1. Summary Information

Country

India

Company Name

DISH TV INDIA LIMITED

Principal Name 1

Mr. Subhash Chandra

Status

Satisfactory

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

Not Divulged

Product Name 2

-

Paid up capital

Rs.1,064,885,174/-

Product Name 3

-

Shareholders

Promoter and Promoter Group-70.10%, Public Shareholding-29.90%

Banking

ICICI Bank Limited

Public Limited Corp.

Yes

Business Period

25 Years

IPO

Yes

International Ins.

--

Public Enterprise

Yes

Rating

Ba (45)

Related Company

Relation

Country

Company Name

CEO

Holding Company

--

Direct Media Distribution Ventures Private Limited

--

Note

--

 

2. Summary Financial Statement

Balance Sheet as of

31.03.2013

(Unit: Indian Rs.)

Assets

Liabilities

Current Assets

7,807,700,000

Current Liabilities

17,668,000,000

Inventories

86,100,000

Long-term Liabilities

8760,200,000

Fixed Assets

14,338,500,000

Other Liabilities

6,674,300,000

Deferred Assets

0,000

Total Liabilities

33,102,500,000

Invest& other Assets

9,317,300,000

Retained Earnings

(2,617,700,000)

 

 

Net Worth

(1,552,900,000)

Total Assets

31,549,600,000

Total Liab. & Equity

31,549,600,000

 Total Assets

(Previous Year)

26,339,700,000

 

 

P/L Statement as of

31.03.2013

(Unit: Indian Rs.)

Sales

21,668,000,000

Net Profit/ (Loss)

(657,500,000)

Sales(Previous yr)

19,578,200,000

Net Profit/ (Loss) (Prev.yr)

(1,588,500,000)

 

MIRA INFORM REPORT

 

 

Report Date :

28.10.2013

 

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) :

31.03.2013

 

 

Date of Incorporation :

10.08.1988

 

 

Com. Reg. No.:

55-101836

 

 

Capital Investment / Paid-up Capital :

Rs. 1064.800 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 :

Not Divulged

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba (45)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is a part of Essel Group. It is an established company having a satisfactory track record.

 

There appears a huge accumulated losses recorded by the company during the financial year 2013.

 

However, the rating into consideration of the strong parentage of the company being a part of the Essel Group, established brand with market leadership position in Direct to Home (DTH) segment in the country backed by a strong distribution network.

 

Trade relations are reported as fair. Business is active. Payments are reported to be usually 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 – March 31st, 2013

 

Country Name

Previous Rating

(31.12.2012)

Current Rating

(31.03.2013)

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’s current account deficit or CAD in April-June widened to 4.9 % of gross domestic product. High imports of gold and oil led to a worsening of the trade deficit, resulting in CAD jumping to $ 21.8 billion to the latest quarter from $ 16.9 billion in the corresponding quarter of the previous financial year. The government aims to bring down CAD to 3.7 % or $ 70 billion, in 2013/14, from 4.8 % or $ 88.2 billion in 2012/13.

 

The finance ministry has started preparations for Budget 2014/15. With general elections scheduled to be held by May next year, there will only be an interim budget. The new government will present the fiscal Budget.

 

The Supreme Court has barred clinical trials for new drugs till a monitoring mechanism is put in place to protect the lives of people on which the drugs are tested.

 

Mumbai has been named the world’s second most honest city according to a survey on 15 cities worldwide by Readers’ Digest magazine. Finnish capital Helsinki bagged the top spot for the world’s most honest city while Lisbon, the capital of Portugal, proved to be the least honest.  The survey put hundreds of people to test in four continents to find out just how honest they were by dropping wallets and seeing how many would be returned.

 

3.7 % Growth of the core sector in August, a seven month high. This takes the overall growth in April-August this year to 2.3 % compared with 6.3 % in the corresponding period next financial year.

 

$19 million Estimated average spending by companies across the globe including India, on social media this year, according to a global study by information technology major Tata Consultancy Services. This will rise to $ 24 million in 2015.

 

Rising inflation, fewer employment avenues and dwindling earnings are taking a toll on the spending capacity in India. Over 72 % respondents from middle and lower middle income families would be forced to slash their Diwali expenditure by 40 % and on average spend nearly 25 % of their monthly salary on Diwali, according to a survey by Assochem.

 

Analysts believe the shutdown of the US government would have limited impact in sectors such as IT or tourism that are dependent on Visa clearances.

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CARE

Rating

Long term bank facilities : AA (SO)

Rating Explanation

High degree of safety and low credit risk.

Date

September 27, 2013

 

 

Rating Agency Name

CARE

Rating

Long term bank facilities : BBB

Rating Explanation

Moderate degree of safety and moderate credit risk.

Date

September 27, 2013

 

 

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

 

MANAGEMENT NON-COOPERATIVE [91-11-27156040]

 

 

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 31.03.2013

 

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 :

Mr. Eric Zinterhoter

Designation :

Independent Director

 

 

Name :

Lakshmi Chand

Designation :

Independent Director

 

 

Name :

Mr. Mintoo Bhandari

Designation :

Non Executive Nominee Director

 

 

Name :

Utsav Baijal

Designation :

Alternate Director to Mintoo Bhandari

 

 

KEY EXECUTIVES

 

Name :

Mr. Ranjit Singh

Designation :

Company Secretary

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 30.09.2013

 

Category of Shareholder

Total No. of Shares

As a %

(A) Shareholding of Promoter and Promoter Group

 

 

http://www.bseindia.com/include/images/clear.gif(1) Indian

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

648651785

66.20

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

2594150

0.26

http://www.bseindia.com/include/images/clear.gifDirectors/Promoters & their Relatives & Friends

2594150

0.26

http://www.bseindia.com/include/images/clear.gifSub Total

651245935

66.46

http://www.bseindia.com/include/images/clear.gif(2) Foreign

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

35632125

3.64

http://www.bseindia.com/include/images/clear.gifSub Total

35632125

3.64

Total shareholding of Promoter and Promoter Group (A)

686878060

70.10

(B) Public Shareholding

 

 

http://www.bseindia.com/include/images/clear.gif(1) Institutions

 

 

http://www.bseindia.com/include/images/clear.gifMutual Funds / UTI

57101766

5.83

http://www.bseindia.com/include/images/clear.gifFinancial Institutions / Banks

1099697

0.11

http://www.bseindia.com/include/images/clear.gifInsurance Companies

4600

0.00

http://www.bseindia.com/include/images/clear.gifForeign Institutional Investors

95934373

9.79

http://www.bseindia.com/include/images/clear.gifSub Total

154140436

15.73

http://www.bseindia.com/include/images/clear.gif(2) Non-Institutions

 

 

http://www.bseindia.com/include/images/clear.gifBodies Corporate

63792457

6.51

http://www.bseindia.com/include/images/clear.gifIndividuals

 

 

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital up to Rs. 0.100 Million

37392203

3.82

http://www.bseindia.com/include/images/clear.gifIndividual shareholders holding nominal share capital in excess of Rs. 0.100 Million

3017909

0.31

http://www.bseindia.com/include/images/clear.gifAny Others (Specify)

34673400

3.54

http://www.bseindia.com/include/images/clear.gifNon Resident Indians

2647353

0.27

http://www.bseindia.com/include/images/clear.gifOverseas Corporate Bodies

8883

0.00

http://www.bseindia.com/include/images/clear.gifForeign Nationals

575

0.00

http://www.bseindia.com/include/images/clear.gifTrusts

16589

0.00

http://www.bseindia.com/include/images/clear.gifForeign Corporate Bodies

32000000

3.27

http://www.bseindia.com/include/images/clear.gifSub Total

138875969

14.17

Total Public shareholding (B)

293016405

29.90

Total (A)+(B)

979894465

100.00

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

 

 

http://www.bseindia.com/include/images/clear.gif(1) Promoter and Promoter Group

0

0.00

http://www.bseindia.com/include/images/clear.gif(2) Public

85035000

0.00

http://www.bseindia.com/include/images/clear.gifSub Total

85035000

0.00

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

1064929465

100.00

 

 

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 :

Not Divulged

 

 

Bankers :

·         ICICI Bank

·         Standard Chartered Bank

·         State Bank of India

·         Yes Bank

·         Bank of India

·         Central Bank of India

·         Dena Bank

·         IDBI Bank

·         ING Vysya Bank

·         Axis Bank

 

 

Facilities :

 

SECURED LOANS

31.03.2013

(Rs. In Millions)

LONG-TERM BORROWINGS

 

From banks

 

- Term loans

1159.000

- Buyer’s credits

7301.200

From other parties

- Vehicle loans

0.000

SHORT TERM BORROWINGS

 

Loans repayable on demand

- Cash credit from bank

300.000

 

 

Total

 

8760.200

 

LONG-TERM BORROWINGS

 

Nature of security

 

a) Term loans

i) Term loans of Rs.1619.200 Millions (previous year Rs.2266.900 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 (a) all the moveable assets, present and future; (b) the balances lying in and to the credit of certain accounts and the proceeds of any investments made out of the said balances; and (c) 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 of Rs.nil (previous year Rs.125.000 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 Rs.250.000 Millions (previous year Rs.nil) is secured by (a) first pari-passu charges on consumer premises equipment (CPE), (both present and future), of the Company; (b) first paripassu charges on all current assets including stock of raw materials, semi finished and finished goods, consumable stores and spares and such other movable including book debts, bills, outstanding monies receivables (both present and future); (c) first pari-passu charges on all movable and immovable fixed assets, (both present and future); (d) assignment of insurance policies pertaining to CPE charged, current assets and movable fixed assets, of the Company. Further, a corporate guarantee is given by Direct Media Distribution Ventures Private Limited (formerly known as Dhaka Warriors Sports Private Limited), a related party in respect of this loan

 

b) Buyer’s credits

i) Buyer’s credit of Rs.4274.300 Millions (previous year Rs.3328.000 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 Direct Media Distribution Ventures Private Limited (formerly known as Dhaka Warriors Sports Private Limited), a related party

 

ii) Buyer’s credit of Rs.2129.900 Millions (previous year Rs.2003.300 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.4991.500 Millions (previous year Rs.3685.700 Millions) is secured by first pari passu charge on all present and future moveable 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.643.200 Millions) is secured by an exclusive charge on consumer premises equipment (CPE) imported under his 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

 

v) Buyer’s credit of Rs.1631.600 Millions (previous year Rs.nil) is secured by (a) first pari passu charge on consumer premises equipment (CPE) (both present and future); (b) first pari passu charges by way of hypothecation on the Company’s entire current assets which would include stocks of raw materials, semi finished and finished good, consumable stores and spares and such other movables, including books debts, bills, outstanding monies receivables (both present and future) in a form and manner satisfactory to the bank; (c) first pari passu charge on all movable fixed assets of the Company; (d) assignment of insurance policies pertaining to CPE charged, current assets and movable fixed assets.

 

vi) Buyer’s credit of Rs.1133.000 Millions (previous year Rs.nil) secured by (a) first pari-passu charges on consumer premises equipment (CPE) (both present and future); (b) first pari-passu charges on all current assets including stock of raw materials, semi finished and finished goods, consumable stores and spares and such other movable including book debts, bills, outstanding monies receivables (both present and future); (c) first pari-passu charges on all movable and immovable fixed assets (both present and future); (d) assignment of insurance policies pertaining to CPE charged, current assets and movable fixed assets. Further, a corporate guarantee is given by Direct Media Distribution Ventures Private Limited (formerly known as Dhaka Warriors Sports Private Limited), a related party in respect of this loan

 

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

a)     Loan amounting to Rs.468.800 Millions as on reporting date is payable in ten quarterly installments alongwith monthly interest at bank base rate plus 2.25 % per annum.

b)    Loan amounting to Rs.598.600 Millions as on reporting date is payable in ten quarterly installments alongwith monthly interest at bank base rate plus 1.50 % per annum.

c)     Loan amounting to Rs.312.500 Millions as on reporting date is payable in ten quarterly installments alongwith monthly interest at bank base rate plus 2.30 % per annum.

d)    Loan amounting to Rs.239.300 Millions as on reporting date is payable in ten quarterly installments alongwith monthly interest at 12.75% per annum.

 

Loan has been repaid during the year.

 

Loan amounting to Rs.250.000 Millions as on reporting date is payable in eight quarterly installments after a moratorium period of 12 months from the date of first disbursement alongwith monthly interest at bank base rate plus 2.25 % per annum.

 

Buyer’s credit comprises of several loan transactions ranging between 1.75 to 3 years of maturities. Each transaction is repayable in full on maturity dates falling between December’ 2015 (being the farthest) and September’ 2013 (being the closest). Interest on all Buyer’s Credit is payable in half yearly installments ranging from Libor plus 45 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 the farthest) and June’ 2013 (being the 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 1.75 to 3 years of maturities. Each transaction is repayable in full on maturity dates, falling between November’ 2015 (being the farthest) and August’ 2013 (being the closest). Interest on Rs.3306.400 Millions buyer’s credit is payable in half yearly installments ranging from Libor plus 45 bps to Libor plus 350 bps. Interest on Rs.1685.100 Millions buyer’s credit is payable in yearly installments ranging from Libor plus 157 bps to Libor plus 165 bps.

 

Loan has been repaid during the current year.

 

Buyer’s credit comprises of several loan transactions ranging between 1.75 to 3 years of maturities. Each transaction is repayable in full on maturity dates, falling between January’ 2016 (being the farthest) and April’ 2014 (being the closest). Interest on all buyer’s credit is payable in half yearly installments ranging from Libor plus 165 bps to Libor plus 250 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 December’ 2015 (being the farthest) and Sep’ 2015 (being the closest). Interest on all buyer’s credit is payable in yearly installments ranging from Libor plus 155 bps to Libor plus 165 bps.

 

Balance aggregating Rs.0.200 Million as at reporting date is repayable in 7 equated monthly installments.

 

 

SHORT TERM BORROWINGS

 

Nature of security

 

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

 

ii) Short-term loan from bank is 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% per annum.

 

 

 

SECURED LOANS

31.03.2012

(Rs. In Millions)

LONG-TERM BORROWINGS

 

Term loans

1619.200

Buyer’s credits

8574.100

Vehicle loans

0.000

Interest accrued and due

0.000

Vehicle loans

0.200

Loans repayable on demand - Cash credit from banks

200.000

Other loans - Short term loans from bank

500.000

 

 

Total

 

10893.500

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

BSR and Company

Chartered Accountants

Address :

Gurgaon, Haryana, India

 

 

Holding company:

Direct Media Distribution Ventures Private Limited (formerly known as Dhaka Warriors Sports Private Limited) (with effect from 26 December 2011 upto 30 March 2013)

 

 

Subsidiary companies:

·         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’)}

·         Digital Network Distribution PTE Limited. (formerly known as Dish TV Singapore Pte Limited)

·         Dish TV Lanka (Private) Limited (with effect from 25 April 2012)

 

 

Enterprises over which key

Management personnel/ their relatives have significant influence:

·         Agrani Convergence Limited

·         ASC Telecommunication Private Limited (formerly known as ASC

·         Telecommunication Limited)

·         Asia Today Limited

·         Churu Trading Company Private Limited

·         Cyquator Media Services Private Limited/ Essel Business Processes Limited

·         (referred to as Cyquator) (w.e.f. 1 June 2011)

·         Dakshin Media Gamming Solutions Private Limited

·         Diligent Media Corporation Limited

·         E-City Property Management & Services Private Limited

·         E-City Bioscope Entertainment Private Limited

·         Essel Agro Private Limited

·         Essel Corporate Resources Private Limited

·         Essel Infraprojects Limited

·         Essel International Limited

·         Interactive Finance and Trading Services Private Limited.

·         ITZ Cash Card Limited

·         Media Pro Enterprise India Private Limited

·         PAN India Network Infravest Private Limited

·         PAN India Network Limited

·         PAN India Paryatan Private Limited

·         Procall Private Limited

·         Rama Associates Limited

·         Siti Cable Network Limited (formerly known as Wire and Wireless (India)

·         Limited)

·         Taj Television India Private Limited

·         Taj TV Limited

·         Zee Akash News Private Limited

·         Zee Entertainment Enterprises Limited

·         Zee News Limited

·         Zee Turner Limited

·         ZEE Telefilms Middle East Fz LLC

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2013

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,500,000,000

Equity Shares

Re. 1/- each

Rs. 1500.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

1,064,662,247

Equity Shares

Re. 1/- each

Rs. 1064.700 Millions

222,928

Issued, subscribed, but not fully paid-up

Equity Shares

Re. 1/- each

Rs. 0.200 Million

 

Less: Calls in Arrears (other than from directors/ officers)

 

Rs. 0.100 Million

 

Total

 

Rs. 1064.800 Millions

 

Footnotes:

 

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

 

 

31.03.2013

31.03.2012

Shares at the beginning of the year

1,064,423,875

1,063,976,535

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

461,300

447,340

Shares at the end of the year

1,064,885,175

1,064,423,875

 

b) 22,314 (previous year 2,062,513) equity shares of Re.1 each, Re.0.75 paid up

200,614 (previous year 659,922) 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

31.03.2013

31.03.2012

Direct Media Distribution Ventures Private Limited (formerly known as Dhaka Warriors Sports Private Limited) *

--

--

637,212,260

59.86%

 

* 481,786,397 number of equity shares comprising of 45.24% holding in the Company as at 31 March 2013

 

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

 

Name

31.03.2013

 

Number of

shares

% holding in

the Company

Direct Media Distribution Ventures Private Limited (formerly known

as Dhaka Warriors Sports Private Limited)

481,786,397

45.24%

Deutsche Bank Trust Company Americas [footnote f(iii)]

85,035,000

7.99%

Direct Media Solutions Private Limited

155,425,863

14.60%

 

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

 

1)     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.

2)     1,477,780 (previous year 1,016,480) equity shares of Re.1 each, fully paid up, issued to the employees, under Employee Stock Option Plan, i.e., ESOP 2007.

3)     85,035,000 (previous year 117,035,000) equity shares of Re.1 each, fully paid up, for underlying 85,035 nos. (previous year 117,035 nos.) Global Depository Receipts (GDR). Each GDR represents 1,000 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

 

 

 

31.03.2013

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

 

 

1064.800

(b) Reserves & Surplus

 

 

(2617.700)

(c) Money received against share warrants

 

 

0.000

 

 

 

 

(2) Share Application money pending allotment

 

 

0.000

Total Shareholders’ Funds (1) + (2)

 

 

(1552.900)

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

 

 

8460.200

(b) Deferred tax liabilities (Net)

 

 

0.000

(c) Other long term liabilities

 

 

1504.200

(d) long-term provisions

 

 

127.400

Total Non-current Liabilities (3)

 

 

10091.800

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

 

 

300.000

(b) Trade payables

 

 

2137.400

(c) Other current liabilities

 

 

14026.400

(d) Short-term provisions

 

 

6546.900

Total Current Liabilities (4)

 

 

23010.700

 

 

 

 

TOTAL

 

 

31549.600

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

 

 

14273.400

(ii) Intangible Assets

 

 

65.100

(iii) Capital work-in-progress

 

 

6535.200

(iv) Intangible assets under development

 

 

0.000

(b) Non-current Investments

 

 

0.300

(c) Deferred tax assets (net)

 

 

0.000

(d)  Long-term Loan and Advances

 

 

654.600

(e) Other Non-current assets

 

 

97.000

Total Non-Current Assets

 

 

21625.600

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

 

2781.800

(b) Inventories

 

 

86.100

(c) Trade receivables

 

 

303.600

(d) Cash and cash equivalents

 

 

3621.000

(e) Short-term loans and advances

 

 

3077.800

(f) Other current assets

 

 

53.700

Total Current Assets

 

 

9924.000

 

 

 

 

TOTAL

 

 

31549.600

 

 

SOURCES OF FUNDS

 

 

31.03.2012

31.03.2011

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

1063.600

1062.976

2] Share Application Money

 

0.000

0.000

3] Reserves & Surplus

 

0.000

15314.034

4] (Accumulated Losses)

 

(2001.800)

(15749.589)

NETWORTH

 

(938.200)

627.421

LOAN FUNDS

 

 

 

1] Secured Loans

 

10893.500

10762.716

2] Unsecured Loans

 

1250.000

0.000

TOTAL BORROWING

 

12143.500

10762.716

DEFERRED TAX LIABILITIES

 

0.000

0.000

 

 

 

 

TOTAL

 

11205.300

11390.137

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

14203.500

13637.174

Capital work-in-progress

 

3884.300

4580.308

 

 

 

 

INVESTMENT

 

1500.000

2001.500

DEFERRED TAX ASSETS

 

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 
68.800
44.402

 

Sundry Debtors

 
286.100
215.377

 

Cash & Bank Balances

 
3851.300
3201.862

 

Other Current Assets

 
152.300
19.025

 

Loans & Advances

 
2393.400
3168.450

Total Current Assets

 
6751.900
6649.116

Less : CURRENT LIABILITIES & PROVISIONS

 
 

 

 

Sundry Creditors

 
794.900
5455.533

 

Other Current Liabilities

 
9340.900
7015.625

 

Provisions

 
4998.600
3006.803

Total Current Liabilities

 
15134.400
15477.961

Net Current Assets

 
(8382.500)
(8828.845)

 

 

 

 

MISCELLANEOUS EXPENSES

 

0.000

0.000

 

 

 

 

TOTAL

 

11205.300

11390.137

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2013

31.03.2012

31.03.2011

 

SALES

 

 

 

 

 

Revenue from operations

21668.000

19578.200

14365.518

 

 

Other Income

512.000

385.900

880.295

 

 

TOTAL                                     (A)

22180.000

19964.100

15245.813

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Purchases of stock-in-trade

92.000

73.700

--

 

 

Changes in inventories of stock-in-trade

(17.300)

(24.400)

--

 

 

Operating expenses

11080.600

9975.300

7858.097

 

 

Employee benefits expense

821.700

709.800

--

 

 

Selling and distribution expenses

3036.400

2909.300

2847.076

 

 

Other expenses

859.400

950.900

--

 

 

Exceptional items

(594.400)

0.000

--

 

 

Cost of Traded Goods

--

--

22.650

 

 

Personnel Cost

--

--

566.423

 

 

Administration and Other Expenses

--

--

683.069

 

 

TOTAL                                     (B)

15278.400

14594.600

11977.315

 

 

 

 

 

Less

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

6901.600

5369.500

3268.498

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

1283.600

1778.000

1511.374

 

 

 

 

 

 

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

5618.000

3591.500

1757.124

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

6275.500

5180.000

3654.029

 

 

 

 

 

 

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

(657.500)

(1588.500)

(1896.905)

 

 

 

 

 

Less

TAX                                                                  (H)

0.000

0.000

0.000

 

 

 

 

 

 

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

(657.500)

(1588.500)

(1896.905)

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Interest income

108.900

93.800

42.246

 

 

Bandwidth charges

60.100

10.900

22.334

 

 

Subscription income

946.900

58.500

0.000

 

 

Others

0.500

0.300

0.000

 

TOTAL EARNINGS

1116.400

163.500

64.580

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Components and spare parts

35.800

21.800

27.947

 

 

Capital equipments

6238.200

4792.600

7550.458

 

 

Others

0.000

13.800

4.536

 

TOTAL IMPORTS

6274.000

4828.200

7582.941

 

 

 

 

 

 

Earnings/ (Loss) Per Share (Rs.)

(0.62)

(1.49)

(1.79)

 

 

QUARTERLY RESULTS

 

PARTICULARS

 

 

30.06.2013

30.09.2013

Type

 

1st Quarter

2nd Quarter

Net Sales

 

5783.800

5925.800

Total Expenditure

 

4566.600

4446.900

PBIDT (Excl OI)

 

1217.200

1478.900

Other Income

 

277.300

210.500

Operating Profit

 

1494.500

1689.400

Interest

 

354.400

345.000

Exceptional Items

 

0.000

0.000

PBDT

 

1140.100

1344.400

Depreciation

 

1443.800

1504.400

Profit Before Tax

 

(303.700)

(160.000)

Tax

 

0.000

0.000

Provisions and contingencies

 

0.000

0.000

Profit After Tax

 

(303.700)

(160.000)

Extraordinary Items

 

0.000

0.000

Prior Period Expenses

 

0.000

0.000

Other Adjustments

 

0.000

0.000

Net Profit

 

(303.700)

(160.000)

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2013

31.03.2012

31.03.2011

PAT / Total Income

(%)

(2.96)
(7.96)

(12.44)

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

(3.03)
(8.11)

(13.20)

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(2.63)
(7.58)

(9.35)

 

 

 
 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.42
1.69

(3.02)

 

 

 
 

 

Debt Equity Ratio

(Total Debt/Networth)

 

(5.64)
(12.94)

17.15

 

 

 
 

 

Current Ratio

(Current Asset/Current Liability)

 

1.37
0.45

0.43

 

 

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

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)

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

Yes

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

 

 

INDEX OF CHARGES

 

S.NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

10435500

13/05/2013

1,000,000,000.00

ING VYSYA BANK LIMITED

MITTAL TOWERS, A-WING, GROUND FLOOR, 210 NARIMAN POINT, MUMBAI - 400021, MAHARASHTRA, INDIA

B79044798

2

10388949

02/11/2012

1,500,000,000.00

YES BANK LIMITED

9TH FLOOR, NEHRU CENTRE, DISCOVERY OF INDIA, DR. ANNIE BESANT ROAD, WORLI, MUMBAI - 400018, MAHARASHTRA, INDIA

B62931530

3

10373750

22/11/2012 *

1,000,000,000.00

YES BANK LIMITED

9TH FLOOR, NEHRU CENTRE, DISCOVERY OF INDIA, DR. ANNIE BESANT ROAD, WORLI, MUMBAI - 400018, MAHARASHTRA, INDIA

B64329436

4

10359776

07/06/2012

2,000,000,000.00

ICICI BANK LIMITED

LANDMARKRACE COURCE CIRCLE, ALKAPURI, BARODA - 390015, GUJARAT, INDIA

B41271305

5

10283722

13/04/2011

400,000,000.00

ING VYSYA BANK LIMITED

MITTAL TOWERS, A-WING, GROUND FLOOR, 210 NARIMAN POINT, MUMBAI - 400021, MAHARASHTRA, INDIA

B11969169

6

10270118

27/09/2011 *

5,000,000,000.00

IDBI BANK LIMITED

IDBI TOWER, WTC COMPLEX, CUFFE PARADE, MUMBAI - 400005, MAHARASHTRA, INDIA

B23631229

7

10264934

11/01/2011

1,840,000,000.00

IDBI TRUSTEESHIP SERVICES LIMITED

ASIAN BLDG., GROUND FLOOR, 17, R.KAMANI MARG, BALLARD ESTATE, MUMBAI - 400001, MAHARASHTRA, INDIA

B04833174

8

10256608

01/11/2012 *

5,700,000,000.00

AXIS BANK LIMITED

B - 2 & B - 3, SECTOR 16, NOIDA - 201301, UTTAR PRADESH, INDIA

B63043855

9

10140082

03/05/2012 *

510,000,000.00

STATE BANK OF INDIA

COMMERCIAL BRANCH, NGN VAIDYA MARG, HORNIMAN CIRCLE, FORT, MUMBAI - 400021, MAHARASHTRA, INDIA

B40433138

10

10110906

10/07/2008

3,000,000,000.00

IDBI TRUSTEESHIP SERVICES LIMITED

ASIAN BLDG., GROUND FLOOR, 17, R.KAMANI MARG, BALLARD ESTATE,, MUMBAI - 400001, MAHARASHTRA, INDIA

A41439159

11

90225174

09/01/2002

10,000,000.00

CANARA BNAK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

12

90225162

08/11/2001 *

10,000,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

13

90225160

07/11/2003 *

1,100,000,000.00

ICICI BANK LIMITED

ICICIBANK TOWER BANDRA KUDA COMPLEX, MUMBAI - 400051, MAHARASHTRA, INDIA

-

14

90225096

30/08/2000

10,000,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

15

90225062

28/02/2000

700,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

16

90225058

02/02/2000

400,000.00

CANARA BNAK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

17

90225023

22/07/1999

5,000,000.00

CANARA BNAK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

18

90224977

27/12/1998 *

10,000,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

19

90224927

27/02/1998 *

10,000,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

20

90224894

27/02/1998 *

10,000,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

21

90224802

12/04/1997

210,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

22

90224787

24/02/1997

450,000.00

CANARA BANK

KESHAVPURAM, NEW DELHI - 110035, INDIA

-

 

* Date of charge modification

 

 

UNSECURED LOANS

 

UNSECURED LOANS

31.03.2012

(Rs. In Millions)

SHORT TERM BORROWINGS

 

Loan from a related party repayable on demand

1250.000

 

 

Total

 

1250.000

 

 

BACKGROUND

 

Subject 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 customers through Consumer Premise Equipment (CPE), used for receiving and broadcasting DTH signals to the subscriber.

 

 

BUSINESS OVERVIEW

 

The year continued to bring strength to the Company with constant acquisition of Subscribers and the Digitization yielding expected results. The Broadcasting and Distribution Industry gained momentum in the year with large number of HD Channels becoming available to the consumers. Over the years, Dish TV has carved a niche for itself on account of its adaptability to the state of the art technology, variety of content, affordable offerings and quick response to the consumers. Dish TV is aiming at growth in revenue and subscriber base inter alia on account of provision of customer oriented support service, highest number of Hi-Definition channels and services, premium on demand services for niche content and latest international movie channels.

 

The favorable demographic pattern and constant rise in the net disposable income is also driving major change in the Media and Entertainment Industry, more particularly, the ever growing pay TV Industry. The quality and veracity of contents is also improving with the increased demand, desire and expectations of the consumers. The rise in education level and increased expectations mainly because of the access to international media, internet and social networking platforms is also driving the Industry. The consumer of today is more evolved, tech savvy, broadband oriented and is willing to go places to satiate his demand for content. Fortunately, Indian Broadcast Industry has moved in tandem with such change in the consumer behavior.

 

The Government of India is participating actively in the overall digitization process pushing the entire category towards achieving the objective of complete digitization. The wide buzz and noise created by the stakeholders of media Industry has helped the cause, however the digitization process needs to grow faster to accomplish the desired aim.

 

The year gone by has been the most opportunistic and challenging for the Digital Broadcast Industry. The mandate of digitization set open a gigantic market of analog users waiting to get digitized across top 42 cities. Aggressive play by digital cable systems was witnessed wherein Direct-to-Home (‘DTH’) clearly went on establishing itself as the most preferred choice for digital viewing of pay television content.

 

Out of the approximately 60 Mn installed base of digital connections, substantial number of connections have become part of the DTH category. Dish TV strategy was encompassed keeping in mind these challenges as well as maximizing the opportunity for DTH, presented by the Digital Addressable Systems (‘DAS’) mandate of the Government of India. To spearhead the DTH advantage, Dish TV with a well crafted insight re-positioned the brand in the space of passion for entertainment; tapping into consumers who are passionate about their dose of entertainment and establish Dish TV as an endpoint for all TV entertainment needs.

 

With consumers seeking maximum value for their money, the Company brought forth unparalleled offerings in form of lucrative entry offers, schemes like 70+ channels free for Lifetime, cash back offers to ensure best competitive advantage. Carrying forward the spirit of innovation and leadership, Dish TV unveiled its Standard Definition Box with Recorder, thus redefining the recorder category.

 

The Company with focused enhancement in the pillars of Content, Service and Technology continued to gain significant edge over the competition prevailing in the DTH Industry. To ensure maximum coverage and visibility around the digitization wave, incremental steps were made on ground and in–shops. Dish TV carried expansion in service infrastructure across India to cater to the massive demand and providing quick service support to the customers.

 

With a robust sales and distribution network, Dish TV ensured strong foothold in retail outlets combined with an All India Service Network. In a service driven Industry, it is also pivotal for a Company to enhance the existing subscriber experience by constantly designing and offering services that match their dynamic needs. The strategy was to position Dish TV as a service led brand with the objective of meeting customer delight. With this endeavor, the Company introduced an exclusive Dish delight program to recognize its valuable subscriber base and benefit them with unique privileges such as Free relocation, Free upgrade, Express queue etc.

 

The challenges to the DTH Industry includes successful implementation of the Digitization process in phased manner, availability of satellite capacity due to ever rising demand of the content, competitive intensity, reasonable growth in Average Revenue Per User (‘ARPU’) and reasonable taxation structure.

 

 

SUBSIDIARY OPERATIONS

 

SUBSIDIARY IN SINGAPORE

 

During the year, the name of Dish TV Singapore Pte. Limited, which was the Company’s Wholly Owned Subsidiary (‘WOS’) in Singapore, was changed to Digital Network Distribution Pte. Limited on March 12, 2013.

 

Further, upon approval of the Board, the shareholding of the Company in Digital Network Distribution Pte. Limited (earlier known as Dish TV Singapore Pte. Limited) was divested consequent to which Digital Network Distribution Pte. Limited has ceased to be Subsidiary of the Company with effect from April 1, 2013. The said divestment was carried out in accordance with the provisions of Foreign Exchange Management (Transfer or issue of any Foreign Security), Regulations, 2004 and other applicable guidelines.

 

 

SUBSIDIARY IN SRI LANKA

 

During the year, the Company, upon the approval of Board of Directors, incorporated a Joint Venture (‘JV’) Company with Satnet (Private) Limited, a DTH license holder in Sri Lanka, in the name and style of Dish T V Lanka (Private) Limited on April 25, 2012 with a paid up share capital of 1 million Sri Lankan Rupees. The Company holds 70% in the JV Company and Satnet (Private) Limited holds 30% in the said JV Company. The Company and Satnet (Private) Limited had entered into a JV agreement on April 24, 2012.

 

The Ministry of Corporate Affairs, Government of India had 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 Subsidiaries of the Company as on March 31, 2013 viz. Digital Network Distribution Pte. Limited and Dish TV Lanka (Private) Limited are not being attached with the Annual Report of the Company and the specified financial highlights of these Subsidiary Companies are disclosed in the Annual Report, as part of the Consolidated Financial Statements of the Company. The audited Annual Accounts and related information of the Subsidiaries will be made available, upon request and shall also be open for inspection at the Registered Office of the Company, by any Shareholder.

 

As required under the Accounting Standard AS 21 – ‘Consolidated Financial Statements’, issued by the Institute of Chartered Accountants of India (‘ICAI’) and applicable provisions of the 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 in these Companies are included in this Annual Report.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

OVERVIEW

 

The year gone by has been the most opportunistic and challenging for the Digital Broadcast Industry. The mandate of digitization set open a gigantic market of analog users waiting to get digitized across Top 42 cities. Aggressive play by digital cable systems was witnessed wherein DTH clearly went on establishing itself as the most preferred choice for digital viewing of pay television content. Out of the approximately 60 Million installed base of digital connections, substantial number of connections have become part of the DTH category.

 

Dish TV’s strategy was encompassed keeping in mind these challenges as well as maximizing the opportunity for DTH presented by the DAS mandate of the Government of India. The Company continued to be in the forefront of digitization achieving a substantial part of the DTH subscribers in the Phase I digitization markets of Delhi, Kolkata, Chennai and Mumbai. Their strategy has been to deliver sensible growth with long term profitability as the ultimate objective. They have been able to achieve their objective of sustainable growth through sustained consumer delight based on better offerings - product as well as services. It has been their endeavor to maximize consumer value proposition thereby leading to better acquisitions as well as earnings.

 

The Company continued to lead the way in innovation by launching India’s first Standard Definition Recorder at an affordable price to the consumer. This Standard Definition Recorder is a unique product which brings the benefit of recording to the mass consumers for the first time and was enthusiastically lapped up by the consumers.

 

During the year the Company also took the initiative to roll out its service network Pan India from a presence in around 200 cities earlier. This move represents significant steps by the Company in putting the customer first and will dramatically improve their service quality across all pop strata and across income groups.

 

The Company continues to expand its distribution footprint and now reaches over a 100000 outlets for Set Top Boxes and the customers can recharge from over 25,000 outlets nationally. In keeping pace with the changing technological trends, the Company has made available payment solution for recharge through the Interbank Mobile Payment Service (IMPS). This will allow customers to easily recharge their subscription using a simple mobile phone. They continue to work to expand the availability of recharge facilities for their customers both directly and through third parties so that their customers have recharge facilities available anytime and anywhere. They continue to believe that continuous process improvement, better technology, focus on end-to-end customer experience management and evolving exclusive techniques to combat intense competition will continue to drive the Company towards new heights and glory.

 

 

UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS PERIOD ENDED 30 SEPTEMBER 2013

 

(Rs. in Millions)

Particulars

Quarter-ended

Six months period-ended

 

Unaudited

Unaudited

Unaudited

Income from operations

30.09.2013

30.06.2013

30.09.2013

1. a) Net sales/ income from operations

5896.800

5764.900

11661.700

b) Other operating income

29.000

18.900

47.900

Total income from operations (net)

5925.800

5783.800

11709.600

2. Expenses

 

 

 

a) Purchase of stock-in-trade

13.600

31.000

44.600

b) Changes in inventories of stock-in-trade

(0.300)

(1.600)

(1.900)

c) Employee benefits expense

223.400

241.900

465.300

d) Depreciation and amortization expense

1504.400

1443.800

2948.200

e) Programming/ content and other costs

1864.500

1915.500

3780.000

f) License fees

619.500

601.400

1220.900

g) Other operating costs

689.400

629.200

1318.600

h) Selling and distribution expenses

 

 

 

i) Commission

429.600

396.900

826.500

ii) Other selling and distribution expenses

307.600

503.200

810.800

i) Other expenses

299.600

249.100

548.700

Total expenses

5951.300

6010.400

11961.700

3. Profit / (loss) from operations before other income, finance costs and exceptional items (1-2)

(25.500)

(226.600)

(252.100)

4. Other income

210.500

277.300

487.800

5. Profit / (loss) from ordinary activities before finance costs and exceptional items (3+4)

185.000

50.700

235.700

6. Finance costs

345.000

354.400

699.400

7. Profit / (loss) from ordinary activities after finance costs but before exceptional items (5-6)

(160.000)

(303.700)

(463.700)

8. Exceptional items

--

--

--

9. Profit / (loss) from ordinary activities before tax (7+8)

(160.000)

(303.700)

(463.700)

10. Tax expense/ (write back)

--

--

--

11. Net profit / (loss) from ordinary activities after tax (9-10)

(160.000)

(303.700)

(463.700)

12. Extraordinary item

--

--

--

13. Net profit / (loss) for the period (11-12)

(160.000)

(303.700)

(463.700)

14. Paid-up equity share capital (Face value Re. 1) (#)

1064.900

1064.900

1064.900

15. Reserves (excluding revaluation reserves, if any)

 

 

 

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

(0.15)

(0.29)

(0.44)

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

(0.15)

(0.29)

(0.44)

Part II

 

 

 

A) Particulars of shareholding

 

 

 

1. Public shareholding

 

 

 

Number of equity shares of Re.1 each

378,051,405

388,180,905

378,051,405

Percentage of shareholding

 

 

 

Calculated on total number of issued shares

35.50

36.45

35.50

Calculated on the paid-up capital

35.50

36.45

35.50

2. Promoters and promoter group shareholding (calculated on total number of issued shares)

 

 

 

a) Pledged / encumbered

 

 

 

i) Number of shares

454,682,886

441,517,886

454,682,886

ii) Percentage of shares (% of the total shareholding of promoters and promoter group)

66.20

65.24

66.20

iii) Percentage of shares (% of the total share capital of the company)

42.70

41.46

42.70

b) Non-encumbered

 

 

 

i) Number of shares

232,195,174

235,229,174

232,195,174

ii) Percentage of shares (% of the total shareholding of promoters and promoter group)

33.80

34.76

33.80

iii) Percentage of shares (% of the total share capital of the company)

21.80

22.09

21.80

 

See accompanying notes to the financial results.

 

Particulars

Quarter ended

 

30.09.2013

B) Investor complaints

Pending at the beginning of the quarter

Received during the quarter

Disposed of during the quarter

Remaining unresolved at the end of the quarter

 

--

5

5

--

 

 

# Comprises 1,064,877,270 (1,064,875,649 shares as on 30 June 2013, 1,064,662,247 as on 31 March 2013, 1,061,993,633 as on 30 September 2012) fully paid up equity shares of Re. 1 each ; 22,193 (22,314 shares as on 30 June 2013, 22,314 as on 31 March 2013, 2,061,858 as on 30 September 2012) partly paid up equity shares of Re. 0.75 each; and 30,002 (30,002 shares as on 30 June 2013, 200,614 as on 31 March 2013, 659,824 as on 30 September 2012) partly paid up equity shares of Re. 0.50 each.

 

 

STATEMENT OF ASSETS AND LIABILITIES AS AT 30 SEPTEMBER 2013

 

(Rs. in Millions)

Particulars

Standalone

 

As at 30.09.2013

 

Unaudited

A. Equity and liabilities

 

1. Shareholders' funds

 

(a) Share capital

1064.900

(b) Reserves and surplus

(3076.500)

Sub-total - shareholders' funds

(2011.600)

2. Non-current liabilities

 

(a) Long-term borrowings

8574.600

(b) Other long term liabilities

1593.500

(c) Long-term provisions

145.500

Sub-total - non-current liabilities

10313.600

3. Current liabilities

 

(a) Short-term borrowings

 

(b) Trade payables

1906.700

(c) Other current liabilities

14036.900

(d) Short-term provisions

6889.000

Sub-total - current liabilities

22832.600

Total equity and liabilities

31134.600

B. Assets

 

1. Non-current assets

 

(a) Fixed assets

20433.300

(b) Non-current investments

0.300

(c) Long-term loans and advances

629.800

(d) Other non-current assets

56.500

Sub-total - non-current assets

21119.900

2. Current assets

 

(a) Current investments

2000.000

(b) Inventories

88.000

(c) Trade receivables

332.700

(d) Cash and cash equivalents

4239.100

(e) Short-term loans and advances

3339.000

(f) Other current assets

15.900

Sub-total - current assets

10014.700

Total assets

31134.600

 

 

Notes to financial results for the quarter ended 30 September 2013

 

1.     The above financial results for the quarter and six months period ended 30 September 2013 have been reviewed by the Audit Committee and were approved by the Board of Directors in their meeting held on 23 October 2013.

 

2.     The Statutory Auditors of the Company have carried out a Limited Review of the above financial results for the quarter and six months period ended 30 September 2013 and a modified opinion has been issued in respect of CPE rentals (refer note 3 below). The report of statutory auditors is being filed with BSE Limited and National Stock exchanges and is also available on the Company's.

 

3.     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 CPEs in the form of rental was being recognized over a period of three years from the activation date. Such practice, with effect from 1 April 2012, has been changed to five years in respect of CPEs activated on or after 1 April 2012. The impact in relation to the other CPEs installed before 01 April 2012 has not been ascertained.

 

4.     a). The Company's net-worth as at 30 September 2013 is 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, sanctioned credit facilities from lenders and bank deposits to adequately meet its obligations.

 

b). The Company's DTH license was valid upto 30 September 2013. The Company has, before the expiry of the license, approached the relevant authorities, who have extended the validity for an interim period till the time final policy with regard to the terms and conditions for renewal of DTH license are laid down by the Government. The Company has given an understanding that they shall comply with that policy during the interim period and any financial obligations arising from the change in policy shall be honoured by the Company. According to us, no significant financial adjustment is expected in this regard.

 

5.     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 2013 which is in line with revised utilisation schedule approved by the Board of Directors. The unutilised amount as on 30 September 2013 is Rs. 1500.000 Millions.

 

6.     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".

 

7.     Upto the quarter ended 30 June 2012, the exchange differences arising from foreign currency borrowing to the extent that they were regarded as an adjustment to interest cost, were treated as borrowing cost in terms of AS -16, "Borrowing Costs". During the quarter ended 30 September 2012, pursuant to a clarification dated 9 August 2012 from the MCA, the Company changed the accounting policy w.e.f. from 1 April 2011, to treat the same as "foreign exchange fluctuation", to be accounted as per AS - 11 "Effects of Changes in Foreign Exchange Rates", instead of AS -16 "Borrowing Costs". This change has resulted into reversal of finance cost of Rs. 706.800 Millions for the financial year 2011-12 and increase in depreciation by Rs. 112.400 Millions for the financial year 2011-12.The aforesaid change, resulting in net gain of Rs. 594.400 Millions for the financial year 2011-12, has been shown as 'exceptional items' in the financial results.

 

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

 

 

CONTINGENT LIABILITIES:

 

Particulars

31.03.2013

(Rs. In Millions)

31.03.2012

(Rs. In Millions)

Claims against the Company not acknowledged as debt

48.300

48.300

Income-tax

265.200

265.200

Sales tax and Value Added tax

104.600

116.900

Customs duty

79.500

79.500

Service tax

572.100

16.700

Wealth tax

0.200

0.100

Entertainment tax

127.900

124.400

Legal cases including from customers against the Company

Unascertained

Unascertained

 

b) During the year ended 31 March 2011, the Company received a demand notice for income tax and interest thereon aggregating Rs.405.600 Millions in relation to an earlier year. During the previous year, the assessing authority had reduced the demand to Rs.264.200 Millions on the basis of application for rectification filed by the Company. The Company deposited Rs.40.000 Millions during the previous year; and deposited additional amount of Rs.33.000 Millions during the year. The matter pertains to alleged 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. During the current year, the Company had submitted with the tax authorities the requisite supporting documents/ clarification from vendors. The Company, supported by legal view in the matter, is of the view that outcome of the litigation will not have significant impact on the financial statements.

 

c) The Company has received notices in various States on applicability of Entertainment Tax, for which no demands have been received. The Company has contested these notices at various Appellate Forums/Courts and the matter is subjudice.

 

 

 

FIXED ASSETS:

 

Tangible Assets

·         Plant and machinery

·         Consumer premises equipment

·         Computers

·         Office equipment

·         Furniture and fixtures

·         Vehicles and aircraft

·         Leasehold improvements

 

Intangible Assets

·         Goodwill

·         License fees

·         Software

 

 

PRESS RELEASE:

 

DISH TV GETS EXTENSION AS TRAI BEGINS CONSULTATION ON DTH LICENSE RENEWAL

 

October 7, 2013

 

Dish TV was the first Direct to Home operator to start services in India, received its license starting 1st October 20o3. The 10-year period expired a few days back, because someone missed out on setting renewal guidelines.

 

Broadcast regulatory body, the Telecom Regulatory Authority of India, has started the consultation process for setting guidelines for renewal of Direct to Home (DTH) licenses in India. This move comes after the Ministry of Information and Broadcasting wrote to TRAI, asking for the procedure to be set. At the moment, the DTH guidelines do not have a set procedure for renewing DTH operator licenses, which have all been individually issues for 10 years.

 

Dish TV was the first DTH operator to get the license, back on 1st October 2003, and its license period finished at the end of September this year. Because of any lack of clarity on the renewal process, Dish TV has been asked to continue with the services under the existing terms and conditions. However, once the final policy is issued by the government, Dish TV will have to comply with those rules, even for this interim period. 

 

TRAI’s consultation paper says, “Presently, there are six pay DTH operators in the country. M/s ASC Enterprises (now M/s Dish TV India Limited) was the first DTH licencee which got the WOL for starting its DTH services on 1st October 2003. The other five DTH operators got the WOLs during 2006 to 2008. The first DTH licence was due to expire on 30th September 2013. The DTH Guidelines are silent on the course of action to be adopted after expiry of the 10 year licence period.”

 

At the moment, to start a DTH operation, a company has to apply with the Ministry of Information and Broadcasting (MIB). MIB, after checking that the company meets the eligibility conditions, obtains the security clearance from the Ministry of Home Affairs (MHA) and clearance for usage of satellite from the Department of Space (DoS). Once the clearances are obtained, the company is asked to pay the entry fee of Rs. 100.000 Millions. On payment of the entry fee, MIB communicates its intent to the company to issue a licence. Next, the company has to approach Wireless Planning and Coordination (WPC) for SACFA1 clearance. Once the SACFA clearance is obtained, the company has to give a bank guarantee of Rs. 400.000 Millions and sign the licence agreement with MIB. After this, the company has to apply to WPC for obtaining the Wireless Operating Licence (WOL). The duration of the DTH licence is 10 years from the date of issue of the WOL. Licences to establish, maintain and operate the DTH platform are granted under Section 4 of the Indian Telegraph Act 1885, and the Indian Wireless Telegraphy Act, 1933.

 


 

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. 61.63

UK Pound

1

Rs. 99.94

Euro

1

Rs. 85.14

 

 

INFORMATION DETAILS

 

Information Gathered by :

SVA

 

 

Report Prepared by :

BVA

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--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

DEFAULTERS 

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

45

 

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.