MIRA INFORM REPORT

 

 

Report Date :

01.09.2014

 

IDENTIFICATION DETAILS

 

Name :

ENTERTAINMENT NETWORK (INDIA) LIMITED

 

 

Registered Office :

4th Floor, A Wing, Matulya Centre, Senapati Bapat Marg, Lower Parel, Mumbai - 400013, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2014

 

 

Date of Incorporation :

24.06.1999

 

 

Com. Reg. No.:

11-120516

 

 

Capital Investment / Paid-up Capital :

Rs. 476.704 Millions

 

 

CIN No.:

[Company Identification No.]

L92140MH1999PLC120516

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUME03661A

 

 

PAN No.:

[Permanent Account No.]

AAACE796G

 

 

Legal Form :

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

 

 

Line of Business :

Subject is engaged in FM Radio Broadcasting Business.

 

 

No. of Employees :

733 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (64)

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Maximum Credit Limit :

USD 23200000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exist

 

 

Comments :

Subject is a subsidiary of “TIMES INFOTAINMENT MEDIA LIMITED”. It is a well-established company having fine track record.

 

The rating reflects strong financial risk profile supported by strong liquidity position and decent profitability of the company.

 

Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitments.  

 

The company can be considered good for normal business dealings at usual trade terms and conditions.

 

NOTES :

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

 

 

ECGC Country Risk Classification List – June 1, 2014

 

Country Name

Previous Rating

(31.03.2014)

Current Rating

(01.06.2014)

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

 

N E W S

 

As per the latest IMF study, the total weigh of emerging markets in the GDP of the world on a purchasing power parity basis has seen a sizeable shift. It highlights how as against 51 % in 2005, the emerging economies now account for close to 56 % of the global purchasing power GDP as per the latest survey. And with the emerging economies growing at a faster rate than their developed counterparts, there are every possibility that the their share goes up further in the coming years.  China may surpass the US over the next few years.

 

Politics and economics are very intricately connected. They tend to influence each other in ways that could be very complex and far-reaching. The prospects of the India’s economy have been seriously compromised due to political corruption. High inflation, poor standard of living are to a great extent a result of rampant corruption in the country. China on the other hand, seems to be facing diametrically opposite challenge. American hedge fund manager Jim Chanos has been keenly following the political and economic development in the dragon economy and has figured out something that is quite worrying. He is of the view that the Chinese economy could be heading toward trouble on account of new Chinese President Xi Jingping’s very aggressive anti-corruption drive. Chanos believes tat many things such as apartment sales, luxury products, etc. were largely bought with dirty money. And it is now beginning to impact consumption. This may indeed be bad news for an economy that is struggling to transition from an investment-driven export-oriented economy to a domestic consumption-driven economy.

 

A study published by Firstpost has revealed that asset classes like real estate and equities were the biggest beneficiaries of the liberalization policies.  A firm called Ciane Analytics studied returns from assets including equities, gold, fixed deposits, G-Secs and real estate since 1991. Real estate outperformed every other asset classes during the 23-year period with an annualized return of 20 % ! Equities came in second with annualized return of 15.5 % ! However, while these returns may seem mouthwatering, the fact is that the return from equities adjusted for inflation came down to just 7.1 %.

 

Some brief news are as under

. R-Power to buy Jaypee’s hydro assets

. Investors await justice in NSEL case

. India seeks MFN status from Pakistan ahead of meeting

. Ukrain’s clashes with rebels hinder MH17 crash investigation

. India exploring merger of state-owned hydro PSUs

..Higher costs weigh down profit growth to slowest in 9 quarters

..Wal-Mart to expand wholesale business in India

. GMR group moves to strengthen balance sheet

. Central Bank to sell 4 % stake to Life Insurance Corporation

. Tata Chemicals plans to raise up to Rs 10000 mn.

 

 

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 31-03-2014.

 

 

INFORMATION DENIED

 

MANAGEMENT NON CO-OPERATIVE 991-22-67536983)

 

 

LOCATIONS

 

Registered Office :

4th Floor, A Wing, Matulya Centre, Senapati Bapat Marg, Lower Parel, Mumbai - 400013, Maharashtra, India

Tel. No.:

Not Available

Fax No.:

Not Available

E-Mail :

n.subramanian@timesgroup.com  

dalpatraj.jain@timesgroup.com

mehul.shah@timesgroup.com 

business@radiomirchi.com 

Website :

http://www.enil.co.in

 

 

Corporate Office :

Trade Gardens, Ground Floor, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel (West), Mumbai – 400013, Maharashtra, India

Tel. No.:

91-22-67536983

Fax No.:

91-22-67536800

 

 

Studios :

Located at:

 

·         Ahmedabad

Aurangabad

Bengaluru

Bhopal

Chennai

Coimbatore

Delhi

Hyderabad

Indore

Jabalpur

Jaipur

Jalandhar

Kanpur

Kolhapur

Kolkata

Lucknow

Madurai

Mangalore

Mumbai

Nagpur

Nashik

Panjim

Patna

Pune

Raipur

Rajkot

Surat

Thiruvananthapuram

Vadodara

Varanasi

Vijaywada

Visakhapatnam

 

 

DIRECTORS

 

As on 31.03.2014

 

Name :

Mr. Vineet Jain

Designation :

Chairman

 

 

Name :

Mr. A. P. Parigi

Designation :

Director

Date of Birth/Age :

15.07.1949

Qualification :

Master degree in Business Administration from the Faculty of Management Studies, University of Delhi and also holds a Bachelor degree in Economics and a Master degree in Sociology from the Delhi School of Economics.

Date of Appointment :

01.10.2009

Other Directorship :

Bennett, Coleman And Company Limited, Times Infotainment Media Limited, Times Innovative Media Limited, Alternate Brand Solutions (India) Limited, Times Global Broadcasting Company Limited, Artha Financial Services Limited, Accel Media Ventures Limited, Accel Frontline Limited, Worldwide Media Private Limited, Appglow Management Private Limited.

 

Foreign Companies:

 

TIML Global Limited, TIML Golden Square Limited, TIML Radio Holdings Limited, TIML Radio Limited, One Golden Square Creative Limited, TIML Digital Radio Limited.

 

 

Name :

Mr. B. S. Nagesh

Designation :

Director

Date of Birth/Age :

12.04.1959

Qualification :

A degree of Masters in Management Studies from the Banaras Hindu University

Date of Appointment :

14.08.2012

Other Directorship :

Shoppers Stop Limited, Marico Industries Limited, Hypercity Retail (India) Limited, Nagesh (BSN) Consults Private Limited

 

 

Name :

Mr. N. Kumar

Designation :

Director

Date of Birth/Age :

28.01.1950

Qualification :

Engineering Graduate in Electronics and Communication from Anna University, Chennai.

Date of Appointment :

05.11.2005

Other Directorship :

Bharti Infratel Limited, Bharti Infratel Ventures Limited, Times Innovative Media Limited, MRF Limited, Take Solutions Limited, Mphasis Limited, eG Innovations Private Limited, eG Innovations Pte Limited, Madhura Kumar Properties Private Limited, N. K. Trading & Consultancy Private Limited, Cubbon Road Properties Private Limited, Nani Palkhivala Arbitration Centre (Sect. 25 Company), Singapore India Partnership Foundation (Sect. 25 Company).

 

 

Name :

Mr. Ravindra Dhariwal

Designation :

Director

 

 

Name :

Mr. Ravindra Kulkarni

Designation :

Director

 

 

Name :

Mr. Richard Saldanha

Designation :

Director

 

 

Name :

Ms. Vibha Paul Rishi

Designation :

Director

Date of Birth/Age :

19.06.1960

Qualification :

An alumnus of FMS, Delhi

Date of Appointment :

14.08.2012

Other Directorship :

Future Venture India Limited

 

 

Name :

Mr. Prashant Panday

Designation :

Executive Director and Chief Executive Officer

Date of Birth/Age :

08.07.1965

Qualification :

Post Graduate Diploma in Management from Indian Institute of Management, Bangalore and Degree of B.E. Electronics and Communication – Gujarat University.

Date of Appointment :

01.07.2010

Other Directorship :

Alternate Brand Solutions (India) Limited, Member of the Board of Governors of Market Research Users Council.

 

 

KEY EXECUTIVES

 

Name :

Mr. Mehul Shah

Designation :

SVP - Compliance and Company Secretary

 

 

Management Team :

·         Prashant Panday - Maaging Director and CEO

N. Subramanian - Group Chief Financial Officer

Hitesh Sharma - Chief Operating Officer

Tapas Sen - Chief Programming Officer

Sujata Bhatt - Chief Marketing Officer and Head of HR

Mahesh Shetty - Chief Strategy Officer and RD - (North and East)

Anand Parameswaran - Chief Business Officer and RD - (South)

Yatish Mehrishi - EVP and RD - (West and Central)

GG Jayanta, EVP – Marketing

Rahul Balyan - EVP - Digital

Vanditta Malhotra Hegde - SVP and Legal Head

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 30.06.2014

 

Category of Shareholder

Total No. of Shares

% of Total No. of Shares

(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

33918400

71.15

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

33918400

71.15

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

 

 

Total shareholding of Promoter and Promoter Group (A)

33918400

71.15

(B) Public Shareholding

 

 

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

 

 

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

943844

1.98

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

1239

0.00

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

7823986

16.41

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

8769069

18.40

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

 

 

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

2283394

4.79

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

1302515

2.73

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

1271320

2.67

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

125717

0.26

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

117859

0.25

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

86

0.00

http://www.bseindia.com/include/images/clear.gifClearing Members

7772

0.02

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

4982946

10.45

Total Public shareholding (B)

13752015

28.85

Total (A)+(B)

47670415

100.00

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

0

0.00

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

0

0.00

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

0

0.00

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

47670415

0.00

 

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in FM Radio Broadcasting Business.

 

 

Brand Name :

‘RADIO MIRCHI’

 

 

GENERAL INFORMATION

 

No. of Employees :

733 (Approximately)

 

 

Bankers :

HDFC Bank Limited

 

Banking Relations :

--

 

 

Auditors :

 

Name :

Price Waterhouse And Company

Chartered Accountants

Address :

Bangalore, Karnataka, India

 

 

Legal Advisors :

·         Mrs. Pratibha M. Singh, Singh And Singh Law Firm LLP

Halai And Company, Advocates And Legal Consultants

 

 

Ultimate Holding Company :

¨       Bennett, Coleman and Company Limited (BCCL)

 

 

Holding Company :

¨       Times Infotainment Media Limited (TIML)*

 

 

Subsidiary Company :

¨       Alternate Brand Solutions (India) Limited (ABSL)*

 

 

Fellow Subsidiary Companies :

¨       Times Innovative Media Limited (TIM)

¨       TIM Delhi Airport Advertising Private Limited (TIMDA)

¨       Times Internet Limited (TIL)

¨       Times Global Broadcasting Company Limited (TGBCL)

¨       Times Business Solutions Limited (TBSL)

¨       Metropolitan Media Company Limited (formerly Times VPL Limited) (MMCL)

¨       Vardhaman Publishers Limited (VPL)

¨       Times Websol Limited (TWL)

¨       Times Mobile Limited (TM)

¨       Brand Equities Treaties Limited (BETL)

¨       Worldwide Media Private Limited (WWM)

¨       BCCL International Events Private Limited (BIEPL)

¨       Times Centre for Learning Limited (TCLL)

 

 

Other Related Parties :

¨       Bennett Property Holdings Company Limited (BPHCL)

¨       Aegon Religare Life Insurance Company Limited (ARLIC)

 

NOTE: * There are no transactions during the year.

 

 

CAPITAL STRUCTURE

 

As on 31.03.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

120000000

Equity Shares

Rs. 10/- each

Rs. 1200.000 Millions

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

47670415

Equity Shares

Rs. 10/- each

Rs. 476.704 Millions

 

 

 

 

 

 

NOTES:

 

(a) Terms attached to equity shares

 

The Company has only one class of equity shares. Each shareholder is eligible for one vote per share held. The par value per share is Rs.10. The Company declares dividend in Indian Rupees. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing annual general meeting

 

(b) Shares held by Holding company and Ultimate holding company

 

Particulars

 

No of Shares

i) Equity Shares of Rs. 10 each held by Times Infotainment Media Limited, the Holding Company.

30526560

ii) Equity Shares of Rs. 10 each held by Bennett, Coleman & Company Limited, the Ultimate Holding Company.

3391840

 

 

(c) Details of shares held by shareholders holding more than 5% of the aggregate shares in the company

 

Name of Shareholders

 

No of Shares

% of Holding

i) Times Infotainment Media Limited, the Holding Company

30526560

64.04%

ii) Bennett, Coleman & Company Limited, the Ultimate Holding Company.

3391840

7.12%

iii) SBI Life Insurance Company Limited.

2119098

4.45%


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2014

31.03.2013

31.03.2012

I.        EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

476.704

476.704

476.704

(b) Reserves & Surplus

5325.049

4546.332

3925.393

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.000

0.000

0.000

Total Shareholders’ Funds (1) + (2)

5801.753

5023.036

4402.097

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

0.000

0.000

0.000

(b) Deferred tax liabilities (Net)

0.000

36.617

97.906

(c) Other long term liabilities

42.519

37.895

0.000

(d) long-term provisions

50.234

42.665

38.223

Total Non-current Liabilities (3)

92.753

117.177

136.129

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

0.000

0.000

0.000

(b) Trade payables

530.504

409.820

420.069

(c) Other current liabilities

85.755

104.552

102.057

(d) Short-term provisions

237.117

241.380

89.511

Total Current Liabilities (4)

853.376

755.752

611.637

 

 

 

 

TOTAL

6747.882

5895.965

5149.863

 

 

 

 

II.      ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

490.591

706.637

586.491

(ii) Intangible Assets

424.309

496.851

910.847

(iii) Capital work-in-progress

1.112

0.000

0.912

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

1030.260

81.141

80.250

(c) Deferred tax assets (net)

42.316

0.000

0.000

(d)  Long-term Loan and Advances

118.378

117.625

128.725

(e) Other Non-current assets

65.651

65.651

73.656

Total Non-Current Assets

2172.617

1467.905

1780.881

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

3313.910

3097.154

1770.069

(b) Inventories

0.000

0.000

0.000

(c) Trade receivables

1015.610

994.068

922.403

(d) Cash and cash equivalents

137.645

122.376

443.253

(e) Short-term loans and advances

102.660

200.746

220.086

(f) Other current assets

5.440

13.716

13.171

Total Current Assets

4575.265

4428.060

3368.982

 

 

 

 

TOTAL

6747.882

5895.965

5149.863

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2014

31.03.2013

31.03.2012

 

SALES

 

 

 

 

 

Income

3848.098

3383.877

3014.253

 

 

Other Income

223.559

169.732

115.222

 

 

TOTAL                                    

4071.657

3553.609

3129.475

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Production expenses

171.124

154.294

146.332

 

 

License fees

202.410

180.920

152.015

 

 

Employee benefits expense

752.245

735.555

628.605

 

 

Other expenses

1472.477

1271.033

1080.416

 

 

TOTAL                                    

2598.256

2341.802

2007.368

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION

1473.401

1211.807

1122.107

 

 

 

 

 

Less

FINANCIAL EXPENSES                        

0.340

0.162

0.014

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION

1473.061

1211.645

1122.093

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION        

318.108

317.201

324.625

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX

1154.953

894.444

797.468

 

 

 

 

 

Less

TAX                                                                 

320.463

217.733

232.373

 

 

 

 

 

 

PROFIT/ (LOSS)  AFTER TAX

834.490

676.711

565.095

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

2661.115

2040.176

1475.081

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Proposed dividend (including dividend distribution tax)

55.772

55.772

0.000

 

BALANCE CARRIED TO THE B/S

3439.833

2661.115

2040.176

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Consultancy services

43.398

37.468

13.164

 

TOTAL EARNINGS

43.398

37.468

13.164

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Goods

5.032

1.983

2.668

 

TOTAL IMPORTS

5.032

1.983

2.668

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

17.51

14.20

11.85

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

31.03.2013

31.03.2012

PAT / Total Income

(%)

20.50

19.04

18.06

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

30.01

26.43

26.46

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

20.35

15.38

15.73

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.20

0.18

0.18

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

0.00

0.00

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

5.36

5.86

5.51

 

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

 

DEBT EQUITY RATIO

 

Particular

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Share Capital

476.704

476.704

476.704

Reserves & Surplus

3925.393

4546.332

5325.049

Net worth

4402.097

5023.036

5801.753

 

 

 

 

long-term borrowings

0.000

0.000

0.000

Short term borrowings

0.000

0.000

0.000

Total borrowings

0.000

0.000

0.000

Debt/Equity ratio

0.000

0.000

0.000

 

 

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Revenue from Operations

3014.253

3383.877

3848.098

 

 

12.263

13.719

 

 

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Revenue from Operations

3014.253

3383.877

3848.098

Profit

565.095

676.711

834.490

 

18.75%

20.00%

21.69%

 

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

Yes

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

-----

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

-----

22]

Litigations that the firm / promoter involved in

Yes

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

No

 

 

LITIGATION DETAILS

 

HIGH COURT OF BOMBAY

 

CASE DETAILS

BENCH: BOMBAY

Lodging No: ARBPL/343/2012   Filing Date: 03.03.2012    Reg. No.: ARBP/341/2012    Reg. Date: 20.03.2012

Petitioner: THE INDIAN PERFORMING RIGHT SOCIETY          Respondent: ENTERTAINMENT  NETWORK

                                                                                                     (INDIA) LIMITED

 

Adv:- SANDEEP V. MARNE()                                                      Resp. Adv.: MULLA AND MULLA AND C.B.

                                                                                                AND C (1) ()

 

District: MUMBAI                                                                      

Bench: SINGLE

 

Status: Admitted (Ready)                                                            Category: ARBITRATION ACT.

 

Next Date:- 28.08.2014                                                                Stage:- ARBP FOR HEARING AND FINAL

                                                                                                           DISPOSAL  

 

Coram:- HON’BLE SHRI JUSTICE A.A.SAYED

 

Last Date: 21.08.2014                                                                  Stage: ARBP FOR HEARING AND FINAL

                                                                                                              DISPOSAL U/S 34

 

Last Coram: HON’BLE SHRI JUSTICE A.A.SAYED

Act: arbitration and Conciliation Act 1996                                    Under Section:-  34

 

 

INDEX OF CHARGES

 

S.No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10062091

27/07/2007

650,000,000.00

The Hongkong and Shanghai Banking Corporation Limited

52/60, Mahatma Gandhi Road, Mumbai 400 001, Mumbai, Maharashtra - 400001, INDIA

A19958446

2

10039746

07/12/2009 *

300,000,000.00

KOTAK MAHINDRA BANK LIMITED

36-38A, NARIMAN BHAVAN, 227, D, NARIMAN POINT, MUMBAI, Maharashtra - 400021, INDIA

A75777524

 

* Date of charge modification

 

 

COMPANY INFORMATION

 

Subject is a public limited company domiciled in India and is listed on the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE). The Company was incorporated on June 24, 1999. The Company operates FM radio broadcasting stations in 32 Indian cities under the brand name ‘Radio Mirchi’.

 

The Company’s principal revenue stream is advertising. Advertising revenues are generated through the sale of air time in the Company’s FM radio broadcasting stations.

 

 

FINANCIAL PERFORMANCE

 

The Company retained its position as the market leader in Private FM Radio Broadcasting Industry. Total income of the Company increased from Rs. 3553.609 millions during the previous year to Rs. 4071.657 millions during the year. Profit after tax was higher at Rs. 834.489 millions.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

MEDIA INDUSTRY STRUCTURE AND DEVELOPMENTS

 

World Economy is expected to improve further IMF’s World Economic Outlook released in April 2014 mentions that the world economy is poised to grow from 3% in 2013 to 3.6% in 2014 and 3.9% in 2015. In advanced economies, growth is expected to increase to about 2Ľ% in 2014–15 an improvement of about one percentage point compared with 2013.

 

Growth will be strongest in the United States at about 2ľ%. Growth is projected to be positive but varied in the euro area: stronger in the core, but weaker in countries with high debt (both private and public) and financial fragmentation, which will both weigh on domestic demand.

 

In emerging market and developing economies, growth is projected to pick up gradually from 4.7% in 2013 to about 5% in 2014 and 5Ľ% in 2015. Growth will be helped by stronger external demand from advanced economies, but tighter financial conditions will dampen domestic demand growth. In China, growth is projected to remain at about 7˝% in 2014 as the authorities seek to rein in credit and advance reforms while ensuring a gradual transition to a more balanced and sustainable growth path1.

 

Indian Economy – limping back to normalcy

 

In February 2014, the Finance Minister’s Interim budget speech pegged the Indian GDP growth at 4.9% in 2013 14. He asserted that the economy is more stable today than what it was two years ago. To quote from the Finance Minister’s speech:

 

“…The fiscal deficit is declining, the current account deficit has been contained, inflation has moderated, the quarterly growth rate is on the rise, the exchange rate is stable, exports have increased, and hundreds of projects have been unblocked….”

 

The IMF forecasts a growth of 5.4% in 20142, while the World Bank projects growth to be over 6% in the 2014-15 fiscal year, and then to increase to 6.6% in FY2015-163. “India’s growth is expected to recover from 4.4% in 2013 to 5.4% in 2014, supported by slightly stronger global growth, improving export competitiveness and implementation of recently approved investment projects”, the latest edition of the World Economic Outlook released by the International Monetary Fund (IMF) said. It further added “For India, real GDP growth is projected to strengthen to 5.4% in 2014 and 6.4% in 2015, assuming that government efforts to revive investment growth succeed and export growth strengthens after the recent rupee depreciation,”

 

In a similar vein, the World Bank said in its latest edition of 'South Asia Economic Focus' in April: "Bolstered by permanently more competitive exchange rate and progress towards clearance of important investment projects, India may see an acceleration of growth in FY2014 to 4.8%, further increase to 5.7% in FY2015.”

 

RADIO INDUSTRY – FUTURE OUTLOOK

 

PHASE 3 POLICY OF FM RADIO EXPANSION:

 

There are many reasons for the FM industry to look forward to the Phase-3 expansion. As mentioned earlier, one is that this would be the first time since 2006 when new markets and new spectrum would be offered for growth. Another reason is that with smaller markets being opened up, radio will finally be able to compete with local newspapers for a larger share of retail advertising. Yet another reason, of course, is that there will be an opportunity for larger players like them to consolidate.

 

The salient features of the Phase 3 policy are:

a. Multiple Frequencies

b. License Period

c. Tradability of Licenses

d. Networking

e. News and Current Affairs allowed

 

a.      MULTIPLE FREQUENCIES:

 

The Phase-2 policy only allows a radio company to operate one channel in a market. This severely restricts their ability to target different segments of the population via different channels. For example, in the city of Mumbai where Mirchi is a contemporary Hindi music station, they would like to offer other channels like a Marathi music station, a retro Hindi music station, an English music station, a youth - or even a news / talk / sports - station. However, this is not currently permitted. No such restriction exists on TV broadcasters or newspaper companies. They can launch a product as and when required, with minimal governmental permission. Fortunately, Phase-3 policy changes this. The policy allows a broadcaster to operate up to 40% of the licenses available in a city, subject to a minimum of three different broadcasters being present in the city.

 

In addition to launching new products and tapping into new markets, this amendment provides an opportunity to the Company to acquire other existing broadcasters who might be interested in divesting their stakes. This amendment will thus help the Company expand both organically (through new licenses) and inorganically  (through MandA opportunities). For the Company, expanding within the big cities is a priority. ENIL expects to take advantage of this policy measure.

 

b.      LICENSE PERIOD:

 

The license period of Phase 3 frequencies has been increased to 15 years, compared to 10 years for Phase-2 licenses. This is a progressive change for several reasons. First, as the experience of the last several years has shown, the advertising industry is vulnerable to the vagaries of the economy. Since the Lehman crisis broke in late 2008, the advertising industry in India has been badly affected. Its growth rate has come down. Pricing of ad spots has declined by nearly 30%. And the balance of powers has shifted into the hands of the buyers (advertisers/agencies). In a ten year license, it is extremely difficult to recover from such downturns and recoup losses. Second, the certainty of a longer license period allows broadcasters to invest more in brand building, and take risks with experimentative programming content. This helps provide more content diversity to the market and grow faster. Third, the entire process of renewals creates uncertainty and anxiety, and the less often it is done, the better it is. ENIL welcomes this policy initiative.

 

c.       TRADABILITY OF LICENSES:

 

The current policy allows a broadcaster to sell off its stake in a radio company only after five years of operationalization. Such a restriction doesn’t exist in any other media business. The Phase 3 policy reduces this period to three years. They welcome this amendment since it will help broadcasters take quick decisions on when to exit the industry or expand within it.

 

d.      NETWORKING:

 

Phase-3 allows a far more liberal definition of networking compared to what Phase-2 policy allowed. Networking basically refers to linking a small station with a bigger one so that the same content can play on both stations. For the smaller station, this helps cut costs - capex as well as opex. Most of the Phase-3 towns would not be feasible if networking were not allowed. Fortunately, the Phase-3 policy allows full-scale networking, which means all stations, big or small, can be linked to each other with minimal restrictions. In Phase-2, only small stations (category C and D) were permitted to network with each other. The Company has always supported this change in policy.

 

e.      NEWS AND CURRENT AFFAIRS:

 

Phase-2 policy does not allow radio broadcasters to do news and current affairs. This is a blatantly unfair and discriminatory restriction, since no other medium is subject to such restrictions. In fact, this arbitrary restriction has been challenged via a PIL filed in the Hon'ble Supreme Court in October 2013 by NGO Common Cause. The SC has issued notices to the Central Government. Unfortunately, the Phase-3 policy only marks a minor improvement over the provision of Phase-2. It allows private broadcasters to take news feeds from All India Radio (AIR) and rebroadcast the same. This is completely bizarreas all it will do is "amplify" the news bulletins of AIR. It is also against the government's stated objective of encouraging "plurality" of viewpoints. The Company has been urging the government to open up news and current affairs completely. It welcomes the partial opening up, but hopes that the policy will be soon amended to allow full-scale news broadcasts.

 

 

 

FIXED ASSETS

 

Tangible Assets

œ                  Land – Leasehold

œ                Building

œ                Leasehold Improvements

œ                Office Equipments

œ                Computers

œ                Furniture and Fixtures

œ                Motor Vehicles

 

Intangible Assets

œ                  Goodwill

œ                Computer Softwares

œ                Migration Fees

œ                One Time Entry Fees

 

 

UNAUDITED RESULTS FOR THE QUARTER AND ENDED ON 30TH JUNE, 2014

 

                                                                                                                                             (Rs. In Millions)

 

 

Particulars

Quarter ended 30.06.2014

1

Income from Operations

 

 

a) Net Sales / Income from Operations

917.934

 

b) Other Operating Income

14.627

 

Total Income from Operations (Net)

932.561

2

Expenses

 

 

a)

Production expenses

41.263

 

b)

License fees

46.487

 

c)

Employee benefits expense

204.056

 

d)

Depreciation and Amortisation expenses

81.966

 

e)

Marketing Expenses

120.329

 

f)

Other Expenses

171.451

 

Total Expenses

665.552

3

 

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

267.009

4

Other Income

71.484

5

 

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

338.493

6

Finance Costs

0.167

7

 

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

338.326

8

Exceptional Items

--

9

Profit /(Loss) from ordinary activities before tax

338.326

10

Tax Expense

95.281

11

Net Profit /(Loss) from ordinary activities after tax (9-10)

243.045

12

Extraordinary items (net of tax expense)

--

13

Net Profit /(Loss) for the period (11-12)

243.045

14

Paid up equity share capital (Eq. shares of  Rs.10/- each)

476.704

15

Reserve excluding revaluation reserves

--

16

 

Earnings per share (before/after extraordinary items) of  Rs.10/- each

 

 

 

Basic

5.10

 

 

Diluted

 

A

 

PARTICULARS OF SHAREHOLDING

 

1

 

Public Shareholding

 

 

 

- No. of Shares

 

 

 

- Percentage of Shareholding

 

2

 

Promoters and promoter group shareholding

 

 

 

a) Pledged/Encumbered

 

 

 

- Number of shares

 

 

 

- Percentage of shares ( as a % of the total shareholding of the promoter and promoter group)

 

 

 

- Percentage of shares (as a % of the total share capital of the Company)

 

 

 

b) Non- encumbered

 

 

 

- Number of shares

 

 

 

- Percentage of shares ( as a % of the total shareholding of the promoter and promoter group)

 

 

 

- Percentage of shares (as a % of the total share capital of the Company)

 

 

 

 

Particulars

Quarter ended 30.06.2014

B

 

Investor Complaints

 

 

 

Pending at the beginning of the quarter

Nil

 

 

Received during the quarter

Nil

 

 

Disposed during the quarter

Nil

 

 

Remaining unresolved at the end of the quarter

Nil

 

 

1)       The Company is engaged in only one segment i.e. Radio Broadcasting Business. Consequently, there is no other reportable segment. The Company caters to the needs of the domestic market and hence there are no reportable geographical segments.

 

2)       The above results were reviewed by the Audit Committee and were thereafter approved by the Board of Directors at their meeting held on August 12, 2014. The above standalone financial results for the quarter ended June 30, 2014 have been subject to a "Limited Review" by the statutory auditors of the Company, as per the listing agreement entered into with the stock exchanges in India.

 

3)       Tax expense for the quarter / year ended March 31, 2014 was net of Rs. 0.256 Millions of excess provision in respect of earlier years and written back.

 

4)       The company has revised depreciation rates on fixed assets w.e.f April 01, 2014 as per the useful life specified in the schedule II of the companies Act, 2013 or as re-assessed by the company. As prescribed said schedule II of the Act, an amount of Rs. 58.324 millions has been charged to the opening balance of retained earning for the assets. Had the company continued with the previously applicable schedule XIV rates as per companies Act, 1956, charge for depreciation for the current quarter ended June 30, 2014 would have been lower by Rs. 3.566 Millions, and the profit before tax for the quarter would have been higher by the same amount.


 

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.60.47

UK Pound

1

Rs.100.35

Euro

1

Rs.79.86

 

 

INFORMATION DETAILS

 

Information Gathered by :

GYT

 

 

Analysis Done by :

KAR

 

 

Report Prepared by :

ANK

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

7

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

7

--CREDIT LINES

1~10

7

--MARGINS

-5~5

--

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

YES

--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

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

64

 

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.