press Complex, M.P. Nagar, Bhopal-462011, Madhya Pradesh
Tel No.:	91-755-3913292/ 3988884
Fax No.:	91-755-2552080
Branch Office:	G-3A/4-6, Kasmanwala Chambers, New Udyog Mandir- 2, Mogul Lane, Mahim, West, Mumbai- 400016, Maharashtra

DIRECTORS

Name :	Mr. Ramesh Agarwal
Designation :	Director
Address :	E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India
Date of Birth/Age :	15.06.1944
Date of Appointment :	10.12.2005
Name :	Mr. Sudhir Agarwal
Designation :	Managing Director
Address :	E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India
Date of Birth/Age :	20.07.1967
Date of Appointment :	10.12.2005
Name :	Mr. Girish Agarwal
Designation :	Director
Address :	E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India
Date of Birth/Age :	10.07.1971
Date of Appointment :	27.10.1995
Name :	Mr. Pawan Agarwal
Designation :	Director
Address :	E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India
Date of Birth/Age :	31.07.1974
Date of Appointment :	10.12.2005
Name :	Mr. Niten Malhan
Designation :	Nominee Director
Address :	112/122 A Wing Sarnath Building, Warden Road, Mumbai–400026, Maharashtra, India
Date of Birth/Age :	02.08.1971
Date of Appointment :	12.12.2006
Name :	Mr. Ajay Gopikisan Piramal
Designation :	Director
Address :	41/42 4^th Floor, Benzer Terrace, Worli Sea Face, Worli, Mumbai – 400 018, Maharashtra, India
Date of Birth/Age :	03.08.1955
Date of Appointment :	28.11.2007
Name :	Mr. Piyush Pandey
Designation :	Director
Address :	1^st Floor Krishna Kunj Road No. 5, opposite Cadell Road Mahim, Mumbai – 400 016, Maharashtra, India.
Date of Birth/Age :	05.09.1955
Date of Appointment :	28.11.2007
Name :	Mr. Kailashchandra Chowdhary
Designation :	Director
Address :	F No. 405, Anand Bhawan 577, MG Road, Indore – 452 001, Madhya Pradesh, India.
Date of Birth/Age :	08.05.1940
Date of Appointment :	28.11.2007
Name :	Mr. Harish Bijoor
Designation :	Director
Address :	D – 47, Golden Enclave , Airport Road, Bangalore – 560 017, Karnataka, India
Date of Birth/Age :	03.06.1961
Date of Appointment :	28.11.2007
Name :	Mr. Ashwin Singhal
Designation :	Director
Address :	Flat No. 509, Mittal Park, 44 Janardan Mhatre Marg, Juhu, Mumbai – 400049, Maharashtra, India.
Date of Birth/Age :	03.06.1961
Date of Appointment :	28.11.2007

KEY EXECUTIVES

Name :	Mr. Venkataraman Iyer
Designation :	Secretary
Address :	Flat No.312, Vikasini Housing Society, Sector- 8-B, CSD Belapur, Mumbai- 400614, Maharashtra, India.
Date of Birth/Age :	05.03.1960
Date of Appointment :	24.10.2007

MAJOR SHAREHOLDERS

As On 31.03.2011

Names of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	116,868,703	63.76
Bodies Corporate	40,995,057	22.37
Sub Total	157,863,760	86.13
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	157,863,760	86.13
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	5,815,569	3.17
Foreign Institutional Investors	9,623,005	5.25
Sub Total	15,438,574	8.42
(2) Non-Institutions
Bodies Corporate	1,634,605	0.89
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	967,546	0.53
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	752,927	0.41
Any Others (Specify)	6,625,819	3.62
Overseas Corporate Bodies	6,607,594	3.61
Non Resident Indians	16,208	0.01
Clearing Members	2,017	-
Sub Total	9,980,897	5.45
Total Public shareholding (B)	25,419,471	13.87
Total (A)+(B)	183,283,231	100.00
(C) Shares held by Custodians and against which Depository Receipts have been issued	-	-
(1) Promoter and Promoter Group	-	-
(2) Public	-	-
Sub Total	-	-
Total (A)+(B)+(C)	183,283,231	-

BUSINESS DETAILS

Line of Business :	Publishers of Newspaper, Periodicals, Magazines, Pamphlets, Journals, etc.
Brand Names :	v Divya Bhaskar v Dainik Bhaskar
Imports :
Countries :	· Korea · China · Japan · Germany
Terms :
Selling :	Cash, Credit (30-60 days)
Purchasing :	Cash, Credit (30-60 days)

GENERAL INFORMATION

Customers :

Distributors

No. of Employees :

Information Not Divulged by the Management

Bankers :

v ABN Amro Bank N V 74, Shekhar Bhawan, 7^th Floor, Nariman Point, Mumbai- 400021, Maharashtra, India.

v State Bank of Hyderabad Overseas branch, 1204, Ashok Mahal, Tulloch Road, Colaba, Mumbai- 400039, Maharashtra, India.

Facilities :

Secured Loans	31.03.2010 (Rs. in Millions)	31.03.2009 (Rs. in Millions)
Term Loans :
Rupee Loan from Banks	660.000	2163.560
Rupee Loans from Financial Institutions	77.778	388.889
Foreign currency Loans from Financial Institutions	1418.251	1725.633
Working Capital Loans :
Cash Credit facilities from Banks	121.699	341.692
Buyers Credit from Banks	450.903	475.749
Total	2728.631	5095.523
Unsecured Loans	31.03.2010 (Rs. in Millions)	31.03.2009 (Rs. in Millions)
Security Deposit Received	241.009	218.946
Total	241.009	218.946

Financial Institute:

3i Infotech Trusteeship Services Limited- 3^rd to 6^th Floor, International Infotech Park, Tower No. 5, Vashi Railway Station Complex, Vashi, Navi Mumbai- 400703, Maharashtra

Banking Relations :

Satisfactory

Auditors :

Name 1

S R Batliboi and Associates

Chartered Accountant

Address :

19^th Floor, Express Tower, Nariman Point, Mumbai – 400 021, Maharashtra

Tel. No.:

91-22-22876485 / 22876401

Name 2

Gupta Navin and Company

Chartered Accountant

Address :

Near Inderganj Square, SDM Road, Gwalior- 474009, Madhya Pradesh

Tel. No.:

91-751-2328302

Fax No:

91-751-4076611

Group Companies :

· Writers and publisher limited

· Bhaskar Phototyope Setter

· Bhaskar Printing Press

· RC Phototype Setter

· RC Printer

· Bhaskar Publications and Allied Industries Private Limited

· New Era Publications Private Limited

· Bhaskar Fiscal and Infrastructure Limited

· Bhaskar industries Limited

· Bhasskar Multinet Limited

· Bhaskar Exxoil Limited

Associates/Subsidiaries :

v Synergy Media Entertainment Limited (CIN No. : U92132MP2005PLC018039)

v I Media Corp Limited (CIN No. : U64202MP2006PLC018676)

CAPITAL STRUCTURE

As on 31.03.2010

Authorised Capital :

No. of Shares	Type	Value	Amount
249000000	Equity Shares	Rs.10/- Each	Rs.2490.000 Millions
1000	Preference Shares	Rs. 10000/- Each	Rs. 10.000 Millions
	TOTAL		Rs. 2500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
181514605	Equity Shares	Rs.10/- Each	Rs.1815.146 Millions
1	Preference Shares	Rs. 10000/- Each	Rs. 0.010 Million
	TOTAL		Rs. 1815.156 Millions

Notes :

1. Of the above 166652850 (Previous year 168789605) Equity Shares of Rs.10 each, fully paid up have been issued as bonus shares by capitalization of General Reserve.
2. Of the above shares 2136755 (Previous year 2136755) Equity Shares issued for a consideration other than cash.
3. 1 Preference Share of Rs.10000 (Previous year 1) has been issued for consideration other than cash.
4. Preference Shares are redeemable at par after five years from the date of allotment i.e. July 31, 2007

AS ON 20.07.2010

Authorised Capital : Rs.. 2500.000 Millions

Issued, Subscribed & Paid-up Capital : Rs. 1832.864 Millions

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2010	31.03.2009	31.03.2008
SHAREHOLDERS FUNDS
1] Share Capital		1815.156	1687.906	1687.994
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		5476.371	1543.972	957.861
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		7291.527	3231.878	2645.855
LOAN FUNDS
1] Secured Loans		2728.631	5095.523	2820.492
2] Unsecured Loans		241.009	218.946	208.131
TOTAL BORROWING		2969.640	5314.469	3028.623
DEFERRED TAX LIABILITIES		608.763	392.819	338.011
Stock Options Outstanding		12.966	0.000	0.000
TOTAL		10882.896	8939.166	6012.489
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		5061.088	2853.313	2405.195
Capital work-in-progress		614.283	2708.271	229.582
INVESTMENT		910.786	943.286	773.441
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	721.615	710.819	671.318
	Sundry Debtors	1834.818	1701.272	1680.796
	Cash & Bank Balances	1893.493	402.895	587.296
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	1644.702	1475.022	1254.925
Total Current Assets		6094.628	4290.008	4194.335
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1093.742	1189.728
	Other Current Liabilities	444.892	499.424	1274.448
	Provisions	384.952	383.431	348.752
Total Current Liabilities		1923.586	2072.583	1623.200
Net Current Assets		4171.042	2217.425	2571.135
MISCELLANEOUS EXPENSES		125.697	216.871	33.136
TOTAL		10882.896	8939.166	6012.489

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2010	31.03.2009	31.03.2008
	SALES
		Income	2250.708	2150.936	1945.126
		Income from Event Management	111.097	75.595	55.899
		Advertisement Income	7775.851	6979.131	6389.088
		Other Income	300.264	118.672	115.775
		TOTAL (A)	10437.920	9324.334	8505.888
Less	EXPENSES
		Raw Material Consumed	3278.675	4074.399	3365.323
		Printed Magazines Purchase	0.000	0.000	0.493
		Increase / (Decrease) in stock	(0.016)	0.584	(0.913)
		Event Expenses	102.433	58.130	41.846
		Operating Expenses	1151.996	1283.506	1087.382
		Personal Expenses	1153.578	1160.680	817.033
		Administration, Selling and Other Expenses	1113.870	1129.023	1163.678
		TOTAL (B)	6800.536	7706.322	6474.842
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		3637.384	1618.012	2031.046
Less	FINANCIAL EXPENSES (D)		323.387	326.871	242.737
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		3313.997	1291.141	1788.309
Less/ Add	DEPRECIATION/ AMORTISATION (F)		266.412	177.949	146.865
	PROFIT BEFORE TAX (E-F) (G)		3047.585	1113.192	1641.444
Less	TAX (I)		1057.163	428.432	627.459
	PROFIT AFTER TAX (G-I) (J)		1990.422	684.760	1013.985
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		764.285	478.263	263.016
Less	APPROPRIATIONS
		Transfer to General Reserve	NA	300.000	700.000
		Dividend	NA	84.395	84.395
		Tax on Dividend	NA	14.343	14.343
	BALANCE CARRIED TO THE B/S		NA	764.285	478.263
	Earnings Per Share (Rs.)		11.56	4.06	6.01

QUARTERLY / SUMMARISED RESULTS

PARTICULARS	30.06.2010 1^st Quarter	30.09.2010 2^nd Quarter	31.12.2010 3^rd Quarter	31.03.2011 4^th Quarter
Net Sales	2876.360	2912.570	3346.480	3159.110
Total Expenditure	1742.040	1943.670	2215.460	2352.500
PBIDT (Excl OI)	1134.320	968.900	1131.020	806.610
Other Income	64.470	54.740	59.850	39.110
Operating Profit	1198.790	1023.640	1190.870	845.720
Interest	40.110	31.170	33.540	33.980
Exceptional Items	0.000	0.000	0.000	0.000
PBDT	1158.680	992.470	1157.330	811.740
Depreciation	76.240	78.320	81.850	110.320
Profit Before Tax	1082.440	914.150	1075.480	701.420
Tax	348.680	307.700	381.550	233.760
Provisions and contingencies	0.000	0.000	0.000	0.000
Profit After Tax	733.760	606.450	693.930	467.660
Extraordinary Items	0.000	0.000	0.000	0.000
Prior Period Expenses	0.000	0.000	0.000	0.000
Other Adjustments	0.000	0.000	0.000	0.000
Net Profit	733.760	606.450	693.930	467.660

KEY RATIOS

PARTICULARS		31.03.2010	31.03.2009	31.03.2008
PAT / Total Income	(%)	19.07	7.34	11.92
Net Profit Margin (PBT/Sales)	(%)	30.06	12.09	19.56
Return on Total Assets (PBT/Total Assets}	(%)	27.32	15.58	24.87
Return on Investment (ROI) (PBT/Networth)		0.42	0.34	0.62
Debt Equity Ratio (Total Liability/Networth)		0.67	2.29	1.76
Current Ratio (Current Asset/Current Liability)		3.17	2.07	2.58

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS :

(Rs. in Millions)

Particulars	31.03.2010	31.03.2009	31.03.2008
Sundry Creditors	1093.742	1189.728	NA
Total	1093.742	1189.728	NA

PERFORMANCE :

The improved results of the Company for the financial year ended on March 31, 2010 and the following highlights evidence the performance during the said period: -

• The Sales and Other income reached Rs.10261.300 Millions witnessing a magnificent growth of 10.05%, as compared to Rs.9324.300 Millions in the previous year.

• The EBITDA rose by 113.89% to Rs.3460.800 Millions as against Rs.1618.000 Millions in the previous year.

• The profit after tax for the year also registered an impressive growth of 190.67% with Rs.1990.400 Millions, as compared to Rs.684.800 Millions in the previous year.

Also, for the year ended on March 31, 2010, the consolidated revenue of the Company increased to Rs10629.6 Millions from Rs.9609.9 Millions in the previous year, registering a growth of 10.61% and the consolidated PAT stood at Rs.1828.0 Millions as against Rs.476.2 Millions of the previous year.

MANAGEMENT DISCUSSION AND ANALYSIS :

Review Of Performance Of Emerging Editions :

The past experience in the industry indicates that any new edition launched by the Company takes about 3-4 years for stabilization and for earnings. Hence for analyzing the performance of the company, they furnish the following information about the emerging and other editions, in the light of business potential of the Company:

Summary Financials (Rs. in Millions)
Particulars	Emerging Editions	Others	Total
	FY 10	FY 10	FY 10
Turnover
Publishing
Advt. Revenues	724.020	7051.830	7775.850
Sales	246.100	2004.610	2250.710
Other Income	10.62	224.200	234.820
Total Income	980.750	9280.630	10261.380
News Print Cost	508.760	2769.910	3278.680
Opex	586.910	2934.950	3521.860
Total Cost	1095.670	5704.860	6800.540
EBITDA	(114.930)	3575.770	3460.840
EBITDA %	(11.72)	38.53	33.73
Interest	12.100	134.740	146.840
Depreciation	34.400	232.020	266.410
PBT	(161.430)	3209.010	3047.580
PBT %	(16.46)	34.58	29.70

In the Company's endeavour to scale newer heights, post stabilization of the emerging editions, the long term results of the corporate growth strategy would be seen in the forthcoming years.

Operating results and Future Outlook:

With the aim of availing the huge potential opportunity, the Directors are consistently moving towards value enhancement. The year, after the end of gloom in global economy, has signaled the future potential of the company and the directors continue their un-tiring efforts in steering the company to unprecedented levels of growth. Further, the expansion of many industries, improving consumer awareness and the entry and onset of MNCs etc. provide tremendous business avenues for the Company. Value added service to clients being the motto, the Company continues to tread in this path, with growth on it's stride,

Upcoming project in Jharkhand region:

As part of its continuous growth and in line with their strategy to extend and build their leadership footprint, the company has already begun it's pre-launch activities in the Jharkhand region, with great vigor since the directors believe that the company is well best placed to capture the hugely under-penetrated regional market, having huge scope for readership and ad revenue expansion, clubbed with high economic growth potential of the region, With high regards for its ability to identify new market opportunities and to expand its readership through innovative market penetration strategies, as demonstrated in the past, the company has in place meticulous planning, stringent controls, team creation and training , at every stage of this project stage. The directors are confident that these efforts would bring in fruits in future.

UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED 31.03.2011

(Rs. in million except share and per share data)

Particulars	Quarter Ended 31.03.2011	Year Ended 31.03.2011
	Unaudited	Audited
Income
a) Net Sales / Income from Operations	3104.22	12473.28
b) Other Operating Income	54.89	143.37
Total Operating Income	3159.11	12616.37
Expenditure
(a) (Increase)/decrease in Stock in Trade	(0.03)	(0.60)
(b) Consumption of Raw Materials	1041.57	3839.08
(c) Employees Cost	475.50	1790.28
(d) Depreciation	110.32	427.64
(e) General Administrative Expenses	230.35	773.33
(f) Selling and distribution expenses	206.71	672.45
(g) Other Operating Expenses	398.40	1456.59
Total Expenditure	2462.82	8958.77
Profit / (Loss) From Operations before other Income Interest & Exceptional Items	696.29	3657.60
Other Income	39.11	164.98
Profit/(Loss) before Interest and Exceptional items	735.40	3822.58
Interest	33.98	152.84
Profit / (Loss) after interest before Exceptional items	701.42	3669.74
Exceptional Items	-	-
Profit / (Loss) From Ordinary activities before Tax	701.42	3669.74
Tax Expenses
- Current	217.05	910.69
- Deferred	16.71	85.83
	233.76	996.52
Net Profit/(Loss) From Ordinary activities after Tax	467.66	2673.22
Extraordinary Items	--	--
Net Profit/(Loss) for the period	467.66	2673.22
Paid Up Equity Share Capital ( Face Value of the share Rs.10/- each )	1832.83	1832.83
Reserves (Excluding Revaluation Reserves)	6691.45	6691.45
Earning Per Share
Before Extraordinary Items
-Basic	2.58	14.73
-Diluted	2.57	14.70
After Extraordinary Items
-Basic	2.58	14.73
-Diluted	2.57	14.70
Dividend per share (per value Rs. 10/- each, fully paid)
- Interim Dividend	2.00	2.00
- Final Dividend	2.00	2.00
- Total Dividend	4.00	4.00
Public Share Holding
- Number of Shares	25419471	25419471
- Percentage of shareholding	13.87	13.87
Promoters and Promoter group share holding
a) Pledged / Encumbered
- Number of Shares	61823719	61823719
- Percentage of share (as a % of the total shareholding of promoter and promoter group)	39.16	39.16
- Percentage of shares(as a % of the total share capital of the company)	33.73	33.73
b) Non-encumbered
- Number of Shares	96040041	96040041
- Percentage of Share (as a % of the total shareholding of promoter and promoter group)	60.84	60.84
- Percentage of Share (as a % of the total share capital of the company)	52.40	52.40

Notes :

1. The audited standalone results for the year ended 31.03.2011 have been reviewed by the Audit Committee and approved by the Board of Directors at the meeting held on 18.05.2011. There are no qualifications in the year report issued by the Auditors. The information presented above is extracted from the audited financial statements as started.

2. The Board of Directors of the company, in their meeting held on May 5, 2010 approved the merger of radio business of Synergy Media Entertainment Limited (SMEL), one of the subsidiary of the company, by way of demerging the same from SMEL, with effect from appointed date i.e. April 01, 2010. The company has received approval from Bombay Stock Exchange and National Stock Exchange for the scheme. Further Honorable High Court of Gujarat and Madhya Pradesh have accorded their sanction to the scheme on January 17, 2011 and January 13, 2011 respectively. The company has filed the orders of the respective High Courts with the Registrar of Companies of Gujarat and Madhya Pradesh on February 16, 2011 and February 15, 2011 respectively and obtained the approval from the Ministry of Information and Broadcasting. Government of India on March 30, 2011. Accordingly the Scheme become effective from March 30, 2011 with appointment date April 1, 2010. Hence, the above results for the quarter and year ended March 31, 2011 include the figures of radio business for the said quarter and year respectively. In view of this the figures for the current quarter and year ended March 31, 2011 and not comparable with those of the corresponding quarter year ended March 31, 2010.

3. As per the Scheme, the company has issued and allotted 1732500 fully paid equity shares of Rs. 10/- each at per in the ratio of one equity share of the company for every ten equity shares of SMEL as on record date to the shareholders of SMEL.

4. During the year ended March 31, 2011 the printing facilities at some locations in the states of Jharkhand and Jammu and Kashmir commenced commercial operations. The results for the year ended March 31, 2011 include expenses charged to profit and loss account which were incurred on onetime pre launch activities in the state of Jharkhand and Jammu and Kashmir. Further during the quarter ended March 31, 2011 the company has also incurred expenses towards onetime pre launch activities for its proposed launch in Maharashtra which have been charged to the profit and loss account

5. The details of utilization of proceeds of Initial Public Offer as required under Clause 43 of the Listing Agreement are as under :

Rs in Millions

Particulars	Amount to be utilized as per Prospectus	Actual Utilisation till March 31, 2011	Balance to be utilized / (Excess utilised)
Setting up publishing units	600.00	448.36	151.64
Upgrading existing plant and machinery	305.00	392.12	(87.12)
Sales and marketing	501.00	3.80	497.20
Reducing working capital loans	41.46	41.46	--
Prepaying existing term loans	1100.00	1100.00	--
Issue expenses paid out of IPO proceeds	142.61	111.58	31.03
Total	2690.07	2097.32	592.75

Pending utilization, as at March 31, 2011 the funds are temporarily held in :

Rs in Millions

Particulars	Amount
Fixed deposits	580.00
Balance in current account	12.75
Total	592.75

As per the provisions in the Prospectus, the management of the Company has the discretion to change the allocation as well as reschedule the utilization of IPO proceeds proposed depending on the scenario and funding requirements. Accordingly the management has reallocated the proposed utilization as follows.

The Proceeds allocated towards sales and marketing expenses and IPO expenses and lying unutilized would be used for setting up publishing units and upgrading the existing plant and machinery.

The proceeds would be utilized for setting up publishing units as well as upgrading the existing plant and machinery at locations / state in addition to the numbers of locations / states mentioned in the prospectus.

The Audit Committee and Board of Directors of the Company in the meeting held on May 18, 2011 have approved the revised allocation and resultant utilization of proceeds of IPO till March 31, 2011

Since the segment information as per According Standard 17- Segment Reporting notified by the Companies (According Standards) Rules 2006, (as amended) is provided on the basis of consolidated financial results, the same for the standalone results is not provided.

Segment-wise Revenue, Results and Capital Employed

(Rs. in Millions)

Particulars	Quarter Ended 31.03.2011	Year Ended 31.03.2011
	Unaudited	Audited
1. Segment Revenue :
Printing and Publishing of Newspaper and Periodicals	2988.01	12001.70
Radio	133.74	469.48
Event	47.57	175.31
Others	10.17	40.14
Total	3179.49	12686.63
Less : Inter Segment Revenue	5.82	34.19
Net Sales / Income from Operations	3173.67	12652.44
2. Segment Results Profit/(Loss) before Tax and Interest from each segment
Printing and Publishing of Newspaper and Periodicals	694.20	3691.57
Radio	12.85	(22.33)
Event	(2.29)	12.03
Others	(18.64)	(73.50)
Total	687.12	3607.78
Less :
Interest	34.17	153.03
Other Un-allocable Expenditure net off	2.51	9.47
Un-allocated income	(36.35)	(141.76)
Total Profit before tax	686.81	3587.04
3. Capital Employed (Segment assets – Segment Liabilities)
Printing and Publishing of Newspaper and Periodicals	7884.48	7884.48
Radio	758.18	758.18
Event	14.15	14.15
Others	238.97	238.97
Unallocated	(716.86)	(716.86)
Total	8178.93	8178.93

FORM 8 :

This form is for	Modification of charge
Charge identification number of the modified	10049250
Corporate identity number of the company	U22210GJ1995PLC047208
Name of the company	DB CORP LIMITED
Address of the registered office or of the principal place of business in India of the company	Plot No. 280, Sarkhej Gandhinagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380 054, Gujarat, India
Type of charge	Movable Property
Particular of charge holder	State Bank of Hyderabad Overseas branch, 1204, Ashok Mahal, Tulloch Road, Colaba, Mumbai- 400039, Maharashtra, India.
Nature of description of the instrument creating or modifying the charge	Letter from State Bank of Hyderabad vide Letter No. F/OSB/AMT-11/DBCORP/ DATED 26.09.02009.
Date of instrument Creating the charge	01.09.2009
Amount secured by the charge	Rs.323.000 Millions
Brief particulars of the principal terms an conditions and extent and operation of the charge	Rate of Interest : For take over Term Loan from Oriental Bank of Commerce of Rs. 200 Millions, and For Term Loan of Rs. 123 Millions for WEG Project- 11.00% p.a. floating i.e. 3 Terms of Repayment : For Take over Loan from OBC the repayment schedule is as under: Due Date Amount (Rs. in Millions) 31.12.2004 2.565 Millions 31.03.2005 2.565 Millions 30.06.2005 4.728 Millions. Margin : For Take over Loan of Rs. 200 Millions-Not Applicable For Term Loan of Rs. 123 Millions for WEG Project- Rs. 72 Millions for the WEG Project (36.92%) Extent and Operation of the charge : For Take Over Loan of Rs. 200 Millions-1st Charge (paripassu with State Bank of Indore for Term Loan of Rs. 112 Millions) on existing/future Plant and Machinery of Ahmedabad Project and rest as per the optional attachment. Others : Pursuant to the Scheme of arrangement between Writers and Publishers Limited (WPL) and DB Corp Limited sanctioned by Hon'ble High Court of Gujarat vide its order dated 10/10/2006, WPL is de-merged into DB Corp Limited w.e.f. 12/12/2006.Therefore, this Hypothecation Deed is executed to secure the Total Term Loan of Rs. 363 Millions i.e. Rs. 40 Millions, Rs. 200 Millions and Rs. 123 Millions for NICT Project, Take Over Loan, WEG Project respectively which was the Loan of WPL and as per Scheme is now the Loan of DB Corp Limited
Short particulars of the property charged	For Take-over Loan: Existing/future plant and Machinery of Ahmedabad Project. For WEG Project: Fixed Assets of the WEG Project.
Particulars of the present modification	The Term Loan of Rs. 40 Millions, for NICT Project has been fully satisfied and accordingly the limit of the Total Term Loan has been reduced from Rs. 363 Millions to Rs. 323 Millions..

FIXED ASSETS:-

· Building

· Plant and Machinery

· Office Equipments

· Vehicles

· Furniture and Fixtures

· Computers

· G.G. Sets

· Electric Fitting – Fan and Coolers

· Land- Freehold

· Land- Leasehold

· Leasehold Improvements

· Computer Software

· Goodwill

AS PER WEBSITE

Profile:

The Tier II and Tier III cities in India are growing at a much faster space compared to metros. It will not be out of place to mention that the growth of Indian economy is largely supported by the growth in these markets.

DB Corp Limited firmly believes in this growth and have been working along with it and focusing on all such markets which we call as "The Real Indian".

• D B Corp Limited is present in 12 states in Hindi Market and 1 Union Territory. Besides they are also present in 2 states in Gujarati language in Gujarat and Maharashtra.

• D B Corp is the only Newspaper Group which has presence in 13 states and 1 Union territory, in 3 different languages namely Hindi, Gujarati and English.
• D B Corp Limited is one of the leading print media companies in India, publishing 7 newspapers, 53 newspaper editions and 135 sub-editions in three languages (Hindi, Gujarati and English) in 13 states in India.

• Their flagship newspapers, Dainik Bhaskar, (in Hindi), Divya Bhaskar and Saurashtra Samachar,(In Gujarati), have a combined average daily readership of 17.2 million readers, making them one of the most widely read newspaper groups in India with presence in Madhya Pradesh, Chattisgarh, Rajasthan, Haryana, Punjab, Chandigarh, Himachal Pradesh, Uttrakhand, Delhi, Gujarat and Maharashtra. Their other newspapers are Business Bhaskar, DB Gold and DB Star and, on a franchisee basis, DNA (in Gujarat and Rajasthan).

• Due to their unique launch ability, they became no.1 from the date of their Launch in almost all places, out placing the decades old local newspaper of that place.

• Warburg Pincus, one of the leading Private Equity Investors, acquired 7.14% stake in their Company in 2006 and since then, the nominee director from Warburg Pincus is on their board, which has further strengthened and consolidated their Corporate Governance practices.

• Their Flag Ship Hindi Paper "Dainik Bhaskar" is present in 11 states with 31 editions.

• They are leader in almost all the states and/or very close no. 2 where ever Dainik Bhaskar is present as per the above table.

• Their Gujarati News paper "Divya Bhaskar" is largest Circulated Newspaper of Gujarat and is present in 2 states with 7 editions; as per the following chart:

• Their other News Paper Brands are Business Bhaskar which is present in 5 states with 8 Editions. Besides the above brands, D B Corp Limited also Publishes English Newspaper "DNA" on a Franchisee basis from Ahmedabad, Surat and Jaipur.

• Further, It also Publishes Compact Newspaper "DB Star" from Bhopal, Indore and Jodhpur.

• D B Corp Limited also publishes Largest Daily Newspaper of Saurashtra " Saurashtra Samachar".

• D B Corp Limited also publishes Compact Newspaper "D B Gold" from Surat city.

CMT REPORT (Corruption, Money Laundering & Terrorism]

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

1] INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

2] Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

3] Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

4] Record on Financial Crime :

Charges or conviction registered against subject: None

5] Records on Violation of Anti-Corruption Laws :

Charges or investigation registered against subject: None

6] Records on Int’l Anti-Money Laundering Laws/Standards :

Charges or investigation registered against subject: None

7] Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

8] Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

9] Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

10] Press Report :

No press reports / filings exists on the subject.

CORPORATE GOVERNANCE

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

CONTRAVENTION

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

FOREIGN EXCHANGE RATES

Currency	Unit	Indian Rupees
US Dollar	1	Rs.44.85
UK Pound	1	Rs.73.29
Euro	1	Rs.64.89

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	6
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	6
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	5
--LIQUIDITY	1~10	6
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	5
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/NO	NO
MERIT POINTS
--SOLE DISTRIBUTORSHIP	YES/NO	NO
--EXPORT ACTIVITIES	YES/NO	NO
--AFFILIATION	YES/NO	YES
--LISTED	YES/NO	YES
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		49

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

Financial condition (40%) Ownership background (20%) Payment record (10%)

Credit history (10%) Market trend (10%) Operational size (10%)

RATING EXPLANATIONS

RATING		STATUS	PROPOSED CREDIT LINE
>86	Aaa	Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums	Unlimited
71-85	Aa	Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums	Large
56-70	A	Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums	Fairly Large
41-55	Ba	Overall operation is considered normal. Capable to meet normal commitments.	Satisfactory
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small
11-25	Ca	Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity	Limited with full security
<10	C	Absolute credit risk exists. Caution needed to be exercised	Credit not recommended
NB		New Business	-

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.