network...1 aditya birla sunlife mutual fund 5,00,000 400 29.1% mutual fund 2 tata mutual fund...

Network

Annexure I

(Disclosures to be provided along with the application for listing)

1. Issuer details:

1.1. Details of the Issuer:

(i)Name Network18 Media & Investments LimitedAddress Registered Office:

First Floor, Empire Complex, 414- Senapati Bapat Marg,Lower Parel, Mumbai-400013

CIN L65910MH1996PLC280969PAN AABCS2472G

(ii) Line of business: Publishing, Digital and allied businesses

(iii) Chief Executive (Managing Director/President/G-EO/CFO)

Managing Director Mr. Rahul JoshiChief Financial Mr. Ramesh Kumar DamaniOfficer

(iv) Group affiliation (if any): The Issuer is controlled by Independent Media Trust (IMT),of which Reliance Industries (RIL) is the sole beneficiary.

1.2. Details of the directors:

Name, Designation Age Address Director List of other Directorshipsand DIN (years) sinceMr. Adil Zainulbhai 66 The Imperial 07/07/2014 1. Reliance Industries

Apt, Flat No. LimitedDesignation: 4701, south 2. Larsen and ToubroChairman- Tower, B. B. LimitedIndependent Nakashe Marg, 3. Reliance Jio InfocommDirector Tardeo, Limited

Mumbai- 4. Cipla LimitedDIN: 06646490 400034 5. Reliance Retail Ventures

Limited6. TV18 Broadcast Limited7. Viacom18 Media Private

Limited8. Piramal Foundation (Sec

8 Company)... n , .. C,.h~.-Ih ao '20('H Tho ?7/11I?n1L1 1 T\/1A .... I imitl'>rl..... ~ ~ ,Kaji Imperial, B. B. 2. HDFC Asset

Nakashe Marg, Management CompanyNear Tardeo LimitedA,... •• '2 r- T~,..h I ; ..... ;~~.-I.~ .~. '~" ~.

Network18 Media & Investments Limited(CIN - L6591 OMH1996PLC280969)

Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Mar9' .~9"X~r~~reJ., 1)11T+91 2240019000,66667777 W www.nw18.cQrrlf i~Il1\Mes{dr':;"'llg@flW18:c

NetworkName, Designationand DINDesignation:Non-ExecutiveIndependentDirector

Age(years)

Address

Tardeo,Mumbai034

400

Directorsince

List of other Directorships

4. Superadd Trade PrivateLimited

DIN: 00192559

Mr. Rajiv Krishan 62Luthra

Designation:Non-ExecutiveIndependentDirector

DIN: 00022285

Ms. Bhama 65Krishnamurthy

Designation:Non-ExecutiveIndependentDirector

DIN: 02196839

3/15, Shanti 27/11/2014Niketan, NewDelhi-110021

401, Fourth 15/10/2019Floor,AvarsekarsSrushti, OldPrabhadeviRoad,Prabhadevi,Mumbai 400025

1. TV18 Broadcast Limited2. Mylan Laboratories India

Private Limited3. DLF Limited4. Mylan Laboratories

Limited5. Paani Foundation (Sec 8

Company)6. VLCC Health Care

Limited7. Symphony International

Holdings Limited1. Reliance Industrial

Infrastructure Limited2. Cholamandalam

Investment and FinanceCompany Limited

3. Muthoot Microfin Limited4. CSB Bank Limited5. Reliance Payment

Solutions Limited6. Five-Star Business

Finance LimitedMr. P.M.S. Prasad 67

Designation:Non-ExecutiveDirector

DIN: 00012144

92-93,Bakhtawar 22,NarayanDabholkar RoadMalabar Hill,Mumbai400006

14/01/2017 1. Reliance IndustriesLimited

2. Reliance CommercialDealers Limited

3. Viacom18 Media PrivateLimited

4. TV18 Broadcast Limited

...." """""5. Balaji Telefilms Limited6. Eros International PLC

MediaPrivate

TV18 Broadcast LimitedSaavn Media PrivateLimited

3. IndiaCastDistributionLimited

4. Viacom18 Media Private

21/03/2018 1.2.

I::Cl;:)l, I'IICClI IVII\.;I

Club House,Mumbai 400051

KalpataruSparkle,11th Floor, 113,TowerCMIG 2, CHS TSNo. 646PT, Bandra- ..,,.,

DIN: 02303283

Ms. Jyoti Deshpande 49

Designation:Non-ExecutiveDirector

Mr. Rahul Joshi, 49 C-1802, Lodha 09/07/2019 1. TV18 Broadcast Limitedeeiussrmo,

Network18 Media & Investments Limited(CIN - L65910MH1996PLC280969)

Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400T+912240019000,66667777 W www.nw18.comE:[email protected]

NetworkiE]Name, Designation Age Address Director List of other Directorshipsand DIN (years) sinceDesignation: Apollo Mills 2. IndiaCast MediaManaging Director Compound, Distribution Private

NM Joshi Marg, LimitedDIN: 07389787 Mahalaxmi, 3. Viacom 18 Media Private

Mumbai - Limited400011 4. AETN18 Media Private

Limited5. News Broadcasters

Association (Sec 8Company)

1.3. Details of change in Directors in last three financial years including anychange in the current year:

of Date of cessation.... _----_..

Name, Designation Date Remarks (viz. reasons forand DIN appointment! (in case of change etc.)

resignation resignationMr. Vinay Chhajlani 07/07/2014 14/01/2017 Resigned due to otherDesignation commitmentsNon-ExecutiveDirector

DIN: 00078665Mr. Rohit Bansal 07/07/2014 14/01/2017 Resigned due to otherDesignation commitmentsNon-ExecutiveDirector

DIN: 02067348Mr. P.M.S. Prasad 14/01/2017 - AppointmentDesignationNon-ExecutiveDirector

DIN:00012144Mr. K. R. Raja 14/01/2017 21/03/2018 Resigned due to other

commitmentsDesignationNon-ExecutiveDirector

DIN: 00006673Mr. Prasoon Joshi 15/01/2016 13/09/2017 Resigned due to new

responsibilitiesDesignationIllUCfJCllUClll

Director

DIN: 01260545


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 40T+91 2240019000,66667777 W www.nw18.comE:[email protected]

NetworkName, Designationand DIN

Ms. Nirupama Rao

DesignationIndependentDirector

DIN: 06954879Ms. JyotiDeshpande

DesignationNon-ExecutiveDirector

DIN: 02303283

Mr. Rahul Joshi

DesignationManaging Director

DIN:07389787

Ms. RenukaRamnath


DIN: 00147182

Date ofappointment!resignation25/03/2015

21/03/2018

09/07/2018

01/04/2019

Date of cessation(in case ofresignation29/05/2018

15/10/2019

Remarks (viz. reasons forchange etc.)

Resigned due to preoccupationwith research and writing work

Appointment

Appointment

Resigned due to othercommitments and in order tobalance her directorship acrossthe listed companies inaccordance with the provisions oflaw

Mr. DeepakShantilal Parekh


DIN: 00009078Ms. BhamaKrishnamurthy


DIN: 02196839

07/07/2014

15/10/2019

01/04/2019 Resigned duecommitments

Appointment

to other

Network18 Media & Investments Limited(CIN - L6591OMH1996PLC280969)

Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400T+91 2240019000, 66667777 W www.nw18.comE:[email protected]

Network1.4. List of top 10 holders of equity shares of the company as on December 31, 2019:

S. Name and category of Total No. of No. of shares in TotalNo. shareholder equity shares demat form shareholding as

% of total no. ofequity shares

1. RB Mediasoft Private Limited 12,75,60,417 12,75,60,417 12.18(Promoter and PromoterGroup)

2. RB Media Holdings Private 12,75,28,586 12,75,28,586 12.18Limited (Promoter andPromoter Group)

3. Adventure Marketing Private 12,75,28,287 12,75,28,287 12.18Limited (Promoter andPromoter Group)

4. Colorful Media Private Limited 12,75,28,287 12,75,28,287 12.18(Promoter and PromoterGroup)

5. Watermark Infratech Private 12,75,28,287 12,75,28,287 12.18Limited (Promoter andPromoter Group)

6. RRB Mediasoft Private Limited 10,85,15,123 10,85,15,123 10.36(Promoter and PromoterGroup)

7. Nexg Ventures India Private 4,65,78,443 4,65,78,443 4.45Limited (Pubic-BodiesCorporate)

8. Arizona Globalservices Private 3,11,54,186 3,11,54,186 2.98Limited (Pubic-BodiesCorporate)

9. Acacia Banyan Partners 2,63,51,424 2,63,51,424 2.52(Foreign Portfolio Investor)

10. Independent Media Trust (held 1,96,43,801 1,96,43,801 1.88In the Name of Its Trustee-Sanchar Content PrivateLimited) (Promoter andPromoter Group)

1.5. Details of the Statutory Auditor:

Name and address Date of appointment RemarksDeloitte Haskins & Sells LLP 25/09/2017 -

Indiabulls Finance Centre,Tower-3, 27th

- 32nd Floor,Senapati Bapat Marg,Elphinstone Road(West),Mumbai - 400 013


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400T +91 2240019000, 66667777 W www.nw18.comE:[email protected]

Network1.6. Details of the change in statutory auditors in last three financial years

including any change in the current year:

Name, address

Walker Chandiok & CoLLP

16th Floor, Tower II,Indiabulls FinanceCentreSenapati Bapat Marg,ElphinstoneRoad(West),Mumbai - 400013

Date ofappointmentlresignation

Date of cessation Remarks (viz. reasons(in case of for change etc.)resignation)September 25, 2017 Had ceased to be Statutory

Auditors for the Companysince they expressedunwillingness forratification of theirappointment

Deloitte Haskins & 25.09.2017Sells LLP

Indiabulls FinanceCentre, Tower-3,27th

- 32nd Floor,Senapati Bapat Marg,ElphinstoneRoad(West),Mumbai - 400 013

- Appointment

1.7. List of top 10 debt securities holders as on December 31,2019:

S. Name of the Category Face value Holding of debt securities as aNo. holder percentage of total debt securities

outstanding of the IssuerNone

1.8. List of top 10 CP holders as on December 31, 2019:

S. Name of the CP Category of Face Value Amount CP holding as aNo. Holder CP Holder per CP (in Issued (in percentage of total

Rs.) Rs. Cr) CP outstanding ofthe Issuer

1 Aditya Birla Sunlife Mutual Fund 5,00,000 400 29.1%Mutual Fund

2 Tata Mutual Fund Mutual Fund 5,00,000 325 23.6%

3 SBI Mutual Fund Mutual Fund 5,00,000 200 14.6%

4 L1C Mutual Fund Mutual Fund 5,00,000 200 14.6%

5 Axis Mutual Fund Mutual Fund 5,00,000 150 10.9%

6 DSP Mutual Fund Mutual Fund 5,00,000 50 3.6%

7 ICICI Prudential Mutual Fund 5,00,000 25 1.8%Mutual Fund

8 PGIM India Mutual Mutual Fund 5,00,000 25 1.8%C, , ..... rI

Network18 Media & Investments Limited ~~;\,(CIN - L65910MH1996PLC280969) 1:>

Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400 (~.§! )l i)T +912240019000,66667777 W www.nw18.com E: [email protected] E. .;>

'C>vi)4JJsa

Network11IIIII....

2. Material Information:

2.1. Details of all default!s and/or delay in payments of interest and principal of CPs,(including technical delay), debt securities, term loans, external commercialborrowings and other financial indebtedness including corporate guarantee issuedin the past 5 financial years including in the current financial year

None

2.2. Ongoing and/or outstanding material litigation and regulatory strictures, if any

Save as stated in the last published audited financial statements of the Issuer, there is noother material litigation or regulatory strictures against the Issuer.

2.3. Any material event! development having implications on the financials/creditquality including any material regulatory proceedings against theIssuer/promoters, tax litigations resulting in material liabilities, corporaterestructuring event which may affect the issue or the investor's decision to invest/ continue to invest in the CP

No such material event / development! change has taken place since the date of thelast published financial results! audited financial statements of the Issuer, which mayaffect the Issue or an investor's decision to invest in the CPo

The following changes have happened in the ratings of the Company during the last 6months:

(a) At the Issuer's request, the following long-term ratings were withdrawn in September,2019, as disclosed in our letter to exchanges dated October 01, 2019:

• CARE Limited withdrew the rating for the proposed non-convertibledebenture programme of Rs. 1,000 crore.

• ICRA Limited revised ratings for the long-term bank facilities of up to Rs. 500crore and the proposed long-term borrowing programme (bank Loan / nonconvertible debenture) of Rs. 1,000 crore to [ICRA]AA+(Negative) from[ICRA]AAA (Stable); and withdrew the same.

(b) India Ratings & Research Private Limited assigned rating of "IND A1+" to thecommercial paper programme of Rs. 1,500 crore, as disclosed in our letter toexchanges dated September 16, 2019.

3. Details of borrowings of the company as on December 31, 2019:

3.1. Details of debt securities and CPs

a) Debt Securities: None

b) CPs: Details are as below:

ozen

2

INE870H141JO

INE870H141K8

89

90

l:

8.::Joo

5.77%

5.77%

100,00,00,000

75,00,00,000

23-0ct-19

25-0ct-19

20-Jan-20

23-Jan-20

~.~Cll ...... 11100::

,,~u '"'/CAREA1+

INDA1+/CARE A1+

unsecureu

Unsecured

::.;:::JoCllen

NA

~<.l!!~Cll ....00

vee CJl~IV

LIMITED

YES BANKLIMITED

~~.l!!oCll ....00

INDIARATINGS/CARE RATINGSINDIARATINGS/CARE RATINGS


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400 013T+91 2240019000,66667777 W www.nw18.comE:[email protected]

Networki]]YES BANK INDIA

INDA1+ Unsecured NA RATINGS/CA3 INE870H141L6 90 5.77% 75,00,00,000 31-0ct-19 29-Jan-20 ICARE A1+ LIMITED

RE RATINGS

YES BANK INDIAINDA1+ Unsecured NA RATINGS/CA

4 INE870H141M4 88 5.69% 100,00,00,000 1-Nov-19 28-Jan-20 ICAREA1+LIMITED

RE RATINGS

YES BANK INDIAINDA1+ Unsecured NA

LIMITED RATINGS/CA5 INE870H141N2 88 5.60% 75,00,00,000 4-Nov-19 31-Jan-20 ICAREA1+ RE RATINGS

YES BANKINDIA

INDA1+ Unsecured NA RATINGS/CA6 INE870H 14100 90 5.65% 50,00,00,000 13-Nov-19 11-Feb-20 ICARE A1+

LIMITEDRE RATINGS

YES BANK INDIAINDA1+ Unsecured NA

LIMITEDRATINGS/CA

7 INE870H14100 90 5.65% 50,00,00,000 13-Nov-19 11-Feb-20 ICARE A1+ RE RATINGS

YES BANK INDIAIND A1+ Unsecured NA RATINGS/CA

8 INE870H141S1 60 5.60% 25,00,00,000 15-Nov-19 14-Jan-20 ICARE A1+LIMITED

RE RATINGS

YES BANKINDIA

INDA1+ Unsecured NA RATINGS/CA9 INE870H141P7 90 5.65% 50,00,00,000 15-Nov-19 13-Feb-20 ICAREA1+

LIMITEDRE RATINGS

YES BANK INDIAIND A1+ Unsecured NA

LIMITED RATINGS/CA10 INE870H141Q5 91 5.65% 100,00,00,000 18-Nov-19 17-Feb-20 ICARE A1+ RE RATINGS

YES BANKINDIA

IND A1+ Unsecured NA RATINGS/CA11 INE870H141R3 91 5.65% 100,00,00,000 19-Nov-19 18-Feb-20 ICARE A1+

LIMITEDRE RATINGS


12 INE870H141T9 70 5.54% 125,00,00,000 12-Dec-19 20-Feb-20 ICARE A1+LIMITED

RE RATINGS

YES BANKINDIA

INDA1+ Unsecured NA RATINGS/CA13 INE870H141T9 69 5.54% 75,00,00,000 13-Dec-19 20-Feb-20 ICARE A1+

LIMITEDRE RATINGS

YES BANKINDIA

IND A1+ Unsecured NALIMITED

RATINGS/CA14 INE870H141U7 91 5.58% 125,00,00,000 16-Dec-19 16-Mar-20 ICARE A1+ RE RATINGS


15 INE870H141W3 91 5.58% 75,00,00,000 18-Dec-19 18-Mar-20 ICAREA1+ LIMITED RE RATINGS

YES BANKINDIA

INDA1+ Unsecured NA RATINGS/CA16 INE870H141X1 91 5.58% 75,00,00,000 19-Dec-19 19-Mar-20 ICARE A1+

LIMITEDRE RATINGS

YES BANKINDIA

INDA1+ Unsecured NALIMITED

RATINGS/CA17 INE870H141V5 91 5.58% 50,00,00,000 20-Dec-19 20-Mar-20 ICARE A1+ RE RATINGS

YES BANKINDIA

INDA1+ Unsecured NALIMITED

RATINGS/CA18 INE870H141V5 91 5.58% 25,00,00,000 20-Dec-19 20-Mar-20 ICAREA1+ RE RATINGS

YES BANKINDIA

IND A1+ Unsecured NA LIMITEDRATINGS/CA

19 INE870H141Y9 90 5.65% 25,00,00,000 24-Dec-19 23-Mar-20 ICARE A1+ RE RATINGS

3.2. Details of secured! unsecured loan facilities! bank fund based facilities! rest of theborrowing, if any, including hybrid debt like foreign currency convertible bonds(FCCS), optionally convertible debentures ! preference shares from banks orfinancial institutions or financial creditors

Lender's Nature of Amount Principal Repayment Security, if Credit Rating, AssetName/Name of Facility/ Sanctioned (in Amount date/ Applicable if applicable Classificatithe Bank Instruments Rs.) Outstanding (in Schedule on

Rs.)AXIS BANK LTD ODIWCDL 1,50,00,00,000 946,805,607 On Demand Unsecured CARE STANDARD

••• ,r. ,nr-"'~

A1+/ICRA A1+ICICI BANK LTD ODIWCDL 30,00,00,000 - On Demand Unsecured CARE STANDARD

AAAlCAREA1+/ICRA A1+


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 40001T+91 2240019000, 66667777W www.nw1S.comE:[email protected]

NetworkTV18 ICD 8,37,19,03,875 6,65,19,03,875 On Demand Unsecured NA STANDARDBROADCASTLIMITEDE18.COM ICD 63,00,00,000 63,00,00,000 On Demand Unsecured NA STANDARDLIMITED

3.3. The amount of corporate guarantee or letter of comfort issued by the issuer alongwith name of the counterparty (like name of the subsidiary, JV entity, groupcompany, etc) on behalf of whom it has been issued, contingent liability includingdebt service reserve account (DSRA) guaranteesl any put option etc.

No Corporate Guarantee or Letter of Comfort has been issued by the Issuer. Save asstated in the last published audited financial statements of the Issuer, there is no othermaterial Contingent liability. The last published audited financial statements of the issueris available on the website of the Company, the weblink of which is http:IInw18.com/annuaIReport#scroIiHere.

4. Issue Information:

4.1. Details of current tranche including ISIN, amount, date of issue, maturity, all creditratings including unaccepted ratings, date of rating, name of credit rating agency,its validity period (details of credit rating letter issued not older than one month onthe date of opening of the issue), details of issuing and paying agent and otherconditions, if any

Rating Agency Care Ratmqs Limited India Ratinos & Research Pvt ltdRating Assigned CAREA1+ "IND A1+"Date of Rating 06-March-2020 02-March-2020Validity Period Two months from the date of ratinq Up to 15-Sep-2020IPA ICICI Bank Limited

S. ISIN Amount (in Rs. Cr) Value Date Maturity DateNo.

1 INE870H14J08 75 18-Mar-2020 17-June-2020

4.2. CP borrowing limit, supporting board resolution for CP borrowing, details of CPissued during the last 15 months

The CP borrowing limit as approved by the Issuer's Board of Directors is Rs. 1,500 Crore.Board Resolution is enclosed as Annexure A. The details of the CP issued during the last15 months are tabulated below:

ISIN Code Issue Date Amount (Rs. Cr) Maturity Date CRA/Rating

INE870H14GB1 3-Dec-2018 225.00 1-Feb-2019 ICRA A1+/ CARE A1+

INE870H14GC9 7-Dec-2018 100.00 5-Feb-2019 ICRA A1+/ CARE A1+

INE870H14GE5 21-Dec-2018 125.00 20-Mar-2019 ICRA A1+/ CARE A1+

INE870H14GD7 24-Dec-2018 150.00 22-Mar-2019 ICRA A1+/ CARE A1+.., ....rv "'rv .. ~~ ~ ,~~ ~ n .... ,..

I'I[ ur ,<t\,; -" Lti-UeC-"U 10 ~"".,," - "Ol-"V 'v

INE870H14GGO 2-Jan-2019 50.00 26-Feb-2019 ICRA A1+/ CARE A1+

INE870H14GH8 15-Jan-2019 50.00 27-Feb-2019 ICRA A1+/ CARE A1+~ ,~ ~ ..,"','" 1nn nn ')7 .-. .., ......... IrRA A1+/ rARI= A1+"n_v VI-fij' N,two"," Modi' & lnvestrnents Limited

~, (CIN - L65910MH1996PLC280969)(: 1 'i ROOd, office: FI", Floo" Emplm Complex 414 Senapati Bapot M,'ll, Lowe' Parel, Murnba - 400 013\~1V T+91 22 40019000, 66667777W www"wI8,com E' lnvestors.n I 8@owlB,com

-

NetworkISIN Code Issue Date Amount (Rs. Cr) Maturity Date CRA/Rating

INE870H14GI6 1-Feb-2019 75.00 26-Mar-2019 ICRA A1+1 CARE A1+

INE870H14GJ4 1-Feb-2019 150.00 28-Mar-2019 ICRA A1+1 CARE A1+

INE870H14GI6 4-Feb-2019 100.00 26-Mar-2019 ICRA A1+1 CARE A1+

INE870H14GK2 11-Feb-2019 50.00 10-Mav-2019 ICRA A1+1 CARE A1+

INE870H 14GK2 26-Feb-2019 50.00 10-Mav-2019 ICRA A1+1 CARE A1+

INE870H14GK2 27-Feb-2019 50.00 10-May-2019 ICRA A1+1 CARE A1+

INE870H14GLO 27-Feb-2019 50.00 29-Apr-2019 ICRA A1+1 CARE A1+

INE870H14GM8 27-Feb-2019 50.00 24-May-2019 ICRA A1+1 CARE A1+

INE870H14GN6 11-Mar-2019 75.00 8-May-2019 ICRA A1+1 CARE A1+

INE870H14G04 11-Mar-2019 75.00 7-Jun-2019 ICRA A1+1 CARE A1+

INE870H14GR7 13-Mar-2019 50.00 11-Jun-2019 ICRA A1+1 CARE A1+

INE870H14GP1 13-Mar-2019 125.00 27-May-2019 ICRA A1+1 CARE A1+

INE870H14GQ9 14-Mar-2019 150.00 28-May-2019 ICRA A1+1 CARE A1+

INE870H14GS5 20-Mar-2019 125.00 18-Jun-2019 ICRA A1+1 CARE A1+

INE870H14GT3 22-Mar-2019 150.00 30-May-2019 ICRA A1+1 CARE A1+

INE870H14GU1 26-Mar-2019 100.00 24-Jun-2019 ICRA A1+1 CARE A1+

INE870H14GV9 26-Mar-2019 50.00 21-Jun-2019 ICRA A1+1 CARE A1+

INE870H14GW7 26-Mar-2019 50.00 14-Jun-2019 ICRA A1+1 CARE A1+

INE870H14GX5 28-Mar-2019 150.00 20-Jun-2019 ICRA A1+1 CARE A1+

INE870H14GY3 26-Apr-2019 75.00 23-Jul-2019 ICRA A1+1 CARE A1+

INE870H14GZO 8-May-2019 75.00 29-Jul-2019 ICRA A1+1 CARE A1+

INE870H14HA1 10-Mav-2019 75.00 5-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HB9 10-May-2019 75.00 6-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HA1 17-May-2019 50.00 5-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HC7 27-May-2019 125.00 19-Jul-2019 ICRA A1+1 CARE A1+

INE870H14HD5 28-May-2019 75.00 18-Jul-2019 ICRA A1+1 CARE A1+

INE870H14HE3 28-Mav-2019 75.00 25-Jul-2019 ICRA A1+1 CARE A1+

INE870H14HFO 30-May-2019 50.00 14-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HG8 30-May-2019 100.00 13-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HH6 7-Jun-2019 75.00 26-Jul-2019 ICRA A1+1 CARE A1+

INE870H14HH6 11-Jun-2019 100.00 26-Jul-2019 ICRA A1+1 CARE A1+

INE870H14HI4 18-Jun-2019 150.00 19-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HKO 20-Jun-2019 100.00 20-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HJ2 21-Jun-2019 75.00 21-Aug-2019 ICRA A1+1 CARE A1+

INE870H14HL8 24-Jun-2019 100.00 24-Jul-2019 ICRA A1+1 CARE A1+

INE870H14HM6 18-Jul-2019 75.00 16-Sep-2019 ICRA A1+1 CARE A1+

INE870H14HN4 19-Jul-2019 125.00 17-Sep-2019 ICRA A1+1 CARE A1+

A 102 ?.Il_I"L?n1Q 50.00 ')':l_c"'...._')n1 0 1('011 111./ ('AnI:: AA

INE870H14HP9 23-Jul-2019 75.00 21-0ct-2019 ICRA A1+1 CARE A1+

INE870H14HQ7 24-Jul-2019 50.00 22-0ct-2019 ICRA A1+1 CARE A1+

INE870H14HQ7 25-Jul-2019 50.00 22-0ct-2019 ICRA A1+1 CARE A1+


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400T+91 2240019000,66667777 W www.nw18.comE:[email protected]

NetworkISIN Code Issue Date Amount (Rs. Cr) Maturity Date CRA/Rating

INE870H14HR5 25-Jul-2019 25.00 23-0ct-2019 ICRA A1+/ CARE A1+

INE870H14HR5 26-Jul-2019 75.00 23-0ct-2019 ICRA A1+/ CARE A1+

INE870H14HS3 26-Jul-2019 100.00 24-0ct-2019 ICRA A1+/ CARE A1+

INE870H14HP9 29-Jul-2019 25.00 21-0ct-2019 ICRA A1+/ CARE A1+

INE870H14HT1 29-Jul-2019 50.00 25-0ct-2019 ICRA A1+/ CARE A1+

INE870H14HU9 5-Aug-2019 100.00 4-Nov-2019 ICRA A1+/ CARE A1+

INE870H14HV7 5-Aug-2019 50.00 27-Sep-2019 ICRA A1+/ CARE A1+

INE870H14HW5 6-Aug-2019 75.00 5-Nov-2019 ICRA A1+/ CARE A1+

INE870H14HX3 13-Aug-2019 75.00 1-Nov-2019 ICRA A1+/ CARE A1+

INE870H14HY1 14-Aug-2019 50.00 13-Nov-2019 ICRA A1+/ CARE A1+

INE870H14HZ8 19-Aug-2019 50.00 15-Nov-2019 ICRA A1+/ CARE A1+

INE870H141B7 19-Aug-2019 100.00 18-Nov-2019 ICRA A1+/ CARE A1+

INE870H141A9 20-Aug-2019 100.00 19-Nov-2019 ICRA A1+/ CARE A1+

INE870H141C5 21-Aug-2019 75.00 20-Nov-2019 ICRA A1+/ CARE A1+

INE870H14103 16-Sep-2019 75.00 13-0ec-2019 INO A1+/ CARE A1+

INE870H141E1 17-Sep-2019 125.00 16-0ec-2019 INO A1+/ CARE A1+

INE870H141F8 23-Sep-2019 50.00 23-0ec-2019 INO A1+/ CARE A1+

INE870H141F8 24-Sep-2019 50.00 23-0ec-2019 INO A1+/ CARE A1+

INE870H141G6 17-0ct-2019 125.00 17-Oec-2019 INO A1+/ CARE A1+

INE870H14112 22-0ct-2019 75.00 19-0ec-2019 INO A1+/ CARE A1+

INE870H141H4 22-0ct-2019 75.00 20-0ec-2019 INO A1+/ CARE A1+

INE870H141JO 23-0ct-2019 100.00 20-Jan-2020 INO A1+/ CARE A1+

INE870H141K8 25-0ct-2019 75.00 23-Jan-2020 INO A1+/ CARE A1+

INE870H141L6 31-0ct-2019 75.00 29-Jan-2020 INO A1+/ CARE A1+

INE870H141M4 1-Nov-2019 100.00 28-Jan-2020 INO A1+/ CARE A1+

INE870H141N2 4-Nov-2019 75.00 31-Jan-2020 INO A1+/ CARE A1+

INE870H14100 13-Nov-2019 100.00 11-Feb-2020 INO A1+/ CARE A1+

INE870H141P7 15-Nov-2019 50.00 13-Feb-2020 INO A1+/ CARE A1+

INE870H141S1 15-Nov-2019 25.00 14-Jan-2020 INO A1+/ CARE A1+

INE870H141Q5 18-Nov-2019 100.00 17-Feb-2020 INO A1+/ CARE A1+

INE870H141R3 19-Nov-2019 100.00 18-Feb-2020 INO A1+/ CARE A1+

INE870H141T9 12-0ec-2019 125.00 20-Feb-2020 INO A1+/ CARE A1+

INE870H141T9 13-0ec-2019 75.00 20-Feb-2020 INO A1+/ CARE A1+

INE870H141U7 16-0ec-2019 125.00 16-Mar-2020 INO A1+/ CARE A1+

INE870H141W3 18-0ec-2019 75.00 18-Mar-2020 INO A1+/ CARE A1+

INE870H141X1 19-0ec-2019 75.00 19-Mar-2020 INO A1+/ CARE A1+

INE870H141V5 20-0ec-2019 75.00 20-Mar-2020 INO A1+/ CARE A1+

INE870H141Y9 24-0ec-2019 25.00 23-Mar-2020 INO A1+/ CARE A1+INE870H141Z6 13-Jan-2020 25.00 13-Apr-2020 INO A1+/ CARE A1+

INE870H14JA7 17-Jan-2020 100.00 16-Apr-2020 INO A1+/ CARE A1+

INE870H14JB5 22-Jan-2020 75.00 21-Apr-2020 INO A1+/ CARE A1+


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400 013T +91 22 40019000, 66667777 W www.nw18.com E: investors.n [email protected]

NetworkISIN Code Issue Date Amount (Rs. Cr) Maturity Date CRA/RatingINE870H14JC3 24-Jan-2020 100.00 23-Apr-2020 INO A1+/ CARE A1+

INE870H14J01 28-Jan-2020 100.00 27-Apr-2020 INO A1+/ CARE A1+

INE870H14JE9 29-Jan-2020 100.00 29-Apr-2020 INO A1+/ CARE A1+

INE870H14JF6 31-Jan-2020 75.00 30-Apr-2020 INO A1+/ CARE A1+

INE870H14JG4 11-Feb-2020 100.00 11-May-2020 INO A1+/ CARE A1+

INE870H14JH2 13-Feb-2020 50.00 13-May-2020 INO A1+/ CARE A1+

INE870H14JI0 17-Feb-2020 100.00 17-Apr-2020 INO A1+/ CARE A1+

INE870H14JJ8 18-Feb-2020 50.00 20-Apr-2020 INO A1+/ CARE A1+

INE870H14JK6 18-Feb-2020 50.00 18-May-2020 INO A1+/ CARE A1+

INE870H14JL4 20-Feb-2020 100.00 19-May-2020 INO A1+/ CARE A1+

INE870H14JM2 20-Feb-2020 100.00 20-May-2020 INO A1+/ CARE A1+

INE870H14JNO 16-Mar-2020 125.00 15-Jun-2020 INO A1+/ CARE A1+

4.3. End-use of funds

To finance operating expenditures and short term funding gaps

4.4. Credit Support/enhancement (if any): None

i. Details of instrument, amount, guarantor company:Not Applicable

ii. Copy of the executed guarantee:Not Applicable

iii. Net worth of the guarantor company:Not Applicable

iv. Names of companies to which guarantor has issued similar guarantee:Not Applicable

v. Extent of the guarantee offered by the guarantor company:Not Applicable

vi. Conditions under which the guarantee will be invoked:Not Applicable

5. Financial Information:

5.1. Audited I Limited review half yearly consolidated (wherever available) andstandalone financial information (Profit & Loss statement, Balance Sheet and CashFlow statement) along with auditor qualifications, if any, for last three years alongwith latest available financial results.

Limited Review Half Yearly Consolidated and Standalone Financial Results for the halfyear ended September 30, 2019 are enclosed as Annexure B and Annexure Crespectively.Standalone financial information (Profit & Loss statement, Balance Sheet and CashFlow statement along with the Auditors' Reports thereon) for last three financial yearsviz. March 31, 2019 to March 31,2017 is available on the webSite of the Company, the


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400 013T +912240019000,66667777 W www.nw18.comE:[email protected]

NetworkIlllllllIIIiIIIIII

weblink of which is http://nw18.com/annuaIReport#scroIlHere.

5.2. Latest unaudited financials with limited review financials (should not be older thansix month from the date of application for listing), given the issuer is in compliancewith SEBI (Listing obligations and disclosure requirements) Regulations 2015(hereinafter "SEBI LODR Regulations"), subject to making necessary disclosuresin this regard including risk factors.

Latest Unaudited Consolidated and Standalone financials with limited review for thequarter and nine months ended December 31, 2019 is enclosed as Annexure D andAnnexure E.

6. Asset Liability Management (ALM) Disclosures:

6.1. NBFCs disclosures as specified for NBFCs in SEBI Circular nos. CIR/IMDIDF/1212014, dated June 17, 2014 and CIRlIMDIDF/6/2015, dated September 15,2015, asrevised from time to time. Further, "Total assets under management", under para1.a. of Annexure I of CIR/IMDIDFI 6 12015, dated September 15, 2015 shall alsoinclude details of off balance sheet assets

Not Applicable

6.2. HFCs disclosures as specified for NBFCs in SEBI Circular no. CIRlIMDIDFI 6 12015,dated September 15, 2015, as revised from time to time with appropriatemodifications viz. retail housing loan, loan against property, wholesale loan developer and others

Not Applicable

& I.nn~v..$strnents

4~~


Regd. office: First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400 013T+91 2240019000, 66667777 W www.nw18.comE:[email protected]

NetworkCERTIFIED TRUE COPY OF RESOLUTION PASSED AT THE MEETING OF THEBOARD OF DIRECTORS OF NETWORK18 MEDIA & INVESTMENTS LIMITED HELDON JANUARY 14,2020

"RESOLVED THAT in supersession of the earlier resolution passed by the Board ofDirectors at its meeting held on January 16, 2018, and in accordance with the provisions ofSection 179, 180 and other applicable provisions/Rules/Regulations/Notifications of theCompanies Act, 2013, and in accordance with the provisions of the Foreign ExchangeManagement Act and applicable Guidelines/Regulations/Notifications of the Reserve Bankof India, as issued and/or amended from time to time, consent of the Board be and ishereby accorded to issue short-term debt instrument(s) or Commercial Paper(s), from timeto time, in one or more tranches, for an amount up to Rs. 1,500 crore (Rupees OneThousand Five hundred crore only) outstanding at any point of time;

RESOLVED FURTHER THAT Mr. Ramesh Kumar Damani, Ms. Kshipra Jatana,Mr. Ankit Jain, Mr. Joy David, Mr. Ratnesh Rukhariyar, Mr. Sanjiv Kulshreshtha,Mr. Ish Kalra and Mr. Pumit Kumar Chellaramani, Authorised Signatories of the Company,be and are hereby severally authorised to:

i. negotiate, finalise, modify and settle the terms and conditions of the CommercialPapers / short-term debt instruments;

ii. obtain credit ratings for the said Commercial Papers / short-term debt instruments, ifrequired, from one or more credit rating agency (ies);

iii. deal, negotiate, select and finalize the Arranger(s), lnvestor(s), Dealer(s), and Issueand Paying Agent(s), Registrar & Transfer Agent(s), Depository(ies) for issue ofCommercial Papers, Letter of Offer and/or any other documents as may be requiredin connection with the placement of Commercial Paper(s) and to finalize the termsand conditions of their appointment(s), finalize the agreement(s) to be entered intowith them and to sign, seal and execute for and on behalf of the Company,agreements with the Dealer(s) and Issuing and Paying Agent(s), Letter of Offer Dealconfirmations, issue Jumbo Commercial Papers for and on behalf of the Companyand any other Documents, including any amendments, modifications and ratificationas may be required in connection with the placement / buy-back / redemption ofCommercial Papers;

iv. seek and avail extension / renewal, from time to time, on such terms and conditionsas may be settled with the Lenders;

v. approve and execute the buy-back of commercial papers issued / to be issued fromtime to time, and take such steps as may be incidental and/or consequential theretoto facilitate buyback of commercial papers including any registrations on platformssuch as F-TRAC, NSCCL, etc.;

vi. sign and execute any agreement(s) / deed(s) / paper(s) / writing(s) / document(s)including security document(s), if any, as may be required in connection with theaforesaid short-term debt instruments and that the Common Seal of the Company, ifnecessary, be affixed thereto in the presence of such authorised signatory(ies);

Network18 Media & Investments Limited(CIN - L6591 OMH1996PLC280969)Regd. office: First Floor, Empire Complex, 414- Senopoti Bopot Marg, Lower Porel. Mumboi-400013T+912240019000/66667777 W www.nwI8.com E: [email protected]

Networkvii. make application to National Stock Exchange of India Limited (NSE), SSE Limited

(SSE) and/or any other Exchange/Authority for listing of Commercial Papers issuedand/or to be issued by the Company from time to time, and take such steps as maybe incidental and/or consequential thereto to facilitate listing of commercial papers;

viii. nominate / appoint / grant power of attorney, from time to time, to the executive(s) /other person(s) as authorised signatory(ies) of the Company, for signing andexecuting any agreement(s) / deed(s) / paper(s) / writing(s) / document(s) includinqsecurity document(s), if any, as may be required in connection with the short-termdebt instruments / Commercial Papers and that the Common Seal of the Company, ifnecessary, be affixed thereto in the presence of such authorised signatory(ies);

ix. do all such acts and things and deal with all such matters and take all such steps asmay be necessary for giving effect to this resolution;

RESOLVED FURTHER THAT Mr. Ramesh Kumar Damani, Ms. Kshipra Jatana, Mr. AnkitJain, Mr. Joy David, Mr. Ratnesh Rukhariyar, Mr. Sanjiv Kulshreshtha, Mr. Ish Kalra andMr. Pumit Kumar Chellaramani, Authorised Signatories of the Company, be and are herebyseverally authorised to avail on behalf of the Company, any / all the services offered byNational Securities Depository Limited (NSDL) and/or Central Depository Services (India)Limited (CDSL) or other service providers through the issuer services portal and do all suchacts and deeds necessary, so as to bind the Company in relation to such facilities and toaccept, sign, execute, deliver and complete all documentation or agreements or forms asare necessary for availing such services and the aforesaid authorised officials maydesignate/ authorise/ appoint person(s) for the same, and to provide any details,information, document, and submit any request / instructions on behalf of the Company;

RESOLVED FURTHER THAT the Commercial Papers be credited in demat form andnecessary application(s) be made to National Securities Depository Limited (NSDL) and/orCentral Depository Services (India) Limited (CDSL), the Depositories, to hold theCommercial Papers in demat form and that the Authorised Signatories of the Company, beand are hereby severally authorised to take necessary steps to admit the said CommercialPapers into the Depository System;

RESOLVED FURTHER THAT certified true copy of this resolution be delivered to theLenders and/other concerned Authorities/ Department! Agency/Investors/Dealers etc., asmay be required for their record and necessary action."

For Network18 Media & Investments Limited

(Ratnesh Rukhari r)Group Company SecretaryDate: March 16, 2020

Network18 Media & Investments Limited(ON - L6591 OMH1996PLC280969)Regd. office: First Floor. Empire Complex. 414- Senapati Bapat Marg, Lower Pare!, Mumbai-400013T+91 2240019000/66667777 W www.nw18.com E:investors.n [email protected]

'DeloitteHaskins & Sens LLP

Chartered AcwunlilnlSl!1lhabulls {'inonce CentreT(Wler 3.2'1"'·32" FloorSenilpatlBapat MargElphinsta:1'lRoad (West)Mumb,d' 400 o13Maharilshtri'l, India

Tel:+91 2261854000r:"x, +9112 61SS 4001

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIMCONSOLIDATED FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OFNETWORK18 MEDIA&. INVESTMENTS LIMITED

1. We have reviewed the accompanying Statement of Consolidated UnauditedFinancial Results of NETWORK18 MEDIA & INVESTMENTS LIMITED("the Parent") and its substdlertes (the Parent and its subsidiaries togetherreferred to as "the Group"), and its share of the net loss after tax and totalcomprehensive loss of its associates and joint ventures for the quarter and sixmonths ended September 30! 2019 ("the Statement") being submitted by theParent pursuant to the requirement of Regulation 33 of the SEm (listingObHgations and Disclosure Requirements) RegUlations! 2015, as amended,

2. This Statement, which IS the responslbllltv of the Parent's Management andapproved by the Parent's Board of Directors, has been prepared in accordancewith the recognition and measurement principles laid down In the IndianAccounting Standard 34 "Interim Financial Reporting" ("Ind AS 34/1), prescribedunder Section 133 of the Companies Act, 2013 read With relevant rules issuedthereunder and other accounting principles generally accepted in India, Ourresponsibility is to express a conclusion on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard onRevIew Engagements (SRE) 2410 "Review of Interim Financial InformationPerformed by the Independent Auditor of the Entity", issued by the Institute ofChartered Accountants of India (lCAl). A revrew of interim financial informationconsists of making inquiries, primarily of Parent's personnel responsible forfinancial and accounting matters, and applying analytical and other reviewprocedures, A review is substantially Jess in scope than an audit conducted inaccordance with Standards on AUditing specifled under Section 143(10) of theCompanies Act, 2013 and consequently does not enable us to obtain assurancethat we would become aware of all significant matters that might be identifiedin an audit. Accordingly, we do not express an audit opinion,

We also performed procedures in accordance with the circular issued by theSEBl under Regulation 33(8) of the SE81 (Listing Obligations and DisclosureRequirements) Regulations, 2015, as amended! to the extent applicable,

Hegr} Offke' lndiatuHs f'.1nan(.e Centre, Tower3.. 27~!' N 32"i( ~h)t~r~ S~V1i3P()ti BLipat fv1fJrgJ ElpblnStona BC)0.d (West). M\Jmbal v 400 {l13, Mt!h,ar4S:htto, !pdJit

(LiP gj€ntWratlonNo. AA8..s73?)

DeloitteHaskins & Sells LLP

4. The Statement includes the results of the following entities:

list of subsidiaries:AETN18 Media Private Limited, Colosceum Media Private Limited, e~

Eighteen.com Limited, Greycells18 Media Limited, lndiaCast Media DlstrlbutlonPrivate Limited, IndiaCast UK Ltd, IndiaCast US Ltd, Infomedia Press Limited,MoneycontroLOot Com India Limited, Network18 Media Trust, Roptonal Limited,TV18 Broadcast Limited, Viacom18 Media Private Limited, vtecomrs Media (UK)Limited and Viacom18 US Inc.

Liatof associates and joint ventures:Big Tree Entertainment DMCC, Big Tree Entertainment Lanka (Private) limited,8ig Tree Entertainment Private Limited, Big Tree Entertainment Singapore PTELimited, Big Tree Sport & Recreational Events Tickets Selling L.L.C,Bookrnvshow SDN,BHO, ovutok Technologies Private Limited, Fantain SportsPrivate Limited, Foodresta Welkere Private Limited, Bookmyshow VenuesManagement Private Limited (formerly known as Go2Space Event ManagementPrivate Limited), Spacebound Web Labs: Private Limited} Bookmvshow LivePrivate Limited (formerly known as Nomobo Entertainment Private Limited), PTBig Tree Entertainment Indonesia, 'rownscrtpt USA Inc, Townscript PTE ltd,Tribevibe Entertainment Private Limited, NW18 HSN Holdings PLC, IBN LokrnetNews Private Limited, Eenadu Television Private Limited, Shop CJ NetworkPrivate Limited (upto June 6, 2019), Television Home Shopping Network Limited(upto June 6, 2019) (formerly known as TV18 Home Shopping Network Limited)and Ubona Technologies Private Limited.

5. Based on QuF review conducted and procedures performed as stated inparagraph 3 above and based on the consideration of the review reports of theother auditors referred to in paragraph 6 below and our reliance on the interimfinancial information I results certified by the Management referred to inparagraph 7 below, nothing has come to our attention that causes us to believethat the accompanying Statement, prepared in accordance with the recognitionand measurement principles laid down in the aforesaid Indian AccountingStandard and other accounting principles generally accepted in India, has notdisclosed the information required to be disclosed in terms of Regulation 33 ofthe SEBl (Listing Obligations and DIsclosure Requirements) Regulations, 2015,as amended, inclUding the manner in which it is to be disclosed, or that itcontains any material misstatement.

6. We did not review the interim financial information / financial results of tenSUbsidiaries included in the consolidated unaudited financial results, whoseInterim financial information I financial results, before consolidationadjustments! reflect total assets of Rs, 451,230 lakh as at September 30, 2019and, total revenues of Rs, 34,340 Iakh and Rs. 70,788 lakh for the quarter andsix months ended September 30, 2019 respectively, total net loss after tax ofRs. 11194 lakh and as, 1,098 lakh for the quarter and six months endedSeptember 30, 2019 respectively and total comprehensive loss ofRs. 1,344 fakh and Rs, 1,255 lakh for the quarter and six months ended


September 301 2019 respectively and net cash inflows of Rs. 517 lakh for thesix months ended September 30, 2019, as considered in the Statement. Theconsolidated unaudited financial results also Includes the Group's share of lossafter tax of Rs, 151 Jakh and Rs. 612 lekh forthe quarter and six months endedSeptember 3D, 2019 respectively and Total comprehensive loss of Rs, 63 lakhand Rs. 605 lakh for the quarter and six months ended September 30! 2019respectively, as considered in the statement, in respect of two joint ventures,two associates and fifteen subsidiaries of associates, whose Interim financialinformation/ financial results have not been reviewed by us. These interimfinancial information I financial results have been reviewed by other auditorswhose reports have been furnished to us by the Management and ourconclusion on the Statement! in so far as it relates to the amounts anddisclosures included in respect of these subsidiaries, joint ventures andassociates, is based solely on the reports of the other auditors and theprocedures performed by us as stated in paragraph 3 above.

Our conclusion on the Statement is not modified in respect of above matters.

7. The consolidated unaudited financial results Includes the Group's share of lossafter tax and total comprehensive income of Rs. Nil for the quarter and sixmonths ended September 301 2019 respectively, as consldered in theSteternent, in respect of one associate and Group's share of loss after tax andtotal comprehensive loss of Rs, 623 lakh for the quarter and six months endedSeptember 30, 20.19, as considered in the Statement, in respect of oneassociate and its SUbsidiary upto June 61 2019! based on their interim financialinformation! financial results which have not been reviewed by their auditors,According to the information and explanations given to us by the Management,these Interim financla' information / financial results are not material to theGroup.

Our conclusion on the Statement is not modified in respect of our renance onthe interim financial information I results certified by the Management,

For OELOITTE HASKINS & SELLS LLPChartered Accountants

(FIrm's Registration No. .117366W/W-I00018)

~~~,+?;;w't'.)l'V'LAbhljit A. Oamle

Partner(Membership No. 102912)

(VDIN: 19102912AAAADV1212)Mumbal, October 15, 2019

Network18 Media & Investments Limited NetworkUnaudited Consolidated Financial Results for the Quarter and half vear ended 30tll September 2019

(~ in lakh, except oer share datalParticulars Quarter ended Half Year ended Yearended

{Au(.n.!~l!l_

. 30 th $£10'19 301l> Jun'19 30th Seo'1S $OUI $(11)'19 :so'llSeo'18 31'1Mar'iS1 income

Value of sales and services 1,35,887

"~ii!l2,79,745 2,73,634 5.91.596

GO.Qds and Services Tax included In above 18,SO? 19. 37,851 37,510 79,$78Revenue from operations 1,17,382 1,24,512 2,41,894 2,3S,f24 5,11,618Other income 1.827 59 1.886 (6693) (4)69)Total Income 1,19,209 1,24,571 1,20,034 2,43,780 2,29,431 5,06,849

2 ExpensesCost of materials consumed and traded goods sold 41 72 50 113 92 235Operational costs 49,067 57.432 55,381 1,06A99 1,01,0713 2,46,555Marketing, distribution and promottonat expense 24.488 25,213 19,771 49,701 38313 87,5613Employee benefits expense 26,845 27,201 27;363 54,046 54.495 1,09,615Finance costs 6,177 6,291 4,696 12,468 B:r17 19,847Depreciation and amortisation expense 4,667 4,6Hl 3,551 9,286 7,062 '14,205Other expenses 9,220 9,959 11,1329 19,n9 24,500 46,45'1Total Expenses '12o.s05 130787 122,fi41 H1,29~ 240723 5,24,482

3 Profit! (loss) before share of profit! (loss) of (1,296) (6,216) (2,607) (7,512) (11,292) (17,633)associates and Joint ventures, exceptional itemsand tax (1 - 2)

4 Share of profit! (loss) of associates and joint (151) (1,084) (1,636) (1,235) (3,047) (5,432)ventures

5> Profit! (less] before oxcoptionallterns and tax(3 (1,447) (7,aOO) (4,243) (8,747) (i4,339) (23,065)+4)

6 Excepticnat items - 5,000 - 5,000 . ."{ ProfitJ (l05S) before talC (5 - 6) (1,447) (12,300) (4,M3) (13,147) (14,339) (23,065)8 Tax expense

Current tsx 1,021 466 2,503 1,481 3,717 (5,582)Deferred lax . (561 . (37) 277TQtal tax expense 1,021 466 2447 1487 3,580

~9 ProfitJ (loss) for the periodl yeart?- a} (2r468) (12,766) {e,690) ('1S,234) (17,$1$)

10 Other Comprehensive Income(i) ItemsthaI will not be reclassified to profit or loss 534 (1,768) 20 (1,234) 141 (1,891)(ii) Income lax relating to items thai willllot be . - (9) . {Sl (3)

reclasslf1edto profit or loss(iii) Items that will be reclassified to profit or loss 56 (95) 24 (39) 27 (108)

Total Other Comprehensive Income 590 11,S631 35 /1 273} 160 (2~11 Tote I Comprehenstve Income for the periodl year (1,818) (14,629) (6,655) (17.759) {19,

(S +10j

ProfiU (lOllS) for the perlodJ year attributable to:(a) Owners of the Company (5,897) (14,128) (9,139Q) (20,(25) (21.<O82) (30,2S7)(b) Non-controlling interest 3,429 1,362 3,200 4,791 3,163 12,537Other comprehensive lncome attributable to:(a) Owners of the Company 711 (1,838) 136 (1.127) 206 (1.545)(b) Non-con!rotllng interest (121l (25) (101) (146) (46) (457)Total comprehensive Income attributable to:(a) Owners of the Company (5,186) (15,966) (9,154) (21,152) (20,876) (31,842)(b) Non-controlling interest 3,308 1,337 3,099 4,645 3,117 12.,080

12 Earnings per equity share (Face value of't 5 each)Basic and Diluted (in ~) (D,5?) (1,36) (0,96) (1,9;) (2,04) (2,93)

13 Paidwup equity share cspltat Equity Shares of ~ 5 51.768 51,168 [)1,168 51,768 51,768 5'1,768each

14 Other Equity excluding revaluation reserve 29,313,"-'--.

Network18 Media & Investments Limited

Unaudited Consolidated Balance SheetNetwork

~ in lakhParticulars

ASSETSNon-current assets

Property, Plant and EquipmentCapital work-In-progressGoodwillOther Intangible assetsIntangible assets under developmentFinancial assets

InvestmentsLoansOther financial assets

Deferred tax assets (net)Othernon-current assets

Total Non-current Assets

Current assetsInventoriesFinancial assets

InvestmentsTrade receivablesCashand cash equivalentsBank balances other than cash and cash equivalentsOther financial assets

Other current assetsTotal Current AssetsTotal Assets

As at ao" Sep'19 As at af·t Mar'19Audit!ild}

43,148 28,4612,517 3,314

2,51,934 2,51,9345,202 6,3882,848 1,416

82,934 a8AS66,881 10,1974,015 3,9994,970 4,970

56,772 68,7384,61,221 4,67,873

2,19,479 1,90,458

4,030 3,8211,39,550 1,30,215

17,653 18,556350 362

18,592 12,24321,779 21,495

421433 :3 77150882654

EQUITY AND L.IABILITIESEquity

Equity Share Capita!Other EqUity

Equity attributable to owners of the Company

Non-controlling interestTotal EquityliabilitiesNon-current LiablliUes

Financial liabilitiesBorrowingsOther flnancialliabWUes

ProvisionsTotal Non-current liabilities

Current LiabilitiesFinancialliabililies

BorrowingsTrade payables

Microand sman enterprisesOther than Micro and Small enterprises

Other financial liabilitiesOther current liabilitiesProvisions

Total Current LiabilitiesTotal Llablll tlesTotatl;quit and Liabilities

51,7688,161

59,929

2,45,9443,05,873

1709,2248,187

17,581

3,26,282

51,76829,31381,081

2,41,2993,22,380

22,160

7,09229,252

2.78,991

Network18 Media & Investments Limited NetworkUnaudited Consolidated Cash Flow Statement for the half year ended 30th September, 2019

~ln lakhParticulars

A: CASH FLOW FROM OPERATING ACTIVITIES

Profit! (loss) before taxAdjusted tor:Depreciation and amortisationexpense(Profit)/Ioss on salel discard of Property, Plantand EquipmentandOther Intangible Asset (net)

Impairment of long term investmentsFinance costs

Net (galn)/105s arising on financial assets designated altair valuethrough profit or loss

Uabllilies!provisionsno longer requiredwritten back

Amortisation of lease rent

Interest income

Dividend income

Baddebts and net allowancefor doubtful receivables

Share in (Profit)/ Loss of Associates and JOint Ventures

Net Foreignexchange (9a1n)/1055

Operating profit! (loss) before working capi~r changes

Adjusted for:

Trade and other receivables

Inventories

Trade and other payables

Cash used in operations

Taxes paid (net)

Net cash used in operating activities

13: CASH FLOW FROM INVESTING ACTIVITIES

Paymentfor Property, Plant and Equlpment, Capitalwork-In-progressand Other Intangible Assets

Proceeds from disposal of Property, Plant and Equipmentand OtherIntangible assets

Purchase of non-current investments

Purchase of current investments

Proceeds from sale of current Investments

Decrease in earmarked bank balances

Imerest income

Dividend received

Net cash used in investing activities

1('\../

Half year ended

30tll Sap'1S

(13,747)

9,28649

3,35912,468

3,165

(1,554)

114

(207)

2,037

1,235

(107)

1B,098

{7,418)

2B6

(57,820)

57,778

'12

103

fl,059)

Year ended31$tMar'19(Audited)

(23;065)

14,205(8)

19,847

8,596

(1,100)

268(542)

(2)(874)

5,432

157

22,914

(3,982)

(56,092)

30)332

l6,328)

(14,038)

(12,936)

159

(34,053)

(1,42,479)

1,44,354

24!5

234

2

{44,474}

Network18 Media & Investments Limited NetworkUnaudited Consolidated Cash Flow Statement for the half year ended 30t h September, 2019

~ in lakhParticulars Half year ended Year ended

30lh Sap'i9 31$tMar't9

(Audited)C: CASH FLOW FROM FINANCING ACTIVITIES

Proceeds (rom borrowings non-current - 25,072

Repayment of borrowings non-current (169) (348)

BorrOWings - current (net) 47,291 59,477

Unclaimed matured deposits and interest secured thereon paid (6) (15)

Payment of lease liabilities (2,320) .Finance costs (12,396) (19,646)

Net cash generated from financing activities 32,400 64,540

Net increase/ (decrease) In cash and cash equivalents (835) (300)

Opening balance of cash and cash equivalents 18,556 18,853

Exchange differences Oil cash and cash equivalents (68) 3

Closing balance of cash and cash equivalents 17,653 18,556

NetworkNetwork18 Media & Investments Limited

Notes to the unaudited Consolidated Financial Results:

a The Audit Committee has reviewed the above results and the Board of Directors has approved the above results andit's release at their respective meetings held on 15th October, 2019, The Statutory Auditors of the Company havecarriedout a Limited Reviewof the aforesaid results.

b Other income includes net fair valuegainl (loss)on fair valuationof financial assets.

c The Group has adopted rnd AS 116 'Leases' effective 1st April, 2019. This has resulted in recognising rlght-of-useasset, included in Property, Plant and Equipment, and a corresponding lease liability, included in Other financialliabilities of { 16,239 lakh as at 1st April, 20Ht Resulting impact in the financial results for the quarter and half yearended so" September, 2019 is an increase of f 1,352 lakh and ~ 2,667 lakh in depreciation for the rfght,·of-useassets, an increase of ~ 307 lakh and ~ 564 lakh in finance costs on lease liabilityand a decrease in lease rent costof ~ 1,486lakh and .~ 2,884 lakh respectively.

d The Group operates in a single reportable operating segment 'Media Operations', Hence there are no separatereportable segments as per Ind AS 108'Operating Segments'.

e The National Company Law Tribunal, Mumbal Bench, had approved the Scheme of Merger by Absorption ("thescheme") for the merger of direct! indirect wholly owned SUbsidiaries of Network18 Media & Investments Limited("the Company"), namely, Digital18 Media Limited, Capital18 Fincap Private Limited, RVT Finhold Private Limited,RRK Flnhold Private Llmlteo. RRB Investments Private Limited, Setpro18 Distribution Limited, Reed 1nfomedia IndiaPrivate Limited, Web18 Software Services Limited, Television Eighteen Media and Investments Limited, TelevisionEighteen Mauritius Limited, Web18 Holdings Limited, E-18 Limited and Network18 Holdings Limited into theCompany with appointeddate as 1st April, 2016. The Scheme had becomeeffective on 1st November, 201€L

The National Company Law Tribunal, Mumbai Bench, had also approved the Scheme of Merger by Absorption ("theScheme") for the merger of direct! indirect wholly owned subsidiaries of TV18 Broadcast Limited (TV18), namely,EquatorTrading Enterprises Private Limited, Panorama Television Private Limited, RVT Media Private Limited andibn18 (Mauritius) LImited into TV18 (a subsidalryof the Company) with appointeddate as 1st April, 2016,The Schemehad becomeeffective on i s l November, 2018<

The figures for the corresponding previous periodshave been regroupedlrestated, wherever necessary, to makethem comparable,

For and on behalf of Boardof DirectorsNetworkHI Media 8< Investments Limited

Place: MumbaLDate : 15th October, 2019

Network18 Media s Investments LimitedCIN : L65910MH1996PLC280969Reqd. office: FirstFloor, EmpireComplex, 414, Senapati BapatMarg, LowerParel, Mumbal - 400013,Tel: +91 2266667777 /4001 9000Web: www,nw1l1com, email: [email protected]

DeloitteHaskins &. Sells LLP

Cl1arterecl AccountantsIndiabulls Finat)C,1 CentreTower 3. 27"·32"' F100f$enapati BapatMargElphinstone Road (West)Mumbat- 4()O 013Maharasntra, India

tel: +91 22 6185 4(J00fax; +91 n 6185 4001

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIMSTANDALONE FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OFNETWORK18 MEDIA Bt INVESTMENTS LIMITED

L We have reviewed the accompanying Statement of Standalone Unaudited financialResults of NETWORK18 MEDIA & INVESTMENTS LIMITED ("the Company"), for thequarter and six months ended September 30/2019 ("the Statement"), being submittedby the Company pursuant to the requirement of Regulation 33 of the SEBl (ListingObligations and Disclosure Requirements) Regulations, 2015, as amended.

2. This Statement, which is the responsibility of the Company's Management and approvedby the Company's Board of Directors, has been prepared in accordance with therecognition and measurement principles laid down in the Indian Accounting Standard 34"Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of theCompanies Act, 2013 read with relevant rules issued thereunder and other accountmcprinciples generally accepted in India. Our responstbulty is to express a conclusion onthe Statement based on our review.

3. We conoucted our review of the Statement in accordance with the Standard on ReviewEngagements (SRE) 2410 'Review of Interim Financial Information Performed by theIndependent Auditor of the Entity', issued by the Institute of Chartered Accountants ofIndia (fCA!). A review of interim financial information consists of making inquiries,primarily of the Company's personnel responsible for financial and accounting matters,and applying analytical and other review procedures. A review is substantially less inscope than an audit conducted in accordance with Standards on Auditing specifted undersection 143(10) of the Companies Act, 2013 and consequently does not enable us toobtain assurance that we would become aware of all significant matters that might beidentified in an audit. AccordinglYI we do not express an audit opinion.

4. Based On our review conducted as stated in paragraph 3 above, nothing has come toour attention that causes us to believe that the accompanying Statement. prepared inaccordance With the recognition and measurement principles laid down in the aforesaidIMian Accounting Standard and other accounting principles generally accepted In India,has not disclosed the information required to be disclosed in terms of Regulation 33 ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations, 20.15, asamended, inclUding the manner in which it is to be disclosed, or that it contains anymaterial misstatement.

5. As stated in Note d to the results, pursuant to the Scheme of Merger by Absorption(lithe Scheme") for the merger of the Company's direct I indirect Wholly ownedstrbsldiaries as stated in the said Note ("transferor Companies") into the Company, thefinancial mforrnaticn for the quarter and six months ended September 30, 2018 havebeen restated to give effect to the Scheme.

Reed. Offk::e: fnd~Q':)l.lli5 Finance Centre, Tower 3~ 2r· ft 32.M Floor ~ Senap8tJ Hepar Marg,E.1ph!nstoPG Roao (V.JosH ~vt.Jrr:b~; ~ 40a (ll::!, M.:]harasbtna, ItHjl(L

(Llr Jdentllkmlofl No, AAfH\l37)

DeloitteHaskins &Sells LLP

Furttler, the above restatement, inter alia, is based on the financial information of tentransferor Companies which have not been reviewed by us. These flnanclal informationhave been reviewed, as applicable, by other auditors whose reports have been furnishedto us by the Management and our report on the Statement, in so far as it relates to theamounts and disclosures included in respect of these transferor Comperues is basedsolely on the reports of the other auditors,

Our report on the Statement is not modified in respect of above matter.

for DELOInE HASkINS & SELLS LLPChartered Accountants

(Firm's Registration No, 117366W!W~100018)

Abhljlt A. Damle(Partner)

Membership No, 102912UDIN: 19102912AAAADU 1763

MUMBAI, October 15, 2019

Network16 Media & Investments Limited NelworkUnaudited Standalone Financial Results for the quarter and half year ended 30th September, 2019

(~ in lakh, except per share data)_O«'~"__"'''~____'''''''''''''' ---'--'Quarter o;;<1od···...._·_..·- ....·..·-·Half ye;irendedParticulars Year ended

(Audited)

n'19 30th Sop'iS 30\hS ep'19 30th Sop'18 31st Mar'19

1 tncemc

Value of sales and servicesGoods and Services Tax inclUded in above

Revenue from operationsOther IncomeTotal Income

2 ExpensesCost of materials consumed 41 72 50 113 92 235Operational costs 1,115 1,333 921 2.448 '1,702 3,888Marketing, distribution and promotional 472 1,002 368 1,474 881 4,348expenseEmployee benefits expense 2,702 2,645 2,429 5.,347 4,616 9,720Finance costs 3,256 3.474 2,562 6,730 5,151 11,602Depreciation and amortisation expense 187 197 190 384 379 728Other expenses 611 666 611 277 1,132 2,907Total Expenses 8,384- 9,389 7,131 17,773 13,853 33,428

3 Profitl (Loss) before exceptional items (1 (5;634) (9,257) (8,438) (14,891 ) (16,267) (28,821)2)

4 Exceptional items 23,356 34,616 23356 34,61 34,6165 Profit! (Loss) bofore tax (3 - 4) (5,634) (32,613) (43,054) (38,247) (50,883) (63,437)

6 TaxExpenseCurrent tax (1) 9Deferred TaxTotal Tax expenses (1) 9 28

7 ProfitJ (Loss) for the periodl year (5 ·6) (5,634) (32,613) (43,053) (38,241) (50.892) (63,465)8 Other ComprehensiveIncome

Items that wlll not be reclassified to profit or 720 (1,731) 128 (1 ,(11) 158 ('1,O46)toss

9 Total Comprehensive Income forthe (4,914) (34,344) (42,925) (39 (50,734) (64,511)period! year (7 +8)

10 Earnings per equity share (Face value of'~ 5each)Basic and Diluted (in ~) (0,54) (3.12) (4.11) (3.65) ('te6) (6J16)

11 Paid-Up eqully share capital. Equity Shares 52,347 52,347 52,347 52,347 52,347 52,347of {5 each

12 Other Equity excluding revaluation reserve 1,17,818

NetworkNetwork18 Media & Investments limited

Unaudited Standalone Balance Sheet

Particulars As at 30th Sop'

AsseTSNon-current Assets

Property, Plantand EquipmentGOOdVIUlOther Intangible assetsFinancial Assets

InvestmentsLoansOther financial assets

Deferred tax assets (net)Other non-current assetsTotal Non-current Assets

Current AssetsInventoriesFinancial Assets

Trade receivablesCash and cash equivalentsBank balances other than cash and cashequivalentsLoansOther financial assets

OthercurrentassetsTotal Current Assets

Total Assets

EQUITY AND LIABILITIESEquity

Equityshare capitalOtherequityTotal Equity

LIABILITIESNon-current liabilities

Financial LiabilitiesOther Financial liabilities

ProvisionsTotal Non-current liabilities

Current LiabllltlesFinancial liabilities

BorrowingsTrade payables

Micro and SmallEnterprisesOther than Micro and Small Enterprises

Other financial liabilitiesOthercurrentliabilitiesProvisionsTotal Current LiabilitiesTotal Llabilltles

.and liabilities

1,80729,100

226

3,31,5309,3081,600

503,733

3,71354

203

3,6511

2048187

-383970

52,34778,560

130907

316661977

2,20,827

53,0233,9012,530

21,800252086253063

1,55229,100

264

3,55,77912,2291,484

50

116

4,8069

2114149

____---:2,4 13

411982

52,3471,17,818170165

567567

2,10,071

154,7792,2342,173

21,978241250241817

411982

Network18 Media & Investments Limited NetworkUnaudited Standalone Cash Flow Statement for the half year ended 30Ul September, 2019

"Inlakh

Particulars

A: CASH FLOW FROM OPERATINGACTIVITIESProflU (Loss) before taxAdjusted for:Loss on salel discard of Property, Plant and Equipmentand OlherIntangibleAsset (net)Bad debts and net allowancefor doubtful receivablesDepreciationand amortisationexpenseImpairmentof long term investmentsEffect of exchange rate changeLiabllitiesl provisionsfor earlier year no longer requiredwritten back.

Net (gain)! loss arising on financial assets designatedat fair valuethrough profit or lossAmortisationof Lease rentInterest incomeFinance costs

Operating profit before working capital changesAdjustedfor:Trade end other receivablesInventoriesTrade and other payablesCash used in operationsTaxes (paid)1 refund (net)Net cash used in operating activities

B: CASH FLOW FROM INVESTINGACTIVITIESPaymentfor Property, Plant and Equipmentand Other IntangibleassetsProceeds from disposal of Property, Plantand EqUipment and OtherIntangibleassetsPurchaseof non-current investmentsPurchaseofcurrent investmentsProceedsfrom sale of current investmentsLong term loan repaid

Long term loan givenShort term Joan (given)!repaid {net)Decreasein earmarkedbank balancesInterest incomeNet cash used in investing activities

For the half yearended 30th Sep'19

(38,247)

25

107384

23,241(3)

(320)

2.953

3(164)

6,730(5,2~1)

1,169(87)

(l,044)(5,253)

(

(~,

(230)

34

(14,765)14,775

21(64)(40)

733

(229)

(63,437)

1

240728

34,616(285)

(650)

8,015

6(346)

11,602(9,510)

937(41)

1,167(7,441)

1,429

(6,018)

(638)

(35,625)('79,651)

79,756

(704)

1,62417

112(35,109)

C: CASH FLOW FROM FINANCINGACTIVITIESPaymentof lease liabilities

BorrOWings - Current (net)Unclaimedmatured depositsand interest accrued thereon paidInterest paidNet cash generated from financing activities

Net increase! (decrease) in cash and cash equivalents

Opening balance of cash and cash eqUivalents

balance of cash and cash e ulvalents

(41)

10,756(5)

(5,101 )

5,609

(8)

9

1

49,863(14)

(9,922)39,921

(1,200)

1,209

9

NetworkNetwork18 Media & Investments Lim ited

Notes to the unaudited Standalone Financlals Results:

a The Audit Committee has reviewedthe above results and the Board of Directors has approved the above resultsand it's release at their respective meetings held on 15th October, 2019, The StatutoryAuditors of the Companyhave carried outa limited Review of the aforesaid results,

b Other income includesnet fair value gain! (loss) on fair valuation of financial assets.

C The Companyhas adopted Inti AS 116'Leases' effective 1mApril, 2019, This has resulted in recognismg right-of·use asset, included in Property, Plant and Equipment and corresponding lease liability, in Other Financial

Liabilities of ~ 451 lakh as at 15t April, 2019. ReSUlting impact in the financial results for the quarter and half yearended 30th September, 2019 is an increaseof ~ 27 lakh and ~ 54 lakh in depreciationfor the rjght~of~use assets,an increase of '!: 9 takh and ~ 18 lakh in finance costs on lease liabilityand a decrease in lease rent cost of·~ 30lakh and ~60 lakh resneetivelv,

d The NationalCompany Law Tribunal, Mumbal Bench, had approved the Scheme of Merger by Absorption ("theScheme") for the merger of the Company's direct! indirect wholly owned subsidiaries, namely" DigitaliS Medialimited, CapitaliS Flncap Private Limited, RVT Flnhold Private limited, RRK Flnhold Private limited, RRBInvestments Private Limited, Setpro18 Distribution Limited, Reed lnfornedia India Private Limited, Web18Software Services Limited, Television Eighteen Media and Investments Limited, Television Eighteen Mauritiuslimited, Web18 Holdings Limited, E-18 limited and Network18 Holdings Limited into the Company withappointeddate as tst April, 2016. The Scheme had become effectiveon tst November, 2018, The mergerwasaccounted in accordance with AppendiX C of Ind AS 103 'Business Combinations' and accordingly results of allthe required prlor periods were restated.

e The Company operates in a single reportable operating segment 'Media Operations', Hence there are noseparate reportable segments as per IndAS 108 'Operating Segments',

The figures for the corresponding previous periods have been regrouped, wherever necessary. to make themcomparable.

For and on behalf of Board of DirectorsNetwork18 Media 8. Investments Limited

Place: MumbaLDate : 15th October,2019

Network18 Media & Investments LimitedCIN: L65910MH1996PLC280969Regd. office: First Floor, Empire Complex,414, Senapatl Bapat Marg, Lower Parel, Mumbai - 400013.Tet +912266667777 14001 9000Web: www.nw1Rcom, email;[email protected]


AnnlQ(.U/I.A. - DChartered AccountantsIndiabulls Finance CentreTower 3, 27"·32'" FloorSenapati Bapat MargElphinstone Road (West)Mumbai - 400013Maharashtra, India

Tel: +91 2261854000Fax: +912261854001

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM CONSOLIDATEDFINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OFNETWORK18 MEDIA & INVESTMENTS LIMITED

1. We have reviewed the accompanying Statement of Consolidated Unaudited Financial Results ofNETWORK18 MEDIA & INVESTMENTS LIMITED ("the Parent") and its subsidiaries (the Parentand its subsidiaries together referred to as "the Group"), and its share of the net loss after tax andtotal comprehensive loss of its associates and joint ventures for the quarter and nine months endedDecember 31, 2019 ("the Statement") being submitted by the Parent pursuant to the requirementof Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,as amended.

2. This Statement, which is the responsibility of the Parent's Management and approved by the Parent'sBoard of Directors, has been prepared in accordance with the recognition and measurement principleslaid down in the Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"),prescribed under Section 133 of the Companies Act, 2013 read with relevant rules issued thereunderand other accounting principles generally accepted in India. Our responsibility is to express aconclusion on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard on Review Engagements(SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of theEntity", issued by the Institute of Chartered Accountants of India (ICAI). A review of interim financialinformation consists of making inquiries, primarily of Parent's personnel responsible for financial andaccounting matters, and applying analytical and other review procedures. A review is substantiallyless in scope than an audit conducted in accordance with Standards on Auditing specified underSection 143(10) of the Companies Act, 2013 and consequently does not enable us to obtain assurancethat we would become aware of all significant matters that might be identified in an audit.Accordingly, we do not express an audit opinion.

We also performed procedures in accordance with the circular issued by the SEBI under Regulation33(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended,to the extent applicable.

4. The Statement includes the results of the following entities:

List of subsidiaries:AETN18 Media Private Limited, Colosceum Media Private Limited, e-Eighteen.com Limited,Greycells18 Media Limited, IndiaCast Media Distribution Private Limited, IndiaCast UK Ltd, IndiaCastUS Ltd, Infomedia Press Limited, Moneycontrol.Dot Com India Limited, Network18 Media Trust,Roptonal Limited, TV18 Broadcast Limited, Viacom18 Media Private Limited, Viacom18 Media (UK)Limited and Viacom18 US Inc.

List of associates and joint ventures:Big Tree Entertainment DMCC, Big Tree Entertainment Lanka (Private) Limited, Big TreeEntertainment Private Limited, Big Tree Entertainment Singapore PTE Limited, Big Tree Sport &Recreational Events Tickets Selling L.L.C, Bookmyshow SDN.BHD, Dyulok Technologies PrivateLimited, Fantain Sports Private Limited, Foodfesta Wellcare Private Limited, Bookmyshow VenuesManagement Private Limited (formerly known as Go2Space Event Management Private Limited),Spacebound Web Labs Private Limited, Bookmyshow Live Private Limited (formerly known as Nomobo

....,s-::::=K:-:IN~'~tertainment Private Limited), PT Big Tree Entertainment Indonesia, Townscript USA~~ ~ '~~:",

l!J t>-l c.PI- CHARTERED ~'::: ACCOUNTANTS ro 0

d.Offi "" . bulls Finance Centre, Tower 3,27" - 32"' Flpor, Senapati Bapat Marg, Elphinstone Road (West),Mumbai - 400013, Maharashtra, Indi -

Idtnt Ion No. MB-8737) ~1

:,t~

;1

Deloitte.Haskins & Sells LLP

Townscript PTE Ltd, Tribevibe Entertainment Private Limited, NW18 HSN Holdings PLC, IBN LokmatNews Private Limited, Eenadu Television Private Limited, Shop CJ Network Private Limited (upto June6, 2019), Television Home Shopping Network Limited (upto June 6, 2019) (formerly known asTV18 Home Shopping Network Limited) and Ubona Technologies Private Limited.

5. Based on our review conducted and procedures performed as stated in paragraph 3 above and basedon the consideration of the review reports of the other auditors referred to in paragraph 6 below andour reliance on the interim financial information / results certified by the Management referred to inparagraph 7 below, nothing has come to our attention that causes us to believe that theaccompanying Statement, prepared in accordance with the recognition and measurement principleslaid down in the aforesaid Indian Accounting Standard and other accounting principles generallyaccepted in India, has not disclosed the information required to be disclosed in terms of Regulation33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended,including the manner in which it is to be disclosed, or that it contains any material misstatement.

6. We did not review the interim financial information / financial results of ten subsidiaries included inthe consolidated unaudited financial results, whose interim financial information / financial results,before consolidation adjustments, reflect total revenues of Rs. 35,714 lakh and Rs. 1,06,502 lakh forthe quarter and nine months ended December 31, 2019 respectively, total net profit after tax ofRs. 2,121 lakh and Rs. 1,024 lakh for the quarter and nine months ended December 31, 2019respectively and total comprehensive income of Rs. 2,037 lakh and Rs. 782 lakh for the quarter and I]nine months ended December 31, 2019 as considered in the Statement. The consolidated unauditedfinancial results also includes the Group's share of loss after tax of Rs. 114 lakh and Rs. 726 lakh forthe quarter and nine months ended December 31, 2019 respectively and Total comprehensive lossof Rs. 17 lakh andRs. 621 lakh for the quarter and nine months ended December 31, 2019respectively, as considered in the Statement, in respect of two joint ventures, two associates andfifteen subsidiaries of associates, whose interim financial information/ financial results have not beenreviewed by us. These interim financial information / financial results have been reviewed by otherauditors whose reports have been furnished to us by the Management and our conclusion on theStatement, in so far as it relates to the amounts and disclosures included in respect of thesesubsidiaries, joint ventures and associates, is based solely on the reports of the other auditors andthe procedures performed by us as stated in paragraph 3 above.

Our conclusion on the Statement is not modified in respect of above matter.

7. The consolidated unaudited financial results includes the Group's share of loss after tax and totalcomprehensive income of Rs. Nil for the quarter and nine months ended December 31, 2019, asconsidered in the Statement, in respect of one associate and Group's share of loss after tax and totalcomprehensive loss of Rs. Nil and Rs. 623 lakh for the quarter and nine months endedDecember 31, 2019 respectively, as considered in the Statement, in respect of one associate and itssubsidiary upto June 6, 2019, based on their interim financial information/ financial results whichhave not been reviewed by their auditors. According to the information and explanations given to usby the Management, these interim financial information / financial results are not material to theGroup.

Our conclusion on the Statement is not modified in respect of our reliance on the interim financialinformation / results certified by the Management.

Mumbai, January 14, 2020

For DELOITTE HASKINS & SELLS LLPChartered Accountants

(Firm's Registration No. 117366W/W-100018)

~~J?/)9Manoj H. Dama

Partner(Membership No. 107723)

(UDIN: 20107723AAAAAH9535)

'iIb

NETWORK18 MEDIA & INVESTMENTS LIMITED Netw'orkUNAUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED

31sT DECEMBER 2019

Particulars

IncomeValue of Sales and ServicesGoods And Services Tax included in aboveRevenue from 0 erationsOther Income

Total Income

2 Ex ensesCost of Materials Consumedo erational CostsMarketing, Distribution and Promotional ExpenseEm 10 ee Benefits Ex enseFinance CostsDe reciation and Amortisation Ex enseOther Expenses

4

12 Earnings per Equity Share (Face Value of ~ 5/- each)(Not Annualised)Basic and Diluted in ~

13 Paid-up Equity Share Capital, Equity Shares of ~ 5/each

14 Other Equity excluding Revaluation Reserve

Quarter Ended

ao" Sep'19

1,35,88718,505

1,173821,827

1,19,209

41 5149,067 77,90024,488 24,11226,845 28,088

6,177 5,6204,667 3,4819,220 13,436

1,20,505 1,52,688

(1,296)

(151 )

18,'500' (1,447)

18,500

3,671 1,021

"3;6'11 . 1,02114,829 (2,468)

534

56590

(1,878)

143 2351,84,978 2,46,555

62,825 87,56882,583 1,09,61514,397 19,84710,543 14,20537,942 46,457

3,93,411 5,24,482

(10,176) (17,633)

(3,746) (5,432)

9,753 (13,922) (23,065)

5,000

4,753

5,158

5,158(405)

29,313

NetworkNETWORK18 MEDIA & INVESTMENTS LIMITED

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL RESULTS:

a The Audit Committee has reviewed the above results and the Board of Directors has approved the above results

and it's release at their respective meetings held on 14th January, 2020. The Statutory Auditors of the Companyhave carried out a Limited Review of the aforesaid results.

b Other income includes net fair value gain/ (loss) on fair valuation of financial assets.

c The Group has adopted Ind AS 116 'Leases' effective 1st April, 2019. This has resulted in recognising right-ofuse asset, included in Property, Plant and Equipment, and corresponding lease liability, included in Other

financial liabilities of ~ 16,239 lakh as at 151 April, 2019. Resulting impact in the financial results for the quarter

and nine months ended 3151 December, 2019 is an increase of ~ 1,352 lakh and ~ 4,019 lakh in depreciation forthe right-of-use assets, an increase of ~ 302 lakh and ~ 866 lakh in finance costs on lease liability and adecrease in lease rent cost of ~ 1,589 lakh and ~ 4,472 lakh respectively.

d The Group operates in a single reportable operating segment 'Media Operations'. Hence there are no separatereportable segments as per Ind AS 108 'Operating Segments'.

e The figures for the corresponding previous periods have been regrouped, wherever necessary, to make themcomparable.

For and on behalf of Board of DirectorsNetwork18 Media & Investments Limited

Place: Mumbai.

Date : 14th January, 2020

Network18 Media & Investments LimitedCIN: L65910MH1996PLC280969Regd. office: First Floor, Empire Complex, 414, Senapati Bapat Marg, Lower Parel, Mumbai - 400013.Tel: +91 2266667777 /4001 9000Web: www.nw18.com. email: [email protected]


A'V\Y\~.:~ \JM. - E.Chartered AccountantsIndia bulls Finance CentreTower 3,27'"·32"" Floor5enapati Bapat MargElphinstone Road (West)Mumbai - 400013Maharashtra, India

Tel: +91 2261854000Fax: +91 2261854001

MUf'lIBAI, January 14, 2020

INDEPENDENT AUDITOR'S REVIEW REPORT ON REVIEW OF INTERIM STANDALONEFINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OFNETWORK18 MEDIA & INVESTMENTS LIMITED

1. We have reviewed the accompanying Statement of Standalone Unaudited Financial Results ofNETWORK18 MEDIA & INVESTMENTS LIMITED ("the Company"), for the quarter andnine months ended December 31, 2019 ("the Statement"), being submitted by the Companypursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations, 2015, as amended.

2. This Statement, which is the responsibility of the Company's IIIlanagement and approved bythe Company's Board of Directors, has been prepared in accordance with the recognition andmeasurement principles laid down in the Indian Accounting Standard 34 "Interim FinancialReporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013 readwith relevant rules issued thereunder and other accounting principles generally accepted inIndia. Our responsibility is to express a conclusion on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard on ReviewEngagements (SRE) 2410 'Review of Interim Financial Information Performed by theIndependent Auditor of the Entity', issued by the Institute of Chartered Accountants of India(ICAI). A review of interim financial information consists of making inquiries, primarily of theCompany's personnel responsible for financial and accounting matters, and applyinganalytical and other review procedures. A review is substantially less in scope than an auditconducted in accordance with Standards on Auditing specified under section 143(10) of theCompanies Act, 2013 and consequently does not enable us to obtain assurance that we wouldbecome aware of all significant matters that might be identified in an audit. Accordingly, wedo not express an audit opinion.

4. Based on our review conducted as stated in paragraph 3 above, nothing has come to ourattention that causes us to believe that the accompanying Statement, prepared in accordancewith the recognition and measurement principles laid down in the aforesaid Indian AccountingStandard and other accounting principles generally accepted in India, has not disclosed theinformation required to be disclosed in terms of Regulation 33 of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations, 2015, as amended, including the manner in whichit is to be disclosed, or that it contains any material misstatement.

For DELOITTE HASKINS & SELLS LLPChartered Accountants

(Firm's Registration No. 117366W/W-100018)

~~S?Manoj H. Dama

(Partner)(Membership No. 107723)

(UDIN: 20107723AAAAAG9012)

($.k'17~'.!~~)~~J\) ~W ,,":5;:/.

Regd.Office: Indiabulls Finance Centre, Tower 3, 27'" - 32"" Floor, Senapati Bapat Marg, Elphinstone Road (West), Mumbai - 400 013, Maharashtra, India.

(LLPIdentification No. AAB-8737)

Nelworki]]NETWORK18 MEDIA & INVESTMENTS LIMITED

UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND NINE

MONTHS ENDED 31 ST DECEMBER, 2019(~ in lakh, except per share data)

YearParticulars Quarter Ended Nine Months Ended Ended

_.._----"-- ...._._---_. -(Audited)

31st Dec'19 30th Sep'19 3151 Dec'18 31sl0ec'19 3151 Dec'18 3151 Mar'19

1 Income

Value of Sales and Services 3,647 2,929 3,799 9,745 9,089 12,692Goods and Services Tax included in

405 365 483 1,169 1,123 1,534aboveRevenue from Operations 3,242 2564 3,316 8,576 7,966 11158Other Income 287 186 957 (2,165) (6,107) (6,551)

Total Income 3,529 2,750 4,273 6,411 1,859 4,607

2 ExpensesCost of Materials Consumed 170 41 51 283 143 235Operational Costs 936 1,115 1,217 3,384 2,919 3,888Marketing, Distribution and

447 472 527 1,921 1,408 4,348Promotional ExpenseEmployee Benefits Expense 2,244 2,702 2,651 7,591 7,167 9,720Finance Costs 3,038 3,256 3,248 9,768 8,399 11,602Depreciation and Amortisation

173 187 180 557 559 728ExpenseOther Expenses 576 611 1,694 1,853 2,826 2,907

Total Expenses 7,584 8,384 9,568 25,357 23,421 33,428

3 Profit! (Loss) Before Exceptional(4,055) (5,634) (5,295) (18,946) (21,562) (28,821)

Items (1 - 2)4 Exceptional Items - - - 23,356 34,616 34,6165 Profit! (Loss) Before Tax (3 ·4) (4,055) (5,634) (5,295) (42,302) (56,178) (63,437)6 Tax Expense

Current Tax - - (9) - - -Deferred Tax - - - - - 28

7 Profit! (Loss) for the Period! Year(4,055) (5,634) (5,286) (42,302) (56,178) (63,465)

1(5·6)8 Other Comprehensive Income

Items that will not be reclassified to(1,402) 720 (2,076) (2,413) (1,918) (1,046)

Profit or Loss'9 Total Comprehensive Income for

(5,457) (4,914) (7,362) (44,715) (58,096) (64,511)the Period! Year (7 + 8)

10 Earnings per Equity Share (FaceValue of ~ 5 each) (Not Annualised)

Basic and Diluted (in ~) (0.39) (0.54) (0.50) (4.04) (5.37) 6.06)11 Paid-up Equity Share Capital. Equity

52,347 52,347 52,347 52,347 52,347 52,347Shares of ~ 5 each12 Other Equity excluding Revaluation

1,17,818Reserve-----

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Network&]]NETWORK18 MEDIA & INVESTMENTS LIMITED

NOTES TO THE UNAUDITED STANDALONE FINANCIAL RESULTS:

a The Audit Committee has reviewed the above results and the Board of Directors has approved the above

results and it's release at their respective meetings held on 14th January, 2020. The Statutory Auditors of theCompany have carried out a Limited Review of the aforesaid results.

b Other income includes net fair value gainl (loss) on fair valuation of financial assets.

c The Company has adopted Ind AS 116 'Leases' effective 1st April, 2019. This has resulted in recognising rightof-use asset, included in Property, Plant and Equipment and corresponding lease liability, included in Other

Financial Liabilities of ~ 451 lakh as at 1st April, 2019. Resulting impact in the financial results for the quarter

and nine months ended 31st December, 2019 is an increase of ~ 27 lakh and ~ 81 lakh in depreciation for theright-of-use assets, an increase of ~. 9 lakh and ~ 27 lakh in finance costs on lease liability and a decrease inlease rent cost of ~ 30 lakh and ~ 90 lakh respectively.

d The Company operates in a single reportable operating segment 'Media Operations'. Hence there are noseparate reportable segments as per Ind AS 108 'Operating Segments'.

e The figures for the corresponding previous periods have been regrouped, wherever necessary, to make themcomparable.

For and on behalf of Board of DirectorsNetwork18 Media & Investments Limited

Place: Mumbai

Date : 14th January, 2020

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fl.;r.'r ~cf@r. ' lJl(/!:! CHARTERED ~/ r.C.CCOUNTANTS/" t:\\- ~ V)\ 0 /.'.....~ )..... ._-~-".,\, ~ ~~~(] of< 0:/ Y~~;:.-;.'

NETWORK18 MEDIA & INVESTMENTS LIMITEDCIN: L65910l\t1H1996PLC280969Regd. office: First Floor, Empire Complex, 414- Senapati Bapat Marg, Lower Parel, Mumbai- 400013Tel: +91 22 6666 7777 /4001 9000Web: www.nw18.com.e-Mail: [email protected]

P~J2-At,YL \"'.et-~ ~ ?- .. ').. &b- -)t\,u cLJt;::. eJ-l)~ ~fflrrvw,~+I

Network Network18 Media & Investments Limited I Annual Report 2018..19

NOTESTO THE STANDALONE fiNANCIAL STATEMENTSfor the year ended 31st March, 2019

~in lakh

4 Trade Payables

4

210 551

745 0

10

220 12

30

549

Beneficiary/ Protector ofIndependent Media Trust

TV18 Broadcast Limited

Limited

Reliance Industries Limited

Infomedia Press limited Subsidiary

Reliance Corporate IT Park Limited Fellow Subsidiary----------"----------'-----------

............~.~.I.i.~ ..~.~E: ~.~~~.i.I ~ir':l.i.~~cJ(~.~.~y..i.(J~s ..'!~a~ ..~?~~.??~.).... . ~~II(J".':' ..~Ll~.~.i.cJi.~.~y .TV18 Home Network Limited 15.2.201 Associate

Indiacast Media Distribution Private Limited Subsidiary

5 Other Receivable

6 Other

Limited

37.4 Compensation of key managerial personnelThe compensation of Key Managerial Personnel during the year was as follows:

finlakh

Short-term benefits

Post benefits 15

Other long-term benefits

Share based payments

Termination benefits

Total 263

Contingent liabilities

........ SI<li~ ..<l~<li':'.~~ ..~.~.~ .. c:~IllP<l':'.y.(.~.i~.p'J..tl:!eJ.'.i<l~ili~.il:!~ ..':'.?!<l.~.~.I1.~".':''..l:!~.~l:!~ as ..~.l:!~~ ..s:()r:~ir:9~!~~P~ylll~~~~~IT1cJ~r~9~~~Ill~n.~~f(J~~~I~?fsLI~~icJi?ri~~ .. .

Income Tax

170

1

... . .}~.1.?~.3,11,406

3,164,,,'u,' ,, .. , ,

3,11,406?~~.I~pPLl.!y....................... .Plaintiffs in the relevant case had filed a Derivative action suit before the Bombay

High Court alleging that all business opportunities undertaken by the certain

companies ofNetwork18 Group should be routed through e-Eighteen.com Limited.--=-----------------------Future cash flows in respect of above matters are determinable only on receipt of judgements! decisions pending at various

forums/ authorities.

CommitmentsEstimated amount of contracts remaining to be executed on capital account and

not provided for

19

128

110 Network18 Media & Investments Limited

Independent AudItor’s reportTo the Members of Network18 Media & Investments Limited

report on the standalone Financial statements1. We have audited the accompanying standalone financial

statements of Network18 Media & Investments Limited (“the Company”), which comprise the Balance Sheet as at 31st March, 2017, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement, the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management’s responsibility for the standalone Financial statements2. The Company’s Board of Directors is responsible for the

matters stated in Section 134(5) of the Companies Act, 2013 (‘the Act’) with respect to the preparation of these standalone financial statements that give a true and fair view of the state of affairs (financial position), profit or loss (financial performance including other comprehensive income), cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error

Auditor’s responsibility3. Our responsibility is to express an opinion on these

standalone financial statements based on our audit.

4. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

5. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone financial statements are free from material misstatement.

6. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial controls relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

7. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

opinion8. In our opinion and to the best of our information and

according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Ind AS specified under Section 133 of the Act, of the state of affairs (financial position) of the Company as at 31st March, 2017, its loss (financial performance including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

other Matter9. The Company had prepared separate sets of statutory

financial statements for the year ended 31st March, 2016 and 31st March, 2015 in accordance with the Accounting

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Corporate OverviewStatutory ReportsFinancial Statements

Annual Report 2016-17 111

Standards as notified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014(as amended) on which we issued separate auditor’s reports to the shareholders of the Company dated 15th April, 2015 and 20th April, 2016 respectively. These separate sets of financial statements have been adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS, which have also been audited by us.

report on other Legal and regulatory requirements10. As required by the Companies (Auditor’s Report) Order, 2016

(“the Order”) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order.

11. Further to our comments in Annexure I, as required by Section 143(3) of the Act, we report that:

a. we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b. in our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

c. the standalone financial statements dealt with by this report are in agreement with the books of account;

d. in our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act;

e. on the basis of the written representations received from the directors as on 31st March, 2017 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2017 from being appointed as a director in terms of Section 164(2) of the Act;

f. we have also audited the internal financial controls over financial reporting (IFCoFR) of the Company as of 31st March, 2017 in conjunction with our audit of the

standalone financial statements of the Company for the year ended on that date and our report dated 19th April, 2017 as per Annexure II expressed unmodified opinion.

g. with respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. as detailed in Note 34 to the standalone financial statements, the Company has disclosed the impact of pending litigations on its standalone financial position;

ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii. there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

iv. the company, as detailed in Note 38 to the standalone financial statements, has made requisite disclosures in these standalone financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8th November, 2016 to 30th December, 2016. Based on the audit procedures performed and taking into consideration the information and explanations given to us, in our opinion, these are in accordance with the books of account maintained by the company.

For Walker Chandiok & Co LLp Chartered AccountantsFirm’s Registration No.: 001076N/N500013

per sudhIr n. pILLAI Partner Membership No.: 105782

Place: MumbaiDate: 19th April, 2017


Annexure ITo the Independent Auditor’s Report of even date to the members of Network18 Media & Investments Limited, on the standalone financial statements for the year ended 31st March, 2017

Based on the audit procedures performed for the purpose of reporting a true and fair view on the financial statements of the Company and taking into consideration the information and explanations given to us and the books of account and other records examined by us in the normal course of audit, and to the best of our knowledge and belief, we report that:

(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

(b) The Company has a regular program of physical verification of its fixed assets under which fixed assets are verified in a phased manner over a period of three years, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. In accordance with this program, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification.

(c) The title deeds of all the immovable properties (which are included under the head ‘Property, plant and equipment’) are held in the name of the Company.

(ii) The entire inventory of the Company is lying with the third parties for which written confirmations have been obtained by the management as at the year-end.

(iii) The Company has granted unsecured loans to companies covered in the register maintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are not, prima facie, prejudicial to the company’s interest;

(b) the schedule of repayment of principal and payment of interest has been stipulated and the principal amount and interest are not due for repayment currently;

(c) there is no overdue amount in respect of loans granted to such companies.

(iv) In our opinion, the Company has complied with the provisions of Section 186 in respect of investments, loans, guarantees. Further, in our opinion, the Company has not entered into any transaction covered under Section 185 and Section 186 of the Act in respect of security.

(v) In our opinion, the Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (1) of Section 148 of the Act in respect of Company’s products and services and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) (a) Undisputed statutory dues including provident fund, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, have been regularly deposited to the appropriate authorities though there

Standalone



has been a slight delay in a few cases. In case of employees’ state insurance the Company has not deposited the dues with the appropriate authorities. Undisputed amounts payable in respect thereof, which were outstanding at the year-end for a period of more than six months from the date they became payable are as follows:

name of the statute nature of the dues

Amount (₹) period to which the amount relates

due date date of payment

Employees’ State Insurance Act, 1948 ESIC 1,741 April 2016 15 May 2016 -Employees’ State Insurance Act, 1948 ESIC 1,620 May 2016 15 June 2016 -Employees’ State Insurance Act, 1948 ESIC 1,489 June 2016 15 July 2016 -Employees’ State Insurance Act, 1948 ESIC 445 July 2016 15 July 2016 -

(b) The dues outstanding in respect of income-tax, sales-tax, service tax, duty of customs, duty of excise and value added tax on account of any dispute, are as follows:

Statement of Disputed Dues₹ In Lakhs

name of the statute nature of dues Amount (₹) Amount paid under protest (₹)

period to which the amount relates

Forum where dispute is pending

The Finance Act 1994 Recovery of service tax, Interest & penalty

80.00 - F.Y. 2007-08 Customs, Excise and Service Tax Appellate Tribunal, Mumbai

Income-tax Act, 1961 Income-tax 51.20 - A.Y. 2008-09 CIT(Appeals), DelhiIncome-tax Act, 1961 Income-tax 0.98 - A.Y. 2013-14 CIT(Appeals), Mumbai

*A.Y. – Assessment Year, F.Y. – Financial Year

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank or financial institution or government during the year. The Company did not have any outstanding debentures during the year.

(ix) The Company did not raise moneys by way of initial public offer or further public offer (including debt instruments). In our opinion, the term loans were applied for the purposes for which the loans were obtained.

(x) No fraud by the Company or on the company by its officers or employees has been noticed or reported during the period covered by our audit.

(xi) The Company has not paid or provided for any managerial remuneration. Accordingly, the provisions of Clause 3(xi) of the Order are not applicable.

(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, provisions of clause 3(xii) of the Order are not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance with Sections 177 and 188 of Act, where

applicable, and the requisite details have been disclosed in the financial statements etc., as required by the applicable accounting standards.

(xiv) During the year, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures.

(xv) In our opinion, the Company has not entered into any non-cash transactions with the directors or persons connected with them covered under Section 192 of the Act.

(xvi) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.





Annexure IITo the Independent Auditor’s Report of even date to the members of Network18 Media & Investments Limited, on the standalone financial statements for the year ended 31st March, 2017

Independent Auditor’s report on the Internal Financial Controls under Clause (i) of sub-section 3 of section 143 of the Companies Act, 2013 (“the Act”)1. In conjunction with our audit of the standalone financial

statements of Network18 Media & Investments Limited (“the Company”) as at and for the year ended 31st March, 2017, we have audited the internal financial controls over financial reporting (“IFCoFR”) of the Company as at that date.

Management’s responsibility for Internal Financial Controls2. The Company’s Board of Directors is responsible for

establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal financial control stated in the Guidance Note on Audit of IFCoFR issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of the Company’s business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.

Auditors’ responsibility3. Our responsibility is to express an opinion on the Company’s

IFCoFR based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India (“the ICAI”) and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of IFCoFR, and the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (“the Guidance Note”) issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate

IFCoFR were established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the IFCoFR and their operating effectiveness. Our audit of IFCoFR included obtaining an understanding of IFCoFR, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s IFCoFR.

Meaning of Internal Financial Controls over Financial reporting6. A company’s IFCoFR is a process designed to provide

reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s IFCoFR include those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

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Inherent Limitations of Internal Financial Controls over Financial reporting7. Because of the inherent limitations of IFCoFR, including the

possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the IFCoFR to future periods are subject to the risk that IFCoFR may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

opinion 8. In our opinion, the Company has, in all material respects,

adequate internal financial controls over financial reporting and such internal financial controls over financial reporting

were operating effectively as at 31st March, 2017, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of IFCoFR issued by the Institute of Chartered Accountants of India.





BALAnCe sheet as at 31st March, 2017

As per our report of even dateFor Walker Chandiok & Co LLp For and on behalf of the Board of Directors of Chartered Accountants network18 Media & Investments LimitedFirm’s Registration No.: 001076N/N500013

sudhIr n. pILLAI AdIL ZAInuLBhAI K r rAjA Partner Chairman DirectorMembership No.: 105782 DIN : 06646490 DIN : 00006673

rAMesh KuMAr dAMAnI rAtnesh ruKhArIyArChief Financial Officer Company Secretary

Place: Mumbai Place: MumbaiDate: 19th April, 2017 Date: 19th April, 2017

₹ in Lakh

note no. As at

31st March, 2017 As at

31st March, 2016As at

1st April, 2015Assets

non-current assets Property, plant and equipment 1 1,764.11 1,361.82 985.22 Intangible assets 2 1,043.84 1,036.53 239.02 Intangible assets under development 2 - 125.35 147.71 Financial assets

Investments 3 363,763.73 326,568.58 328,703.64 Loans 4 18,347.52 17,622.23 15,574.51 Other financial assets 5 1,041.95 885.88 628.00

Other non- current assets 6 3,735.39 3,451.90 3,155.20 total non-current Assets 389,696.54 351,052.29 349,433.30 Current assets

Inventories 7 57.26 70.48 63.39 Financial assets

Investment 8 577.48 602.62 841.09 Trade receivables 9 4,008.40 2,735.12 2,054.49 Cash and cash equivalents 10 2.63 348.35 314.05 Bank balances other than above 11 258.97 289.51 5.14 Loans 12 4.78 272.51 393.85 Other financial assets 13 294.40 525.87 1,081.06

Other current assets 14 1,209.96 885.44 930.64 total Current Assets 6,413.88 5,729.90 5,683.71 total Assets 396,110.42 356,782.19 355,117.01

equity and Liabilitiesequity

Equity share capital 15 52,347.43 52,347.43 52,342.43 Other equity 16 201,598.87 213,453.61 221,154.15

total equity 253,946.30 265,801.04 273,496.58 Liabilities Non-current liabilities

Financial liabilitiesBorrowings 17 7.21 13.47 47.82

Provisions 18 275.00 291.47 307.25 Other Non-Current liabilities 19 - - 29.32

total non-current Liabilities 282.21 304.94 384.39 Current liabilities

Financials liabilitiesBorrowings 20 114,844.23 64,623.34 55,036.05 Trade payable 21 3,606.32 2,830.12 2,735.97 Other financial liabilities (Other than those specified in Note 24) 22 1,123.01 925.37 872.60

Other current liabilities 23 512.25 504.04 811.85 Provisions 24 21,796.10 21,793.34 21,779.57

total Current Liabilities 141,881.91 90,676.21 81,236.04 total equity and Liabilities 396,110.42 356,782.19 355,117.01

Significant Accounting Policies and accompanying Notes (1 to 49) are parts of the Financial Statements

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stAteMent oF proFIt And Loss for the year ended 31st March, 2017





₹ in Lakh note no. 2016-17 2015-16

IncomeRevenue from operations 25 6,686.00 6,729.93 Other income 26 1,518.69 2,514.60 total Income 8,204.69 9,244.53

expensesCost of materials consumed 27 165.55 200.73 Employee benefits expense 28 5,572.37 4,333.36 Finance costs 29 7,037.07 5,283.34 Depreciation and amortisation expense 30 852.93 583.47 Other expenses 31 6,441.29 6,352.73

total expenses 20,069.21 16,753.63 Loss before tax (11,864.52) (7,509.10)Tax expense:

Short provision for tax relating to earlier years 39 4.30 - Loss for the year (A) (11,868.82) (7,509.10)other comprehensive income

Items that will not be reclassified to profit or lossa) Equity instruments through other comprehensive income (25.14) (238.47)b) Remeasurements of the defined benefit plans 39.23 20.13

total other Comprehensive Income for the year (B) 14.09 (218.34)total Comprehensive Income for the year (A+B) (11,854.73) (7,727.44)earnings per equity share of face value of ₹ 5 each

Basic (in ₹) 32 (1.13) (0.72)Diluted (in ₹) 32 (1.13) (0.72)



stAteMent oF ChAnges In equItyfor the year ended 31st March, 2017

A. equity share Capital ₹ in Lakh

Balance as at 1st April, 2015

Changes in equity share capital during the year 2015-16

Balance as at 31st March, 2016

Changes in equity share capital during the year 2016-17


52,342.43 5.00 52,347.43 - 52,347.43

B. other equity ₹ in Lakh

particulars reserves and surplus other Comprehensive Income total

Capital reserve

securities premium

reserve

share options outstanding

account

general reserve

retained earnings

equity instruments through other

Comprehensive Income

remeasurements of the defined

benefit plans

For the year 2015-16

Balance as at 1st April, 2015 69.07 333,777.40 59.65 1,134.10 (114,727.16) 841.09 - 221,154.15

Total comprehensive income for the year

(7,509.10) (238.47) 20.13 (7,727.44)

Exercise and lapse of employee stock options

85.78 (59.65) 0.77 26.90

Balance as at 31st March, 2016 69.07 333,863.18 - 1,134.87 (122,236.26) 602.62 20.13 213,453.61

For the year 2016-17

Balance at the beginning of the reporting period

69.07 333,863.18 - 1,134.87 (122,236.26) 602.62 20.13 213,453.61

Total comprehensive income for the year

(11,868.82) (25.14) 39.23 (11,854.73)

Balance as at 31st March, 2017 69.07 333,863.18 - 1,134.87 (134,105.09) 577.47 59.36 201,598.87





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CAsh FLoW stAteMentfor the year ended 31st March, 2017

₹ in Lakh 2016-17 2015-16

A. Cash Flow from operating ActivitiesNet Loss before tax as per Statement of Profit and Loss (11,864.52) (7,509.10)Adjustments for:Depreciation 852.93 583.47 Loss /(profit) on disposal of property, plant and equipment (1.78) 34.89 Finance costs 7,037.07 5,283.34 Allowance for credit losses 22.42 304.07 Excess provision/ sundry balances written back (350.83) (318.07)Profit on sale of current investments (10.31) - Net (gain)/ loss arising on financial instruments designated at fair value (898.77) (1,608.31)Interest income (253.02) (324.37)Operating loss before working capital changes (5,466.81) (3,554.08)Adjustments for:Trade receivables (1,295.70) (984.70)Inventory 13.22 (7.09)Trade payables 1,127.03 412.22 Other financial assets 266.75 567.34 Other non-financial assets (329.23) 41.32 Other financial liabilities 259.08 128.92 Other non-financial liabilities 8.21 (337.13)Provisions 25.35 19.66 Cash flow after working capital changes (5,392.10) (3,713.53)Income tax paid (309.46) (278.81)Cash (used in)/ from operating activities (5,701.56) (3,992.34)

B. Cash Flow from Investing ActivitiesPurchase of plant, property and equipment (including capital expenditure) (910.31) (830.00)Purchase of other intangible assets (including other intangible assets under development) (230.66) (1,031.44)Sale of property, plant and equipment 19.09 60.07 Sale of long term investments - 2,345.06 Sale of current investments 10.31 - Purchase of long term investments: (36,895.15) (210.00)Debenture application money paid - (300.00)(Investment in)/ redemption of fixed deposits with banks 30.55 (284.37)(increase)/ decrease in other bank balances 0.01 (1.65)Loan given to subsidiaries / others 141.20 (18.07)Interest received 61.83 54.45 Cash used in investing activities (37,773.13) (215.95)


CAsh FLoW stAteMentfor the year ended 31st March, 2017





₹ in Lakh 2016-17 2015-16

C. Cash Flow from Financing ActivitiesInterest paid (7,075.54) (5,313.35)Proceeds from issue of equity shares (including securities premium) - 31.90 Repayment of borrowings (4,016.38) (63.25)Proceeds from borrowings 54,220.89 9,587.29 Cash from financing activities 43,128.97 4,242.59 Net increase/(decrease) in cash and cash equivalents (345.72) 34.30 Cash and cash equivalents as at the beginning of the year 348.35 314.05 Cash and cash equivalents as at the end of the year 2.63 348.35 Cash and Cash equivalentsBalance with banksin current accounts 2.63 73.21 in deposit accounts - 192.70 Cheques on hand - 82.31 Cash on hand - 0.13 Cash and Cash equivalents as per note 10 2.63 348.35


Standalone

Notes oN FiNaNcial statemeNtsfor the year ended 31st March, 2017



A Corporate Information Network18 Media and Investments Limited (“the Company”)

is a listed company incorporated in India. The address of its registered office situated at First Floor, Empire Complex, 414, Senapati Bapat Marg, Lower Parel, Mumbai - 400013, Maharashtra.

B significant Accounting policies B.1 Basis of preparation and presentation The financial statements have been prepared on the historical

cost basis except for certain financial assets and liabilities which have been measured at fair value amount.

The financial statements of the Company have been prepared to comply with the Indian Accounting standards (‘Ind AS’), including the Accounting Standards notified under the relevant provisions of the Companies Act, 2013.

Upto the year ended 31st March, 2016, the Company has prepared its financial statements in accordance with the requirement of Indian GAAP, which includes Standards specified under section 133 of the Companies Act, 2013 (“the Act”) read with rule 7 of the Companies (Accounts) Rules, 2014 (as amended) .

These financial statements are the Company`s first Ind AS financial statements.

Company’s financial statements are presented in Indian Rupees (₹), which is its functional currency.

B.2 summary of significant Accounting policies (a) Property, plant and equipment: Property, plant and equipment are stated at cost, net

of recoverable taxes, trade discount and rebates less accumulated depreciation and impairment losses, if any. Such cost includes purchase price, borrowing cost and any cost directly attributable to bringing the assets to its working condition for its intended use, net charges on foreign exchange contracts and arrangements arising from exchange rate variations attributable to the assets.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits

associated with the item will flow the entity and the cost can be measured reliably.

Depreciation on property, plant and equipment is provided using straight line method. Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013.

The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Gains or losses arising from derecognition of a property, plant and equipment are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Statement of Profit and Loss when the asset is derecognised.

(b) Leases: Leases are classified as finance leases whenever the

terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Lease assets: Assets held under finance leases are initially recognised as assets of the Company at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.

Lease payments are apportioned between finance expenses and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance expenses are recognised immediately in profit and loss, unless they are directly attributable to qualifying assets, in which case they are capitalized.

A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Company will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset and the lease term.



Operating lease payments are recognised as an expense in the Statement of Profit and Loss on a straight-line basis over the lease term except where another systematic basis is more representative of time pattern in which economic benefits from the leased assets are consumed.

(c) Intangible assets: Intangible Assets are stated at cost of acquisition

net of recoverable taxes, trade discount, rebates less accumulated amortisation and impairment loss, if any. Such cost includes purchase price, borrowing costs, and any cost directly attributable to bringing the asset to its working condition for the intended use, net charges on foreign exchange contracts and adjustments arising from exchange rate variations attributable to the intangible assets.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the items will flow to the Company and cost can be measured reliably.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in the Statement of Profit and Loss when the asset is derecognised.

Computer Software, Brand/ Trademarks and website costs are being amortised over its estimated useful life of 3 to 5 years.

(d) Borrowings cost Borrowing costs that are directly 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 substantial period of time to get ready for its intended use.

All other borrowing costs are charged to the Statement of Profit and Loss in the period in which they are incurred.

(e) Inventories Items of inventories are measured at lower of cost and

net realisable value after providing for obsolescence, if any. Cost of inventories comprises of cost of purchase, cost of conversion and other costs net of recoverable taxes incurred in bringing them to their respective present location and condition.

Cost of raw materials, stores and spares, packing materials, trading and other products are determined on weighted average basis.

(f) Impairment of non-financial assets - property, plant and equipment and intangible assets

The Company assesses at each reporting dates as to whether there is any indication that any property, plant and equipment and intangible assets may be impaired. If any such indication exists the recoverable amount of an asset is estimated to determine the extent of impairment, if any.

An impairment loss is recognized in the Statement of the Profit and Loss to the extent, asset’s carrying amount exceeds its recoverable amount. The recoverable amount is higher of an asset’s fair value less cost of disposal and value in use. Value in use is based on the estimated future cash flows, discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and risk specific to the assets.’

The impairment loss recognised in prior accounting period is reversed if there has been a change in the estimate of recoverable amount.

(g) Provisions and contingencies Provisions are recognised when the Company has

a present obligation as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Contingent liabilities are disclosed unless the possibility of outflow of resources is remote. Contingent assets

Standalone




are neither recognised nor disclosed in the financial statements.

(h) Employee benefits (i) 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 as an expense during the period when the employees render the services.

(ii) 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 recongnised as a liability as at the Balance Sheet date on the basis of actuarial valuation.

(iii) Post-employment benefits Defined contribution plans A defined contribution plan is a post-employment

benefit plan under which the Company pays specified contributions towards Provident Fund, Employee State Insurance and Pension Scheme. The Company’s contribution is recognised as an expense in the Statement of Profit and Loss during the period in which the employee renders the related service.

Defined benefit plans The Company pays gratuity to the employees

whoever has completed 5 years of service with the Company at the time of resignation / superannuation. The gratuity is paid @ 15 days salary for the every completed year of service as per the Payment of Gratuity Act.

The liability in respect of gratuity and other post-employment benefits is calculated using the Projected Unit Credit Method and spread over the period during which the benefit is expected to be derived from employees’ services.

Re-measurement of defined benefit plans in respect of post-employment and other long term benefits are charged to the Other Comprehensive Income.

(i) Tax Expenses The tax expense for the period comprises current and

deferred tax. Tax is recognised in Statement of Profit or Loss, except to the extent that it relates to items recognised in the comprehensive income or in equity.

i Current tax Current tax assets and liabilities are measured at the

amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted or substantively enacted at the Balance Sheet date.

ii Deferred tax Deferred tax is recognised on temporary differences

between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of deferred tax liabilities and assets are reviewed at the end of each reporting period.

(j) Share based compensation Equity- settled share-based payments to employees and

others providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight line basis over the vesting period.

The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.

(k) Foreign currencies transactions and translation Transactions in foreign currencies are recorded at the

exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign



currencies are translated at the functional currency closing rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in Statement of Profit or Loss.

Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item.

(l) Revenue recognition Revenue from sale of goods, is recognised when the

significant risks and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated cost can be estimated reliably, there is no continuing effective control, or managerial involvement with, the goods, and the amount of revenue can be measured reliably.

Revenue from rendering of services is recognised when the performance of agreed contractual task been completed.

Revenue from operations includes sale of goods and services measured at the fair value of the consideration received or receivable, net of returns and allowances, trade discounts and volume rebates and excluding taxes or duties collected on behalf of the government.

Sale of services includes advertisement revenue, subscription revenue, revenue from sponsorship of events, revenue from mobile short messaging and other related services.

Interest Income Interest Income from a financial asset is recognised

using effective interest rate method.

Dividends Dividend income is recognised when the Company’s

right to receive the payment has been established.

(m) Financial instruments I Financial Assets i. Initial recognition and measurement: All financial assets are initially recognised at

fair value. Transaction costs that are directly attributable to the acquisition of financial assets, which are not at fair value through profit or loss, are added to the fair value on initial recognition. Purchase and sale of financial assets are recognised using trade date accounting.

ii. Subsequent measurement: a) Financial assets carried at amortised cost (AC) A financial asset is subsequently measured at

amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

b) Financial assets at fair value through other comprehensive income (FVTOCI)

A financial asset is measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

c) Financial assets at fair value through profit or loss (FVTPL)

A financial asset which is not classified in any of the above categories are fair valued through profit or loss.

iii. Equity investments: All equity investments are measured at fair value,

with value changes recognised in Statement of

Standalone




Profit and Loss, except for those equity investments for which the Company has elected to present the value changes in ‘Other Comprehensive Income’.

iv. Investment in subsidiaries, associates and joint ventures

The Company has accounted for its investments in subsidiaries, associates and joint venture at cost.

v. Impairment of financial assets In accordance with Ind AS 109, the Company use

‘Expected Credit Loss’ (ECL) model, for evaluating impairment assessment of financial assets other than those measured at fair value through profit and loss (FVTPL).

Expected credit losses are measured through a loss allowance at an amount equal to:

a) The 12-months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date); or

b) Full lifetime expected credit losses (expected credit losses that result from all possible default events over the life of the financial instrument)

For trade receivables Company applies ‘simplified approach’ which requires expected lifetime losses to be recognised from initial recognition of the receivable. Further the Company uses historical default rates to determine impairment loss on the portfolio of the trade receivables. At every reporting date these historical default rates are reviewed and changes in the forward looking estimates are analysed.

For other assets, the Company uses 12 months ECL to provide for impairment loss where there is no significant increase in credit risk. If there is significant increase in credit risk full lifetime ECL is used.

II Financial Liabilities i. Initial recognition and measurement: All financial liabilities are recognized initially at fair

value and in case of loans, net of directly attributable cost. Fees of recurring nature are directly recognised in profit or loss as finance cost.

ii. Subsequent measurement: Financial liabilities are carried at amortized cost

using the effective interest method. For trade and other payables maturing within one year from the Balance Sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments.

C Critical accounting judgements and key sources of estimation uncertainty:

The preparation of the Company’s financial statements requires management to make judgement, estimates and assumptions that affect the reported amount of revenue, expenses, assets and liabilities and the accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

a) depreciation and useful lives of property, plant and equipment and intangible assets:

Property, plant and equipment are depreciated over the estimated useful lives of the assets, after taking into account their estimated residual value. Intangible assets are amortised over its estimated useful lives. Management reviews the estimated useful lives and residual values of the assets annually in order to determine the amount of depreciation/ amortisation to be recorded during any reporting period. The useful lives and residual values are based on the Company’s historical experience with similar assets and take into account anticipated technological changes. The depreciation/ amortisation for future periods is adjusted if there are significant changes from previous estimates.

b) recoverability of trade receivable: Judgements are required in assessing the recoverability

of overdue trade receivables and determining whether



a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment.

c) provisions: Provisions and liabilities are recognized in the period

when it becomes probable that there will be a future outflow of funds resulting from past operations or events and the amount of cash outflow can be reliably estimated. The timing of recognition and quantification of the liability require the application of judgement to existing facts and circumstances, which can be subject to change. Since the cash outflows can take place many years in the future, the carrying amounts of provisions and liabilities are reviewed regularly and adjusted to take account of changing facts and circumstances.

d First time adoption of Ind As: The Company has adopted Ind AS with effect from 1st

April, 2016 with comparatives being restated. Accordingly the impact of transition has been provided in the opening

Reserves as at 1st April, 2015 and all the periods presented have been restated accordingly.

exemptions from retrospective application: i) Share-based payment transactions Ind AS 101 encourages, but does not require, first time

adopters to apply Ind AS 102 Share based Payment to equity instruments that were vested before the later of the date of transition to Ind AS. The Company has elected not to apply Ind AS 102 to awards that vested prior to 1st April, 2015.

ii) Fair value as deemed cost exemption: The Company has elected to measure items of property,

plant and equipment and intangible assets at its carrying value at deemed cost at the transition date.

iii) Investments in subsidiaries, joint ventures and associates

The Company has elected to measure investment in subsidiaries, joint venture and associate at cost and consider the previous GAAP carrying value as at the date of transition as deemed cost.

Standalone




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2. Intangible Assets

₹ in Lakhparticulars Computer software Website costs totalgross blockBalance as at 1st April, 2015 1,295.42 1,296.59 2,592.01 Additions 279.89 773.91 1,053.80 Balance as at 31st March, 2016 1,575.31 2,070.50 3,645.81 Additions 237.36 118.65 356.01 Balance as at 31st March, 2017 1,812.67 2,189.15 4,001.82 Accumulated amortizationBalance as at 1st April, 2015 1,206.35 1,146.64 2,352.99Charge for the year 82.58 173.71 256.29Balance as at 31st March, 2016 1,288.93 1,320.35 2,609.28 Charge for the year 121.83 226.87 348.70Balance as at 31st March, 2017 1,410.76 1,547.22 2,957.98net blockBalance as at 1st April, 2015 89.07 149.95 239.02Balance as at 31st March, 2016 286.38 750.15 1,036.53Balance as at 31st March, 2017 401.91 641.93 1,043.84Intangible Assets under developmentBalance as at 1st April, 2015 - Balance as at 31st March, 2016 125.35 Balance as at 31st March, 2017 147.71

3. non-Current Investments

₹ in Lakhparticulars As at



1st April, 2015(i) In equity instruments (a) Subsidiary companies (Quoted)-Fully paid up 877,035,062 (previous year 877,035,062 and as at 1st April, 2015

877,035,062) equity shares of ₹ 2 each in TV18 Broadcast Limited 256,223.60 256,223.60 256,223.60

25,442,694 (previous year 25,442,694 and as at 1st April, 2015 25,442,694) equity shares of ₹ 10 each in Infomedia Press Limited

24,664.84 24,664.84 24,664.84

Less: Allowance for diminution in value (24,618.95) (24,618.95) (24,618.95) 256,269.49 256,269.49 256,269.49

(b) In Corpus of Trust (Unquoted) Beneficiary interest in Network 18 Media Trust 18,157.46 18,157.46 18,157.46 Less: Allowance for diminution in value (13,881.95) (13,881.95) (13,881.95)

4,275.51 4,275.51 4,275.51 (c) Subsidiary companies (Unquoted)-Fully paid up 1,500,000 (previous year 1,500,000 and as at 1st April, 2015

1,500,000) equity shares of USD 1 each in Network18 Holdings Limited, Mauritius

678.90 678.90 678.90

100,001 (previous year 100,001 and as at 1st April, 2015 100,001) equity shares of USD 1 each in Television Eighteen Media and Investments Limited, Mauritius

39.97 39.97 39.97

Standalone







1st April, 2015 50,000 (previous year 50,000 and as at 1st April, 2015 50,000)

equity shares of ₹ 10 each in Digital18 Media Limited 5.00 5.00 5.00

Less: Allowance for diminution in value (5.00) (5.00) (5.00) 12,295,000 (previous year 12,295,000 and as at 1st April, 2015

12,295,000) equity shares of USD 1 each in Television Eighteen Mauritius Limited, Mauritius

1,606.32 1,606.32 1,606.32

10,000 (previous year 10,000 and as at 1st April, 2015 10,000) equity shares of ₹ 10 each in Capital18 Fincap Private Limited

1.00 1.00 1.00

Less: Allowance for diminution in value (1.00) (1.00) (1.00) 294,658 (Previous year Nil and as at 1st April, 2015 NIL) equity

shares ₹ 10 each in TV18 Home Shopping Network Limited 17,591.08 - -

19,916.27 2,325.19 2,325.19 (d) Associate Companies (Unquoted) - Fully paid up 518,781 (previous year 2,581 and as at 1st April, 2015 2,581) equity

shares of ₹ 10 each in Big Tree Entertainment Private Limited. 489.82 489.82 489.82

489.82 489.82 489.82 (ii) In preference shares (a) Subsidiary companies (Unquoted)-Fully paid up 49,118,691 (previous year 49,118,691 and as at 1st April, 2015

49,118,691) optional fully convertible preference shares of USD 1 fully paid up in Television Eighteen Media and Investments Limited, Mauritius

20,103.38 20,103.38 20,103.38

2,548,000 (previous year 2,548,000 and as at 1st April, 2015 2,548,000) 15% optional fully convertible preference shares of ₹ 10 each in Capital18 Fincap Private Limited

11,007.27 11,007.27 11,007.27

Less: Allowance for diminution in value (11,007.27) (11,007.27) (11,007.27) 244,497 (previous year 244,497 and as at 1st April,2015 244,497)

0.001% non-cumulative compulsorily convertible preference shares of ₹ 100 each in TV18 Home Shopping Network Limited

24,938.74 24,938.74 24,938.74

45,042.12 45,042.12 45,042.12 (b) Associate companies (Unquoted) 232,356 (previous year 1,156 and as at 1st April, 2015 1,156)

compulsorily convertible preference shares Series B of ₹ 1,000 each in Big Tree Entertainment Private Limited

4,767.54 4,767.54 4,767.54

363,207 (Previous year NIL and as at 1st April, 2015 NIL ) compulsorily convertible preference shares Series C of ₹ 1000 each in Big Tree Entertainment Private Limited

19,014.07 - -

23,781.61 4,767.54 4,767.54 (iii) In debentures of (a) Subsidiary companies (Unquoted) 788,902 (previous year 754,902 and as at 1st April, 2015 989,402)

zero coupon optionally fully convertible debentures of ₹ 1000 each in Capital18 Fincap Private Limited

5,784.01 5,444.01 7,789.01

494,500 (previous year 479,500 and as at 1st April, 2015 458,500) zero coupon optionally fully convertible debentures of ₹ 1000 each in Digital18 Media Limited

4,945.00 4,795.00 4,585.00

Less: Allowance for diminution in value (4,320.00) (4,320.00) (4,320.00)






1st April, 2015 270,400 (previous year 260,400 and as at 1st April, 2015 260,400)

zero coupon optionally fully convertible debentures of ₹ 1000 each in RRB Investments Private Limited

2,704.00 2,604.00 2,604.00

Less: Allowance for diminution in value (2,604.00) (2,604.00) (2,604.00) 12,000,000 (previous year 12,000,000 and as at 1st April, 2015

12,000,000) zero coupon optionally fully convertible debentures of USD 1 each in Network18 Holdings Limited, Mauritius

7,179.90 7,179.90 7,179.90

13,688.91 13,098.91 15,233.91 (iv) government securities (unquoted) National savings certificates 6 years - - 0.06

- - 0.06 (v) others (unquoted) 30 (previous year 30 and as at 1st April, 2015 30) unsecured redeemable

non-convertible, upper Tier II Bonds of Yes Bank Limited of ₹ 1,000,000 each 300.00 300.00 300.00

300.00 300.00 300.00 total 363,763.73 326,568.58 328,703.64 i Aggregate deemed cost of investments based on previous GAAP carrying

amount 363,763.73 326,568.58 328,703.64

ii Aggregate amount of quoted investments 256,269.49 256,269.49 256,269.49 iii Aggregate amount of unquoted investments (net of allowance for

diminution in value of investments) 107,494.24 70,299.09 72,434.15

iv Market value of quoted investments 369,601.42 354,434.85 266,415.86 v Aggregate amount of impairment in value of investments (56,438.17) (56,438.17) (56,438.17)vi During the current year the Company received 11,08,800 bonus shares of Big Tree Entertainment Private Limited.

4. Loans (non-Current)




1st April, 2015Loans to related parties*

Unsecured, considered good 2,313.50 2,186.86 2,041.97 (*refer note 33)Loan to others

Unsecured, considered good 16,034.02 15,135.37 13,532.54 Unsecured, considered doubtful 34,260.22 35,158.99 36,767.30 Less: Allowance for loans (34,260.22) (35,158.99) (36,767.30)

16,034.02 15,135.37 13,532.54 Debenture application money - 300.00 - total 18,347.52 17,622.23 15,574.51

Standalone




5. other Financial Assets (non-Current)




1st April, 2015Security deposits (Unsecured, considered good)

27.23 63.07 74.67

Fixed deposits* 2.59 2.42 2.31 Interest accrued but not due on loans 1,012.13 820.39 551.02 total 1,041.95 885.88 628.00

* Fixed deposits of ₹ 2.59 Lakh (previous year ₹ 2.42 Lakh and as at 1st April, 2015 ₹ 2.31 Lakh) are under lien with banks against sales tax commitments and are restricted from being exchanged or used to settle a liability for more than 12 months from the respective balance sheet dates.

6. other non-Current Assets ₹ in Lakh

particulars As at 31st March, 2017

As at 31st March, 2016

As at 1st April, 2015

Capital advances (Unsecured, considered good) - 26.38 12.36 Advance income-tax paid (net of provisions of ₹ 304.60 Lakh (previous year ₹ 300.30 Lakh and as at 01st April, 2015 ₹ 300.30 Lakh)

3,682.24 3,377.08 3,098.27

Prepaid expenses 53.15 48.44 43.27 Others - - 1.30 total 3,735.39 3,451.90 3,155.20

7. Inventories




1st April, 2015Raw materials and components 57.26 70.48 90.89 Less : Allowance for obsolete inventory - - (27.50)total 57.26 70.48 63.39

8. Investments - Current ₹ in Lakh




Investments:in equity shares (quoted) - fully paid up6,98,288 (previous year 6,98,288 and as at 01st April, 2015 6,98,288) equity shares of ₹ 10 each in DEN Networks Limited*

577.48 602.62 841.09

total 577.48 602.62 841.09

*Den Networks Limited equity shares are measured at fair value through other comprehensive Income. The book value of these shares are nominal.



9. trade receivables ₹ in Lakh




Secured, considered good - 52.43 62.87 Unsecured, considered good 4,008.40 2,682.69 1,991.62 Unsecured, considered doubtful 1,283.73 1,051.22 1,753.92 Less: Allowance for doubtful receivables (1,283.73) (1,051.22) (1,753.92)total 4,008.40 2,735.12 2,054.49

10. Cash and Cash equivalents ₹ in Lakh




Balance with banksOn current accounts 2.63 73.21 313.85 On deposit accounts - 192.70 -

Cheques/ drafts in hand - 82.31 - Cash on hand - 0.13 0.20 total 2.63 348.35 314.05

11. Bank Balances other than above ₹ in Lakh




Unclaimed dividend accounts - - 1.36 Unclaimed zero coupon partly convertible debenture accounts - - 3.08 Unclaimed right issue money - - 0.70 Unclaimed non-cumulative convertible redeemable preference shares account 6.78 6.79 - Balance with bank towards deposit which remain unclaimed and interest thereon

252.19 282.72 -

total 258.97 289.51 5.14

12. Loans - Current ₹ in Lakh




Loans to related parties* (Unsecured, considered good)

1.30 252.19 344.34

(*refer note 33)Loans to others (Unsecured, considered good)

3.48 20.32 49.51

total 4.78 272.51 393.85

Standalone




13. other Financial Assets-Current ₹ in Lakh




Security deposits (Unsecured, considered good)

58.86 38.70 387.31

Interest accrued but not due on advances 16.01 16.56 16.01 Unbilled revenue 161.35 470.61 677.74 Receivable from related parties 58.18 - - total 294.40 525.87 1,081.06

14. other Current Assets ₹ in Lakh




Advances to vendors other than capital goods (Unsecured, considered good) 14.90 273.03 286.81 Balance with service tax authorities 387.60 294.94 383.09 Prepaid expenses 790.75 312.13 260.74 Others 16.71 5.34 - total 1,209.96 885.44 930.64

15. share Capital

particularsAs at 31st March, 2017 As at 31st March, 2016 As at 1st April, 2015

number of shares

Amount (₹ in Lakh)

number of shares


number of shares


(a) Authorised share Capital: Equity shares of ₹ 5 each 5,000,000,000 250,000.00 5,000,000,000 250,000.00 5,000,000,000 250,000.00 Preference shares of ₹ 100 each 1,100,000 1,100.00 1,100,000 1,100.00 1,100,000 1,100.00 Preference shares of ₹ 200 each 10,500,000 21,000.00 10,500,000 21,000.00 10,500,000 21,000.00 Preference shares of ₹ 10 each 15,500,000 1,550.00 15,500,000 1,550.00 15,500,000 1,550.00 (b) Issued, subscribed and fully paid up Equity shares of ₹ 5 each (i) Issued 1,046,948,519 52,347.43 1,046,948,519 52,347.43 1,046,848,519 52,342.43 (ii) Subscribed and fully paid up 1,046,948,519 52,347.43 1,046,948,519 52,347.43 1,046,848,519 52,342.43 total 1,046,948,519 52,347.43 1,046,948,519 52,347.43 1,046,848,519 52,342.43

(c) The Company has only one class of equity share having par value of ̀ 5 per share. Each holder of equity share is entitled to one vote per share held. All the equity shares rank pari passu in all respects including but not limited to entitlement for dividend, bonus issue and rights issue. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all liabilities, in proportion to their shareholding.



(d) details of shares held by each shareholder holding more than 5% shares :


number of shares

% holding number of shares

% holding number of shares

% holding

1 RRB Mediasoft Pvt. Limited 108,515,123 10.36% 108,515,123 10.36% 108,515,123 10.37%2 RB Mediasoft Pvt. Limited 127,560,417 12.18% 127,560,417 12.18% 127,560,417 12.19%3 RB Media Holdings Pvt. Limited 127,528,586 12.18% 127,528,586 12.18% 127,528,586 12.18%4 Watermark Infratech Pvt. Limited 127,528,287 12.18% 127,528,287 12.18% 127,528,287 12.18%5 Colorful Media Pvt. Limited 127,528,287 12.18% 127,528,287 12.18% 127,528,287 12.18%6 Adventure Marketing Pvt. Limited 127,528,287 12.18% 127,528,287 12.18% 127,528,287 12.18%

As per records of the Company including its register of shareholders /members and other declaration received from shareholders

regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of the shares.

(e ) Aggregate number of shares issued for consideration other than cash during the period of 5 years immediately preceding the Balance sheet date:

particulars 2016-17 2015-16 2014-15 2013-14 2012-13 Allotted as fully paid up under scheme of arrangement - - - - 3,679,356

There are no bonus shares issued and shares bought back during the period of five years immediately preceding the reporting

date.

(f) reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting year:


number of shares


number of shares


number of shares


Equity Shares opening balance 1,046,948,519 52,347.43 1,046,848,519 52,342.43 1,046,666,535 52,333.33 Add : Shares issued under ESOP - - 100,000 5.00 181,984 9.10 Equity Shares closing balance 1,046,948,519 52,347.43 1,046,948,519 52,347.43 1,046,848,519 52,342.43

(g) shares reserved for issue under options and other commitmentsparticulars 2016-17 2015-16 2014-15 Shares reserved for issue under options and other commitments - 650 101,300

Standalone




16. other equity ₹ in Lakh




Capital reserveBalance at the beginning /end of the year 69.07 69.07 69.07 securities premium reserveBalance at the beginning of the year 333,863.18 333,777.40 Add : Amount received/transferred pursuant to exercise / lapse of employee stock options

- 85.78

Balance at the end of the year 333,863.18 333,863.18 333,777.40 employee stock option outstandingGross employee stock compensation for options granted in earlier years - 59.65 Less: transferred to securities premium on exercise of stock options - 58.88 Less: transferred to reserves and surplus on lapse of vested options - 0.77 Balance at the end of the year - - 59.65 general reserveBalance at the beginning /end of the year 1,134.87 1,134.10 Add: Amount transferred on expiry of options - 0.77 Balance at the end of the year 1,134.87 1,134.87 1,134.10 deficit in the statement of profit and LossDeficit at the beginning of the year (121,613.51) (113,886.07)Add: Loss for the year (11,868.82) (7,509.10)Add: Other Comprehensive Income 14.09 (218.34)deficit in the statement of profit and Loss (133,468.25) (121,613.51) (113,886.07)total 201,598.87 213,453.61 221,154.15

17. Borrowings ₹ in Lakh


non-current Current non-current Current non-current Current term loan from bank - securedVehicle loans

Secured by hypothecation of the vehicles financed therefrom and payable in equal monthly installments of 48-60 months.

7.21 5.25 13.47 15.36 47.82 44.26

total 7.21 5.25 13.47 15.36 47.82 44.26

18. provisions (non-Current)₹ in Lakh




Provision for leave encashment 106.36 102.46 104.83 Provision for gratuity (refer note 28.1) 168.64 189.01 202.42 total 275.00 291.47 307.25



19. other non-Current Liabilities ₹ in Lakh




Advance from customers - - 29.32 total - - 29.32

20. Borrowings - Current ₹ in Lakh




secured Cash credit

From banks 227.78 16,143.53 18,457.73 unsecured

Cash credit From banks 3,184.01 - -

Commercial papersFrom other 100,000.00 22,500.00 17,500.00 From banks - - 5,000.00

Loans from related parties* 11,432.44 25,979.81 14,078.32 total 114,844.23 64,623.34 55,036.05

security and repayment details for cash credit facilities is as follows:₹ in Lakh




Overdrafts from Banks secured by first pari passu charge on all the current assets and movable fixed assets of the Company (both present and future).

227.78 16,143.53 18,457.73

Unsecured overdraft from a Bank and payable on demand 3,184.01 - - Commercial papers repayable within 90 days 100,000.00 22,500.00 22,500.00 Loans from related parties repayable within a year 11,432.44 25,979.81 14,078.32

114,844.23 64,623.34 55,036.05

* includes interest accrued and due amounting to ₹ 1,732.44 Lakh (previous year ₹ 1779.81 Lakh and as at 1st April, 2015 ₹ 78.32 Lakh).

21. trade payables ₹ in Lakh




Micro, Small and Medium Enterprises 0.49 - - Others 3,605.83 2,830.12 2,735.97 total 3,606.32 2,830.12 2,735.97

Standalone




21.1 The details of amounts outstanding to Micro, Small and Medium Enterprises based on available information with the Company are as under:




1st April, 2015Principal amount due and remaining unpaid 0.49 - - Interest due on above and the unpaid interest - - - Interest paid - - - Payment made beyond the appointed day during the year - - - Interest due and payable for the period of delay - - - Interest accrued and remaining unpaid - - - Amount of further interest remaining due and payable in succeeding years - - - total 0.49 - -

22. other Financial Liabilities - Current ₹ in Lakh




Current maturity of long-term debt from banks 5.25 15.36 44.26 Unclaimed dividends - - 4.36 Unclaimed preference shares redemption amount 6.78 6.79 6.85 Unclaimed matured deposits and interest accrued on unclaimed deposits 252.19 282.72 170.38 Interest accrued but not due on borrowings - 38.47 68.48 Security deposits 68.64 85.66 104.12 Payable for capital expenditure - 12.86 30.10 Other payables 790.15 483.51 444.05 total 1,123.01 925.37 872.60

23. other Current Liabilities ₹ in Lakh




Statutory dues payable 342.58 258.80 222.95 Magazine subscription money refundable - - 69.43 Advance from customers 169.67 245.24 516.87 Others - - 2.60 total 512.25 504.04 811.85



24. provisions - Current




1st April, 2015Provision for leave encashment 2.67 2.81 4.66 Provision for gratuity 3.09 4.35 4.93 (refer note 28.1)Provision for sales returns 64.14 59.98 43.78 Provision for indemnity* 21,726.20 21,726.20 21,726.20 total 21,796.10 21,793.34 21,779.57

*During the year ended 31st March, 2011, Roptonal Limited, Cyprus (‘Roptonal’) a subsidiary of the Company’s jointly controlled entity, Viacom18 Media Private Limited made a public offer for purchase of entire issued capital of The Indian Film Company Limited, Guernsey (‘TIFC’). The Company and its subsidiary, Network18 Holdings Limited, Mauritius (‘Network18 Holdings’), in their capacity as shareholders in TIFC accepted the public offer. Further, pursuant to an agreement between Roptonal and Network18 Holdings, Network18 Holdings has agreed to indemnify Roptonal against the amount, if any, by which the net cash generated by TIFC from its existing film library in respect of the period from the date on which the aforementioned public offer becomes unconditional up to 21st July, 2014 is less than the net asset value of the film library as per the TIFC’s therein mentioned accounts for the year ended 31st March, 2010.

Network18 Holdings has also agreed to indemnify Roptonal against certain Indian tax liabilities that may potentially arise in TIFC or Roptonal in respect of certain withholding tax recoveries stated in TIFC’s financial statements and other taxes relating to the sale of Network18 Holding’s shares in TIFC. The aforementioned agreement further provided that if Network18 Holding does not undertake the indemnity obligations agreed in the agreement, the indemnity shall be provided by the Company.

During the previous years, based on the assessment of estimated cash flow of the indemnified assets, the Company has estimated the liability as ₹ 21,726.20 Lakh.

25. revenue from operations₹ in Lakh

particulars 2016-17 2015-16 sale of services

Advertising and sponsorship revenue 5,107.38 5,079.42 Mobile short messaging and other related services 870.37 1,278.89

sale of productsSale of magazines 238.34 274.08

Other operating revenue 469.91 97.54 total 6,686.00 6,729.93

26. other Income ₹ in Lakh

particulars 2016-17 2015-16 Interest income on

Deposit accounts with banks 1.55 2.29 Loans and advances 251.46 322.08 Security deposit 5.77 5.30

Gain on sale of current investments 10.31 - Reversal of allowance for loans 898.77 1,608.31 Write back of earlier years' expense provisions 350.83 318.07 Miscellaneous income - 258.55 total 1,518.69 2,514.60

Standalone




27. Cost of Materials Consumed ₹ in Lakh

particulars 2016-17 2015-16 Opening balance 70.48 90.89 Add : Purchases during the year 152.33 180.32 Less: Closing balance 57.26 70.48 Cost of Material Consumed 165.55 200.73 details of raw material and components consumedSheet paper and reel paper 165.55 200.73 details of purchase of raw material and componentsSheet paper and reel paper 152.33 180.32 details of closing stock of raw material and componentsSheet paper and reel paper 57.26 70.48

28. employee Benefits expense ₹ in Lakh

particulars 2016-17 2015-16 Salaries, wages and bonus 4,845.30 3,580.91 Contribution to provident fund and employees' state insurance 227.16 205.07 Gratuity (refer note 28.2) 65.64 57.31 Staff welfare expenses 434.28 490.07 total 5,572.37 4,333.36

28.1 defined Contribution plans The Company’s defined contribution plans are Provident fund, Employee State Insurance and Employees’ pension scheme Under

the schemes, the Company is required to contribute a specified percentage of the payroll costs.

Contribution to Defined Contribution Plans, recognised as expense for the year is as under: ₹ in Lakh

particulars 2016-17 2015-16 Employer’s Contribution to Provident Fund and Pension Fund 225.31 204.12Employer’s Contribution to Labour Welfare Fund 0.28 0.15 Employer’s Contribution to Employees State Insurance 1.57 0.80



28.2 defined Benefit plans The Company provides gratuity (which is unfunded) as employee benefit schemes to its employees.

The following table sets out the status of the defined benefit scheme and the amount recognised in the financial statements:

i) Reconciliation of opening and closing balances of Defined Benefit Obligation:₹ in Lakh

particularsgratuity



Defined Benefit obligation at beginning of the year 193.36 207.35 Current Service Cost 50.17 40.72 Interest Cost 15.47 16.59 Remeasurements - Actuarial (gain)/ loss (39.23) (20.13)Benefits paid (48.04) (51.17)defined Benefit obligation at year end 171.73 193.36

ii) Expenses recognised in the statement of profit and loss :₹ in Lakh

particularsgratuity

2016-17 2015-16Current Service Cost 50.17 40.72 Interest Cost 15.47 16.59 Remeasurements - Actuarial (gain)/ loss - - net Cost 65.64 57.31 In other Comprehensive IncomeRemeasurements - Actuarial gain/ (loss) for the year on defined benefits obligations 39.23 20.13 net Income for the period recognised in oCI 39.23 20.13

iii) Actuarial assumptions:

particularsgratuity

2016-17 2015-16Mortality Table 100% of IALM

(06-08)100% of IALM

(06-08)Discount rate (per annum) 7.60% 8.00%Rate of escalation in salary (per annum) 5.50% 5.50%

The discount rate is based on the prevailing market yields of Government of India Bonds as at the Balance Sheet date for the estimated term of the obligations.

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market. The above information is certified by the actuary.

Standalone




iv) The expected contributions for Defined Benefit Plan for the next financial year will be in line with financial year 2016-17.

v) Sensitivity Analysis of the defined benefit obligation : Significant Acturial Assumptions for the determination of the defined benefit obligation are discount trade and expected salary

increase. The sensitivity analysis below, have been determined based on resonably possible changes of the assumptions occuring at end of the reporting period , while holding all other assumptions constant. The result of Sesitivity analysis is given below:

₹ in Lakh

particularsgratuity



a) Impact of the change in discount rate Present value of obligation at the end of the period 171.73 193.36 i) Impact due to increase of 0.50% (12.28) (12.31) ii) Impact due to decrease of 0.50% 13.55 13.50 b) Impact of the change in salary increase Present value of obligation at the end of the period 171.73 193.36 i) Impact due to increase of 0.50% 13.76 13.76 ii) Impact due to decrease of 0.50% (12.57) (12.64)

These plans typically expose the Company to actuarial risks such as: investment risk, interest risk, longevity risk and salary risk.

(A) Investment risk – The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds; if the return on plan asset is below this rate, it will create a plan deficit.

(B) Interest risk - A decrease in the discount rate will increase the plan liability.

(C) Longevity risk – The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

(D) Salary risk – The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.

29. Finance Costs ₹ in Lakh

particulars 2016-17 2015-16 Interest expense 7,014.78 5,236.49 Other borrowing costs 22.29 46.85 total 7,037.07 5,283.34



30. depreciation and Amortisation expenses

₹ in Lakhparticulars 2016-17 2015-16 Depreciation of plant, property and equipment 504.23 327.18 Amortisation of other intangible assets 348.70 256.29 total 852.93 583.47

31. other expenses₹ in Lakh

particulars 2016-17 2015-16 production expensesConsumption of stores and spares 3.46 2.99 Power and fuel 129.78 107.11 Repairs and maintenance - plant and equipment 54.67 53.45 Repairs and maintenance - building 8.39 17.81 Studio and equipment hire charges 43.31 20.32 Event expenses 254.37 56.32 Content and franchise expenses 1,009.67 624.41

1,503.65 882.41 selling and distribution expensesDistribution, advertising and business promotion 1,602.23 1,159.96

1,602.23 1,159.96 establishment expensesRent 795.50 780.31 Repairs and maintenance - Others 108.46 92.08 Insurance 29.81 55.55 Rates and taxes 0.92 1.69 Legal and professional expenses 296.34 515.71 Directors sitting fee 63.32 55.13 Site support cost 376.73 670.00 Bad debts and allowance for doubtful trade receivable 22.42 304.07 Travelling and conveyance 644.04 620.54 Communication costs 101.05 142.02 Printing and stationery 18.47 19.39 Vehicle running and maintenance 195.75 210.03 Membership and subscription 31.12 38.49 Payment to auditor (refer details below) 74.95 92.68 Printing cost 105.64 126.15 Net foreign exchange loss/ (gain) (8.24) - Net loss/ (gain) on sale/ scrapping of property, plant and equipment (1.78) 34.89 Other establishment expenses 480.91 551.63

3,335.41 4,310.36 6,441.29 6,352.73

31.1 payment to Auditors* ₹ in Lakh

particulars 2016-17 2015-16 - Statutory audit fees 70.00 71.76 - Out of pocket expenses 4.95 20.92 total 74.95 92.68

*Excluding service tax

Standalone




32. earnings per share

particulars 2016-17 2015-16 Loss after tax attributable to equity shareholders ₹ in Lakh (11,868.82) (7,509.10)Weighted average number of equity shares in calculating basic/ diluted earnings per share

Number 1,046,948,519 1,046,942,766

Face value of equity share ₹/ share 5.00 5.00 Earnings per share (basic and diluted) ₹/ share (1.13) (0.72)

33. related parties disclosure a) As per Ind As 24, the disclosures of transactions with related parties are given below: List of related parties where control exists and related parties with whom transactions have taken place and relationships:

sl. no.

name of related party relationship

1 Independent Media Trust

Enterprises exercising Control

2 Adventure Marketing Private Limited* 3 Watermark Infratech Private Limited* 4 Colorful Media Private Limited* 5 RB Media Holdings Private Limited*

6 RB Mediasoft Private Limited* 7 RRB Mediasoft Private Limited*

8 RB Holdings Private Limited*

9 Teesta Retail Private Limited (formerly Shinano Retail Private Limited which has merged with Teesta Retail Private Limited effective 29.12.2016)*

10 Reliance Industries Limited (RIL)Beneficiary/Protector of Independent Media Trust

11 Reliance Industrial Investments and Holdings Limited12 IBN Lokmat News Private Limited@

Jointly Controlled Entities13 Viacom18 Media Private Limited@

14 24X7 Learnings Private LimitedAssociates

15 Big Tree Entertainment Private Limited 16 Reliance Jio Digital Services

Fellow Subsidiaries17 Reliance Jio Messaging Service Private Limited#

18 AETN18 Media Private Limited

Subsidiaries

19 Capital18 Fincap Private Limited20 Coloseum Media Private Limited21 Digital18 Media Limited 22 E-18 Limited, Mauritius23 e-Eighteen.com Limited24 Equator Trading Enterprises Private Limited25 ibn18 (Mauritius) Ltd.26 Infomedia Press Limited27 Moneycontrol.Dot Com India Limited28 Network18 Holdings Ltd.29 NW18 HSN Holdings PLC30 Panorama Television Private Limited31 Reed Infomedia India Private Limited



sl. no.

name of related party relationship

32 RRB Investments Private Limited

Subsidiaries

33 RRK Finhold Private Limited34 RVT Finhold Private Limited35 Setpro18 Distribution Limited36 Television Eighteen Mauritius Limited37 Television Eighteen Media and Investsment Limited38 TV18 Broadcast Limited39 TV18 Home Shopping Network Limited40 Web18 Holdings Limited, Mauritius41 Web18 Software Services Limited42 Greycells18 Media Limited43 RVT Media Private Limited44 Prism TV Private Limited (upto 31.07.2015)45 Stargaze Entertainment Private Limited (upto 23.04.2015)

* Control by Independent Media Trust of which RIL is the sole beneficiary

# Subsidiary of RIL, the sole beneficiary of Independent Media Trust

@As per Companies Act, 2013, a subsidiary company

(b) transaction during the year with related parties₹ in Lakh

particulars subsidiaries Associates joint Ventures entity controlled by individual exercising significant influence

on the Company

Fellow subsidiaries

Transactions during the yearIncome from operationsTV18 Broadcast Limited 188.53 - - - -

(36.65) ( - ) ( - ) ( - ) ( - ) e-Eighteen.com Limited - - - - -

(8.77) ( - ) ( - ) ( - ) ( - ) Viacom18 Media Private Limited - - 47.50 - -

( - ) ( - ) (51.33) ( - ) ( - ) Digital 18 Media Limited - - - - -

(0.25) ( - ) ( - ) ( - ) ( - ) Greycells 18 Media Limited 111.60 - - - -

( - ) ( - ) ( - ) ( - ) ( - ) Reliance Jio Messaging Service Private Limited - - - - 256.40

( - ) ( - ) ( - ) ( - ) ( - ) Reliance Jio Digital Services - - - - 4.80

( - ) ( - ) ( - ) ( - ) ( - )

Standalone




₹ in Lakhparticulars subsidiaries Associates joint Ventures entity controlled by

individual exercising significant influence

on the Company

Fellow subsidiaries

Expenditure for services receivedTV18 Broadcast Limited 77.68 - - - -

(22.32) ( - ) ( - ) ( - ) ( - ) Digital 18 Media Limited - - - - -

(0.58) ( - ) ( - ) ( - ) ( - ) Web18 Software Services Limited 5.80 - - - -

(11.52) ( - ) ( - ) ( - ) ( - ) Interest income Infomedia Press Limited 222.94 - - - -

(283.08) ( - ) ( - ) ( - ) ( - ) Capital18 Fincap Private Limited - - - - -

(0.76) ( - ) ( - ) ( - ) ( - ) Interest expensesTV18 Broadcast Limited 1,533.56 - - - -

(1,647.21) ( - ) ( - ) ( - ) ( - ) e-Eighteen.com Limited 391.38 - - - -

(243.34) ( - ) ( - ) ( - ) ( - ) Reimbursement of expenses (payable)TV18 Home Shopping Network Limited - - -

(10.58) ( - ) ( - ) ( - ) ( - ) TV18 Broadcast Limited 600.48 - - - -

(384.67) ( - ) ( - ) ( - ) ( - ) e-Eighteen.com Limited 655.96 - - - -

(876.93) ( - ) ( - ) ( - ) ( - ) Big Tree Entertainment Private Limited - 1.62 - - -

( - ) ( - ) ( - ) ( - ) ( - ) Greycells 18 Media Limited 4.25 - - - -

(4.80) ( - ) ( - ) ( - ) ( - ) 24 X 7 Learning Private Limited - 6.67 - - -

( - ) (8.38) ( - ) ( - ) ( - ) Reimbursement of expenses (receivable)TV18 Broadcast Limited 124.27 - - - -

(942.08) ( - ) ( - ) ( - ) ( - ) e-Eighteen.com Limited 849.80 - - - -

(597.78) ( - ) ( - ) ( - ) ( - ) Viacom18 Media Private Limited - - 143.19 - -

( - ) ( - ) (2.97) ( - ) ( - ) Digital 18 Media Limited 8.82 - - - -

(54.13) ( - ) ( - ) ( - ) ( - ) TV18 Home Shopping Network Limited 79.27 - - - -

(288.24) ( - ) ( - ) ( - ) ( - )





on the Company

Fellow subsidiaries

Infomedia Press Limited - - - - - (1.98) ( - ) ( - ) ( - ) ( - )

Big Tree Entertainment Private Limited - 43.45 - - - - (26.89) ( - ) ( - ) ( - )

AETN18 Media Private Limited 3.58 - - - - (24.21) ( - ) ( - ) ( - ) ( - )

IBN Lokmat News Private Limited - - 2.56 - - ( - ) ( - ) (33.29) ( - ) ( - )

Colosceum Media Private Limited 1.41 - - - - ( - ) ( - ) ( - ) ( - ) ( - )

Greycells 18 Media Limited 12.28 - - - - (20.72) ( - ) ( - ) ( - ) ( - )

Panorama Television Private Limited 10.96 - - - - ( - ) ( - ) ( - ) ( - ) ( - )

Loans/advances given during the yearInfomedia Press Limited 126.64 - - - -

(163.86) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Capital18 Fincap Private Limited 18.38 - - - - ( - ) ( - ) ( - ) ( - ) ( - )

(115.00) ( - ) ( - ) ( - ) ( - ) Web18 Software Services Ltd 0.14 - - - -

( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Moneycontrol Dot Com India Limited 0.07 - - - - ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Loans/advances taken during the yearBig Tree Entertainment Private Limited - 12.15 - - -

( - ) ( - ) ( - ) ( - ) ( - ) Moneycontrol Dot Com India Limited 0.02 - - - -

( - ) ( - ) ( - ) ( - ) ( - ) TV18 Broadcast Limited 14,001.28 - -

(11,000.00) ( - ) ( - ) ( - ) ( - ) e-Eighteen.com Limited -

(4,200.00) ( - ) ( - ) ( - ) ( - ) Provision for doubtful advancesViacom18 Media Private Limited - - - - -

( - ) ( - ) ( - ) ( - ) ( - ) (277.54) ( - ) ( - ) ( - ) ( - )

Standalone






on the Company

Fellow subsidiaries

Loans/advances received back/given during the yearTV18 Broadcast Limited 28,500.00 - -

(5,000.00) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Investments purchase from during the yearBig Tree Entertainment Private Limited - 19,014.07 - -

( - ) ( - ) ( - ) ( - ) ( - ) (4,767.54) ( - ) ( - ) ( - ) ( - )

Infomedia Press Limited - - - - - ( - ) ( - ) ( - ) ( - ) ( - )

(45.89) ( - ) ( - ) ( - ) ( - ) Digital 18 Media Limited 150.00 - - - -

(105.00) ( - ) ( - ) ( - ) ( - ) (265.00) ( - ) ( - ) ( - ) ( - )

Capital18 Fincap Private Limited 340.00 - - - - (210.00) ( - ) ( - ) ( - ) ( - )

(1,077.00) ( - ) ( - ) ( - ) ( - ) RRB Investments Private Limited 100.00 - - - -

( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

TV18 Home Shopping Network Limited 17,591.08 - - - - - ( - ) ( - ) ( - ) ( - ) - ( - ) ( - ) ( - ) ( - )

Provision for diminution in value of investmentDigital 18 Media Limited - - - - -

( - ) ( - ) ( - ) ( - ) ( - ) (4,325.00) ( - ) ( - ) ( - ) ( - )

Digital 18 Media Limited -Investment in Equity - - - - - ( - ) ( - ) ( - ) ( - ) ( - )

(5.00) ( - ) ( - ) ( - ) ( - ) RRB Investments Private Limited - - - - -

( - ) ( - ) ( - ) ( - ) ( - ) (2,604.00) ( - ) ( - ) ( - ) ( - )

Investment in debentures redeemedCapital18 Fincap Private Limited - - - - -

(2,450.00) ( - ) ( - ) ( - ) ( - ) (2,740.00) ( - ) ( - ) ( - ) ( - )

Debenture application money paidCapital18 Fincap Private Limited - - - - -

(300.00) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )





on the Company

Fellow subsidiaries

Corporate gurantee givenTV18 Home Shopping Network Limited - - - - -

(8,069.22) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

TV18 Broadcast Limited - - - - - (986.00) ( - ) ( - ) ( - ) ( - )

( - ) ( - ) ( - ) ( - ) ( - ) Balance at the end of the year:Loan & Advances Receivable (Loan given (Outstanding including Interest Accrued)Infomedia Press Limited 3,325.63 - - - -

(3,007.25) ( - ) ( - ) ( - ) ( - ) Outstanding Loans and Advances takenTV18 Broadcast Limited 6,880.20 - - - -

(21,560.80) ( - ) ( - ) ( - ) ( - ) e-Eighteen.com Limited 4,552.24 - - - -

(4,289.01) ( - ) ( - ) ( - ) ( - ) Amount Due From TV18 Broadcast Limited 73.34 - - - -

(345.14) ( - ) ( - ) ( - ) ( - ) (85.71) ( - ) ( - ) ( - ) ( - )

Viacom18 Media Private Limited - - 485.27 - - ( - ) ( - ) (307.63) ( - ) ( - ) ( - ) ( - ) (326.31) ( - ) ( - )

e-Eighteen.com Limited 208.75 - - - - (692.48) ( - ) ( - ) ( - ) ( - )

( - ) ( - ) ( - ) ( - ) ( - ) Big Tree Entertainment Private Limited - - - - -

( - ) (63.02) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Digital 18 Media Limited 0.60 - - - - (48.38) ( - ) ( - ) ( - ) ( - ) (11.63) ( - ) ( - ) ( - ) ( - )

TV18 Home Shopping Network Limited 169.36 - - - - (61.89) ( - ) ( - ) ( - ) ( - ) (42.28) ( - ) ( - ) ( - ) ( - )

Infomedia Press Limited 550.88 - - - - (550.88) ( - ) ( - ) ( - ) ( - )

(3,113.86) ( - ) ( - ) ( - ) ( - ) AETN18 Media Private Limited 1.76 - - - -

(2.01) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Standalone






on the Company

Fellow subsidiaries

IBN Lokmat News Private Limited - - 1.09 - - ( - ) ( - ) (1.04) ( - ) ( - ) ( - ) ( - ) (7.50) ( - ) ( - )

Greycells 18 Media Limited 150.78 - - - - (10.96) ( - ) ( - ) ( - ) ( - ) (76.03) ( - ) ( - ) ( - ) ( - )

Television Eighteen Mauritius Limited 499.78 - - - - (499.78) ( - ) ( - ) ( - ) ( - ) (499.78) ( - ) ( - ) ( - ) ( - )

Web 18 Software Services Limited 37.47 - - - - (32.48) ( - ) ( - ) ( - ) ( - ) (30.06) ( - ) ( - ) ( - ) ( - )

Panorama TV Private Limited 12.39 - - - - ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )


Prism TV Private Limited - - - - - ( - ) ( - ) ( - ) ( - ) ( - )

(1.93) ( - ) ( - ) ( - ) ( - ) RRB Investments Private Limited - - - - -

(0.38) ( - ) ( - ) ( - ) ( - ) (0.19) ( - ) ( - ) ( - ) ( - )

RRK Finhold Private Limited - - - - - ( - ) ( - ) ( - ) ( - ) ( - )

(0.59) ( - ) ( - ) ( - ) ( - ) RVT Finhold Private Limited 0.21 - - - -

(0.21) ( - ) ( - ) ( - ) ( - ) - ( - ) ( - ) ( - ) ( - )

RVT Media Private Limited - - - - - (0.51) ( - ) ( - ) ( - ) ( - ) (0.16) ( - ) ( - ) ( - ) ( - )

Capital18 Fincap Private Limited 18.38 - - - - (300.00) ( - ) ( - ) ( - ) ( - ) (115.19) ( - ) ( - ) ( - ) ( - )

Setpro18 Distribution Limited - - - - - ( - ) ( - ) ( - ) ( - ) ( - )

(0.09) - - - -





on the Company

Fellow subsidiaries

Reliance Jio Messaging Service Private Limited - - - - 101.82 ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Reliance Jio Digital Services - - - - 5.52 ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Amount due toViacom18 Media Private Limited - - - - -

( - ) ( - ) (26.65) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

e-Eighteen.com Limited 1,317.39 - - - - (607.79) ( - ) ( - ) ( - ) ( - ) (159.38) ( - ) ( - ) ( - ) ( - )

TV18 Broadcast Limited 224.06 - - - - (377.40) ( - ) ( - ) ( - ) ( - )

(14,078.32) ( - ) ( - ) ( - ) ( - ) Big Tree Entertainment Private Limited - 12.15 - - -

( - ) (49.03) ( - ) ( - ) ( - ) ( - ) (10.32) ( - ) ( - ) ( - )

E-18 Limited, Cyprus 3.29 - - - - (3.29) ( - ) ( - ) ( - ) ( - ) (3.29) ( - ) ( - ) ( - ) ( - )

Network 18 Holdings Limited 21,726.20 - - - - (21,726.20) ( - ) ( - ) ( - ) ( - ) (21,726.20) ( - ) ( - ) ( - ) ( - )

Web 18 Software Services Limited - - - - - (0.47) ( - ) ( - ) ( - ) ( - )

( - ) ( - ) ( - ) ( - ) ( - ) Digital 18 Media Limited - - - - -

(0.88) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - ) ( - )

Greycells 18 Media Limited 1.09 - - - - (0.03) ( - ) ( - ) ( - ) ( - )

( - ) ( - ) ( - ) ( - ) ( - ) TV18 Home Shopping Network Limited 30.02 - - - -

( - ) ( - ) ( - ) ( - ) ( - ) (0.25) ( - ) ( - ) ( - ) ( - )


Standalone






on the Company

Fellow subsidiaries

Corporate gurantee givenTV18 Home Shopping Network Limited - - - - -

(15,902.28) ( - ) ( - ) ( - ) ( - ) (7,833.06) ( - ) ( - ) ( - ) ( - )

TV18 Broadcast Limited - - - - - ( - ) ( - ) ( - ) ( - ) ( - )

(986.00) ( - ) ( - ) ( - ) ( - )

figures in brackets represents figures for previous year 15-16 figures in brackets represents figures for previous year 14-15

note: Note 33 (a) and (b) (related party note) also suffice the requirements of schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Require-

ments) Regulations, 2015.

34. Contingent Liabilities and Commitments₹ in Lakh




1 Contingent liabilitiesi Claims against the company not acknowledged as debts

a Stamp duty demand on transactions related to scheme of amalgamation

3,463.96 3,463.96 86.77

b Contingent payments under agreements for sale of subsidiaries 169.93 169.93 169.93ii Guarantees excluding financial guarantees

Corporate guarantees given in connection with borrowings of subsidiaries:TV18 Broadcast Limited - - 986.00 TV18 Home Shopping Network Limited - 15,902.28 7,833.06

2 Commitmentsi Estimated amount of contracts remaining to be executed on capital

account and not provided for45.45 44.40 185.41

3 Victor Fernandes and others (‘plaintiffs’) had filed a derivative action suit before the Bombay High Court against Raghav Bahl, TV18 and other TV18 group entities alleging that all business opportunities undertaken by the Network18 Group should be routed through e-Eighteen.com Limited. The plaintiffs have valued their claim in the suit at ₹ 3,11,406.00 Lakh. The suit is currently pending. Victor Fernandes has also filed an appeal before the Hon’ble Supreme court against an order of Securities Appellate Tribunal regarding grant of listing approval by NSE for the rights issue.

Based on the legal advice by the legal counsel, management is of the view that the above claim made by the plaintiffs is unlikely to succeed and has accordingly made no provisions for the same in the financial statements.



35. obligation on Long term, non-Cancellable operating Leases The Company has taken various office premises under operating lease agreements. The total lease term of these leases ranges

between 3 to 9 years and they are renewable by mutual consent. There are no sub leases or restrictions imposed by lease arrangements. There are certain lease agreements with escalation clauses during the initial lease term. Lease payments during the period recognised in the statement of profit and loss amount to ₹ 795.50 Lakh (previous year ₹ 780.31 Lakh).




1st April, 2015Payable not later than one year 56.83 161.55 151.75Payable later than one year but not later than five years 50.82 24.26 20.22Payable later than five years - - - total 107.65 185.81 171.97

36. Value of Imported and Indigenous Material Consumed₹ in Lakh

particulars 2016-17 2015-16paper, inks, printing and binding materials:Raw materials and componentsImported

- Amount 156.14 188.28- Percentage 94% 94%

Indigenous- Amount 9.41 12.45- Percentage 6% 6%

total 165.55 200.73Analysis of material consumedPaper sheets 17.06 16.27Paper reels 148.49 184.46total 165.55 200.73

37. deferred tax In the absence of reasonable certainty, the Company has not recognised the deferred tax assets (net) amounting to ₹ 33,509.37 lakh (Previous year ₹ 29,150.74 lakh and as on 1st April, 2015 ₹ 25,921.60 lakh) arising out of tangible and intangible assets, financials assets, unabsorbed depreciation, brought forward tax losses and other items. The same shall be reassessed at subsequent balance sheet date.

Standalone




38. details of specified Bank notes (sBn) held and transacted during the period 8th november, 2016 to 30th december, 2016

Amount in ₹particulars sBn other denomination notes totalClosing cash in hand as on 8th november, 2016 11,000 1,542 12,542 (+) Permitted receipts - 50,000 50,000 (-) Permitted payments - - - (-) Amount deposited in Banks 11,000 969 (11,969)Closing cash in hand as on 30th december, 2016 50,573

39. taxation₹ in Lakh

particulars 2016-17 2015-16a) Income tax recognised in profit or loss Current tax In respect of earlier years 4.30 - total income tax expenses recognised in the current year 4.30 -

₹ in LakhAs at


31st March, 2016b) Current tax Assets At start of year 3,377.08 3,098.27 Short provision for earlier years 4.30 - Taxes paid during the year 309.46 278.81 At the end of the year 3,682.24 3,377.08

40. particulars of unhedged Foreign Currency exposure


Amount of foreign currency

₹ in Lakh Amount of foreign currency

₹ in Lakh Amount of foreign currency

₹ in Lakh

Import trade payable Trade payable US$ 76,791 49.79 38,394 25.46 74,441 46.59 Trade payable GBP - - - - 1,402 1.30 Trade payable S$ - - - - 150 0.07 Trade payable EURO 876 0.61 export trade receivableTrade receivable US$ 352,237 228.39 500,395 331.91 281,361 176.10 Trade receivable EURO 5,500 3.81 - - - - Trade receivable GBP 1,764 1.43 1,764 1.67 2,618 2.42 exchange rates:Rate of US$ 64.84 66.33 62.33Rate of GBP 80.88 95.09 92.55Rate of S$ 45.98 49.14 45.43Rate of EURO 69.25 N.A N.A



41. Information Pursuant to Regulation 34(3) Read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

₹ in Lakhname of the entity relation Balance (including interest accrued) as on Maximum balance during the year ended

As at 31st March,

2017

As at 31st March,

2016

As at 1st April,

2015

As at 31st March,

2017

As at 31st March,

2016


Infomedia Press Limited

Subsidiary 3325.63 2,998.34 2,571.69 3,325.63 2,998.34 2,571.69

There are no transactions of loans and advances to subsidiaries, associate firms/ companies in which directors are interested other

than as disclosed above. The above loans and advances have been given for business purposes/ corporate general purposes.

The aforesaid loanee company has not made any investment in the shares of the Company.

42. First time Ind As Adoption reconciliations42.1 effect of Ind As adoption on the Balance sheet as at 31st March, 2016 and 1st April, 2015

₹ in Lakh particulars As at 31st March, 2016 As at 1st April, 2015

previous gAAp

effect of transition to

Ind As

As per Ind As

previous gAAp


Ind As

As per Ind As

Assets non - current assets

Property, Plant and Equipment 1,361.82 1,361.82 985.22 985.22 Capital work-in-progress - - - - Other intangible assets 1,036.53 1,036.53 239.02 239.02 Intangible assets under development 125.35 125.35 147.71 147.71 Financial Assets

Investments 326,568.58 - 326,568.58 328,703.64 - 328,703.64 Loans 14,827.28 2,794.95 17,622.23 14,387.87 1,186.64 15,574.51 Other 921.34 (35.46) 885.88 668.77 (40.77) 628.00

Other non- current assets 3,418.90 33.00 3,451.90 3,115.71 39.49 3,155.20 348,259.80 2,792.49 351,052.29 348,247.94 1,185.36 349,433.30

Current assetsInventories 70.48 70.48 63.39 63.39 Financial Assets

Investment 0.00 602.62 602.62 0.00 841.09 841.09 Trade receivables 2,735.12 2,735.12 2,054.49 2,054.49 Cash and cash equivalents 348.35 348.35 314.05 314.05 Bank balances other than 10(a) above 289.51 289.51 5.14 5.14 Loans 272.51 272.51 393.85 393.85 Other current financial assets 525.87 525.87 1,081.06 1,081.06

Other current assets 885.44 885.44 930.64 930.64 5,127.28 602.62 5,729.90 4,842.62 841.09 5,683.71

total Assets 353,387.08 3,395.11 356,782.19 353,090.56 2,026.45 355,117.01

Standalone




₹ in Lakh particulars As at 31st March, 2016 As at 1st April, 2015

previous gAAp


Ind As

As per Ind As

previous gAAp


Ind As

As per Ind As

equity and Liabilities equity

Equity Share capital 52,347.43 52,347.43 52,342.43 52,342.43 Other Equity 210,058.50 3,395.11 213,453.61 219,127.70 2,026.45 221,154.15

262,405.93 3,395.11 265,801.04 271,470.13 2,026.45 273,496.58 Liabilities

Non-current liabilitiesFinancials Liabilities

Borrowings 13.47 13.47 47.82 47.82 Provisions 291.47 291.47 307.25 307.25 Other Non-Current liabilities - - 29.32 29.32

304.94 - 304.94 384.39 - 384.39 Current liabilities

Financials LiabilitiesBorrowings 64,623.34 64,623.34 55,036.05 55,036.05 Trade payable 2,830.12 2,830.12 2,735.97 2,735.97 Other financial liabilities (Other than those specified in item (23))

925.37 925.37 872.60 872.60

Other current liabilities 504.04 504.04 811.85 811.85 Provisions 21,793.34 21,793.34 21,779.57 21,779.57

90,676.21 - 90,676.21 81,236.04 - 81,236.04 total equity and Liabilities 353,387.08 3,395.11 356,782.19 353,090.56 2,026.45 355,117.01

42.2 reconciliation of Loss and reserve between Ind As and previous gAAp ₹ in Lakh

nature of adjustments Foot notes Loss reserve As at



1st April, 2015Loss / retained earnings as per previous gAAp (9,096.10) (125,008.62) (115,912.53)Fair Valuation for Financial Assets (a) 1,607.13 3,374.98 2,026.46 Remeasurements of the defined benefit plans (b) (20.13) 20.13 -

1,587.00 3,395.11 2,026.46 Loss before oCI / reserve as per Ind As (7,509.10) (121,613.51) (113,886.07)

(a) Certain Financial Assets including investments have been recorded at fair value as at 1st April, 2015 with the resultant gain/

loss in the Reserves. For subsequent measurements these assets have been valued at amortised cost using effective interest rate/ Fair Value through Profit and Loss account (FVTPL)/ Fair Value through Other Comprehensive Income (FVTOCI) as applicable.

(b) Re-measurement of the defined benefit plans are recognised in Other Comprehensive Income in accordance with Ind AS.



42.3 effect of Ind As adoption on the statement of profit and Loss for the year ended 31st March, 2016₹ in Lakh

particulars 2015-16 previous gAAp effect of transition to Ind As As per Ind As

IncomeRevenue from operations 6,729.93 - 6,729.93 Other income 900.99 1,613.61 2,514.60

total Income 7,630.92 1,613.61 9,244.53 Expenses

Cost of materials consumed 200.73 - 200.73 Employee benefits expense 4,313.23 20.13 4,333.36 Finance costs 5,283.34 - 5,283.34 Depreciation and amortisation expense 583.47 - 583.47 Other expenses 6,346.25 6.48 6,352.73

total expenses 16,727.02 26.61 16,753.63 Loss before/ after tax for the year (9,096.10) 1,587.00 (7,509.10)

43. Capital and Financial risk Management 43.1 Capital Management The Company manages its capital to ensure that it will continue as going concern while maximising the return to stakeholders

through the optimisation of the debt and equity balance. The Company montiors Capital using a gearing ratio.

The capital structure of the Company consists of debt, cash and cash equivalent and equity.₹ in Lakh

particulars Mar 17 Mar 16 Mar 15Gross Debt 114,856.69 64,652.17 55,128.13 Less: Cash and cash equivalent 2.63 348.35 314.05 (a) Net debts 114,854.06 64,303.82 54,814.08 (b) Total Equity (as per balance sheet) 253,946.30 265,801.04 273,496.58 (c) Net Gearing Ratio (a)/ (b) 45% 24% 20%

43.2 Financial risk Management The Company’s activities expose it mainly to credit risk and liquidity risk. The treasury team identifies and evaluates financial risk

in close coordination with the Company’s business teams. The Board provides guidance for overall risk-management, as well as policies covering specific areas such as credit risk, liquidity risk and investment of excess liquidity.

(a) Credit risk Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customers contract, leading

to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities and other financial instruments.

Customer credit risk is managed by each business team subject to the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored.

Standalone




An impairment analysis is performed at each reporting date for major clients. In addition, large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Company evaluates the concentration of risk with respect to trade receivables as low.

(b) Liquidity risk The Company closely monitors its risk of shortage of funds.The Company’s objective is to maintain a balance between

continuity of funding and flexibility through the use of Term loans, Commercial papers and Cash credit/ overdrafts from banks. The Company assessed the concentration of risk with respect to its debt as low. As at reporting date, except vehicle loan, the Company does not have any term loans and all other financial liabilities of the Company are short term. Further, the Company believes that carrying value of all of its financial liabilities including debt approximates its fair value.

44. Fair Valuation Measurements

₹ in Lakhparticulars As at 31st March, 2017 As at 31st March, 2016 As at 1st April, 2015

Carrying Amount

Level of input used in Carrying Amount


Level of input used inLevel 1 Level 2 Level 1 Level 2 Level 1 Level 2

Financial AssetsAt Amortised CostInvestments 363,763.73 326,568.58 328,703.64 Trade Receivables 4,008.40 2,735.12 2,054.49 Cash and Bank Balances 261.60 637.86 319.19 Loans 2,313.50 2,486.86 2,041.97Other Financial Assets 1,341.13 1,684.26 2,102.91 AT FVTPLLoans 16,034.02 16,034.02 15,135.37 15,135.37 13,532.54 13,532.54 AT FVTOCIInvestments 577.48 577.48 602.62 602.62 841.09 841.09

Financial LiabilitiesAt Amortised CostBorrowings 114,856.69 64,652.17 55,128.13 Trade Payables 3,606.32 2,830.12 2,735.97 Other Financial Liabilities

1,117.76 910.01 828.34

45. Gross amount applicable to be spent by the Company during the year is NIL (previous year NIL).

46. The Company has foreign currency receivables aggregating to ₹ 81.01 Lakh (previous year ₹ 516.30 Lakh and as at 01st April, 2015 is ₹ 523.82 Lakh) which are outstanding for more than nine months and foreign currency payables aggregating to ₹ 0.38 Lakh (previous year ₹ 24.67 Lakh and as at 01st April, 2015 is ₹ 33.05 Lakh ) which are outstanding for more than six months. The Company is in the process of dealing with the statutory implications of these delays and the management is of the view that the same would not have a material impact on these financial statements



47. The Board of Directors at its Meeting held on 14th January, 2017, has approved amalgamation of wholly owned subsidiaries namely Television Eighteen Media and Investments Limited, Television Eighteen Mauritius Limited, Web18 Holdings Limited, E-18 Limited, Web18 Software Services Limited, Capital18 Fincap Private Limited, RVT Finhold Private Limited, Colosceum Media Private Limited, RRK Finhold Private Limited, RRB Investments Private Limited, Setpro18 Distribution Limited, Reed Infomedia India Private Limited, Digital18 Media Limited and Network18 Holdings Limited into the Company, with appointed date as 1st April, 2016, subject to necessary approvals.

48. details of loans given, investments made and guarantees given covered u/s 186(4) of the Companies Act.

Loans and guarantees given and Investments made, are given under respective heads. Loans and guarantees given are for business purpose/ corporate general purpose..

49. As per Accounting Standard (AS) 108 on “”Segment Reporting””, segment information has been provided under the Notes to Con-solidated Financial Statements.

For Walker Chandiok & Co LLp For and on behalf of the Board of Directors of Chartered Accountants network18 Media & Investments LimitedFirm’s Registration No.: 001076N/N500013




Report on the Standalone Ind AS Financial Statements We have audited the accompanying standalone Ind AS financial statements of Network18 Media & Investments Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2018, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone Ind AS Financial StatementsThe Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s ResponsibilityOur responsibility is to express an opinion on these standalone Ind AS financial statements based on our audit.

In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder and the Order issued under section 143(11) of the Act.

INDEPENDENT AUDITOR’S REPORTTo The Members of Network18 Media & Investments Limited

We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the standalone Ind AS financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS financial statements.

OpinionIn our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the Ind AS and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2018, and its loss, total comprehensive loss, its cash flows and the changes in equity for the year ended on that date.

Other MattersThe Standalone Financial Statements of the Company for the year ended March 31, 2017 were audited by another auditor who expressed an unmodified opinion on those financial statements on April 19, 2017.

Our opinion on the standalone Ind AS financial statements is not modified in respect of this matter.


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Report on Other Legal and Regulatory Requirements1. As required by Section 143(3) of the Act, based on our audit

we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.

e) On the basis of the written representations received from the directors of the Company as on March 31, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018 from being appointed as a director in terms of Section 164(2) of the Act.

f ) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements - Refer Note 33 to the standalone Ind AS financial statements;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

2. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.

For DELOITTE HASKINS & SELLS LLP Chartered Accountants

(Firm’s Registration No. 117366W/W-100018)

Abhijit A. Damle Partner Mumbai, April 24, 2018 (Membership No. 102912)

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Annual Report 2017-18

((Referred to in paragraph 1(f ) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)We have audited the internal financial controls over financial reporting of Network18 Media & Investments Limited (“the Company”) as of March 31, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial ControlsThe Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s ResponsibilityOur responsibility is to express an opinion on the Company’s internal financial controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF NETWORK 18 MEDIA & INVESTMENTS LIMITED

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial ReportingA company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial ReportingBecause of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal


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financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OpinionIn our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the criteria for internal financial control over financial

reporting established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.




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(Referred to in paragraph 2, under ‘Report on Other Legal and Regulatory Requirements’ section of our Report of even date)

i. In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

b) The Company has a program of verification of fixed assets to cover all the items in a phased manner over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain fixed assets were physically verified by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered reconveyance deeds / Memorandum of Understanding provided to us, we report that the title deeds comprising all the immovable properties of freehold land and buildings are held in the name of the Company as at the balance sheet date.

ii. As explained to us, the entire inventory of the Company is lying with the third parties and these have been confirmed by them as at the year end.

iii. According to the information and explanations given to us, the Company has granted loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013, in respect of which:

(a) The terms and conditions of the grant of such loans are, in our opinion, prima facie, not prejudicial to the Company’s interest.

(b) The schedule of repayment of principal and payment of interest has been stipulated and the principal amounts and interest are not due for repayment currently as per stipulations.

(c) There is no overdue amount remaining outstanding as at the balance sheet date.

iv. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities, as applicable.

v. According to the information and explanations given to us, the Company has not accepted any deposit during the year. In respect of unclaimed deposits, the Company is in the process of compiling the details thereof and as informed, would take necessary steps to comply with the provisions of Companies (Acceptance of Deposits) Rules, 2014. According to the information and explanations given to us, no order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal with respect to the Company.

vi. The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

vii. According to the information and explanations given to us, in respect of statutory dues:

a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees’ State Insurance, Income-tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues applicable to it to the appropriate authorities.

b) There were no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Income-tax, Sales Tax, Service Tax, Customs Duty, Excise Duty,

ANNEXURE “B” TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF NETWORK 18 MEDIA & INVESTMENTS LIMITED


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Value Added Tax, Cess and other material statutory dues in arrears as at March 31, 2018 for a period of more than six months from the date they became payable.

c) Details of dues of Income Tax, Sales Tax, Service Tax, Customs Duty, Excise Duty and Value Added Tax which have not been deposited as on March 31, 2018 on account of disputes are given below:

Name of the Statute

Nature of Dues

Amount Involved (Rupees in lakh)

Period to which the amount relates

Forum where the dispute is pending

Income Tax Act, 1961

Income Tax

51 AY 2008-09 Commissioner of Income Tax Appeals


Income Tax

47* AY 2009-10 Income Tax Appellate Tribunal


Income Tax

475 AY 2010-11 Deputy Commissioner of Income Tax Appeals


Income Tax

1 AY 2013-14 Commissioner of Income Tax Appeal

The Finance Act, 1994

Service Tax

81 FY 2007-08 Customs, Excise and Service Tax Appellate Tribunal, Mumbai

* Net of ` 23 lakh paid under protest.

viii. In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to financial institutions and banks. There were no borrowings or loans from the Government and the Company has not issued any debentures.

ix. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause (ix) of paragraph 3 of the Order is not applicable.

x. To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.

xi. In our opinion and according to the information and explanations given to us, the Company has not paid / provided any managerial remuneration during the year and hence reporting under clause (xi) of paragraph 3 of the Order is not applicable.

xii. The Company is not a Nidhi Company and hence reporting under clause (xii) of paragraph of the Order is not applicable.

xiii. In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the standalone Ind AS financial statements as required by the applicable accounting standards.

xiv. During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of paragraph 3 of Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to us, during the year, the Company has not entered into any non-cash transactions with its directors or directors of its holding, subsidiary or associate company or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.

xvi. In our opinion and according to information and explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.




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As per our Report of even dateFor Deloitte Haskins & Sells LLP For and on behalf of the Board of DirectorsChartered Accountants Network18 Media & Investments Limited

Abhijit A. Damle Adil Zainulbhai Dhruv Subodh Kaji P.M.S. Prasad Jyoti DeshpandePartner Chairman Director Director Director

DIN: 06646490 DIN:00192559 DIN: 00012144 DIN: 02303283

Nirupama Rao Ramesh Kumar Damani Ratnesh RukhariyarPlace: Mumbai Director Chief Financial Officer Company SecretaryDate: 24th April, 2018 DIN: 06954879

` in lakh Notes As at


31st March, 2017ASSETS

Non-current assetsProperty, plant and equipment 1 1,539 1,764 Intangible assets 1 350 1,044 Financial assets Investments 2 3,66,533 3,63,764 Loans 3 19,597 18,348 Other financial assets 4 1,255 1,042 Other non-current assets 5 3,978 3,735

Total Non-current Assets 3,93,252 3,89,697 Current assets

Inventories 6 35 57 Financial assets Investments 7 706 577 Trade receivables 8 4,581 4,008 Cash and cash equivalents 9 2 3 Bank balances other than cash and cash equivalents 10 226 259 Loans 11 1,133 4 Other financial assets 12 80 294 Other current assets 13 896 1,211

Total Current Assets 7,659 6,413 Total Assets 4,00,911 3,96,110

EQUITY AND LIABILITIESEquity

Equity share capital 15 52,347 52,347 Other Equity 16 1,95,278 2,01,599

Total Equity 2,47,625 2,53,946 LiabilitiesNon-current liabilities

Financial liabilities Borrowings 17 - 7

Provisions 18 362 275 Total Non-current Liabilities 362 282 Current liabilities

Financial liabilities Borrowings 19 1,26,473 1,14,844 Trade payables 20 2,709 3,606 Other financial liabilities 21 559 1,123 Other current liabilities 22 1,385 513 Provisions 23 21,798 21,796

Total Current Liabilities 1,52,924 1,41,882 Total Liabilities 1,53,286 1,42,164 Total Equity and Liabilities 4,00,911 3,96,110

Significant Accounting Policies and accompanying notes (1 to 44) are part of the financial statements.

BALANCE SHEETas at 31st March, 2018


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DIN: 06646490 DIN:00192559 DIN: 00012144 DIN: 02303283


STATEMENT OF PROFIT AND LOSS for the year ended 31st March, 2018

` in lakh

Notes 2017-18 2016-17

INCOME

Value of sales and services 8,026 6,686

Goods and Services Tax included in above 990 -

Revenue from operations 24 7,036 6,686

Other Income 25 9,244 1,519

Total Income 16,280 8,205

EXPENSES

Cost of materials consumed 26 110 166

Marketing, distribution and promotional expense 1,923 1,602

Employee benefits expense 27 6,534 5,572

Finance costs 28 7,755 7,037

Depreciation and amortisation expense 1 788 853

Other expenses 29 5,618 4,840

Total Expenses 22,728 20,070

Loss before Tax (6,448) (11,865)

Tax expense:

Current tax - short provision for tax relating to earlier years 14 - 4

Loss for the year (6,448) (11,869)

Other Comprehensive Income

Items that will not be reclassified to profit or loss 127 14

Total Other Comprehensive Income 127 14

Total Comprehensive Income for the year (6,321) (11,855)

Earnings per equity share of face value of ` 5 each

Basic and diluted (in `) 31 (0.62) (1.13)

Significant Accounting Policies and accompanying notes (1 to 44) are part of the financial statements.

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A. Equity Share Capital

` in lakh

Balance at the beginning of 1st April, 2016

Changes in equity share capital during

the year 2016-17


Changes in equity share capital during

the year 2017-18


52,347 - 52,347 - 52,347

B. Other Equity

` in lakh

Reserves and Surplus Other Comprehensive Income

Total

Capital Reserve

Securities premium

General reserve

Retained Earnings*

Equity instruments through Other


Balance at the beginning of 1st April, 2016 69 3,33,863 1,135 (1,22,215) 602 2,13,454

Total Comprehensive Income for the year - - - (11,830) (25) (11,855)

Balance as at the end of 31st March, 2017 69 3,33,863 1,135 (1,34,045) 577 2,01,599

Balance at the beginning of 1st April, 2017 69 3,33,863 1,135 (1,34,045) 577 2,01,599

Total Comprehensive Income for the year - - - (6,450) 129 (6,321)

Balance as at the end of 31st March, 2018 69 3,33,863 1,135 (1,40,495) 706 1,95,278

*Includes remeasurement of the defined benefit plan for the year amounting to ` 2 lakh (Previous Year ` 39 lakh).

STATEMENT OF CHANGES IN EQUITY for the year ended 31st March, 2018



DIN: 06646490 DIN:00192559 DIN: 00012144 DIN: 02303283



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CASH FLOW STATEMENT for the year ended 31st March, 2018

` in lakh 2017-18 2016-17

A: CASH FLOW FROM OPERATING ACTIVITIESLoss before tax as per Statement of Profit and Loss (6,448) (11,865)Adjusted for:(Profit)/ loss on sale/ discarding of Property, Plant and Equipment (net) 487 (2)Bad debts and allowance for doubtful trade receivables 2 22 Depreciation and amortisation expense 788 853 Effect of exchange rate change 10 - Liabilities and Provisions written back - (351)(Profit)/ loss on sale of investments (net) - (10)Net gain/ loss arising on financial assets designated at fair value through profit or loss (8,973) (899)

Amortisation of Lease rent 6 - Interest income (260) (253)Finance costs 7,755 7,037

(185) 6,397 Operating profit/ (loss) before working capital changes (6,633) (5,468)Adjusted for:Trade and other receivables (144) (1,357)Inventories 22 13 Trade and other payables (729) 1,420

(851) 76 Cash used in operations (7,484) (5,392)Taxes paid (net) (154) (309)Net cash used in operating activities (7,638) (5,701)

B: CASH FLOW FROM INVESTING ACTIVITIESPayment for Property, plant and equipment & Intangible assets (394) (1,141)Proceeds from disposal of Property, Plant and Equipment 45 19 Purchase of non-current investments (2,769) (36,895)Sale of investments - 10 Long term loan provided (142) - Proceeds from long term loans 7,866 - Loans given to related parties (1,138) 141 Net Withdrawal of/ (Investment in) fixed deposits 33 31 Interest income 51 62 Net cash generated from/ (used in) investing activities 3,552 (37,773)

C: CASH FLOW FROM FINANCING ACTIVITIESRepayment of long term borrowings (12) (4,016)Proceeds from current borrowings (net) 11,571 54,221 Interest paid (7,474) (7,076)Net cash generated from financing activities 4,085 43,129 Net decrease in cash and cash equivalents (1) (345)Opening balance of cash and cash equivalents 3 348 Closing balance of cash and cash equivalents (Refer Note 9) 2 3



DIN: 06646490 DIN:00192559 DIN: 00012144 DIN: 02303283


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NOTES TO THE FINANCIAL STATEMENTSfor the year ended 31st March, 2018

A CORPORATE INFORMATION Network18 Media & Investments Limited (“the Company”) is

a listed Company incorporated in India.

The registered office of the Company is situated at First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400 013, Maharashtra.

The Company is engaged in the business of publishing, digital and mobile content and allied businesses.

B SIGNIFICANT ACCOUNTING POLICIESB.1 Basis Of Preparation And Presentation The financial statements have been prepared on the

historical cost basis except for certain financial assets and liabilities, which have been measured at fair value amount.

The financial statements of the Company have been prepared to comply with the Indian Accounting standards (‘Ind AS’), including the rules notified under the relevant provisions of the Companies Act, 2013.

These financial statements are the Company’s Ind AS standalone financial statements.

The Company’s financial statements are presented in Indian Rupees (`), which is its functional currency and all values are rounded to the nearest lakh (` 00,000), except when otherwise indicated. “

B.2 Summary Of Significant Accounting Policies (a) Property, plant and equipment: Property, plant and equipment are stated at cost,

net of recoverable taxes, trade discount and rebates less accumulated depreciation and impairment losses, if any. Such cost includes purchase price, borrowing cost and any cost directly attributable to bringing the assets to its working condition for its intended use.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the entity and the cost can be measured reliably.

Depreciation on property, plant and equipment is provided using straight-line method. Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013. Leasehold improvements are depreciated over the period of lease agreement or the useful life whichever is shorter.



(b) Intangible assets: Intangible Assets are stated at cost of acquisition net

of recoverable taxes, trade discount and rebate less accumulated amortisation/ depletion and impairment loss, if any. Such cost includes purchase price, borrowing costs, and any cost directly attributable to bringing the asset to its working condition for the intended use.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate assets, as appropriate, only when it is probable that future economic benefits associated with the items will flow to the Company and cost can be measured reliably.


Computer software and Website costs are being amortised over its estimated useful life of 3 to 5 years.

(c) Leases: Leases are classified as finance leases whenever the

terms of the lease transfer substantially all the risks and


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rewards of ownership to the lessee. All other leases are classified as operating leases.

Leased assets: Assets held under finance leases are initially recognised

as assets of the Company at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.

Lease payments are apportioned between finance expenses and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance expenses are recognised immediately in the Statement of Profit and Loss, unless they are directly attributable to qualifying assets, in which case they are capitalized.


Operating lease payments are recognised as an expense in the Statement of Profit and Loss on a straight-line basis over the lease term. Where the rentals are structured solely to increase in line with expected general inflation to compensate for the Company’s expected inflationary cost increases, such increases are recognised in the year in which such benefits accrue.

(d) Borrowing Cost Borrowing costs that are directly attributable to the



(e) Inventories Items of inventories are measured at lower of cost and



(f) Impairment of non-financial assets - property, plant and equipment and intangible assets:

The Company assesses at each reporting dates as to whether there is any indication that any property, plant and equipment and intangible assets may be impaired. If any such indication exists the recoverable amount of an asset is estimated to determine the extent of impairment, if any.

An impairment loss is recognized in the Statement of Profit and Loss to the extent, asset’s carrying amount exceeds its recoverable amount. The recoverable amount is higher of an asset’s fair value less cost of disposal and value in use. Value in use is based on the estimated future cash flows, discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and risk specific to the assets.

The impairment loss recognised in prior accounting period is reversed if there has been a change in the estimate of recoverable amount.

(g) Provisions and Contingencies Provisions are recognised when the Company has

a present obligation as a result of a past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate

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that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities are disclosed unless the possibility of outflow of resources is remote. Contingent assets are neither recognised nor disclosed in the financial statements.

(h) Employee Benefits 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 as an expense during the period when the employees render the services.

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 recongnised as a liability as at the Balance Sheet date on the basis of actuarial valuation.

Post-Employment Benefits Defined Contribution Plans A defined contribution plan is a post-employment


Defined Benefit Plans The Company pays gratuity to the employees who has

completed five years of service with the Company at the time of resignation/ superannuation. The gratuity is paid @ 15 days salary for the every completed year of service as per the Payment of Gratuity Act, 1972.

The liability in respect of gratuity and other post-employment benefits is calculated using the Projected Unit Credit Method and spread over the period during

which the benefit is expected to be derived from employees’ services.


(i) Tax Expenses The tax expense for the period comprises current and

deferred tax. Tax is recognised in the Statement of Profit and Loss, except to the extent that it relates to items recognised in the comprehensive income or in equity.

i Current tax Current tax assets and liabilities are measured

at the amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted or substantively enacted at the Balance Sheet date.

ii Deferred tax Deferred tax is recognised on temporary

differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit.

Deferred income tax assets are reassessed at each reporting date and recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be utilised.

The carrying amount of deferred income tax assets are reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax assets to be utilised.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the


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asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of deferred tax liabilities and assets are reviewed at the end of each reporting period.

(j) Share based payments Equity- settled share-based payments to employees

and others providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight line basis over the vesting period, based on the Company`s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in Statement of Profit and Loss such that the cumulative expenses reflects the revised estimate, with a corresponding adjustment to the Share Based Payments Reserve.


(k) Foreign currencies transactions and translation Transactions in foreign currencies are recorded at the

exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency closing rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in the Statement of Profit and Loss.

Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction. Non-

monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item.

(l) Revenue recognition Revenue from operations includes sale of goods and

services. Sale of services includes advertisement revenue, subscription revenue, revenue from sponsorship of events, revenue from mobile short messaging, revenue from media related professional and consultancy services.

Sale of services is measured at the fair value of the consideration received or receivable, net of returns and allowances, trade discounts and volume rebates and excluding taxes or duties collected on behalf of the government. Revenue from rendering of services is recognised when the performance of agreed contractual task has been completed.

Sale of goods is measured at the fair value of the consideration received or receivable, net of returns and allowances, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the government. Revenue from sale of goods, is recognised when the significant risks and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated cost can be estimated reliably, there is no continuing effective control, or managerial involvement with, the goods, and the amount of revenue can be measured reliably.

Interest income Interest Income from a financial asset is recognised


Dividend income Dividend income is recognised when the Company’s

right to receive the payment has been established.

Standalone

131 232




(m) Financial instruments (i) Financial Assets A. Initial recognition and measurement: All financial assets are initially recognised at

fair value. Transaction costs that are directly attributable to the acquisition of financial assets, which are not accounted at fair value through profit or loss, are adjusted to the fair value on initial recognition. Purchase and sale of financial assets are recognised using trade date accounting.

B. Subsequent measurement: a) Financial assets carried at amortised cost A financial asset is subsequently measured at

amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The effective interest rate amortisation is included in other income in the Statement of Profit and Loss.

b) Financial assets at fair value through other comprehensive income (FVTOCI)

A financial asset is measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

c) Financial assets at fair value through profit or loss (FVTPL)

A financial asset which is not classified in any of the above categories are fair valued through profit or loss.

C. Investment in subsidiaries and associates The Company accounts its investments in

subsidiaries, associates and joint venture at cost.

D. Equity investments: All equity investments are measured at fair value,

with value changes recognised in Profit or Loss, except for those equity investments for which the Company has elected to present the value changes in ‘Other Comprehensive Income’.

E. Impairment of financial assets In accordance with Ind AS 109, the Company uses

‘Expected Credit Loss’ (ECL) model, for evaluating impairment assessment of financial assets other than those measured at fair value through profit or loss (FVTPL).


a) The 12-months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date); or


For trade receivables, Company applies ‘simplified approach’ which requires expected lifetime losses to be recognised from initial recognition of the receivable. Further, Company uses historical default rates to determine impairment loss on the portfolio of the trade receivables. At every reporting date, these historical default rates are reviewed and changes in the forward looking estimates are analysed.

For other assets, the Company uses 12 months ECL to provide for impairment loss where there is no significant increase in credit risk. If there


132 232


is significant increase in credit risk full lifetime ECL is used.

(ii) Financial Liabilities A. Initial recognition and measurement: All financial liabilities are recognized initially

at fair value and in case of loans net of directly attributable cost. Fees of recurring nature are directly recognised in the Statement of Profit and Loss as finance cost.

B. Subsequent measurement: Financial liabilities are carried at amortized cost


(iii) Derecognition of financial instruments The Company derecognizes a financial asset when

the contractual rights to the cash flows from the financial asset expire or it transfers the financial asset and the transfer qualifies for derecognition under Ind AS 109. A financial liability (or a part of a financial liability) is derecognized from the Company’s Balance Sheet when the obligation specified in the contract is discharged or cancelled or expires.

(iv) Offsetting Financial assets and financial liabilities are offset

and the net amount is presented in the balance sheet when, and only when, the Company has a legally enforceable right to set off the amount and it intends, either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

C CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY:

The preparation of the Company’s financial statements requires management to make judgement, estimates and assumptions that affect the reported amount of revenue, expenses, assets and liabilities and the accompanying

disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

a) Depreciation and useful lives of Property, plant and equipment and Intangible assets:

Property, plant and equipment are depreciated over the estimated useful lives of the assets, after taking into account their estimated residual value. Intangible assets are amortised over its estimated useful lives. Management reviews the estimated useful lives and residual values of the assets annually in order to determine the amount of depreciation/ amortisation to be recorded during any reporting period. The useful lives and residual values are based on the Company’s historical experience with similar assets and take into account anticipated technological changes. The depreciation/ amortisation for future periods is adjusted if there are significant changes from previous estimates.

b) Recoverability of trade receivable: Judgements are required in assessing the recoverability

of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment.

c) Provisions: Provisions and liabilities are recognized in the period when it

becomes probable that there will be a future outflow of funds resulting from past operations or events and the amount of cash outflow can be reliably estimated. The timing of recognition and quantification of the liability require the application of judgement to existing facts and circumstances, which can be subject to change. Since the cash outflows can take place many years in the future, the carrying amounts of provisions and liabilities are reviewed regularly and adjusted to take account of changing facts and circumstances.

d) Impairment of non-financial assets: The Company assesses at each reporting date whether

there is an indication that an asset may be impaired. If any

Standalone

133 232




indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or Cash Generating Units (“CGU’s”) fair value less costs of disposal and its value in use. It is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or a groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transaction are taken into account, if no such transactions can be identified, an appropriate valuation model is used.

e) Impairment of financial assets: The impairment provisions for financial assets are based

on assumptions about risk of default and expected cash loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

f) Defined benefit plans: The employment benefit obligations depends on a number

of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost/ income include the discount

rate, inflation and mortality assumptions. Any changes in these assumptions will impact upon the carrying amount of employment benefit obligations.

D STANDARDS ISSUED BUT NOT EFFECTIVE: On March 28, 2018, the Ministry of Corporate Affairs (MCA)

has notified Ind AS 115 - Revenue from Contract with Customers and certain amendment to existing Ind AS. These amendments shall be applicable to the Company from April 01, 2018.

i. Issue of Ind AS 115 - Revenue from Contracts with Customers:

Ind AS 115 will supersede the current revenue recognition guidance including Ind AS 18 Revenue, Ind AS 11 Construction Contracts and the related interpretations. Ind AS 115 provides a single model of accounting for revenue arising from contracts with customers based on the identification and satisfaction of performance obligations.

ii. Amendment to Existing issued Ind AS The MCA has also carried out amendments following

accounting standards. These are:

a Ind AS 21 - The Effects of Changes in Foreign Exchange Rates

b Ind AS 40 - Investment Property

c Ind AS 12 - Income Taxes

d Ind AS 28 - Investments in Associates and Joint Ventures and

e Ind AS 112 - Disclosure of Interests in Other Entities

Application of above standards are not expected to have any significant impact on the Company’s financial statements.


134 232


Not

e 1|

Pro

per

ty, p

lan

t an

d e

qu

ipm

ent

and

Inta

ng

ible

ass

ets

`

in la

kh

Des

crip

tion

Gro

ss B

lock

Dep

reci

atio

n/ A

mor

tisa

tion

Net

Blo

ck

As

at 1

st

Apr

il,

2017

Add

itio

nsD

educ

tions

/ A

djus

tmen

tsA

s at

31s

t M

arch

, 20

18

As

at 1

st

Apr

il,

2017

For t

he

year

Ded

ucti

ons/

A

djus

tmen

tsA

s at

31s

t M

arch

, 20

18

As

at 3

1st

Mar

ch,

2018

As

at 3

1st

Mar

ch,

2017

1.1

Prop

erty

, Pla

nt a

nd

Equi

pmen

t

Tang

ible

Ass

ets:

Free

hold

land

6

- -

6

- -

- -

6

6

Leas

ehol

d Im

prov

emen

t 1

,112

-

- 1

,112

9

56

38

- 9

94

118

1

56

Build

ing

88

- -

88

36

1

- 3

7 5

1 5

2

Plan

t and

Equ

ipm

ent

493

1

7 1

5

09

379

2

4 -

403

1

06

114

Info

rmat

ion

Tech

nolo

gy a

nd

rela

ted

equi

pmen

t 5

,118

3

66

588

4

,896

3

,831

4

79

579

3

,731

1

,165

1

,287

Furn

iture

and

Fix

ture

541

1

-

542

4

76

10

- 4

86

56

65

Vehi

cles

280

-

122

1

58

196

1

8 9

3 1

21

37

84

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nd (`

40,

000)

0 -

- 0

- -

- -

0 0

Tota

l 7

,638

3

84

711

7

,311

5

,874

5

70

672

5

,772

1

,539

1

,764

Prev

ious

yea

r 6

,877

9

24

163

7

,638

5

,515

5

04

146

5

,874

1

,764

1

,362

1.2

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e 1

,813

8

3

1

,818

1

,411

1

15

1

1,5

25

293

4

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ts 2

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9

8

20

1,3

78

1,5

47

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3

29

1,3

21

57

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Tot

al

4,0

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17

823

3

,196

2

,958

2

18

330

2

,846

3

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1,0

44

Prev

ious

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,646

3

56

- 4

,002

2

,609

3

49

- 2

,958

1

,044

1

,037

Gra

nd T

otal

11,

640

401

1

,534

1

0,50

7 8

,832

7

88

1,0

02

8,6

18

1,8

89

2,8

08

Prev

ious

yea

r 1

0,52

3 1

,280

1

63

11,

640

8,1

25

853

1

46

8,8

32

2,8

08

2,3

98

Standalone

135 232




Note 2|Non-current Investments ` in lakhAs at 31st March, 2018 As at 31st March, 2017

Units Amount Units AmountInvestments measured at Cost(i) In equity instruments (a) Subsidiary companies (Quoted)-Fully paid up

Equity shares of ` 2 each in TV18 Broadcast Limited 87,70,35,062 2,56,224 87,70,35,062 2,56,224 Equity shares of ` 10 each in Infomedia Press Limited 2,54,42,694 24,665 2,54,42,694 24,665 Less: Impairment in value of investments (24,619) (24,619)

2,56,270 2,56,270 (b) In Corpus of Trust (Unquoted)

Beneficiary interest in Network 18 Media Trust (Network18 Media Trust holds 11,586,762 Equity shares of the Company)

18,157 18,157

Less: Impairment in value of investments (13,882) (13,882) 4,275 4,275

(c) Subsidiary companies (Unquoted)-Fully paid upEquity shares of USD 1 each in Network18 Holdings Limited, Mauritius

15,00,000 679 15,00,000 679

Equity shares of USD 1 each in Television Eighteen Media and Investments Limited, Mauritius

1,00,001 40 1,00,001 40

Equity shares of ` 10 each in Digital18 Media Limited 50,000 5 50,000 5 Less: Impairment in value of investments (5) (5)Equity shares of USD 1 each in Television Eighteen Mauritius Limited, Mauritius

1,22,95,000 1,606 1,22,95,000 1,606

Equity shares of ` 10 each in Capital18 Fincap Private Limited 10,000 1 10,000 1 Less: Impairment in value of investments (1) (1)Equity shares ` 10 each in TV18 Home Shopping Network Limited - - 2,94,658 17,591

2,325 19,916 (d) Associate Companies (Unquoted) - Fully paid up

Equity shares of ` 10 each in Big Tree Entertainment Private Limited.

5,18,781 490 5,18,781 490

Equity shares ` 10 each in TV18 Home Shopping Network Limited

7,67,196 45,299 - -

45,789 490 (ii) In preference shares (a) Subsidiary companies (Unquoted)-Fully paid up

Optional fully convertible preference shares of USD 1 fully paid up in Television Eighteen Media and Investments Limited, Mauritius

4,91,18,691 20,103 4,91,18,691 20,103

15% Optional fully convertible preference shares of ` 10 each in Capital18 Fincap Private Limited

25,48,000 11,007 25,48,000 11,007

Less: Impairment in value of investments (11,007) (11,007)0.001% Non-cumulative compulsorily convertible preference shares of ` 100 each in TV18 Home Shopping Network Limited.(converted into 393,885 Equity shares of face value of ` 10 each)"

- - 2,44,497 24,939

20,103 45,042


136 232


Note 2|Non-current Investments ` in lakhAs at 31st March, 2018 As at 31st March, 2017

Units Amount Units Amount(b) Associate companies (Unquoted)-Fully paid up

Compulsorily convertible preference shares Series B of ` 1,000 each in Big Tree Entertainment Private Limited

2,32,356 4,768 2,32,356 4,768

Compulsorily convertible preference shares Series C of ` 1000 each in Big Tree Entertainment Private Limited

363,207 19,014 3,63,207 19,014

23,782 23,782 (iii) In debentures of(a) Subsidiary companies (Unquoted) Fully paid up

Zero coupon optionally fully convertible debentures of ` 1000 each in Capital18 Fincap Private Limited

7,88,902 5,784 7,88,902 5,784

Zero coupon optionally fully convertible debentures of ` 1000 each in Digital18 Media Limited

4,94,500 4,945 4,94,500 4,945

Less: Impairment in value of investments (4,320) (4,320)Zero coupon optionally fully convertible debentures of ` 1000 each in RRB Investments Private Limited

2,70,400 2,704 2,70,400 2,704

Less: Impairment in value of investments (2,604) (2,604)Zero coupon optionally fully convertible debentures of USD 1 each in Network18 Holdings Limited, Mauritius Investments measured at Amortised Cost

1,20,00,000 7,180 1,20,00,000 7,180

13,689 13,689 Investments measured at Amortised Cost

(iv) Others (Unquoted) Fully paid up(a) Unsecured redeemable non-convertible, upper Tier II Bonds of

Yes Bank Limited of ` 1,000,000 each 30 300 30 300

300 300 Total Non Current Investments 3,66,533 3,63,764

2.1 Category-wise Non current InvestmentFinancial assets measured at Cost 3,66,233 3,63,464 Financial assets measured at Amortised Cost 300 300 Total Non Current Investments 3,66,533 3,63,764 Aggregate amount of quoted investments 2,80,889 2,80,889 Aggregate market value of quoted investments 5,89,241 3,69,601 Aggregate amount of unquoted investments 1,42,082 1,39,313 Aggregate amount of impairment in value of investments (56,438) (56,438)

2.2 The list of subsidiaries, joint ventures and associates along with proportion of ownership interest held and country of incorporation are disclosed under Corporate Information of the Consolidated Financial Statement

2.3 During the previous year, the Company received 11,08,800 bonus shares of Big Tree Entertainment Private Limited

(Contd.)

Standalone

137 232




Note 3|Loans - Non-current ` in lakhAs at


31st March, 2017(Unsecured and considered good)(a) Loans to Related parties 2,456 2,314 (b) Loans to Others 17,141 16,034 Total 19,597 18,348

3.1 Loans given to Subsidiaries:

Name of the Company 31st March, 2018 31st March, 20171 Infomedia Press Limited 2 456 2,314 Total 2,456 2,314

All the above loans have been given for business purposes/ corporate general purpose.

Note 4|Other financial assets - Non-current ` in lakhAs at


31st March, 2017Fixed Deposits under lien with Government authorities - 3 Security deposits (Unsecured and considered good) 70 27 Interest accrued but not due on loan 1,185 1,012

1,255 1,042

Note 5|Other non-current assets ` in lakhAs at


31st March, 2017(Unsecured and considered good)Capital Advances 1 - Advance Income Tax (Net of Provision NIL (Previous year ` 305 lakh)) 3,836 3,682 Prepaid Expenses 141 53 Total 3,978 3,735

Note 6|Inventories ` in lakhAs at


31st March, 2017(valued at lower of cost or net realisable value)Raw Materials 35 57 Total 35 57


138 232


Note 7|Investments - current ` in lakhAs at


31st March, 2017Measured at Fair value through Other Comprehensive Income (FVTOCI)In Equity Shares (Quoted) - Fully paid up 6,98,288 (previous year 6,98,288) equity shares of ` 10 each in DEN Networks Limited 706 577 The book value is nominal.Total 706 577

Note 8|Trade receivables ` in lakhAs at


31st March, 2017Unsecured and considered good 4,581 4,008 Unsecured and considered doubtful 551 1,284

5,132 5,292 Less:- Allowance for doubtful receivables 551 1,284 Total 4,581 4,008

8.1 Movement in allowance for doubtful receivables



At the beginning of the year 1,284 1,051 Movement during the year (733) 233 At the end of the year 551 1,284

Note 9|Cash and cash equivalents ` in lakhAs at


31st March, 2017Balances with bankIn current accounts 2 3 Total 2 3

Note 10|Bank balances other than cash and cash equivalents ` in lakhAs at


31st March, 2017Earmarked balances with bank:Balance with bank towards deposit which remain unclaimed and interest thereon 216 252 Balance with bank towards non-cumulative convertible redemable preference shares which remain unclaimed

7 7

Fixed deposits under lien with Government authorities 3 - Total 226 259

Standalone

139 232




Note 11|Loans - current ` in lakhAs at


31st March, 2017(Unsecured and considered good)Loans to related parties 1,133 1 Loans to others - 3 Total 1,133 4

11.1 Loans given to related parties:As at


31st March, 2017(i) Loans to Subsidiaries Company: Name of the Company Digital 18 Media Limited 450 - Greycells 18 Media Ltd 682 - Network18 Media Trust 1 1 Total 1,133 1 The above loan has been given for business purpose/ corporate general purpose.(ii) Loans are repayable within 1 year.

Note 12|Other financial assets - current ` in lakhAs at


31st March, 2017Interest accrued on Loans and Investments 52 16 Security deposits (unsecured and considered good) 28 59 Unbilled revenue - 161 Other receivables from related parties - 58 Total 80 294

Note 13|Other current assets ` in lakhAs at


31st March, 2017Advances to vendors 16 15 Advances to related parties 64 - Prepaid expenses 204 791 Balance with Government tax authorities 582 388 Others 30 17 Total 896 1,211


140 232


Note 14|Taxation ` in lakh

2017-18 2016-17

a) Income tax recognised in Statement of Profit and Loss

Current tax in respect of earlier years - 4

Total income tax expenses recognised in the current year - 4

b) The income tax expenses for the year can be reconciled to the accounting profit as follows:

Loss before tax (6,448) (11,869)

Applicable Tax Rate 26.00% 30.90%

Computed Tax Expense (1,676) (3,668)

Deferred tax on unused tax losses and tax offset 1,676 3,668

Tax expenses recognised in the Statement of Profit and Loss - -

Deferred Tax

The Company has not recognised the deferred tax assets (net) amounting to ` 28,546 lakh (Previous year ` 33,509 lakh) arising out of tangible and intangible assets, financials assets, unabsorbed depreciation, brought forward tax losses and other items due to non-existence of probability of taxable income against which the assets can be realised. The same shall be reassessed at subsequent balance sheet date.

` in lakh



c) Advance tax (net of provision)

At start of year 3,682 3,377

Short provision for earlier years - 4

Tax paid 154 309

At end of the year 3,836 3,682

Standalone

141 232




Note 15|Equity share capital Particulars As at 31st March, 2018 As at 31st March, 2017

Number of Shares

` in lakh Number of Shares

` in lakh

(a) Authorised Share Capital:Equity shares of ` 5 each 5,00,00,00,000 2,50,000 5,00,00,00,000 2,50,000 Preference shares of ` 100 each 11,00,000 1,100 11,00,000 1,100 Preference shares of ` 200 each 1,05,00,000 21,000 1,05,00,000 21,000 Preference shares of ` 10 each 1,55,00,000 1,550 1,55,00,000 1,550

(b) Issued, Subscribed and fully paid upEquity Shares of ` 5 each(i) Issued 1,04,69,48,519 52,347 1,04,69,48,519 52,347 (ii) Subscribed and fully paid up 1,04,69,48,519 52,347 1,04,69,48,519 52,347 Total 1,04,69,48,519 52,347 1,04,69,48,519 52,347

15.1 The Company has only one class of equity share having par value of ` 5 per share. Each holder of equity share is entitled to one vote per share held. All the equity shares rank pari passu in all respects including but not limited to entitlement for dividend, bonus issue and rights issue. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all liabilities, in proportion to their shareholding.

15.2 Details of shares held by each shareholder holding more than 5% shares :

Particulars As at 31st March, 2018 As at 31st March, 2017 Number of

Shares% Holding Number of

Shares% Holding

1 RRB Mediasoft Private Limited 10,85,15,123 10.36% 10,85,15,123 10.36%2 RB Mediasoft Private Limited 12,75,60,417 12.18% 12,75,60,417 12.18%3 RB Media Holdings Private Limited 12,75,28,586 12.18% 12,75,28,586 12.18%4 Watermark Infratech Private Limited 12,75,28,287 12.18% 12,75,28,287 12.18%5 Colorful Media Private Limited 12,75,28,287 12.18% 12,75,28,287 12.18%6 Adventure Marketing Private Limited 12,75,28,287 12.18% 12,75,28,287 12.18%

15.3 There are no bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date.

15.4 Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting year:

Particulars As at 31st March, 2018 As at 31st March, 2017

Number of Shares


` in lakh

Equity Shares opening balance 1,04,69,48,519 52,347 1,04,69,48,519 52,347

Add : Shares issued during the year - - - -

Equity Shares closing balance 1,04,69,48,519 52,347 1,04,69,48,519 52,347


142 232


Note 16|Other Equity ` in lakhAs at


31st March, 2017a. Reserves and Surplus

i Capital reserveAs per last Balance Sheet 69 69

69 69 ii Securities premium account

As per last Balance Sheet 3,33,863 3,33,863 3,33,863 3,33,863

iii General reserveAs per last Balance Sheet 1,135 1,135

1,135 1,135 iv Retained Earnings

As per last Balance Sheet (1,34,045) (1,22,215)Add: Loss for the year (6,448) (11,869)Add: Remeasurement of the defined benefit plan (2) 39

(1,40,495) (1,34,045)v Other Comprehensive Income (OCI)

As per last Balance Sheet 577 602 Add: Movement in OCI (net) during the year 129 (25)

706 577

Total of Other Equity 1,95,278 2,01,599

Note 17|Borrowings ` in lakhAs at 31st March, 2018 As at 31st March, 2017

Non-current Current Non-current CurrentSecured

Term Loans - from Bank - - 7 5 Total - - 7 5

17.1 Security details of borrowings are as follows.

Particular As at 31st March, 2018


Term loans was secured by hypothecation of the vehicle financed therefrom and was payable in equal monthly installments of 48-60 months

- 12

Total - 12

Standalone

143 232




Note 18|Provisions - Non-current ` in lakh



Provision for employee benefits

Provision for compensated absences 142 106

Provision for gratuity (Refer Note 27.2) 220 169

Total 362 275

Note 19|Borrowings - Current ` in lakh



Overdraft/ Cash Credit/ Working Capital Demand Loan ("WCDL") from Banks:

Secured - 228

Unsecured 24,104 3,184

Commercial paper (unsecured)

From Banks 4,988 -

Others 91,081 1,00,000

Loans from related parties* 6,300 11,432

Total 1,26,473 1,14,844

19.1 Security and repayment details for overdraft/ cash credit facilities including working capital demand loans is as follows:



i) The Overdraft/ Cash Credit/ WCDL from Banks is repayable on demand. This loan was secured against first pari passu hypothecation charge on all existing and future current assets and movable fixed assets of the Company.

- 228

Total - 228

ii) Unsecured overdraft/ Cash Credit/ WCDL from a Bank is payable on demand

iii) The above bank loans carry an interest rate reference to the respective bank's marginal cost of lending rate ('MCLR') and mutually agreed spread.

iv) All commercial papers are repayable within a year

v) Loans from related parties repayable within a year (*includes interest accrued and due amounting to Nil (previous year ` 1,732 lakh).


144 232


Note 20|Trade payables ` in lakh



Micro, Small and Medium Enterprises (` 49,380) 4 0

Others 2,705 3,606

Total 2,709 3,606

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 ̀ 4 lakh (Previous year ̀ 0.49 lakh) under the terms of the MSMED Act, 2006. Dues to Micro and Small Enterprises have been determined to the extent such parties have been identified on the basis of information provided by the parties.

20.1 The details of amounts outstanding to Micro, Small and Medium Enterprises based on available information with the Company is as under:

Particulars As at 31st March, 2018


Principal amount due and remaining unpaid (` 49,380) 4 0

Interest due on above and the unpaid interest - -

Interest paid - -

Payment made beyond the appointed day during the year - -

Interest accrued and remaining unpaid - -

Amount of further interest remaining due and payable in succeeding years - -

Note 21|Other financial liabilities - Current ` in lakh



Current maturities of long term debt from banks - 5

Security Deposits 47 69

Interest accrued but not due on borrowings 281 -

Unclaimed preference shares redemption amount 7 7

Unclaimed matured deposits and interest accrued on deposits 216 252

Others 8 790

Total 559 1,123

Standalone

145 232




Note 22|Other Current Liabilities ` in lakh



Unearned revenue 29 -

Other payables

Statutory dues 303 343

Advances from customers 172 170

Others* 881 -

Total 1,385 513

*includes employee related payables.

Note 23|Provisions - current ` in lakh



Provision for employee benefits

Provision for compensated absences 4 3

Provision for gratuity (Refer Note 27.2) 4 3

8 6

Other Provisions

Provision for Indemnity (Refer Note 23.1) 21,726 21,726

Provision for Sales Return 64 64

Total 21,798 21,796

23.1 During the year ended 31 March, 2011, Roptonal Limited, Cyprus ('Roptonal') a subsidiary of the Company's then jointly controlled entity, Viacom18 Media Private Limited made a public offer for purchase of entire issued capital of The Indian Film Company Limited, Guernsey (‘TIFC’). The Company and its subsidiary, Network18 Holdings Limited, Mauritius ('Network18 Holdings'), in their capacity as shareholders in TIFC accepted the public offer. Further, pursuant to an agreement between Roptonal and Network18 Holdings, Network18 Holdings has agreed to indemnify Roptonal against the amount, if any, by which the net cash generated by TIFC from its existing film library in respect of the period from the date on which the aforementioned public offer becomes unconditional up to 21st July, 2014 is less than the net asset value of the film library as per the TIFC’s therein mentioned accounts for the year ended 31st March, 2010.

Network18 Holdings has also agreed to indemnify Roptonal against certain Indian tax liabilities that may potentially arise in TIFC or Roptonal in respect of certain withholding tax recoveries stated in TIFC’s financial statements and other taxes relating to the sale of Network18 Holding's shares in TIFC. The aforementioned agreement further provided that if Network18 Holding does not undertake the indemnity obligations agreed in the agreement, the indemnity shall be provided by the Company.

During the previous years, based on the assessment of estimated cash flow of the indemnified assets, the Company has estimated the liability as ` 21,726 lakh.


146 232


Note 24|Revenue from Operations ` in lakh

2017-18 2016-17

Sale of services 6,697 5,978

Sale of Products 156 238

Other operating revenues 183 470

Total 7,036 6,686

Note 25|Other Income ` in lakh



Interest income on

Loans and advances 232 251

Deposit accounts with banks - 2

Others 34 6

266 259

Net gain/ loss arising on sale of investments - 10

Write back of earlier years' expense provisions - 351

Net gain/ loss arising on financial assets designated at fair value through profit or loss 8,973 899

Other Miscellaneous Income 5 -

Total 9,244 1,519

Note 26|Cost of materials consumed ` in lakh

2017-18 2016-17

Opening balance 57 70

Add : Purchases during the year 88 153

Less: Closing balance 35 57

Total 110 166

Note 27|Employee Benefits Expense ` in lakh2017-18 2016-17

Salaries and wages 5,829 4,845

Contribution to provident and other funds 317 227

Gratuity expense (Refer Note 27.2) 87 66

Staff welfare expenses 301 434

Total 6,534 5,572

Standalone

147 232




27.1 Defined contribution plans The Company makes Provident Fund, Pension Fund and Employee State Insurance scheme contributions to the relevant authorities,

which are defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits.

Contribution to Defined Contribution Plans, recognised as expense for the year is as under:

Particulars For the year

2017-18 2016-17

Employer’s Contribution to Provident Fund 210 187Employer’s Contribution to Pension Fund 83 38Employer’s Contribution to Employees State Insurance 3 2

27.2 Defined benefit plans The present value of obligation is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises

each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation for compensated absences is recognised in the same manner as gratuity.

i) Reconciliation of opening and closing balances of Defined Benefit Obligation:

Particulars Gratuity (Unfunded)

2017-18 2016-17

Defined Benefit obligation at beginning of the year 172 193 Current Service Cost 74 50 Interest Cost 13 16 Actuarial (gain)/ loss 2 (39)Benefits paid (37) (48)

Defined Benefit obligation at year end 224 172

ii) Expenses recognised during the year:


2017-18 2016-17

In Income Statement

Current Service Cost 74 50

Interest Cost 13 16

Net Cost 87 66

In Other Comprehensive Income (OCI)

Actuarial gain / (loss) for the year on defined benefit obligation 2 (39)

Net expense/ income for the year recognised in OCI 2 (39)


148 232


iii) Actuarial assumptions:

Particulars For the year

2017-18 2016-17

Mortality Table IALM (06-08) IALM (06-08)Discount rate (per annum) 7.70% 7.60%Rate of escalation in salary (per annum) 5.50% 5.50%

IALM - Indian Assured Lives Mortality

The discount rate is based on the prevailing market yields of Government of India Bonds as at the Balance Sheet date for the estimated terms of the obligations.


iv) Sensitivity Analysis Significant Actuarial assumptions for the determination of the defined benefit obligation discount rate, expected salary

increase and employee turnover. The sensitivity analysis below, have been determined based on reasonable possible change of the assumptions occurring at the end of the reporting period, while holding all other assumptions constant. The result of Sensitivity Analysis is given below:


2017-18 2016-17

a) Impact of the change in discount rate Present value of obligation at the end of the period 224 172 i) Impact due to increase of 0.50% (14) (12) ii) Impact due to decrease of 0.50% 16 14 b) Impact of the change in salary increase Present value of obligation at the end of the period 224 172 i) Impact due to increase of 0.50% 15 14 ii) Impact due to decrease of 0.50% (14) (13)

These plans typically expose the Company to actuarial risks such as: interest risk, longevity risk and salary risk.

(A) Interest risk - A decrease in the discount rate will increase the plan liability.

(B) Longevity risk – The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

(C) Salary risk – The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.

Standalone

149 232




Note 28|Finance Costs ` in lakh

2017-18 2016-17

Interest cost 7,739 7,015

Other borrowing costs 16 22

Total 7,755 7,037

Note 29|Other Expenses ` in lakh



Royalty expenses 35 -

Content expenses 1,472 1,010

Other production expenses 963 407

Repairs to building 1 8

Repairs to plant and equipment 19 55

Other repairs 66 108

Electricity expenses 97 130

Insurance 28 30

Travelling and conveyance expenses 463 644

Director sitting fees 60 63

Professional and Legal fees (Refer Note 29.1) 410 371

Rent 754 795

Rates and taxes 68 1

(Profit)/ Loss on sale/ discarding of assets (net) 487 (2)

Net foreign exchange loss/ (gain) 17 (8)

Bad debts and allowance for doubtful trade receivables 2 22

Other establishment expenses 676 1,206

Total 5,618 4,840

29.1 Payment to Auditors :

Particulars 2017-18 2016-17

(a) Statutory Audit fees 35 35

(b) Limited review fees 35 35

Total 70 70


150 232


Note 30|Corporate Social Responsibility (CSR)

(a) CSR amount required to be spent as per Section 135 of the Companies Act, 2013 read with Schedule VII thereto by the company during the year is NIL (Previous year NIL).

Note 31|Earnings per Share (EPS) As at


31st March, 2017i) Net Loss after tax as per Statement of Profit and Loss attributable to Equity

Shareholders (` in lakh) (6,448) (11,869)

ii) Weighted average number of equity shares used as denominator for calculating basic and diluted EPS

1,04,69,48,519 1,04,69,48,519

iii) Basic and diluted Earnings per Share (`) (0.62) (1.13)iv) Face Value per Equity Share (`) 5.00 5.00

Note 32|Related parties disclosures

As per Ind AS 24, the disclosures of transactions with the related parties are given below. (a) List of related parties where control exists and related parties with whom transactions have taken place and

relationships:

Sr. No.

Name of the Related Parties Relationships


Enterprises exercising control

2 Adventure Marketing Private Limited *3 Watermark Infratech Private Limited *4 Colorful Media Private Limited *5 RB Media Holdings Private Limited *6 RB Mediasoft Private Limited *7 RRB Mediasoft Private Limited *8 RB Holdings Private Limited *9 Teesta Retail Private Limited10 Reliance Industries Limited Beneficiary/ Protector of Independent

Media Trust11 Reliance Industrial Investments and Holdings Limited12 IBN Lokmat News Private Limited

Joint Ventures of subsidiary

13 Viacom18 Media Private Limited @14 IndiaCast Media Distribution Private Limited @15 Viacom18 Media UK Limited @16 IndiaCast UK Limited @17 IndiaCast US Limited @18 Viacom18 US Inc @19 Roptonal Limited @

Standalone

151 232




Sr. No.

Name of the Related Parties Relationships

20 24X7 Learnings Private Limited

Associates21 Big Tree Entertainment Private Limited22 Foodfesta Wellcare Private Limited23 TV18 Home Shopping Network Limited (w.e.f. 15.2.2018)24 AETN18 Media Private Limited

Subsidiaries

25 Capital18 Fincap Private Limited26 Coloseum Media Private Limited27 Digital18 Media Limited 28 E-18 Limited29 e-Eighteen.com Limited30 Equator Trading Enterprises Private Limited31 ibn18 (Mauritius) Ltd.32 Infomedia Press Limited33 Moneycontrol.Dot Com India Limited34 Network18 Holdings Ltd.35 NW18 HSN Holdings PLC (upto 14.2.2018)36 Panorama Television Private Limited37 Reed Infomedia India Private Limited38 RRB Investments Private Limited39 RRK Finhold Private Limited40 RVT Finhold Private Limited41 Setpro18 Distribution Limited42 Television Eighteen Mauritius Limited43 Television Eighteen Media and Investment Limited44 TV18 Broadcast Limited45 TV18 Home Shopping Network Limited (upto 14.2.2018)46 Viacom18 Media Private Limited@47 IndiaCast Media Distribution Private Limited@48 Viacom18 Media UK Limited@49 IndiaCast UK Limited@50 IndiaCast US Limited@51 Viacom18 US Inc@52 Roptonal Limited@53 Web18 Holdings Limited54 Web18 Software Services Limited55 Greycells18 Media Limited56 RVT Media Private Limited57 Network18 Media Trust58 Reliance Jio Messaging Service Private Limited

Fellow Subsidiaries59 Reliance Jio Digital Services Private Limited60 Reliance Corporate IT Park Limited61 Reliance Jio Infocomm Limited62 Reliance Retail Limited

* Controlled by Independent Media Trust of which Reliance Industries Limited is the sole beneficiary @ Accounted as Joint venture till 28.02.2018 and as subsidary w.e.f. 01.03.2018


152 232


(b) Details of transactions and balances with related parties` in lakh

Particulars Beneficiary/ Protector of

Independent Media Trust

Joint Ventures of

subsidiary

Associates Fellow Subsidiaries

Subsidiaries

(i) Transactions during the year(a) Income from operations

e-Eighteen.com Limited - - - - 129 - - - - -

Reliance Jio Messaging Service Private Limited - - - 1 - - - - (256) -

TV18 Broadcast Limited - - - - 328 - - - - (189)

Viacom18 Media Private Limited - 8 - - 24 - (48) - - -

Digital 18 Media Limited - - - - 2 - - - - -

Greycells 18 Media Limited - - - - - - - - - (112)

Reliance Jio Digital Services Private Limited - - - - - - - - (5) -

TOTAL - 8 - 1 483 - (48) - (261) (301)

(b) Expenditure for services receivedAETN18 Media Private Limited - - - - 3

- - - - - Colosceum Media Private Limited - - - - 2

- - - - - Digital 18 Media Limited - - - - 5

- - - - -

e-Eighteen.com Limited - - - - 79 - - - - -

Reliance Corporate IT Park Limited - - - 20 - - - - - -

Reliance Jio Infocomm Limited - - - 1 - - - - - -

Reliance Retail Limited - - - 2 - - - - - -

TV18 Broadcast Limited - - - - 12 - - - - (78)

Web18 Software Services Limited - - - - - - - - - (6)

TOTAL - - - 23 101 - - - - (84)

Standalone

153 232




` in lakhParticulars Beneficiary/

Protector of Independent

Media Trust

Joint Ventures of

subsidiary


Subsidiaries

(c) Interest income Digital 18 Media Limited - - - - 18

- - - - - Greycells 18 Media Limited - - - - 22

- - - - - Infomedia Press Limited - - - - 192

- - - - (223)TOTAL - - - - 232

- - - - (223)(d) Interest expenses

e-Eighteen.com Limited - - - - 340 - - - - (391)

TV18 Broadcast Limited - - - - 517 - - - - (1,534)

TOTAL - - - - 857 - - - - (1,925)

(e) Reimbursement of expenses (paid)Big Tree Entertainment Private Limited - - 2 - -

- - (2) - - e-Eighteen.com Limited - - - - 809

- - - - (656)Greycells 18 Media Limited - - - - 1

- - - - (4)Panorama Television Private Limited (` 18,000) - - - - 0

- - - - - TV18 Broadcast Limited - - - - 222

- - - - (600) 24 X 7 Learning Private Limited - - - - -

- - (7) - - TOTAL - - 2 - 1,032

- - (9) - (1,260)(f) Reimbursement of expenses (received)

Big Tree Entertainment Private Limited - - 2 - - - - (43) - -

Digital 18 Media Limited - - - - 12 - - - - (9)

e-Eighteen.com Limited - - - - 1,434 - - - - (850)

Greycells 18 Media Limited - - - - 17 - - - - (12)


154 232




Media Trust

Joint Ventures of

subsidiary


Subsidiaries

IBN Lokmat News Private Limited - 2 - - - - (3) - - -

Moneycontrol Dot Com India Limited - - - - 26 - - - - -

TV18 Broadcast Limited (` 26,941) - - - - 0 - - - - (124)

TV18 Home Shopping Network Limited - - 6 - 19 - - - - (79)

Viacom18 Media Private Limited - - - - - - (143) - - -

AETN18 Media Private Limited - - - - - - - - - (4)

Colosceum Media Private Limited - - - - - - - - - (1)

Panorama Television Private Limited - - - - - - - - - (11)

TOTAL - 2 8 - 1,508 - (146) (43) - (1,090)

(g) Assets purchasedReliance Retail Limited - - - 17 -

- - - - - TOTAL - - - 17 -

- - - - - (h) Loans /advances given during the year

Capital18 Fincap Private Limited - - - - - - - - - (18)

Digital 18 Media Limited - - - - 450 - - - - -

Greycells 18 Media Limited - - - - 682 - - - - -

Infomedia Press Limited - - - - 142 - - - - (127)

Web18 Software Services Limited - - - - - (` 14,000) - - - - (0)Moneycontrol Dot Com India Limited - - - - - (` 7,085) - - - - (0)Reliance Jio Infocomm Limited (` 3,960) - - - 0 -

- - - - - TOTAL - - - 0 1,274

- - - - (145)

Standalone

155 232






Media Trust

Joint Ventures of

subsidiary


Subsidiaries

(i) Loans /advances taken during the yearBig Tree Entertainment Private Limited - - - - -

- - (12) - - Moneycontrol Dot Com India Limited - - - - - (` 2,012) - - - - (0)TV18 Broadcast Limited - - - - 4,500

- - - - (14,001)e-Eighteen.com Limited - - - - 2,100

- - - - - TOTAL - - - - 6,600

- - (12) - (14,001)(j) Loans /advances received back during the year

TV18 Broadcast Limited - - - - 10,000 - - - - (28,500)

TOTAL - - - - 10,000 - - - - (28,500)

(k) Investments during the yearBig Tree Entertainment Private Limited - - - - -

- - (19,014) - - Digital 18 Media Limited - - - - -

- - - - (150)Capital18 Fincap Private Limited - - - - -

- - - - (340)RRB Investments Private Limited - - - - -

- - - - (100)TV18 Home Shopping Network Limited - - - - 2,769

- - - - (17,591)TOTAL - - - - 2,769

- - (19,014) - (18,181)(l) Sale of undertaking

Foodfesta Wellcare Private Limited - - 7 - - - - - - -

TOTAL - - 7 - - - - - - -


156 232




Media Trust

Joint Ventures of

subsidiary


Subsidiaries

(ii) Balances at the year end(a) Loan & Advances Receivable (including

Interest Accrued)Digital 18 Media Limited - - - - 466

(Maximum loan balance outstanding during the year ` 450 lakh)

- - - - -

Greycells 18 Media Limited - - - - 701


- - - - -

Infomedia Press Limited - - - - 3,640

(Maximum loan balance outstanding during the year ` 2,456 lakh)

- - - - (3,326)

Network18 Media Trust - - - - 1


- - - - (1)

TOTAL - - - - 4,808 - - - - (3,327)

(b) Outstanding Loans and Advances taken (including interest accrued)e-Eighteen.com Limited - - - - 6,581

- - - - (4,552)

TV18 Broadcast Limited - - - - -

- - - - (6,880)

TOTAL - - - - 6,581 - - - - (11,432)

(c) Trade ReceivablesAETN18 Media Private Limited - - - - -

- - - - (2)

Big Tree Entertainment Private Limited - - 10 - -

- - - - -

Capital18 Fincap Private Limited - - - - 18

- - - - (18)

Digital 18 Media Limited - - - - 6

- - - - (1)

e-Eighteen.com Limited - - - - 535

- - - - (209)

Standalone

157 232






Media Trust

Joint Ventures of

subsidiary


Subsidiaries

Greycells 18 Media Limited - - - - -

- - - - (151)

IBN Lokmat News Private Limited - 1 - - -

- (1) - - -

Moneycontrol Dot Com India Limited - - - - 30

(` 2,012) - - - - (0)

Panorama TV Private Limited - - - - -

- - - - (12)

Reliance Industries Limited 1 - - - -

(1) - - - -

Reliance Jio Messaging Service Private Limited - - - - -

- - - (102) -

Reliance Jio Infocomm Limited (` 3,960) - - - 0 -

- - - - -

Reliance Jio Digital Services Private Limited - - - - -

- - - (6) -

RVT Finhold Private Limited (` 21,275) - - - - 0

(` 21,275) - - - - (0)

TV18 Broadcast Limited - - - - 58

- - - - (73)

TV18 Home Shopping Network Limited - - 149 - -

- - - - (169)

Viacom18 Media Private Limited - - - - 311

- (485) - - -

Web 18 Software Services Limited - - - - 37

- - - - (37)

TOTAL 1 1 159 0 995 (1) (486) - (108) (672)

(d) Trade PayablesBig Tree Entertainment Private Limited - - - - -

- - (12) - -

Digital 18 Media Limited - - - - 2

- - - - -

e-Eighteen.com Limited - - - - 547

- - - - (1,317)


158 232




Media Trust

Joint Ventures of

subsidiary


Subsidiaries

E-18 Limited - - - - 3

- - - - (3)

Greycells 18 Media Limited - - - - -

- - - - (1)

Moneycontrol Dot Com India Limited - - - - -

(` 7,085) - - - - (0)

Network 18 Holdings Limited - - - - 21,726

- - - - (21,726)

Panorama Television Private Limited (` 21,240) - - - - 0

- - - - -

Reliance Corporate IT Park Limited - - - 21 -

- - - - -

Reliance Retail Limited - - - 12 -

- - - - -

TV18 Broadcast Limited - - - - 10

- - - - (224)

TV18 Home Shopping Network Limited - - 30 - -

- - - - (30)

TOTAL - - 30 33 22,288 - - (12) - (23,301)

(e) Other ReceivableInfomedia Press limited - - - - 549

(includes provisions) - - - - (551)

Television Eighteen Mauritius Limited - - - - 500

(includes provisions) - - - - (500)

TOTAL - - - - 1,049 - - - - (1,051)

figures in brackets represents figures for previous year 2016-17

Standalone

159 232




Note 33|Contigent Liabilities and Commitments ` in lakh

2017-18 2016-17

(a) Contingent LiabilitiesClaim against the Company/ disputed liabilities not acknowledged as debt i Contingent payments under agreements for sale of subsidiaries 170 170

ii The Company has received demand orders from the Collector of Stamps, Delhi relating to scheme of amalgamation of the Company and TV18 Broadcast Limited. The Company has filed writ petition against such order before the Delhi High Court which has granted stay on such demand order.

3,077 3,377

iii The Company has received demand order from the Collector and Additional Superintendent of Stamps Gujarat State to pay a stamp duty of ` 87 lakh on transfer of a immovable property from Infomedia18 Limited to the Company, under the Scheme of Arrangement entered between the parties. The Company has filed a reference petition before the Gujarat High Court.

87 87

iii Victor Fernandes and others (‘plaintiffs’) had filed a derivative action suit before the Bombay High Court against Raghav Bahl, TV18 and other TV18 group entities alleging that all business opportunities undertaken by the Network18 Group should be routed through e-Eighteen.com Limited. The plaintiffs have valued their claim in the suit at ` 3,11,406 lakh. The suit is currently pending.

3,11,406 3,11,406

iv The Company has received legal notices of claims/ lawsuits filed against it relating to objectionable contents and defamation suits in relation to the programmes produced by it.

12,900 12,900

(b) CommitmentsEstimated amount of contracts remaining to be executed on capital account and not provided for

19 45

Note 34| Details of loans given, investments made and guarantee given covered u/s 186 (4) of The Companies Act, 2013:

(a) Loans given by the Company to body corporate as at 31st March, 2018 (Refer Note 3 and 11)

(b) Investment made by the Company as at 31st March, 2018 (Refer Note 2)

(c) No Guarantees has been given by the Company as at 31st March, 2018


160 232


Note 35| Obligation on long term, non cancellable operating lease:

The Company has taken various residential/ commercial premises under cancellable/ non-cancellable operating leases. There are no sub leases or restrictions imposed by lease arrangements. The cancellable lease agreements are normally renewed on expiry. Operating lease charges amounting to ` 754 lakh (Previous year ` 795 lakh) have been debited to the Statement of Profit and Loss during the year. The details of future minimum lease payments under non-cancellable leases are as under:

` in lakh

Particulars 31st March, 2018 31st March, 2017

Not later than one year 193 57

Later than one year but not later than five years 740 51

Payable later than five years - -

Total 933 108

The operating leases mainly relates to office premises with lease terms of between 2 to 10 years. Most of the operating lease contract contains market review clauses for rate escalation.

Note 36| Foreign exchange exposure/ currency risk

The Company does not use foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to firm commitments and forecasted transactions. The Company’s foreign currency exposure not hedged by a derivative instrument or otherwise as at year end is as follows:

` in lakh


Trade payablesUSD 1,71,531 76,791

` in lakh 112 50

EURO - 876

` in lakh - 1

Trade receivablesUSD 3,72,344 3,52,237

` in lakh 243 228

GBP 4,215 1,764

` in lakh 4 1

EURO - 5,500

` in lakh - 4

36.1 Sensitivity analysis of 2% change in exchange rate at the end of the reporting period. 2% appreciation/ depreciation of the respective foreign currencies with respect to the functional currency of the Company would

result increase/ decrease in the Company's profit before tax by approximately ` 3 lakh for the year ended 31st March 2018 and ` 4 lakh for the year ended 31st March 2017 respectively.

Standalone

161 232




Note 37| Capital and Financial Risk Management

37.1 Capital Management The Company manages its capital to ensure that it will continue as going concern while maximising the return to stakeholders

through the optimisation of the debt and equity balance. The Company monitors Capital using a gearing ratio.

The capital structure of the Company consists of debt, cash and cash equivalent and equity.

Gearing ratio The gearing ratio at end of the reporting period was as follows.

` in lakh


Gross Debt 1,26,473 1,14,856

Less: Cash and cash equivalent 2 3

Net debts (A) 1,26,471 1,14,853

Equity (B) 2,47,625 2,53,946

Net Gearing (A)/(B) 0.51 0.45

37.2 Financial Risk Management The Company's activities exposes it mainly to credit risk and liquidity risk, The finance team identifies and evaluates financial risk in

close coordination with the Company's business teams.

(a) Credit risk Credit risk is the risk that customers or counterparty will not meet its obligations under a financial instrument or customer

contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities which is primarily trade receivables.

Customer credit risk is managed by each business team subject to the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customers receivables are regularly monitored.

An impairment analysis is performed at each reporting date for major customers. Receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Company evaluates the concentration of risk with respect to receivables as low.

(b) Liquidity Risk The Company closely monitors its risk of shortage of funds. The Company’s objective is to maintain a balance between

continuity of funding and flexibility through the use of commercial papers and cash credit/ overdrafts from banks. The Company assessed the concentration of risk with respect to its debt as low. As at reporting date, all financial liabilities of the Company are short term. Further, the Company believes that carrying value of all of its financial liabilities including debt approximates its fair value.


162 232


Note 38| Fair value measurement hierarchy: ` in lakhParticulars As at 31st March, 2018 As at 31st March, 2017

Carrying Amount



Financial Assets At Amortised Cost Investments* 300 - - - 300 - - - Trade Receivables 4,581 - - - 4,008 - - - Cash and Bank Balances 228 - - - 262 - - - Loans 3,589 - - - 2,318 - - - Other Financial Assets 1,335 - - - 1,336 - - - AT FVTPL - - - Loans 17,141 - 17,141 - 16,034 - 16,034 - AT FVTOCI Investments 706 706 - - 577 577 - -Financial Liabilities At Amortised Cost Borrowings 1,26,473 - - - 1,14,856 - - - Trade Payables 2,709 - - - 3,606 - - - Other Financial Liabilities 559 - - - 1,118 - - -

*Excludes financial assets measured at cost (Refer Note 2.1)

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consist of the following three levels:

Level 1: Inputs are Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs are other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumption that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

Note 39 The Scheme for Merger by Absorption (the ‘Scheme’) for merger of Digital18 Media Limited, Capital18 Fincap Private Limited, RVT Finhold Private Limited, RRK Finhold Private Limited, RRB Investments Private Limited, Setpro18 Distribution Limited, Reed Infomedia India Private Limited, Web18 Software Services Limited, Television Eighteen Media and Investments Limited, Television Eighteen Mauritius Limited, Web18 Holdings Limited, E18 Limited and Network18 Holdings Limited in to the Company with appointed date as 1st April, 2016, has been filed with National Company Law Tribunal, Mumbai Bench, for approval. The Company has decided to continue Colosceum Media Private Limited, a wholly owned subsidiary of the Company, as a seperate entity and has filed the Scheme accordingly. Upon receipt of approval, the Scheme shall be given effect to in the financial statements of the Company.

Standalone

163 232




Note 40 The Company has transferred Burrp undertaking as a going concern on slump sale basis with effect from 1st July, 2017 by way of a Business Transfer Agreement with Foodfesta Wellcare Private Limited (a subsidiary of Big Tree Entertainment Private Limited (“Big Tree”). Big Tree is an associate of the Company.

Note 41 TV18 Home Shopping Network Limited (Homeshop18) acquired Shop CJ Network Private Limited. Homeshop18 ceased to be subsidiary of the Company and became an associate w.e.f 15th February, 2018.

Note 42 Segment Reporting:

The Company is engaged in only one segment i.e. “”Media Operations”” and hence there is no separate reportable segment as per Ind AS 108 ‘Operating Segments’. Since the Company’s operations are primarily in India, it has determined single geographical segment.

One customer represents more than 10% of Company’s total revenue during the current year as well as previous year.

Note 43 Previous year’s figures have been re-grouped wherever necessary to make them comparable to current year’s figures.

Note 44 The financial statements were approved for issue by the Board of Directors on 24th April 2018.

For and on behalf of the Board of DirectorsNetwork18 Media & Investments Limited

Adil Zainulbhai Dhruv Subodh Kaji P.M.S. Prasad Jyoti DeshpandeChairman Director Director DirectorDIN: 06646490 DIN:00192559 DIN: 00012144 DIN: 02303283

Nirupama Rao Ramesh Kumar Damani Ratnesh RukhariyarDirector Chief Financial Officer Company SecretaryDIN: 06954879



164 232

Standalone

01-16

Corporate Overview

17-84

Statutory Reports

85-193

Financial Statements

85

INDEPENDENT AUDITOR’S REPORTTO THE MEMBERS OF NETWORK18 MEDIA & INVESTMENTS LIMITED

Report on the Audit of the Standalone Financial Statements

OpinionWe have audited the accompanying standalone financial statements of Network18 Media & Investments Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2019, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2019, and its loss, total comprehensive loss, its cash flows and the changes in equity for the year ended on that date.

Basis for OpinionWe conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’s Responsibility for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Key Audit MattersKey audit matters are those matters that, in our professional judgement, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr. No.

Key Audit Matter Auditor’s Response

1 Carrying values of investments in certain unlisted subsidiaries and associates

Investments in unlisted subsidiaries and associates are accounted for at cost less impairment in the Company’s Balance Sheet.

Investments are tested for impairment if impairment indicators exist. If such indicators exist, the recoverable amounts of the investments in subsidiaries and associates are estimated in order to determine the extent of the impairment loss, if any. Any such impairment loss is recognised in the Statement of Profit and Loss.

Principal audit procedures performed:

Our audit procedures included a combination of testing the design, implementation and operating effectiveness in respect of management’s assessment of existence of indicators of impairment and where applicable determination of recoverable amounts to measure the impairment provision that needs to be accounted for.

Network18 Media & Investments Limited | Annual Report 2018-19

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Sr. No.

Key Audit Matter Auditor’s Response

Management judgement is required in the area of impairment testing, particularly in assessing: (1) whether an event has occurred that may indicate that the related asset values may not be recoverable; (2) whether the carrying value of an asset can be supported by the recoverable amount, being the higher of fair value less costs to sell and value in use; considering recent transaction, independent valuer’s report, the appropriate key assumptions to be applied in valuation including whether appropriate discounting rate/revenue multiple is applied. Any change in the basis or assumptions could materially affect the recoverable amount used in the impairment test with a consequent impact on the financial statements of the Company.

In view of the foregoing, valuation and allocation of investments in certain unlisted subsidiaries and associates have been identified as a Key Audit Matter. As at March 31, 2019, carrying values of such investments aggregates ` 81,951 lakhs.

Refer Notes 2.2(n)(E) and 3(e) to the financial statements.

Our substantive testing procedures included evaluation of appropriateness of management’s assumption whether any indicators of impairment existed by reviewing financial and other available information/data, if any, of the unlisted subsidiaries and associates as at March 31, 2019.

For those investments where indicators of impairment existed, we have examined management’s judgement in the area of impairment testing by considering and evaluating recent transaction, independent valuer’s report, the reasonableness of key assumptions including discounting rate/revenue multiple applied. We evaluated appropriateness of management’s impairment assessment by involving our valuation specialists.

2 Carrying values of goodwill

In accordance with Ind AS, goodwill needs to be tested for impairment at every reporting period. Recoverability of the carrying value of goodwill is predicated upon appropriate attribution of goodwill to a cash generating unit or group of cash generating units (CGU) and determination of recoverable amount of the underlying CGUs.

Management judgement is required in the area of impairment testing, particularly in assessing whether the carrying value of the CGU including the goodwill can be supported by the recoverable amount, being the higher of fair value less costs to sell and value in use; considering recent transaction, independent valuer’s report, the appropriate key assumptions to be applied in valuation including whether appropriate discounting rate is applied. Any change in the basis or assumptions could materially affect the recoverable amount used in the impairment test with a consequent impact on the financial statements of the Company.

In view of the foregoing, valuation and allocation of goodwill have been identified as a Key Audit Matter. As at March 31, 2019, carrying values of goodwill is ` 29,100 lakhs.

Refer Notes 2.2 (g) and 3(d) to the financial statements.

Principal audit procedures performed:

Our audit procedures included a combination of testing the design, implementation and operating effectiveness in respect of management’s basis for allocation of goodwill to CGUs and determination of recoverable amounts to measure the impairment provision, if any, that needs to be accounted for.

As part of our substantive testing procedures, we have examined management’s judgement in the area of impairment testing by considering and evaluating recent transaction, independent valuer’s report, the reasonableness of key assumptions including discounting rate applied. We evaluated appropriateness of management’s impairment assessment by involving our valuation specialists.

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Information Other than the Financial Statements and Auditor’s Report Thereon• The Company’s Board of Directors is responsible for the other information. The other information comprises the information included

in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report, Business Responsibility Report and Corporate Governance Report, but does not include standalone financial statements and our auditor’s report thereon.

• Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

• In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

• If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management’s Responsibility for the Standalone Financial Statements The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibility for the Audit of the Standalone Financial StatementsOur objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.


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• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other MattersAs stated in Note 45 to the standalone financial statements, pursuant to the Scheme of Merger by Absorption (“the Scheme”) for the merger of the Company’s direct/indirect wholly owned subsidiaries as stated in the said Note (“transferor Companies”) into the Company, the comparative financial information for the year ended March 31, 2018 have been restated to give effect to the Scheme.

Further, the above restatement, inter alia, is based on the financial information of ten transferor Companies which have not been audited by us. These financial information have been audited by other auditors.

Our opinion on the standalone financial statements is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements1. As required by Section 143(3) of the Act, based on our audit we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account.

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d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on March 31, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2019 from being appointed as a director in terms of Section 164(2) of the Act.

f ) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended,

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements.

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

2. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 of the Order.



Abhijit A. Damle Partner

Mumbai, April 15, 2019 (Membership No. 102912)


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ANNEXURE “A”TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF NETWORK 18 MEDIA & INVESTMENTS LIMITED

Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Network18 Media & Investments Limited (“the Company”) as of March 31, 2019 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial ControlsThe Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s ResponsibilityOur responsibility is to express an opinion on the Company’s internal financial controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial ReportingA company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

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Inherent Limitations of Internal Financial Controls Over Financial ReportingBecause of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

OpinionIn our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2019, based on the criteria for internal financial control over financial reporting established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.






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ANNEXURE “B”TO THE INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF NETWORK 18 MEDIA & INVESTMENTS LIMITED

(Referred to in paragraph 2, under ‘Report on Other Legal and Regulatory Requirements’ section of our Report of even date)

i. In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

b) The Company has a program of verification of fixed assets to cover all the items in a phased manner over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain fixed assets were physically verified by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered reconveyance deeds/Memorandum of Understanding provided to us, we report that the title deeds comprising all the immovable properties of freehold land and buildings are held in the name of the Company as at the balance sheet date.

ii. As explained to us, the entire inventory of the Company is lying with the third parties and these have been confirmed by them as at the year end.

iii. According to the information and explanations given to us, the Company has not granted loans, secured or unsecured to firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013. The Company has granted loans, secured or unsecured, to two companies, covered in the register maintained under section 189 of the Companies Act, 2013, in respect of which:

(a) The terms and conditions of the grant of such loans are, in our opinion, prima facie, not prejudicial to the Company’s interest.

(b) The schedule of repayment of principal and payment of interest has been stipulated and the principal amounts and interest are not due for repayment currently as per stipulations.

(c) There is no overdue amount remaining outstanding as at the balance sheet date.

iv. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities, as applicable.

v. According to the information and explanations given to us, the Company has not accepted any deposit from public during the year. As informed and represented by the management, public deposits aggregating ` 137 lakhs and interest on public deposit of ` 65 lakhs, accepted under the Companies (Acceptance of Deposits) Rules, 1975 have not been claimed by the depositors till date. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 73 to 76 or other relevant provision of the Act and the rules framed there under with regard to the deposits. According to the information and explanations given to us, no order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal with respect to the Company.

vi. The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

vii. According to the information and explanations given to us, in respect of statutory dues:

a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees’ State Insurance, Income-tax, Goods and Services Tax, Customs Duty, Cess and other material statutory dues applicable to it to the appropriate authorities. The provisions relating to Sales Tax, Service Tax, Excise Duty and Value Added Tax are not applicable to the Company.

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b) There were no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Income-tax, Goods and Services Tax, Customs Duty, Cess and other material statutory dues in arrears as at March 31, 2019 for a period of more than six months from the date they became payable.

c) According to the information and explanation given to us, there are no dues of Sales Tax, Service Tax, Customs Duty, Excise Duty and Value Added Tax which have not been deposited on account of any dispute. According to the records of the Company, details of Income Tax and Service Tax dues which have not been deposited as on March 31, 2019 on account of disputes are given below:

Name of the Statute Nature of Dues Amount Involved (Rupees in lakh)

Period to which the amount relates

Forum where the dispute is pending

Income Tax Act, 1961 Income Tax 51 AY 2008-09 Commissioner of Income Tax Appeals

Income Tax Act, 1961 Income Tax 510* AY 2009-10 Income Tax Appellate Tribunal

Income Tax Act, 1961 Income Tax 475 AY 2010-11 Deputy Commissioner of Income Tax Appeals

Income Tax Act, 1961 Income Tax NIL** AY 2010-11 Income Tax Appellate Tribunal

The Finance Act, 1994 Service Tax 78 FY 2007-08 to 2011-12 Customs, Excise and Service Tax Appellate Tribunal, Mumbai

* Net of ` 135 lakh paid under protest ** Net of ` 450 lakh adjusted against refund of earlier years

viii. In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to financial institutions and banks. There were no borrowings or loans from the Government and the Company has not issued any debentures.

ix. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause (ix) of paragraph 3 of the Order is not applicable.

x. To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.

xi. In our opinion and according to the information and explanations given to us, the Company has paid/provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

xii. The Company is not a Nidhi Company and hence reporting under clause (xii) of paragraph 3 of the Order is not applicable.

xiii. In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the standalone Ind AS financial statements as required by the applicable accounting standards.

xiv. During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of paragraph 3 of Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to us, during the year, the Company has not entered into any non-cash transactions with its directors or directors of its holding, subsidiary or associate company or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.

xvi. In our opinion and according to information and explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.






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Abhijit A. Damle Adil Zainulbhai Rahul Joshi Dhruv Subodh Kaji P.M.S. PrasadPartner Chairman Managing Director Director Director

DIN: 06646490 DIN 07389787 DIN:00192559 DIN: 00012144

Jyoti Deshpande Ramesh Kumar Damani Ratnesh RukhariyarPlace: Mumbai Director Group Chief Financial Officer Group Company SecretaryDate: 15th April, 2019 DIN: 02303283

` in lakh Notes As at


31st March, 2018ASSETS Non-current assets

Property, Plant and Equipment 5 1,552 1,541 Goodwill 45 29,100 29,100 Other Intangible assets 5 264 351 Financial Assets

Investments 6 3,55,779 3,55,064 Loans 7 12,229 19,598 Other financial assets 8 1,484 1,255

Deferred tax assets (net) 9 50 78 Other non-current assets 10 3,879 5,157

Total Non-current Assets 4,04,337 4,12,144 Current assets

Inventories 11 116 75 Financial Assets

Investments 12 - 753 Trade receivables 13 4,806 5,935 Cash and cash equivalents 14 9 1,209 Bank balances other than cash and cash equivalents 15 211 228 Loans 16 41 1,619 Other financial assets 17 49 72

Other current assets 18 2,413 2,241 Total Current Assets 7,645 12,132 Total Assets 4,11,982 4,24,276 EQUITY AND LIABILITIES Equity

Equity Share Capital 19 52,347 52,347 Other Equity 20 1,17,818 1,82,329

Total Equity 1,70,165 2,34,676 Liabilities Non-current liabilities Provisions 21 567 439 Total Non-current Liabilities 567 439 Current liabilities

Financial Liabilities Borrowings 22 2,10,071 1,60,208 Trade payables due to 23 Micro and Small Enterprises 15 4 Other than Micro and Small Enterprises 4,779 4,092 Other financial liabilities 24 2,234 559

Other current liabilities 25 2,173 2,448 Provisions 26 21,978 21,850

Total Current Liabilities 2,41,250 1,89,161 Total Liabilities 2,41,817 1,89,600 Total Equity and Liabilities 4,11,982 4,24,276

Accompanying notes (1 to 47) are part of the Financial Statements

BALANCE SHEETas at 31st March, 2019

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DIN: 06646490 DIN 07389787 DIN:00192559 DIN: 00012144


STATEMENT OF PROFIT AND LOSS for the year ended 31st March, 2019

` in lakh

Notes 2018-19 2017-18

INCOME

Value of sales and services 12,692 10,513

Goods and Services Tax included in above 1,534 991

Revenue from operations 27 11,158 9,522

Other Income 28 (6,551) 9,368

Total Income 4,607 18,890

EXPENSES

Cost of materials consumed 29 235 202

Operational costs 30 3,888 3,032

Marketing, distribution and promotional expense 4,348 2,157

Employee benefits expense 31 9,720 7,605

Finance costs 32 11,602 8,597

Depreciation and amortisation expense 5 728 789

Other expenses 33 2,907 3,841

Total Expenses 33,428 26,223

Profit/ (Loss) before exceptional items (28,821) (7,333)

Exceptional item 34 34,616 -

Profit/ (Loss) before Tax (63,437) (7,333)

Tax expense:

Current tax 35 - 22

Deferred tax 35 28 -

Total tax expenses 28 22

Profit/ (Loss) for the year (63,465) (7,355)

Other Comprehensive Income

Items that will not be reclassified to profit or loss (1,046) 477

Total Other Comprehensive Income for the year (1,046) 477

Total Comprehensive Income for the year (64,511) (6,878)

Earnings per equity share of face value of ₹ 5 each

Basic and Diluted (in ₹) 36 (6.06) (0.70)

Accompanying notes (1 to 47) are part of the Financial Statements


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A. Equity Share Capital

` in lakh

Balance at the beginning of 1st April, 2017

Change during the year 2017-18


Change during the year 2018-19


52,347 - 52,347 - 52,347

B. Other Equity

` in lakh

Reserves and Surplus Other Comprehensive Income

TotalCapital

ReserveSecurities premium

General reserve

Retained Earnings*

Equity instruments through Other


Balance at the beginning of 1st April, 2017 69 3,48,315 1,135 (1,62,940) 2,628 1,89,207

Total Comprehensive Income for the year - - - (7,362) 484 (6,878)

Balance as at 31st March, 2018 69 3,48,315 1,135 (1,70,302) 3,112 1,82,329

Balance at the beginning of 1st April, 2018 69 3,48,315 1,135 (1,70,302) 3,112 1,82,329

Total Comprehensive Income for the year - - - (63,464) (1,047) (64,511)

Balance as at 31st March, 2019 69 3,48,315 1,135 (2,33,766) 2,065 1,17,818

*Includes remeasurement of the defined benefit plan for the year amounting to ₹ 1 lakh (Previous Year ₹ 7 lakh).



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STATEMENT OF CHANGES IN EQUITYfor the year ended 31st March, 2019

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CASH FLOW STATEMENTfor the year ended 31st March, 2019

` in lakh Particulars 2018-19 2017-18A: CASH FLOW FROM OPERATING ACTIVITIES

Profit/ (Loss) before tax as per Statement of Profit and Loss (63,437) (7,333)Adjusted for:Loss on sale/ discard of Property, Plant and Equipment and Other Intangible Asset (net) 1 487

Bad debts and net allowance for doubtful receivable 240 89

Depreciation and amortisation expense 728 789

Impairment of long term investments 34,616 -

Liabilities/ provisions of earlier years no longer required written back (650) (2)

Effect of exchange rate change (285) 541

Net (gain)/ loss arising on financial assets designated at fair value through profit or loss 8,015 (8,995)

Amortisation of lease rent 6 6

Interest income (346) (360)

Finance costs 11,602 8,597

53,927 1,152

Operating profit/ (loss) before working capital changes (9,510) (6,181)Adjusted for:Trade and other receivables 937 (454)

Inventories (41) 4

Trade and other payables 1,167 (877)

2,063 (1,327)

Cash used in operations (7,447) (7,508)Taxes refund/ (paid) (net) 1,429 (151)

Net cash used in operating activities (6,018) (7,659)B: CASH FLOW FROM INVESTING ACTIVITIES

Payment for Property, Plant and Equipment and Other Intangible Assets (638) (404)

Proceeds from disposal of Property, Plant and Equipment and Other Intangible Assets - 45

Purchase of non-current investments (35,625) (2,902)

Purchase of current investments (79,651) (35)

Proceeds from sale of current investments 79,756 9

Long term loan repaid - 7,866

Long term loan given (704) (142)

Short term loan (given)/ repaid (net) 1,624 (762)

Net Withdrawal of/ (Investment in) fixed deposits 17 34

Interest income 112 166

Net cash (used in)/ generated from investing activities (35,109) 3,875 C: CASH FLOW FROM FINANCING ACTIVITIES

Repayment of long term borrowings - (12)

Borrowing- Current (net) 49,863 12,271

Unclaimed matured deposits and interest accured thereon paid (14) (36)

Interest paid (9,922) (8,315)

Net cash generated from financing activities 39,927 3,908 Net increase/(decrease) in cash and cash equivalents (1,200) 124 Opening balance of cash and cash equivalents 1,209 1,085

Closing balance of cash and cash equivalents (Refer Note "14") 9 1,209


98

Change in Liabilities arising from financing activities₹ in lakh

Particulars 1st April, 2018 Cash flow 31st March, 2019

Borrowings - Current (Refer Note 22 ) 1,60,208 49,863 2,10,071

1,60,208 49,863 2,10,071

₹ in lakh

Particulars 1st April, 2017 Cash flow 31st March, 2018

Borrowings - Current (Refer Note 22 ) 1,47,937 12,271 1,60,208

Borrowings - Non-current 12 (12) -

1,47,949 12,259 1,60,208



DIN: 06646490 DIN 07389787 DIN:00192559 DIN: 00012144


CASH FLOW STATEMENTfor the year ended 31st March, 2019

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1 CORPORATE INFORMATION Network18 Media & Investments Limited (“the Company”)

is a listed entity incorporated in India. The registered office of the Company is situated at First Floor, Empire Complex, 414 Senapati Bapat Marg, Lower Parel, Mumbai - 400 013, Maharashtra. The Company is engaged in the business of publishing, digital and allied business.

2 SIGNIFICANT ACCOUNTING POLICIES2.1 Basis of Preparation and Presentation The financial statements have been prepared on the

historical cost basis except for certain financial assets and liabilities. which have been measured at fair value amount.

The financial statements of the Company have been prepared to comply with the Indian Accounting standards (‘Ind AS’), including the rules notified under the relevant provisions of the Companies Act, 2013.

These financial statements are the Company’s Standalone financial statements and are presented in Indian Rupees (₹), which is its functional currency. All values are rounded to the nearest lakh (₹ 00,000), except when otherwise indicated.

2.2 Summary Of Significant Accounting Policies (a) Current and Non-Current Classification The Company presents assets and liabilities in the

Balance Sheet based on Current/ Non-Current classification.

An asset is treated as Current when it is –

- Expected to be realised or intended to be sold or consumed in normal operating cycle;

- Held primarily for the purpose of trading;

- Expected to be realised within twelve months after the reporting period, or

- Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current.

A liability is current when –

- It is expected to be settled in normal operating cycle;

- It is held primarily for the purpose of trading;

- It is due to be settled within twelve months after the reporting period, or

- There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period.

The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities.

(b) Property, Plant and Equipment: Property, Plant and Equipment are stated at cost, net

of recoverable taxes, trade discount and rebates less accumulated depreciation and impairment losses, if any. Such cost includes purchase price, borrowing cost and any cost directly attributable to bringing the assets to its working condition for its intended use.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow the entity and the cost can be measured reliably.

Depreciation on property, plant and equipment is provided using straight-line method. Depreciation is provided based on useful life of the assets as prescribed in Schedule II to the Companies Act, 2013. Leasehold improvements are depreciated over the period of lease agreement or the useful life whichever is shorter.



(c) Leases: Leases are classified as finance leases whenever the

terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

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Leased assets: Assets held under finance leases are initially recognised

as assets of the Company at their fair value at the inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the lessor is included in the Balance Sheet as a finance lease obligation.

Lease payments are apportioned between finance expenses and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance expenses are recognised immediately in Statement of Profit and Loss, unless they are directly attributable to qualifying assets, in which case they are capitalized.


Operating lease payments are recognised as an expense in the Statement of Profit and Loss on a straight-line basis over the lease term. Where the rentals are structured solely to increase in line with expected general inflation to compensate for the Company’s expected inflationary cost increases, such increases are recognised in the year in which such benefits accrue.

(d) Other Intangible assets: Other Intangible Assets are stated at cost of acquisition

net of recoverable taxes, trade discount and rebate less accumulated amortisation/ depletion and impairment loss, if any. Such cost includes purchase price, borrowing costs, and any cost directly attributable to bringing the asset to its working condition for the intended use.

Subsequent costs are included in the asset’s carrying amount or recognized as a separate assets, as appropriate, only when it is probable that future economic benefits associated with the items will flow to the Company and cost can be measured reliably.


Computer Software and Website costs are being amortised over its estimated useful life of 3 to 5 years.

(e) Borrowing Cost Borrowing costs that are directly attributable to the



(f) Inventories Items of inventories are measured at lower of cost and



(g) Impairment of non-financial assets The Company assesses at each reporting dates as to

whether there is any indication that any Property, Plant and Equipment and Other Intangible assets or group of an asset, called Cash Generating Unit (‘CGU’) may be impaired. if any such indication exists, the recoverbale amount of an assets or CGU is estimated to determine the extent of impairment, If any. When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the CGU to which the asset belongs.

Goodwill is allocated to each of the CGUs (or groups of CGUs) for the purposes of impairment testing. A CGU to which goodwill has been allocated is tested

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for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata based on the carrying amount of each asset in the unit.

An impairment loss is recognized in the Statement of the Profit and Loss to the extent, asset’s carrying amount exceeds its recoverable amount. The recoverable amount is higher of an asset’s fair value less cost of disposal and value in use; considering recent transactions, independent valuer’s report. Value in use is based on the estimated future cash flows, discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and risk specific to the assets.

The impairment loss recognised in prior accounting period is reversed, other than goodwill, if there has been a change in the estimate of recoverable amount.

(h) Provisions and Contingencies Provisions are recognised when the Company has

a present obligation as a result of a past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

Contingent liabilities are disclosed unless the possibility of outflow of resources is remote. Contingent assets are neither recognised nor disclosed in the financial statements.

(i) Employee Benefits 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 as an expense during the period when the employees render the services.

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 as at the Balance Sheet date on the basis of actuarial valuation as per Projected Unit Credit Method.

Post-Employment Benefits Defined Contribution Plans A defined contribution plan is a post-employment


Defined Benefit Plans The Company pays gratuity to the employees who have

completed five years of service with the Company at the time of resignation/ superannuation. The gratuity is paid @ 15 days salary for every completed year of service as per the Payment of Gratuity Act, 1972.

The liability in respect of gratuity and other post-employment benefits is calculated using the Projected Unit Credit Method and spread over the period during which the benefit is expected to be derived from employees’ services.


( j ) Tax Expenses The tax expense for the period comprises current and

deferred tax. Tax is recognised in Statement of Profit and Loss, except to the extent that it relates to items recognised in the Other Comprehensive Income or in equity. In which case, the tax is also recognised in Other Comprehensive Income or Equity.

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i Current tax Current tax assets and liabilities are measured

at the amount expected to be recovered from or paid to the taxation authorities, based on tax rates and laws that are enacted at the Balance Sheet date.

ii Deferred tax Deferred tax is recognised on temporary

differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit.

Deferred income tax assets are reassessed at each reporting period and are recognised to the extent that it is probable that taxable profits will be available against which the deductible temporary differences and the carry forward of unused tax credits and unused tax losses can be utilised.

The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax assets to be utilised.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The carrying amount of deferred tax liabilities and assets are reviewed at the end of each reporting period.

(k) Share based payments Equity- settled share-based payments to employees

and others providing similar services are measured at the fair value of the equity instruments at the grant date.

The fair value determined at the grant date of the equity-settled share based payments is expensed on a straight line basis over the vesting period, based on

the Company`s estimate of equity instruments that will eventually vest, with a corresponding increase in equity. At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognised in Statement of Profit and Loss such that the cumulative expenses reflects the revised estimate, with a corresponding adjustment to the Share Based Payments Reserve.


(l) Foreign currencies transactions and translation Transactions in foreign currencies are recorded at the

exchange rate prevailing on the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency’s closing rates of exchange at the reporting date.

Exchange differences arising on settlement or translation of monetary items are recognised in Statement of Profit and Loss.

Non-monetary items that are measured in terms of historical cost in a foreign currency are recorded using the exchange rates at the date of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on translation of non-monetary items measured at fair value is treated in line with the recognition of the gain or loss on the change in fair value of the item.

(m) Revenue recognition Revenue from contracts with customers is recognised

when control of the goods or services are transferred to the customer at an amount that reflects the consideration entitled in exchange for those goods or services.

Revenue from contracts with customers includes sale of goods and services. Revenue from rendering of services includes advertisement revenue, subscription revenue, revenue from sale of television content, facility

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and equipment rental, program revenue, revenue from sponsorship of events and revenue from media related professional and consultancy services. Revenue from rendering of services is recognised over time where the Company satisfies the performance obligation over time or point in time where the Company satisfies the performance obligation at a point in time.

Generally, control is transferred upon shipment of goods to the customer or when the goods is made available to the customer, provided transfer of title to the customer occurs and the Company has not retained any significant risks of ownership or future obligations with respect to the goods shipped.

Revenue is measured at the amount of consideration which the Company expects to be entitled to in exchange for transferring distinct goods or services to a customer as specified in the contract, net of returns and allowances, trade discounts and volume rebates and excluding amounts collected on behalf of third parties (for example taxes and duties collected on behalf of the government). Consideration is generally due upon satisfaction of performance obligations and the receivable is recognized when it becomes unconditional.

Contract balances Trade receivables represents the Company’s right to

an amount of consideration that is unconditional. Revenues in excess of invoicing are considered as contract assets and disclosed as unbilled revenue.

Invoicing in excess of revenues are considered as contract liabilities and disclosed as unearned revenues. When a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised and disclosed as advances from customers.

Interest income Interest Income from a Financial Assets is recognised


Dividend income Dividend Income is recognised when the Company’s

right to receive the amount has been established.

(n) Financial instruments (i) Financial Assets A. Initial recognition and measurement: All financial assets are initially recognised at

fair value. Transaction costs that are directly attributable to the acquisition of financial assets, which are not accounted at fair value through profit or loss, are adjusted to the fair value on initial recognition. Purchase and sale of financial assets are recognised using trade date accounting.

B. Subsequent measurement: a) Financial assets measured at amortised

cost A financial asset is subsequently measured

at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The effective interest rate amortisation is included in other income in the Statement of Profit and Loss.

b) Financial assets measured at fair value through other comprehensive income (FVTOCI)

A financial asset is measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

c) Financial assets measured at fair value through profit or loss (FVTPL)

A financial asset which is not classified in any of the above categories are measured at fair value through profit or loss.

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C. Investment in subsidiaries, associates and joint ventures

The Company accounts for its investments in subsidiaries, associates and joint venture at cost less impairment loss (if any).

D. Other Equity investments: All Other equity investments are measured at

fair value, with value changes recognised in Statement of Profit and Loss, except for those equity investments for which the Company has elected to present the value changes in ‘Other Comprehensive Income’.

E. Impairment of financial assets In accordance with Ind AS 109, the Company uses

‘Expected Credit Loss’ (ECL) model, for evaluating impairment of financial assets other than those measured at fair value through profit and loss (FVTPL).


a) The 12-months expected credit losses (expected credit losses that result from those default events on the financial instrument that are possible within 12 months after the reporting date);

or


For trade receivables, Company applies ‘simplified approach’ which requires expected lifetime losses to be recognised from initial recognition of the receivables. Further, Company uses historical default rates to determine impairment loss on the portfolio of the trade receivables. At every reporting date, these historical default rates are reviewed and changes in the forward looking estimates are analysed.

For other assets, the Company uses 12 months ECL to provide for impairment loss where there is no significant increase in credit risk. If there is significant increase in credit risk full lifetime ECL is used.

(ii) Financial Liabilities A. Initial recognition and measurement: All financial liabilities are recognized initially

at fair value and in case of borrowings, net of directly attributable cost. Fees of recurring nature are directly recognised in profit or loss as finance cost.

B. Subsequent measurement: Financial liabilities are carried at amortized cost


(iii) Derivative Financial Instruments The Company uses derivative financial

instruments such as forwards, currency swaps and options to mitigate the risk of changes in exchange rates. Such derivative financial instrument are initially recognised at fair value on the date on which a derivative contract is entered into and are also subsequently measured at fair value. Derivatives are carried as Financial Assets when the fair value is positive and as Financial Liabilities when the fair value is negative. Any gains or losses arising from changes in the fair value of derivatives are taken to Statement of Profit or Loss.

(iv) Derecognition of financial instruments The Company derecognizes a financial asset when

the contractual rights to the cash flows from the financial asset expire or it transfers the financial asset and the transfer qualifies for derecognition under Ind AS 109. A financial liability (or a part of a financial liability) is derecognized from the Company’s Balance Sheet when the obligation

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specified in the contract is discharged or cancelled or expires.

(v) Offsetting Financial assets and financial liabilities are offset

and the net amount is presented in the balance sheet when, and only when, the Company has a legally enforceable right to set off the amount and it intends, either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

(o) Cash and cash equivalent Cash and cash equivalents comprise of cash on hand

and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

(p) Earning per shares Basic earnings per share is calculated by dividing the

net profit after tax by the weighted average number of equity shares outstanding during the year adjusted for bonus element in equity share. Diluted earnings per share adjusts the figures used in determination of basic earnings per share to take into account the conversion of all dilutive potential equity shares. Dilutive potential equity shares are deemed converted as at the beginning of the period unless issued at a later date.

3 CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY:

The preparation of the Company’s financial statements requires management to make judgement, estimates and assumptions that affect the reported amount of revenue, expenses, assets and liabilities and the accompanying disclosures. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

a) Depreciation/ Amortisation and useful lives of Property, Plant and Equipment and Other Intangible Assets:

Property, Plant and Equipment/ Other Intangible assets are depreciated/ amortised over their estimated useful

lives, after taking into account estimated residual value. Management reviews the estimated useful lives and residual values of the assets annually in order to determine the amount of depreciation/ amortisation to be recorded during any reporting period. The useful lives and residual values are based on the Company’s historical experience with similar assets and take into account anticipated technological changes. The depreciation/ amortisation for future periods is adjusted if there are significant changes from previous estimates.

b) Recoverability of trade receivables: Judgements are required in assessing the recoverability

of overdue trade receivables and determining whether a provision against those receivables is required. Factors considered include the credit rating of the counterparty, the amount and timing of anticipated future payments and any possible actions that can be taken to mitigate the risk of non-payment.

c) Provisions: Provisions and liabilities are recognized in the period

when it becomes probable that there will be a future outflow of funds resulting from past operations or events and the amount of cash outflow can be reliably estimated. The timing of recognition and quantification of the liability require the application of judgement to existing facts and circumstances, which can be subject to change. The carrying amounts of provisions and liabilities are reviewed regularly and adjusted to take account of changing facts and circumstances.

d) Impairment of non-financial assets: The Company assesses at each reporting date whether

there is an indication that an asset may be impaired. Goodwill is allocated to cash –generating units (‘CGU’) for the purposes of impairment testing. A CGU to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or CGU’s fair value

106



less costs of disposal and its value in use; considering recent transaction, independent valuer’s report. It is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or a groups of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows covering generally a period of five years are discounted to their present value using pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Estimated future cash flows involve judgement and estimates relating to revenue growth rates, net profit margin and perpetual growth rates. In determining fair value less costs of disposal, recent market transaction are taken into account, if no such transactions can be identified, an appropriate valuation model is used. Based on the impairment assessment as aforesaid, there is no impairment.

e) Impairment of financial assets: The impairment provisions for financial assets

depending on their classification are based on assumptions about risk of default, expected cash loss rates, discounting rates applied to these forecasted future cash flows, revenue multiples, recent transactions and independent valuer’s report. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

f) Defined benefit plans: The employment benefit obligations depends on a

number of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost/ income include the discount rate, inflation and mortality assumptions. Any changes in these assumptions will impact upon the carrying amount of employment benefit obligations.

g) Fair value measurement For estimates relating to fair value of financial

instruments Refer Note 41.

4 STANDARDS ISSUED: a) Effective during the year: The impact on account of applying Ind AS 115

“Revenue from contracts with customers”, applicable from 1st April 2018, on the financial statements of the Company for the year ended and as at 31st March 2019 is insignificant.

b) Not effective during the year: On 30th March, 2019, the Ministry of Corporate Affairs

(MCA) has notified Ind AS 116 – Leases and certain amendment to existing Ind AS. These amendments shall be applicable to the Company from 1st April, 2019.

I) Issue of Ind AS 116 - Leases Ind AS 116 will supersede the current standard on

leases i.e. Ind AS 17- Leases. As per Ind AS 116, the lessee will record in its financial statements all the non-cancellable portion of leasing arrangement.

II) Amendment to Existing Standard The MCA has also carried out amendments of the

following accounting standards

i. Ind AS 12 – Income Taxes

ii. Ind AS 19 – Employee Benefits

iii. Ind AS 23 – Borrowing Costs

iv. Ind AS 28 - Investment in Associates and Joint Ventures

v. Ind AS 101- First time adoption of Indian Accounting Standards

vi. Ind AS 103 – Business Combinations

vii. Ind AS 109 - Financial Instruments

viii. Ind AS 111 – Joint Arrangements

Application of above standards is not expected to have any significant impact on the Company’s financial statements.

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108



Note 6|Investments - Non-current ` in lakhParticulars As at 31st March, 2019 As at 31st March, 2018

Units Amount Units AmountInvestments measured at CostIn Equity Shares of

Subsidiary Companies Quoted, fully paid upTV18 Broadcast Limited of ₹ 2 each 87,71,98,625 2,56,280 87,71,98,625 2,56,280 Infomedia Press Limited of ₹ 10 each 2,54,42,694 24,665 2,54,42,694 24,665 Less: Provision for Impairment in value of Investments (24,619) (24,619)

2,56,326 2,56,326 Subsidiary Companies Unquoted, fully paid upColosceum Media Private Limited of ₹ 10 each 11,76,500 821 11,76,500 821 e-Eighteen.com Limited of ₹ 10 each 49,68,896 167 49,68,894 167 Greycells18 Media Limited of ₹ 10 each 2,60,95,258 5,123 86,38,256 3,377

6,111 4,365 In Corpus of Trust UnquotedBeneficiary interest in Network 18 Media Trust (Network18 Media Trust holds 1,15,86,762 Equity shares of the Company pursuant to scheme of arrangement in earlier years)

18,157 18,157

Less: Provision for Impairment in value of Investments (13,882) (13,882) 4,275 4,275

Associate Companies Unquoted, fully paid upBig Tree Entertainment Private Limited of ₹ 10 each 17,04,279 2,050 17,04,279 2,050

TV18 Home Shopping Network Limited ₹ 10 each 7,67,196 45,299 767,196 45,299 Less: Provision for Impairment in value of Investments (34,616) -

10,683 45,299

NW18 HSN Holdings PLC USD 0.2 each 92,62,233 6,381 92,62,233 6,381 Aeon Learning Private Limited of ₹ 1 each - - 1,00,000 1

19,114 53,731 Joint Venture Companies Unquoted, fully paid upUbona Technologies Private Limited of ₹ 10 each 10,821 400 10,821 400

400 400 In Preference Shares of

Subsidiary Companies Unquoted, fully paid up0% Optionally Fully Convertible Preference shares of ₹ 10 each of Colosceum Media Private Limited

1,08,101 1,081 1,08,101 1,081

1,081 1,081 Associate Companies Unquoted, fully paid upSeries B Compulsorily convertible preference shares of ₹ 1,000 each in Big Tree Entertainment Private Limited

1,156 4,768 1,156 4,768

Series B1 Compulsorily convertible preference shares of ₹ 10 each in Big Tree Entertainment Private Limited (Bonus Shares)

2,31,200 - 2,31,200 -

Series C Compulsorily convertible preference shares of ₹ 1,000 each in Big Tree Entertainment Private Limited

1,807 19,014 1,807 19,014

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Units Amount Units AmountSeries C1 Compulsorily convertible preference shares of ₹ 10 each in Big Tree Entertainment Private Limited (Bonus Shares)

3,61,400 - 3,61,400 -

Series D Compulsory convertible preference shares of ₹ 10 each in Big Tree Entertainment Private Limited

3,41,857 27,755 - -

Compulsory convertible preference shares of ₹ 100 each in TV18 Home Shopping Network Limited

5,53,285 6,125 - -

Series B Compulsorily Convertible Preference Shares of Aeon Learning Private Limited (previous year ₹ 1,020)

- - 2 0

57,662 23,782 Associate Company Unquoted, partly paid upClass O Preference Shares of USD 0.2 partly paid up of USD 0.05 each in NW18 HSN Holdings PLC

12,75,367 38 12,75,367 38

38 38 In Share Warrant of

Associate Company Unquoted, partly paid upShare Warrant of USD 10 each of NW18 HSN Holdings PLC partly paid up of USD .01 each

24,18,393 14 24,18,393 14

14 14 Investments measured at Fair Value Through Other Comprehensive Income (FVTOCI)In Equity Share of

Fellow Subsidiary Company Quoted, fully paid upDEN Networks Limited of ₹ 10 each 6,98,288 502 -

502 - Other Company Quoted, fully paid upYatra Online Inc USD 0.0001 each 19,26,397 5,560 19,26,397 6,212

5,560 6,212 Other Companies Unquoted, fully paid upMobile NXT Teleservices Private Limited of ₹ 10 each (₹ 1) 3,01,876 0 3,01,876 0 Yatra Online Private Limited of ₹ 10 each 1,09,348 1,645 1,09,348 1,837 Aeon Learning Private Limited of ₹ 1 each 1,00,000 1 - - 24X7 Learning Private Limited of ₹ 10 each (₹ 1) 6,45,558 0 6,45,558 0

1,646 1,837 In Preference Shares of

Other Company Unquoted, fully paid upSeries B Compulsorily Convertible Preference Shares of ₹ 1 of Aeon Learning Private Limited (₹ 1,020)

2 0 - -

0 - In Debentures of

Other Company Unquoted, fully paid upUnsecured Zero (coupon) optionally redeemable/convertible debentures of VT Media Private Limited of ₹ 1,000 each

2,50,000 2,500 2,50,000 2,500

2,500 2,500

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Units Amount Units AmountInvestments measured at Amortised CostIn Preference Shares of

Other Company Unquoted, fully paid up0.001% Non-Cumulative 12 years redeemable preference shares of Den Futuristic Cable Networks Private Limited (Pursuant to order of Hon'ble National Company Law Tribunal Den Entertainment Network Private Limited has been merged with Den Futuristic Cable Networks Private Limited) of ₹ 10 each

25,00,000 250 25,00,000 203

250 203 In Bonds of

Others Unquoted, fully paid upUnsecured redeemable non-convertible, upper Tier II Bonds of Yes Bank Limited of ₹ 10,00,000 each

30 300 30 300

300 300 Total 3,55,779 3,55,064

` in lakhParticulars As at


31st March, 20186.1 Category-wise Investment - Non-current

Financial assets measured at Cost 3,45,021 3,44,012 Financial assets measured at Fair Value Through Other Comprehensive income(FVTOCI)

10,208 10,549

Financial assets measured at Amortised Cost 550 503 Total 3,55,779 3,55,064

Aggregate amount of quoted investments 2,87,007 2,87,157 Aggregate market value of quoted investments 3,18,352 5,95,563 Aggregate amount of unquoted investments 1,41,889 1,06,408 Aggregate provision for impairment in value of investments (73,117) (38,501)

6.2 The list of investments in subsidiaries, joint ventures and associates along with proportion of ownership interest held and country of incorporation are disclosed under Corporate Information of the Consolidated Financial Statements.

Note 7|Loans - Non-current ` in lakhParticulars As at


31st March, 2018(Unsecured)Loans and advances to Related parties (Refer Note 37) Considered good 3,160 2,456 Loans to Others Considered good 9,069 17,142

Considered having significant increase in credit risk 33,360 25,288 Less :- Allowance for loans having significant increase in credit risk 33,360 25,288

9,069 17,142 Total 12,229 19,598

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7.1 Loans given to Subsidiaries: ` in lakh

Name of the Company As at 31st March, 2019


Infomedia Press Limited (maximum balance outstanding during the year ₹ 3,160 lakh (Previous year ₹ 2,456 lakh))

3,160 2,456

Total 3,160 2,456

The above loans have been given for business/ general corporate purpose.

Note 8|Other financial assets - Non-current ` in lakhParticulars As at


31st March, 2018Security deposits (Unsecured and considered good) 85 70 Interest accrued but not due on loan 1,399 1,185 Total 1,484 1,255

Note 9|Deferred tax assets (net) ` in lakhParticulars As at


31st March, 2018Unused tax credit 50 78 Total 50 78

9.1 In the absence of reasonable certainty that sufficient taxable profits will be available against which the deductible temporary differences and the carry forward of unused tax credit and unused tax losses can be utlised, the Company has not recognized the deferred tax assets (net) amounting to ₹ 43,241 lakh (Previous Year ₹ 36,012 lakh) arising out of tangible assets, intangible assets, financial assets, unabsorbed depreciation, brought forward tax losses and other items. The same shall be reassessed at subsequent balance sheet date.

9.2 The movement on the deferred tax account is as follows: ` in lakhParticulars As at


31st March, 2018At the beginning of the year 78 78 Reversal charged to profit or loss (28) - At the end of the year 50 78

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Note 10|Other Non-current assets ` in lakhParticulars As at


31st March, 2018(Unsecured and considered good)Capital advances 1 1 Advance income tax (net of provision) (Refer Note 35(b)) 3,745 5,016 Others* 133 140 Total 3,879 5,157

* Includes prepaid expenses

Note 11|Inventories ` in lakhParticulars As at


31st March, 2018 Raw Materials 116 75 Total 116 75

Note 12|Investments - Current ` in lakhParticulars As at


31st March, 2018Units Amounts Units Amounts

Investment measured at Fair Value Through Profit or Loss (FVTPL)In Mutual Fund- Unquoted

LIC MF liquid fund - Growth Plan - - 1,500.04 47 - 47

Investments measured at Fair Value Through Other Comprehensive Income (FVTOCI)In Equity Shares - Quoted, fully paid up

DEN Networks Limited of ₹ 10 each (The book value of these share are nominal) - - 6,98,288 706 - 706

Total - 753 Aggregate amount of unquoted investments - 47 Aggregate amount of quoted investments - 706 Aggregate market value of quoted investments - 706

12.1 Category-wise investment - Current ` in lakhParticulars As at


31st March, 2018Financial assets measured at fair value through profit and loss (FVTPL) - 47 Financial assets measured at fair value through other comprehensive income(FVTOCI) - 706 Total - 753

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Note 13|Trade receivables ` in lakhParticulars As at


31st March, 2018(Unsecured)Considered good * 4,806 5,935 Considered having significant increase in credit risk 692 640

5,498 6,575 Less:- Allowance for receivables having significant increase in credit risk 692 640 Total 4,806 5,935

*Includes trade receivables from related parties (Refer Note 37)

13.1 Movement in Allowance for receivables having significant increase in credit risk ` in lakhParticulars As at


31st March, 2018At the beginning of the year 640 1,373 Movement during the year 52 (733)At the end of the year 692 640

Note 14|Cash and cash equivalents ` in lakhParticulars As at


31st March, 2018Balances with bankIn current accounts 6 356 In deposit accounts * 3 853 Total 9 1,209

* There are no deposits with maturity of more than 12 months.

Note 15|Bank balances other than cash and cash equivalents ` in lakhParticulars As at


31st March, 2018Earmarked balance with banks:Unclaimed matured deposits and interest thereon 202 216 Unclaimed non-cumulative convertible redeemable Preference Shares 7 7 In other deposit accounts* 2 5 Total 211 228

* Deposits of ₹ 2 lakh (Previous Year ₹ 5 lakh) are given as lien against bank guarantees to Government Authorities.

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Note 16|Loans - Current ` in lakhParticulars As at


31st March, 2018(Unsecured and considered good)Loans to related parties (Refer Note 37) 41 1,619 Total 41 1,619

16.1 Loans given to related parties: ` in lakh



Name of Company(i) Greycells 18 Media Ltd 40 1,617 (maximum balance outstanding during the year ₹ 1,617 lakh

(Previous year ₹ 1,617 lakh))(ii) Network18 Media Trust 1 1 (maximum balance outstanding during the year ₹ 1 lakh (Previous year ₹ 1 lakh))(iii) TV18 Broadcast Limited - 1 (maximum balance outstanding during the year ₹ 1 lakh (Previous year ₹ 1 lakh))Total 41 1,619

16.2 The above loans have been given for business/ general corporate purpose.

Note 17|Other financial assets - Current ` in lakhParticulars As at


31st March, 2018Interest accrued on Loans and Investments 16 43 Security deposits (Unsecured and considered good) 33 29 Total 49 72

Note 18|Other current assets ` in lakhParticulars As at


31st March, 2018(Unsecured and considered good)Advances to vendor 90 29 Advances to related parties (Refer Note 37) - 46 Prepaid expenses 236 218 Balance with government authorities 990 1,023 Others 1,097 925 Total 2,413 2,241

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Note 19|Share capitalParticulars As at 31st March, 2019 As at 31st March, 2018

Number of Shares


` in lakh

(a) Authorised Share Capital:Equity shares of ₹ 5 each* 5,16,98,40,000 2,58,492 5,16,98,40,000 2,58,492 Preference shares of ₹ 10 each 1,55,00,000 1,550 1,55,00,000 1,550 Preference shares of ₹ 100 each 11,00,000 1,100 11,00,000 1,100 Preference shares of ₹ 200 each 1,05,00,000 21,000 1,05,00,000 21,000

(b) Issued, Subscribed and fully paid upEquity Shares of ₹ 5 each(i) Issued 1,04,69,48,519 52,347 1,04,69,48,519 52,347 (ii) Subscribed and fully paid up 1,04,69,48,519 52,347 1,04,69,48,519 52,347 Total 1,04,69,48,519 52,347 1,04,69,48,519 52,347

* Pursuant to Scheme of Merger by absorption approved by National Company Law Tribunal, Mumbai Bench the Authorised Shares Capital of the Company has increased to 5,16,98,40,000 equity shares of ₹ 5 each from 5,00,00,00,000 equity shares of ₹ 5 each (Refer Note 45 ).

19.1 The Company has only one class of equity share having par value of ₹ 5 per share. Each holder of equity share is entitled to one vote per share held. All the equity shares rank pari passu in all respects including but not limited to entitlement for dividend, bonus issue and rights issue. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all liabilities, in proportion to their shareholding.

19.2 Details of shares held by each shareholder holding more than 5% shares :


Shares% Holding Number of

Shares% Holding

1 RB Mediasoft Private Limited 12,75,60,417 12.18% 12,75,60,417 12.18%2 RB Media Holdings Private Limited 12,75,28,586 12.18% 12,75,28,586 12.18%3 Watermark Infratech Private Limited 12,75,28,287 12.18% 12,75,28,287 12.18%4 Colorful Media Private Limited 12,75,28,287 12.18% 12,75,28,287 12.18%5 Adventure Marketing Private Limited 12,75,28,287 12.18% 12,75,28,287 12.18%6 RRB Mediasoft Private Limited 10,85,15,123 10.36% 10,85,15,123 10.36%

19.3 There are no bonus shares issued, shares issued for consideration other than cash and shares bought back during the period of five years immediately preceding the reporting date.

19.4 Reconciliation of the number of shares and amount outstanding at the beginning and at the end of the reporting year:


Shares ` in lakh Number of

Shares ` in lakh

Equity Shares at the beginning of the year 1,04,69,48,519 52,347 1,04,69,48,519 52,347 Add : Shares issued during the year - - - - Equity Shares at the end of the year 1,04,69,48,519 52,347 1,04,69,48,519 52,347

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Note 20|Other Equity ` in lakhParticulars As at


31st March, 2018i Capital reserve As per last Balance Sheet 69 69

69 69 ii Securities premium As per last Balance Sheet 3,48,315 3,48,315

3,48,315 3,48,315 iii General reserve As per last Balance Sheet 1,135 1,135

1,135 1,135 iv Retained Earnings As per last Balance Sheet (1,70,302) (1,62,940) Add: Profit/ (Loss) for the year (63,465) (7,355) Add: Remeasurement of defined benefit plans 1 (7)

(2,33,766) (1,70,302)v Other Comprehensive Income As per last Balance Sheet 3,112 2,628 Add: Movement during the year (1,047) 484

2,065 3,112

Total 1,17,818 1,82,329

Figures in brackets represents debit balance.

Note 21|Provisions - Non-current ` in lakhParticulars As at


31st March, 2018Provision for employee benefits Provision for compensated absences 230 167 Provision for gratuity (Refer Note 31.2) 337 272 Total 567 439

Note 22|Borrowings - Current ` in lakhParticulars As at


31st March, 2018(Unsecured)Overdraft/ Working Capital Demand Loans ("WCDL") from banks 9,246 24,104 Commercial papers From Banks - 4,988 Others 1,33,306 91,081 Loans from related parties (Refer Note 37.3) 67,519 40,035 Total 2,10,071 1,60,208

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22.1 Repayment details for current borrowings are as follows: ` in lakhParticulars As at


31st March, 2018i) Overdraft/ Working Capital Demand Loans are repayable on demand 9,246 24,104 ii) Commercial papers are repayable within a year 1,33,306 96,069 iii) Loans from related parties are repayable within a year 67,519 40,035 Total 2,10,071 1,60,208

22.2 The above bank loans carry an interest rate referenced to the respective bank's marginal cost of lending rate/ equivalent and mutually agreed spread.

22.3 Maximum outstanding balance of Commercial papers during the year was ₹ 1,48,903 lakh.

Note 23|Trade payables due to ` in lakhParticulars As at


31st March, 2018Micro and Small Enterprises 15 4 Other than Micro and Small Enterprises * 4,779 4,092 Total 4,794 4,096

* Includes trade payables to related parties (Refer Note 37).

23.1 The details of amounts outstanding to Micro, Small and Medium Enterprises based on available information with the Company is as under:


31st March, 2019 As at

31st March, 2018 (i) Principal amount due and remaining unpaid 25 4 (ii) Interest due on above and the unpaid interest - - (iii) Interest paid - - (iv) Payment made beyond the appointed day during the year - - (v) Amount of interest due and payable for period of delay in making payment

excluding interest specified under MSMED Act - -

(vi) Interest accrued and remaining unpaid - - (vii) Amount of further interest remaining due and payable in succeeding years - -

Note 24|Other financial liabilities - Current ` in lakhParticulars As at


31st March, 2018Interest accrued but not due on borrowings 1,961 281 Security deposits 41 47 Unclaimed matured deposits and interest accrued thereon * 202 216 Unclaimed Preference shares redemption amount * 7 7 Creditors for capital expenditure 23 8 Others (₹34,083) 0 - Total 2,234 559

* These figures does not include any amount due and outstanding to be credited to the Investor Education and Protection Fund.

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Note 25|Other current liabilities ` in lakhParticulars As at


31st March, 2018Unearned revenue 199 63 Statutory dues 464 345 Advances from customers 16 246 Others# 1,494 1,794 Total 2,173 2,448

# Includes employee related payables.

Note 26|Provisions - Current ` in lakhParticulars As at


31st March, 2018Provision for employee benefits Provision for compensated absences 8 4 Provision for gratuity (Refer Note 31.2) 25 5

33 9 Other Provisions Provision for Income tax (net of advance tax) (Refer Note 35(b)) 158 - Provision for Indemnity (Refer Note 26.1) 21,726 21,726 Provision for Sales Return * 61 115 Total 21,978 21,850

* The movement in the provision for sales return is on account of reversals (net)

26.1 During the year ended 31 March, 2011, Roptonal Limited, Cyprus (‘Roptonal’) a subsidiary of the Company’s then jointly controlled entity, Viacom18 Media Private Limited (Currently a subsidiary of the Company) made a public offer for purchase of entire issued capital of The Indian Film Company Limited, Guernsey (‘TIFC’). The Company and its then subsidiary, Network18 Holdings Limited (‘Network18 Holdings’), Mauritius (Merged with the Company), in their capacity as shareholders in TIFC accepted the public offer. Further, pursuant to an agreement between Roptonal and Network18 Holdings, Network18 Holdings has agreed to indemnify Roptonal against the amount, if any, by which the net cash generated by TIFC from its existing film library in respect of the period from the date on which the aforementioned public offer becomes unconditional up to 21st July, 2014 is less than the net asset value of the film library as per the TIFC’s therein mentioned accounts for the year ended 31st March, 2010.

Network18 Holdings has also agreed to indemnify Roptonal against certain Indian tax liabilities that may potentially arise in TIFC or Roptonal in respect of certain withholding tax recoveries stated in TIFC’s financial statements and other taxes relating to the sale of Network18 Holding’s shares in TIFC. The aforementioned agreement further provided that if Network18 Holding does not undertake the indemnity obligations agreed in the agreement, the indemnity shall be provided by the Company.

During the previous years, based on the assessment of estimated cash flow of the indemnified assets, the Company has estimated the liability as ₹ 21,726 lakh.

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Note 27|Revenue from Operations ` in lakhParticulars 2018-19 2017-18Disaggregated Revenue Advertisement and subscription revenue 10,756 8,551 Sale of products 311 220 Other media income 91 751 Total 11,158 9,522

Revenue from Operations include revenue recognised from the balance of contract liabilities at the beginning of the current and previous year respectively.

Note 28|Other Income ` in lakhParticulars 2018-19 2017-18Interest income on Other Financial Assets measured at Amortised Cost 254 303 Bank deposits 10 23 Income tax refund 453 7 Others 82 34

799 367 Net gain/ (loss) arising on financial assets designated at fair value through profit or loss

Realised Gain 58 1 Unrealised Gain/ (Loss) (8,073) 8,994

(8 015) 8 995Liabilities/ provisions of earlier years no longer required written back 650 2 Miscellaneous income 15 4 Total (6,551) 9,368

Note 29|Cost of materials consumed ` in lakhParticulars 2018-19 2017-18Opening balance 75 79 Add: Purchase 276 198 Closing balance 116 75 Total 235 202

Note 30|Operational costs ` in lakhParticulars 2018-19 2017-18Web space purchased 56 7 Royalty expenses 286 195 Content and production expenses 1,855 1,550 Other production expenses 1,691 1,280 Total 3,888 3,032

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Note 31|Employee Benefits Expense ` in lakhParticulars 2018-19 2017-18Salaries and wages 8,851 6,798 Contribution to provident and other funds 443 365 Gratuity expense (Refer Note 31.2) 121 103 Staff welfare expenses 305 339 Total 9,720 7,605

31.1 Defined contribution plans Contribution to Defined Contribution Plans, recognised as expense for the year is as under: ` in lakh

Particulars 2018-19 2017-18Employer’s Contribution to Provident Fund 305 245 Employer’s Contribution to Pension Fund 108 92 Employer’s Contribution to Employees State Insurance 4 3

31.2 Defined benefit plans i) Reconciliation of opening and closing balances of Defined benefit obligation: ` in lakh

Particulars Gratuity (Unfunded)2018-19 2017-18

Defined benefit obligation at beginning of the year 277 224 Current service cost 100 86 Interest cost 21 17 Actuarial (gain)/ loss (1) 7 Benefits paid (35) (57)Defined benefit obligation at year end 362 277

ii) Expenses recognised during the year: ` in lakh

Particulars Gratuity (Unfunded)2018-19 2017-18

In Income Statement:Current service cost 100 86 Interest cost 21 17 Net cost 121 103 In Other Comprehensive Income (OCI)Actuarial (gain)/ loss for the year on defined benefit obligation (1) 7 Net (income)/ expense for the year recognised in OCI (1) 7

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iii) Actuarial assumptions: Particulars Gratuity (Unfunded)

2018-19 2017-18Mortality Table IALM (06-08) IALM (06-08)Discount rate (per annum) 7.69% 7.70%Rate of escalation in salary (per annum) 6.00% 5.50%

IALM - Indian Assured Lives Mortality.

The discount rate is based on the prevailing market yields of the Government of India Bonds as at the Balance Sheet date for the estimated term of the obligations.


iv) Sensitivity Analysis Significant Actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary

increase and employee turnover. The sensitivity analysis below, have been determined based on reasonably possible changes of the assumptions occurring at end of the reporting period , while holding all other assumptions constant. The result of Sensitivity analysis is given below:

` in lakhParticulars Gratuity (Unfunded)

2018-19 2017-18a) Impact of the change in discount rate Present value of obligation at the end of the period 362 277 i) Impact due to increase of 0.50% (23) (18) ii) Impact due to decrease of 0.50% 26 20 b) Impact of the change in salary increase Present value of obligation at the end of the period 362 277 i) Impact due to increase of 0.50% 25 19 ii) Impact due to decrease of 0.50% (23) (18)

These plans typically expose the Company to actuarial risks such as: interest risk, longevity risk and salary risk.

(A) Interest risk - A decrease in the discount rate will increase the plan liability.

(B) Longevity risk - The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan’s liability.

(C) Salary risk - The present value of the defined plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan’s liability.

Note 32|Finance Costs ` in lakhParticulars 2018-19 2017-18Interest cost 11,598 8,580 Other borrowing costs 4 17 Total 11,602 8,597

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Note 33|Other Expenses ` in lakhParticulars 2018-19 2017-18Repairs to building - 1 Repairs to plant and equipment 75 19 Other repairs 58 66 Electricity expenses 65 97 Insurance 44 33 Travelling and conveyance expenses 670 537 Professional and Legal fees 442 396 Payment to Auditors 76 97 Directors' sitting fees 55 61 Rent 711 801 Rates and taxes 85 68 Loss on sale/ discard of Property, Plant and Equipment and Other Intangible Asset (net) 1 487 Net foreign exchange loss/ (gain) (240) 265 Bad debts and net allowance for doubtful receivables 240 89 Other establishment expenses 625 824 Total 2,907 3,841

33.1 Payment to Auditors : ` in lakh

Particulars 2018-19 2017-18(a) Statutory Audit Fees 35 58 (b) Limited Review Fees 35 39 (c) Certification fees 6 - (d) Others (₹ 47,024) 0 - Total 76 97

33.2 Corporate Social Responsibility (CSR) CSR amount required to be spent as per Section 135 of the Companies Act, 2013 read with Schedule VII thereto by the company

during the year is NIL (Previous year NIL).

Note 34|Exceptional items ` in lakhParticulars 2018-19 2017-18Provision for impairment in value of long term investments * 34,616 - Total 34,616 -

* Represents an impairment of Investment as per Ind AS 36 'Impairment of Assets' in TV18 Home Shopping Network Limited, as associate.

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Note 35|Taxation ` in lakhParticulars 2018-19 2017-18a) Income tax recognised in Statement of Profit and Loss Current tax - 22 Deferred tax reversal 28 - Total income tax expenses recognised 28 22

Particulars 2018-19 2017-18b) The income tax expenses for the year can be reconciled to the

accounting profit as follows: Profit before tax (63,437) (7,333) Applicable Tax Rate 26% 26% Computed Tax Expense (16,494) (1,907) Tax effect of: Adjustment of unused tax losses 16,494 1,929 Deferred tax reversal 28 - Tax expenses recognised in Statement of Profit and Loss 28 22

The tax rate used for the reconciliations above is the corporate tax rate payable by corporate entities in India on taxable profit under the Income tax law.



31st March, 2018c) Advance tax (net of provision) At start the of the year 5,016 4,904 Current Tax - charge for the year - (22) Adjustments 158 (17) Tax paid during the year (net) (1,429) 151 At the end of the year 3,745 5,016

Note 36|EARNINGS PER SHARE (EPS)Particulars 2018-19 2017-18Net profit/ (loss) after tax as per Statement of Profit and Loss attributable to Equity Shareholders (₹ in lakh)

(63,465) (7,355)

Weighted average number of equity shares used as denominator for calculating basic and diluted EPS

1,04,69,48,519 1,04,69,48,519

Basic and Diluted Earnings per Share (₹) (6.06) (0.70)Face Value per Equity Share (₹) 5.00 5.00

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Note 37|Related parties disclosures As per Ind AS 24, the disclosures of transactions with related parties are given below:

37.1 List of related parties where control exists and related parties with whom transactions have taken place and relationships: Sr. No. Name of related party Relationship


Enterprises Exercising Control

2 Adventure Marketing Private Limited * 3 Watermark Infratech Private Limited * 4 Colorful Media Private Limited * 5 RB Media Holdings Private Limited * 6 RB Mediasoft Private Limited * 7 RRB Mediasoft Private Limited * 8 RB Holdings Private Limited * 9 Teesta Retail Private Limited10 Reliance Industries Limited (RIL) Beneficiary/ Protector of

Independent Media Trust11 Reliance Industrial Investments and Holdings Limited12 AETN18 Media Private Limited

Subsidiaries

13 Coloseum Media Private Limited14 e-Eighteen.com Limited15 Infomedia Press Limited16 Moneycontrol.Dot Com India Limited17 NW18 HSN Holdings PLC - (upto 14th February, 2018)18 TV18 Broadcast Limited19 Greycells18 Media Limited20 Viacom18 Media Private Limited @21 Viacom18 US Inc. @22 Viacom18 Media (UK) Limited @23 Roptonal Limited @24 Indiacast Media Distribution Private Limited @25 Indiacast UK Limited @26 Indiacast US Limited @27 TV18 Home Shopping Network Limited-(upto 14th February, 2018)28 NW18 Media Trust29 Panorama Television Private Limited ^30 RVT Media Private Limited ^31 Equator Trading Enterprises Private Limited ^32 IBN18 (Mauritius) Limited ^33 Reliance Jio Infocomm Limited

Fellow Subsidiaries34 Reliance Jio Messaging Service Private Limited35 Reliance Corporate IT Park Limited36 Indiawin Sports Private Limited37 Reliance Retail Limited38 TV18 Home Shopping Network Limited (w.e.f.15th February, 2018)

Associates39 Big Tree Entertainment Private Limited 40 Foodfesta Wellcare Private Limited41 IBN Lokmat News Private Limited Joint Ventures of Subsidiary42 Viacom18 Media Private Limited @43 Rahul Joshi (w.e.f. 9th July, 2018) Key Managerial Personnel

* Control by Independent Media Trust of which RIL is the sole beneficiary @ Accounted as Joint Venture till 28th February, 2018 and as subsidiary w.e.f. 1st March, 2018 ^ Merged with TV18 Broadcast Limited with appointed date 1st April, 2016

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37.2 Transactions during the year with related parties ` in lakh

Particulars

Beneficiary/ Protector of

Independent Media Trust

Subsidiaries Fellow Subsidiaries Associates

Joint Ventures of Subsidiary

Key Managerial

Personnel

(i) Transactions during the year1 Income from operations 15 3,158 26 10 - -

(-) (791) (1) (-) (8) (-) 2 Expenditure for services received 49 464 32 - 0 -

(₹15,150) (-) (134) (24) (-) (-) (-) 3 Interest income - 254 - - - -

(-) (302) (-) (-) (-) (-) 4 Interest expenses - 1,817 - - - -

(-) (1,697) (-) (-) (-) (-) 5 Reimbursement of expenses (paid) - 709 - - - -

(-) (1,102) (-) (2) (-) (-) 6 Reimbursement of expenses (received) - 645 - 2 - -

(-) (1,496) (-) (8) (2) (-) 7 Assets purchased - - 48 - - -

(-) (-) (17) (-) (-) (-) 8 Loans/ advances given - 744 - - - -

(₹ 3,960) (-) (824) (0) (-) (-) (-) 9 Loans taken - 38,500 - - - -

(-) (6,600) (-) (-) (-) (-) 10 Borrowings repaid - 11,016 - - - -

(-) (10,000) (-) (-) (-) (-) 11 Loans received back - 1,651 - - - -

(-) (-) (-) (-) (-) (-) 12 Investments made - 1,746 - 33,880 - -

(-) (2,769) (-) (-) (-) (-) 13 Sale of undertaking - - - - - -

(-) (-) (-) (7) (-) (-) 14 Payment to Key Managerial Personnel - - - - - 263

(-) (-) (-) (-) (-) (-) (ii) Balances at the year end1 Loan & Advances Receivable (including

Interest Accrued) - 4,600 - - - -

(-) (5,280) (-) (-) (-) (-) 2 Loans and Advances Payable (including

interest accrued) - 69,480 - - - -

(-) (40,316) (-) (-) (-) (-) 3 Trade Receivables - 730 - 115 - -

(₹ 3,960) (1) (1,118) (0) (159) (1) (-) 4 Trade Payables (₹ 20,764) 4 965 0 - - -

(-) (16,261) (34) (30) (-) (-) 5 Other Receivable - - - - - -

(-) (549) (-) (-) (-) (-) 6 Other Payable - 21,726 - - - -

(-) (21,726) (-) (-) (-) (-)

Figures in brackets represents previous year amounts

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37.3 Details of transactions and balances with related parties ₹ in lakh

Sr No Particulars Relationship 2018-19 2017-18

(i) Details of transactions1 Income from operations and other Income

Reliance Industries Limited Beneficiary/ Protector of Independent Media Trust 15 -

e - Eighteen.com Limited Subsidiary 1,157 129 TV18 Broadcast Limited Subsidiary 1,951 638 Viacom18 Media Private Limited Subsidiary 39 24 AETN18 Media Private Limited Subsidiary 11 - Indiawin Sports Private Limited Fellow Subsidiary 26 - Reliance Jio Messaging Service Private Limited Fellow Subsidiary - 1 Viacom18 Media Private Limited Joint Venture - 8 Big Tree Entertainment Private Limited Associate 10 -

2 Expenditure for Services received - Reliance Industries Limited Beneficiary/ Protector of

Independent Media Trust 49 -

AETN18 Media Private Limited Subsidiary 36 3 Coloseum Media Private Limited Subsidiary - 2 e-Eighteen.com Limited Subsidiary 62 79 TV18 Broadcast Limited Subsidiary 351 50 Viacom18 Media Private Limited Subsidiary 15 - Reliance Corporate IT Park Limited Fellow Subsidiary 20 21 Reliance Jio Infocomm Limited Fellow Subsidiary 7 1 Reliance Retail Limited Fellow Subsidiary 5 2 IBN Lokmat News Private Limited (₹ 15,150) Joint Venture 0 -

3 Interest Income Greycells18 Media Limited Subsidiary 16 110 Infomedia Press Limited Subsidiary 238 192

4 Interest Expensese-Eighteen.com Limited Subsidiary 508 340 TV18 Broadcast Limited Subsidiary 1,309 1,357

5 Reimbursement of expenses (paid)e-Eighteen.com Limited Subsidiary 643 810 Greycells18 Media Limited Subsidiary - 1 TV18 Broadcast Limited Subsidiary 66 291 Big Tree Entertainment Private Limited Associate - 2

6 Reimbursement of expenses (received)e-Eighteen.com Limited Subsidiary 490 1,434 Greycells18 Media Limited Subsidiary 18 17 Moneycontrol.Dot Com India Limited Subsidiary 20 26 TV18 Broadcast Limited (Previous year ₹ 26,941) Subsidiary 117 0 TV18 Home Shopping Network Limited (upto 14.2.2018) Subsidiary - 19 Big Tree Entertainment Private Limited Associate - 2 TV18 Home Shopping Network Limited (w.e.f. 15.2.2018) Associate 2 6 IBN Lokmat News Private Limited Joint Venture - 2

7 Assets purchasedReliance Retail Limited Fellow Subsidiary 48 17

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₹ in lakhSr No Particulars Relationship 2018-19 2017-18

8 Loans/ advances givenGreycells 18 Media Limited Subsidiary 40 682 Infomedia Press Limited Subsidiary 704 142 Reliance Jio Infocomm Limited (Previous year ₹ 3,960) Fellow Subsidiary - 0

9 Loans taken frome-Eighteen.com Limited Subsidiary - 2,100 TV18 Broadcast Limited Subsidiary 38,500 4,500

10 Loans repaid toTV18 Broadcast Limited Subsidiary 11,016 10,000

11 Loans (including interest) repaid byGreycells18 Media Limited Subsidiary 1651 -

12 Investments made inGreycells18 Media Limited Subsidiary 1,746 - TV18 Home Shopping Network Limited (upto 14.2.2018) Subsidiary - 2,769 TV18 Home Shopping Network Limited (w.e.f. 15.2.2018) Associate 6,125 - Big Tree Entertainment Private Limited Associate 27,755 -

13 Sale of undertakingFoodfesta Wellcare Private Limited Associate - 7

14 Payment to Key Managerial PersonnelRahul Joshi Key Managerial Person 263 -

(ii) Balances at the year end1 Loan & Advances Receivable

(including Interest Accrued)Greycells 18 Media Limited Subsidiary 40 1,637 Infomedia Press Limited Subsidiary 4,559 3,641 Network18 Media Trust Subsidiary 1 1 TV18 Broadcast Limited Subsidiary - 1

2 Outstanding Loans and Advances taken (including interest accrued)e-Eighteen.com Limited Subsidiary 7,038 6,581 TV18 Broadcast Limited Subsidiary 62,442 33,735

3 Trade ReceivableReliance Industries Limited Beneficiary/ Protector of

Independent Media Trust - 1

AETN18 Media Private Limited Subsidiary 11 - e-Eighteen.com Limited Subsidiary 388 535 Greycells 18 Media Limited Subsidiary 4 - Moneycontrol.Dot Com India Limited Subsidiary 1 30 TV18 Broadcast Limited Subsidiary 319 242 Viacom18 Media Private Limited Subsidiary 7 311 Reliance Jio Infocomm Limited (Previous year ₹ 3,960) Fellow Subsidiary - 0 Big Tree Entertainment Private Limited Associate - 10 TV18 Home Shopping Network Limited (w.e.f. 15.2.2018) Associate 115 149 IBN Lokmat News Private Limited Joint Venture - 1

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₹ in lakhSr No Particulars Relationship 2018-19 2017-18

4 Trade PayablesReliance Industries Limited Beneficiary/ Protector of

Independent Media Trust 4 -

e-Eighteen.com Limited Subsidiary 210 551 TV18 Broadcast Limited Subsidiary 745 15,710 Indiacast Media Distribution Private Limited Subsidiary 10 - Reliance Corporate IT Park Limited Fellow Subsidiary - 22 Reliance Retail Limited (Previous year ₹ 20,764) Fellow Subsidiary 0 12 TV18 Home Shopping Network Limited (w.e.f. 15.2.2018) Associate - 30

5 Other ReceivableInfomedia Press limited Subsidiary - 549

6 Other PayableRoptonal Limited Subsidiary 21,726 21,726

37.4 Compensation of key managerial personnel The compensation of Key Managerial Personnel during the year was as follows:

` in lakh 2018-19 2017-18

Short-term benefits 248 - Post employment benefits 15 - Other long-term benefits - - Share based payments - - Termination benefits - - Total 263 -

Note 38|Contingent liabilities and commitments ` in lakh2018-19 2017-18

a) Contingent Liabilities Claim against the Company/ disputed liabilities not acknowledged as debt Contingent payments under agreements for sale of subsidiaries - 170 Income Tax 1,047 1,230 Stamp Duty 3,164 3,164 Plaintiffs in the relevant case had filed a Derivative action suit before the Bombay

High Court alleging that all business opportunities undertaken by the certain companies of Network18 Group should be routed through e-Eighteen.com Limited.

3,11,406 3,11,406

Future cash flows in respect of above matters are determinable only on receipt of judgements/ decisions pending at various forums/ authorities.

b) Commitments Estimated amount of contracts remaining to be executed on capital account and

not provided for100 19

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Note 39|Obligation on long term, non cancellable operating leaseThe Company has taken various premises under cancellable/ non-cancellable operating leases. There are no sub leases or restrictions imposed by lease arrangements. The cancellable lease agreements are normally renewed on expiry. Operating lease charges amounting to ₹ 711 lakh (Previous Year ₹ 801 lakh) have been debited to the Statement of Profit and Loss during the year. The details of future minimum lease payments under non-cancellable leases are as under:



31st March, 2018Not later than one year 172 193 Later than one year but not later than five years 568 740 Total 740 933

The operating leases were mainly relates to office premises with lease terms of between 2 to 10 years. Most of the operating lease contract contains market review clauses for rate escalation.

Note 40|Capital and Financial Risk Management 40.1 Capital ManagementThe Company manages it’s capital to ensure that it will continue as going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The Company monitors Capital using a gearing ratio.

The capital structure of the Company consists of debt, cash and cash equivalents and equity.

The net gearing ratio at end of the financial year was as follows. ` in lakh



Gross debt 2,10,071 1,60,208 Less: Cash and cash equivalents 9 1,209 Net debt (A) 2,10,062 1,58,999 Equity (B) 1,70,165 2,34,676 Net gearing ratio (A)/(B) 1.23 0.68

40.2 Financial Risk Management The Company’s activities exposes it mainly to credit risk, liquidity risk and market risk. The treasury team identifies and evaluates financial risk in close coordination with the Company’s business teams.

(a) Credit Risk Credit risk is the risk that customers or counterparty will not meet its obligations under a financial instrument or customer contract,

leading to a financial loss. The Company is exposed to credit risk from its operating activities which is primarily trade receivables.

Customer credit risk is managed by each business team subject to the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customers receivables are regularly monitored.

An impairment analysis is performed at each reporting date for major customers. Receivables are grouped into homogenous groups and assessed for impairment collectively. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets. The Company evaluates the concentration of risk with respect to receivables as low.

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(b) Liquidity Risk Liquidity risk arises from the Company’s inability to meet its cash flow commitments on the due date. The Company maintains

sufficient stock of cash, marketable securities and committed credit facilities. The Company accesses local financial markets to meet its liquidity requirements. It uses a range of products to ensure efficient funding from across well-diversified markets and investor pools. Treasury monitors rolling forecasts of the Company’s cash flow position and ensures that the Company is able to meet its financial obligation at all times including contingencies.

The Company’s liquidity is managed by forecasting the cash and liquidity requirements. Treasury arranges to either fund the net deficit or invest the net surplus in the market.

(c) Market risk (i) Foreign Exchange Exposure/ currency Risk Foreign Currency Risk is the risk that the Fair Value or Future Cash Flows of an exposure will fluctuate because of changes in foreign

currency rates. Exposures can arise on account of the various assets and liabilities which are denominated in currencies other than functional currency.

The Company’s foreign currency exposure not hedged by a derivative instrument or otherwise as at year end is as follows: ` in lakh



Trade payables USD 146 126 GBP 9 - EURO 11 - Trade receivable USD 387 326 GBP 1 4 EURO (Current Year ₹ 47,923) 0 - Derivatives Forwards 246 -

Sensitivity analysis: 1% appreciation/ depreciation of the respective foreign currencies with respect to the functional currency of the Company would

result in an decrease/ increase in the Company’s loss before tax by a negligible amount for the year ended 31st March, 2019 and by ₹ 2 lakh for the year ended 31st March, 2018.

(ii) Interest Rate Risk The Company’s exposure to the risk of changes in market interest rate relates to floating rate debt obligations.

The Company’s borrowings at the end of the financial year are as follows: ` in lakh



BorrowingsCurrent 2,10,071 1,60,208

Total 2,10,071 1,60,208

Sensitivity analysis: 1% appreciation/ depreciation in the interest rate on floating rate borrowing included above would result in a increase/ decrease

in the Company’s loss before tax by ₹ 92 lakh for the year ended 31st March 2019 and by ₹ 241 lakh for the year ended 31st March 2018.

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Note 41|Fair value measurement hierarchy: ₹ in lakhParticulars As at 31st March, 2019 As at 31st March, 2018

Carrying Amount



Financial Assets At Amortised Cost Investments * 550 503 Trade Receivables 4,806 5,935 Cash and Bank Balances 220 1,437 Loans 3,201 4,075 Other Financial Assets 1,533 1,327 AT FVTPL Loans 9,069 - 9,069 - 17,142 - 17,142 - Investments - - - - 47 47 - - AT FVTOCI Investments 10,208 502 7,205 2,501 11,255 706 8,049 2,500 Financial Liabilities At Amortised Cost Borrowings 2,10,071 1,60,208 Trade Payables 4,794 4,096 Other Financial Liabilities 2,234 559

* Excludes group company Investments measured at cost (Refer Note 6.1)

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consist of the following three levels:

Level 1: Inputs are Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs are other than the quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

Level 3: Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumption that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

Valuation Methodology All financial instruments are initially recognised and subsequently re-measured at fair value as described below:

a) The fair value of investment in quoted Equity Shares and Mutual Funds is measured at quoted price or Net Asset Value (NAV).

b) The fair value of the remaining financial instruments is determined based on adjusted quoted price of underlying assets, information about market participants assumptions and other data that are available including using discounted cash flow analysis.

Note 42|Derivative contractsChanges in the fair value of forward contracts that economically hedge monetary liabilities in foreign currencies, and for which no hedge accounting is applied, are recognised in the Statement of Profit and Loss. The changes in fair value of the forward contracts, as well as the foreign exchange gains and losses relating to the monetary items, are recognised in the Statement of Profit and Loss.

Following table details the derivative contracts outstanding at the end of the year:Particulars Sell currency Buy Currency Nominal value of

contractForwards contract USD INR USD 3,55,500

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Note 43 Details of loan given, investment made and guarantee given covered u/s 186 (4) of the Companies Act, 2013

(a) Loan given by the Company to body corporate as at 31st March, 2019 ( Refer Note 7 and 16)

(b) Investment made by the Company as at 31st March, 2019 ( Refer Note 6)

(c) No Guarantee has been given by the Company as at 31st March, 2019

Note 44 The Company operates in a single reportable operating segment 'Media Operations'. Hence there are no separate reportable segments as per Ind AS 108 ‘Operating Segments’. Since the Company’s operations are primarily in India, it has determined single geographical segment.

Two customers represents more than 10% of the Company's total revenue during the current year as well as previous year.

Note 45 The National Company Law Tribunal, Mumbai Bench, has approved the Scheme of Merger by Absorption (“the Scheme”) for the merger of the Company’s direct/ indirect wholly owned subsidiaries, namely, Digital18 Media Limited, Capital18 Fincap Private Limited, RVT Finhold Private Limited, RRK Finhold Private Limited, RRB Investments Private Limited, Setpro18 Distribution Limited, Reed Infomedia India Private Limited, Web18 Software Services Limited, Television Eighteen Media and Investments Limited, Television Eighteen Mauritius Limited, Web18 Holdings Limited, E-18 Limited and Network18 Holdings Limited (“transferor Companies”) into the Company with appointed date as 1st April, 2016. The Scheme has become effective on 1st November, 2018.

The merger has been accounted under the ‘pooling of interests’ method in accordance with Appendix C of Ind AS 103 ‘Business Combinations’ read with clarification issued by Ind AS Technical Facilitation Group and accordingly, the assets, liabilities, reserves, rights and obligations of the transferor Companies vested with the Company have been recorded at their respective book value and goodwill amounting to ` 29,100 lakh has been recorded in the books of account. The Scheme being a common control business combination, no shares have been issued, to the shareholders of the transferor Companies, which were the Company’s wholly owned subsidiaries. Previous year’s figures have been restated after giving effect to the Scheme.

Note 46 Previous year’s figures have been regrouped wherever necessary to make them comparable to current year’s figures.

Note 47 The financial statements were approved for issue by the Board of Directors on 15th April, 2019

For and on behalf of the Board of DirectorsNetwork18 Media & Investments Limited

Adil Zainulbhai Rahul Joshi Dhruv Subodh Kaji P.M.S. PrasadChairman Managing Director Director DirectorDIN: 06646490 DIN 07389787 DIN:00192559 DIN: 00012144
