MIRA INFORM REPORT

Report Date :

01.11.2012

IDENTIFICATION DETAILS

Name :	DB CORP LIMITED DAINIK BHASKAR UNIT OF DB CORP LIMITED
Registered Office :	Plot No. 280, Sarkhej Gandhi Nagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380 051, Gujarat
Country :	India
Financials (as on) :	31.03.2012
Date of Incorporation :	27.10.1995
Com. Reg. No.:	04-47208
Capital Investment/ Paid-up Capital:	Rs.1833.094 Millions
CIN No.: [Company Identification No.]	L22210GJ1995PLC047208
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 Shares are Listed on the Stock Exchanges.
Line of Business :	Publishers of Newspaper, Periodicals, Magazines, Pamphlets, Journals, etc.
No. of Employees:	10000 (Approximately)

RATING & COMMENTS

MIRA’s Rating :

A (69)

RATING		STATUS	PROPOSED CREDIT LINE
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

Maximum Credit Limit :	USD 38390000
Status :	Good
Payment Behaviour :	Regular
Litigation :	Clear
Comments :	Subject is engaged in printing and publications of newspapers. It is well established company having good track record. Director are reported to be experience and reputed business man. But there appears slight dip in profitability of the company. However, general financial position of the company appears to be good. Fundamental seems healthy and strong. Trade relations are reported to be fair. Business is active. Payments are reported to be regular and as per commitments. The company can be considered normal for business dealings at usual trade terms and condition

NOTES:

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

INDIAN ECONOMIC OVERVIEW

India is developing into an open-market economy, yet traces of its past autarkic policies remain. Economic liberalization, including industrial deregulation, privatization of state-owned enterprises, and reduced controls on foreign trade and investment, began in the early 1990s and has served to accelerate the country's growth, which has averaged more than 7% per year since 1997. India's diverse economy encompasses traditional village farming, modern agriculture, handicrafts, a wide range of modern industries, and a multitude of services. Slightly more than half of the work force is in agriculture, but services are the major source of economic growth, accounting for more than half of India's output, with only one-third of its labor force. India has capitalized on its large educated English-speaking population to become a major exporter of information technology services and software workers. In 2010, the Indian economy rebounded robustly from the global financial crisis - in large part because of strong domestic demand - and growth exceeded 8% year-on-year in real terms. However, India's economic growth in 2011 slowed because of persistently high inflation and interest rates and little progress on economic reforms. High international crude prices have exacerbated the government's fuel subsidy expenditures contributing to a higher fiscal deficit, and a worsening current account deficit. Little economic reform took place in 2011 largely due to corruption scandals that have slowed legislative work. India's medium-term growth outlook is positive due to a young population and corresponding low dependency ratio, healthy savings and investment rates, and increasing integration into the global economy. India has many long-term challenges that it has not yet fully addressed, including widespread poverty, inadequate physical and social infrastructure, limited non-agricultural employment opportunities, scarce access to quality basic and higher education, and accommodating rural-to-urban migration.

Source : CIA

EXTERNAL AGENCY RATING

Rating Agency Name	CARE
Rating	AA+
Rating Explanation	Having high degree of safety regarding timely servicing of financial obligation it carry very low credit risk.
Date	October 2012

RBI DEFAULTERS’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

EPF (Employee Provident Fund) DEFAULTERS’’ LIST STATUS

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

INFORMATION PARTED BY

Name :	Mr. Mehul
Designation :	Accounts Executive
Contact No.:	91-79-39888850
Date :	31.10.2012

LOCATIONS

Registered Office / Printing Press :	Plot No. 280, Sarkhej Gandhi Nagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380 051, Gujarat, India
Tel No.:	91-79-39888850
Fax No.:	91-79-39814001
E-Mail :	csbpl2008@yahoo.co.in bdcs@bhaskarnet.com
Website :	http://www.bhaskar.com
Area :	3 Acre + Printing Press
Location :	Owned
Head Office :	Dwarka Sadan, 6, Press Complex, M.P. Nagar, Bhopal-462011, Madhya Pradesh, India
Tel No.:	91-755-3913292/ 3988884
Fax No.:	91-755-2552080
Corporate Office :	501, 5th Floor, Naman Corporate Link, Opp. Dena Bank, C-31, G- Block, Bandra Kurla Complex, Bandra - East, Mumbai – 400051, Maharashtra, India
Administrative Office :	D-143, Sector-63, Noida-201301, Uttar Pradesh
Tel. No.:	91-120-3341200
E mail :	scontact@imct.co.in
Location:	Owned
Branch Office:	G-3A/4-6, Kasmanwala Chambers, New Udyog Mandir- 2, Mogul Lane, Mahim, West, Mumbai- 400016, Maharashtra

DIRECTORS

AS ON 31.03.2012

Name :	Mr. Ramesh Chandra Agarwal
Designation :	Chairman
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
Din No.:	00051310
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
Qualification :	Bachelor's degree in science
Experience :	Mr. Sudhir Agarwal is having approximately 22 years of experience in the publishing and newspaper business and has been employed with the organization for all of this period. He is responsible for the long term vision and strategy and is heading many new initiatives undertaken by the company.
Date of Appointment :	10.12.2005
Din No.:	00051407
Name :	Mr. Girish Agarwal
Designation :	Non-Executive 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
Din No.:	00051375
Name :	Mr. Kailash Chandra Chowdhary
Designation :	Independent 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
Din No.:	01687337
Name :	Mr. Ajay Gopikisan Piramal
Designation :	Independent Director
Address :	41/42 4th 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
Din No.:	0002816
Name :	Mr. Piyush Pandey
Designation :	Independent Director
Address :	1st 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
Din No.:	00114673
Name :	Mr. Harish Bijoor
Designation :	Independent 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
Din No.:	0160485
Name :	Mr. Ashwin Kumar Singhal
Designation :	Independent 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
Din No.:	01973769
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
Din No.:	00614624
Name :	Mr. Pawan Agarwal
Designation :	Director
Date of Appointment :	10.12.2005
Din No.:	00465092

KEY EXECUTIVES

Name :	Anita Gokhale
Designation :	Secretary
Name :	Mr. Venkatraman Iyer
Designation :	Secretary
Date of Appointment :	24.10.2007
Pan No.:	AGRPK0913H

Name :	Mr. Mehul
Designation :	Accounts Executive

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

As On 30.09.2012

Names of Shareholders	No. of Shares	Percentage of Holding
(A) Shareholding of Promoter and Promoter Group
(1) Indian
Individuals / Hindu Undivided Family	107836922	58.82
Bodies Corporate	41595057	22.69
Sub Total	149431979	81.51
(2) Foreign
Total shareholding of Promoter and Promoter Group (A)	149431979	81.51
(B) Public Shareholding
(1) Institutions
Mutual Funds / UTI	10986218	5.99
Financial Institutions / Banks	4011	0.00
Foreign Institutional Investors	17542407	9.57
Sub Total
(2) Non-Institutions
Bodies Corporate	3587943	1.96
Individuals
Individual shareholders holding nominal share capital up to Rs. 0.100 Million	1040109	0.57
Individual shareholders holding nominal share capital in excess of Rs. 0.100 Million	567053	0.31
Any Others (Specify)	178809	0.10
Overseas Corporate Bodies	1404	--
Non Resident Indians	58025	0.03
Clearing Members	110655	0.06
Trusts	8725	0.00
Sub Total	5373914	2.93
Total Public shareholding (B)	33907550	18.49
Total (A)+(B)	183339529	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)	--	--

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Promoter and Promoter Group

Names of Shareholders	No. of Shares	Percentage of Holding
Ramesh Chandra Agarwal	3,20,10,062	17.46
Sudhir Agarwal	1,91,39,206	10.44
Pawan Agarwal	1,85,57,808	10.12
Bhaskar Infrastructure Limited	1,21,12,420	6.61
Jyoti Agarwal	1,08,75,007	5.93
Peacock Trading & Investments Private Limited	1,01,27,247	5.52
Girish Agarwal	99,60,186	5.43
Chambal Tradings Private Limited	84,21,400	4.59
Namita Agarwal	65,42,200	3.57
Girish Agarwal	64,00,000	3.49
Bhopal Financial Services Private Limited	56,57,190	3.09
Nitika Agarwal	34,77,000	1.90
Bhaskar Publications & Allied IndustriesPrivate Limited	30,17,800	1.65
Dev Fiscal ServicesPrivate Limited	16,59,000	0.90
Ramesh Chandra Agarwal HUF	8,21,758	0.45
Stitex Global Limited	6,00,000	0.33
Kasturi Devi Agarwal	53,695	0.03
Total	14,94,31,979	81.51

Shareholding of securities (including shares, warrants, convertible securities) of persons belonging to the category Public and holding more than 1% of the total number of shares

Names of Shareholders	No. of Shares	Percentage of Holding
Nalanda India Equity Fund Limited	9251291	5.05
Sbi Magnum Sector Funds Umbrella Contra Fund	2900000	1.58
Reliance Life Insurance Company Limited	2834476	1.55
Smallcap World Fund Inc	1841206	1.00
Total	16826973	9.18

Shareholding of securities (including shares, warrants, convertible securities) of persons (together with PAC) belonging to the category “Public” and holding more than 5% of the total number of shares of the company

Names of Shareholders	No. of Shares	Percentage of Holding
Nalanda India Equity Fund Limited	9251291	0.05
Total	9251291	0.05

Details of Locked-in Shares

Names of Shareholders	No. of Shares	Percentage of Holding
Ramesh Chandra Agarwal	2,30,50,000	12.57
Sudhir Agarwal	1,32,54,000	7.23
Bhaskar Infrastructure Limited	4,31,375	0.24
Visual Interactive Mauritius Limited	1,404	0.00
Rajkumar Koneru	435	0.00
Sunderbabu Venugopal	316	0.00
Pawan Agarwal	250	0.00
Namita Agarwal	250	0.00
Jyoti Agarwal	250	0.00
Nitika Agarwal	250	0.00
Girish Agarwal	250	0.00
Ramesh Chandra Agarwal	250	0.00
Sudhir Agarwal	250	0.00
Total	3,67,39,280	20.04

BUSINESS DETAILS

Line of Business :	Publishers of Newspaper, Periodicals, Magazines, Pamphlets, Journals, etc.
Terms :
Selling :	Cash/ Credit
Purchasing :	Cash/ Credit

PRODUCTION STATUS AS ON (31.03.2011)

Installed Capacity : (as certified by the management and relied upon by the auditors, it being a technical matter).

Type of Machine	No. of Machines	Total Capacity (Impression per hour)
Cold Set Machines	61	2274000
Heat Set Machines	5	120000

Actual Production

Production	No. of Copies
News Paper	1396530119

GENERAL INFORMATION

No. of Employees :

10000 (Approximately)

Bankers :

IDBI Bank

Facilities :

Secured Loan	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
Term loans
Indian Rupees loans from banks	0.000	300.000
Foreign currency loans from financial institutions	1028.579	1084.238
Cash Credit facilities from banks (payable on demand)	0.000	51.612
Buyer Credit from bank	576.691	285.169
Total	1605.270	1721.019
Unsecured Loan	31.03.2012 (Rs. in Millions)	31.03.2011 (Rs. in Millions)
Buyers Credit from bank	195.559	0.000
Total	195.559	0.000

Note

The Term loans are secured by:

a) Indian Rupee loans from banks

IDBI Bank:-

· Exclusive charge on the plant and machinery being acquired out of the financial assistance

· First pari passu charge with other lenders on up gradation projects assets

· Second charge on immovable housing property of Writers and Publishers Private limited at various units

· Second charge on all the fixed assets of the company

· The loan carries interest @ 12.75% p.a. The loan is repayable in equal quarterly installments but the same has been completely repaid during the current financial year.

UCO Bank:-

· Exclusive first charge on the fixed assets to be acquired from the proposed term loan.

· Personal guarantee of directors aggregation to Rs. 93.439 Millions (March 31, 2011 Nil) [Shri Ramesh Chandra Agarwal, Shri Sudhir Agarwal]

· The loan carries interest @ 14.75% p.a. The loan is repayable in equal quarterly installments but the same has been completely repaid after the reporting date.

b) Foreign currency loans from financial institutions

Agco Finance GmbH:-

· The loan carries interest rate @ LIBOR plus 0.68%. The loan is repayable in 18 consecutive half yearly installments. The loan is secured against first pari passu charge with other lenders on up gradation project assets.

a) Cash Credit facilities are secured by:

State Bank of Hyderabad and Bank of Maharashtra:

· First Charge on the entire current assets and

· Second charge on the other movable properties (other than current assets) of the company

· Personal guarantees of Directors aggregating to Rs. Nil (March 31, 2011 Rs. 51.612 Millions) [Shri Ramesh Chandra Agarwal, Shri Sudhir Agarwal, Shri Girish Agarwal and Shri Pawan Agarwal]

· Corporate guarantee of Writers and Publishers Private Limited

· Interest rates for cash credits are @ 12.75% p.a. and @ 13.00% p.a. for State Bank of Hyderabad and Bank of Maharashtra respectively

b) Buyers credit facilities are secured by:

· Standard Chartered Bank First charge on the current assets of the company

· HSBC Bank First pari passu charge over current assets of the company second charge over plant and machinery of the company and corporate guarantee of Writers and Publishers Private Limited

· DBS Bank First pari passu charge on current assets of the company, second pari passu charge on movable fixed assets.

· Interest rates for buyers credits are multiline rate (as mutually agreed)

Banking Relations :	--
Auditors :
Name 1	S R Batliboi and Associates Chartered Accountant
Address :	19^th Floor, Express Tower, Nariman Point, Mumbai – 400 021, Maharashtra, India
Tel. No.:	91-22-22876485 / 22876401
Name 2	Gupta Navin and Company Chartered Accountant
Address :	Near Inderganj Square, SDM Road, Gwalior- 474009, Madhya Pradesh, India
Tel. No.:	91-751-2328302
Fax No:	91-751-4076611
Subsidiaries :	· Synergy Media Entertainment Limited (CIN No. : U92132MP2005PLC018039) · I Media Corp Limited (CIN No. : U64202MP2006PLC018676) · Divya Prabhat Publications Private Limited*
Enterprises owned or significantly influenced by key management personnel or their relatives:	· Abhivyakti Kala Kendra · personnel or their relatives Bhaskar Printing Press Rajasthan · Bhaskar Printing Press MPCG · Bhaskar Printing Press CPH2 · Bhaskar Printing Press Gujarat · Bhaskar Samachar Seva · Bhaskar Publication and Allied Industries Private Limited. · Bhaskar Infrastructure Limited · Bhaskar Industries Limited · Bhaskar Multinet Limited · Bhaskar Exxoil Private Limited · Bhaskar Venkatesh Products Private Limited · Diligent Media Corporation Limited · D B Malls Private Limited · D B Power Limited · R.C. Printer – Raipur · Sharda Solvent Limited · Writers and Publishers Private Limited · M.P. Printer (a unit of Writers and Publishers Private Limited)

* With effect from October 1, 2011

CAPITAL STRUCTURE

As on 31.03.2012

Authorised Capital :

No. of Shares	Type	Value	Amount
249,000,000	Equity Shares	Rs.10/- each	Rs.2490.000 Millions
1000	Non- Convertible Redeemable Preference Shares	Rs.10000/- each	10.000 Millions
	Total		Rs.2500.000 Millions

Issued, Subscribed & Paid-up Capital :

No. of Shares	Type	Value	Amount
183,308,354	Equity Shares	Rs.10/- each	Rs.1833.084
1	Non- Convertible Redeemable Preference Shares	Rs.10/- each	Rs.0.010 Million
			Rs.1833.094 Millions

Reconciliation of number of share outstanding at the beginning and at the end of the year

Particular	As on 31.03.2012
	Number	Amount
At the beginning of the year Issued during the year	183283231	1832.832
Employee Stock Option Plan Issued during the year -under	25123	0.251
the scheme of arrangement
Outstanding at the end of the year	183308354	1833.084

Preference shares

Particular	As on 31.03.2012
	Number	Amount
At the beginning of the year	1	10000
Outstanding at the end of the year	1	10000

Equity Shares

The company has only one class of equity shares having a per value Rs.10 per share. Each holder of equity shares is entitled to one vote per share. The company declare and pay dividend in Indian Rupees. The dividend proposed by board of directors is subject to the approval of the shareholders in the ensuring Annual general meeting.

During the year ended March 31, 2012, the amount of per share dividend recognized as distributions to equity shareholders is Rs. 5 per share (Rs. 4 per share as on March 31, 2011)

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by shareholders.

Preference Shares

The Company has class of Zero% nonconvertible redeemable preference shares having value Rs. 10, 000 shares. These preference shares are redeemable at par after five years from the date of allotment i.e. July 31, 2007. Each preference share holder is entitled to one vote per share.

c. Aggregate number of bonus shares issued, share issued for consideration other than cash, share issued pursuant to the scheme of arrangement during the period of five years immediately preceding the reporting date:

Particulars	31.03.2012 No.
Equity Shares:
Allotted as fully paid up pursuant to contract(s) without payment being received in cash	-
Allotted as fully paid up by way of bonus shares	-
Allotted as share issued in pursuant to the scheme of arrangement	-
Preference Shares:
Allotted as fully paid up pursuant to contract(s) without payment being received in cash	-

d. Detail of shareholder holding more than 5% shares of the company

	31.03.2012
Name of Shareholders Equity shares of Rs. 10/- each fully paid	No.	% of holding
Ramesh Chandra Agarwal	32010062	17.46
Jyoti Agarwal	19875007	10.84
Sudhir Agarwal	19139206	10.44
Girish Agarwal	16360186	8.92
Pawan Agarwal	18557808	10.12
Bhaskar Infrastructure Limited	12112420	6.61
Peacock Trading and Investments Limited	10127247	5.52

FINANCIAL DATA

[all figures are in Rupees Millions]

ABRIDGED BALANCE SHEET

SOURCES OF FUNDS		31.03.2012	31.03.2011	31.03.2010
SHAREHOLDERS FUNDS
1] Share Capital		1833.094	1832.842	1815.156
2] Share Application Money		0.000	0.000	0.000
3] Reserves & Surplus		7765.265	6720.368	5476.371
4] (Accumulated Losses)		0.000	0.000	0.000
NETWORTH		9598.359	8553.210	7291.527
LOAN FUNDS
1] Secured Loans		1605.270	1721.019	2728.631
2] Unsecured Loans		195.559	0.000	241.009
TOTAL BORROWING		1800.829	1721.019	2969.640
DEFERRED TAX LIABILITIES		745.798	694.598	608.763
Stock Options Outstanding		0.000	0.000	12.966
TOTAL		12144.986	10968.827	10882.896
APPLICATION OF FUNDS
FIXED ASSETS [Net Block]		7447.052	6651.614	5061.088
Capital work-in-progress		449.639	412.921	614.283
INVESTMENT		827.674	520.328	910.786
DEFERREX TAX ASSETS		0.000	0.000	0.000
CURRENT ASSETS, LOANS & ADVANCES
	Inventories	1183.839	728.033	721.615
	Sundry Debtors	2446.284	2385.688	1834.818
	Cash & Bank Balances	1867.896	1657.819	1869.378
	Other Current Assets	105.865	113.629	0.000
	Loans & Advances	1397.444	1322.594	1668.817
Total Current Assets		7001.328	6207.763	6094.628
Less : CURRENT LIABILITIES & PROVISIONS
	Sundry Creditors	1073.945	761.066	1093.742
	Other Current Liabilities	1668.898	1522.615	444.892
	Provisions	837.864	540.118	384.952
Total Current Liabilities		3580.707	2823.799	1923.586
Net Current Assets		3420.621	3383.964	4171.042
MISCELLANEOUS EXPENSES		0.000	0.000	125.697
TOTAL		12144.986	10968.827	10882.896

PROFIT & LOSS ACCOUNT

	PARTICULARS		31.03.2012	31.03.2011	31.03.2010
	SALES
		Income	14418.107	12564.637	2250.709
		Income from Event Management	0.000	0.000	111.096
		Advertisement Income	0.000	0.000	7775.851
		Other Operating Income	0.000	0.000	123.721
		Other Income (Interest Income)	0.000	0.000	176.545
		Income	230.520	215.842	0.000
		TOTAL (A)	14648.627	12780.479	10437.922
Less	EXPENSES
		Raw Material Consumed	5070.579	3839.083
		Event Expenses	140.467	148.803
		Employee Benefit Expense	2351.143	1790.276
		Foreign exchange loss/gain	101.155	(0.475)
		Operating Expenses	1635.728	1307.782
		General administration and other expenses	885.190	776.737
		Selling and Distributional expenses	807.069	672.450
		Increase in inventories of finished goods	(0.416)	0.604
		TOTAL (B)	10990.915	8534.052	6800.538
Less	PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C)		3657.712	4246.427	3637.384
Less	FINANCIAL EXPENSES (D)		92.261	149.031	323.388
	PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)		3565.451	4097.396	3313.996
Less/ Add	DEPRECIATION/ AMORTISATION (F)		500.020	427.636	266.412
	PROFIT BEFORE TAX (E-F) (G)		3065.431	3669.760	3047.584
Less	TAX (H)		980.701	996.528	1057.161
	PROFIT AFTER TAX (G-H) (I)		2084.730	2673.232	1990.423
Add	PREVIOUS YEARS’ BALANCE BROUGHT FORWARD		3704.618	2180.841	764.285
Less	APPROPRIATIONS
		Interim Dividend	-	363.083	136.136
		Proposed Final Dividend	1065.330	366.596	226.908
		Tax on Dividend	-	119.775	60.823
		Transfer to General Reserve	210.000	300.000	150.000
	BALANCE CARRIED TO THE B/S		4514.018	3704.618	2180.841
	IMPORTS
		Raw Materials	NA	714.929	931.968
		Stores & Spares	NA	17.149	6.887
		Capital Goods	NA	0.000	155.452
	TOTAL IMPORTS		NA	732.078	1094.307
	Earnings Per Share (Rs.) Basic Diluted		11.37 11.36	14.73 14.70	11.56 11.55

QUARTERLY RESULTS

PARTICULARS	30.06.2012	30.09.2012
	1^st Quarter	2nd Qurtered
Net sales	3742.040	3740.760
Total Expenditure	2957.060	2912.330
PBIDT (Excl OI)	784.980	828.430
Other Income	45.930	86.350
Operating Profit	830.910	914.780
Interest	16.800	18.830
Exceptional terms	0.000	0.000
PBDT	814.100	895.950
Depreciation	133.280	141.590
PROFIT BEFORE TAX	680.830	754.360
Tax	222.110	250.450
Provision and contingencies	0.000	0.000
Profit After Tax	458.720	503.910
Extra ordinary items	0.000	0.000
Prior Period Expense	0.000	0.000
Net Adjustments	0.000	0.000
Net Profit	458.720	503.910

KEY RATIOS

PARTICULARS		31.03.2012	31.03.2011	31.03.2010
PAT / Total Income	(%)	14.20	20.92	19.07
Net Profit Margin (PBT/Sales)	(%)	21.27	29.21	135.41
Return on Total Assets (PBT/Total Assets}	(%)	21.22	28.54	2.73
Return on Investment (ROI) (PBT/Networth)		0.32	0.43	0.42
Debt Equity Ratio (Total Liability/Networth)		0.56	0.53	0.67
Current Ratio (Current Asset/Current Liability)		1.95	2.19	3.17

LOCAL AGENCY FURTHER INFORMATION

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	No
Type of Business	Yes
Line of Business	Yes
Promoters background	Yes
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	Yes
Reasons for variation <> 20%	-
Estimation for coming financial year	No
Capital the business	Yes
Details of sister concerns	Yes
Major Suppliers	No
Major Customers	No
Payment Terms	Yes
Export / Import Details [If Applicable]	No
Market Information	-
Litigations that the firm / promoter involved in	-
Banking Details	Yes
Banking Facility Details	Yes
Conduct of the banking account	-
Buyer visit details	-
Financials, if provided	Yes
Incorporation details, if applicable	Yes
Last accounts filed at ROC	Yes
Major Shareholders, if applicable	Yes
Date of Birth of Proprietor/Partner/Director, if available	Yes
PAN of Proprietor/Partner/Director, if available	No
Voter ID No of Proprietor/Partner/Director, if available	No
External Agency Rating, if available	Yes

REVIEW OF PERFORMANCE:

The Company has achieved admirable figures during the year inspite of general economic slowdown. Performance highlights of the company during the year are as follows:

* The Sales and other income reached Rs.14,648 Million witnessing a growth of 15%, as compared to Rs. 12,780 Million in the previous year due to significant growth in advertisement revenue.

* The profit after tax for the year under review was Rs. 2,085 Million, as against Rs. 2,673 Million in the previous year.

* The consolidated gross revenue of the Company increased to Rs. 14,755 Million from Rs. 12,794 Million in the previous year, whereas the consolidated PAT stood at Rs. 2,023 Million as against Rs. 2,587 Million

of the previous year.

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 analysing the performance of the company, we furnish the following information about the emerging and other editions, in the light of business potential of the Company:

OPERATING RESULTS AND FUTURE OUTLOOK:

During the year under review, as also in the past, the company was on expansion path and was also able to deliver the sustained growth in tough and challenging economic environment. In the year 2011-12, company successfully established its footprints in central Maharashtra by launching Marathi Newspaper - "Divya Marathi".

MAJOR EVENTS DURING THE YEAR:

* Launch of New Editions:

The Company launched "Dainik Bhaskar", Dhanbad edition in April, 2011 and entered and enlarged its presence in the state of Maharashtra with the launch of 5 editions of "Divya Marathi", a Marathi Newspaper. The Company launched its first edition of "Divya Marathi" in Aurangabad in May, 2011, second in Nasik in July, 2011, third in Jalgaon in September, 2011, fourth in Ahmednagar in October, 2011 and fifth in Solapur in March, 2012.

* Acquisition of Commercial Printing Business Unit:

The Company acquired running business of M/s M. P. Printers, a division of Writers and Publishers Private Limited, engaged in high quality printing business and having state-of-the-art printing facilities located at Noida, Uttar Pradesh to achieve maximum synergy in the operations.

* Acquisition of 51% stake in the share capital of Divya Prabhat Publications Private Limited (DPPPL):

The Company acquired 51% shareholding of DPPPL which is engaged in publication of "Prabhat Kiran", an afternoon newspaper from Indore (M.P.), from one of the promoters of the Company w.e.f. October 1, 2011. Consequently, DPPPL became a subsidiary of the Company.

* Stake Sale by Promoters pursuant to statutory requirements:

SEBI vide circulars dated December 16, 2010 and February 8, 2012 amended Clause 40A of the Listing Agreement mandating minimum public shareholding in any listed company at 25% and providing various methods to raise such public shareholding to the prescribed level of 25% before the time limit of June, 2013.

In order to comply with this, in December, 2011, Mrs. Jyoti Agarwal, belonging to the Promoter Group, sold 31,781 shares (0.02%) through open market transactions after obtaining approval of BSE and NSE. Further, on 10th May, 2012, she sold 90,00,000 shares (4.91%) under "Offer For Sale (OFS)" through Stock Exchange mechanism. After this first tranche of OFS, total promoters` shareholding in the company has reduced to 14,94,31,979 shares (81.51%).

AWARDS and ACCOLADES:

During the year, the Company was honoured with many awards and accolades for the efforts and initiatives taken in different areas:

* Guinness World Junior Editor, 2012.

* Limca Book 2012 for being largest circulation of perfumed newspaper on a single day.

* "Achievers and Leaders Award" for Excellence in brand building at Srilanka - India - South Africa-Singapore partnership summit.

* Silver award for Divya Bhaskar at the National Awards for Excellence in Printing.

* International Newspaper of the year-Dainik Bhaskar and Radio Channel of the year - 94.3 MY FM for Dainik Bhaskar Group at CMO Asia Awards, 2011.

* India`s most Impactful brand at Star News Brand Excellence Award, 2011 for Dainik Bhaskar Newspaper.

* "Gold Award" in the Best Print Category for circulation above 1,50,000 copies at WAN INFRA Awards, 2011 for Dainik Bhaskar Group.

FUTURE OUTLOOK:

Management feels that forthcoming financial year 2012-13 will continue to remain challenging for Indian Economy in view of structural issues on policy fronts, persistent high inflation and resulting dictated high rate

of interest, Euro-zone contagion and depreciating currency and all these factors will weigh heavily on economic growth of the country.

However, with continuous efforts on providing readers with well researched content, focused working towards the target consumers, innovative solutions to advertisers fraternity and cost rationalization, management feels that the Company will be able to deliver the desired results on both Top line and Bottom line fronts.

INDIAN MEDIA and ENTERTAINMENT INDUSTRY

Year 2011 has been a quite challenging year not just for the Indian Media and Entertainment (MandE) Industry and Indian economy, but for the world economy as a whole. Challenges faced by key global economies were reflected in the US sovereign rating downgrade and continued weakness in the Euro zone impacted India through a trickledown effect. In addition to global woes, structural problems in India like High Inflation, the RBI's interest rate hikes to battle inflation, regulatory issues that limited the reforms process and investment growth and the depreciating Rupee against Dollar impacted GDP growth.

The Central Statistical Organization's (CSO's) estimates indicate a 6.5% real GDP growth rate for the year 2011-12. This is lower than the actual growth of 8.4% in 2010-11 and substantially lower than the 9 % growth for 2011-12 projected by the finance minister in the union budget in February, 2011.

Inspite of tough conditions prevailing in entire fiscal year, MandE Industry continued to maintain its growth trajectory.

“The Indian MandE Industry grew from INR 652 billion in 2010 to INR 728 billion in 2011, registering an overall growth of 12% while print media industry grew by 9% and Radio Industry grew by 15%. Print media continued as the largest contributor (46%) to advertisement pie in Media and Entertainment sector. The advertisement spends across all Media grew by 13% while print media advertisement growth was 11%.

India's growth momentum is continued to be lead by emerging and upcoming Tier 2 and Tier 3 towns as Consumption in India is dominated by Tier 2 and Tier 3 towns which account for 73% of India's urban consumption.

Realising the changing dynamics of consumption pattern in India, Advertisers are shifting spends to these regional towns to capitalize on increasing consumer spending amid growing saturation in the major metros (Delhi, Mumbai, Kolkata, Chennai, Bangalore, Hyderabad). "Between 1999 and 2009, the share of English-language newspapers in print advertising declined from 39% to 32% in favour of Hindi and regional language newspapers.

"Backed by strong consumption in Tier 2 and Tier 3 cities, continued growth of regional media and fast increasing new media businesses, the industry is estimated to achieve a growth of 13 % in 2012 to touch INR 823 billion.

A relaxed and liberal approach of the Government towards the MandE Industry in the past like increase in FDI limits for key sectors (FDI for FM Radio increased from 20% to 26%), keeping print media in negative service tax lists, etc. augurs well for the sector.Thus, growing importance of regional markets, increasing consumption in Tier 2 and Tier 3 cities, favourable regulatory changes, more focused consumer research, innovation in content, marketing and delivery platforms to serve different niches, all point towards a very positive future for the industry.

OPERATIONS AT GLANCE:

Year 2011-12 has added another feather in the growing glory of the company. During the year under review, company successfully chartered into new territories - both in terms of language and area. It launched "Divya Marathi" a Marathi language newspaper in Central Maharashtra. Starting with Aurangabad in May, 2011, the Company successfully covered the entire Central Maharashtra till the dawn of current financial year - Nasik in July, 2011, Jalgaon in September, 2011, Ahmednagar in October, 2011 and Solapur in March, 2012. An independent survey by IMRB indicates that Divya Marathi has highest readership in Aurangabad and is ahead of its nearest competitor by 25%.

Now credentials of the company counts on having 65 editions in four languages (Hindi, Gujarati, English and Marathi) in 13 states in India.

During the year 2011-12, the Company not only grew organically by establishing new units, it also adopted the route of inorganic growth to enlarge its area of operations and presence.

Acquisition of State-of-the-Art Printing facilities for Job work:

During the year, the Company acquired M/s M. P. Printers from one of the group companies engaged in the job work printing having high quality and state-of-the-art printing facility. The objective of acquisition was two folds: To utilise M. P. Printer's Technical, Marketing and Innovation expertise in procuring and timely executing local printing jobs for the Company and to offer the Company's existing clients, the specialized printing requirements for Magazines, Journals, Books, Annual Reports etc.

Acquisition of 51% stake in Divya Prabhat Publications Private Limited (DPPPL):

The Company acquired 51% shareholding of DPPPL which is engaged in publication of "Prabhat Kiran", an afternoon newspaper from Indore (M.P.), from one of the promoters of the Company.

COMPETITION:

India's favorable demographic factors have not only attracted Multinational Enterprises in India but also heightened the competition level across all Industries to which Media sector is not an exception. In particular, vernacular language, especially Hindi Newspaper industry has become more competitive and Increased competition level has direct repercussion on Advertisement Revenue. Circulation Revenue and Human Resource Asset of the company.

Management Perception:

"Attack is the best term of defence". The Company applies this philosophy in handling the competition i.e. Instead of fighting competition in its existing markets, the Company is giving competition to established players in other territories and regions and at the same time fortifying! Its existing territories.

Indian Newspaper Industry Is unique whereby the customer is not the main source of revenue (Circulation Revenue) but satisfied customer is main source of advertisement revenue. The Company continued to work towards providing Its advertisers with rising base of satisfied readers. Its sustained efforts towards providing customers with rich and niche content, new products, better reader connect activities, innovative solutions to advertisers, satisfied and motivated employees, gives If leverage and edge over other competitors.

Dependence on Advertisement Revenue:

Advertisement Revenue Is main source ot revenue directly driving the bottom line. During the year ended on March 31, 2012. advertisement revenue was 77% of total revenue, while corresponding figure for the year ended March 31. 2011 was 79.50%.

Management Perception:

India is an emerging economy and is moving towards becoming developed country. Though we are heavily dependent upon advertisement revenue, hut advertisement revenue as a percentage ot GDP is far behind against similar ratio for developed countries. India's Advertisement Revenue/GDP is 0,4%, whereas the same for US and other developed countries ranges from 0.3% To 1%. Thus, In view of potential growth in advertisement ad-spend in Ihe economy, management do not toresee any adverse consequences of major dependence upon ad-revenue in future.

Emergence ol digital media:

Steady rise of digital media in delivering news content could altect the ad-revenue In print media.

Management Perception:

Readers' and consumer's behavior in Tier 2 and Tier 3 towns is still more inclined towards newspapers for news content and advertisements rather than using digital media for the same. Since company's publication is mainly present In regional market and these towns, which is also seeing rising consumption, management do not foresee an imminent threat on advertising revenue from digital media. However the Company Is continuously monitoring emergence of digital media In regional markets and wilt take appropriate actions at appropriate lime to align Ihe business strategy according to market requirements.

FINANCIAL PERFORMANCE:

Sales and other operating Income:

It comprises of newspaper sales, advertisement revenue, event management income, job work charges and scrap and wastage paper sales. The Company achieved a turnover of f 14.418 Million in FY 2011-12 as compared to T 12,564 Million In FY 2010-11 registering a growth o! 15%. The growth was prevalent across all revenue streams. Advertising revenue grew from ? 10_L030 Million to f 11.220 Million registering a growth of 12%.

Other Income:

It comprises of interest income. Other income earned in FY 2011-12 was * 230 Million as compared to ? 216 Million in FY 2010-11.

Raw Material Consumed:

Newsprint consumption increased from T 3.339 Million to ? 5,071 Million during the FY 2011-12 registering an increase of 32%. The increase in newsprint cost is attributable to setting up of new units In Jharkhand and Maharashtra and hike in newsprint prices.

Operating Cost:

It mainly comprises of coat of stores and spares consumed, printing jab expenses, electricity charges and plant repairs and maintenance, etc. There Is an increase In operating expenses by 25% due to expansion of business.

Employee Cost:

Employee cost increased by 31% due to selling up of new units in Jharkhand and Maharashtra and also due fo normal annual Increments.

Depreciation:

Depreciation increased by 17% due to addition of fixed assets mainly on account of expansion of business.

Finance Cost:

Finance Cost decreased from? 149 Million to ? 92 Million during the FY 2011-12 registering a decrease of 38%.

Profit Before Taxation:

Profit Before Taxation stood at ? 3,065 Million as compared to ? 3.670 Million during FY 2010-11. The Increase in turnover by 15% was off-set by 28% increase in operational expenditure. The high increase in said expenditure was mainly attributable to setting up of new units in Jharkhand and Maharashtra and hike in newsprint prices. Due to gestation period Involved in new units, lull revenue potential from said units Is yet to accrue.

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.54.12
UK Pound	1	Rs.87.08
Euro	1	Rs.70.15

INFORMATION DETAILS

Information Gathered by :	PJA
Report Prepared by :	BYI

SCORE & RATING EXPLANATIONS

SCORE FACTORS	RANGE	POINTS
HISTORY	1~10	7
PAID-UP CAPITAL	1~10	8
OPERATING SCALE	1~10	8
FINANCIAL CONDITION
--BUSINESS SCALE	1~10	8
--PROFITABILIRY	1~10	8
--LIQUIDITY	1~10	8
--LEVERAGE	1~10	7
--RESERVES	1~10	8
--CREDIT LINES	1~10	7
--MARGINS	-5~5	-
DEMERIT POINTS
--BANK CHARGES	YES/NO	YES
--LITIGATION	YES/NO	NO
--OTHER ADVERSE INFORMATION	YES/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		69

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.