MIRA INFORM REPORT
|
Report Date : |
10.06.2013 |
IDENTIFICATION DETAILS
|
Name : |
ZEE ENTERTAINMENT ENTERPRISES LIMITED (w.e.f. 12.02.2007) |
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Formerly Known
As : |
ZEE TELEFILMS LIMITED |
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Registered
Office : |
Continental Building, 135, Dr. Annie Besant Road, Worli, Mumbai - 400018, Maharashtra |
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Country : |
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Financials (as
on) : |
31.03.2012 |
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Date of
Incorporation : |
25.11.1982 |
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Com. Reg. No.: |
11-028767 |
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Capital
Investment / Paid-up Capital : |
Rs. 959.000 Millions |
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CIN No.: [Company Identification
No.] |
L92132MH1982PLC028767 |
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TAN No.: [Tax Deduction &
Collection Account No.] |
MUMZ00074E |
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PAN No.: [Permanent Account No.] |
AAACZ0243R |
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Legal Form : |
Public limited liability company. The company's shares are listed on the Stock Exchanges. |
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Line of Business
: |
Subject is engaged in business of Broadcasting of Satellite Television
Channels uplinked from India, Space Selling agent for other television
channels, Sale of Television programs, films / movies and rights including
films / movies and program feeds and Production and distribution of films /
movies |
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No. of Employees
: |
Information denied by the management.
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RATING & COMMENTS
|
MIRA’s Rating : |
A (67) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
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|
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 |
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Maximum Credit Limit : |
USD 119800000 |
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Status : |
Good |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject is a well established and reputed company having a good track
record. There appears a slight dip in the net profitability during 2012 but the
financial profitability during 2012 but the financial position of the company
appears to be sound. Fundamentals are strong and healthy. Directors are
reported to be experienced and respectable businessmen. Trade relations are fair. Business is active. Payments are reported to
be regular and as per commitments. In view of experienced promoters 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.
EXTERNAL AGENCY RATING
|
Rating Agency Name |
CARE |
|
Rating |
AA (Long Term Bank Facilities) |
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Rating Explanation |
High degree of safety and very low credit risk. |
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Date |
09.11.2012 |
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Rating Agency Name |
CARE |
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Rating |
A1+ (Short Term Bank Facilities) |
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Rating Explanation |
Very strong degree of safety and lowest credit risk. |
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Date |
09.11.2012 |
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 DECLINED BY
Management non co-operative
LOCATIONS
|
Registered Office / Corporate Office : |
Continental Building, 135, Dr. Annie Besant Road, Worli, Mumbai - 400018, Maharashtra, India |
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Tel. No.: |
91-22-24965609 / 11 / 16 / 24939011 / 66971234 |
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Fax No.: |
91-22-24964334/24931938 / 24900302 / 0213 |
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E-Mail : |
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Website : |
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Regional Office : |
Located At
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International Office : |
Located At
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DIRECTORS
AS ON 31.03.2012
|
Name : |
Mr. Subhash Chandra |
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Designation : |
Chairman and Managing Director |
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Name : |
Mr. Punit Goenka |
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Designation : |
Managing Director and CEO |
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Name : |
Mr. Ashok Kurien |
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Designation : |
Director |
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Name : |
Dr. Mohammed Y Khan |
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Designation : |
Independent Director |
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Name : |
Mr. Gulam Noon |
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Designation : |
Director |
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Name : |
Prof. R Vaidyanathan |
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Designation : |
Independent Director |
KEY EXECUTIVES
|
SENIOR
MANAGEMENT |
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Name : |
Mr. Rajesh Jejurikar |
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Designation : |
President |
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Name : |
Mr. Amitabh Kumar |
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Designation : |
Amitabh Kumar |
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Name : |
Mr. Ashish Sehgal |
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Designation : |
Advertisement Revenue |
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Name : |
Mr. Atul Das |
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Designation : |
Corporate Strategy |
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Name : |
Mr. Atul Pande |
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Designation : |
Sports |
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Name : |
Mr. Bharat Ranga |
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Designation : |
Content & Creative |
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Name : |
Mr. Hitesh Vakil |
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Designation : |
Finance |
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Name : |
Mr. M. Lakshminarayanan |
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Designation : |
Company Secretary |
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Name : |
Mr. Nittin Keni |
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Designation : |
Production |
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Name : |
Mr. Rajendra Mehta |
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Designation : |
Human Resources |
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Name : |
Mr. Roland Landers |
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Designation : |
Corporate Brand |
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Name : |
Mr. Sharada Sunder |
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Designation : |
Content - Regional HSM |
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Name : |
Mr. Utpal Das |
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Designation : |
Commercial |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON 31.03.2013
|
Category of
Shareholder |
No. of Shares |
% of No. of
Shares |
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(1) Indian |
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|
241403408 |
25.31 |
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|
241403408 |
25.31 |
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(2) Foreign |
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Bodies Corporate |
172266804 |
18.06 |
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|
172266804 |
18.06 |
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Total shareholding of Promoter and Promoter Group (A) |
413670212 |
43.36 |
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(1) Institutions |
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|
61677206 |
6.47 |
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|
106659 |
0.01 |
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Insurance Companies |
21319036 |
2.23 |
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Foreign Institutional Investors |
397681063 |
41.69 |
|
|
|
30100 |
0 |
|
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|
30100 |
0 |
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Sub Total |
480814064 |
50.4 |
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(2) Non-Institutions |
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|
32946925 |
3.45 |
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Individual shareholders holding nominal share capital up to Rs. 0.100
Million |
19423733 |
2.04 |
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|
Individual shareholders holding nominal share capital in excess of Rs.
0.100 Million |
4038758 |
0.42 |
|
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|
3064028 |
0.32 |
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|
93952 |
0.01 |
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Overseas Corporate Bodies |
33182 |
0 |
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Foreign Nationals |
3908 |
0 |
|
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|
2629334 |
0.28 |
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|
303652 |
0.03 |
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Sub Total |
59473444 |
6.23 |
|
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Total Public shareholding (B) |
540287508 |
56.64 |
|
|
Total (A)+(B) |
953957720 |
100 |
|
|
|
0 |
0 |
|
|
(1) Promoter and Promoter Group |
0 |
0 |
|
|
|
0 |
0 |
|
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Sub Total |
0 |
0 |
|
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Total (A)+(B)+(C) |
953957720 |
0 |
Shareholding of securities
(including shares, warrants, convertible securities) of persons belonging to
the category Promoter and Promoter Group
|
Sl. No. |
Name of the
Shareholder |
Details of Shares
held |
Encumbered
shares (*) |
Total shares
(including underlying shares assuming full conversion of warrants and
convertible securities) as a % of diluted share capital |
|||
|
No. of Shares
held |
As a % of grand
total (A)+(B)+(C) |
No |
As a percentage |
As a % of |
|
||
|
grand total |
|||||||
|
(A)+(B)+(C) of
sub-clause (I)(a) |
|||||||
|
1 |
Churu Trading Company Private Limited |
100 |
0 |
0 |
0 |
0 |
0 |
|
2 |
Essel Infraprojects Limited |
100 |
0 |
0 |
0 |
0 |
0 |
|
3 |
Prajatma Trading Company Private Limited |
100 |
0 |
0 |
0 |
0 |
0 |
|
4 |
Premier Finance and Trading Company Limited |
100 |
0 |
0 |
0 |
0 |
0 |
|
5 |
Veena Investment Private Limited |
100 |
0 |
0 |
0 |
0 |
0 |
|
6 |
Cyquator Media Services Private Limited |
24,14,02,908 |
25.31 |
144186407 |
59.73 |
15.11 |
25.31 |
|
7 |
Essel International Limited |
2,30,00,000 |
2.41 |
0 |
0 |
0 |
2.41 |
|
8 |
Essel Holdings Limited |
4,63,78,518 |
4.86 |
0 |
0 |
0 |
4.86 |
|
9 |
Essel Media Ventures Limited |
10,28,88,286 |
10.79 |
0 |
0 |
0 |
10.79 |
|
|
Total |
41,36,70,212 |
43.36 |
144186407 |
34.86 |
15.11 |
43.36
|
(*) The term encumbrance has the same meaning as assigned to
it in regulation 28(3) of the SAST Regulations, 2011.
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
|
Sl.
No. |
Name
of the Shareholder |
No.
of Shares held |
Shares
as % of Total No. of Shares |
Total
shares (including underlying shares assuming full conversion of warrants and
convertible securities) as a % of diluted share capital |
|
1 |
Oppenheimer Developing
Marketing Fund |
86953280 |
9.12 |
9.12 |
|
2 |
Life Insurance Corporation of
India |
14162218 |
1.48 |
1.48 |
|
3 |
Government Pension Fund Global |
19452062 |
2.04 |
2.04 |
|
4 |
Oppenheimer Global Fund |
14003568 |
1.47 |
1.47 |
|
5 |
Government of Singapore |
14740154 |
1.55 |
1.55 |
|
6 |
New World Fund INC |
11250000 |
1.18 |
1.18 |
|
7 |
Vanguard Emerging Market Stock
Index Fund A Series of Vanguard International Equity Index Fund |
9705227 |
1.02 |
1.02 |
|
|
Total |
170266509 |
17.85 |
17.85 |
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
|
Sl. No. |
Name(s) of the
shareholder(s) and the Persons Acting in Concert (PAC) with them |
No. of Shares |
Shares as % of
Total No. of Shares |
Total shares
(including underlying shares assuming full conversion of warrants and
convertible securities) as a % of diluted share capital |
|
|
Oppenheimer Devloping Marketing Fund |
86953280 |
9.12 |
9.12 |
|
|
Total |
86953280 |
9.12 |
9.12
|
Details of Locked-in Shares
|
Sl. No. |
Name of the Shareholder |
No. of Shares |
|
1 |
9X Media Employee Trust |
21,127 |
|
2 |
NSR-PE Mauritius LLC |
14,084 |
|
|
Total |
35,211 |
BUSINESS DETAILS
|
Line of Business : |
Subject is engaged in business of Broadcasting of Satellite Television
Channels uplinked from India, Space Selling agent for other television channels,
Sale of Television programs, films / movies and rights including films /
movies and program feeds and Production and distribution of films / movies |
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|
Products : |
|
GENERAL INFORMATION
|
No. of Employees : |
Information denied by the management |
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Bankers : |
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Facilities : |
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Banking
Relations : |
-- |
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Auditors : |
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|
Name : |
M/S M G B and Company Chartered Accountant |
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Wholly Owned Subsidiaries: |
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Subsidiaries Others Direct : |
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Associates : |
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Joint Venture : |
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Other Related Parties : |
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CAPITAL STRUCTURE
AS ON 31.03.2012
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
1399200000 |
Equity Shares |
Rs.1/- each |
Rs. 1399.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
958770077 |
Equity Shares |
Rs.1/- each |
Rs. 959.000
Millions |
|
|
|
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|
NOTES
|
Reconciliation of number of Equity shares and
share capital |
2012 |
|
|
|
Number of equity
shares |
Rs. In Millions |
|
At the beginning of the year |
978,076,130 |
978.000 |
|
Less: Shares cancelled on Buyback |
19,372,853 |
19.000 |
|
Add : Allotted on exercise of Employee Stock Options (Rs. 66,800) |
66,800 |
0.000 |
|
Outstanding at
the end of the year |
958,770,077 |
959.000 |
Terms/ rights attached to equity shares
The Company has
only one class of equity shares having a par value of Rs. 1 each. Each holder of
equity shares is entitled to one vote per share. The Company declares and pays
dividend in Indian Rupees. The final dividend proposed by the Board of
Directors is subject to the approval of the shareholders in the ensuing Annual
General Meeting.
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 preferential
amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.
Details of
aggregate number of bonus shares issued, shares issued for consideration other
than cash and shares
bought back during 5 years preceding 31 March 2012
|
|
2012 |
|
Equity Shares allotted as fully paid for consideration other than cash |
55,471,301 |
|
Equity Shares allotted as fully paid Bonus shares |
489,038,065 |
|
Equity Shares bought back and cancelled |
19,372,853 |
Details of Shareholders holding more than 5 % of the aggregate shares in
the Company
|
Name of the Shareholders |
2012 |
|
|
Number of equity
shares |
% Shareholding |
|
|
Cyquator Media Services Private Limited |
241,402,908 |
25.18% |
|
Delgrada Limited
(Renamed as Essel Media Ventures Limited, Mauritius) |
102,888,286 |
10.73% |
|
Oppenheimer Developing Marketing Fund |
76,026,963 |
7.93% |
|
Premier Finance and Trading Company Limited |
100 |
-- |
BUYBACK OF SHARES
Buy-back of the Company’s
Equity Shares through the open market route commenced on 27 July 2011 and
concluded on 23 March 2012, wherein, the Company has bought back 19,372,853
Equity Shares of Rs. 1 each. All these equity shares stands extinguished by
execution of Debit Corporate Action(s) by the Company. Consequently the Paid-up
Share Capital of the Company as at 31 March 2012 stands reduced to 958,770,077
Equity Shares of Rs. 1 each.
EMPLOYEES STOCK
OPTION SCHEME (ESOP):
The Company has
instituted an Employee Stock Option Plan (ESOP 2009) as approved by the Board
of Directors and Shareholders of the Company in 2009 for issuance of stock
options convertible into equity shares not exceeding in the aggregate 5% of the
issued and paid up capital of the Company as on 31 March 2009 i.e. up to
21,700,355 equity shares of Rs. 1 each, to the employees of the Company as well
as that of its subsidiaries and also to non-executive directors including
Independent Directors of the Company at the market price determined as per the
Securities and Exchange Board of India (Employees Stock Options Scheme)
Guidelines, 1999 (SEBI (ESOS) Guidelines). The said scheme is administered by
the Remuneration Committee of the Board.
During the year
ended 31 March 2011 and 31 March 2012, the Company did not grant any stock
options. The options earlier granted under the Scheme shall vest not less than
one year and not more than five years from the date of grant of options. The
options granted vests in the ratio of 50:35:15 at the expiry of one, two and
three years from the date of grant and once vested, these would be exercisable
at any time within a period of four years and the equity shares arising on
exercise of options shall not be subject to any lock in. Upon exercise of
66,800 options, equivalent number of Equity Shares were issued and alloted
during the financial year ended on 31 March 2012.
The options were
granted to the employees / directors at an exercise price, being the latest
market price as per the SEBI (ESOS) Guidelines. In view of there being no
intrinsic value on the date of the grant (being the excess of market price of
share under the Scheme over the exercise price of the option), the Company is
not required to account for the value of options as per the SEBI guidelines.
Stock options
outstanding as at the yearend are as follows:-
|
|
2012 |
|
- Options outstanding at the beginning of the year |
7,503,600 |
|
- Options exercised during the year |
66,800 |
|
- Options lapsed during the year |
611,600 |
|
- Options outstanding at the end of the year |
6,825,200 |
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 |
959.000 |
978.000 |
489.038 |
|
|
2] Share Application Money |
0.000 |
0.000 |
0.000 |
|
|
3] Reserves & Surplus |
28992.000 |
28058.000 |
27764.251 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
NETWORTH |
29951.000 |
29036.000 |
28253.289 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
10.000 |
6.000 |
585.038 |
|
|
2] Unsecured Loans |
0.000 |
0.000 |
603.992 |
|
|
TOTAL BORROWING |
10.000 |
6.000 |
1189.030 |
|
|
DEFERRED TAX LIABILITIES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
29961.000 |
29042.000 |
29442.319 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
1772.000 |
1548.000 |
1583.742 |
|
|
Capital work-in-progress |
201.000 |
8.000 |
1110.966 |
|
|
|
|
|
|
|
|
INVESTMENT |
10602.000 |
9855.000 |
15319.290 |
|
|
DEFERREX TAX ASSETS |
136.000 |
129.000 |
49.354 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
9930.000
|
11030.000 |
4531.303 |
|
|
Sundry Debtors |
6624.000
|
6191.000 |
4633.845 |
|
|
Cash & Bank Balances |
761.000
|
1539.000 |
3002.910 |
|
|
Other Current Assets |
45.000
|
41.000 |
1.973 |
|
|
Loans & Advances |
5148.000
|
5368.000 |
5422.413 |
|
Total
Current Assets |
22508.000
|
24169.000 |
17592.444 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
3072.000
|
3898.000 |
2952.591 |
|
|
Other Current Liabilities |
347.000
|
214.000 |
881.254 |
|
|
Provisions |
1839.000
|
2555.000 |
2379.634 |
|
Total
Current Liabilities |
5258.000
|
6667.000 |
6213.479 |
|
|
Net Current Assets |
17250.000
|
17502.000 |
11378.965 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.002 |
|
|
|
|
|
|
|
|
TOTAL |
29961.000 |
29042.000 |
29442.319 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
22040.000 |
21700.000 |
12787.436 |
|
|
|
Other Income |
1289.000 |
610.000 |
1061.815 |
|
|
|
TOTAL (A) |
23329.000 |
22310.000 |
13849.251 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Operational Cost |
10144.000 |
8814.000 |
4256.652 |
|
|
|
Employee benefits expense |
1573.000 |
1568.000 |
814.558 |
|
|
|
Other expenses |
4054.000 |
3482.000 |
2405.091 |
|
|
|
Exceptional Item |
0.000 |
(197.000) |
0.000 |
|
|
|
TOTAL (B) |
15771.000 |
13667.000 |
7476.301 |
|
|
|
|
|
|
|
|
Less |
PROFIT
/ (LOSS) BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
7558.000 |
8643.000 |
6372.950 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
5.000 |
34.000 |
175.254 |
|
|
|
|
|
|
|
|
|
|
PROFIT
/ (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
7553.000 |
8609.000 |
6197.696 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
215.000 |
167.000 |
114.272 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
BEFORE TAX (E-F) (G) |
7338.000 |
8442.000 |
6083.424 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
2441.000 |
2678.000 |
495.021 |
|
|
|
|
|
|
|
|
|
|
PROFIT / (LOSS)
AFTER TAX (G-H) (I) |
4897.000 |
5764.000 |
5588.403 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
11602.000 |
11111.000 |
8893.473 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to General Reserve |
1500.000 |
3000.000 |
1100.000 |
|
|
|
Interim Dividend |
0.000 |
0.000 |
968.967 |
|
|
|
Proposed Final Dividend |
1438.000 |
1956.000 |
977.795 |
|
|
|
Tax on Dividend |
233.000 |
317.000 |
323.332 |
|
|
BALANCE CARRIED
TO THE B/S |
13328.000 |
11602.000 |
11111.782 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Export Earnings |
1666.000 |
1022.000 |
869.202 |
|
|
|
Broadcasting Revenue |
76.000 |
62.000 |
52.856 |
|
|
|
Other Earnings |
465.000 |
371.000 |
53.601 |
|
|
TOTAL EARNINGS |
2207.000 |
1455.000 |
975.659 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw Materials |
0.000 |
0.000 |
0.172 |
|
|
|
Stores & Spares |
8.000 |
0.000 |
1.522 |
|
|
|
Capital Goods |
243.000 |
95.000 |
16.239 |
|
|
TOTAL IMPORTS |
251.000 |
95.000 |
17.933 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
5.05 |
5.89 |
5.97 |
|
QUARTERLY RESULTS
(Rs.
In Millions)
|
PARTICULARS |
30.06.2012 |
30.09.2012 |
31.12.2012 |
31.03.2013 |
|
|
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
4th
Quarter |
|
Net Sales |
5981.300 |
6362.500 |
6448.200 |
6866.800 |
|
Total Expenditure |
3419.300 |
5400.100 |
3960.800 |
4255.800 |
|
PBIDT (Excl OI) |
2562.00 |
962.400 |
2487.400 |
2611.000 |
|
Other Income |
403.400 |
107.400 |
389.200 |
289.700 |
|
Operating Profit |
2965.400 |
1069.800 |
2876.600 |
2900.700 |
|
Interest |
1.000 |
4.400 |
1.500 |
6.400 |
|
Exceptional Items |
0.000 |
0.000 |
0.000 |
0.000 |
|
PBDT |
2964.400 |
1065.400 |
2875.100 |
2894.300 |
|
Depreciation |
70.200 |
66.400 |
61.100 |
82.600 |
|
Profit Before Tax |
2894.200 |
999.000 |
2814.000 |
2811.700 |
|
Tax |
919.200 |
319.100 |
899.200 |
974.500 |
|
Provisions and contingencies |
0.000 |
0.000 |
0.000 |
0.000 |
|
Profit After Tax |
1975.000 |
679.900 |
1914.800 |
1837.200 |
|
Extraordinary Items |
0.000 |
0.000 |
0.000 |
0.000 |
|
Prior Period Expenses |
0.000 |
0.000 |
0.000 |
0.000 |
|
Other Adjustments |
0.000 |
0.000 |
0.000 |
0.000 |
|
Net Profit |
1975.000 |
679.900 |
1914.800 |
1837.200 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
PAT / Total Income |
(%) |
20.99
|
25.84 |
40.35 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
33.29
|
38.90 |
47.57 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
30.05
|
32.66 |
31.64 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.25
|
0.29 |
0.22 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
0.00
|
0.00 |
0.04 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
4.28
|
3.63 |
2.83 |
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 |
No |
|
8] |
No. of employees |
No |
|
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) |
Yes |
|
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 |
SUNDRY CREDITORS
DETAILS
(Rs.
In Millions)
|
Particulars |
31.03.2012 |
31.03.2011 |
31.03.2010 |
|
Sundry Creditors
|
|
|
|
|
Trade Payables |
2359.000 |
3080.000 |
-- |
|
Due to Principals - Subsidiary (pending remittances) |
713.000 |
818.000 |
-- |
|
For Goods |
-- |
-- |
990.044 |
|
For Expenses and other Liabilities |
-- |
-- |
1962.547 |
|
|
|
|
|
|
TOTAL |
3072.000 |
3898.000 |
2952.591 |
CORPORATE
INFORMATION
Subject is incorporated
in the State of Maharashtra, India. The Company has been mainly in the
following businesses during the year:
- Broadcasting of Satellite Television
Channels uplinked from India;
- Space Selling agent for other
television channels;
- Sale of Television programs, films /
movies and rights including films / movies and program feeds;
- Production and distribution of films /
movies
BUSINESS OVERVIEW
The Company,
besides providing high quality and innovative content, continues to build its
media assets and in the process continues to create value for the shareholders
even in a year that was marked by sharp slowdown in the economy and witnessed
quite a few consolidation moves within the industry. The Joint Venture for
distribution of television channels called Media Pro Enterprise India Private
Limited which the Company had inked during the year with Star through the
distribution subsidiary Zee Turner Limited, resulted in robust growth in
subscription revenues. Zee Cine Awards 2012 had the highest ratings. The year
also saw launch of several High Definition channels from the network.
The Company was
ranked the Number 1 in Media Sector in the Fortune India 500 issue in December
2011 besides being adjudged as the Best Company in the Media and Entertainment sector
in the Growth category in the first edition of the Businessworld Infocom ICT
awards.
Zee TV stood true
to its core of ‘Umeed’ – with new show launches of Afsar Bitiya and Punarvivah
yielding good ratings and, in March 2012, Zee TV created ‘Guinness World’ for
the Largest Bollywood Dance through participation of 4428 dancers as part of
its Dance India Dance programme and created another first in licensing and
merchandising with the exclusive DID Reebok Dance gears. In the Hindi movie
genre, Zee Cinema regained its leadership position and underwent a packaging
change. Zee Cinema also won International recognition for promos of ‘Peepli
Live’ movie at the PromaxBDA Asia Awards 2011 held in Singapore and won two
Silver Awards at the prestigious Mirchi Kaan 2011 for Lady Raaj.
Zee regional
channels continued their strong growth in respective markets. Zee Bangla
continuing its rise becoming Bengal’s Number 1 entertainment channel and its
Dance Bangla Dance entering Limca Book of for the first regional channel to
complete 100 episodes with the same set of participants and Dadagiri Unlimited
Season 3 winning Srijan Samman - an advertisement award felicitating all
advertisements of India and Bangladesh in Bengali language. Zee Marathi held on
to its ground and has been fighting the competition aggressively without losing
touch with its audiences and brought to the audiences fresh and appealing shows
through Marathi Paul Padate Pudhe, Guntata Hriday He, Eka Lagnachi Doosri
Goshta which have created buzz value and also contributed strongly to the
ratings. Zee Telugu continues to be the channel of choice for viewers and its
Zee Kutumbam Awards 2011 was a first of its kind relationship awards on Telugu
Television and the event produced highest television ratings of 9.25. Zee
Kannada has gained market share and with its top performing shows like Radha
Kalyana and Paravathi Parameshwara saw significant boost in rating points
during the year. Zee Tamil garnered all time high gross rating points and is
currently viewed by 14 million people across Tamil Nadu.
Zee Café and Zee
Studio continued showcasing the best and latest of popular American content
including Hollywood movies, shows and live mega events like Miss Universe 2011
and Miss World London 2012.
In the sports
genre, Ten Sports completed 10 successful years of operations during the year
and ‘Ten Golf’ – a dedicated 24-hours Golf Channel was launched with several
mediumterm licensing arrangements in place.
As a dominant
player in South Asian (SA) Entertainment across international markets, besides
entering into newer markets and launch of new channels, the Company continues
to dominate the International South Asian Business globally with 50% share with
Zee TV continuing its leadership position in US, Middle East and Africas in
terms of viewership within the SA channels. Zee Africa received the Diamond
Arrow Award for outstanding performance and ‘Zee Mega Challenge’ – a local
Talent Hunt leading to Mega Auditions of Sa Re Ga Ma Pa and Dance India Dance
were conducted in Mauritius.
As part of
leveraging digital delivery opportunities, the Company launched ‘Ditto TV’ – an
unique television viewing experience through mobile and through its subsidiary,
created a webportal called India.com, with accumulated traffic of 13.5 million
(GA) Unique Users Per Month Worldwide, which has house of brands such
Bollywoodlife. Com, Oncars.In and Indiancolleges.Com
MANAGEMENT DISCUSSION AND ANALYSIS
Investors are cautioned
that this discussion contains forward-looking statements that involve risks and
uncertainties including, but not limited to, risks inherent in the Company’s
growth strategy, acquisition plans, dependence on certain businesses,
dependence on availability of qualified and trained manpower and other factors.
The following discussion with the Company’s financial statements included
herein and the notes thereto:
OVERVIEW
Zee Entertainment
Enterprises Limited (ZEE) (BSE Code: 505537, NSE Code: ZEEL.EQ) is one of
India’s largest vertically integrated media and entertainment company. The
Company was formed in 1982. ZEE was the first company to launch a satellite
channel in India and from being a single channel for a single geography today
operates multiple channels across multiple geographies in different languages
and genres. The Company’s programming reaches out to over 650 million viewers
across 168 countries.
ZEE channel
portfolio, across various genres in the Indian market, includes:
- Hindi Entertainment: Zee TV, Zee Smile, 9X
- Hindi Movies: Zee Cinema, Zee Premier, Zee
Action, Zee Classic
- English Entertainment, Movies and Life style:
Zee Studio, Zee Café, Zee Trendz
- Regional Language Entertainment: Zee Marathi,
Zee Bangla, Zee Talkies, Zee Telegu, Zee Kannada, ETC Punjabi, Zee Tamil
- Sports: TEN Cricket, TEN Action, TEN
Sports, TEN Golf
- Religious and Alternate Lifestyle: Zee
Jagran, Zee Salaam
- Music: Zing, ETC
- Niche and Special Interest: Zee Khana
Khazana
- HD: Zee TV HD, Zee Cinema HD, Zee
Studio HD, TEN HD
Apart from the
channels listed above which are available in India, the Company also broadcasts
22 channels in the international markets.
MEDIA AND
ENTERTAINMENT INDUSTRY
The Indian Media
and Entertainment Industry witnessed steady growth in 2011. The industry grew
from Rs. 652 billion in 2010 to Rs. 728 billion in 2011, registering a growth
rate of 11.7%. Television sector grew from Rs. 297 billion in 2010 to Rs. 329
billion in 2011, registering a growth of 10.7%.
Total advertising
revenue growth has seen a much sharper slowdown, with advertising spends across
all media accounting for Rs. 300 billion in 2011, contributing to 41% of the
overall M and E industry revenues. Total advertising revenues witnessed a
growth of 13% in 2011 against 17% observed in 2010.
Despite the
slowdown, Television industry posted high growth due to its high reach and
cost-effectiveness. Regionalisation / Localisation drove the reach of media as
well revenue, thereby improving the revenue share in the ad pie. Advertisers’
also showed a higher preference for Impact properties on leading channels.
FY2013 is expected
to be a landmark year for the television media industry. The industry is on the
cusp of a big change with the implementation of Digital Addressable System
(DAS) starting with the four metros. Implementation of digitisation is expected
to significantly improve transparency in the pay-TV ecosystem resulting in more
choice to the consumers, better quality of viewing and improved business
economics for all players. In FY2012, 10.5 million subscribers have adopted
satellite based television services via DTH, taking the gross DTH subscriber
base to 44.6 million strong.
BUSINESS PROFILE
ZEE is an
integrated media and entertainment company engaged primarily in broadcasting
and content development, production and its delivery via satellite. The Company
has 30 channels that serve the widest array of content in India and is the
leading broadcaster across the country. ZEE is also the pioneer in the
international markets with 22 channels serving Indian content across 168
countries.
LEADERSHIP ACROSS
DIFFERENT GENRES:
In the Hindi GEC
genre, Zee TV is the flagship product from ZEE. The Hindi GEC genre moved from
a 3 player to a 4 player market last year and grew at a fair pace. Last year
also saw some consolidation in the Hindi GEC market.
Subscription
revenues increased robustly with increased DTH penetration and healthy
improvement in revenues from Cable.
Zee TV continued to
have a leading share in the Hindi General Entertainment genre (GEC) with an
average weekly channel share of 20% and average weekly Gross Rating Points
(GRPs) of 186. Key shows like Pavitra Rishta successfully completed 700+
episodes and Yahan Mein Ghar Ghar Kheli over 600+ episodes.
During the year,
the channel launched various new successful shows with its core promise of
‘Umeed’. Afsar Bitiya, launched against the No 1 show in Hindi GEC at 7 pm has
still grown healthily and touched avg. weekly TVR of 2+. Punarvivah has more
than doubled the slot ratings for traditionally weak 22:30 slot for Zee TV
In March 2012,
Dance India Dance created a Guinness World Record for the ‘Largest Bollywood
Dance’ with participation of 4,428 dancers.
In the Hindi Movie
Genre, ZEE has 5 channels viz. Zee Cinema, Zee Premier, Zee Action, Zee Classic
and Zee Cinema HD. ZEE has the largest film library in the country and its
movie channels are a strong favourite with the viewers as well as advertisers.
This was also the year when Zee Cinema underwent a packaging change for the
first time in 5 years. Zee Cinema won International recognition for its promos
of Peepli Live at the PromaxBDA Asia Awards 2011 held in Singapore recently and
2 silvers at the prestigious Mirchi Kaan 2011 for their radio spots for Lady
Raaj.
The Company’s
sports offerings include 5 channels viz. TEN Cricket, TEN Action, TEN Sports,
TEN Golf and TEN HD. Last year saw the launch of TEN HD and TEN Golf, ZEE’s
latest premium offering targeted at urban up-market audiences. With telecast
rights to 5 cricket boards, which ensure coverage of cricket of all test
playing countries, along with rights to exciting properties such as UEFA cup
football, WWE wrestling, US Open Tennis etc., the sports business has contributed
close to 13% of the Company’s top line this year. This year, TEN also completed
10 successful years of operations.
Zee Cafe, Zee
Studio and Zee Trendz are Company’s English language offerings. Zee Cafe has
the rights to the latest series programming of super-hit shows while Zee Studio
has tied up with leading studios from across the globe. The channels continue
to strengthen the network subscription bouquet. During the year, the channels
showcased popular international shows and live mega events like Miss Universe
2011 and Miss World London 2012.
Zing, the music
and lifestyle offering of the Company, showcases popular Bollywood oriented
properties. The content on Zing revolves around the world of music, lifestyle,
movies and celebrities.
Zee Marathi, Zee
Talkies, Zee Bangla, Zee Telugu, Zee Kannada, ETC Punjabi and Zee Tamil are
regional language offerings and enjoy significant market share in their
respective markets.
Ø Zee Marathi
garnered average weekly GRPs of 179 and market share of 28% for FY12 inspite of
intense competition in the Marathi genre. True to its brand value, ZM brought
to the audiences fresh and appealing shows through Marathi Payul Padate Pudhe,
Guntata Hriday He, Eka Lagnachi Doosri Goshta. These properties have created
buzz value and also contributed to the ratings of the Company.
Ø Zee Bangla was the
No.1 channel ahead of all competition in the key Target Group of CS 15+ABC, and
continued to be the audience’s preferred channel with a share of 36%. Dance
Bangla Dance entered the Limca Book of Records for being the first regional
channel to complete 100 episodes with the same set of participants.
Ø Zee Kannada GRPs
moved from 181 (FY11) to 253 (FY12) thereby securing the No. 3 position in the
Karnataka market with top performing shows like Radha Kalyana and Paravathi
Parameshwara.
Zee Khana Khazana,
the Company’s 24-hour food channel, was launched in December 2010. The channel
brings in a rich programming mix from across India and abroad featuring shows
that define and refine the culinary expertise that has become synonymous with
“food”. The top properties showcased on the channel were ‘Khana Khazana’,
‘Mirch Masala’ and ‘Rasm-e-Rasoi’.
GLOBAL PRESENCE
The Company reaches
more than 650 million viewers globally and in 168 countries worldwide.
Internationally, subscription is a key driver of revenues for any broadcaster
and international subscription revenues contributed significantly to ZEE’s
total revenues in this financial year.
Zee Network
dominates the International South Asian (SA) Business globally. Zee TV
continues to lead in US, Middle East and Africa’s in terms of viewership within
the SA channels. During the year, the Company undertook various initiatives to
further strengthen its dominance in the geographies where it operates.
Key highlights during the year include:
Ø In the US, 4 new
channels (Zee Marathi, Zee Kannada, Zing and Zee Smile) were launched on
Charter LA, Century Link and channels were launched in new markets like Aruba,
Curacao, Grenada.
Ø In Middle East,
Zee Aflam reached an all time high of 49.7 GRPs with a share 12.8% (All Adults
TG) and 57.6 GRPs with a share of 17.7% (Local Females TG).
Ø In APA C, Zee
Cinema International launched in Indonesia, Myanmar and Hong Kong with English
sub-titles and received landing rights in China. Zee also successfully
conducted Zee Nite in Durban, Mauritius and Reunion and Zee Bollywood Nite in
Malaysia. In Malaysia, Zee Variasi is now the No.1 international channel among
Malays.
Ø In UK/Europe, Zee
TV was the only Asian channel to start product placement digitally bringing in
additional sales revenue.
FIXED ASSETS
- Leasehold Land
- Leasehold Improvements
- Building
- Computers
- Plant and Machinery
- Office Equipments
- Furniture and Fixtures
- Vehicles
- Software
- Trade Mark
AUDITED FINANCIAL
RESULTS OF ZEE ENTERTAINMENT ENTERPRISES LIMITED FOR THE YEAR ENDED MARCH 31,
2013
(Rs. in millions)
|
Sr. No. |
Particular |
Quarter Ended |
Year Ended |
|
|
|
|
31.03.2013 (Audited) |
31.12.2012 (Unaudited) |
31.03.2013 (Audited) |
|
1. |
Income from
Operations |
|
|
|
|
|
Net Sales |
6866.800 |
6448.200 |
25658.800 |
|
|
Net Sales/Income
from Operations |
6866.800 |
6448.200 |
25658.800 |
|
|
|
|
|
|
|
2. |
Expenditure |
|
|
|
|
|
Operating Cost |
2565.900 |
2403.500 |
10703.300 |
|
|
Selling and Distribution Expenses |
831.600 |
770.300 |
3280.700 |
|
|
Employee Benefits Expenses |
499.000 |
467.400 |
1904.200 |
|
|
Depreciation and Amortization Expenses |
82.600 |
61.100 |
280.300 |
|
|
Other Expenses |
359.300 |
319.600 |
1147.800 |
|
|
f) Total |
4338.400 |
4021.900 |
17316.300 |
|
|
|
|
|
|
|
3. |
Profit
From Operations before Other Income, Interest and Exceptional Items (1-2) |
2528.400 |
2426.300 |
8342.500 |
|
|
|
|
|
|
|
4. |
Other Income |
289.700 |
389.200 |
1189.700 |
|
|
|
|
|
|
|
5. |
Profit
Before Interest and Exceptional Items (3+4) |
2818.100 |
2815.500 |
9532.200 |
|
|
|
|
|
|
|
6. |
Interest |
6.400 |
1.500 |
13.300 |
|
|
|
|
|
|
|
7. |
Profit
After Interest but before Exceptional Items (5-6) |
2811.700 |
2814.000 |
9518.900 |
|
|
|
|
|
|
|
8. |
Exceptional Items |
-- |
-- |
-- |
|
|
|
|
|
|
|
9. |
Profit
from Ordinary Activities before Tax (7+8) |
2811.700 |
2814.000 |
9518.900 |
|
|
|
|
|
|
|
10. |
Tax Expense |
974.500 |
899.200 |
3112.000 |
|
|
|
|
|
|
|
11. |
Net Profit
from Ordinary Activities after Tax (9-10) |
1837.200 |
1914.800 |
6406.900 |
|
|
|
|
|
|
|
12. |
Extraordinary Item (net of expense) |
-- |
-- |
-- |
|
|
|
|
|
|
|
13. |
Net
Profit for the period (11-12) |
1837.200 |
1914.800 |
6406.900 |
|
|
|
|
|
|
|
14. |
Paid-up Equity Share Capital (Face Value of Rs.10/- Each) |
954.000 |
954.000 |
954.000 |
|
|
|
|
|
|
|
15. |
Reserves Excluding Revaluation Reserve |
-- |
-- |
32574.100 |
|
|
|
|
|
|
|
16. |
Basic
and Diluted Earning Per Share (EPS) (Rs.)-Not Annualised |
|
|
|
|
|
a) Basic and diluted EPS before extraordinary items |
1.92 |
2.01 |
6.71 |
|
|
b) Basic and diluted EPS after extraordinary items |
1.92 |
2.00 |
6.69 |
|
|
|
|
|
|
|
17. |
Public
Shareholding |
|
|
|
|
|
-Number of Shares |
5403 |
5403 |
5403 |
|
|
- Percentage of Shareholding |
56.64% |
56.64% |
56.64% |
|
|
|
|
|
|
|
18. |
Promoters
and Promoter Group Shareholding |
|
|
|
|
|
a)
Pledged/Encumbered |
|
|
|
|
|
- Number of Shares |
1442 |
1251 |
1442 |
|
|
- Percentage of Shares (as a % of the Total Shareholding
of promoter and promoter group) |
34.86% |
30.24% |
34.86% |
|
|
- Percentage of Shares (as a % of the Total Share Capital
of the Company) |
15.11% |
13.11% |
15.11% |
|
|
|
|
|
|
|
|
b)
Non Encumbered |
|
|
|
|
|
- Number of Shares |
2695 |
2886 |
2695 |
|
|
- Percentage of Shares (as a % of the Total Shareholding
of Promoter and Promoter Group) |
65.14% |
69.76% |
65.41% |
|
|
- Percentage of Shares (as a % of the Total Share Capital
of the Company) |
28.25% |
30.25% |
28.25% |
|
Particulars
|
3
Months ended on March 31, 2013 |
|
Pending at the beginning of the quarter |
Nil |
|
Received during the quarter |
13 |
|
Disposed of during the quarter |
13 |
|
Remaining unresolved at the end of the quarter |
Nil |
STATEMENT OF ASSETS AND LIABILITIES
(Rs. In Millions)
|
PARTICULARS |
31.03.2013
AUDITED |
|
Equity and
liabilities |
|
|
Shareholders'
fund |
|
|
Share capital |
954.000 |
|
Reserve &
surplus |
32574.100 |
|
Sub-total - Shareholders' funds |
33528.100 |
|
Non - current
liabilities |
|
|
Long term
borrowings |
15.000 |
|
Long term
provisions |
206.300 |
|
Sub-total - Non-current liabilities |
221.300 |
|
Current
liabilities |
|
|
Trade payables |
2263.800 |
|
Other current
liabilities |
1642.700 |
|
Short term
provisions |
2254.400 |
|
Sub-total - Current liabilities |
6160.900 |
|
Total - Equity & Liabilities |
39910.300 |
|
|
|
|
Assets |
|
|
Non-current
assets |
|
|
Fixed assets |
2329.100 |
|
Non-current
investment |
5995.200 |
|
Deferred Tax
Assets |
128.300 |
|
Long term loans
& advances |
3808.600 |
|
Other
non-current assets |
0.100 |
|
Sub-total - Non-current Assets |
12261.300 |
|
Current assets |
|
|
Current
investments |
4697.200 |
|
Inventories |
9585.100 |
|
Trade
receivables |
7171.100 |
|
Cash & bank
balances |
2394.200 |
|
Short term loans
& advances |
3667.800 |
|
Other current
assets |
133.600 |
|
Sub-total - Current Assets |
27649.000 |
|
Total – Assets |
39910.300 |
NOTES
- The Board of Directors have recommended
equity dividend of Rs. 2 per equity share of Re. 1 each
- As a Special Reward to shareholders on
completion of 20 years of broadcasting business of the Company, the Board
has considered and approved distribution of about Rs 20000.000 Millions,
by way of Bonus issue of 6% Redeemable Preference Shares (‘RPS’). Based on
this decision, the Company will issue 21 (Twenty-one) RPS of Re 1 each for
every Equity Share of Re. 1 each held in the Company, through a Court
approved Scheme of Arrangement and such issuance shall be subject to other
statutory and regulatory approvals/ exemptions.
- Figures for the quarter ended March 31, 2013
and March 31, 2012 are the balancing figures between the audited figures
in respect of the full financial year and published year to date figure up
to the third quarter of the relevant financial year
- Previous period/year figures have been
regrouped wherever necessary.
- The Company mainly operates only in one
segment namely “Content and Broadcasting” and hence segment details are
not published.
- The above audited financials results have been
reviewed by the Audit Committee and approved by the Board of Directors in
their meeting held on May 22, 2013.
- The Register of Members and Share Transfer
books of the Company will remain closed from July 13, 2013 to July 19,
2013 (both days inclusive) for the purpose of dividend and AGM.
WEBSITE DETAILS
PRESS RELEASE
BCCI
GUILTY OF EXPLOITING DOMINANT POSITION; BLACKLISTING OF ZEE HELD TO BE ILLEGAL
Mumbai, November 16, 2012: In a severe
censure against the conduct of cricketing activities by the BCCI, an Arbitral
Tribunal consisting eminent Jurists, Justice A.S. Anand (Retd.), Former Chief
Justice of India; Justice Y.K. Sabharwal (Retd.), Former Chief Justice of India
and Justice B.N. Srikrishna (Retd.), Former Judge, Supreme Court of India, has
held that the BCCI is guilty of "exploiting its dominant position"
in respect of game of cricket in India and has also held the BCCI guilty of
unfair conduct against ZEE. The tribunal has held that ZEE was treated unfairly
in its commercial contracts, due to the launch of the Indian Cricket League and
was illegally blacklisted.
The Award was passed in favour of Zee Entertainment Enterprises Limited (ZEE)
holding that BCCI was guilty of breaching its contract with ZEE and that ZEE
was entitled to damages on all counts including loss of goodwill, loss of
profit and also refund of security deposit with interest. The Tribunal passed
an award of approximately Rs. 140 crores to be paid by BCCI to ZEE by 1st
December, 2012, failing which the amount would carry interest at 11% p.a. till
payment.
Punit Goenka, Managing
Director and CEO, ZEE commented, "ZEE welcomes the Award
handed over to it by an eminent panel of jurists. This award is towards
recovery of the losses that we have incurred in the sports business in the
past. We continue to remain committed to our sports business in the long
term."
This dispute pertains to an Agreement executed in April 2006 between BCCI and
ZEE whereby ZEE was granted the exclusive media rights to telecast all ODIs to
be held between India and any other country in any neutral territory outside
India for a period of 5 years. This Agreement was terminated illegally and
invalidly by BCCI in May 2007 around the time of launch of the Indian Cricket
League (ICL) by the Essel Group resulting in ZEE invoking arbitration for
wrongful termination of the contract.
The termination of the Agreement by BCCI after the series held in Abu Dhabi and
the tri-series held in Malaysia was termed by the Hon’ble Tribunal as
"clearly illegal and invalid". In fact the Hon’ble Tribunal mentions
in the Award that "we are of the view that breach of agreement dated
12.04.2006 was committed by BCCI and not by the Claimant" (ZEE).
While passing the Award, the Hon’ble Tribunal observed that, "It appears
from the material on the record that BCCI took the action of termination of
claimants rights under Agreement dated 12.4.2006 on account of Claimant
launching of ICL and not for reasons made out in its letter of termination".
The Award further goes on to state that "To us it seems that BCCI was
exploiting its dominating position in respect of game of cricket in
India".
The Award amount of approximately Rs. 1400.000 Millions payable by BCCI to ZEE
includes the Security Deposit of Rs. 300.000 Millions with interest @11% p.a.
from 31st May, 2007, loss of profit, loss of goodwill, etc. The Hon’ble
Tribunal also observed that the BCCI blacklisting of ZEE (and its
group/affiliate companies) from participating in any bidding process of BCCI was
"clearly illegal".
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
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. 56.74 |
|
|
1 |
Rs. 88.53 |
|
Euro |
1 |
Rs. 75.20 |
INFORMATION DETAILS
|
Information
Gathered by : |
SVA |
|
|
|
|
Report Prepared
by : |
DPT |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
7 |
|
PAID-UP CAPITAL |
1~10 |
7 |
|
OPERATING SCALE |
1~10 |
7 |
|
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 |
NO |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
YES |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
DEFAULTER |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
67 |
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 |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.