14 AETN18 MEDIA PRIVATE LIMITED. AETN18 Media Private Limited

Transcription

1 14 AETN18 MEDIA PRIVATE LIMITED AETN18 Media Private Limited

2 AETN18 MEDIA PRIVATE LIMITED 15 Balance Sheet as at 31 March, 2015 Particulars Note No. As at As at 31 March, March, 2014 A. EQUITY AND LIABILITIES 1. Shareholders funds a. Share capital 3 496,159, ,684,660 b. Reserves and surplus 4 (176,578,605) (248,082,399) 319,580, ,602, Share application money pending allotment 32-68,627, Non-current liabilities a. Long-term provisions 5 2,970,599 2,602, Current liabilities a. Trade payables 6 303,393,285 65,683,118 b. Other current liabilities 7 90,033,865 57,649,507 c. Short-term provisions 8 143, , ,570, ,452,539 TOTAL 716,122, ,284,409 B. ASSETS 1. Non-current assets a. Fixed assets i. Tangible assets 9 23,878,309 26,681,852 ii. Intangible assets 9 145,724, ,195,642 iii. Intangible assets under development 24,319,452 12,954, ,922, ,831,632 b. Long-term loans and advances ,175,383 98,813, ,097, ,644, Current assets a. Trade receivables ,313,364 76,683,685 b. Cash and cash equivalents 12 64,162,103 64,169,238 c. Short-term loans and advances 13 8,549,217 1,367,256 d. Other current assets , ,024, ,639,661 TOTAL 716,122, ,284,409 See accompanying notes forming part of the financial statements 1-35 In terms of our report attached For Deloitte Haskins & Sells LLP For and on behalf of the Board Chartered Accountants Abhijit Damle Partner Director Director Kavita Jhamb Gauri Bhardwaj Partner Chief Financial Officer Company Secretary Place : Place : Date : Date : 9th April, 2015

3 16 AETN18 MEDIA PRIVATE LIMITED Statement of Profit and Loss for the year ended 31 March, 2015 Particulars Note No. Year ended Year ended 31 March, March, Revenue from operations ,775, ,403, Other income 16 7,391,988 11,838, Total revenue (1+2) 526,167, ,242, Expenses a. Employee benefits expense 17 63,546,592 46,248,035 b. Finance costs 18 1,553, ,430 c. Depreciation and amortisation expense 9 146,945, ,538,804 d. Other expenses ,030, ,458,246 Total expenses 589,076, ,960, (Loss) before tax (3-4) (62,908,542) (136,718,306) 6. Tax expense TDS written off for earlier years - 13, (Loss) for the year (62,908,542) (136,731,346) 8. Basic and Dilute earning per share (of Rs. 10 each) 27 (129) (2.90) See accompanying notes forming part of the financial statements 1-35 In terms of our report attached For Deloitte Haskins & Sells LLP For and on behalf of the Board Chartered Accountants Abhijit Damle Partner Director Director Kavita Jhamb Gauri Bhardwaj Partner Chief Financial Officer Company Secretary Place : Place : Date : Date : 9th April, 2015

4 AETN18 MEDIA PRIVATE LIMITED 17 Cash Flow Statement for the year ended 31 March, 2015 Particulars Year ended Year ended 31 March, March, 2014 A. Cash flow from operating activities (Loss) before tax (62,908,542) (136,718,306) Adjustments for: Depreciation and amortisation expenses 146,945, ,538,804 Provision for doubtful trade receivables 3,073,733 5,292,297 Bad debts written off 100, ,203 Interest income (3,615,675) (3,816,427) Interest on income tax refund - (126,274) Provisions no longer required written back (100,101) (7,895,561) Net unrealised exchange (gain) (60,995) (274,652) 142,342, ,963,390 Operating loss before working capital changes 83,433,920 20,245,084 Changes in working capital: Adjustments for (increase) / decrease in operating assets: Trade receivables (252,027,342) 29,380,724 Short-term loans and advances (7,181,961) (5,927,537) Long-term loans and advances 3,830,700 - Other current assets - 685,249 Adjustments for increase / (decrease) in operating liabilities: Trade payables 234,094,950 (71,205,554) Other current liabilities 21,059,452 (957,071) Short-term provisions 23,614 (124,821) Long-term provisions 368, ,191 Cash generated from / (used) in operations 83,601,774 (27,578,735) Net income tax (paid) (24,158,794) (6,038,646) Net cash flow generated from/(used) in operating activities (A) 59,442,980 (33,617,381) B. Cash flow from investing activities Capital expenditure on fixed assets, including capital advances (143,081,941) (173,782,826) Interest received from banks 4,035,157-3,406,561 Net cash used in investing activities (B) (139,046,784) (170,376,265) C. Cash flow from financing activities Proceeds from issue of equity shares (including securities premium) 79,596, ,999,860 Share application money pending allotment* - 68,627,451 Net cash flow from financing activities (C) 79,596, ,627,311 Net (decrease)/increase in Cash and cash equivalents (A+B+C) (7,135) 4,633,665 Cash and cash equivalents at the beginning of the year (Refer note 12) 64,169,238 59,535,573 Cash and cash equivalents as at the end of the year 64,162,103 64,169,238 Note: *Excludes conversion of share application money of Rs 68,627,451, a non-cash item. See accompanying notes forming part of the financial statements 1-35 In terms of our report attached For Deloitte Haskins & Sells LLP For and on behalf of the Board Chartered Accountants ABHIJIT DAMLE Partner Director Director Kavita Jhamb Gauri Bhardwaj Partner Chief Financial Officer Company Secretary Place : Place : Date : Date : 9th April, 2015

5 18 AETN18 MEDIA PRIVATE LIMITED NOTE 1 - Corporate Information AETN18 Media Private Limited was incorporated on 6 September, 2010 as a joint venture between A&E Television Networks, LLC and RVT Media Private Limited. The joint venture has been formed to launch HISTORY, BIO, Crime & Investigation Network and other popular AETN entertainment channels in the Indian market. The Company has launched the History channel in India with effect from 9 October, NOTE 2 - Significant Accounting Policies (i) Basis of accounting and preparation of financial statements The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the 2013 Companies Act, as applicable. The financial statements have been prepared on accrual basis under the historical cost convention. The accounting policies adopted in the preparation of the financial statements are consistent with those followed in the previous year except to the extent as disclosed. (ii) Use of estimates The preparation of consolidated financial statements in conformity with Indian GAAP requires adjustments, estimates and assumptions to be made that affect the reported amount of assets and liabilities, disclosure of contingent liabilities on the date of the financial statements and reported amount of income and expenses during the year. Difference between the actual results and estimates are recognised in the periods in which the results are known/materialise. (iii) Cash and cash equivalents Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value. (iv) Cash flow statement Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing and financing activities of the Company are segregated based on the available information. (v) Depreciation and amortisation Depreciation on fixed assets is provided on the Straight-line method as per the useful life and in the manner prescribed in Schedule II to the Companies Act, Accordingly, the useful life of assets are assessed as follows: (a) Computer hardwares 3 years (b) Computer hardwares - Servers 6 years (c) Plant and Equipment 10 years (d) Intangibles - Software 5 years (e) Programming Cost Over 2 years period for all programs purchased from A&E Television Networks, LLC Over the license period for programs purchased from others Website development costs are capitalised and amortised over their estimated useful life of 2 years The estimated useful life of the intangible assets and the amortisation period are reviewed at the end of each financial year and the amortisation method is revised to reflect the changed pattern. (vi) Revenue recognition a. Advertisement revenue comprises : 1 Revenue from sale of advertising time, which is recognised on the accrual basis when advertisements are telecast in accordance with contractual obligation. 2 Revenue from sponsorship contracts, which is recognised proportionately over the term of the sponsorship for services rendered

6 AETN18 MEDIA PRIVATE LIMITED 19 (vii) (viii) (ix) b. Content licensing income is recognised on transmission of audio-video content to the customer and their acceptance. c. Subscription revenue is recognised in accordance with the terms of the contract with the customers / distribution and collection agency. d. Interest income is recognised on a time proportion basis taking into account the amount outstanding and the interest rate applicable Fixed assets (Tangible / Intangible) a. Fixed assets are carried at cost net of recoverable taxes, trade discounts and rebates less accumulated depreciation / amortisation and impairment losses, if any. The cost of fixed assets comprises its purchase price, any cost directly attributable to bringing asset to its working condition for its intended use, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the assets and other incidental expenses. Subsequent expenditures related to item of fixed assets are added to its book value only if they increase the future benefits from the existing asset beyond its previously assessed standard of performance. Refer Note no 31 for change in accounting policy related to set top boxes b. Capital work-in-progress: Projects under which assets are not ready for their intended use are shown as capital work-inprogress. c. Intangible assets under development: Expenditure on programming costs eligible for capitalisation are carried as Intangible assets under development where such assets are not yet ready for their intended use. Foreign currency transactions and translations a. Initial recognition: Transactions in foreign currencies entered into by the Company are accounted at the exchange rates prevailing on the date of the transaction or at rates that closely approximate the rate at the date of the transaction. b. Monetary items denominated in foreign currencies at the year-end are restated at the year-end rates. c. Non-monetary foreign currency items are carried at cost. d. Any income or expense on account of exchange differences either on settlement or on translation is recognised in the Statement of Profit and Loss, except in case of long term liabilities, where they relate to acquisition of fixed assets, in which case they are adjusted to the carrying cost of such assets. Employee benefits Employee benefits include provident fund, gratuity fund, compensated absences and short term employee benefits. a. Defined contribution plans: A defined contribution plan is a post-employment benefit plan under which the Company pays specified contributions to a separate entity. The Company makes specified monthly contribution towards provident fund. The Company s contribution is recognised as an expense in the Statement of Profit and Loss during the period in which employee renders the related service. b. Defined benefit plans: The liability in respect of defined benefit plans and other post-employment benefits is calculated using the Projected Unit Credit method and with actuarial valuations being carried out at each balance sheet date. Actuarial gains and losses in respect of post-employment and other long term benefits are charged to the Statement of Profit and Loss c. Short-term employee benefits: The undiscounted amount of short-term employee benefits expected to be paid in exchange for the services rendered by employees are recognised during the year when the employees render the service. These benefits include performance incentive and compensated absences which are expected to occur within twelve months after the end of the period in which the employee renders the related service. The cost of such compensated absences is accounted as under: (a) in case of accumulated compensated absences, when employees render the services that increase their entitlement of future compensated absences; and (b) in case of non-accumulating compensated absences, when the absences occur. d. Long-term employee benefits: Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related service are recognised as a liability at the present value of the defined benefit obligation as at the Balance Sheet date on the basis of actuarial valuation

7 20 AETN18 MEDIA PRIVATE LIMITED (x) (xi) (xii) (xiii) (xiv) (xv) (xvi) Borrowing Cost Borrowing costs attributable to the acquisition or construction of qualifying assets are capitalised as part of the cost of such assets. A qualifying asset is one that necessarily takes a substantial period of time to get ready for its intended use or sale. All other borrowing costs are charged to revenue. Leases Operating lease: Lease rentals are expensed on straight line basis with reference to lease terms and other considerations Earnings per share Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if any) by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if any) as adjusted for dividend, interest and other charges to expense or income (net of any attributable taxes) relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net profit per share from continuing ordinary operations. Taxes on income Tax expense comprise of current tax and deferred tax. Current tax is measured at the amount expected to be paid to tax authorities, using the applicable tax rates. Deferred income tax reflect the current period timing differences between taxable income and accounting income for the period and reversal of timing differences of earlier years/period. Deferred tax assets are recognised only to the extent that there is a reasonable certainty that sufficient future income will be available except that deferred tax assets, in case there are unabsorbed depreciation or losses, are recognised if there is virtual certainty supported by convincing evidence that sufficient future taxable income will be available to realise the same. Deferred tax assets and liabilities are measured using the tax rates and tax law that have been enacted or substantively enacted by the Balance Sheet date Impairment of assets An asset is treated as impaired when the carrying cost of asset exceeds its recoverable value. An impairment loss is charged to the Statement of Profit and Loss in the year in which an asset is identified as impaired. The impairment loss recognised in prior accounting period is reversed if there has been a change in the estimate of recoverable amount. Provisions and contingencies Provision is recognised when there is a present obligation as a result of past event(s) and it is probable that an outflow of resources will be required to settle the obligation and reliable estimate can be made. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These are estimates are reviewed at each reporting date and adjusted to reflect the current best estimates. Contingent liabilities are disclosed unless the possibility of outflow of resources is remote. Contingent assets are neither recognised nor disclosed in the financial statements Service tax input credit Service tax input credit is accounted for in the books in the period in which the underlying service received is accounted and when there is reasonable certainty in availing / utilising the credits

8 AETN18 MEDIA PRIVATE LIMITED 21 NOTE 3 - Share Capital Particulars As at 31 March, 2015 As at 31 March, 2014 No. of Shares Amount No. of Shares Amount 1. Authorised Equity shares of Rupees 10 each 60,000, ,000,000 60,000, ,000, Issued, Subscribed and fully paid up Equity shares of Rupees 10 each 49,615, ,159,580 48,268, ,684,660 The Company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share held. (i) Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting period: Particulars As at 31 March, 2015 As at 31 March, 2014 No. of Shares Amount No. of Shares Amount a. Opening balance 48,268, ,684,660 46,995, ,957,400 b. Fresh issue 1,347,492 13,474,920 1,272,726 12,727,260 c. Closing balance 49,615, ,159,580 48,268, ,684,660 (ii) Details of shares held by the holding company and Shareholders holding more than 5% shares : Particulars As at 31 March, 2015 As at 31 March, 2014 No. of Shares Amount No. of Shares Amount RVT Media Private Limited, the holding company (51%) 25,304, ,041,390 24,616, ,169,260 A&E Television Networks, LLC, joint venture partner (49%) 24,311, ,118,190 23,651, ,515,400 49,615, ,159,580 48,268, ,684,660

9 22 AETN18 MEDIA PRIVATE LIMITED Note 4 - Reserves and Surplus As at As at 31 March, March, 2014 a. Securities premium account Opening balance 745,958, ,685,600 Add: Premium on shares issued during the year 134,749, ,272,600 Closing balance 880,707, ,958,200 b. Deficit in Statement of Profit and Loss Opening balance (994,040,599) (857,309,253) Add: Loss for the year (62,908,542) (136,731,346) Add: Adjustment related to fixed assets (Refer Note no 9) (336,864) - Closing balance (1,057,286,005) (994,040,599) (176,578,605) (248,082,399) Note 5 - Long term provisions Provision for employee benefits: (i) For gratuity 1,991,365 1,688,078 (ii) For compensated absences 979, ,080 2,970,599 2,602,158 Note 6 - Trade payables Other than Acceptances (Refer note no 21) 303,393,285 65,683, ,393,285 65,683,118 Note 7 - Other current liabilities Income billed in advance (Unearned revenue) 5,337,476 24,225 Advances from customers 2,545,712 1,623,791 Other payables (i) Statutory dues 25,975,795 11,151,515 (ii) Payables on purchase of fixed assets 56,174,882 44,849,976 90,033,865 57,649,507 Note 8 - Short-term provisions Provision for employee benefits: (i) For gratuity 56,347 35,966 (ii) For compensated absences 87,181 83, , ,914

10 AETN18 MEDIA PRIVATE LIMITED 23 Note 9 - Fixed Assets (Amount in Rupees) Particulars Gross block Accumulated Depreciation Net Block Balance Additions Disposals Balance Balance Depreciation/ Disposals Balance Balance as at during the Adjustments as at as at amortisation Adjustments as at as at 1 April, 2014 year during the year 31 March, April, 2014 for the year* during the year 31 March, March, 2015 Tangible assets a. Plant and Equipment 41,847,057 2,438,160-44,285,217 20,279,031 2,975,346-23,254,377 21,030,840 (Previous year) (37,623,725) (4,223,332) - (41,847,057) (14,093,040) (6,185,991) - (20,279,031) (21,568,026) b. Computer hardwares 8,299, ,392-8,468,082 3,185,864 2,434,749-5,620,613 2,847,469 (Previous year) (7,667,522) (632,168) - (8,299,690) (1,868,948) (1,316,916) - (3,185,864) (5,113,826) Total 50,146,747 2,606,552-52,753,299 23,464,895 5,410,095-28,874,990 23,878,309 (Previous year) (45,291,247) (4,855,500) - (50,146,747) (15,961,988) (7,502,907) - (23,464,895) (26,681,852) Intangible assets a. Computer Softwares 5,403, ,403,568 2,549,474 1,043,556-3,593,030 1,810,538 (Previous year) (5,325,568) (78,000) - (5,403,568) (1,344,550) (1,204,924) - (2,549,474) (2,854,094) b. Programming Cost 298,797, ,400, ,283,758** 303,914, ,456, ,828, ,283, ,000, ,913,886 (Previous year) (233,913,573) (170,377,590) (105,493,600) (298,797,563) (104,265,046) (154,684,569) (105,493,600) (153,456,015) (145,341,548) c. Website cost 552, , , ,800 - (Previous year) (552,800) - - (552,800) (406,396) (146,404) - (552,800) - Total 304,753, ,400, ,283, ,870, ,558, ,872, ,283, ,146, ,724,424 (Previous year) (239,791,941) (170,455,590) (105,493,600) (304,753,931) (106,015,992) (156,035,897) (105,493,600) (156,558,289) (148,195,642) Total Current Year 354,900, ,007, ,283, ,624, ,023, ,282, ,283, ,021, ,602,733 (Previous year) (285,083,188) (175,311,090) (105,493,600) (354,900,678) (121,977,980) (163,538,804) (105,493,600) (180,023,184) (174,877,494) Note: Figures in bracket relate to the previous year * Includes impact of Depreciation adjusted against opening reserves- Rs.336,864/- ** Reflects Programme License Cost reduced on expiry of the license period Pursuant to the enactment of the Companies Act 2013 (the Act ), the Company has, effective 1st April 2014, reviewed and revised the estimated useful lives of its fixed assets, in accordance with the provisions of Schedule II to the Act and has computed depreciation with reference to the useful life of assets recommended in Schedule II to the Act. Consequently, depreciation for the year ended 31 Mar 2015 is higher by Rs. 2,015,238 and depreciation related to the assets whose useful life had expired as on 1 April 2014 of Rs. 336,864, has been adjusted in the opening balance of reserves.

11 24 AETN18 MEDIA PRIVATE LIMITED Note 10 - Long-term loans and advances As at As at (Unsecured, considered good) 31 March, March, 2014 Security deposits 2,018,306 3,218,306 Balances with government authorities - Unsecured, considered good (i) Cenvat credit receivable 76,333,052 78,963,752 (ii) TDS receivable 37,172,694 13,013,900 Capital Advances 4,651,331 3,617, ,175,383 98,813,116 Note 11 - Trade receivables a. Outstanding for a period exceeding six months from the date they were due for payment Unsecured, considered good 3,315, ,403 3,315, ,403 Other Unsecured, considered good 325,997,640 75,703,282 Unsecured, considered doubtful 6,173,733 6,776,212 Less: Provision for doubtful trade receivables (6,173,733) (6,776,212) 325,997,640 75,703, ,313,364 76,683,685 Note 12 - Cash and cash equivalents Cash on hand 6,567 72,329 Cheques on hand - 741,202 Balances with banks i. In current accounts 64,155,536 34,855,707 ii. In demand deposit accounts - 28,500,000 64,162,103 64,169,238 Note 13 - Short-term loans and advances (Unsecured, considered good) Loans and advances to employees 246, ,979 Prepaid expenses 1,100,121 1,187,924 Advance to suppliers 4,442,818 57,353 Security deposits 2,760,000-8,549,217 1,367,256 Note 14 - Other current assets a. Interest accrued on fixed deposits - 419, ,482

12 AETN18 MEDIA PRIVATE LIMITED 25 Year ended Year ended 31 March, March,2014 Note 15 - Revenue from operations Advertisement income 304,831, ,388,701 Subscription income 209,201,543 29,548,605 Content licensing income 4,742,616 1,466, ,775, ,403,947 Note 16 - Other income Interest income on bank deposits 3,615,675 3,816,427 Interest on income tax refund - 126,274 Provisions no longer required written back 100,101 7,895,561 Provision for doubtful debt written back 3,676,212-7,391,988 11,838,262 Note 17 - Employee benefits expense Salaries and wages 58,086,058 40,854,779 Contributions to provident fund 2,082,838 2,051,862 Staff welfare expenses 3,054,028 2,503,051 Gratuity expense 323, ,343 63,546,592 46,248,035 Note 18 - Finance costs Interest on delayed payment of Income tax 85, ,430 Interest on delayed payment of Service tax 1,467,948-1,553, ,430 Note 19 - Other expenses Content and franchise expenses 40,255,590 20,533,800 Media professional fee 8,012,530 12,064,017 Vehicle running and maintenance 4,865,743 4,631,512 Studio and equipment hire charges 3,290,000 3,022,250 Telecast and uplinking fees 55,084,381 55,255,096 Lease rentals 4,262,164 3,862,477 Repairs and maintenance - others 3,096,406 2,732,372 Insurance 759, ,625 Electricity 1,140, ,866 Communication 2,350,160 2,371,267 Travelling and conveyance 6,205,071 9,586,568 Printing and stationery 617, ,580 Advertisement 44,275,098 60,033,167 Business promotion 3,414,966 3,921,757 Distribution expenses 183,885,650 - Marketing research 2,895,031 3,306,150

13 26 AETN18 MEDIA PRIVATE LIMITED Year ended Year ended 31 March, March,2014 Legal and professional 4,976,381 18,507,731 Office expenses 2,022,697 1,676,498 Bad debts written off 100, ,203 Provision for doubtful trade receivables 3,073,733 5,292,297 Net loss on foreign currency transactions and translation 1,752,745 2,207,242 Miscellaneous expenses 694, , ,030, ,458,246 i. Note: Payments to the auditors (excluding service tax): (a) To statutory auditors For audit 1,200,000 1,200,000 For other services 925, ,000 Reimbursement of expenses 42,990 79,163 2,167,990 2,179,163 I Additional information to the financial statements 20. Capital Commitments As at As at 31 March, March, 2014 Estimated amount of contracts remaining to be executed on capital account and not provided for: Tangible assets 1,776,202 42,900 Intangible assets 3,870,178 5,159,687 5,646,380 5,202, Based on the information available with the Company, the balance due to Micro & Small Enterprises as defined under the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 is Rs. Nil (Previous year Rs. Nil) and no interest during the year has been paid or payable under the terms of the MSMED Act, Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors. 22. Foreign currency exposure The year-end foreign currency exposures that have not been hedged by a derivative instrument are given below: Particulars Currency Foreign Currency Value Rupees Receivables USD 45,503 2,848,030 (25,787) (1,549,776) Payables USD 941,378 58,920,849 (664,496) (39,936,209) Figures in brackets pertain to the previous year.

14 AETN18 MEDIA PRIVATE LIMITED Other Additional Information Particulars For year ended For year ended 31 March, March, 2014 a. Value of imports calculated on CIF basis Capital goods 90,407,343 91,210,844 b. Expenditure in foreign currency Content and franchise expenses 38,615,809 20,533,800 Telecast and uplinking fees 249, ,539 Distribution Expenses (Set Top Boxes) 3,375,520 - c. Earnings in foreign exchange Advertisement income 2,391,647 6,378, Employee benefit plans a. Defined contribution plans The Company makes Provident Fund contributions which are defined contribution plans for qualifying employees. Under the Scheme, the Company is required to contribute a specified percentage of the payroll costs. The Company recognised Rs. 20,82,838 (Previous year Rs. 20,51,862) for Provident Fund contributions in the Statement of Profit and Loss. b. Defined benefit plan The Company offers gratuity (which is unfunded) as employee benefit scheme to its employees: The following table sets out the status of the defined benefit scheme and the amount recognised in the financial statements: Particulars As at As at 31 March, March, 2014 i) Components of employer s expense Current service cost 425, ,708 Interest cost 146, ,912 Actuarial losses/(gains) (247,904) 320,723 Total expense recognised in the Statement of Profit and Loss 323, ,343 ii) Change in defined benefit obligations (DBO) during the year Present value of DBO at beginning of the year 1,724,044 1,457,786 Current service cost 425, ,708 Interest Cost 146, ,912 Benefits paid - (572,085) Actuarial (gains) / losses (247,904) 320,723 Present value of the obligation at the end of the year recognised as liability in the balance sheet 2,047,712 1,724,044 iii) Actuarial assumptions for gratuity and compensated absences Discount rate 8.00% 8.50% Salary escalation 5.50% 6.00% Attrition: Upto 30 years 3.00% 3.00% From 31 to 44 years 2.00% 2.00% Above 44 years 1.00% 1.00%

15 28 AETN18 MEDIA PRIVATE LIMITED Mortality tables IALM ( ) IALM ( ) Age (years) Rates Upto 30 Years 3% Upto 44 Years 2% Above 44 Years 1% iv) Experience adjustments Particulars 31 March March March March 2012 On plan liability (Gain)/Loss 244,100 (322,856) (148,332) (487,987) The discount rate is based on the prevailing market yields of Government of India securities as at the Balance Sheet date for the estimated term of the obligations. The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors. The aforesaid information is as certified by the actuary. 25. Segment information The Company is engaged in the business of broadcasting of television programmes primarily in India. Accordingly, the Company operates in a single business and geographical segment as per Accounting Standard 17 Segment reporting. 26. Disclosure of transactions with related parties as per AS-18 and with group companies a. Details of related parties i. Ultimate Holding Company - Reliance Industries Limited ii. Intermediate holding Company - Network 18 Media & Investments Limited (Holding Company of TV18 Broadcast Limited) - TV18 Broadcast Limited (Holding Company of RVT Media Private Limited) ii. Holding Company - RVT Media Private Limited iii. Company exercising significant influence - A&E Television Networks, LLC, joint venture partner (See note 1) iv. Fellow subsidiaries - Digital18 Media Limited - E-eighteen.com Limited - Greycells18 Media Limited - IndiaCast UTV Media Distribution Private Limited - TV18 Home Shopping Network Limited - Web Chutney Studio Private Limited (till 23rd May, 2013) - Panorama Television Private Limited (w.e.f 22nd January, 2014) - Setpro18 Distribution Limited v. Key management personnel Avinash Kaul - President Kavita Jhamb - Chief Financial Officer Gauri Bhardwaj - Company Secretary

16 AETN18 MEDIA PRIVATE LIMITED 29 Amount in Rupees Particulars Ultimate Intermediate Holding Company Fellow Joint venture Key Holding Holding Company exercising Subsidiaries of a company Management Company Company significant exercising Personnel influence significant influence (b) Details of related party transactions 1. Purchase of fixed assets i) A&E Television Networks, LLC ,316, (61,616,463) - (-) (-) ii) TV18 Broadcast Limited - 832, (578,239) (-) (-) iii) Webchutney (190,000) (-) (-) iv) Viacom18 Media Private Limited , (262,500) (-) (-) v) Event (539,000) (-) (-) vi) AETN ASIA PTE.LTD ,659, Total - 832,302-57,316,944 2,079, (578,239) - (61,616,463) (991,500) (-) (-) 2. Business promotion expenses i) Wespro Digital Private Limited ii) Network 18 Media & Investments Ltd Total Managerial remuneration i) Legal & professonal cost * (14,035,159) ii) Employee benefits expense ,625, * This has been paid by Network 18 Media & Investments Ltd. and the same has been reimbursed by the Company. Total ,625,653 - (14,035,159) Content and franchise expense i) A&E Television Networks, LLC ,615, (22,507,277) - (-) (-) 5. Telecast and uplinking fees i) AETN ASIA PTE.LTD , (413,818) - (-) ii) TV18 Broadcast Limited - 7,200, (51,014,531) (-) (-) Total - 7,200, , (65,049,690) - (22,507,277) (413,818) - (-) 6. Advertisement expenses i) Etv : Prism , ii) TV18 Broadcast Limited - 2,896, (29,483,370) (-) (-) iii) IBN Lokmat News Private Limited (2,255,413) (-) (-) iv) Viacom18 Media Private Limited , (1,344,300) (-) (-) Total - 2,896, ,421, (29,483,370) - - (3,599,713) (-) (-)

17 30 AETN18 MEDIA PRIVATE LIMITED Amount in Rupees Particulars Ultimate Intermediate Holding Company Fellow Joint venture Key Holding Holding Company exercising Subsidiaries of a company Management Company Company significant exercising Personnel influence significant influence 7. Distribution expenses i) Indiacast UTV Media Distribution ,066, Total ,066, (-) (-) (-) (-) (-) (-) (-) 8. Repairs and maintenance - others i) Web Chutney Studio Private Limited ii) Viacom18 Media Private Limited Total Reimbursement of expenses paid i) Network 18 Media & Investments Ltd. - 2,960, (1,020,849) (-) (-) ii) TV18 Broadcast Limited - 74,439, (16,805,918) (-) (-) iii) Digital 18 Media Limited iv) Viacom18 Media Private Limited , (890,241) (-) (-) v) AETN ASIA PTE.LTD (1,971,496) - (-) vi) Indiacast UTV Media Distribution ,530, (9,977,862) vii) Indiacast Media Distribution Private Limited , Total - 77,400, ,199, (17,826,767) - - (12,839,599) (-) (-) 10. Reimbursement of expenses received i) Network 18 Media & Investments Ltd (2,540,000) (-) (-) ii) TV18 Broadcast Limited - 883, (1,490,132) (-) (-) iii) Indiacast Media Distribution Private Limited iv) Indiacast UTV Media Distribution Total - 883, (4,030,132) (-) (-) 11. Interest expense i) TV18 Broadcast Limited (-) - - (-) (-) (-) (-) 12. Income from operations i) Network 18 Media & Investments Ltd (612,000) (-) (-) ii) TV18 Broadcast Limited - 220,287, (20,783,877) (-) (-) iii) A&E Television Networks, LLC (-) iv) TV18 Home Shopping Network Limited ,263, v) AETN ASIA PTE.LTD ,391, (3,761,380) - (-) vi) Indiacast Media Distribution Private Limited ,336, (18,672,643) (-) (-)

18 AETN18 MEDIA PRIVATE LIMITED 31 Amount in Rupees Particulars Ultimate Intermediate Holding Company Fellow Joint venture Key Holding Holding Company exercising Subsidiaries of a company Management Company Company significant exercising Personnel influence significant influence vii) Indiacast UTV Media Distribution ,687, (22,301,776) (-) (-) Total - 220,287, ,678, (21,395,877) - - (44,735,799) - (-) 13. Advertisement cost barter i) Network 18 Media & Investments Ltd. Publishing , (200,000) (-) (-) ii) TV18 Broadcast Limited - 16,062, (5,420,818) (-) (-) iii) Digital 18 Media Limited , (1,250,000) (-) (-) iv) e-eighteen.com Limited , v) Viacom18 Media Private Limited , (5,204,152) (-) (-) vi) IBN Lokmat News Private Limited ,393, (239,625) (-) (-) Total - 16,062, ,926, (5,420,818) - - (6,893,777) (-) (-) 14. Advertisement revenue barter i) Network 18 Media & Investments Ltd. Publishing , (200,000) (-) (-) ii) TV18 Broadcast Limited - 9,692, (4,804,200) (-) (-) iii) Digital 18 Media Limited , (1,112,495) (-) (-) iv) Viacom18 Media Private Limited ,572, (3,207,000) (-) (-) v) Panorama Television Pvt. Ltd (81,000) (-) (-) vi) IBN Lokmat News Private Limited (72,000) (-) (-) vii) E-Eighteen.com , Total - 9,692, ,775, (4,804,200) - - (4,672,495) (-) (-) 15. Expenditure Services received i) RIL- Retails , ii) TV18 Broadcast Limited - 1,239, iii) A&E Television Networks, LLC , Total - 1,239, ,700 28, Balance outstanding with related parties at year end Trade receivables i) Network 18 Media & Investments Ltd ii) TV18 Broadcast Limited - 230,924, (4,831,891) (-) (-) iii) AETN ASIA PTE.LTD ,747, (1,595,635) - (-) iv) A&E Television Networks, LLC v) Digital 18 Media Limited , (12,231) (-) (-)

19 32 AETN18 MEDIA PRIVATE LIMITED Amount in Rupees Particulars Ultimate Intermediate Holding Company Fellow Joint venture Key Holding Holding Company exercising Subsidiaries of a company Management Company Company significant exercising Personnel influence significant influence vi) Network 18 Media & Investments Ltd. - Publishing , (220,226) (-) (-) vii) TV18 Home Shopping Network Limited ,394, viii) Indiacast Media Distribution Private Limited , (8,577,219) (-) (-) ix) Viacom18 Media Private Limited , (3,433,058) (-) (-) x) Panorama Television Pvt. Ltd (89,192) xi) IBN Lokmat News Private Limited (79,459) xii) Indiacast UTV Media Distribution ,810, (14,199,145) Total - 230,924, ,511, (4,831,891) - - (28,206,165) - (-) Trade payables i) Network 18 Media & Investments Ltd (3,735,691) (-) (-) ii) TV18 Broadcast Limited - 62,851, (31,425,989) (-) (-) iii) A&E Television Networks, LLC ,203, (39,973,476) - (-) (-) iv) AETN ASIA PTE.LTD , (331,019) - (-) v) Digital 18 Media Limited , vi) Indiacast Media Distribution Private Limited , vii) IBN Lokmat News Private Limited (664,227) (-) (-) viii) Viacom18 Media Private Limited ,205, (2,900,706) (-) (-) ix) Etv : Prism , x) Network 18 Media & Investments Ltd. - web (6,726) (-) (-) xi) Indiacast UTV Media Distribution ,026, xii) Network 18 Media & Investments Ltd. - Publishing , Total - 62,851,630-58,203, ,394, (35,161,680) - (39,973,476) (3,902,678) - (-) Share Capital i) RVT Media Private Limited ,041, (246,169,260) ii) A&E Television Networks, LLC ,118, (236,515,400) Total ,041, ,118, (246,169,260) (236,515,400) c. There is no provisions for doubtful debts ot amount written off / written back in respect of dues from / to related parties Note: Figures in bracket relate to the previous year

20 AETN18 MEDIA PRIVATE LIMITED Earnings/ (loss) per share Particulars As at As at 31 March, March, 2014 a. Net (Loss) for the year (62,908,542) (136,731,346) b. Weighted average number of equity shares used in computing basic and diluted earning per share 48,876,344 47,208,442 c. Par value per share d. Basic earnings/(loss) per share (1.29) (2.90) e. Diluted earnings/(loss) per share (1.29) (2.90) 28. Current and Deferred taxation The Company has no assessable income for the year and accordingly, no provision for current income tax has been made. The Components of deferred taxes are as follows: Break up of Deferred tax assets As at As at 31 March, March, 2014 Provision for employee benefit 962, ,120 Business Loss 271,995, ,158,757 Unamortised share issue expenses 510,287 1,020,574 Deferred Tax Assets 273,467, ,020,452 Less : Deferred Tax Liability on account of Depreciation / Amortisation 28,090,860 13,852,073 Net Deferred Tax Assets 245,376, ,168,379 The Company has carried forward tax losses pending assessment by the income tax authorities. In the absence of virtual certainty of realization of carried forward tax losses and unabsorbed depreciation, management has not recognised any deferred tax assets. The same will be reassessed at subsequent balance sheet date and will be accounted for in the year of certainty/ virtual certainty. 29. During the year ended 31st March 2015, the Company had entered into barter transactions, which were recorded at the fair value of consideration receivable or payable. The Statement of Profit and Loss for the year ended 31st March 2015 has been grossed up to reflect revenue from these transactions of Rs. 18,124,785 (Previous year Rs. 12,736,555) and expenditure of Rs. 27,181,579 (Previous year Rs. 13,223,234) being the fair value of these transactions provided and received. 30. The accounts of the Company have been prepared on the basis that the Company is a going concern. However, having regard to the fact that there are losses during the year and that the net worth of the Company has been eroded due to accumulated losses, the ability of the Company to continue as a going concern is significantly dependent on the improvement of the Company s future operations and continued financial support from the Shareholders. The Shareholders have confirmed to provide such financial support as and when need arises. The accounts do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern 31. Hitherto, the Company followed the policy of capitalising costs of set top boxes and fully depreciating the same in the year of purchase. During the year, the Company has changed this policy. Cost of set top boxes is now not capitalised but charged off in the Statement of Profit and Loss. This change does not have any impact on the loss for the year. 32. Share application money pending allotment During the year, 623,885 shares were allotted at a premium of Rs 100 each against share application money outstanding as on 31 March 2014

21 34 AETN18 MEDIA PRIVATE LIMITED 33. Operating Lease The Company has taken office premises on operating lease, which are cancellable in nature. The expenses recognised in the Statement of Profit and Loss is to Rs. 41,13,844 (Previous year: Rs. 38,62,477) 34. Transfer pricing The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, Since the law requires such information and documentation to be contemporaneous in nature, the Company is in the process of updating the documentation of domestic and international transactions with the associated enterprises during the financial year and expects such records to be in existence latest by the due date under the Income Tax Act, The management is of the opinion that its domestic and international transactions are at arm s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation. 35 Previous year s figures have been regrouped / reclassified wherever necessary to correspond with the current year s classification / disclosure. In terms of our report attached For Deloitte Haskins & Sells LLP For and on behalf of the Board Chartered Accountants Abhijit Damle Partner Director Director Kavita Jhamb Gauri Bhardwaj Partner Chief Financial Officer Company Secretary Place : Place : Date : Date : 9th April, 2015