1. Summary Information

 

 

Country

India

Company Name

DISH TV INDIA LIMITED

Principal Name 1

Mr. Subhash Chandra

Status

Moderate

Principal Name 2

Mr. Jawahar Lal Goel

 

 

Registration #

55-101836

Street Address

Essel House, B-10, Lawrence Road, Industrial Area, New Delhi – 110035

Established Date

10.08.1988

SIC Code

--

Telephone#

91-11-27156040

Business Style 1

The Company is engaged in the business of Direct to Home (‘DTH’) and Teleport services.

Fax #

91-11-27156042

Business Style 2

-

Homepage

http://www.dishtv.in

Product Name 1

-

# of employees

1500 [Approximately]

Product Name 2

-

Paid up capital

Rs.1,063,600,000/-

Product Name 3

-

Shareholders

Promoter and Promoter Group-69.07%

Public Shareholding-30.93%

Banking

ICICI Bank Limited

Public Limited Corp.

Yes

Business Period

25 Years

IPO

Yes

International Ins.

--

Public Enterprise

Yes

Rating

B (34)

Related Company

Relation

Country

Company Name

CEO

Holding Company

--

Dhaka Warriors Sports Private Limited

--

Note

--

 

2. Summary Financial Statement

Balance Sheet as of

31.03.2012

(Unit: Indian Rs.)

Assets

Liabilities

Current Assets

6,683,100,000

Current Liabilities

10,135,800,000

Inventories

68,800,000

Long-term Liabilities

12,143,500,000

Fixed Assets

14,203,500,000

Other Liabilities

4,998,600,000

Deferred Assets

0,000

Total Liabilities

27,277,900,000

Invest& other Assets

5,384,300,000

Retained Earnings

0,000

 

 

Net Worth

(938,200,000)

Total Assets

26,339,700,000

Total Liab. & Equity

26,339,700,000

 Total Assets

(Previous Year)

26,868,098,000

 

 

P/L Statement as of

31.03.2012

(Unit: Indian Rs.)

Sales

19,578,200,000

Net Profit

(1,588,500,000)

Sales(Previous yr)

14,365,518,000

Net Profit(Prev.yr)

(1,896,905,000)

MIRA INFORM REPORT

 

 

Report Date :

10.01.2013

 

 

IDENTIFICATION DETAILS

 

Name :

DISH TV INDIA LIMITED (w.e.f. 07.03.2007)

 

 

Formerly Known As :

ASC ENTERPRISES LIMITED

 

 

Registered Office :

Essel House, B-10, Lawrence Road, Industrial Area, New Delhi – 110035

 

 

Country :

India

 

 

Financials (as on) :

31.03.2012

 

 

Date of Incorporation :

10.08.1988

 

 

Com. Reg. No.:

55-101836

 

 

Capital Investment / Paid-up Capital :

Rs. 1063.600 Millions

 

 

CIN No.:

[Company Identification No.]

L51909DL1988PLC101836

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMA18375A

 

 

Legal Form :

A Public Limited Liability Company. The Company’s Shares are Listed on the Stock Exchanges.

 

 

Line of Business :

The Company is engaged in the business of Direct to Home (‘DTH’) and Teleport services.

 

 

No. of Employees :

1500 [Approximately]

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (34)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Status :

Moderate

 

 

Payment Behaviour :

Slow but correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is a part of Zee-Tele Films Group of Mr. Subhash Chandra, It is an established company having moderate track record. There appears a huge accumulated losses recorded by the company. However, trade relations are reported as fair. Business is active. Payments are reported to be slow but correct.

 

In view of well experienced and resourceful directors, 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 – June 30, 2012

 

Country Name

Previous Rating

(31.03.2012)

Current Rating

(30.06.2012)

India

A1

A1

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 

 

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

Long term bank facility : (CARE) BBB

Rating Explanation

Withdrawn

Date

November 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.

 

 

LOCATIONS

 

Registered Office :

Essel House, B-10, Lawrence Road, Industrial Area, New Delhi – 110035, India

Tel. No.:

91-11-27156040/ 41/ 43

Fax No.:

91-11-27156042

E-Mail :

sranjit@dishtv.in

contactscel@agrani.esselgroup.com

cs@dishtv.in

investor@dishtv.in

Website :

http://www.agrani.com

http://www.dishtv.in

 

 

Corporate Office :

FC-19, Sector 16A, Film City, Noida – 201301, Uttar Pradesh, India

Tel No.:

91-120-2599391-95/ 2511064/ 2599555

Fax No.:

91-120-4357078

Website :

www.dishtv.in

 

 

Branch Office :

207, Paradigm ‘B’ Mindspace, Malad Link Road, Malad (West), Mumbai – 400064, Maharashtra, India

Tel. No. :

91-22-65040280 / 81 /82

Fax No. :

91-22-65040285

 

 

DIRECTORS

 

AS ON 31.03.2012

 

Name :

Mr. Subhash Chandra

Designation :

Chairman

 

 

Name :

Mr. Jawahar Lal Goel

Designation :

Managing Director

 

 

Name :

Mr. Ashok Kurian

Designation :

Non-Executive Director

 

 

Name :

Mr. Bhagwan Das Narang

Designation :

Independent Director

 

 

Name :

Mr. Arun Duggal

Designation :

Independent Director

 

 

Name :

Dr. Pritam Singh

Designation :

Independent Director

 

 

Name :

Mr. Eric Zinterhoter

Designation :

Independent Director

 

 

Name :

Lakshmi Chand

Designation :

Independent Director

 

 

Name :

Mr. Mintoo Bhandari

Designation :

Non Executive Nominee Director

 

 

Name :

Mr. Sanjay H. Patel

Designation :

Alternate Director to Mintoo Bhandari

 

 

KEY EXECUTIVES

 

Name :

Mr. Ranjit Singh

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 31.12.2012

 

Category of Shareholder

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

(1) Indian

 

 

Bodies Corporate

638520785

65.17

Any Others (Specify)

2594150

0.26

Directors/Promoters & their Relatives & Friends

2594150

0.26

Sub Total

641114935

65.43

(2) Foreign

 

 

Bodies Corporate

35632125

3.64

Sub Total

35632125

3.64

Total shareholding of Promoter and Promoter Group (A)

676747060

69.07

(B) Public Shareholding

 

 

(1) Institutions

 

 

Mutual Funds / UTI

48098515

4.91

Financial Institutions / Banks

388290

0.04

Insurance Companies

9314

0.00

Foreign Institutional Investors

141658216

14.46

Sub Total

190154335

19.41

(2) Non-Institutions

 

 

Bodies Corporate

40545156

4.14

Individuals

 

 

Individual shareholders holding nominal share capital up to Rs.0.100 million

34927194

3.56

Individual shareholders holding nominal share capital in excess of Rs.0.100 million

3395195

0.35

Any Others (Specify)

34081235

3.48

Non Resident Indians

2047074

0.21

Overseas Corporate Bodies

8711

0.00

Foreign Nationals

1075

0.00

Trusts

24375

0.00

            Foreign Corporate Bodies

32000000

3.27

Sub Total

112948780

11.53

Total Public shareholding (B)

303103115

30.93

Total (A)+(B)

979850175

100.00

(C) Shares held by Custodians and against which Depository Receipts have been issued

0

0.00

(1) Promoter and Promoter Group

0

0.00

(2) Public

85035000

0.00

Sub Total

85035000

0.00

Total (A)+(B)+(C)

1064885175

0.00

 

 

BUSINESS DETAILS

 

Line of Business :

The Company is engaged in the business of Direct to Home (‘DTH’) and Teleport services.

 

 

GENERAL INFORMATION

 

No. of Employees :

1500 [Approximately]

 

 

Bankers :

Ø       ICICI Bank

Ø       Standard Chartered Bank

Ø       State Bank of India

Ø       Yes Bank

Ø       Bank of India

Ø       Central Bank of India

Ø       Dena Bank

Ø       IDBI Bank Limited

Ø       ING Vysya Bank

Ø       Axis Bank Limited

 

 

Facilities :

 

Secured Loans

31.03.2012

31.03.2011

 

From banks

(Rs. In Millions)

Term loans

1619.200

5315.700

Buyer’s credits

8574.100

5445.432

Vehicle loans

0.000

0.701

Interest accrued and due

0.000

0.000

Vehicle loans

0.200

0.883

Loans repayable on demand - Cash credit from banks

200.000

0.000

Other loans - Short term loans from bank

500.000

0.000

Total

10893.500

10762.716

 

Note:

 

a) Term loans

 

i) Term loans of Rs. 2266.900 millions (previous year Rs. 2590.700 millions) are under syndicate Rupee Loan Facility and are secured by the creation of a first ranking charge by way of mortgage in favor of a security trustee over all the immoveable assets, present and future, a charge by way of hypothecation over (i) all the moveable assets, present and future; (ii) the balances lying in and to the credit of certain accounts and the proceeds of any investments made out of the said balances; and (iii) all the rights, title and interest in various contracts, authorizations, approvals and licenses, including the DTH license (to the extent that it is capable of being charged or assigned) and insurance policies. Further, an amount equal to three months payment of principal and interest on the outstanding facility is guaranteed by Zee Entertainment Enterprises Limited, a related party.

 

ii) Term loan from a bank of Rs. 125.000 millions (previous year Rs. 625.000 millions) is secured by subservient charge on all assets (both present and future). Further, unconditional and irrevocable Corporate Guarantee of Zee Entertainment Enterprises Limited, a related party.

 

iii) Term loan of nil (previous year Rs. 2100.000 millions) is secured by second pari passu charge on entire fixed assets of the Company and is guaranteed by two directors and also collaterally secured by immovable property and corporate guarantee provided by Rama Associates Limited and Essel Infra Projects Limited, related parties

 

b) Buyer’s credits

 

i) Buyer’s credit of Rs. 3328.000 millions (previous year Rs. 762.800 millions) is secured by pari passu first charge on the movable and immovable fixed assets and current assets of the Company. Further, a corporate guarantee is given by Dhaka Warriors Sports Private Limited in respect of this loan.

 

ii) Buyer’s credit of Rs. 2003.300 millions (previous year Rs. 1699.400 millions) is secured by first ranking pari passu charge on all present and future tangible movable/ immovable and current assets of the Company including proceeds account; exclusive charge on reserve account; assignment of rights, titles and interest of the Company in all the contracts, authorisations, approvals, and licenses (to the extent the same are capable of being assigned); and assignment of all insurance policies.

 

iii) Buyer’s credit of Rs. 3685.700 millions (previous year Rs. 1068.900 millions) is secured by first pari passu charge on all present and future movable and immovable assets, including but not limited to inventory of set-top-boxes and accessories etc., book debts, operating cash flows, receivables, commissions, revenue of whatever nature and wherever arising, present and future, and on all intangibles assets including but not limited to goodwill and uncalled capital, present and future, of the Company. Further, a corporate guarantee is given by Churu Trading Company Private Limited and Jayneer Capital Private Limited and a personal guarantee by key managerial personnel in respect of this loan.

 

iv) Buyer’s credit of Rs. nil (previous year Rs. 757.800 millions ) is secured by first charge on current assets, movable properties, receivables and equipment that rank pari passu with the charge of certain other lenders, both present and future. Further, a corporate guarantee is given by Zee Entertainment Enterprises Limited in respect of these loans, under which, a default by the Company would give ICICI the right to accelerate the loan, Zee Entertainment Enterprises Limited has covenanted that it will not provide any guarantee for repayment of any facility in excess of ` 2000.000 millions.

 

v) Buyer’s credit of Rs. 643.200 millions (previous year Rs. 1156.400 millions) is secured by an exclusive charge on Consumer Premises Equipment (CPE) imported under this facility, a charge on Reserves Account, which shall have minimum balance equal to Minimum Reserve Amount, the assignment of insurance policies pertaining to the CPE charged, if any, and completion support undertaking from Zee Entertainment Enterprises Limited, a related party

 

c) Vehicle loans

 

Vehicle loans from banks and others are secured by way of hypothecation of vehicles.

 

d) The Company did not have any continuing defaults as on the balance sheet date in repayment of loans and interests.

 

Terms of repayment

 

Repayable in quarterly installments

 

i) Loan amounting to Rs. 335.100 millions as on reporting date is payable in 14 quarterly installments alongwith monthly interest at bank rate plus 3.25% p.a.

 

ii) Loan amounting to Rs. 656.300 millions as on reporting date is payable in 14 quarterly installments alongwith monthly interest at bank rate plus 2.25% p.a.

 

iii) Loan amounting to Rs. 838.000 millions as on reporting date is payable in 14 quarterly installments alongwith monthly interest at bank rate plus 1.75% p.a.

 

iv) Loan amounting to Rs. 437.500 millions as on reporting date is payable in 14 quarterly installments alongwith monthly interest at bank rate plus 0.50% plus 1.80% p.a.

 

Loan amounting to Rs. 125.000 millions as on reporting date is payable in one quarterly installment alongwith monthly interest at Prime Lending Rate (PLR) minus 4.5% p.a.

 

The loan has been repaid during the year.

 

Buyer’s credit comprises of several loan transactions ranging between 2 to 3 years of maturities. Each transaction is repayable in full on maturity dates falling between November’ 2014 (being farthest) and September’ 2013 (being closest).

 

Interest on all Buyer’s Credit is payable in half yearly installments ranging from Libor plus 135 bps to Libor plus 240 bps Buyer’s credit comprises of several loan transactions ranging between 2.5 to 3 years of maturities. Each transaction is repayable in full on maturity dates falling between April’ 2014 (being farthest) and June’ 2013 (being closest).

 

Interest on all Buyer’s Credit is payable in half yearly installments at Libor plus 200 bps Buyer’s Credit comprises of several loan transactions ranging between 2.5 to 3 years of maturities. Each transaction is repayable in full on maturity dates, falling between October’ 2014 (being farthest) and November’ 2012 (being closest).

 

Interest on all Buyer’s Credit is payable in half yearly installments ranging from Libor plus 185 bps to Libor plus 350 bps Buyer’s credit has been repaid during the year.

 

Buyer’s credit comprises of several loan transactions ranging between 2.5 to

3 years of maturities. Whole amount is repayable in the period by June’ 2012.

 

Interest on all Buyer’s Credit is payable in half yearly installments and is based on six months Libor plus 2% p.a.

 

i) Balance aggregating Rs. 0.220 millions as at reporting date is repayable in 15 equated monthly installments

 

ii) Balance aggregating Rs. 0.048 million as at reporting date is repayable in 4 equated monthly installments

 

iii) Balance aggregating Rs. 0.484 million as at reporting date is repayable in 19 equated monthly installments

 

iv) Balance aggregating Rs. 0.027 million as at reporting date is repayable in 3 equated monthly installments

 

a) Nature of security

 

i) Cash credit from banks is secured by pari passu first charge on the movable and immovable fixed assets and current assets of the Company.

 

ii) Short-term loans from bank are secured by pari passu charge on all present and future moveable and immovable assets, including but not limited to inventory of set-top-box and accessories etc., book debts, operating cash flows, receivables, commissions, revenue and on all intangible assets, including but not limited to goodwill and uncalled capital, if any, of the Company.

 

b) The Company did not have any defaults as on the balance sheet date in repayment of loans and interests.

 

Terms of repayments

 

Payable on demand

Payable on maturity along with interest at the rate of 12.50% pa.

 

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

BSR and Company

Chartered Accountants

Address :

Gurgaon, Haryana, India

 

 

Holding company :

Dhaka Warriors Sports Private Limited (with effect from 26 December 2011)

 

 

Subsidiary companies :

Ø       Integrated Subscriber Management Services Limited (ISMSL) {ISMSL was subsidiary till 31 May 2011; renamed as Essel Business Processes Limited (EBPL), and with effect from 16 October 2011 merged with Cyquator Media Services Private limited (all referred to as Cyquator)

Ø       Dish TV Singapore Pte Limited

Ø       Agrani Convergence Limited #

Ø       Agrani Satellite Services Limited # (#Investments disposed of to ISMSL in pursuant to the Scheme approved by the Hon’ble High Court of Delhi, vide

Ø       its Order dated 3 March 2011 effective 31 March 2010)

 

 

Enterprises over which key

Management personnel/

their relatives have significant influence :

Ø       ASC Telecommunication Private Limited (formerly ASC Telecommunication Limited)

Ø       Asia Today Limited

Ø       Asia TV USA Limited

Ø       Churu Trading Company Private Limited

Ø       Cyquator Media Services Private Limited

Ø       Dakshin Media Gamming Solutions Private Limited

Ø       Diligent Media Corporation Limited

Ø       E-City Property Management and Services Private Limited

Ø       Essel Agro Private Limited

Ø       Essel Corporate Resources Private Limited

Ø       Essel Infraprojects Limited

Ø       Essel International Limited

Ø       Indian Cable Net Company Limited

Ø       Interactive Finance and Trading Services Private Limited.

Ø       ITZ Cash Card Limited

Ø       Media Pro Enterprise India Private Limited

Ø       PAN India Network Infravest Private Limited

Ø       PAN India Network Limited

Ø       Procall Private Limited

Ø       Rama Associates Limited

Ø       Wire and Wireless (India) Limited

Ø       Taj Television India Private Limited

Ø       Taj TV Limited

Ø       Zee Akash News Private Limited

Ø       Zee Entertainment Enterprises Limited

Ø       Zee News Limited

Ø       Zee Turner Limited

Ø       ZEE Telefilms Middle East Fz LLC

 

 

CAPITAL STRUCTURE

 

AFTER 30.08.2011

 

Authorised Capital : Rs. 1500.000 Millions

 

Issued, Subscribed & Paid-up Capital : Rs. 1064.779 Millions

 

 

AS ON 31.03.2012

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,350,000,000

Equity Shares

Re. 1/- each

Rs. 1350.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,061,701,440

Equity Shares

Re. 1/- each

Rs. 1061.700 Millions

2,722,435

Equity shares of fully called up (Issued, subscribed, but not fully paid-up)

Re. 1/- each

Rs. 2.700 Millions

 

Less: calls in arrears

 

Rs. 0.800 Million

 

Total

 

Rs. 1063.600 Millions

 

Note:

 

a) Reconciliation of the number of shares outstanding at the beginning and at the

end of the year

Numbers

Shares at the beginning of the year

1,063,976,535

Add: Further issued during the year under Employees Stock Option Plan

447,340

Shares at the end of the year

1,064,423,875

 

b) 2,062,513 (previous year 2,068,646) equity shares of Re. 1 each, Re. 0.75 paid up 659,922 (previous year 967,253) equity shares of Re. 1 each, Re. 0.50 paid up.

c) The Company has only one class of equity shares, having a par value of Re. 1 per share. Each shareholder is eligible to one vote per fully paid equity share held (i.e. in proportion to the paid up shares in equity capital). The dividend proposed, if any, by the Board of Directors is subject to approval of shareholders in the ensuing Annual General Meeting, except in case of interim dividend. The repayment of equity share capital in the event of liquidation and buy back of shares are possible subject to prevalent regulations. In the event of liquidation, normally the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

 

 

d) Shares held by ultimate holding company/ holding company

 

Equity shares of Re. 1 each, fully paid up by

637,212,260

- Dhaka Warriors Sports Private Limited

59.86%

 

 

e) Details of shareholders holding more than 5% shares of the Company

 

Name

As at 31 March 2012

 

Number of shares

% holding in the Company

Dhaka Warriors Sports Private Limited

637,212,260

59.86%

Deutsche Bank Trust Company Americas

117,035,000

11.00%

Veena Investments Private Limited

-

-

Churu Trading Company Private Limited

-

-

Prajatma Trading Company Private Limited

-

-

 

 

f) Issued, subscribed and fully paid up shares include:

 

i) 249,300,890 (previous year 249,300,890) equity shares of Re. 1 each fully paid up, allotted for consideration other than cash pursuant to the Scheme of Arrangement made effective from 1 April, 2006.

 

ii) 1,016,480 (previous year 569,140) equity shares of Re. 1 each, fully paid up, issued to the employees, under Employee Stock Option Plan, i.e., ESOP 2007.

 

iii) 117,035,000 (previous year 117,035,000) equity shares of Re. 1 each fully paid up, for underlying 117,035 nos. (previous year 117,035 nos.) Global Depository Receipts (GDR). Each GDR represents 1000 Equity Shares of Re. 1 each.

 

g) 4,282,228 (previous year 4,282,228) equity shares of Re. 1 each are reserved for issue under Employee Stock Option Plan 2007.


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

1063.600

1062.976

1062.070

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

0.000

15314.034

15282.338

4] (Accumulated Losses)

(2001.800)

(15749.589)

(12341.659)

NETWORTH

(938.200)

627.421

4002.749

LOAN FUNDS

 

 

 

1] Secured Loans

10893.500

10762.716

9142.218

2] Unsecured Loans

1250.000

0.000

0.000

TOTAL BORROWING

12143.500

10762.716

9142.218

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

11205.300

11390.137

13144.967

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

14203.500

13637.174

10150.535

Capital work-in-progress

3884.300

4580.308

2250.348

 

 

 

 

INVESTMENT

1500.000

2001.500

4505.566

DEFERRED TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

68.800
44.402
27.799

 

Sundry Debtors

286.100
215.377
338.473

 

Cash & Bank Balances

3851.300
3201.862
5422.248

 

Other Current Assets

152.300
19.025
6.757

 

Loans & Advances

2393.400
3168.450
6039.029

Total Current Assets

6751.900
6649.116
11834.306

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

794.900
5455.533
4051.256

 

Other Current Liabilities

9340.900
7015.625
9835.796

 

Provisions

4998.600
3006.803
1708.736

Total Current Liabilities

15134.400
15477.961
15595.788

Net Current Assets

(8382.500)
(8828.845)
(3761.482)

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

11205.300

11390.137

13144.967

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2012

31.03.2011

31.03.2010

 

SALES

 

 

 

 

 

Income

19578.200

14365.518

10847.944

 

 

Other Income

385.900

880.295

686.071

 

 

TOTAL                                     (A)

19964.100

15245.813

11534.015

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Purchases of stock-in-trade

73.700

--

--

 

 

Changes in inventories of stock-in-trade

(24.400)

--

--

 

 

Employee Benefit Expenses

709.800

--

--

 

 

Other Expenses

950.900

--

--

 

 

Cost of Traded Goods

--

22.650

23.083

 

 

Operating Expenses

9975.300

7858.097

7007.061

 

 

Personnel Cost

--

566.423

398.540

 

 

Administration and Other Expenses

--

683.069

454.317

 

 

Selling and Distribution Expenses

2909.300

2847.076

2018.273

 

 

TOTAL                                     (B)

14594.600

11977.315

9901.274

 

 

 

 

 

Less

PROFIT/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

5369.500

3268.498

1632.741

 

 

 

 

 

Less

FINANCIAL EXPENSES                         (D)

1778.000

1511.374

1216.378

 

 

 

 

 

 

PROFIT/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                               (E)

3591.500

1757.124

416.363

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

5180.000

3654.029

3037.947

 

 

 

 

 

 

PROFIT/ (LOSS) BEFORE TAX (E-F)                  (G)

(1588.500)

(1896.905)

(2621.584)

 

 

 

 

 

Less

TAX                                                                  (H)

0.000

0.000

0.259

 

 

 

 

 

 

PROFIT/ (LOSS) AFTER TAX (G-H)                   (I)

(1588.500)

(1896.905)

(2621.325)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Teleport services

0.000

0.000

86.480

 

 

Interest income

93.800

42.246

0.091

 

 

Bandwidth charges

10.900

22.334

27.032

 

 

Subscription income

58.500

0.000

0.000

 

 

Others

0.300

0.000

0.000

 

TOTAL EARNINGS

163.500

64.580

113.603

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Components and spare parts

21.800

27.947

8.462

 

 

Capital equipments

4792.600

7550.458

2503.669

 

 

Others

13.800

4.536

0.000

 

TOTAL IMPORTS

4828.200

7582.941

2512.131

 

 

 

 

 

 

Earnings Per Share (Rs.)

(1.49)

(1.79)

(3.19)

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

30.06.2012

30.09.2012

Type

1st Quarter

2nd Quarter

 Sales Turnover

5199.600

5336.200

 Total Expenditure

3643.700

3779.400

 PBIDT (Excl OI)

1555.900

1556.800

 Other Income

105.700

80.300

 Operating Profit

1661.600

1637.100

 Interest

472.800

317.200

 Exceptional Items

0.000

764.300

 PBDT

1188.800

2084.200

 Depreciation

1512.000

1533.300

 Profit Before Tax

(323.200)

550.900

 Tax

0.000

0.000

Provisions and Contingencies

0.000

0.000

 Reported PAT

(323.200)

550.900

Extraordinary Items       

0.000

00

Prior Period Expenses

0.000

0.000

Other Adjustments

0.000

0.000

Net Profit

(323.200)

550.900

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2012

31.03.2011

31.03.2010

PAT / Total Income

(%)

(7.96)

(12.44)

(22.73)

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

(8.11)

(13.20)

(24.17)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(7.58)

(9.35)

(11.92)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

1.69

(3.02)

(0.65)

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

(29.07)

41.82

6.18

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.45

0.43

0.76

 

 

LOCAL AGENCY FURTHER INFORMATION

 

 

Sr. No.

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

31]

Date of Birth of Proprietor/Partner/Director, if available

No

32]

PAN of Proprietor/Partner/Director, if available

No

33]

Voter ID No of Proprietor/Partner/Director, if available

No

34]

External Agency Rating, if available

Yes

 

UNSECURED LOANS

 

Unsecured Loans

31.03.2012

31.03.2011

 

 

(Rs. In Millions)

Loan from a related party repayable on demand

1250.000

0.000

Total

1250.000

0.000

 

 

BACKGROUND

 

Dish TV India Limited (‘Dish TV’ or ‘the Company’) was incorporated on 10 August 1988. The Company is engaged in the business of Direct to Home (‘DTH’) and Teleport services. The DTH services are rendered to the customer through Consumer Premise Equipment (CPE), used for receiving and broadcasting DTH signals to the subscriber.

 

 

BUSINESS OVERVIEW

 

The Indian Broadcasting Industry is going through an evolutionary phase. Limited number of channels and substandard picture quality has become a thing of the past.

 

Entertainment through satellite dish though a common phenomenon in the western world, was introduced in India by dishtv, which has brought about a sea-change in the Indian television market. The brand has changed consumer preferences and enhanced the standards of television viewership by offering digital picture quality with stereophonic sound and uninterrupted viewing of more than 400+ channels and services. With value added services like Movie on Demand, Books Active, Active Games to name a few, owning a dishtv is more than just channel entertainment. Dishtv has left no stone unturned in providing outstanding services that has the viewers glued to their television screens.

 

The DTH industry consolidated its gain of last 5 years and continued the upward march in terms of customer acquisition, launch of new products, evolution of new technologies and wide variety of customer propositions in terms of acquisition & retention schemes. The industry added more than 10 Million subscribers during the period . The industry was quite ahead of the numbers acquired by the digital cable operators during this period.

 

Strong brand proposition, differentiated customer offerings, launch of new High Definition (HD) Channels and increase in the number of channel offering by the industry was the key highlights of the year gone by.

 

Despite intense competition, the Company was able to maintain its leadership position by virtue of having the maximum number of registered subscribers among all the DTH operators. Customer delight was the main theme of the year facilitated by door step services and wider reach.

 

In view of the growing appetite of the Indian consumers demanding more channels, the Company proactively contracted for a new satellite located in the vicinity of the existing satellite to augment the facility of High Definition channels along with conventional Standard Definition (SD) channels. During the year , the Company acquired additional transponders on the Asiasat 5 satellite thus increasing its total transmission bandwidth to 648 MHz from 432 MHz previously. The increased transponder capacity enabled the Company to increase its Standard Definition channel capacity to over 320 and High Definition capacity to over 30 which is substantially higher than any competing DTH operator in both HD as well as SD transmission. With the availability of additional capacity, the Company is far ahead of the competition in respect of satellite bandwidth for provision of additional channels and services to the subscribers. This will continue to be a differentiator and game changer in the months to come.

 

During the year, the Company launched Niche channels like Khana Khazana, Ten Golf, MTune – HD etc. The

Company will continue to look for opportunities of similar nature to be ahead of the competition and create value for the Stakeholders.

 

The Digital Addressable Systems (DAS), a long awaited event for the development and growth of the cable and satellite sector, which has now been notified by the Government to become applicable in four phases will push the industry towards a new paradigm benefiting all the Stakeholders of the industry including the Broadcasters, Distributors, DTH operators, the Government and above all – the Consumers.

 

The DTH industry is expected to grow faster and stronger in the areas where DAS has been notified by the Government because of brand equity, execution strength, understanding of the consumer behavior, well established sales and distribution outlets, value proposition to the consumer and above all – best quality service at the door steps of the customers.

 

The year also saw the emergence of Advertisement sales as a new and growing revenue stream. In this segment, the Company established its presence, closing the financial year at a net revenue of ` 15.68 crores (FY 11 – 12), against last year’s revenue of ` 5.65 crores, an increase of 178%. The brand count of advertisers on Dish TV increased by 279% with leading global brands / organizations such as Microsoft, Pepsi, Coca-Cola, P&G, HUL advertising on their platform. In fact, Dish TV was the only DTH platform in India where Microsoft launched its global Windows 7 campaign. The metrics based on advertisers and broadcasters requirements include CPT (cost per thousand), digital ratings and multiple case studies – all showcasing Dish TV as THE new medium to be present on.

 

Various innovations were experimented with, in this year the advertiser sponsored Free to Subscriber MOD (which saw an increase of almost 300% in orders in that period), the advertiser sponsored Open-to-all MOD format (reaching almost 77% of their base), default boot up screen, banners on the EPG, brand slugs on Buzz (the default landing channel), Red bug innovations on Buzz & MOD channels, sponsorship of free to subscriber and paid for by subscriber by leading advertisers, making broadcasters the default landing channel leading to an increase in digital ratings and many more, which have all been established as case studies to be monetized with more brands this year.

 

The Company continued its efforts to bring value and additional features in its services. The Company launched a High Definition Set Top Box with Digital Video Recoding facility with the facility of getting to record as much content as a subscriber wishes to. The launch of HD - DVR was a big stride in the direction of acquiring the largest HD subscriber base.

 

With deep market understanding and a well crafted consumer insight, entertainment as an interest was immaculately matched to the emotion of Passion. For every television lover, it is their endless passion for entertainment which makes them demand more content, best technology and superior experience. Some people go to any extent to catch their favorite dose of entertainment and dishtv, as a brand wants to target those thought leaders in the world of entertainment and uniquely positioned the brand to stand for Passion for entertainment i.e. Dish Sawaar Hai. With a first of its kind initiative in the industry, an all exclusive dishtv anthem communicates the passion and zeal of dishtv to its consumers across segments that are practically run by TV entertainment today.

 

The brand is built around their commitment to provide the most technologically advanced products with the maximum content and excellent services that reflects the eminence of not only the market leader but a set of people behind dishtv who are thought leaders in the world of entertainment.

 

The key challenges in the future will be harnessing the opportunities created out of DAS regime, containing the cost of fund, steep taxation, satiate the ever increasing appetite for new content.

 

 

SUBSIDIARY OPERATIONS

 

During the year, Essel Business Processes Limited (earlier known as Integrated Subscriber Management Services Limited) ceased to be a subsidiary of the Company. For the purpose of enabling the Company to have enhanced focus on its core DTH operations so that it can expand customer base, raise revenue contributions through product innovations and provisions of various value added services, the Company divested its entire shareholding in Essel Business Processes Limited on June 1, 2011. Accordingly, Essel Business Processes Limited ceased to be a subsidiary of the Company from the date of transfer.

 

Subsidiary in Singapore

 

The Company, on the approval of the Board of Directors, has incorporated a wholly owned subsidiary in Singapore under the name and style of “Dish TV Singapore Pte. Ltd.”

 

The said Company is engaged in providing DTH related service. The subsidiary company has been in operation since November 2011.

 

The Ministry of Corporate Affairs, Government of India, has allowed general exemption to Companies from complying with Section 212 (8) of the Companies Act, 1956, provided such companies publish the audited consolidated financial statements in the Annual Report. The Board has decided to avail the said general exemption from applicability of provisions of Section 212 of the Companies Act, 1956, and accordingly, the Annual Accounts of the Subsidiary of the Company viz. Dish TV Singapore Pte. Ltd., for the financial year ended March 31, 2012 are not being attached with the Annual Report of the Company and the specified financial highlights of the said subsidiary company are disclosed in the Annual Report, as part of the Consolidated financial statements. The audited Annual Accounts and related information of the subsidiary will be made available, upon request and also be open for inspection at the Registered Office, by any Shareholder.

 

As required by the Accounting Standard AS – 21 issued by the Institute of Chartered Accountants of India and Listing Agreement with the Stock exchange(s) the financial statements of the Company reflecting the Consolidation of the Accounts of its subsidiaries to the extent of equity holding of the Company in these Companies are included in this Annual Report.

 

Subsidiary in Sri Lanka

 

The Company, on the approval of the Board of Directors, formed a Joint Venture Company with Satnet (Private) Limited, a DTH License holder in Sri Lanka, in the name and style of Dish T V Lanka (Private) Limited in Sri Lanka in April 2012. The Company holds 70% of the share capital in the said Subsidiary Company and the balance 30% is being held by Satnet (Private) Limited. The Management is in the process of initiating the commercial operations of the Subsidiary Company.

 

 

HOLDING COMPANY

 

Direct Media Distribution Ventures Private Limited (earlier known as Dhaka Warriors Sports Private Limited), a Company incorporated in India and being a part of Promoter Group, held 515,916,648 fully paid up equity shares (aggregating to 48.51% of the paid up share capital) of the Company and it acquired additional 28,975,000 fully paid up equity shares of the Company on December 26, 2011. Consequent to such acquisition, its aggregate shareholding in the Company increased to 544,891,648 fully paid up equity shares i.e. 51.19% of the paid up share capital of the Company and thus Direct Media Distribution Ventures Private Limited became the Holding Company of the Company.

 

As on March 31, 2012, Direct Media Distribution Ventures Private Limited holds 637,212,260 fully paid up equity shares constituting 59.86% of the paid up share capital of the Company.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

OVERVIEW

 

Digitization continued to play a major role in transforming the face of the Indian media and entertainment industry with DTH being the single greatest force behind it. The Indian DTH industry grew exponentially in the previous fiscal, acquiring in its fold more than 10 million new subscribers. The cumulative DTH subscribers in India stand at around 45 Million currently.

 

The Indian economy is going through a phase of contraction which is reflected in all consumer durable and FMCG products but the TV set market continued to expand in double digits. Further, there was marked improvement in the sale of flat panel TV sets eg., LCD, LED and HD TV sets. The continued growth of number of Television sets in the country, specially the high end flat television is an encouraging sign for the digital delivery platforms. This trend is likely to continue due to the Digitization mandate initiated by the Government of India and reduction in the prices of such television sets. Television will continue to provide cheaper modes of entertainment and DTH will always be a preferred medium because of its inspirational value, uninterrupted content delivery, proven and reliable technology and plethora of value added services. Moreover, DTH industry being highly capital intensive with long gestation period, the players engaged in this industry, due to the strong business and brand lineage, provide comfort and delight to the user.

 

The DTH industry consolidated its gains across all the segments namely launch of additional channels, robustness of the service delivery, launch of contemporary products and overall move from ‘numbers’ to a new  world of customer relationship paradigm. They continue to believe that technology, better consumer offer, launch of niche channels, value added services, positive government vibes and implementation of GST will continue to drive the category towards new heights and glory. The Company is well placed to encash and enrich itself from the opportunities going forward.

 

 

STRATEGY

 

In the Indian marketplace over the last six years, DTH has clearly established itself as the preferred choice for digital viewing of pay television content. Of the approximately 50 Mn installed base of digital connections almost 44 Mn or 88% is accounted for by DTH with digital cable accounting only for the balance 12%. However with the government mandate for Digital Addressable Systems (DAS) set to kick in, in four phases, it is expected that the terrestrial cable systems are likely to get more aggressive and pose a challenge to the unfettered growth of DTH. Any strategy will necessarily have to encompass these challenges as well as maximizing the opportunity for DTH presented by the DAS mandate. The major advantages of DTH which are sought to be strengthened by the organization are the extensive infrastructure which has been developed by Dish TV in terms of selling and recharge points as well as service centers. Additionally an extensive CRM system is in place which is capable of handling over 3 million calls per month. Dish TV is further working on strengthening this backbone to ensure a top class customer experience from themoment a customer is acquired, right through the life cycle of the customer. This capability will remain a formidable differentiator, both against existing DTH companies and also versus digital cable systems.

 

Technology is the next big differentiator, in which DTH has already taken the lead and Dish TV in particular will seek to widen the gap with competition. With the largest HD bouquet of 42 channels, Dish TV has set the trend for movement from analog straight to third generation technology. Additional innovations recently introduced like HD DVR with unlimited recording feature allows for time shift viewing to suit the changing life style of urban consumers.

 

Addition of new generation technologies and seamless integration with the web, have seen the introduction of web applications through which the customer can interface with his CRM and transact on his Android/Windows mobile phone, providing a rich user experience for Dish TV customers.

 

Dish TV is also working with content providers to provide unique access to its subscribers for content through multiple devices over the web. Thus a Dish TV customer will be able to access content using his Dish TV subscription account specified content delivered over the internet and received in his mobile phone, laptop or tablet computer.

 

The core strategy driving DishTV’s leadership position in the marketplace will be threefold.

 

1) Be the leader in content delivery

2) Be the leader in customer satisfaction

3) Be the leader in technology and innovation

 

With Dish TV clearly focused on improving its delivery capability in these core metrics, they believe they will be able to successfully strengthen their position as both the leading DTH player and successfully fend off any threat from cable to remain India’s most preferred digital content delivery platform.

 

 

COMPOSITE SCHEME OF AMALGAMATION AND ARRANGEMENTS (‘THE SCHEME’)

 

i) Agrani Satellite Services Limited (‘ASSL’), a wholly owned subsidiary of the Company, was formed to own, establish and operate Ku band satellite system and to market and lease their bandwidth capacities. However, due to unfavorable market conditions, the satellite business was discontinued in the financial year 2009-10. Integrated Subscriber Management Services Limited (‘ISMSL’), another wholly owned subsidiary of the Company, was in the business of providing services on commercial basis pertaining to subscriber’s management, including raising and collection of bills, collection and maintenance of subscriber’s information, preparation of required reports and call centre activities.

 

ii) In order to simplify the group structure and improve cost efficiency, the Board of Directors had approved a Composite Scheme of Amalgamation and Arrangement between the Company, ASSL, ISMSL and their respective shareholders and creditors (‘the Scheme’) at their meeting held on 11 June 2010. The Scheme envisaged transfer of the Company’s non-DTH related business [including equity shares in ASSL and in Agrani Convergence Limited (‘ACL’), another subsidiary company], to ISMSL followed by the merger of ASSL with ISMSL on 31 March 2010, the appointed date. As consideration for transfer of non-DTH related business, ISMSL would issue and allot 100,000 equity shares of the face value of ` 10 each, fully paid up, to the Company.

 

iii) The above Scheme was approved by the Hon’ble High Court of Delhi, vide its Order dated 3 March 2011 and corrigendum dated 31 March 2011 and became effective on 31 March 2011 on filing the Order of the Court with the Registrar of Companies, NCT of Delhi and Haryana.

 

iv) To give effect to the Scheme and the Order of the Hon’ble High Court, the Company transferred its undertaking, along with assets and liabilities as on 31 March 2010, relating to the non-DTH business to ISMSL. In accordance with the Scheme, the excess of the book value of net assets transferred as at 31 March 2010, over the consideration received was directly adjusted in the General Reserve in financial year 2010-11

 

v) The non-DTH business, transferred as above and which was excluded from the financial statements of the Company after 31 March 2010, did not have any operations during the previous year.

 

vi) While the Company followed the accounting treatment prescribed in the Scheme, duly approved by the Hon’ble High Court of Delhi, it resulted in certain deviations as compared to the Generally Accepted Accounting Principles (GAAP) in India. Had the Company followed the GAAP, the impairment of fixed assets/ diminution in the value of investment [in accordance with Accounting Standard (‘AS’) 28 and AS 13 respectively] would have been recognised in the Profit and Loss Account of the financial year 2009-10 and, accordingly, loss for the year 2009-10 and the debit balance in the Profit and Loss Account as at 31 March 2010 would have been higher by Rs. 1743.500 Millions. Since the aforesaid impairment of fixed assets/ diminution in the value of investment was not recognised in the previous year as a prior period item, which together with the impact of the transfer of other net assets/ liabilities in the previous year, net of consideration received, was adjusted in General Reserve directly, the loss for the previous year and the debit balance in the Profit and Loss Account at the end of the previous year was lower by Rs. 1511.000 Millions. However, on implementation of the Scheme, the above net loss stands adjusted directly in the General Reserve in accordance with the accounting treatment approved in the Scheme by the Hon’ble High Court of Delhi

 

 

UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS PERIOD ENDED 30 SEPTEMBER, 2012

 

(Rs. in millions)

Particular

For the Quarter Ended

Six months period ended

 

30.09.2012

(Unaudited)

30.06.2012

(Unaudited)

30.09.2012

(Unaudited)

Income from Operations

 

 

 

Net Sales/Income from Operations

5332.700

5199.500

10532.200

Other Operating Income

3.500

0.100

3.600

Total Income from operations (net)

5336.200

5199.600

10535.800

 

 

 

 

Expenses

 

 

 

(a) Purchase of stock in trade

30.200

17.500

47.700

(b) Changes in inventories of stock-in-trade

(7.900)

(2.200)

(10.000)

(c) Employee benefits expense

203.000

202.100

405.100

(d) Depreciation and amortization expenses

1533.200

1512.000

3045.300

(e) Programming/ content and other costs

1420.100

1510.400

2930.500

(f) License fees

556.000

538.900

1094.900

(g) Other operating costs

549.300

513.500

1062.800

(h) Selling and distribution expenses

 

 

 

i) Commission

348.700

348.300

697.000

ii) Other selling and distribution expenses

396.100

302.800

698.800

(i) Other Expenses

283.900

212.400

396.800

Total Expenses

5312.600

5155.700

10368.900

Profit from Operations before Other Income, Finance costs and Exceptional item

23.600

43.900

166.900

Other Income

80.300

205.100

185.900

Profit/ Loss from Ordinary Activities before Finance costs and Exceptional item

103.900

249.000

352.800

Finance costs

317.200

572.200

889.400

Profit/ Loss from Ordinary Activities after Finance costs but Exceptional item

(213.300)

(323.200)

(536.600)

Exceptional item

764.300

0.000

764.300

Profit/ Loss from Ordinary Activities before tax

551.000

(323.200)

227.700

Tax Expenses

--

--

--

Net Profit/ Loss from Ordinary Activities after tax

551.000

(323.200)

227.700

Extraordinary Items

--

--

--

Net Profit for the period

551.000

(323.200)

227.700

Paid- up Equity Share Capital (Face value of the share – Re. 1)

1063.900

1063.600

 

Reserves excluding revaluation reserves as per balance sheet of Previous Accounting Year

 

 

 

Basic earnings/ (loss) per share (not annualised) (In Rs.)

0.52

(0.30)

0.21

Diluted earnings/ (loss) per share (not annualised) (In Rs.)

0.52

 

0.21

 

 

 

 

PARTICULARS OF SHAREHOLDING

 

 

 

1. Public shareholding

 

 

 

Number of Shares

387968255

375243696

367968255

Percentage of Shareholding

 

 

 

- Calculated on total number of issued shares

36.44

35.25

36.44

- Calculated on the paid-up capital

36.39

35.28

36.39

 

 

 

 

2. Promoters and promoter group shareholding

 

 

 

a) Pledged/Encumbered

 

 

 

- Number of Shares

305575000

241325000

157353630

- Percentage of Shares (as a % of the Total Shareholding of promoter and promoter group)

45.15

35.01

45.15

- Percentage of Shares (as a % of the Total Share Capital of the Company)

28.70

22.67

28.700

 

 

 

 

Non - encumbered

 

 

 

- Number of Shares

371172060

447987979

371172060

- Percentage of Shares

(as a % of the total shareholding of promoter

and promoter group)

54.85

64.99

54.85

- Percentage of Shares

(as a % of the total share capital of the

company)

34.86

42.08

34.86

 

 

See accompanying notes to the financial results.

 

 

Particulars

Quarter Ended 30.09.2012

B

Investor complaints

 

 

Pending at the beginning of the quarter

Nil

 

Received during the quarter

7

 

Disposed of during the quarter

7

 

Remaining unresolved at the end of the quarter

Nil

 

# Comprises 1,061,993,633 (1,061,701,440 as on 31 March 2012, 1,061,744,993 shares as on 30 June 2012, 1,061,365,506 as on 30 September 2011) fully paid up equity shares of Re. 1 each ; 2,061,858 (2,062,513 as on 31 March 2012, 2,061,858 shares as on 30 June 2012, 2,065,524 as on 30 September 2011) partly paid up equity shares of Re. 0.75 each; and 659,824 (659,922 as on 31 March 2012, 659,824 shares as on 30 June 2012, 965,565 as on 30 September 2011) partly paid up equity shares of Re. 0.50 each.

 

 

STATEMENT OF ASSETS AND LIABILITIES AS AT 30 SEPTEMBER 2012

(Rs. in millions)

Particulars

30.09.2012

A. EQUITY AND LIABILITIES

Unaudited

1. Shareholders Funds

 

a] Share Capital

1063.900

b] Reserves and Surplus

(1762.500)

Sub-total – Shareholders’ funds

(698.600)

 

 

2. Non-current Liabilities

 

a] Long term Borrowings

10199.900

b] Other  Long term liabilities

1366.700

c] Long term provisions

121.900

Sub-total - Non-current Liabilities

11688.500

 

 

3. Current Liabilities

 

a] Short term Borrowings

--

b] Trade Payables

670.500

c] Other Current Liabilities

9351.600

d] Short Term Provision

5205.700

Sub-total -  Current Liabilities

15227.800

TOTAL -  EQUITY AND LIABILITIES 

26217.700

 

 

B ASSETS

 

1. Non-current assets

 

a] Fixed assets

18284.400

b] Non-current investment

1500.300

c] long Term loans and Advances

506.400

d] Other non-current assets

86.400

Sub-total – Non- current assets

20377.500

 

 

2. CURRENT ASSETS

 

 

Current Investments

501.700

 

Inventories

78.800

 

Trade Receivables

381.800

 

Cash & Bank Balances

2823.900

 

Short Term loans and advances

1995.600

 

Other Current Assets

58.400

  Sub-total – Current Assets

5840.200

 

 

TOTAL - ASSETS

26217.700

 

Notes to financial results for the quarter ended 30 September 2012

 

1. The above financial results for the quarter and six months period ended 30 September 2012 have been reviewed by the Audit Committee and were approved by the Board of Directors in their meeting held on 18 October 2012.

 

2. The Statutory Auditors of the Company have carried out a Limited Review of the financial results for the quarter and six months period ended 30 September 2012 and a modified opinion has been issued in respect of advance CPE rentals.

 

3. Dish TV Lanka (Private) Limited, a Joint Venture Company, was incorporated on April 25, 2012 under the laws of Sri Lanka. Dish TV India Limited holds 70% share capital in the JV company with Satnet (Private) Limited, a company duly incorporated in and having a DTH License in Sri Lanka, holding 30% of the share capital. The said JV company shall engage in providing DTH related services in Sri Lanka.

 

4. The life of the Consumer Premises Equipment (CPE) for the purposes of depreciation has been estimated by the management as five years. Upto 31 March 2012, in certain cases, the one-time advance contribution towards the CPE in the form of rental was being recognized over a period of three years from the activation date. Such Practice, during the current quarter/half year, has been changed to five years in respect of CPE’s activated on or after 1 April 2012. There is no significant impact on financial results of the quarter and six months period ended 30 September 2012 on account of change in estimate for revenue recognition.

 

5. In earlier years, the Company had received a demand notice of income-tax and interest thereon which was reduced in the previous year to Rs 264.200 millions. The matter pertains to short deduction of tax at source on certain payments and interest thereon for delayed period. The Company has disputed the issue and has filed an appeal against the above said demand with the tax authorities. The Company had submitted with the tax authorities the requisite supporting documents/clarifications from vendors.

 

The Company, supported by a legal view in the matter, is of the view that outcome of the litigation will not have significant impact on the financial results. During the previous year, this matter was qualified in the statutory auditors’ report.

 

6. The Company's net-worth as at 30 September 2012 is completely eroded by its accumulated losses. However, the management has prepared the financial results assuming that the Company will continue as a going concern considering that the Company has adequate resources in the form of operating cash flows and sanctioned credit facilities from lenders to adequately meet its obligations.

 

7. The Audit Committee and Board of Directors noted the utilisation of the proceeds of Rights Issue for the quarter and six months period-ended 30 September 2012 which is in line with revised utilisation schedule approved by the Board of Directors. The unutilised amount as on 30 September 2012 is Rs. 1500.000 millions.

 

8. Finance costs for the previous quarter includes Rs. 21.600 millions relating to interest on tax litigations pertaining to earlier years

 

9. The Company is in the business of providing Direct to Home (DTH) and Teleport services primarily in India. As the Company’s business activities primarily fall within a single business and geographical segment, no additional disclosures are required in terms of Accounting Standard 17 on “Segment Reporting”

 

10. Hitherto, the exchange differences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to interest cost, were treated as borrowing cost in terms of the AS – 16, “Borrowing Costs”. During the period, pursuant to a clarification dated 9 August 2012 from the MCA, the Company has changed the accounting policy, w.e.f. from 1 April 2011, to treat the same as “foreign exchange fluctuation” accounted as per AS – 11 “Effect of Changes in Foreign Exchange Rates” instead of the “borrowing costs”. This has resulted into reversal of finance costs of Rs. 944.100 millions (including Rs. 706.800 millions for the year ended 31 March 2012) and higher depreciation by Rs. 179.800 millions (including Rs. 112.400 millions for the year ended 31 March 2012) for the quarter ended 30 September 2012. The aforesaid change resulted in net gain of Rs. 764.300 millions and has been shown as ‘exceptional items’ in the financial results. In earlier periods, foreign exchange relating to bank accounts and certain other items were netted off from ‘finance costs’. The same has been regrouped as ‘other income’ by Rs.99.500 millions Rs.140.800 millions, Rs. 160.500 millions, Rs. 192.800 millions, for the quarter ended 30 June 2012 and 30 September 2011; six months ended 30 September 2011 and year ended 31 March 2012 and as 'other expenses' by Rs. 5.500 millions and Rs. 105.000 millions for the period six months ended 30 September 2012 and quarter ended September 2012 respectively.

 

11. The previous period/ year’s figures have been regrouped / reclassified, wherever necessary to make them comparable.

 

 

CONTINGENT LIABILITIES

(Rs. in millions)

Particulars

31.03.2012

31.03.2011

Claim against the Company not acknowledged as debt

48.300

48.300

Income-tax Act, 1961(refer note 49c)

265.200

405.600

Sales Tax and Value Added Tax demands

116.900

109.900

Indian Customs Act, 1962

79.500

149.400

Finance Act,1994 (Service tax case)

16.700

0.000

Wealth Tax Act,1957

0.100

0.000

Entertainment tax demands

124.400

118.200

Legal cases including customers against the Company

Unascertained

Unascertained

 

 

FIXED ASSETS:

                                                                                                                                             

Ø       Goodwill

Ø       License Fees

Ø       Software

Ø       Plant and Machinery

Ø       Consumer Premises Equipments

Ø       Computers

Ø       Office Equipments

Ø       Furniture and Fixtures

Ø       Vehicles

Ø       Leasehold Improvements


WEBSITE DETAILS

 

Board of Directors

 

Subhash Chandra

 

Subhash Chandra, 60, is the Non-Executive Chairman of the Board and promoter of Essel Group of Companies. His industry leading businesses include television networks and film entertainment, cable systems, satellite communications, theme parks, flexible packaging, family entertainment centers and online gaming. Mr. Chandra has been the recipient of numerous honorary degrees, industry awards and civic honors, including being named 'Global Indian Entertainment Personality of the Year' by FICCI for 2004, 'Business Standard's Businessman of the Year' in 1999, 'Entrepreneur of the Year' by Ernst & Young in 1999 and 'Enterprise CEO of the Year' by International Brand Summit. The Confederation of Indian Industry (CII) chose Mr. Chandra as the Chairman of the CII Media Committee for two successive years.


Mr. Chandra has made his mark as an influential philanthropist in India. He set up TALEEM (Transnational Alternate Learning for Emancipation and Empowerment through Multimedia), an organisation which seeks to provide access to quality education and to promote research in various disciplines relating to health and family life, social & cultural anthropology, communication and media. He is also the trustee for the Global Vippassana Foundation, a trust set up for helping people in spiritual upliftment.


Apart from the Company Mr. Chandra holds directorship in five (5) other Indian Public Limited Companies viz., Zee Entertainment Enterprises Limited, Zee News Ltd., Essel Propack Limited, Wire and Wireless (India) Limited and Essel Infraprojects Limited.


Mr. Chandra does not hold any shares in the Company.

 

Jawahar Lal Goel

 

Jawahar Lal Goel, 57, is the Managing Director of the Company. Mr. Goel is actively involved in creation and expansion of Essel Group of Industries. He has been an oracle in pioneering the Direct to Home (DTH) services in India and instrumental in establishing Dish TV as a prominent brand with India’s most modern and advanced technological infrastructure. Mr. Goel has held the position of President of Indian Broadcasting Foundation (IBF) for three successive terms which takes up various issues relating to Broadcasting industry at various forums. He has also been an active member on the Board of various committees and task force, set up by Ministry of Information and Broadcasting (MIB), Govt. of India which takes care of several critical matters relating to the industry. Mr. Goel introduced the CATV Network concept. He is the architect in establishing India’s most modern and advanced technological infrastructure for the implementation of Conditional Access System (CAS), Direct to Home (DTH) and Head End-in-the Sky (HITS) which has bought revolution in the distribution of various entertainment and electronic media products in India, which has enormously benefited consumers (TV viewers) in terms of value proposition.

 

Apart from the Company, Mr. Goel holds directorship in six (6) other Indian Public Limited Companies viz., Chiripal Industries Limited, East India Trading Company Limited, Essel International Limited, Essel Infraprojects Limited, Rankay Investment and Trading Company Limited. and Zee- Turner Limited.

Mr. Goel holds 176,800 equity shares in the Company.

Bhagwan Dass Narang

Bhagwan Dass Narang, 66, is an Independent Non-Executive Member of the Board. Mr. Narang is a Post Graduate in Agricultural Economics and brings with him 32 years of Banking experience. During this period, he also held the coveted position of the Chairman and Managing Director of Oriental Bank of Commerce. Mr. Narang has handled special assignments viz. alternate Chairman of the Committee on Banking procedures set up by Indian Banks Association for the year 1997-98, Chaired a panel on serious financial frauds appointed by RBI, Chaired a Panel on financial construction industry appointed by Indian Banks Association(IBA), appointed as Chairman of Governing Council of National Institute of Banking Studies and Corporate Management, elected member of Management Committee of IBA, Member of the Advisory Council of Bankers Training College(RBI) Mumbai, Chairman of IBA’s Advisory Committee on NPA Management, CDR Mechanism, DRT, ARC etc., elected as a Fellow and Member of Governing Council of the Indian Institute of Banking and Finance, Mumbai, elected as Deputy Chairman of Indian Banks Association, Mumbai and recipient of Business Standard “Banker of the year” Award for 2004.

Apart from the Company, Mr. Narang holds directorship in ten (10) other Indian Public Limited
Companies viz., Shivam Autotech Limited, Jubilee Hills Landmark Projects Limited, Afcon Infrastructure Limited, VA Tech Wabag Limited, Amar Ujala Publications Limited, Revathi Equipment Limited, Karvy Stock Broking Limited, DSE Financial Services Limited, Lakshmi Precision Screws Limited and Mayar Health Resorts Limited.

 

Mr. Narang holds 3,000 equity shares in the Company.

 

Ashok Kurien

 

Ashok Kurien, 61, is a Non-Executive member of the Board. Mr. Kurien has been in the business
of building brands for over 35 years, particularly in the fields of media and communications. An early bird, Ashok Kurien has the keen eye of driving start-ups in emerging businesses and guiding them to size and scale, such as TV, Lottery, PR and dot coms, where he invested and mentored, which have been resounding success stories. Mr. Ashok Kurien, a well known personality in the Advertising world, founded Ambience Advertising, one of the most formidable creative powerhouse in its first decade. Ambience has come a long way, and was later sold to the Publicis Groupe. As a special advisor to the US$ 5 billion Publicis Groupe, he leads their mergers and acquisitions for India. He is founder and promoter of various business ventures including Hanmer & Partners, one of India’s top three Public Relations agencies, Flora2000, one of the leading global flower distribution services on the web, as well as a few other internet ventures.

 

Despite the great heights he’s achieved in his career, Ashok Kurien has his feet firmly rooted to the ground. He believes in commitment to society and is involved with a number of charities, NGOs and social service organizations.

 

Apart from the Company, Mr. Kurien holds directorship in Zee Entertainment Enterprises Limited.

 

Mr. Kurien holds 1,174,150 equity shares, comprising of 0.11% of paid up capital of the Company.

 

Arun Duggal

 

Arun Duggal, 64, is an Independent Non-Executive member of the Board. Mr. Duggal is a Mechanical Engineer from Indian Institute of Technology, Delhi, and holds an MBA from the Indian Institute of Management, Ahmedabad (recipient of Distinguished Alumnus Award). Mr. Duggal is a visiting Professor at the Indian Institute of Management, Ahmedabad where he teaches a course on Venture Capital and Private Equity. He is an experienced international Banker and has advised companies and financial institutions on Financial Strategy, M&A and Capital Raising.

 

Mr. Duggal had a 26 years career with Bank of America, mostly in the U.S., Hong Kong and Japan. His last assignment was as Chief Executive of Bank of America in India from 1998 to 2001. He is an expert in international finance and from 1981-1990 he was head of Bank of America’s (oil & gas) practice handling relationships with companies like Exxon, Mobil, etc. From 1991-94 as Chief Executive of BA Asia Limited, Hong Kong he looked after Investment Banking activities for the Bank in Asia. In 1995, he moved to Tokyo as the Regional Executive, managing Bank of America’s business in Japan, Australia and Korea.  From 2001 to 2003 he was Chief Financial Officer of HCL Technologies, India.


Mr. Duggal is involved in several initiatives in social and education sectors. Mr. Duggal is Chairman of Bellwether Microfinance Fund, a social sector fund, which provides equity capital to smaller, promising Micro Finance organizations. He was erstwhile Chairman of the American Chamber of Commerce, India. He was on the Board of Governors of the National Institute of Bank Management.

 

Apart from the Company, Mr. Duggal holds directorship in nine (9) other Indian Public Limited
Companies viz., Patni Computer Systems Limited, Shriram EPC Limited, Shriram City Union Finance Limited,
Shriram Transport Finance Company Limited, Shriram Properties Limited, Shriram Capital Limited, Info Edge (India) Limited, Mundra Port and Special Economic Zone Limited, and Zuari Industries Limited.

 

Mr. Duggal does not hold any shares in the Company.

 

Eric Louis Zinterhofer

 

Eric Louis Zinterhofer, 40, is an Independent Non-Executive member of the Board. Mr. Zinterhofer graduated Cum Laude from the University of Pennsylvania with BA degrees in Honors Economics and European History and received his MBA from the Harvard Business School. Prior to cofounding Searchlight Capital Partners, L.P. in 2010, Eric was a senior partner at Apollo Management, L.P. (“Apollo”) which he joined in 1998.

 

Mr. Zinterhofer served on the Board of Directors of Affinion Group, Inc., IPCS Inc. and Unity Media GmbH. He is Chairman of the Board of Charter Communications, Inc. and a member of the Board of Directors at Central European Media Enterprises Limited. From 1994-1996, Mr. Eric was a member of the Corporate Finance Department at Morgan Stanley Dean Witter and Company From 1993-1994, he was a member of the Structured Equity Group at J.P. Morgan Investment Management.

 

Mr. Zinterhofer does not hold directorship in any other Indian Public Limited Companies.

 

Mr. Zinterhofer does not hold any shares in the Company.

 

Lakshmi Chand

 

Lakshmi Chand, 66, is an Independent Non-Executive Director on the Board of the Company. Mr. Lakshmi Chand is a Post Graduate in M.A (Economics) from Punjab University and is a Law Graduate from Delhi University. He joined I.A.S. in 1969 in UP cadre.

 

During his 36 years of service he served both the Union Government and the State Government whereby he handled a variety of assignments both at the policy formulation level and at the implementation level. While at the State level, in addition to the usual assignments of SDM/DM/DIV Commissioner, he worked on the posts of Secretary/Principal Tourism, Sugar Industry, CMD, UPSRTC and Chairman, Noida, Greater Noida, UPSIDC, UPFC, UP Nirman Nigam, UP Bridge Corporation, UP Textile Corporation etc. While at the Center he worked as Dy. Director (Admin) AIIMS, and Joint Secretary, Ministry of Development of Industrial Policy & Promotion. He retired as Secretary, Ministry of Development of North Eastern Region on July 31, 2005. He has widely travelled both in India and abroad. After retirement he joined the National Commission for Denotified, Nomadic and Semi-Nomadic Tribes as Member Secretary for 2½ years. He holds Directorship in Institutions and Organizations like RBI, National Housing Bank and Echelon Institute of Technology, Faridabad (Haryana) and also holds Chairmanship of the Southern Local Board, RBI and Audit Committee of NABARD.

 

Mr. Lakshmi Chand does not hold directorship in any other Indian Public Limited Companies.

 

Mr. Lakshmi Chand does not hold any shares in the Company.

 

Mintoo Bhandari

 

Mintoo Bhandari, 45, is a Non – Executive Nominee Director of Apollo India Private Equity II (Mauritius) Limited on the Board of the Company with effect from October 27, 2010. Prior to that he was on the Board of the Company as an Alternate Director to Mr. Eric Zinterhofer. Mr. Bhandari graduated with an SB in Mechanical Engineering from MIT and with an MBA from the Harvard Business School.

 

Mr. Bhandari is the Managing Director of AGM India Advisors Private Limited, the Indian Advisor to
Apollo Management. Prior to AGM India Advisors Private Limited, Mr. Bhandari was Managing Director of The View Group, an India-focused Private Equity Firm. He was an early participant in the sourcing, execution and development of transactions and enterprises which leveraged operating resources in India and has been integrally involved with approximately twenty such transactions, several of which were pioneering in their structure, strategy and timing. Mr. Bhandari was also previously a member of the private equity team, and later a manager of hedge fund capital at the Harvard Management Company which manages the endowment of Harvard University.

 

Mr. Bhandari does not hold directorship in any other Indian Public Limited Company. Apart from the Company, Mr. Bhandari also serves on the Board of Directors of SOURCECORP.

 

Mr. Bhandari does not hold any shares in the Company.

 

 

PRESS RELEASE:

 

Dish TV Adds 2 more Popular Tamil Channels to its 70+ Channels free Offer

 

Chennai, 20th December’12: As a pioneer and market leader, Dish TV, Asia’s largest DTH Service provider is offering special Digitization delight to its esteemed Tamil viewers in Chennai by adding 2 more Tamil General Entertainment channels to its lifetime free offer, in addition to the game changing initiative aimed at viewers in 4 metros which fall under digitization.

 

Under this offer these customers will be eligible to receive a basic channel tier comprising of 70+ channels free of cost lifetime. Following channels will be available along with 70+ Free Channels offered under Lifetime Free offer to ONLY customers in Chennai acquired after the announcement of this offer.

 

Commenting on the development, Mr. Salil Kapoor, Chief Operating Officer, Dish TV said, “Being a pioneer and market leader Dish TV has always stood up to its promise of providing maximum Width and depth of content with an overall of 400+ channels & services. This is a never before kind of unique facility for all those valued subscribers who will choose our services during digitization. This is a highly differentiated and extremely consumer friendly move and now by adding 2 exceedingly popular Tamil general entertainment channels to the lifetime basic tier free offer, We’re extending ourselves as a more personalized option to Dish TV subscribers in Chennai. ”

 

With this initiative, Dish TV has given Chennai subscribers another reason to opt for Dish TV and avail its Lifetime Free offer with the additional merit of regional channels. Viewers availing this offer have to remain active by subscribing to a regular package at least twice during a year. This unique offer is not available with any other DTH or Digital Cable , it has encouraged thousands of people to shift to Dish TV for excellent TV viewing experience; And adding more regional content to this very alluring initiative would ensure that the subscriber numbers rise further.

 

Life Time Free Offer spans for 5 years

 

About DishTV India

 

DishTV is India’s largest direct-to-home company and part of the biggest media conglomerate – Zee Group. DishTV has on its platform 400+ channels and services including 21 audio channels with 13.9 million subscribers, which is growing. The company has a vast distribution network of about 1400 distributors and 55,000 dealers that spans around 6600 towns across the country. DishTV has 24*7 call centres with 1600 seats in 11 different languages to take care of subscriber requirements at any point of time.

 

 

Dish TV adds 2 Bengali Channels to its 70+ channels free Offer

 

Kolkata’19 December’12: As a pioneer and market leader, Dish TV, Asia’s largest DTH Service provider is offering Special digitization delight to its esteemed Bengali viewers in Kolkata by adding 2 more leading Bengali news and entertainment channels to its lifetime free offer, in addition to the game changing initiative aimed at viewers in the 4 metros which fall under the digitization. Under this offer these customers will be eligible to receive a basic channel tier comprising of 70+ channels free of cost for life. Following channels will be available along with 70+ Free Channels offered under Lifetime Free offer to ONLY customers in Kolkata acquired after the announcement of this offer.

 

Commenting on the development, Mr. Salil Kapoor, Chief Operating Officer, Dish TV said, “Being a pioneer and market leader Dish TV has always stood up to its promise of providing maximum Width and depth of content with an overall of 400+ channels & services. This is a never before kind of unique facility for all those valued subscribers who will choose our services during digitization. This is a highly differentiated and extremely consumer friendly move. And now by adding 2 exceedingly popular Bengali news and entertainment channels to the lifetime basic tier free offer, We’re extending ourselves as a more personalized option to Dish TV subscribers in Kolkata. ”

 

With this initiative, Dish TV has given Kolkata subscribers another reason to opt for Dish TV and avail its Lifetime Free offer with the additional merit of regional channels. Viewers availing this offer have to remain active by subscribing to a regular package at least twice during a year. This unique offer is not available with any other DTH or Digital Cable , it has encouraged thousands of people to shift to Dish TV for excellent TV viewing experience; And adding more regional content to this very alluring initiative would ensure that the subscriber numbers rise further.

 

Life Time Free Offer spans for 5 years

 

About DishTV India

 

DishTV is India’s largest direct-to-home company and part of the biggest media conglomerate – Zee Group. DishTV has on its platform 400+ channels and services including 21 audio channels with 13.9 million subscribers, which is growing. The company has a vast distribution network of about 1400 distributors and 55,000 dealers that spans around 6600 towns across the country. DishTV has 24*7 call centres with 1600 seats in 11 different languages to take care of subscriber requirements at any point of time.

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 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. 54.96

UK Pound

1

Rs. 88.23

Euro

1

Rs. 71.92

 

 

INFORMATION DETAILS

 

Report Prepared by :

BVA

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

4

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

4

--PROFITABILIRY

1~10

2

--LIQUIDITY

1~10

4

--LEVERAGE

1~10

3

--RESERVES

1~10

4

--CREDIT LINES

1~10

4

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

YES

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

34

 

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.