1. Summary Information

Country

India

Company Name

D.B. CORP LIMITED

Principal Name 1

Mr. Ramesh Chandra Agarwal

Status

Good

Principal Name 2

Mr. Sudhir Agarwal

Registration #

04-47208

Street Address

Plot No. 280, Sarkhej Gandhi Nagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380 051, Gujarat

Established Date

27.10.1995

SIC Code

--

Telephone#

91-79-39888850

Business Style 1

Publishers

Fax #

91-79-39814001

Business Style 2

--

Homepage

http://www.bhaskar.com

Product Name 1

Newspaper

# of employees

Information declined by the management

Product Name 2

radio broadcasting

Paid up capital

Rs.1,833,748,000/-

Product Name 3

internet

Shareholders

Shareholding of Promoter and Promoter Group 74.94%, Public Shareholding 25.06%

Banking

Standard Chartered Bank

 

Public Limited Corp.

Yes

Business Period

19 Years

IPO

Yes

International Ins.

-

Public Enterprise

Yes

Rating

A (70)

Related Company

Relation

Country

Company Name

CEO

Subsidiary Company

--

Synergy Media Entertainment Limited

--

Note

-

 

2. Summary Financial Statement

Balance Sheet as of

31.03.2013

(Unit: Indian Rs.)

Assets

Liabilities

Current Assets

5,884,307,000

Current Liabilities

2,833,815,000

Inventories

1,298,196,000

Long-term Liabilities

1,373,866,000

Fixed Assets

7,889,769,000

Other Liabilities

1,775,083,000

Deferred Assets

0,000

Total Liabilities

5,982,764,000

Invest& other Assets

1,654,342,000

Retained Earnings

8,910,102,000

 

 

Net Worth

10,743,850,000

Total Assets

16,726,614,000

Total Liab. & Equity

16,726,614,000

 Total Assets

(Previous Year)

15,725,693,000

 

 

P/L Statement as of

31.03.2013

(Unit: Indian Rs.)

Sales

15,788,596,000

Net Profit

2,306,058,000

Sales(Previous yr)

14,418,107,000

Net Profit(Prev.yr)

2,084,730,000

 

MIRA INFORM REPORT

 

 

Report Date :

28.06.2014

 

IDENTIFICATION DETAILS

 

Name :

D.B. CORP LIMITED

 

 

Registered Office :

Plot No. 280, Sarkhej - Gandhi Nagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380 051, Gujarat

 

 

Country :

India

 

 

Financials (as on) :

31.03.2013

 

 

Date of Incorporation :

27.10.1995

 

 

Com. Reg. No.:

04-47208

 

 

CIN No.:

[Company Identification No.]

L22210GJ1995PLC047208

 

 

Capital Investment / Paid-up Capital :

Rs. 1833.748 Millions

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

RKTD01424D  / PTLD12325F

 

 

PAN No.:

[Permanent Account No.]

AACCM5772G

 

 

Legal Form :

A Public Limited Liability company. The company’s Share are Listed on the Stock Exchange.

 

 

Line of Business :

Subject is in the business of publishing newspapers, radio broadcasting, event management, internet and wind energy.

 

 

No. of Employees :

Information declined by the management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (70)

 

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 43000000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well-established company having fine track record.

 

The rating reflects well-established position of DBCL’s in the print media industry marked by geographically diversified leadership positions in various territories, decent profitability levels and adequate liquidity position 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 – March 31, 2014

 

Country Name

Previous Rating

(31.12.2013)

Current Rating

(31.03.2014)

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

 

The economy grew 4.7 %in 2013/14, marking a second straight year of sub-5 % growth – the worst slowdown in more than a quarter of a century. The data was below an official estimate of 4.9 % annual growth and compared with 4.5 % in the last fiscal year. However, the current account deficit narrowed sharply to $ 32.4 billion at 1.7 % of gross domestic product, in 2013/14 from a record high of $ 98.8 billion or 4.7 %, the year before.A sharp fall in gold imports due to restrictions on overseas purchases and muted import of capital goods helped shrink the current account deficit.

 

Online retailer Flipkart has acquired fashion portal Myntra as it prepares to battle with the rapidly expanding India arm of the global e-commerce giant Amazon. The company raised $ 210 million from Russian Investment firm DST Global which has also invested in companies like Facebook, Twitter and Alibaba Group.

 

General Motors will start exporting vehicles from its Talegaon plant near Pune in the second half of 2014. GM was one of the few global carmakers that was using its India plant only for the domestic market.

 

Google has overtaken Apple as the world’s top brand in terms of value, according to global market research agency Millward Brown. Google’s brand value shot up 40 % in a year to $ 158.84 billion. The top 10 of the 100 slots were dominated by US companies.

 

Infosys lost another heavy weight when B G Srinivas, a board member put in his papers. He is the third CEO-hopeful to quit after Chairman N R Narayana Murthy’s return to the company – Ashok Vemuri and V Balakrishnan being the other two.While Vemuri went on to lead IGate, Balakrishnan joined politics.

 

Naresh Goyal – promoted Jet Airways posted biggest quarterly loss – Rs 2153.37 crore – in the three months ended March 31, mainly because it has been offering discounts to passengers to fill planes.

 

William S Pinckney – Chairman and CEO of Amway India was arrested by the Andhra Pradesh Police in connection with a complaint against the direct selling firm. This is the second time that he has been taken into custody. A year, ago the Kerala Police had arrested Pinckney and two company directors on charges of financial irregularities.

 

China has told its state-owned enterprises to sever links with American consulting firms after the United States charged five Chinese military officers wih hacking US companies. China’s action which targets consultancies like McKinsey & Co. and the Boston Consulting Group, sterns from fears that the first are providing trade secrets to the US governments.

 

India has emerged as a country with some of the highest unregistered businesses in the world. Indonesia has the maximum number of shadow businesses, says a study of 68 countries by Imperial College Business School in London.

 

Pfizer has abandoned its attempt to buy AstraZeneca for nearly $ 118 billion after the latter refused an offer of 55 pounds a share.

 

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

15.10.2013

 

Rating Agency Name

CARE

Rating

Short term bank facilities: A1+

Rating Explanation

Very strong degree of safety and lowest credit risk.

Date

15.10.2013

 

 

RBI DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

 

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

 

INFORMATION DECLINED

 

MANAGEMENT NON-COOPERATIVE (91-79-39888840)

 

LOCATIONS

 

Registered Office /

Printing Press :

Plot No. 280, Sarkhej - Gandhi Nagar Highway, Near YMCA Club, Makarba, Ahmedabad – 380 051, Gujarat, India

Tel No.:

91-79-39888850

Fax No.:

91-79-39814001

E-Mail :

csbpl2008@yahoo.co.in

bdcs@bhaskarnet.com

dbcs@dainikbhaskargroup.com

Website :

http://www.bhaskar.com

 

 

Head Office :

Dwarka Sadan, 6, Press Complex, M.P. Nagar, Bhopal-462011, Madhya Pradesh, India 

Tel No.:

91-755-3913292/ 3988884

Fax No.:

91-755-2552080

 

 

Corporate Office :

501, 5th Floor, Naman Corporate Link, Opp. Dena Bank, C-31, G- Block, Bandra Kurla Complex, Bandra - East, Mumbai – 400051, Maharashtra, India

Tel No.:

91-22-39888840

Fax No.:

91-22-39804793/26597217

 

 

Administrative Office :

D-143, Sector-63, Noida-201301, Uttar Pradesh, India

Tel. No.:

91-120-3341200

E mail :

scontact@imct.co.in

Location:

Owned

 

 

Branch Office:

G-3A/4-6, Kasmanwala Chambers, New Udyog Mandir- 2, Mogul Lane, Mahim, West, Mumbai- 400016, Maharashtra, India

 

 

DIRECTORS

 

As on 31.03.2013

 

Name :

Mr. Ramesh Chandra Agarwal

Designation :

Chairman

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

15.06.1944

Date of Appointment :

10.12.2005

 

 

Name :

Mr. Sudhir Agarwal

Designation :

Managing Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

20.07.1967

Qualification :

Bachelor's degree in science

Date of Appointment :

10.12.2005

 

 

Name :

Mr. Girish Agarwal

Designation :

Non-Executive Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

10.07.1971

Date of Appointment :

27.10.1995

 

 

Name :

Mr. Pawan Agarwal

Designation :

Non-Executive Director

Address :

E -1/79, Arera Colony, Bhopal – 462 016, Madhya Pradesh, India

Date of Birth/Age :

31.07.1974

Date of Appointment :

10.12.2005

 

 

Name :

Mr. Piyush Pandey

Designation :

Independent Director    

Address :

1st Floor Krishna Kunj Road No. 5, opposite Cadell Road Mahim, Mumbai – 400 016, Maharashtra, India.

Date of Birth/Age :

05.09.1955

Date of Appointment :

28.11.2007

 

 

Name :

Mr. Kailash Chandra Chowdhary

Designation :

Independent Director    

Address :

F No. 405, Anand Bhawan 577, MG Road, Indore – 452 001, Madhya Pradesh, India.

Date of Birth/Age :

08.05.1940

Date of Appointment :

28.11.2007

 

 

Name :

Mr. Harish Bijoor

Designation :

Independent Director    

Address :

D – 47, Golden Enclave , Airport Road, Bangalore – 560 017, Karnataka, India

Date of Birth/Age :

03.06.1961

Date of Appointment :

28.11.2007

 

 

Name :

Mr. Ashwin Kumar Singhal

Designation :

Independent Director    

Address :

Flat No. 509, Mittal Park, 44 Janardan Mhatre Marg, Juhu, Mumbai – 400049, Maharashtra, India.

Date of Birth/Age :

03.06.1961

Date of Appointment :

28.11.2007

 

 

KEY EXECUTIVES

 

Name :

Mrs. Anita Gokhale

Designation :

Secretary

Address :

Flat No. D 602 Keshav Kunj CHS Sector 30, Vashi, Navi Mumbai 400705, Maharashtra, India

Date of Birth/Age :

03.12.1964

Date of Appointment :

01.10.2011

 


 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2014

 

Category of Shareholder

Total No. of Shares

Total Shareholding as a % 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.gifIndividuals / Hindu Undivided Family

95909922

52.27

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

41595057

22.67

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

137504979

74.94

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

 

 

Total shareholding of Promoter and Promoter Group (A)

137504979

74.94

(B) Public Shareholding

 

 

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

 

 

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

4903167

2.67

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

9171

0.00

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

34013584

18.54

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

38925922

21.21

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

 

 

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

4852962

2.64

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

1348966

0.74

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

610467

0.33

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

242205

0.13

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

1404

0.00

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

212950

0.12

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

19126

0.01

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

8725

0.00

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

7054600

3.84

Total Public shareholding (B)

45980522

25.06

Total (A)+(B)

183485501

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)

183485501

0.00

 

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is in the business of publishing newspapers, radio broadcasting, event management, internet and wind energy.

 

PRODUCTION STATUS AS ON (31.03.2011)

 

Installed Capacity: (as certified by the management and relied upon by the auditors, it being a technical matter).

 

Type of Machine

No. of Machines

Total Capacity

(Impression per hour)

Cold Set Machines

61

2274000

Heat Set Machines

5

120000

 

Actual Production

 

Production

No. of Copies

News Paper

1396530119

 

 

GENERAL INFORMATION

 

No. of Employees :

Information declined by the management

 

 

Bankers :

  • UCO Bank
  • IDBI Bank
  • Standard Chartered Bank
  • HSBC Bank
  • DBS Bank

 

 

Facilities :

Secured Loan

31.03.2013

(Rs. in Millions)

31.03.2012

(Rs. in Millions)

Long-term Borrowings

 

 

Term loans

Foreign currency loans from financial institution

878.017

1028.579

Short-term borrowings

 

 

Buyers’ credit from banks

298.854

576.690

Total

1176.871

1605.269

 

Note:

 

Foreign currency loans from financial institution

Agco Finance GmbH:

 

The loan carries interest rate @ LIBOR plus 0.68%. The loan is repayable in 18 consecutive half yearly installments. The loan is secured by first pari passu charge with other lenders on plant and machinery and other project assets acquired from the said term loan.

 

Buyers’ credit facilities are secured by:

 

- Standard Chartered Bank: First charge on the current assets of the Company.

 

- HSBC Bank: First pari passu charge over current assets of the Company second charge over plant and machinery of the Company and corporate guarantee of Writers and Publishers Private Limited.

 

- DBS Bank: First pari-passu charge on current assets of the Company, second pari-passu charge on movable fixed assets.

 

- Interest rates for buyers’ credits are multiline rates ranging between 1.25% p.a. and 4.18% p.a. (as mutually agreed).

 

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name 1

S R Batliboi and Associates

Chartered Accountant

Address :

19th Floor, Express Tower, Nariman Point, Mumbai – 400 021, Maharashtra, India 

Tel. No.:

91-22-22876485 / 22876401

 

 

Name 2

Gupta Navin and Company

Chartered Accountant

Address :

Near Inderganj Square, SDM Road, Gwalior- 474009, Madhya Pradesh, India 

Tel. No.:

91-751-2328302

Fax No:

91-751-4076611

 

 

Subsidiaries:

  • Synergy Media Entertainment Limited (up to March 31, 2012)
  • I Media Corp Limited
  • Divya Prabhat Publications Private Limited (with effect from October 1, 2011)

 

 

Enterprises owned or significantly influenced by key management personnel or their relatives:

  • Abhivyakti Kala Kendra
  • Bhaskar Printing Press - Rajasthan
  • Bhaskar Printing Press- MPCG
  • Bhaskar Printing Press- CPH2
  • Bhaskar Printing Press- Gujarat (up to March 31, 2012)
  • Bhaskar Samachar Seva
  • Bhaskar Publication and Allied Industries Private Limited.
  • Bhaskar Infrastructure Limited
  • Bhaskar Industries Private Limited (Formerly known as Bhaskar Industries Limited)
  • Decore Exxoil Private Limited (Formerly known as Bhaskar Exxoil Private Limited)
  • Bhaskar Venkatesh Products Private Limited (up to December 11, 2012)
  • D B Malls Private Limited
  • D B Power Limited
  • R.C. Printer - Raipur
  • Writers and Publishers Private Limited
  • Diligent Media Corporation Limited (up to October 09, 2012)
  • Peacock Trading and Investments Private Limited
  • Chambal Tradings Private Limited
  • DevFiscal Service Private Limited
  • Stitex Global Limited
  • Bhopal Financial Services Private Limited
  • Bhaskar Multinet Limited (Merged with Bhaskar Infrastructure Limited with effect from April 01, 2012)

 

 

CAPITAL STRUCTURE

 

AFTER 24.07.2013

 

Authorised Capital : Rs.2500.000 Millions

 

Issued, Subscribed & Paid-up Capital : Rs.1835.563 Millions

 

As on 31.03.2013

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

249,000,000

Equity Shares

Rs.10/- each

Rs. 2490.000 Millions

1,000

0% Non Convertible Redeemable Preference Shares

Rs. 10000/- each

Rs. 10.000 Millions

 

 

 

 

 

Total

 

Rs. 2500.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

183,373,844

Equity Shares

Rs.10/- each

Rs. 1833.738 Millions

1

0% Non Convertible Redeemable Preference Shares

Rs. 10000/- each

Rs. 0.010 Million

 

 

 

 

 

Total

 

Rs. 1833.748 Millions

 

Note: Reconciliation of number of shares outstanding at the beginning and at the end of the year

 

EQUITY SHARES

31.03.2013

 

Nos.

Rs. In Millions

At the beginning of the year Issued during the year

183308354

1833.084

Employee Stock Option Schemes (‘ESOS’)

65490

0.655

Outstanding at the end of the year

183373844

1833.738

 

PREFERENCE SHARES

31.03.2013

 

No.

Rs. In Millions

At the beginning of the year

1

0.010

Outstanding at the end of the year

1

0.010

 

Terms/ right attached to each class of shares

 

(i) Equity shares

 

The Company has only one class of equity shares having a par value Rs.10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend proposed by Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

 

During the year ended March 31, 2013, the amount of per share dividend recognised as distributions to equity shareholders is Rs.5.50 per share (March 31, 2012: Rs.5.00 per share).

 

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 all preferential amounts. The distribution will be in proportion to the number of equity shares held by shareholders.

 

(ii) Preference shares

 

The Company has class of zero % non-convertible redeemable preference shares having value of Rs.10,000 per share. These preference shares are redeemable at par at any time after five years but before twenty years from the date of allotment i.e. July 31, 2007. Each preference share holder is entitled to one vote per share.

 

Aggregate number of bonus shares issued, shares issued for consideration other than cash, shares issued pursuant to the scheme of arrangement during the period of five years immediately preceding the reporting date:

 

 

31.03.2013

 

No.

No.

EQUITY SHARES:

 

 

Allotted as fully paid up pursuant to contract(s) without

payment being received in cash

--

--

Allotted as fully paid up by way of bonus shares

--

--

Allotted as fully paid up pursuant to ESOS

65490

25123

Allotted as share issued in pursuant to the scheme of arrangement

--

--

PREFERENCE SHARES:

 

 

Allotted as fully paid up pursuant to contract(s) without

payment being received in cash

--

--

 

65490

25123

 

Detail of shareholders holding more than 5% shares of the Company

 

Name of shareholders

31.03.2013

 

Nos.

% of holding

Equity shares of Rs. 10/- each fully paid

 

 

Ramesh Chandra Agarwal

100001

0.05

Jyoti Agarwal

4948007

2.70

Sudhir Agarwal

26681449

14.55

Girish Agarwal

25087256

13.68

Pawan Agarwal

28152456

15.35

Bhaskar Infrastructure Limited

12112420

6.61

Peacock Trading and Investments Private Limited

10127247

5.52

Nalanda India Equity Fund Limited

12233041

6.67

Preference share of Rs. 10,000/- fully paid

 

 

Sunderbabu Venugopal

1

100.00

 

Shares reserved for issue under options

 

For detail of shares reserved for issue under the Employee Stock Option Schemes (‘ESOS’) of the Company.


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

 

31.03.2013

31.03.2012

I.              EQUITY AND LIABILITIES

 

 

 

(1)Shareholders' Funds

 

 

 

(a) Share Capital

 

1833.748

1833.093

(b) Reserves & Surplus

 

8910.102

7765.266

(c) Money received against share warrants

 

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

 

0.000

0.000

Total Shareholders’ Funds (1) + (2)

 

10743.850

9598.359

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

 

878.017

1028.579

(b) Deferred tax liabilities (Net)

 

833.737

745.798

(c) Other long term liabilities

 

322.975

292.421

(d) long-term provisions

 

0.000

0.000

Total Non-current Liabilities (3)

 

2034.729

2066.798

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

 

495.849

772.249

(b) Trade payables

 

958.482

1073.945

(c) Other current liabilities

 

1552.358

1376.859

(d) Short-term provisions

 

941.346

837.483

Total Current Liabilities (4)

 

3948.035

4060.536

 

 

 

 

TOTAL

 

16726.614

15725.693

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

 

7595.618

7130.398

(ii) Intangible Assets

 

294.151

316.654

(iii) Capital work-in-progress

 

70.248

449.639

(iv) Intangible assets under development

 

0.000

0.000

(b) Non-current Investments

 

1584.094

827.674

(c) Deferred tax assets (net)

 

0.000

0.000

(d)  Long-term Loan and Advances

 

983.796

872.701

(e) Other Non-current assets

 

64.389

89.996

Total Non-Current Assets

 

10592.296

9687.062

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

 

0.000

0.000

(b) Inventories

 

1298.196

1183.839

(c) Trade receivables

 

3038.928

2446.284

(d) Cash and cash equivalents

 

1247.277

1867.895

(e) Short-term loans and advances

 

534.047

524.743

(f) Other current assets

 

15.870

15.870

Total Current Assets

 

6134.318

6038.631

 

 

 

 

TOTAL

 

16726.614

15725.693

 

SOURCES OF FUNDS

 

 

 

31.03.2011

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

 

 

1832.842

2] Share Application Money

 

 

0.000

3] Reserves & Surplus

 

 

6691.449

4] (Accumulated Losses)

 

 

0.000

NETWORTH

 

 

8524.291

LOAN FUNDS

 

 

 

1] Secured Loans

 

 

2081.725

2] Unsecured Loans

 

 

290.349

TOTAL BORROWING

 

 

2372.074

DEFERRED TAX LIABILITIES

 

 

694.598

Stock Options Outstanding

 

 

28.919

 

 

 

 

TOTAL

 

 

11619.882

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

 

 

6651.614

Capital work-in-progress

 

 

680.090

 

 

 

 

INVESTMENT

 

 

520.328

DEFERREX TAX ASSETS

 

 

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

 
 
728.033

 

Sundry Debtors

 
 
2385.689

 

Cash & Bank Balances

 
 
1661.621

 

Other Current Assets

 
 
0.000

 

Loans & Advances

 
 
1055.424

Total Current Assets

 
 
5830.767

Less : CURRENT LIABILITIES & PROVISIONS

 
 

 

 

Sundry Creditors

 
 
1216.560

 

Other Current Liabilities

 
 
416.066

 

Provisions

 
 
540.118

Total Current Liabilities

 
 
2172.744

Net Current Assets

 
 
3658.023

 

 

 

 

MISCELLANEOUS EXPENSES

 

 

109.827

 

 

 

 

TOTAL

 

 

11619.882

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

 

31.03.2013

31.03.2012

31.03.2011

 

SALES

 

 

 

 

 

Income

15788.596

14418.107

2291.469

 

 

Income from Event Management

--

0.000

151.469

 

 

Advertisement Income

--

0.000

10030.346

 

 

Other Operating Income

247.328

230.520

143.091

 

 

Other Income (Interest Income)

--

0.000

164.975

 

 

TOTAL                                     (A)

16035.924

14648.627

12781.350

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Raw Material Consumed

5425.922

5070.579

3839.083

 

 

Event Expenses

117.028

140.466

148.803

 

 

Operating Expenses

--

1635.728

1307.782

 

 

Personal Expenses

--

0.000

1790.276

 

 

General and Administration Expenses

--

885.189

773.328

 

 

Selling and Distribution Expenses

--

807.068

672.450

 

 

Employee benefit Expenses

2683.489

2351.143

--

 

 

Foreign Exchange Loss / (Gain)net

59.981

101.155

--

 

 

Increase / (Decrease) in stock

0.275

(0.415)

(0.604)

 

 

Other expenses

3658.952

--

--

 

 

TOTAL                                     (B)

11945.647

10990.913

8531.118

 

 

 

 

 

Less

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

4090.277

3657.714

4250.232

 

 

 

 

 

Less

FINANCIAL EXPENSES                                    (D)

79.780

92.261

152.837

 

 

 

 

 

 

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

4010.497

3565.453

4097.395

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

573.070

500.023

427.636

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                              (G)

3437.427

3065.430

3669.759

 

 

 

 

 

Less

TAX                                                                  (I)

1131.369

980.700

996.528

 

 

 

 

 

 

PROFIT AFTER TAX (G-I)                                 (J)

2306.058

2084.730

2673.231

 

 

 

 

 

Add

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

NA

NA

2180.841

 

 

 

 

 

Less

APPROPRIATIONS

 

 

 

 

 

Interim Dividend

--

NA

363.083

 

 

Proposed Final Dividend

--

NA

366.596

 

 

Tax on Dividend

--

NA

119.775

 

 

Transfer to General Reserve

--

NA

300.000

 

 

Transfer to General Reserve

235.000

210.000

--

 

 

Dividend Proposed (Including Interim dividend and Tax on Dividend)

1177.230

1065.33

--

 

BALANCE CARRIED TO THE B/S

NA

NA

3704.618

 

 

 

 

 

 

IMPORTS

 

 

 

 

Raw Materials

1735.154

1718.412

714.929

 

Stores & Spares

24.498

39.835

17.149

 

Capital Goods

78.048

1.852

0.000

 

TOTAL IMPORTS

1837.700

1760.099

732.078

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

 

 

 

Basic

12.58

11.37

14.73

 

Diluted

12.56

11.36

14.70

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2013

31.03.2012

31.03.2011

PAT / Total Income

(%)

14.38
14.23
20.92

 

 

 
 
 

Net Profit Margin

(PBT/Sales)

(%)

21.77
21.26
29.42

 

 

 
 
 

Return on Total Assets

(PBT/Total Assets}

(%)

22.81
21.21
29.40

 

 

 
 
 

Return on Investment (ROI)

(PBT/Networth)

 

0.32
0.31
0.43

 

 

 
 
 

Debt Equity Ratio

(Total Debt /Networth)

 

0.13
0.18
0.27

 

 

 
 
 

Current Ratio

(Current Asset/Current Liability)

 

1.55
1.95
2.68

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2011

31.03.2012

31.03.2013

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Share Capital

1832.842

1833.093

1833.748

Reserves & Surplus

6720.368

7765.266

8910.102

Net worth

8553.210

9598.359

10743.850

 

 

 

 

long-term borrowings

1384.238

1028.579

878.017

Short term borrowings

336.781

772.249

495.849

Total borrowings

1721.019

1800.828

1373.866

Debt/Equity ratio

0.201

0.188

0.128

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2011

31.03.2012

31.03.2013

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

2291.469

14418.107

15788.596

 

 

529.208

9.505

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2011

31.03.2012

31.03.2013

 

(Rs. In Millions)

(Rs. In Millions)

(Rs. In Millions)

Sales

2291.469

14418.107

15788.596

Profit

2673.231

2084.730

2306.058

 

116.66%

14.46%

14.61%

 


 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check List by Info Agents

Available in Report (Yes / No)

1]

Year of Establishment

Yes

2]

Locality of the firm

Yes

3]

Constitutions of the firm

Yes

4]

Premises details

No

5]

Type of Business

Yes

6]

Line of Business

Yes

7]

Promoter's background

Yes

8]

No. of employees

No

9]

Name of person contacted

No

10]

Designation of contact person

No

11]

Turnover of firm for last three years

Yes

12]

Profitability for last three years

Yes

13]

Reasons for variation <> 20%

--

14]

Estimation for coming financial year

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

--

22]

Litigations that the firm / promoter involved in

--

23]

Banking Details

Yes

24]

Banking facility details

Yes

25]

Conduct of the banking account

--

26]

Buyer visit details

--

27]

Financials, if provided

Yes

28]

Incorporation details, if applicable

Yes

29]

Last accounts filed at ROC

Yes

30]

Major Shareholders, if available

Yes

31]

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

Yes

32]

PAN of Proprietor/Partner/Director, if available

No

33]

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

No

34]

External Agency Rating, if available

No

 

 

REVIEW OF PERFORMANCE:

 

Financial Year 2012-13 was toughest with overall Indian economy growing by just 5% (source: CSO, advance estimate – real GDP growth at factor cost). In spite of being tough year, the company has achieved satisfactory growth figures in total revenue as well as profits. Performance highlights of the company during the period are as follows:

 

Standalone sales and other income reached Rs.16036.000 Millions witnessing a growth of 9.47%, as compared to Rs.14649.000 Millions in the previous year due to growth in circulation and advertisement revenue.

 

Standalone profit after tax (PAT) for the year was Rs.2306.000 Millions, 10.6% increase as against Rs.2085.000 Millions in the previous year.

 

The Consolidated gross revenue of the Company increased to Rs.16137.000 Millions from Rs.14755.000 Millions in the previous year, whereas the consolidated PAT stood at Rs.2181.000 Millions as against Rs.2023.000 Millions of the previous year.

 

Review of Performance of Emerging Editions:

 

The past experience indicates that any new edition launched takesabout3-4 years for stabilization and for earnings.

 

The long term results of the corporate growth strategy would be seen in the forthcoming years post stabilization of the emerging editions.

 

OPERATING RESULTS AND FUTURE OUTLOOK:

 

Despite the challenging environment in the media and entertainment industry, the company has achieved growth in profits through sustained growth in revenues and controlled costs.

 

The company is largest print media company in India that publishes 8 newspapers with 65 editions, 199 sub-editions in 4 multiple languages (Hindi, Gujarati, English and Marathi) across 13 states in India. With a combined average daily readership of 19.800 Millions, it is one of the largest newspaper groups in India. The group has achieved various landmarks in respect of each of its newspapers like single largest read title in Urban areas (Dainik Bhaskar – 956.000 Millions readers), fastest growing Marathi newspaper in Aurangabad and Nashik with best profile of readers (Divya Marathi – 40% of its readers in Aurangabad and 54% of its readers in Nashik belonging to Socio Economic Class (SEC) A and B), the only non-metro newspaper with more than 1.000 Millions readers in a city (Dainik Bhaskar in Jaipur) and the only Gujarati newspaper with more than 1.000 Millions readers in a city (Divya Bhaskar in Ahmedabad). In the year 2012-13, the company further strengthened its foothold over central Maharashtra with 5 editions of its Marathi newspaper 'Divya Marathi' in Aurangabad, Nashik, Jalgaon, Ahmednagar and Solapur.

 

The company's other business interests span the FM radio segment through the brand 'My FM' with presence in 7 states and 17 cities and a strong online presence in Digital Media – the internet portals.

 

Radio business has retained the leadership position in the 17 FM stations running across India. As per the latest RAM / IRS / ORMAX research MY FM was No. 1 in 13 stations and a strong No. 2 in the rest of the stations. MY FM commands a leadership position at an overall level in retail market share which fact is reinforced by 20 national and 7 international awards won by the radio business. All this has resulted into strong advertisement growth of 20% in FY 2012-13 and operating profit growth at an impressive 74% YOY.

 

The future of Radio business is looking positive, especially as the Phase III auctions are expected to happen in FY 2013-14 and they will bring a great opportunity for the Radio business to grow further. A CII-Ernst and Young report said that the FM radio segment is expected to grow by Rs.23000.000 Millions at a Compounded Annual Growth Rate (CAGR) of 18% within three years after Phase-III implementation.

 

Major events during the year:

 

Launch of 'Uttar Pradesh online-only' version:

 

Dainik Bhaskar Group is India's largest newspaper group that publishes8newspapers with 65 editions, 199 sub-editions in 4 multiple languages (Hindi, Gujarati, English and Marathi) across 13 states in India. It enjoys a combined average daily readership of 19.800 Millions.

 

During the year under consideration, although no new edition was launched, in April 2013, in a first-of-its-kind ever, the Uttar Pradesh edition of was launched which is an 'online-only' version. This is unprecedented as no media group has ever done something so dramatic. Dainik Bhaskar, having recognized the immense power of world-wide-web, understanding the need of giving Uttar Pradesh a massive platform, has made this out-of-the-box move. This will be the first time that a major Indian media house will have an online-only version without Print / TV backing in a state.

 

It is a well thought out and carefully planned move and the group has thrown its massive muscle behind this 'experiment' of sorts. It has recruited reporters in the major cities of Uttar Pradesh including Lucknow, Varanasi and Agra. These reporters are equipped with high-tech gadgets to upload news, photographs and videos on the go, reporting news as it happens live, 24X7.  This path-breaking step is taken with the help of in-house news portal of the group viz.

 

Re-launch of dailybhaskar.com:

 

As a yet another bold step into the online news segment, DailyBhaskar.com, the English venture was re-launched in a fresh new cool and attractive avatar. It is a content site and has a lot more than just news, and that too in a glitzy new look, at a pace that's matched only by the need for fun. This 'coolest site' is designed for a cooler and younger audience, is a lot more visual and has content for fashion, health, luxury and celebs, in addition to latest gossip on Bollywood, television and the entire glamour world. It also has travel tips, jokes, gadgets, autos, jeevan mantra and games. It carries real time news from the cities like Jaipur, Bhopal, Indore, Ahmedabad, Delhi, Mumbai and Chandigarh by leveraging the extensive Dainik Bhaskar news gathering network, giving a live update on what's happening in these cities in addition to national and world news.

 

Stake Sale by Promoters pursuant to statutory requirements:

 

SEBI vide circulars dated December 16, 2010 and February 8, 2012 amended Clause 40Aof the Listing Agreement mandating minimum public shareholding in any listed company at 25% and providing various methods to raise such public shareholding to the prescribed level of 25% before the time limit of June, 2013.

 

After the open market sale of shares in December, 2011 and the first tranche of 'Offer For Sale (OFS)' in May, 2012, the total promoters' shareholding in the company was further reduced to statutory ceiling of 75% in November, 2012 vide the second tranche of OFS.

 

Merger of Synergy Media Entertainment Limited:

 

Synergy Media Entertainment Limited., a 100% subsidiary of D. B. Corp Limited., was merged into I Media Corp Limited., another 100% subsidiary of D. B. Corp Limited. w.e.f. 1 April, 2012, the 'Appointed Date' as per the Scheme of Arrangement and Amalgamation approved by the Hon'ble High Court of Madhya Pradesh, Principle Seat at Jabalpur vide its order dt. 30 April, 2013.

 

Demerger of 'Internet Business' of I Media Corp Limited Into the Company:

 

It is proposed to demerge the Internet and Mobile Interactive Service Business of I Media Corp Limited., the wholly-owned subsidiary of the Company into D. B. Corp Limited. subject to the approval of the members of both the companies and the necessary statutory approvals w.e.f. 1 April, 2013, the 'Appointed Date' as per the proposed Scheme of Arrangement. The process of obtaining all these approvals has started and is expected to be completed during the FY 2013-14.

 

CSR Activities by Dainik Bhaskar Group:

 

In line with its vision, Dainik Bhaskar Group contributes back to the society and the environment through Corporate Social Responsibility (CSR) activities. With active participation from general public, employees of the group as well as the promoters of the group, various activities across several states are taken up, such as:

 

  • ‘Save Water' – an obvious conservation move for water resources
  • ‘Ek Ped Ek Zindagi' - 'Planting at least one tree in one's lifetime' and contributing one's share in preserving environment through tree plantation (Contribution in 2011 -1,00,000 trees planted and Contribution in 2012 - 2,27,000 trees planted)
  • ‘Vastradaan' providing warm clothes during the fierce winters to needy and under-privileged people (Contribution 2011 -1,59,000 clothes distributed and Contribution in 2012 -14,60,000 clothes distributed)
  • ‘Annadaan' organised during the 'Joy of Giving' week appealing the masses to contribute rice/wheat/grains/pulses for the needy segment of the society (Contribution in 2011 - 1,00,000 kgs and Contribution in 2012 - 15,00,000 kgsof foodgrain)

 

AWARDS AND ACCOLADES:

 

During the year, Dainik Bhaskar Group was honoured with many awardsandaccolades for the efforts and initiatives taken in different areas:

 

Print Division:

 

  • India Book of – 67,130 entries in 'Junior Editor 2011' competition– largest number of handwritten newspapers by students
  • Guinness Book of World – 'Brain Hunt 2012' – 'Largest Writing Competition' - 3,00,874 entries from more than 2,500 schools
  • Recognition by The India Book of Records - The Brain Hunt 2012 - 80,000 qualifying entries - writing a letter to the President of India sharing ideas on 'How can their make India even a better country' - recorded as the 'Largest number of letters written to the President of a Country
  • Superbrand council of India – 'one of the strongest Consumer Superbrand' based on the brand success and consumer's faith and trust
  • Brand Slam Awards for Excellence in Newspaper – Dainik Bhaskar - for excellence in design, usefulness and clarity of information
  • Guinness Book of World Records - Divya Bhaskar - 'Largest Gathering of People dressed as Gandhiji for a Dandi March' on the occasion of Gandhi Jayanti on 2 October, 2012 – 891 kids dressed as Gandhiji
  • Limca Book of Records as 'The Largest Wishing Board' – 'Wish India Campaign' – 7,500 kids from 67 schools wished Team India for Olympics 2012 on a one kilometer cloth wall
  • Limca Book of Records for 'Longest Painting Record' – Dainik Bhaskar, Jaipur – with theme 'Mere Sapno ka Jaipur' – 20,116 students participated to create a 13.2 km long painting

 

‘MY FM' RADIO:

 

  • 5 Golden Mike Awards (including 2 Gold) for Best Public Service Initiative by a radio station – 'Ek Rupiya Abhiyaan' and best use of branded content or sponsorship on radio – 'Borderless radio – Azaadi sarhado se'
  • Mobby's Awards for Best Mobile Application – outstanding achievement across all aspects of mobile landscape and excellence in mobile entertainment and technology Harrish M Bhatia of MY FM - conferred with Brand Slam Leadership Award for CEO in Individual category Asian Leadership Awards for 'Radio Station of the Year' -highlights, recognises and rewards an organisation's ability to steer its businesses through turbulent times, applying the best of business modules to manage and keep its missions  afloat CMO Asia Awards for excellence in branding and marketing - 'Radio Station of the Year award' at the 2 year in a row -dedicated to a high level knowledge exchange through opinion, leadership and networking amongst decision makers across industry segments in Asia  India Radio Forum 2012 - the Best Radio Promo – in-house (Gujarati) award on Gujarati Divas

 

OTHER INITIATIVES HOSTED BY DAINIK BHASKAR GROUP:

 

  • ‘DB Yearbook 2012', an Annual Yearbook in a premium coffee-table book format - a pioneering effort of journalism reflected through the views of leading journalists, writers and specialists in various categories like Politics, Business, Sports, Fashion, Lifestyle, etc.
  • ‘No Paid News' campaign during elections period in Gujarat- for the first time by any media publication in election history of Gujarat
  • ‘Zid Karo Duniya Badlo' campaign of 2008 - with an enhanced thought, an always-existent option and a tool with all of us the power of positive 'NA' - encouraging people to say 'NO' to things not in sync with their values, a simple individualistic choice that can collectively impact the whole societal fabric - 'No', in a way, becomes the magic key to living the life with integrity
  • Launch of second edition of 'a one of its kind' compilation of the 'Best of Print-ads in India - MOSAIC' - the best Print Campaigns by creative leaders of leading advertising agencies across India - addresses the lack of a collection of great print work produced by Indian agencies and their creative teams - acknowledges and reflects creative ingenuity of advertising in India
  • The first ever 'JIYO DIL SE Award' in the city of Jaipur hosted by 'MY FM' to acknowledge the extraordinary achievements of ordinary people, who brought a difference in the lives of other people - the two-and-half months long campaign culminating in 18 finalists being recognised for their work across various fields like public service, health and sanitation, sports, environment, etc. based on jury rating and public voting and vetted by Ernst and Young, the official tabulators – a huge success, supported by an eminent jury and attended by important dignitaries and VIPs including the Chief Minister of Rajasthan Mr. Ashok Gehlot
  • 'India Pride Awards' - the event acknowledging the role of PSU's in India's progress by awarding them for excellence -an annual event which has been graced by the Home Minister Mr. P. Chidambaram, the then Finance Minister of India - Mr. Pranab Mukherjee and Deputy Chairman of the Planning Commission Mr. Montek Singh Ahluwalia

 

SUBSIDIARIES:

 

The two subsidiaries of the Company, as on the date of this report:

 

(1) I Media Corp Limited (IMCL): IMCL, the digital arm of Dainik Bhaskar group, is already amongst the largest internet players amongst the media companies with increasing numbers of Page Views and reach and has grown substantially year over year by focusing completely on content and the needs of the user.

 

The 250.000 Millions page views mark and 10.000 Millions Unique Visitors mark. This is largely because of the rich experience that the websites offer the readers – fastest news, exhaustive views peppered with numerous photographs and videos to aid in the storytelling. The other part of this amazing growth story comes from the aggressive approach to the local news taken by these websites by revamping their hyper local verticals in cities like Jaipur, Indore, Bhopal, Chandigarh, Ranchi and Ahmedabad among others.

 

The unique and interesting content in sections like Jeevan Mantra, Bollywood, Celeb, Brands, Gadgets and the user engagement factor ensure that the average time spent on the site is astonishing 11+ minutes.

 

In today's competitive environment, an advertiser requires 360 degree solutions to convey its products and services to end consumers. In the process, apart from print, digital and radio medium, outdoor event activities are gaining enormous importance due to direct engagement with the end consumer. IMCL has also been in 'Events Business' which offers the customer 'one-stop shop' for all its advertising needs. With its core competency in said activities, it has been providing innovative solutions to advertisers. During the Financial Year2012-13, the subsidiary earned Total Revenue of Rs.122.000 Millions.

 

In December, 2012, D. B. Corp Limited acquired remaining 45% shares of IMCL and IMCL became wholly-owned subsidiary of D. B. Corp Limited.

 

To attain synergies of business and to minimise the administrative and compliance costs, Synergy Media Entertainment Limited (SMEL), another wholly-owned subsidiary of D. B. Corp Limited was merged into IMCL. The merger petitions of both the companies were approved by the Hon'ble High Court of Madhya Pradesh, Principle Seat at Jabalpur vide its order dt. 30 April, 2013 and SMEL was merged into IMCL with effect from 1 April, 2012, the 'Appointed Date'. As such, separate accounts of SMEL will not be compiled effective FY 2012-13.

 

Further, it is proposed to demerge the Internet and Mobile Interactive Service Business of IMCL into D. B. Corp Limited w.e.f. 1 April, 2013, the 'Appointed Date' as per the proposed Scheme of Demerger, subject to approval of the members of both the companies and the necessary statutory approvals. The process of obtaining all these approvals has started and is expected to be completed during the FY 2013-14. After the demerger, IMCL will continue doing 'Events Business'.

 

(2) Divya Prabhat Publications Private Limited (DPPPL):

 

DPPPL is also in print media publishing 'Prabhat Kiran' a leading afternoon daily in the city of Indore. It is aimed and targeted at business community and more local issues. During the year despite tough economic condition and market competition, it achieved a turnover of Rs.52.140 Millions as compared to Rs.53.680 Millions in the previous financial year.

 

During the year, the company has been driving circulation scheme in the market which resulted into growth of 3,000 copies (approx) per day and it is expected to achieve the mark of 7000 copies in the FY 2013-14. The higher circulation will also help in increase of advertisement revenue.

 

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

 

OVERVIEW:

 

Economy and Media and Entertainment Industry (M and E Industry)

 

n 2012, the overall Indian economy slowed down due to both domestic and external factors. Domestically, higher inflation slowed consumption demand. Moreover, corporate and infrastructure investments were also pulled down by the tightened monetary policy as well as policy bottlenecks. Externally, a slowing global economy weighed down by the continued crisis in the Euro area and uncertainty in the US Fiscal policy also increased risks to rd growth. Latest 3 quarter estimates of Central Statistical Organization (CSO) indicate a 5% growth in real GDP in 2012-13, against a growth of 6.2% posted in 2011-12.

 

These factors resulted in a challenging year for the M and E Industry. However Q4 of 2012-13 showed up some good signs of an improvement. Indian Government has again started 2 phase of reforms related to infrastructure including power as well as easing out monetary policy which is expected to provide much needed boost to industry as well as bringing around positive sentiments for public as well as investors.

 

As per FICCI – KPMG Report 2013, in calendar year 2012 overall Indian Media and Entertainment Industry grew @ 12.6% with Print Industry growing at 7.3% yoy. Advertising Revenue for the M and E industry grew at 9.1% yoy in 2012. In case of Print, Advertising revenue grew by 7.6% as compared to 10.6% in 2011. However, regional print advertisement pie grew impressively around 10%, in spite of weak economic conditions which appears to have bottomed out. Further, another important aspect is that Print continues to hog the limelight of total Media Advertisement pie with highest share of 46% of Media Advertising Revenue.

 

Hindi and Vernacular print markets are growing at a faster pace than English. On the back of huge population size of around 90% residing in tier II and III towns (Source: Indian Census Report, 2011) and with rising literacy, per capita income and per capita consumption and low print media penetration as well as continued tide of advertisers wanting to spend in these markets, both Hindi and Vernacular, advertisement revenue grew at 10% yoy in 2012, as compared to 11% and 17% respectively in 2011. In 2012, Hindi and Vernacular print market has 61% share of print advertising revenue, as compared to 59% in 2011.

 

Print Industry is expected to grow at CAGR of 8.7% over next 5 years with Hindi and Vernacular markets growing at around 11% CAGR and English growing at 4.8% CAGR. Industry expects increase in market share of vernacular newspapers largely due to volume growth driven by the launch of new local editions and gradual improvement in advertisement rates of these markets.

 

OPERATIONS AT GLANCE:

 

Year 2012-13, was marked by the consolidation process. During the year, D. B. Corp Limited (DBCL) worked on consolidating its position in the existing markets. The thrust was mainly on strengthening the company's foothold in existing markets and enhancing the competitive position in newly entered markets of Jharkhand and Maharashtra.

 

During the year, Dainik Bhaskar Group continued to stand out as one of the highly trusted and admired media conglomerate by 19.800 millions readers across India's fastest growing markets – as revealed by Q4, 2012 IRS data. Leadership dominance continued in Madhya Pradesh and Chattisgarh – with a combined readership of more than 5.000 Millions. The year also saw rise of company's Marathi daily “Divya Marathi” on the IRS score cards. As per Q4, 2012 IRS, Divya Marathi had an average issue readership of 1.024 Millions. During the last 6 months Divya Marathi added 0.329 Million readers which is the highest amongst all publications in Maharashtra.

 

Apart from consolidation in existing markets, DBCL chartered into new territories, but in a different way; the launch of first of its kind ever, Uttar Pradesh Edition of which is an“online-only” version.

 

DBCL understands that the offer of strong, value creating content engages and creates a bond between the readers and the publication. To achieve this, it has forged exclusive associations with leading international publications such as Harvard Business Review and Time Magazine and through other international magazine collaborations, it has been bringing a huge variety of content across issues spanning psychology, automobiles, fashion, leadership, healthcare, etc. that have been extremely well received.

 

On technical front, printing facility at Indore saw the installation of two state-of-the-art German technologies; the additions of KBA Prisma and the FERAG Mailroom. KBA Prisma is a double width, fully automatic Web Offset Press which can collectively print up to 1,25,000 copies per hour and renders lower print waste compared to single width presses. FERAG Mailroom line runs at half gripper speed and each gripper holds two copies resulting in doubling the life of the gripper without compromising the speed.

 

On corporate front, during the year, DBCL acquired balance stake in its subsidiaries “I Media Corp Limited” (IMCL) and “Synergy Media Entertainment Limited” (SMEL) making them wholly-owned subsidiaries. Further, at the close of the year, SMEL running event business was merged into IMCL.

 

FINANCIAL PERFORMANCE (Standalone):

 

Sales and other operating Income:

 

It comprises of newspaper sales, advertisement revenue, event management income, job work charges and scarp and waste-paper sales. DBCL achieved a turnover of Rs.15789.000 Millions in FY 2012-13 as compared to Rs.14418.000 Millions in FY 2011-12 registering a growth of 9.51%. While advertising revenue grew from Rs.11220.000 Millions to Rs.11965.000 Millions registering a growth of 6.6%, circulation revenue grew by 16.4% to Rs.2814.000 Millions.

 

FUTURE OUTLOOK:

 

DBCL ended the fiscal on a positive note in a scenario which was impacted by contracting economic activity at a macro level and restrained consumer spending. Management feels that forth coming financial year 2013-14 will be good in terms of overall growth of Indian economy. Government's focus on the second phase of reforms and speedy execution is expected to provide the much needed boost to the industry.

 

Management is confident of its business strategies that have visibly yielded very positive results and will continue to refine DBCL's competitive strengths. It will continue to strengthen its efforts in investing across resources in people, technology, innovation, marketing and infrastructure. It is well poised to capture all opportunities to take the organisation forward and deliver greater shareholder value.

 

NATURE OF OPERATIONS

 

Subject is in the business of publishing newspapers, radio broadcasting, event management, internet and wind energy. The major brands in publishing business are ‘Dainik Bhaskar’ and ‘Business Bhaskar’ (Hindi dailies), ‘Divya Bhaskar’ and ‘Saurashtra Samachar’ (Gujarati dailies), ‘Divya Marathi’ (Marathi daily) ,‘DNA English’, (English daily) and monthly magazines such as ‘Aha Zindagi’, ‘Bal Bhaskar’, etc. Presently, the Company’s radio station is on air in 17 cities under the brand name ‘My FM’. The frequency allotted to the Company’s radio station is 94.3. The Company derives its revenue mainly from the sale of these publications and advertisements published in the publications and aired on radio

 

UNSECURED LOAN

 

PARTICULARS

31.03.2013

(Rs. in Millions)

31.03.2012

(Rs. in Millions)

Short-term borrowings

 

 

Buyers’ credit from banks

196.995

195.559

 

 

 

Total

196.995

195.559

 

Note: buyers’ credit facility:

 

- The unsecured buyers’ credit facility is provided by Citibank and DBS Bank.

 

- Interest rates for buyers’ credits are multiline rates ranging between 1.25% p.a. and 4.18% p.a. (as mutually agreed)

 

 

CONTINGENT LIABILITIES NOT PROVIDED FOR

 

The Company has given Corporate Guarantee of 450,000,000 (March 31, 2012: 450,000,000) in favor of Export Development Canada on behalf of Decore Exxoils Private Limited (Formerly known as Bhaskar Exxoils Private Limited). The Company has also entered into an agreement with Decore Exxoils Private Limited and Shri Ramesh Chandra Agarwal, in his personal capacity, whereby the Company has the right for reimbursement in case it has to make payment to lenders on account of default by Decore Exxoils Private Limited.

b) There are several defamation and other legal cases pending against the Company and its directors. These include criminal and civil cases. There are certain employee related cases also pending against the Company. In view of large number of cases, it is impracticable to disclose the details of each case separately.

 

The estimated amount of claims against the Company in respect of these cases is 4,189,036 (March 31, 2012: 21,858,169). The estimated contingency in respect of some cases cannot be ascertained. Based on discussions with the solicitors and also the past trend in respect of such cases, the Company believes that there is no present obligation in respect of the above and hence no provision is considered necessary against the same.

 

INDEX OF CHARGES

 

S.NO.

CHARGE ID

DATE OF CHARGE CREATION/MODIFICATION

CHARGE AMOUNT SECURED

CHARGE HOLDER

ADDRESS

SERVICE REQUEST NUMBER (SRN)

1

10167258

21/07/2009

1,778,500,000.00

AGCO FINANCE GMBH

C/O RABO INDIA FINANCE LIMITED, FORBES BUILDING,, 2N
D FLOOR, CHANDRAJIT RAI MARG,FORT, MUMBAI, MAHARAS HTRA - 400001, INDIA

A66107731

2

10032516

12/10/2011 *

1,750,000,000.00

IDBI BANK LIMITED

6, MALVIA NAGAR, BHOPAL, MADHYA PRADESH - 462003, INDIA

B24276289

 

* Date of charge modification

 

STATEMENT OF AUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2014

 

(Rs. In Millions)

Sr. No.

Particular

Quarter Ended (Unaudited

Quarter Ended (Unaudited)

Year Ended (Unaudited)

 

 

31.03.2014

31.12.2013

31.03.2014

1

Income from Operations

 

 

 

 

a) Net Sales / Income from Operations

4559.830

506.077

18297.610

 

b) Other Operating Income

70.630

6.866

264.480

 

Total Income from Operations (Net)

4630.460

512.943

18562.090

2

Expenses

 

 

 

a) Raw Material materials consumed

1665.930

172.410

6324.190

 

b) Changes in Inventories of Finished Goods

9.120

(1.470)

(6.350)

 

c) Employee Benefits Expense

867.640

72.667

3021.760

 

d) Depreciation and Amortisation Expense

169.420

15.977

641.540

 

e) Other Expenses

1097.350

112.635

4225.860

 

Total Expenses

3809.460

3735.420

14207.00

3

Profit / (Loss) from Operations before Other Income, Finance Cost and Exceptional Items (1-2)

821.000

1394.010

4355.090

4

Other Income

81.800

73.750

238.620

5

Profit / (Loss) before Finance Cost and Exceptional Items (3+4)

902.800

1467.760

593.710

6

Finance Costs

14.170

13.20

75.340

7

Profit / (Loss) after Finance cost but before Exceptional Items (5-6)

888.630

1454.560

4518.370

8

Exceptional Items

--

--

--

9

Profit / (Loss) before Tax (7+8)

888.630

1554.560

4518.370

10

Tax Expense

 

 

 

 

Current Tax

132.830

503.50

1404.130

 

Deferred Tax

54.020

2.750

51.39

 

 

186.850

506.250

1455.520

11

Net Profit / (Loss) after Tax (9-10)

701.780

948.310

3062.850

12

Extraordinary Items (net of tax expense)

--

--

--

13

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

701.780

948.310

3062.850

14

Paid Up Equity Share Capital

(per Value of the share – Rs. 10/- each fully paid)

1834.860

1834.280

 

15

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

--

--

9609.180

16

Earnings Per Share (EPS) (in Rs.)

 

 

 

 

a) Basic

3.83

5.17

16.70

 

b) Diluted

3.82

5.16

16.68

 

 

Sr. No.

Particular

Quarter Ended (Unaudited

Quarter Ended (Unaudited)

Year Ended (Unaudited)

 

 

31.03.2014

31.12.2013

31.03.2014

A

PARTICULARS OF SHAREHOLDING

 

 

 

1

Public Shareholding

 

 

 

 

-  Number of Shares

45980522

45922993

45980522

 

-  Percentage of Shareholding

25.06

25.04

25.06

2

Promoters and Promoter Group Shareholding

 

 

 

 

a) Pledged / Encumbered

 

 

 

 

-  Number of Shares

37184259

43757259

37184259

 

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

27.04

31.82

27.04

 

-  Percentage of Shares (as a % of total share Capital of the Company)

20.27

23.86

20.27

 

b) Non-Encumbered

 

 

 

 

-  Number of Shares

100320720

93747720

100320720

 

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

72.96

68.18

72.96

 

-  Percentage of Shares (as a % of total share Capital of the Company)

54.67

51.10

54.67

 

INVESTOR COMPLAINTS

 

PARTICULARS

Quarter Ended (Unaudited)

 

31.03.2014

Pending at the beginning of the quarter

Nil

Received during the quarter

9

disposed off during the quarter

9

Remaining unresolved at the end of the quarter

Nil

 

Notes:

 

The statement of audited standalone financial results for the quarter and year ended March 31, 2014 has been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on May 12, 2014. There are no qualifications in the report issued by the auditors.



The figures for the quarter ended March 31, 2014 are the balancing figures between audited figures in respect of the full financial year ended March 31, 2014 and the unaudited published year-to-date figures up to December 31, 2013, being the date of the end of the third quarter of the financial year which were subjected to limited review by the statutory auditors.


Pursuant to the approval of Hon'ble High Court of Madhya Pradesh, Principal seat at Jabalpur on March 27, 2014 and according to the Scheme of Arrangement (the ‘Scheme’) the Integrated Internet and Mobile Interactive Service Business of I Media Corp Limited (‘IMCL) a wholly owned subsidiary of the Company was demerged and merged with the Company with effect from April 01, 2013.


According to the provisions of the Scheme, along with assets and liabilities of Integrated Internet and Mobile Interactive Service Business, the unabsorbed depreciation and brought forward losses also (against which IMCL had not recognised deferred tax assets) till March 31, 2013 aggregating to Rs. 439.540 millions has been transferred to the Company which has been set off by the Company while computing the Current Tax provision for the year ended March 31, 2014. This has resulted in a net reduction of Rs. 149.400 millions in the current tax expense.

The Company has recognised the said demerger in the quarter ended March 31, 2014. Accordingly, the results for quarter and year ended March 31, 2014 are not comparable with those of the quarter ended December 31, 2013 as well as with the quarter and year ended March 31, 2013.


Since the segment information as per Accounting Standard 17- Segment Reporting notified under the Companies Act, 1956 (the ‘Act’), read with General Circular 08/2014 dated April 04, 2014, issued by the Ministry of Corporate Affairs, is provided on the basis of consolidated financial results, the same is not provided separately for the standalone results.


The Board of Directors has recommended a final dividend of Rs. 4.25 per equity share of face value of Rs. 10 each, subject to the approval of shareholders in the forthcoming annual general meeting. During the year ended March 31, 2014, the Board of Directors had declared and paid an interim dividend of Rs. 3.00 per equity share of face value of Rs. 10 each.

 

Other expenses include:

 

(Rs. In Millions)

Particulars

Quarter Ended (Unaudited

Quarter Ended (Unaudited)

Year Ended (Unaudited)

 

31.03.2014

31.12.2013

31.03.2014

Foreign exchange (Gain) / Loss (net)

(13.120)

(9.060)

22.300

Foreign exchange (Gain) / Loss on Buyers' Credit from Banks (net)

(13.270)

(5.440)

10.700

 

 

 

 

Total

(26.390)

(14.500)

33.000

 

Other income includes:

(Rs. in Million)

Particulars

Quarter Ended (Unaudited

Quarter Ended (Unaudited)

Year Ended (Unaudited)

 

31.03.2014

31.12.2013

31.03.2014

Interest Income

14.640

19.340

84.370

Gain on exchange of investments

--

--

--

Excess liabilities / provisions written back

51.170

42.380

119.780

Miscellaneous income

15.990

12.030

34.470

Total

81.800

73.750

238.620


The income from operations for the quarter ended December 31, 2013 includes revenue from advertisements published during the festive seasons.


STANDALONE STATEMENT OF ASSETS AND LIABILITIES

(Rs. In Millions)

PARTICULARS

Quarter Ended (Unaudited)

 

31.03.2014

A  EQUITY AND LIABILITIES

 

1 Shareholders' funds

 

(a) Share capital

1834.860

(b) Reserves and surplus

9609.180

Sub-total - Shareholders' funds

11444.040

2 Non-current liabilities

 

(a) Long-term borrowings

726.810

(b) Deferred lax liabilities (net)

885.130

(c) Other long-term liabilities

346.380

Sub-total - Non-current liabilities

19583.320

3 Current liabilities

 

(a) Short-term borrowings

536.930

(b) Trade payables

116.830

(c) Other current liabilities

1558.620

(d) Short-term provisions

1048.350

Sub-total - Current liabilities

4260.730

 

 

TOTAL - EQUITY AND LIABILITIES

17663.090

B ASSETS

 

1 Non-current assets

 

(a) Fixed assets

8505.880

(b) Non-current investments

735.160

(c) Long-term bans and advances

1855.190

(d) Other non-current assets

48.500

Sub-total - Non-current assets

11144.730

2 Current assets

 

(a) Inventories

1732.340

(b) Trade receivables

3274.170

(c) Cash and cash equivalents

1081.32

(d) Short-term bans and advances

375.540

(e) Other current assets

54.990

Sub-total - Current assets

6518.360

 

 

Total Assets

17663.090

 

Previous quarters' / years' figures have been regrouped / reclassified wherever necessary to conform to the current years' presentation.

 

FIXED ASSETS

 

Tangible Assets

 

  • Land

-Freehold

-Leasehold

  • Buildings

-Freehold

-Leasehold

  • Leasehold improvements
  • Plant and machinery
  • Office equipments
  • Vehicles
  • Furniture and fixtures
  • Electric fitting, fans and coolers
  • Computers
  • D.G.Sets

 

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 records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

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

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                           None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                        None

 

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

            Charges or investigation registered against subject:                                                        None

 

7]         Criminal Records

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

 

8]         Affiliation with Government :

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

 

9]         Compensation Package :

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

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

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

 

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

 

 

CONTRAVENTION

 

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

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.60.10

UK Pound

1

Rs.102.40

Euro

1

Rs.81.88

 

 

INFORMATION DETAILS

 

Information Gathered by :

PLK

 

 

Analysis Done by :

KAR

 

 

Report Prepared by :

KVT


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

8

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

8

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

8

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

7

--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

 

70

 

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.