MIRA INFORM REPORT

Report Date :

16.11.2011

IDENTIFICATION DETAILS

Name :	BIG CBS NETWORKS PRIVATE LIMITED
Registered Office :	401, 4^th Floor, Infiniti, Link Road, Oshiwara, Andheri (West), Mumbai – 400053, Maharashtra
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	17.08.2010
Com. Reg. No.:	206706
Capital Investment / Paid-up Capital :	Rs.39.779 Millions
CIN No.: [Company Identification No.]	U74990MH2010PTC206706
TAN No.: [Tax Deduction & Collection Account No.]	MUMB20527D
Legal Form :	Private Limited Liability Company
Line of Business :	Channels Broadcasting i.e. Big CBS Prime, Big CBS Love, Big CBS Spark.
No. of Employees :	40 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

B (26)

RATING		STATUS	PROPOSED CREDIT LINE
26-40	B	Capability to overcome financial difficulties seems comparatively below average.	Small

Maximum Credit Limit :	USD 730000
Status :	New Company
Payment Behaviour :	Unknown
Litigation :	Clear
Comments :	Subject is a new company establishing itself gradually. Trade relations are reported as fair. Business is active. Payments are unknown. The company can be considered for business dealings with some caution.

NOTES:

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

INFORMATION PARTED BY

Name :	Ms. Tina
Designation :	Finance and Accounts Manager
Contact No.:	91-9022915332
Date :	15.11.2011

LOCATIONS

Registered Office :	401, 4^th Floor, Infiniti, Link Road, Oshiwara, Andheri (West), Mumbai – 400053, Maharashtra, India
Tel. No.:	91-22-30689444
Mobile No.:	91-9022915332 (Ms. Tina)
Fax No.:	91-22-39888927
E-Mail :	gururaja.rao@reliancebroadcast.com gururaja.rao@big927fm.com
Website :	http://www.bigcbs.com

DIRECTORS

(AS ON 28.09.2011)

Name :

Mr. Tarun Katial

Designation :

Director

Address :

403, A/20, Shastri Nagar, Andheri (West), Mumbai – 400053, Maharashtra, India

Date of Birth/Age :

07.01.1975

Date of Appointment :

31.12.2010

Email :

tarun.katial@big927fm.com

DIN No.:

01665221

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	L64200MH2005PLC158355	RELIANCE BROADCAST NETWORK LIMITED	Director	10/7/2007	10/7/2007	Active	NO
2	U92100MH2009PTC191644	MILESTONE MOVIES PRIVATE LIMITED	Director	13/04/2009	13/04/2009	Active	NO
3	U74990MH2010PTC206706	BIG CBS NETWORKS PRIVATE LIMITED	Director	31/12/2010	2/11/2010	Active	NO
4	U45400DL2007PTC169520	BIG SHOWBIZ BROADCAST PRIVATE LIMITED	Director	25/07/2011	7/1/2011	Active	NO
5	U74900MH2011PLC216414	BIG MAGIC LIMITED	Director	19/04/2011	19/04/2011	Active	NO

Name :

Ms. Sonal Chandra Gupta

Designation :

Director

Address :

C 103/104, Raheja Sherwood Tower C B/H HUB Multiplex, Nirlon Compound, Goregaon (East), Mumbai – 400063, Maharashtra, India

Date of Birth/Age :

20.03.1973

Date of Appointment :

17.08.2010

Email :

sonal.gupta@bigbroadcasting.com

DIN No.:

01855999

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Date of cessation	Company Status	Defaulting status
1	U45201DL2006PTC146713	GROWFAST PROPERTIES PRIVATE LIMITED	Director	22/02/2006	22/02/2006	-	Active	NO
2	U92130MH2002PTC137963	NIMBUS HOME ENTERTAINMENT PRIVATE LIMITED	Director	2/8/2007	2/8/2007	30/06/2008	Active	NO
3	U92110MH2003PLC142256	NEO BROADCAST LIMITED	Director	2/8/2007	2/8/2007	30/06/2008	Active	NO
4	U92130MH1997PLC111564	NIRVANA TELEVISION LIMITED	Director	2/8/2007	2/8/2007	30/06/2008	Active	NO
5	U93000MH2010PTC206663	RELIANCE TELEVISION PRIVATE LIMITED	Director	16/08/2010	16/08/2010	-	Active	NO
6	U74990MH2010PTC206706	BIG CBS NETWORKS PRIVATE LIMITED	Director	17/08/2010	17/08/2010	-	Active	NO
7	U45400DL2007PTC169520	BIG SHOWBIZ BROADCAST PRIVATE LIMITED	Director	25/07/2011	18/02/2011	-	Active	NO
8	U74300MH2006PTC165298	CINESTAR ADVERTISING PRIVATE LIMITED	Director	27/09/2011	25/02/2011	-	Active	NO
9	U74900MH2011PLC216414	BIG MAGIC LIMITED	Director	19/04/2011	19/04/2011	-	Active	NO

Name :

Mr. Armando Nunez JR

Designation :

Director

Address :

1805 N Doheny Dr Los Angeles CA 90069

Date of Birth/Age :

29.11.1960

Date of Appointment :

31.12.2010

Email :

armando.nunez@cbs.com

DIN No.:

03265970

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U74990MH2010PTC206706	BIG CBS NETWORKS PRIVATE LIMITED	Director	31/12/2010	3/11/2010	Active	NO

Name :

Mr. Lawrence Reed Manville

Designation :

Director

Address :

4450 Gentry AVE, Studio City CA 91607

Date of Birth/Age :

10.08.1953

Date of Appointment :

31.12.2010

Email :

reed.manville@cbs.com

DIN No.:

03265973

Other Directorship :

S.No.	CIN	Name of the Company	Current designation of the director	Date of appointment at current designation	Original date of appointment	Company Status	Defaulting status
1	U74990MH2010PTC206706	BIG CBS NETWORKS PRIVATE LIMITED	Director	31/12/2010	3/11/2010	Active	NO

KEY EXECUTIVES

Name :	Ms. Tina
Designation :	Finance and Accounts Manager

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

(AS ON 17.06.2011)

Names of Allottees	No. of Shares Allotted
CBS Studios Inc., New York	1592500
Reliance Television Private Limited, India	1592500
Total	3185000

BUSINESS DETAILS

Line of Business :

Channels Broadcasting i.e. Big CBS Prime, Big CBS Love, Big CBS Spark.

GENERAL INFORMATION

No. of Employees :	40 (Approximately)
Bankers :	· HDFC Bank, Mumbai · Yes Bank · ICICI Bank

Banking Relations :	--
Auditors :
Name :	Price Water House and Company Chartered Accountants
Address :	252, Veer Savarkar Marg, Shivaji Park, Dadar, Mumbai – 400028, Maharashtra, India
Pan No.:	AAEFP3641G
Other Related Parties: (Entities exercising Joint control Over the company)	Direct · Reliance Television Private Limited · CBS Studios Inc., USA Indirect · Reliance Broadcast Network Limited (Holding Company – Reliance Television Private Limited)

CAPITAL STRUCTURE

(AS ON 28.09.2011)

Authorised Capital : Rs.150.000 Millions

Issued, Subscribed & Paid-up Capital : Rs.71.629 Millions

(AS ON 31.03.2011)

Authorised Capital :

No. of Shares	Type	Value	Amount
5000000	Equity Shares	Rs.10/- each	Rs.50.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
3977906	Equity Shares	Rs.10/- each	Rs.39.779 Millions

NOTE:

(Of the above 1,988,953 shares each are held by Reliance Television Private Limited and CBS Studios Inc., USA)

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011
SHAREHOLDERS FUNDS
1] Share Capital		39.779
2] Share Application Money		0.100
3] Reserves & Surplus		358.012
4] (Accumulated Losses)		(214.301)
NETWORTH		183.590
LOAN FUNDS
1] Secured Loans		0.000
2] Unsecured Loans		0.000
TOTAL BORROWING		0.000
DEFERRED TAX LIABILITIES		0.000
TOTAL		183.590
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		16.156
Capital work-in-progress		0.000
INVESTMENT		0.000
DEFERREX TAX ASSETS		0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	92.612
	Sundry Debtors	11.142
	Cash & Bank Balances	11.857
	Other Current Assets	0.056
	Loans & Advances	168.217
Total Current Assets		283.884
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditor	110.031
	Other Current Liabilities	6.138
	Provisions	0.281
Total Current Liabilities		116.450
Net Current Assets		167.434
MISCELLANEOUS EXPENSES		0.000
TOTAL		183.590

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011
	SALES
		Income from Operations	8.304
		Other Income	2.843
		TOTAL	11.147
Less	EXPENSES
		Operating, Administrative and Other Expenses	214.467
		Employees Cost	9.880
		TOTAL	224.347
	PROFIT/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		(213.200)
Less/ Add	DEPRECIATION/ AMORTISATION		1.100
	PROFIT/ (LOSS) BEFORE TAX		(214.300)
Less	TAX		0.000
	PROFIT/ (LOSS) AFTER TAX		(214.300)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		0.000
	BALANCE CARRIED TO THE B/S		(214.300)
	Earnings/ (Loss) Per Share (Rs.)		(347.51)

KEY RATIOS

PARTICULARS		31.03.2011
PAT / Total Income	(%)	(1922.49)
Net Profit Margin (PBT/Sales)	(%)	(2580.68)
Return on Total Assets (PBT/Total Assets}	(%)	(71.42)
Return on Investment (ROI) (PBT/Networth)		(1.17)
Debt Equity Ratio (Total Liability/Networth)		0.63
Current Ratio (Current Asset/Current Liability)		2.44

LOCAL AGENCY FURTHER INFORMATION

SUNDRY CREDITORS DETAILS:

Particulars	31.03.2011 (Rs. In Millions)
Sundry Creditors	110.031

Check list by info Agents	Available in Report (Yes/ No)
Year of Establishment	Yes
Locality of the Firm	Yes
Constitution of the Firm	Yes
Premises details	Yes
Type of Business	Yes
Line of Business	Yes
Promoter’s Background	--------
No. of Employees	Yes
Name of Person Contacted	Yes
Designation of Contact person	Yes
Turnover of Firm for last three years	Yes
Profitability for last three years	--------
Reasons for variation <> 20%	--------
Estimation for coming financial year	No
Capital in the business	Yes
Details of sister concerns	Yes
Major Suppliers	--------
Major Customers	--------
Payments Terms	--------
Export/ Imports Details (If applicable)	--------
Market Information	--------
Litigations that the firm/ Promoters Involved in	--------
Banking details	Yes
Banking Facility Details	No
Conduct of the Banking Account	--------
Buyer visit details	--------
Financials, if provided	Yes
Incorporation details is applicable	--------
Last Accounts filed at ROC	--------
Major Shareholders, if available	--------

FINANCIAL PERFORMANCE

The financial results covered and forming part of this Report includes period from the date of incorporation of the Company i.e. August 17, 2010 to March 31, 2011.

The income from operations of the Company which has been derived from media operations for the period ended March 31, 2011 was Rs. 8.304 Millions and other income was Rs. 2.843 Millions.

The operating loss i.e. Loss before Depreciation Interest and Tax of the Company for the period ended March 31, 2011 was Rs. 213.200 Millions. The loss after interest, depreciation and amortization was Rs. 214.300 Millions primarily on account of amortization of Rs. 1.100 Million.

Share Capital

(a) Authorised Share Capital

The Authorised Equity Share Capital of the Company was increased from Rs.0.500 Million divided into 50,000 equity shares of Rs.10/- each to Rs. 25.000 Millions divided into 2,500,000 equity shares of Rs.10/- each at the Extra Ordinary General Meeting (EGM) held on September 16, 2010. Subsequently the authorized equity share capital of the Company was again increased from Rs.25.000 Millions divided into 2,500,000 equity shares of Rs.10/- each to Rs. 50,000,000 divided into 5,000,000 equity shares of Rs.10/- each at the Extra Ordinary General Meeting (EGM) held on February 10, 2011. The Authorised Share Capital of the Company was again increased from Rs.50.000 Millions divided into 5,000,000 equity shares of Rs.10/- each to Rs.150.000 Millions divided into 15,000,000 equity shares of Rs.10/- each at the Extra Ordinary General Meeting (EGM) held on April 1, 2011.

(b) Issued and Paid-up Share Capital

The Board of Directors of the Company had approved the allotment of 1,138,953 equity shares of Rs.10/- each to CBS Studios Inc., U.S.A., at a premium of Rs.90/- per share and 1,128,953 equity shares of Rs.10/- each to Reliance Television Private Limited at a premium of Rs. 90.80/- per share on December 29, 2010.

The Board of Directors of the Company had also approved the allotment of 850,000 equity shares of Rs.10/- each to CBS Studios Inc., U.S.A., at a premium of Rs. 90/- per share and 850,000 equity shares of Rs.10 each to Reliance Television Private Limited at a premium of Rs. 90/- per share on March 25, 2011.

The Board of Directors of the Company had further approved the allotment of 1592500 equity shares of Rs. 10/- each to CBS Studios Inc., U.S.A., at a premium of Rs. 90/- per share and 1592500 equity shares of Rs. 10/- each to Reliance Television Private Limited at a premium of Rs. 90/- per share on June 17, 2011.

As present the paid –up equity share capital of the Company is Rs. 71.629 Millions divided into 7162906 Equity Shares of Rs. 10/- each.

REVIEW OF OPERATIONS

The Company had entered into a Joint Venture Agreement on August 18, 2010 which was executed between the Company and CBS Studios Inc., Reliance Television Private Limited, Reliance Broadcast Network Limited. The Company has seen the successful launch of three English language General Entertainment Channels viz. BIG CBS PRIME, BIG CBS LOVE and BIG CBS SPARK. These channels were launched on November 29, 2010, March 21, 2011 and May 4, 2011 respectively.

The themed channels are targeted at India's fast-growing, upwardly mobile population and are branded BIG CBS Prime, a premium English general entertainment channel, BIG CBS Spark, first international youth entertainment channel and BIG CBS Love, international entertainment channel for the urban contemporary couple. The channels offer audiences immediate access to authentic and current CBS programs, including some of the most popular television programs in the world. The Channels are available across a network of digital and analog distribution platforms.

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 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.50.56
UK Pound	1	Rs.80.30
Euro	1	Rs.68.79

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	3
PAID-UP CAPITAL	1~10	3
OPERATING SCALE	1~10	4
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	3
--PROFITABILIRY	1~10	2
--LIQUIDITY	1~10	3
--LEVERAGE	1~10	3
--RESERVES	1~10	3
--CREDIT LINES	1~10	2
--MARGINS	-5~5	--
DEMERIT POINTS
--BANK CHARGES	YES/NO	NO
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		26

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.