MIRA INFORM REPORT

Report Date :

16.06.2012

IDENTIFICATION DETAILS

Name :	LIVING MEDIA INDIA LIMITED
Registered Office :	9 K-Block, Connaught Circus, New Delhi – 110 001
Country :	India
Financials (as on) :	31.03.2011
Date of Incorporation :	09.05.1962
Com. Reg. No.:	55-003714
Capital Investment / Paid-up Capital :	Rs.0.658 million
CIN No.: [Company Identification No.]	U92132DL1962PLC003714
TAN No.: [Tax Deduction & Collection Account No.]	DELL02162G
PAN No.: [Permanent Account No.]	AAACL0087H
Legal Form :	A Closely Held Public Limited Liability Company
Line of Business :	Publishers of Magazines and Books Like “India Today’, ‘Business Today’, ‘Target’, ‘Computers Today’ and Journal of Applied Medicines etc.
No. of Employees :	500 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

Ba (44)

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

Maximum Credit Limit :	USD 2172000
Status :	Satisfactory
Payment Behaviour :	Usually correct
Litigation :	Clear
Comments :	Subject is a part of India Today Group. It 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 – September 30, 2011

Country Name	Previous Rating (30.06.2011)	Current Rating (30.09.2011)
India	A1	A1

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

LOCATIONS

Registered Office :	9 K-Block, Connaught Circus, New Delhi – 110 001, India
Tel. No.:	91-11-23321273/ 23321323/ 23713405/ 43530852
Fax No.:	91-11-23713405/ 23712998
E-Mail:	rakesh@intoday.com n.radhakrishnan@intoday.com
Warehouse :	W 18 and 19, Sector 11, Noida, District Ghaziabad, Uttar Pradesh, India
Factory 1 :	P. O. Box 706, Faridabad – 121 007, Haryana, India
Tel. No.:	91-129-2285520 (5 Lines)
Fax No.:	91-129-2284511
Factory 2 :	B-315, Okhla Industrial Area, Phase-I, New Delhi – 110 020, India
Tel. No.:	91-11-26818915/ 26818920/ 26812998
Fax No.:	91-11-26818670
Branch Office :	28-A and B, Jolly Maker Chamber – 11, Nariman Point, Mumbai – 400 021, Maharashtra, India Tel. No.: 91-22-22026152 Fax No.: 91-22-22026164 IInd Floor, 98-A, Dr. Radhakrishnan Salai, Mylapore, Chennai – 600 004, Tamilnadu, India 12C Everest, 46-C, Chowringghee Road, Kolkata – 700 071, West Bengal, India 201/204, Richmond Towers, 12 Rich Mond Road, Bangalore – 560 025, Karnataka, India Somajiguda, Hyderabad – 500 482, Andhra Pradesh, India Tel. No. 91-842-2211649/ 2211657 B-315, Okhla Phase – 1, New Delhi – 110 020, India Tel. No. 91-11-26818915/26818920/ 26812998/ 26818675 Fax No. 91-11-26818670 Telex 31-75414

DIRECTORS

As on 30.09.2011

Name :

Mr. Anil Kumar Mehra

Designation :

Managing Director

Address :

B-223, Greater Kailash Part – I, New Delhi – 110 048, India

Date of Birth/Age :

05.09.1944

Qualification :

B.Com (H), FCA (England and Wales) and FCA (Institute of Chartered Accountant of India)

Experience :

42 Years

Date of Appointment:

08.04.1986

DIN No.:

00004654

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U74899DL1937PTC001684	The All India Finance and Commerce Private Limited	Director	30-06-81	30-06-81	-	Active	NO
2	U92132DL1962PLC003714	Living Media India Limited	Managing director	01-11-04	08-04-86	-	Active	NO
3	U74899DL1961PLC003589	Integrated Data Bases India Limited	Director	18-02-92	18-02-92	-	Active	NO
4	U74899DL1952PTC002756	The All India Investment Corporation Private Limited	Director	09-07-94	09-07-94	-	Active	NO
5	L92200DL1999PLC103001	T.V. Today Network Limited.	Director	28-12-99	28-12-99	-	Active	NO
6	U00000DL2000PTC107735	Universal Learn Today Private Limited	Director	14-09-00	14-09-00	11-02-08	Active	NO
7	U99999DL2000PTC107733	India Today Online Private Limited	Director	14-09-00	14-09-00	-	Active	NO
8	U92131DL2000PLC107737	Radio Today Broadcasting Limited	Director	14-09-00	14-09-00	-	Active	NO
9	U72900DL2002PTC114863	Two Ergo India Private Limited	Director	05-04-02	05-04-02	18-08-09	Active	NO
10	L29199HR1956PLC033107	Talbros Automotive Components Limited	Director	31-01-04	31-01-04	-	Active	NO
11	U74899DL2005PLC142634	T V Today Network Business Limited	Director	17-11-05	17-11-05	-	Active	NO
12	U74999DL2007PTC158097	Itas Media Private Limited	Additional director	16-07-07	16-07-07	15-07-08	Active	NO
13	U72900DL2007PLC170402	Thomson Digital (India) Limited	Director	13-11-07	13-11-07	-	Active	NO
14	U74999DL2010PTC210696	Today Merchandise Private Limited	Director	23-11-10	23-11-10	-	Active	NO
15	U72200MP2003PTC015509	Automotive Exchange Private Limited	Director	16-12-10	15-12-10	-	Active	NO
16	U91990DL1901PLC001746	Delhi Golf Club Limited	Director	24-09-11	24-09-11	-	Active	NO

Name :

Mr. Karan Ahluwalia

Designation :

Director

Address:

Flat No. 901, Tower 4, Vipul Belmonte, Golf Course Road, Sector - 53, Gurgaon – 122 002, Haryana, India

Date of Birth/Age :

20.10.1950

Qualification :

M.M.S. - Marketing

Date of Appointment:

13.06.2001

DIN No.:

00008541

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Date of cessation	Company/ LLP Status	Defaulting status
1	U92132DL1962PLC003714	Living Media India Limited	Director	13-06-01	13-06-01	-	Active	NO
2	U74899DL1949PTC001677	World Media Private Limited	Director	29-09-07	20-08-07	06-02-08	Active	NO

Name :

Mrs. Neera Malhotra

Designation :

Director

Address:

M-11, Greater Kailash Part – II, New Delhi – 110 048, India

Date of Birth/Age :

15.06.1955

Qualification :

Graduate

Date of Appointment:

27.10.1984

DIN No.:

00118387

Other Directorship :

S.No.	CIN/LLPIN	Name of the Company/ LLP	Current designation of the Director/ Designated Partner	Date of appointment at current designation	Original date of appointment	Company/ LLP Status	Defaulting status
1	U92132DL1962PLC003714	Living Media India Limited	Director	27-10-84	27-10-84	Active	NO
2	U51909DL1997PTC086220	High Speed Construction and Marketing Private Limited	Director	12-06-97	12-06-97	Strike off	NO

KEY EXECUTIVES

Name :	Mr. Aroon Purie
Designation :	Chief Editor
Date of Birth/Age :	66 Years
Qualification :	B.Sc. (Eco.) University of London, F.C.A. (England and Wales) F.C.S.
Experience :	42 Years
Name :	Mr. Ashish Bagga
Designation :	Chief Executive Officer
Date of Birth/Age :	49 Years
Qualification :	B.Sc., M. B.A ( Marketing)
Experience :	28 Years
Name :	Mr. Dinesh Bhatia
Designation :	Chief Finance Officer (Strategy and Investor Relations)
Date of Birth/Age :	45 Years
Qualification :	B.Com(H) and MBA-Finance and A/c’s
Experience :	22 Years
Name :	Ms. Kalli Purie Bhandal
Designation :	Executive-cum-Publisher Director ITGO and TODAY
Date of Birth/Age :	37 Years
Qualification :	B.A.(H) from Oxford University, Certificate in Internet Publishing, University of British Colubia
Experience :	17 Years
Name :	Mr. M. D. Mistry
Designation :	Publisher-IT (Indian language Editions) and Associate Publisher-Impact (I.T. Megabrand)
Date of Birth/Age :	41 Years
Qualification :	B. Com, Master of Marketing Management
Experience :	13 Years
Name :	Ms. Mala Sekhri
Designation :	Publishing Director-Lifestyle Group
Date of Birth/Age :	47 Years
Qualification :	B.A. (Hon.), M.A.
Experience :	24 Years

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As on 30.09.2011

Names of Shareholders (Equity Shares – Rs.3/- each)	No. of Shares
Aroon Purie	9188
Rekha Purie	3062
Mandira Purie Fawcett	6125
Madhu Trehan	6125
The All India Investment Corporation Private Limited, India	29000
Ankoor Purie	6125
Aroon Purie (HUF)	1000
World Media Private Limited, India	158150
Total	218775

Names of Shareholders (Equity Shares – Rs.10/- each)	No. of Shares
The All India Investment Corporation Private Limited, India	225
Total	225

As on 30.09.2011

Equity Share Breakup	Percentage of Holding
Category
Foreign holdings( Foreign institutional investor(s), Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s) or Overseas Corporate bodies or Others	2.80
Bodies corporate	85.55
Other top fifty shareholders	11.65
Total	100.00

BUSINESS DETAILS

Line of Business :

Publishers of Magazines and Books Like “India Today’, ‘Business Today’, ‘Target’, ‘Computers Today’ and Journal of Applied Medicines etc

Products :

· Video News Magazines- ‘Newstrack’,

· Recorded Music Cassettes Etc

Products	ITC Code No.
Journals and Periodicals	490290.02

Brand Names :

India Today, Business Today, Target, Computers Today, Journal of Applied Medicines.

GENERAL INFORMATION

No. of Employees :

500 (Approximately)

Bankers :

· IndusInd Bank Limited, F – Block, Ground Floor, International Trade Tower, Nehru Place, New Delhi – 110 019, India

· Canara Bank, F-9, Connaught Place, New Delhi – 110 001, India

· ABN Amro Bank NV, Hansalaya Building, 15, Barkhamba Road, New Delhi – 110 001, India

· UCO Bank, Connaught Place, New Delhi – 110 001, India

· State Bank of Tranvancore, 3, Bhikaji Cama Place, Ansal Chamber – 1, R. Puram, New Delhi – 110 066, India

· Yes Bank Limited, 9^th Floor, Nehru Centre, Discovery of India, Dr. Annie Besant Road, Worli, Mumbai – 400 018, Maharashtra, India

· ICICI Bank Limited – NBCC Place Bhisham Pitamah Marg, Pragati Vihar, New Delhi – 110 003, India

· HSBC Bank, USA

· HSBC Bank, UK

Facilities :

Secured Loans	As on 31.03.2011 Rs. in millions	As on 31.03.2010 Rs. in millions
Rupee term loans banks secured	555.000 (A)	400.000 (B)
Working capital loans banks secured	562.350 (C)	563.880 (D)
Interest accrued due other debt secured	0.026	0.000
Total	1117.376	963.880

Notes

(A) (Secured by hypothecation of Movable Fixed Assets, both present and future, and Immovable Property Leased by NOIDA (Rs.100,000 millions repayable within a year) Note: The Term Loan is additionally secured by a Corporate Guarantee given by World Media Private Limited, the Holding Company.

(B) (Secured by hypothecation of Movable Fixed Assets, both present and future, and Immovable Property Leased by NOIDA [(Rs.25.000 millions repayable within a year)] Note: The Term Loan is additionally secured by a Corporate Guarantee given by World Media Private Limited, the Holding Company.

(C) Cash Credit / Working Capital Demand Loan (Secured by hypothecation of Inventory and Book Debts, both present and future, by way of first charge ranking pari-passu between participating Banks.)

(D) Cash Credit / Working Capital Demand Loan (Secured by hypothecation of Inventory and Book Debts, both present and future, by way of first charge ranking pari-passu between participating Banks.)

Unsecured Loans	As on 31.03.2011 Rs. in millions	As on 31.03.2010 Rs. in millions
Rupee term loans banks unsecured	439.842 (A)	550.000 (B)
Rupee term loans others unsecured	49.350	49.510
Fixed deposits unsecured	16.080 (C)	36.080 (D)
Total	505.272	635.590

Notes

(A) ** Short Term Loan to the extent of Rs.150.000 millions is secured by a Corporate Guarantee given by World Media Private Limited, the Holding Company.

(B) ** Short Term Loan to the extent of Rs.150.000 millions is secured by a Corporate Guarantee given by World Media Private Limited, the Holding Company.

(C) * Fixed Deposits due within one year Rs.16.080 millions

(D) * Fixed Deposits due within one year Rs.36.080 millions

Banking Relations :	--
Auditors :
Name :	Price Waterhouse Chartered Accountants
Address:	Building 8, 8^th Floor, Tower – B, DLF, Cyber Ctiy, Gurgaon – 122 002, Haryana, India
PAN No. :	AAEFP3641G
Holding Company :	World Media Private Limited (WMPL) CIN No.: U74899DL1949PTC001677
Subsidiaries :	· Living Media International Limited (LMIL) · Radio Today Broadcasting Limited (RTBL) CIN No.: U92131DL2000PLC107737 · TV Today Network Limited (TVTN) CIN No.: L92200DL1999PLC103001 · Harper Collins Publishers India Limited (HCPIL) CIN No.: U22200DL1991PLC042793 · Thomson Press (India) Limited (TPIL) CIN No.: U22219DL1962PLC003768 · ITAS Media Private Limited (ITAS) CIN No.: U74999DL2007PTC158097 · Today Retail Network Private Limited (TRNPL) CIN No.: U51909DL2007PTC167147 · TV Today Network ( Business) Limited (TVTN(B)L) CIN No.: U74899DL2005PLC142634 · Thomson Digital India Limited (TDIL) CIN No.: U72900DL2007PLC170402 · Thomson Digital Mauritius Limited (TDML) · Premier Security Printers Private Limited (PSPPL) CIN No.: U22219DL2007PLC168391 · World Media Trading Limited (WMTL) * · Today Merchandise Private Limited (TMPL) ** · Today Retail Network Private Limited (TRNPL)
Fellow Subsidiary :	· World Media International Limited (WMIL) · Universal Learn Today Private Limited (ULTPL) · India Today Online Private Limited (ITOPL) · Mail Today Newspapers Private Limited (Mail Today)
Associates and Joint Ventures :	· Integrated Databases India Limited (IDIL) · The All India Film Corporation Private Limited (AIFCPL)

* Became subsidiary w.e.f. March 25, 2011

** Became subsidiary w.e.f. November 30, 2010

CAPITAL STRUCTURE

As on 31.03.2011

Authorised Capital :

No. of Shares	Type	Value	Amount
225	Equity Shares (Fully Paid)	Rs.10/- each	Rs.0.002 million
229775	Equity Shares (Partially Paid)	Rs.10/- each	Rs.2.298 millions
20000	Redeemable Preferences Shares	Rs.10/- each	Rs.0.200 million
	Total		Rs.2.500 millions

Issued Capital :

No. of Shares	Type	Value	Amount
225	Equity Shares (Fully Paid)	Rs.10/- each	Rs.0.002 million
218775	Equity Shares (Partially Paid)	Rs.10/- each	Rs.2.188 millions
	Total		Rs.2.190 millions

Subscribed & Paid-up Capital

No. of Shares	Type	Value	Amount
225	Equity Shares (Fully Paid)	Rs.10/- each	Rs.0.002 million
218775	Equity Shares (Partially Paid)	Rs.3/- each	Rs.0.656 million
	Total		Rs.0.658 million

Note:

Of the above shares, 158,150 shares are held by World Media Private Limited, the Holding Company.

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2011	31.03.2010	31.03.2009
SHAREHOLDERS FUNDS
1] Share Capital		0.658	0.658	0.658
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		542.408	398.981	505.327
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		543.066	399.639	505.985
LOAN FUNDS
1] Secured Loans		1117.376	963.880	901.722
2] Unsecured Loans		505.272	635.590	509.605
TOTAL BORROWING		1622.648	1599.470	1411.327
DEFERRED TAX LIABILITIES		0.000	0.000	0.000
TOTAL		2165.714	1999.109	1917.312
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		426.073	469.899	502.956
Capital work-in-progress		0.635	1.723	10.727
INVESTMENT		1024.213	673.017	673.017
DEFERRED TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	292.375	283.276	455.302
	Sundry Debtors	781.979	859.018	783.937
	Cash & Bank Balances	165.914	209.200	107.982
	Other Current Assets	0.000	0.000	0.000
	Loans & Advances	734.250	871.518	904.156
Total Current Assets		1974.518	2223.012	2251.377
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	537.023	646.740	614.396
	Other Current Liabilities	592.955	608.459	714.619
	Provisions	129.747	113.343	191.750
Total Current Liabilities		1259.725	1368.542	1520.765
Net Current Assets		714.793	854.470	730.612
MISCELLANEOUS EXPENSES		0.000	0.000	0.000
TOTAL		2165.714	1999.109	1917.312

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2011	31.03.2010	31.03.2009
	SALES
		Operating revenue, net	3550.004	3172.522	3417.583
		Other Income	207.914	310.894	334.760
		TOTAL	3757.918	3483.416	3752.343
Less	EXPENSES
		Consumption materials changes inventories	842.231	804.262	3774.090
		Manufacturing service costs	503.961	484.082
		Employee related expenses	923.711	758.137
		Administrative selling other expenses	1351.152	1271.375
		TOTAL	3621.055	3317.856	3774.090
Less	PROFIT/(LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION		136.863	165.560	(21.747)
Less	INTEREST FINANCIAL CHARGES		186.756	196.989	158.003
	PROFIT/(LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION		(49.893)	(31.429)	(179.750)
Less/ Add	DEPRECIATION/ AMORTISATION		78.859	90.245	96.688
Add	Extraordinary items		279.549	0.000	0.000
Add	Prior Period items		(7.372)	0.000	0.000
	PROFIT/(LOSS) BEFORE TAX		143.425	(121.674)	(276.438)
Less	TAX		(0.002)	(15.328)	24.403
	PROFIT/(LOSS) AFTER TAX		143.427	(106.346)	(300.841)
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		(542.649)	(436.303)	(135.462)
	BALANCE CARRIED TO THE B/S		(399.222)	(542.649)	(436.303)
	EARNINGS IN FOREIGN CURRENCY
		Sales (Other than Subscription)	2.408	2.345	2.626
		Magazine Subscription	1.536	2.130	2.492
		Advertisement (excluding Barters)	51.464	35.360	43.465
		Others (Syndication Services, Royalty, Interest, Miscellaneous Income etc.)	14.279	28.499	30.419
	TOTAL EARNINGS		69.687	68.334	79.002
	IMPORTS
		Raw Materials	284.989	178.666	531.369
		Capital Goods	0.000	0.000	0.687
		Traded Periodicals	45.486	13.719	14.493
	TOTAL IMPORTS		330.475	192.385	546.549
	Earnings/ (Loss) Per Share (Rs.)		2177.83	(1614.77)	(4568.03)

KEY RATIOS

PARTICULARS		31.03.2011	31.03.2010	31.03.2009
PAT / Total Income	(%)	3.82	(3.05)	(8.02)
Net Profit Margin (PBT/Sales)	(%)	4.04	(3.84)	(8.09)
Return on Total Assets (PBT/Total Assets}	(%)	5.97	(4.52)	(10.04)
Return on Investment (ROI) (PBT/Networth)		0.26	(0.30)	(0.55)
Debt Equity Ratio (Total Liability/Networth)		5.31	7.43	5.79
Current Ratio (Current Asset/Current Liability)		1.57	1.62	1.48

LOCAL AGENCY FURTHER INFORMATION

Check List by Info Agents	Available in Report (Yes / No)
1) Year of Establishment	Yes
2) Locality of the firm	Yes
3) Constitutions of the firm	Yes
4) Premises details	No
5) Type of Business	Yes
6) Line of Business	Yes
7) Promoter’s background	Yes
8) No. of employees	Yes
9) Name of person contacted	No
10) Designation of contact person	No
11) Turnover of firm for last three years	Yes
12) Profitability for last three years	Yes
13) Reasons for variation <> 20%	--
14) Estimation for coming financial year	No
15) Capital in the business	Yes
16) Details of sister concerns	Yes
17) Major suppliers	No
18) Major customers	No
19) Payments terms	No
20) Export / Import details (if applicable)	No
21) Market information	--
22) Litigations that the firm / promoter involved in	--
23) Banking Details	Yes
24) Banking facility details	Yes
25) Conduct of the banking account	--
26) Buyer visit details	--
27) Financials, if provided	Yes
28) Incorporation details, if applicable	Yes
29) Last accounts filed at ROC	Yes
30) Major Shareholders, if available	Yes

BUSINESS PERFORMANCE:

The Company’s total turnover amounted to Rs.3757.918 millions as against Rs.3483.416 millions in previous year. The Company made a profit of Rs.379.282 millions (including Rs.279.549 millions on sale of Book Club Retail Business during the year) before interest, depreciation and tax as against last year’s profit of Rs.139.766 millions. However, the year resulted in a profit of Rs.143.424 millions after provision for tax compared to a loss of Rs.106.346 millions last year.

The company continued to focus on building its digital business by enhancing features and content across all its verticals. In the coming years the Company expects non-linear growth in this business.

The company also consolidated its retail outlets business under its Brand name, Media Mart, at premium locations including International and Domestic Airports and Metro Stations catering to growing demand from diverse segments for media and entertainment products, viz. books, magazines, audio visuals, gift items and stationery etc. Currently, the company has 64 outlets and is reviewing the spread for consolidation and shutting down the ones which are not economical.

The Company continues to invest in new Publications both in home-grown brands as well as Licensing Arrangement with International Publishers, which help the Company retain its dominance in the business of magazine publishing. During the year, the Company has taken over the publishing/distribution rights for some new periodicals namely Take on Art, Creative Gags, Mother Land, Condenast Traveller, Design Indaba, Tree of Knowledge, ICC World Cricket Guide 2011 and some of the publications published by M/s Hindustan Times.

While the Company has been augmenting its resources through additional Working Capital Borrowings and term loans, major expansion plans are being undertaken cautiously. The Directors are hopeful that improvement in economy and business sentiment together with control over overheads, better utilization of funds would result in improved turnover and improved profitability which going forward, will be helped substantially due to correction in cost base during the year.

FINANCE/INVESTMENT:

As reported last year, the Company acquired 821100 shares of ITAS Media Private Limited @ Rs.10/- per share. During the year, the Company invested Rs.145.100 millions in the Equity Shares of Today Merchandise Private Limited - a Subsidiary and also invested Rs.16.000 millions in Equity Shares of World Media Trading Limited which with current investment, has become a subsidiary of the Company. Further, the Company also paid Rs.213.500 millions as Share Application Money to India Today Online Private Limited and Rs.9.945 millions to Universal Learn Today (Private) Limited for acquiring further shares in these Companies. With acquisition of these shares, both these Companies would become subsidiaries of the Company.

During the year, the Company obtained a medium Term Loan of Rs.180.000 millions.

Pursuant to the Composite Scheme of Arrangement (The Scheme) between two subsidiaries of the Company i.e. Radio Today Broadcasting Limited (RTBL) and TV Network Limited (TVTN) under the provisions of the Companies Act, 1956 sanctioned by the Hon’ble High Court at Delhi and the Ministry of Information and Broadcasting on February 24, 2010 and May 20, 2010 respectively, the undertaking of the radio broadcasting business of RTBL, was transferred to and vested in TV TN. In accordance with ‘The Scheme’, the TVTN issued 16,55,999 Equity Shares of Rs.5/- each as fully paid to the equity shareholders of RTBL, in the ratio of 1 Equity Share of Rs.5/- each fully paid up of TVTN for every 6 shares of the face value of Rs.10/- each fully paid up, held in RTBL towards consideration for the aforesaid transfer and vesting of radio business. Accordingly, the Company was allotted 16,54,333 Equity Shares of Rs.5/- each fully paid-up of TVTN as a Shareholder of RTBL. Such Equity Shares have been shown as an additional investment in TVTN equal to the historical value of Equity Shares in RTBL for Radio Business as per valuation report from a firm of Chartered Accountants. Equivalent value has been reduced from the investment value in the Equity Shares of RTBL.

During the year, The Company has sold its business under the Brand name India Today Book Club and earned a profit of Rs.279.549 millions.

CURRENT PERFORMANCE:

During current financial year, the Company has taken over the publishing/distribution rights for some new periodicals like Robb Report etc. as an ongoing process for establishing itself as a leading Publisher and Distributor of Media products.

Contingent Liabilities in respect of: (As on 31.03.2011)

a) Bank Guarantees furnished for Subsidiary and Other Companies [Total Guarantee Value Rs.750.000 millions] – Rs.513.852 millions

b) The Company has received legal notices of claims / lawsuits filed against it in respect of articles published and goods, etc. supplied. In the opinion of the management, no liability is likely to arise on account of such claims / law suits.

Bankers Charges Report as per Registry

Corporate identity number of the company	U92132DL1962PLC003714
Name of the company	LIVING MEDIA INDIA LIMITED
Address of the registered office or of the principal place of business in India of the company	9 K-Block, Connaught Circus, New Delhi – 110 001, India
This form is for	Creation of charge
Type of charge	· Book debts · Movable property (not being pledge) · Floating charge · Others (Charge: 1^st moveable property, 2^nd stock and book debt)
Particular of charge holder	CIN No.: L65190MH2003PLC143249 Yes Bank Limited, 9^th Floor, Nehru Centre, Discovery of India, Dr. Annie Besant Road, Worli, Mumbai – 400 018, Maharashtra, India E-Mail : delhicadmidoffice@yesbank.in
Nature of instrument creating charge	Deed of Hypothecation dated September 26, 2011 for creating exclusive charge on all movable fixed assets and second charge on all stocks and book debts (both present and future) of the Borrower.
Date of instrument Creating the charge	26.09.2011
Amount secured by the charge	Rs.500.000 millions
Brief of the principal terms an conditions and extent and operation of the charge	Rate of interest Yes Bank Base Rate plus 3.50% p.a. Terms of repayment 8 equal quarterly installments after a moratorium period of 24 months from the date of first disbursement. Margin NIL Extent and operation of the charge Exclusive charge on all Movable fixed assets of the Borrower (both present and future). Second Charge on stocks and book debts of the Borrower (both present and future).
Date of instrument modifying the charge	Exclusive Charge on Movable Fixed Assets (both present and future) Second Charge on stocks and book debts (both present and future)

FIXED ASSETS:

Tangible Assets

· Land – Free hold

· Land – Leasehold

· Buildings

· Leasehold Improvements

· Plant and Machinery

· Vehicles

· Furniture and Fittings

Intangible Assets

· Copyrights

· Software

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.55.76
UK Pound	1	Rs.86.69
Euro	1	Rs.70.44

INFORMATION DETAILS

Report Prepared by :

SMN

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	5
OPERATING SCALE	1~10	5
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	5
--PROFITABILIRY	1~10	--
--LIQUIDITY	1~10	5
--LEVERAGE	1~10	5
--RESERVES	1~10	6
--CREDIT LINES	1~10	6
--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	NO
--OTHER MERIT FACTORS	YES/NO	YES
TOTAL		44

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.