MIRA INFORM REPORT

 

 

Report Date :

08.12.2014

 

IDENTIFICATION DETAILS

 

Name :

ZEE ENTERTAINMENT ENTERPRISES LIMITED (w.e.f. 12.02.2007)

 

 

Formerly Known As :

ZEE TELEFILMS LIMITED

 

EMPIREHOLDINGS LIMITED

 

 

Registered Office :

Continental Building, 135, Dr. Annie Besant Road, Worli, Mumbai - 400018, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2014

 

 

Date of Incorporation :

25.11.1982

 

 

Com. Reg. No.:

11-028767

 

 

Capital Investment / Paid-up Capital :

Rs.21130.000 Millions

 

 

CIN No.:

[Company Identification No.]

L92132MH1982PLC028767

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

MUMZ00074E

 

 

PAN No.:

[Permanent Account No.]

AAACZ0243R

 

 

Legal Form :

Public limited liability company.  The company's shares are listed on the Stock Exchanges.

 

 

Line of Business :

Subject is engaged in business of Broadcasting of Satellite Television Channels uplinked from India, Space Selling agent for other television channels, Sale of Television programs, films / movies and rights including films / movies and program feeds and Production and distribution of films / movies.

 

 

No. of Employees :

1826 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Aa (72)

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is one of India’s leading television media and Entertainment Company with a wide viewer base of over 730 million across 169 countries. It is a well-established and reputed company having fine track record.

 

The rating reflects company’s long track record in the media and entertainment industry supported by large bouquet of channel offerings covering a wide genre of entertainment and positioning of the flagship channel ‘Zee TV’ amongst the top Hindi General Entertainment Channels (GECs) in terms of Television Viewership, and platform for distribution with a wide subscriber base.

 

Further rating also takes into consideration company’s comfortable financial risk profile characterized by healthy liquidity position and decent profitability margins.

 

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

 

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.

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CARE

Rating

Long term bank facilities=AA

Rating Explanation

High degree of safety and very low credit risk.

Date

11.09.2014

 

 

Rating Agency Name

CARE

Rating

Short term bank facilities=A1+

Rating Explanation

Very strong degree of safety and lowest credit risk.

Date

11.09.2014

 

 

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 (91-22-24815500)

 

 

LOCATIONS

 

Registered Office / Corporate Office :

Continental Building, 135, Dr. Annie Besant Road, Worli, Mumbai – 400018, Maharashtra, India

Tel. No.:

91-22-24965609 / 11 / 16 / 24939011 / 66971234

Fax No.:

91-22-24964334/24931938 / 24900302 / 0213

E-Mail :

dasa@zeenetwork.com

sanghavip@zeenetwork.com

pushpal.sanghavi@zee.esselgroup.com

Website :

http://www.zeetelevision.com

 

 

Regional Office :

Located At:

 

·         New Delhi

·         Kolkata

·         Pune

·         Hyderabad

·         Chennai

·         Bangalore

·         Noida

·         Chandigarh

 

 

International Office :

Located At:

 

·         USA

·         United Kingdom

·         South Africa

·         Singapore

·         Manutius

·         China

·         Malaysia

·         UAE

·         Russia 

 

 

DIRECTORS

 

AS ON 18.07.2014

 

Name :

Mr. Subhash Chandra

Designation :

Chairman and Managing Director

Address :

Flat No.: 41, Hyde Park Street, London W22UW, United Kingdom

Date of Birth/Age :

30.11.1950

DIN No.:

00031458

 

 

Name :

Subodh Kumar

Designation :

Executive Vice Chairman

DIN No.:

02151793

 

 

Name :

Mr. Punit Goenka

Designation :

Managing Director and CEO

Address :

Bungalow No.1, Jolly Maker Apartments, No.1, Cuffe Parade, Mumbai – 400005, Maharashtra, India

Date of Birth/Age :

20.06.1975

DIN No.:

00031263

 

 

Name :

Mr. Ashok Kurien

Designation :

Director

Address :

252, Tannee Heights, CHS Building, Petit hall 66, Nepean sea Road, Mumbai – 400006, Maharashtra, India

Date of Birth/Age :

21.01.1950

DIN No.:

 00034035

 

 

Name :

Gulam Kaderbhai Noon

Designation :

Independent Director                                     

Address :

2-3, Polygon, 89 Avenue Road, London, NW86JB, London, United Kindom

Date of Birth/Age :

24.01.1936

DIN No.:

00391683

 

 

Name :

Vaidyanathan Ramamurthy

Designation :

Independent Director

Address :

No.226, Pandurang Nagar, Bannerghatta Road, Bangalore – 560076, Karnataka, India 

Date of Birth/Age :

21.12.1951

DIN No.:

00221577

 

 

Name :

Prof. Sunil Sharma

Designation :

Independent Director

DIN No.:

06781655

 

 

Name :

Prof. (Mrs.) Neharika Vohra

Designation :

Independent Director

DIN No.:

06808439

 

 

KEY EXECUTIVES

 

Name :

Mr. M. Lakshminarayanan

Designation :

Company Secretary

Address :

Flat No. 201, 2nd Floor, Subodh Park CHS, 17th Road, Chembur, Mumbai – 400071, Maharashtra, India

Date of Birth/Age :

20.05.1962

PAN No.:

AGIPM2651D

SENIOR MANAGEMENT:

 

 

Name :

Mr. Punit Goenka

Designation :

Managing Director and CEO

 

 

Name :

Mr. Amitabh Kumar

Designation :

Technology

 

 

Name :

Arun Kapoor

Designation :

Affiliate Revenue

 

 

Name :

Mr. Ashish Sehgal

Designation :

Advertisement Revenue

 

 

Name :

Atul Das

Designation :

Corporate Development

 

 

Name :

Mr. Bharat Ranga

Designation :

Content

 

 

Name :

Debashish Ghosh

Designation :

Digital

 

 

Name :

Deepak Jain

Designation :

International Business - Africa

 

 

Name :

K. Jayaraman

Designation :

Distribution

 

 

Name :

Mihir Modi

Designation :

Finance & Strategy

 

 

Name :

Mukund Cairae

Designation :

International Business - UAE

 

 

Name :

Neeraj Dhingra

Designation :

International Business - UK

 

 

Name :

Rajendra Mehta

Designation :

Human Resources

 

 

Name :

Rajesh Sethi

Designation :

Sports

 

 

Name :

Roland Landers

Designation :

Corporate Brand

 

 

Name :

Romil Ramgarhia

Designation :

Commercial

 

 

Name :

Sameer Targe

Designation :

International Business – USA

 

 

Name :

Sharada Sunder

Designation :

Regional HSM

 

 

Name :

Sunita Uchil

Designation :

International Advt. Sales And Syndication

 

 

Name :

Sushruta Samanta

Designation :

International Business – APAC

 

 

SHAREHOLDING PATTERN

 

AS ON 30.09.2014

 

Category of Shareholder

No. of Shares

Percentage of Holding

(A) Shareholding of Promoter and Promoter Group

 

 

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

 

 

Bodies Corporate

241403408

25.13

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

241403408

25.13

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

 

 

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

172266804

17.94

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

172266804

17.94

Total shareholding of Promoter and Promoter Group (A)

413670212

43.07

(B) Public Shareholding

 

 

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

 

 

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

13097570

1.36

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

102693

0.01

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

162790

0.02

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

488298828

50.84

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

1500

0.00

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

1500

0.00

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

501663381

52.23

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

 

 

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

20790013

2.16

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

17674829

1.84

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

3460151

0.36

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

3190134

0.33

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

93952

0.01

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

33838

0.00

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

3690

0.00

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

2623053

0.27

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

435601

0.05

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

45115127

4.70

Total Public shareholding (B)

546778508

56.93

Total (A)+(B)

960448720

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)

960448720

0.00

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in business of Broadcasting of Satellite Television Channels uplinked from India, Space Selling agent for other television channels, Sale of Television programs, films / movies and rights including films / movies and program feeds and Production and distribution of films / movies

 

 

Products :

ITC CODE

 

PRODUCT

85249001

Recorded Video Cassettes

99846310

Advertisement

9984

Broadcasting Services

 

 

Brand Names :

Not Divulged

 

 

Agencies Held :

Not Divulged

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

 

GENERAL INFORMATION

 

Suppliers :

Not Divulged

 

 

Customers :

Not Divulged

 

 

No. of Employees :

1826 (Approximately)

 

 

Bankers :

·         BNP Paribas

·         Deutsche Bank

·         ING Vysya Bank Limited

·         Standard Chartered Bank

·         Yes Bank Limited

 

 

Facilities :

SECURED LOANS

31.03.2014

Rs. In Millions

31.03.2013

Rs. In Millions

Long Term Borrowings

 

 

Vehicle loans

16.000

15.000

 

 

 

Total

16.000

15.000

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

M G B and Company

Chartered Accountants

 

 

Subsidiary Companies Wholly owned (Direct and indirect subsidiaries) :

·         Asia Today Limited

·         Asia TV Limited

·         ATL Media FZ-LLC

·         Eevee Multimedia Inc.

·         Essel Vision Productions Limited

·         Expand Fast Holdings (Singapore) Pte. Limited

·         OOO Zee CIS LLC

·         OOO Zee CIS Holding LLC

·         Taj Television (India) Private Limited

·         Taj TV Limited

·         Zee Multimedia (Maurice) Limited

·         Zee Multimedia Worldwide (Mauritius) Limited

·         Zee Sports Limited

·         Zee Technologies (Guangzhou) Limited

·         Zee Telefilms Middle East FZ-LLC

·         Zee TV South Africa (Proprietary) Limited

·         Zee TV USA Inc.

 

 

Others – Direct :

·         Zee Turner Limited (extent of holding 74%)

·         India Webportal Private Limited (extent of holding 51%)

 

 

Associate :

·         Aplab Limited (extent of holding 26.42%)

·         Idea Web Shop and Media Private Limited (held through India Webportal Private Limited) (extent of holding 26%)

 

 

Joint Venture (held through Zee Turner Limited) :

Media Pro Enterprise India Private Limited (extent of holding 50%)

 

 

Other Related parties with whom transactions have taken place during the year and balance outstanding as on the last day of the year :

·         Agrani Wireless Services Limited

·         Cyquator Media Services Private Limited

·         Diligent Media Corporation Limited

·         Dish TV India Limited

·         Essel Propack Limited

·         E-City Bioscope Entertainment Private Limited

·         Essel Corporate Resources Private Limited

·         Essel International Limited

·         Essel Shyam Communication Private Limited

·         Pan India Network Infravest Private Limited

·         Pan India Network Limited

·         Real Media FZ-LLC

·         Siti Cable Network Limited

·         Smart Wireless Private Limited

·         Zee Akash News Private Limited

·         Zee Learn Limited

·         Zee Media Corporation Limited.

 


 

CAPITAL STRUCTURE

 

AS ON 18.07.2014

 

Authorised Capital : Rs.23000.000 Millions

 

Issued, Subscribed & Paid-up Capital : Rs. 21152.146 Millions

 

 

AS ON 31.03.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

2000000000

Equity Shares

Re. 1/- each

Rs.2000.000 Millions

21000000000

Preference Shares

Re. 1/- each

Rs.21000.000 Millions

 

 

 

 

 

Total

 

Rs.23000.000 Millions

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

960448720

Equity Shares

Re. 1/- each

Rs.960.000 Millions

20169423120

6% Cumulative Redeemable Non-Convertible Preference Shares

Re. 1/- each

Rs.20170.000 Millions

 

 

 

 

 

Total

 

Rs.21130.000 Millions

 

 

a)     Reconciliation of number of Equity shares and Share capital

 

 

 

Number of equity shares

Rs. In Millions

At the beginning of the year

953957720

954.000

Add : Allotted on exercise of Employee Stock Options

6491000

6.000

Less: Shares cancelled on Buyback

--

--

Outstanding at the end of the year

960448720

960.000

 

 

b)    Reconciliation of number of Preference shares and Share capital

 

 

Number of Preference shares

Rs. In Millions

At the beginning of the year

--

--

Add : Allotted on issue of bonus Preference Shares

20169423120

20170.000

Outstanding at the end of the year

20169423120

20170.000

 

 

c)     Terms / rights attached to equity shares

 

The Company has only one class of equity shares having a par value of ` 1 each. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

 

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

 

 

d)    Terms / rights attached to Redeemable Preference Shares

 

During the year, the Company has issued 20,169,423,120 6% Cumulative Redeemable Non- Convertible Preference Shares of Rs.1/- each by way of bonus in the ratio of 21 Bonus Preference Shares of Rs.1/- each fully paid up for every one Equity share of Rs.1/- each fully paid up and listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) in India.

 

The Company will redeem at par value, 20% of the total Bonus Preference Shares allotted, every year from the fourth anniversary of the date of allotment. The Company shall have an option to buy back the Bonus Preference Shares fully or in parts at an earlier date(s) as may be decided by the Board. Further, if on any anniversary of the date of allotment beginning from the fourth anniversary, the total number of Bonus Preference Shares bought back and redeemed cumulatively is in excess of the cumulative Bonus Preference Shares required to be redeemed till the said anniversary, then there will be no redemption on that anniversary. At the 8th anniversary of the date of allotment, all the remaining and outstanding Bonus Preference Shares shall be redeemed by the Company.

 

The holders of Bonus Preference Shares shall have a right to vote only on resolutions which directly affect their rights. The holders of Bonus Preference Shares shall also havea right to vote on every resolution placed before the Company at any meeting of the equity shareholders if dividend or any part of the dividend has remained unpaid on the said Bonus Preference Shares for an aggregate period of atleast two years preceding the date of the meeting.

 

 

e)     Details of aggregate number of bonus shares issued, shares issued for consideration other than cash and shares bought back during five years preceding 31 March, 2014

 

Name of Shareholder

Number of Shares

Equity Shares allotted as fully paid bonus shares

489038065

Preference Shares allotted by way of Bonus

20169423120

Equity Shares allotted as fully paid for consideration other than cash, pursuant to Scheme(s) of Amalgamation / Arrangement

55030954

Equity Shares bought back and cancelled

24185210

 

 

f)      Details of Equity Shareholders holding more than 5 % of the aggregate Equity shares in the Company

 

Name of Shareholder

Number of Shares

% holding

Cyquator Media Services Private Limited

241402908

25.13

Essel Media Ventures Limited

102888286

10.71

Oppenheimer Developing Markets Fund

82290959

8.57

 

As per the of the Company, including its register of shareholders / members and other declaration received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.

 

 

g)    Details of Preference Shareholders holding more than 5 % of the aggregate Preference shares in the Company

 

Name of Shareholder

Number of Shares

% holding

Essel Landmark Private Limited

4120000000

20.43

Essel Media Ventures Limited

2160654006

10.71

Oppenheimer Developing Markets Fund

1895913054

9.40

 

 

h)    Employees Stock Option Scheme (ESOP)

 

The Company has instituted an Employee Stock Option Plan (ESOP 2009) as approved by the Board of Directors and Shareholders of the Company in 2009 for issuance of stock options convertible into equity shares not exceeding in the aggregate 5% of the issued and paid up capital of the Company as at 31 March, 2009 i.e. up to 21,700,355 equity shares of Rs.1 each, to the employees of the Company as well as that of its subsidiaries and also to Non-executive Directors including Independent Directors of the Company at the market price determined as per the Securities and Exchange Board of India (Employee Stock Options Scheme) Guidelines, 1999 (SEBI (ESOS) Guidelines). The said scheme is administered by the Remuneration Committee of the Board.

 

During the year ended 31 March, 2014, the Company did not grant any stock options. The options earlier granted under the Scheme vested during the year and these would be exercisable at any time within a period of four years from each vesting and the equity shares arising on exercise of options shall not be subject to any lock in.

 

The options were granted to the employees / directors at an exercise price, being the latest market price as per the SEBI (ESOS) Guidelines.

 

In view of, there being no intrinsic value on the date of the grant (being the excess of market price of share under the Scheme over the exercise price of the option), the Company is not required to account for the value of options as per the SEBI guidelines.

 

Summary of Stock Options outstanding is as follows:

 

Name of Shareholder

Number of Shares

Options outstanding at the beginning of the year

6548800

Options exercised during the year

6491000

Options lapsed during the year

57800

Options outstanding at the end of the year

--

 


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

21130.000

954.000

959.000

(b) Reserves & Surplus

18551.000

32574.000

28992.000

(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)

39681.000

33528.000

29951.000

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

16.000

15.000

10.000

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

0.000

0.000

0.000

(d) long-term provisions

275.000

206.000

160.000

Total Non-current Liabilities (3)

291.000

221.000

170.000

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

0.000

0.000

0.000

(b) Trade payables

1755.000

2264.000

1725.000

(c) Other current liabilities

2186.000

1643.000

1694.000

(d) Short-term provisions

3256.000

2429.000

1679.000

Total Current Liabilities (4)

7197.000

6336.000

5098.000

 

 

 

 

TOTAL

47169.000

40085.000

35219.000

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

2558.000

2199.000

1698.000

(ii) Intangible Assets

70.000

61.000

74.000

(iii) Capital work-in-progress

997.000

69.000

201.000

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

8080.000

5995.000

5923.000

(c) Deferred tax assets (net)

172.000

128.000

136.000

(d)  Long-term Loan and Advances

6457.000

4036.000

976.000

(e) Other Non-current assets

0.000

0.000

0.000

Total Non-Current Assets

18334.000

12488.000

9008.000

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

2000.000

4697.000

4679.000

(b) Inventories

11202.000

9585.000

9930.000

(c) Trade receivables

7980.000

7171.000

6784.000

(d) Cash and cash equivalents

1646.000

2394.000

761.000

(e) Short-term loans and advances

4911.000

2825.000

4009.000

(f) Other current assets

1096.000

925.000

48.000

Total Current Assets

28835.000

27597.000

26211.000

 

 

 

 

TOTAL

47169.000

40085.000

35219.000

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2014

31.03.2013

31.03.2012

 

SALES

 

 

 

 

 

Income

30757.000

25659.000

22040.000

 

 

Other Income

1845.000

1189.000

1289.000

 

 

TOTAL                                              (A)

32602.000

26848.000

23329.000

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Operational Cost

13101.000

10703.000

10144.000

 

 

Employee Benefits Expenses

2238.000

1904.000

1573.000

 

 

Other Expenses

5103.000

4429.000

4054.000

 

 

TOTAL                                              (B)

20442.000

17036.000

15771.000

 

 

 

 

 

 

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

12160.000

9812.000

7558.000

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

72.000

13.000

5.000

 

 

 

 

 

 

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

12088.000

9799.000

7553.000

 

 

 

 

 

Less

DEPRECIATION/ AMORTISATION                     (F)

338.000

280.000

215.000

 

 

 

 

 

 

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

11750.000

9519.000

7338.000

 

 

 

 

 

Less

TAX                                                                  (H)

4027.000

3112.000

2441.000

 

 

 

 

 

 

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

7723.000

6407.000

4897.000

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

15998.000

13328.000

11602.000

 

 

 

 

 

Add

DIVIDEND (INCLUDING TAX) ON EQUITY SHARES BOUGHT BACK AND CANCELLED

0.000

8.000

0.000

 

 

 

 

 

Less

UTILIZED ON ISSUE OF 6% CUMULATIVE REDEEMABLE PREFERENCE SHARES – BONUS

2822.000

0.000

0.000

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Dividend on 6% Cumulative Redeemable Preference Shares

86.000

0.000

0.000

 

 

Tax on dividend on Preference Shares

15.000

0.000

0.000

 

 

Proposed dividend on Equity Shares

1921.000

1919.000

1438.000

 

 

Tax on dividend on Equity Shares

326.000

326.000

233.000

 

 

Transferred to general reserve

2000.000

1500.000

1500.000

 

BALANCE CARRIED TO THE B/S

16551.000

15998.000

13328.000

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

FOB Value of Exports

1606.000

1165.000

1666.000

 

 

Broadcasting Revenue

227.000

198.000

76.000

 

 

Transmission Revenue

152.000

130.000

323.000

 

 

Commission- Space Selling

109.000

118.000

117.000

 

 

Interest Income

198.000

39.000

0.000

 

 

Others

45.000

28.000

25.000

 

TOTAL EARNINGS

2337.000

1678.000

2207.000

 

 

 

 

 

 

IMPORTS

 

 

 

 

 

Capital Equipment

391.000

451.000

243.000

 

 

Raw Stock

1.000

1.000

0.000

 

 

Software - Intangible asset

7.000

5.000

8.000

 

TOTAL IMPORTS

399.000

457.000

251.000

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

 

 

 

-- Basic

7.94

6.71

5.05

 

-- Diluted

7.94

6.69

5.05

 

 

QUARTERLY RESULTS

(Rs. In Millions)

 

Particulars

 

 

30.06.2014

(Unaudited)

30.09.2014

(Unaudited)

 

 

1st Quarter

2nd Quarter

Net sales

 

7891.400

8176.800

Total Expenditure

 

5023.300

5062.500

PBIDT (Excluding Other Income)

 

2868.100

3114.300

Other income

 

435.300

613.500

Operating Profit

 

3303.400

3727.800

Interest

 

05.500

01.000

PBDT

 

3297.900

3726.800

Depreciation

 

144.300

142.400

Profit Before Tax

 

3153.600

3584.400

Tax

 

1056.300

1229.500

Profit after tax

 

2097.300

2354.900

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

31.03.2013

31.03.2012

Net Profit Margin

PAT / Sales

(%)

25.11

24.97

22.22

 

 

 

 

 

Operating Profit Margin

(PBDIT/Sales)

(%)

39.54

38.24

34.29

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

30.99

28.09

25.34

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.30

0.28

0.25

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

0.00

0.00

0.00

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

4.01

4.36

5.14

 

 

 

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

959.000

954.000

21130.000

Reserves & Surplus

28992.000

32574.000

18551.000

Net worth

29951.000

33528.000

39681.000

 

 

 

 

long-term borrowings

10.000

15.000

16.000

Short term borrowings

0.000

0.000

0.000

Total borrowings

10.000

15.000

16.000

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

Sales

22040.000

25659.000

30757.000

 

 

16.420

19.868

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

Rs. In Millions

Rs. In Millions

Rs. In Millions

Sales

22040.000

25659.000

30757.000

Profit

4897.000

6407.000

7723.000

 

22.22%

24.97%

25.11%

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

CURRENT MATURITIES OF LONG-TERM DEBT BORROWINGS:

 

Particulars

31.03.2014

31.03.2013

31.03.2012

 

(Rs. In Millions)

Current maturities of long-term borrowings

11.000

9.000

NA

 

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

Yes

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

-----------

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

----------

22]

Litigations that the firm / promoter involved in

----------

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

----------

26]

Buyer visit details

----------

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

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

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

 

 

BUSINESS OVERVIEW

 

Subject recorded a commendable advertising revenue growth of 21% in Financial Year 2014 though the year gone by witnessed a muted growth in the Indian economy which had an impact on the overall television advertising spends recording low double digit growth, that too in spite of the lack luster GDP growth of below 5%.

 

Financial Year 2014 being the landmark year for the television industry in many ways, witnessed implementation of 12 minute advertising cap by majority of the broadcasters; change in television measurement metric from GRPs to TVTs; formation of a joint industry body Broadcast Audience Research Council (BARC), for nationwide audience research; implementation of second phase of digitisation in 38 cities of the country which, though has seen implementation delays, is a positive development to boost subscription revenues; and the latest TRAI tariff order, which permitted the inflation linked hike of 27.5% in Reference Interconnect Offer rates (in two stages) and is likely to further provide a positive fillip to the subscription revenues.

 

Subject had a very successful financial year reflecting focus on delivering superior performance with strong financial results. During the year, the Company enhanced its product portfolio both in domestic as well as international markets, with the launch of:

 

Zee Anmol - a free-to-air Hindi General Entertainment Channel which is the first channel in the Indian television space to be simultaneously launched on mobile and television platforms. Positioned as ‘Dil Choo Jaaye’, Zee Anmol is a channel that believes in touching people’s hearts through real, genuine emotions that will be depicted through some of the best shows that Indian Television has ever seen;

 

&pictures - an interactive Hindi movie channel aimed at targeting the younger mindset. This channel endeavors to build upon the existing film and digital resources to create a continuing conversation with an audience that is interested in staying connected and engaged with the world around them;

 

Zee Bioskop – a 24/7 Bollywood movies channel in Indonesia, fully dubbed or subtitled in Bahasa language;

 

Zee Lamhe - a free-to-air general entertainment channel which was launched in Europe showcases the best of South-Asian entertainment.

 

The flagship television channel, Zee TV improved its viewership share significantly during the year with the launch of several successful shows, including Dance India Dance – Season 4, Jodha Akbar, Aur Pyar Ho Gaya, Do Dil Bandhe Ek Dor Se, Doli Armaanon Ki and DID L’il Masters 3. DID Lil Masters opened at 11.1 TVM, the highest opening TVT amongst all Non-fiction shows on all Hindi GECs in the last two years. Also, another show Sapne Suhane Ladakpan Ke continued its successful run and reached a landmark of 500 plus episodes.

 

Zee Cinema continues to lead the Hindi Movie genre and strengthened its movie library. During the year, some of the Bollywood’s biggest blockbusters were premiered on Zee Cinema, which include Chennai Express, Race2, ABCD, Ramaiya Vastavaiya, Besharam, Zanjeer and Phata Poster Nikala Hero. Regional entertainment channels of Subject continued their strong growth in respective markets.

 

Zee Marathi, which premiered block buster movie “Duniyadari” - the biggest World TV premiere on Marathi television in last 5 years, had an impressive market share of 35% during the year and has been the consistent Number 1 channel since August 2013.

 

Zee Bangla, which is the market leader in non-fiction genre with 80% market share driven by shows like Dadagiri Unlimited, Sa Re Ga Ma Pa 2012 and Tumi Je Amar, continues to be a strong player in the Bangla general entertainment space and became Number 1 Bangla channel in Digital CS 4+ markets.

 

Zee Telugu, is the Number 1 Telugu general entertainment channel in the week-day Primetime fiction band between 1900-2200hrs on the back of slot leaders like Pasupu Kumkuma, Varunidhi Parinayam and Muddu Bidda.

 

Zee Kannada garnered a 14% market share in the Karnataka market with top performing shows like Bharathi, Radha Kalyana & Chi Sou Savitri. Zee Tamil is a strong No 3 player during weekday core prime-time with popular shows like Solvathellam Unmai, Luckka Kickka, Attagasam, CID and Top 10.

 

Zee Cafe has emerged as a leading player in the English Entertainment genre with a channel share of 18.4% and has acquired popular American shows which include The Big Bang Theory, House of Cards, The Good Wife, Pretty Little Liars and Gossip Girl amongst others.

 

With telecast rights of 5 (five) cricket boards which ensure coverage of cricket of all test playing countries, the Company’s sports channels continue to enthrall viewers across the country. Some of the major acquisitions during the year include renewal of South Africa, Zimbabwe and West Indies cricket rights, US Open Tennis Championships, Brazilian Football League and WTA Premier Event Rights.

 

During the year, Subject continued its focus on expansion in International markets with several deals which were signed during the year enhanced the penetration of Zee Network channels in international territories.

 

These include:

 

Zee TV launched on several networks across Canada and is now available on every Cable, Telco, Satellite and IPTV platform in Canada India.com was launched in the USA and Canada In UK, a new locally produced show – Zee Companion – is launched to interact with the local viewers and increase the affinity for Zee TV Zee Khana Khazana launched for the first time in Africa on the Zuku platform to cater to the East African countries Zee TV continues to be the Number 1 South Asian channel both in terms of GRPs and Reach in the UAE.

 

Zee Aflam was among the Top 3 movie channels in Kingdom of Saudi Arabia in terms of reach, while the new channel, Zee Alwan, is growing its reach in the Middle East market.

 

 

MANAGEMENT DISCUSSION AND ANALYSIS

 

OVERVIEW

 

Subject is one of India’s largest vertically integrated media and Entertainment Company. Subject was formed in 1982. ZEE as the first company to launch a satellite channel in India and from being a single channel for a single geography today operates multiple channels across multiple geographies in different languages and genres. The Company’s programming reaches out to over 730 Million viewers across 169 countries.

 

ZEE channel portfolio, across various genres in the Indian market, includes:

 

1)     Hindi Entertainment: Zee TV, Zee Smile, 9X, Zee Anmol, Zindagi

 

2)     Hindi Movies: Zee Cinema, Zee Premier, Zee Action, Zee Classic, &pictures

 

3)     English Entertainment, Movies and Life style: Zee Studio, Zee Café

 

4)     Regional Language Entertainment: Zee Marathi, Zee Bangla, Zee Bangla Cinema, Zee Talkies, Zee Telegu, Zee Kannada, Zee Tamil

 

5)     Sports: TEN Cricket, TEN Action, TEN Sports, TEN Golf

 

6)     Religious and Alternate Lifestyle: Zee Jagran, Zee Salaam

 

7)     Music: Zing, ETC

 

8)     Niche and Special Interest: Zee Khana Khazana and Zee Q

 

9)     HD: Zee TV HD, Zee Cinema HD, Zee Studio HD, TEN HD

 

Apart from the channels listed above which are available in India, the Company also broadcasts 34 dedicated channels in the international markets.

 

 

 

MEDIA AND ENTERTAINMENT INDUSTRY

 

The Indian Media and Entertainment Industry witnessed a moderate growth in 2013. The industry grew from ` 821 Billion in 2012 to ` 918 Billion in 2013, registering a growth rate of 11.8%. Television sector grew from ` 370 Billion in 2013 to ` 417 Billion in 2013, registering a growth of 12.7%. (Source: FICCI-KPMG Indian Media and Entertainment Industry Report 2014).

 

Fiscal 2014 was a landmark year for the television industry in many ways. It marked the implementation of 12 minute advertising cap by majority of the broadcasters. Also, it saw the change in television measurement metric from GRPs to TVTs and the formation of a joint industry body for nationwide audience research, Broadcast Audience Research Council.

 

Total advertising spend across media was ` 319 Billion in 2013 as per Pitch Madison Advertising Outlook 2014, contributing to 40% of Media & Entertainment industry revenues. In the light of continued muted economic growth, advertising revenues saw a growth of 11% in 2013.

 

FY2014 also saw the implementation of second phase of digitisation in 38 cities of the country. Though the implementation has seen some delay, it is a positive development for the industry and will boost subscription revenues. Another positive development on the subscription front was the latest TRAI tariff order, which permitted the inflation linked hike of 27.5% in Reference Interconnect Offer rates (in two stages) and is likely to further provide a positive fillip to the subscription revenues.

 

 

BUSINESS PROFILE

 

ZEE is an integrated media and entertainment company engaged primarily in broadcasting and content development, production and its delivery via satellite. The Company has 33 channels that serve the widest array of content in India and is the leading broadcaster across the country. ZEE is also the pioneer in the international markets with 34 dedicated channels serving Indian content across 169 countries.

 

Leadership across different Genres:

 

In the Hindi GEC genre, Zee TV is the flagship product from ZEE. The Hindi GEC space continued to see sustained competition between the top six channels with extremely dynamic channel rankings. Zee TV continued to have a leading share in the Hindi General Entertainment genre (GEC) with an average weekly channel share of 17% amongst all GECs. Key shows like Sapne Suhane Ladakpan Ke successfully completed 500+ episodes.

 

During the year, the channel launched various new successful shows in different genres. Jodha Akbar, a period drama launched during the year received tremendous success and is the No.2 show in Hindi GEC space. India’s Best Dramebaaz was a completely new format launched for the first time on Indian TV by Zee TV.

 

DID Season 4 was a weekend slot leader garnering good audience response and DID L’il Masters opened at 11.1 TVM, the highest opening TVT amongst all Non-fiction shows on all Hindi GECs in the last two years.

 

This year we enhanced our GEC offerings with the launch of Zee Anmol, an FTA Hindi GEC which is the first channel in the Indian television space to be simultaneously launched on mobile and television platforms. Positioned as ‘Dil Choo Jaaye’, Zee Anmol is a channel that believes in touching people’s hearts through real, genuine emotions that will be depicted through some of the best shows that Indian Television has ever seen.

 

In the Hindi Movie Genre, ZEE has 6 channels viz. Zee Cinema, Zee Premier, Zee Action, Zee Classic, Zee Cinema HD and &pictures. ZEE has the largest film library in the country and its movie channels are a strong favourite with the viewers as well as advertisers. During the year popular movies like Chennai Express, Race2, ABCD, Ramaiya Vastavaiya, Besharam, Zanjeer, Phata Poster Nikala Hero were premiered on Zee Cinema. Premier of Hindi feature film Chennai Express on Zee TV was the highest rated premiere in the history of Indian TV with reach of 52.0 Million in HSM CS 4+.

 

In line with our strategy of undertaking value-accretive investments, we launched &pictures, an interactive Hindi movie channel aimed at targeting the younger mindset. The channel endeavors to build upon the existing film and digital resources to create a continuing conversation with an audience that is interested in staying connected and engaged with the world around them.

 

The Company’s sports offerings include 5 channels viz. TEN Cricket, TEN Action, TEN Sports, TEN Golf and TEN HD. With telecast rights to 5 cricket boards, which ensure coverage of cricket of all test playing countries, along with rights to exciting properties such as UEFA cup football, WWE wrestling, US Open Tennis etc., TEN is a clear leader in the non-cricket genre with a 64% viewership share in FY2013. The sports business has contributed close to 15% of the Company’s top line this year.

 

Zee Café and Zee Studio are the company’s English language offerings. Zee Café has the rights to the latest series programming of America’s leading TV shows while Zee Studio has tied up with leading studios from across the globe to provide the best of Hollywood movies. The channels continue to strengthen the network subscription bouquet. During the year, the channels showcased popular international shows and live mega events like Miss World 2013, Critics Choice

 

Movie Awards 2013 etc. Zing, the music and lifestyle offering of the Company, showcases popular Bollywood oriented properties. The content on Zing revolves around the world of music, lifestyle, movies and celebrities. Zee Marathi, Zee Talkies, Zee Bangla, Zee Bangla Cinema, Zee Telugu, Zee Kannada and Zee Tamil are regional language offerings and enjoy significant market share in their respective markets.

 

Channel since August 2013. True to its brand value, Zee Marathi brought to the audiences fresh and appealing shows through Juloon Yeti Reshim Gathi, Tu Tithe Mi, Radha Hi Bavari, Honar Sun Mi Ya Gharchi, Foo Bai Foo and Sa ` Ga Ma Pa. The channel premiered block buster movie “Duniyadari”, the biggest World TV premiere on Marathi television in last 5 years.

 

Zee Bangla continues to be a strong player in the Bangla GEC space. It exited the year as No. 1 Bangla channel in Digital CS 4+ market. Zee Bangla is the market leader in non-fiction genre with 80% market share, driven by shows like Dadagiri Unlimited, Sa ` Ga Ma Pa 2012 and Tumi Je Amar.

 

Zee Kannada garnered a 14% market share in the Karnataka market with top performing shows like Bharathi, Radha Kalyana & Chi Sou Savitri.

 

Zee Telugu is the No.1 GEC channel in the weekday Primetime fiction band between 1900- 2200hrs on the back of slot leaders like Pasupu Kumkuma, Varunidhi Parinayam and Muddu Bidda.

 

Zee Tamizh is a strong No.3 player during weekday core PT (2000 – 2400 Hrs), with popular shows like Solvathellam Unmai, Luckka Kickka, Attagasam, CID and Top 10.

 

Further strengthening the performance of our niche/ special interest genre, our edutainment channels ZeeQ, won the KIDZOOKA AWARDS 2013 for The Best TV Channel – Edutainment. The most high rated show, Teenovation won the INDIAN TELLY AWARDS 2013 and was the finalist at the PRIX JEUNESSE INTERNATIONAL 2014.

 

Zee Khana Khazana our leading food & lifestyle channel is currently available across all major DTH and digital cable platforms. The channels continued its strong legacy of offering exciting content with 14 new shows like Bacha Party, Urban Cook, Kifayati Kitchen, Jain Jalsa and Snack Attack.

 

 

Global Presence

 

The Company reaches more than 730 Million viewers globally and in 169 countries worldwide. Internationally, subscription is a key driver of revenues for any broadcaster and international subscription revenues contributed significantly to ZEE’s total revenues in this financial year. Zee Network dominates the International South Asian (SA) Business globally. Zee TV continues to lead in US, Middle East & Africa’s in terms of viewership within the SA channels. During the year, the Company undertook various initiatives to further strengthen its dominance in the geographies where it operates.

 

 

Key highlights during the year include:

 

Two new channels Zee Bollywood and Zee Lamhe, were launched in USA.

 

Zee TV was launched on several networks across Canada and is now available on every Cable, Telco, Satellite and IPTV platform in Canada. India.com was launched in the USA and Canada.

 

In Europe, ZEE launched an FTA GEC channel Zee Lamhe, which showcases the best of South-Asian entertainment and is also getting rated by BARB in UK.

 

In UK, a new locally produced live show – Zee Companion – is launched to interact with the local viewers and increase the affinity for Zee TV. This is being produced in a new studio opened in London.

 

Zee Khana Khazana launched for the first time in Africa on the Zuku platform to cater to the East African countries.

 

Zee TV continues to be the Number 1 South Asian channel both in terms of GRPs and Reach in the UAE.

 

Zee Aflam was among the Top 3 movie channels in KSA in terms of reach, while the new channel, Zee Alwan, is growing its reach in the market.

 

In Indonesia, ZEE launched a 24/7 Bollywood Movies channel, Z Bioskop, which is fully dubbed or subtitled in Bahasa language.


STANDALONE UNAUDITED FINANCIAL RESULTS FOR THE QUARTER / HALF YEAR ENDED 30TH SEPTEMBER 2014

 (Rs. In Millions)

Particulars

3 Months Ended

3 Months Ended

Half Year Ended

 

30.09.2014

30.06.2014

30.09.2014

 

UNAUDITED

1. Income from operations

 

 

 

a) Net sales/ Income from operation (net of excise duty)

8176.800

7891.400

16068.200

b) Other operating income

0.000

0.000

0.000

Total income from Operations(net)

8176.800

7891.400

16068.200

2.Expenditure

 

 

 

a) Cost of material consumed

2882.000

2735.300

5617.300

b) Employees benefit expenses

656.000

700.900

1356.900

c) Depreciation and amortization expenses

142.400

144.300

286.700

d) Selling & Distribution Expenses

1175.400

1165.700

2341.100

e) Other expenditure

349.100

421.400

770.500

Total expenses

5204.900

5167.600

10372.500

3. Profit from operations before other income and financial costs

2971.900

2723.800

5695.700

4. Other income

613.500

435.300

1048.800

5. Profit from ordinary activities before finance costs

3585.400

3159.100

6744.500

6. Finance costs

1.000

5.500

6.500

7. Net profit/(loss) from ordinary activities after finance costs but before exceptional items

3584.400

3153.600

6738.000

8. Exchange Currency Fluctuation Loss/ (Gain)

0.000

0.000

0.000

9. Profit from ordinary activities before tax Expense:

3584.400

3153.600

6738.000

10.Tax expenses

1229.500

1056.300

2285.800

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

2354.900

2097.300

4452.200

12.Extraordinary Items (net of tax expense)

0.000

0.000

0.000

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

2354.900

2097.300

4452.200

14.Paid-up equity share capital (Nominal value Rs.10/- per share)

960.400

960.400

960.400

16. Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year

--

--

--

17.i) Earnings per share (before extraordinary items) of Rs.10/- each) (not annualised):

 

 

 

(a) Basic and diluted

2.08

1.81

3.90

 

 

 

 

A. Particulars of shareholding

 

 

 

1. Public Shareholding

 

 

 

- Number of shares

5468

5468

5468

- Percentage of shareholding

56.93

56.93

56.93

2. Promoters and Promoters group Shareholding-

 

 

 

a) Pledged /Encumbered

 

 

 

Number of shares

1662

1726

1662

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

40.19

41.72

40.19

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

17.31

17.97

17.31

 

 

 

 

b) Non  Encumbered

 

 

 

Number of shares

2474

2410

2474

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

59.81

58.28

59.81

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

25.76

25.10

25.76

 

B. Investor Complaints

 

 

Pending at the beginning of the quarter

0

 

Receiving during the quarter

9

 

Disposed of during the quarter

9

 

Remaining unreserved at the end of the quarter

0

 

 

 

STANDALONE STATEMENT OF ASSTES AND LIABILITIES AS ON 30.09.2014

Rs. In Millions

SOURCES OF FUNDS

 

 

 

30.09.2014

(Unaudited)

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

 

 

21152.100

(b) Reserves & Surplus

 

 

24909.400

(c) Pending Call Money

 

 

0.000

Sub-total Shareholders’

 

 

46061.500

 

 

 

 

(2) Non-Current Liabilities

 

 

 

(a) long-term borrowings

 

 

13.400

(b) Deferred tax liabilities (Net)

 

 

0.000

(c) Other long term liabilities

 

 

0.000

(d) long-term provisions

 

 

319.300

Sub-total of Non-Current liabilities

 

 

332.700

 

 

 

 

(3) Current liabilities

 

 

 

(a) Short term borrowings

 

 

2220.800

(b) Trade payables

 

 

0.000

(c) Other current liabilities

 

 

2097.100

(d) Short-term provisions

 

 

23.300

Sub-total of Current liabilities

 

 

4341.200

 

 

 

 

TOTAL

 

 

50735.400

 

 

 

 

II.             ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

3637.700

(b) Non-Current investments

 

 

7975.200

(c) Deferred tax assets (net)

 

 

271.100

(d) Long term loans and advances

 

 

6731.900

(e) Other non-current assets

 

 

0.000

Sub-total of Non-Current Assets

 

 

18615.900

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

 

2000.000

(b) Inventories

 

 

12130.700

(c) Trade receivables

 

 

9426.800

(d) Cash and cash equivalents

 

 

675.700

(e) Short-term loans and advances

 

 

7549.000

(f) Other current assets

 

 

337.300

Sub-total of Current Assets

 

 

32119.500

 

 

 

 

TOTAL

 

 

50735.400

 

NOTES:

 

1.     Effective April 01, 2014, the Company has changed its method of accounting for expenses incurred on development of new television channels till the time it is ready for commercial launch as Intangible assets, as permitted under AS 26, instead of charging it to statement of profit and loss. Accordingly Rs. 100 million of development expenditure has been capitalized and Rs. 1.5 million has been amortized during the period. Had the Company continued to use the earlier method of accounting the profit after tax for the current period would have been lower by Rs. 65 million.

 

2.     In consolidated financial, due to change in arrangement with various operators across territories, subscription revenue for the current period is accounted net of Subscription Management Service cost. This change has no impact on the profits for the quarter and half year ended September 30, 2014. Accordingly previous periods figures are not comparable with that of current period.

 

3.     The Scheme of Arrangement for Demerger of Media Business Undertaking of Diligent Media Corporation Limited (DMCL) vesting with the Company was approved by Hon’ble Bombay High Court vide Order passed on September 12, 2014. Upon filing of certified copies of order with Registrar of Companies, the Scheme has become effective on and from September 26, 2014. The above financial results are after giving effect of the said demerger. Further In accordance with the Scheme, the Board of Directors of the Company at the meeting held on September 26, 2014 had allotted 22,273,886 - 6% Non-Cumulative Non-Convertible Redeemable Preference Shares (Class A) of Rs. 1 each to the Shareholders of DMCL. The said Preference Shares will not be listed on the Stock Exchanges and shall not rank pari passu with existing Listed Bonus Preference Shares of the Company.

 

4.     Consequent to the enactment of the Companies Act, 2013 (the Act) and its applicability for accounting periods commencing after April 1, 2014, the Company has reworked depreciation with reference to the estimated economic lives of fixed assets prescribed by Schedule II to the Act or actual useful life of assets, whichever is lower. In case of any asset whose life has completed as above, the carrying value, net of residual value, as at April 1, 2014 has been adjusted to the Reserves and in other cases the carrying value has been depreciated over the remaining of the revised life of the assets and recognised in the Statement of Profit and Loss.

 

5.     The Statutory Auditors have carried out a ‘Limited Review’ of the stand-alone financial results for the quarter/half year ended September 30, 2014.

 

6.     Previous period/year figures have been regrouped wherever necessary.

 

7.     The Company mainly operates only in one segment namely “Content and Broadcasting” and hence segment details are not required to be published.

 

8.     The above unaudited financial results have been reviewed by the Audit Committee and approved by the Board of Directors in their meeting held on October 17, 2014.

 

 

INDEX OF CHARGE:

 

Sr. No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10196184

29/12/2009

500,000,000.00

AXIS TRUSTEE SERVICES LIMITED

MAKER TOWERS 'F', 13TH FLOOR, CUFFE PARADE, COLABA, MUMBAI, MAHARASHTRA - 400005, INDIA

A77309854

2

10184111

16/09/2013 *

500,000,000.00

YES BANK LIMITED

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

B86412277

3

10020837

27/09/2013 *

500,000,000.00

ING VYSYA BANK LIMITED

22, M G ROAD,BANGALORE, BANGALORE, KARNATAKA - 560001, INDIA

B88445432

 

*Date of modification Charges

 

 

FIXED ASSETS:

 

·         Leasehold Land

·         Leasehold Improvements

·         Building

·         Computers

·         Plant and Machinery

·         Office Equipments

·         Furniture and Fixtures

·         Vehicles

·         Software

·         Trade Mark

 


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 records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                                       None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                        None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                        None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.61.85

UK Pound

1

Rs.96.72

Euro

1

Rs.76.53

 

 

INFORMATION DETAILS

 

Information Gathered by :

HTL

 

 

Analysis Done by :

KRN

 

 

Report Prepared by :

SNT


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

8

--LEVERAGE

1~10

8

--RESERVES

1~10

8

--CREDIT LINES

1~10

8

--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

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

 

 

 

TOTAL

 

72

 

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.