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Zee Entertainment Enterprises Ltd. இன் கணக்கு குறிப்புகள்

Mar 31, 2023

Provisions, contingent liabilities and contingent assets

The Company recognises provisions when a present obligation (legal
or constructive) as a result of a past event exists and it is probable
that an outflow of resources embodying economic benefits will be
required to settle such obligation and the amount of such obligation
can be reliably estimated.

The amount recognised as a provision is the best estimate of the
consideration required to settle the present obligation at the end of
the reporting period, taking into account the risks and uncertainities
surrounding the obligation. When a provision is measured using
the cash flow estimated to settle the present obligation, its carrying
amount is the present value of those cash flows (when the effect of
the time value of money is material).

A contingent liability is a possible obligation that arises from past
events whose existence will be confirmed by the occurance or non-
occurance of one or more uncertain future events beyond the control
of the Company or a present obligation that is not recognised because
it is not probable that the outflow of resources will be required to settle
the obligation. A contingent liability also arises in extremely rare cases
where there is a liability that cannot be recognised because it cannot
be measured reliably. The Company does not recognise a contingent
liability but discloses its existence in the financial statements.

Contingent assets are not recognised in the financial statements,
however they are disclosed where the inflow of economic benefits is
probable. When the realisation of income is virtually certain, then the
related asset is no longer a contingent asset and is recognised as an
asset.

A provision for onerous contracts is recognised in the statement
of profit and loss when the expected benefits to be derived by the
Company from a contract are lower than the unavoidable cost of
meeting its obligations under the contract. The provision is measured
at the present value of the lower of the expected cost of terminating
the contract and the expected net cost of continuing with the contract.
Before a provision is established, the Company recognises any
impairment loss on the assets associated with that contract.

Q) Revenue recognitionInd AS 115 on ‘Revenue from Contracts with Customers’

As per Ind AS 115 “Revenue from contracts with customers” - A
contract with a customer exists only when the parties to the contract
have approved it and are committed to perform their respective
obligations, the Company can identify each party’s rights regarding
the distinct goods or services to be transferred (“performance
obligations”), the Company can determine the transaction price for
the goods or services to be transferred, the contract has commercial

substance and it is probable that the Company will collect the
consideration to which it will be entitled in exchange for the goods or
services that will be transferred to the customer.

Revenues are recorded for the amount of consideration to which
the Company expects to be entitled in exchange for performance
obligations upon transfer of control to the customer and is measured
at the amount of transaction price net of returns, applicable tax and
applicable trade discounts, allowances, Goods and Services Tax
(GST) and amounts collected on behalf of third parties.

I Broadcasting revenue - Advertisement revenue (net of
discount and volume rebates) is recognised when the related
advertisement or commercial appears before the public i.e. on
telecast. Subscription revenue (net of share to broadcaster) is
recognised on time basis on the provision of television/digital
broadcasting service to subscribers.

II Sale of media content - Revenue is recognised when the
significant risks and rewards have been transferred to the
customers in accordance with the agreed terms.

III Commission revenue - Commission of space selling is
recognised when the related advertisement or commercial
appears before the public i.e. on telecast.

IV Revenue from theatrical distribution of films is recognised over
a period of time on the basis of related sales reports.

V Revenue from other services is recognised as and when such
services are completed/performed.

VI I nterest income is accrued on a time basis, by reference to
the principal outstanding and at the effective interest rate (EIR)
applicable.

VII Dividend income is recognised when the Company’s right to
receive dividend is established.

VIII Rent income is recognised on accrual basis as per the agreed
terms on straight-line basis.

R) Retirement and other employee benefits

Employee benefits include salaries, wages, contribution to provident
fund, gratuity, post-retirement medical benefits and other terminal
benefits.

Short-term employee benefits:

Employee benefits such as salaries, wages, short-term compensated
absences, cost of bonus, ex-gratia and performance linked rewards
falling due wholly within twelve months of rendering the service
are classified as short-term employee benefits and are expensed in
the period in which the employee renders the related service. The
obligations are presented as current liability in the balance sheet if
the entity does not have an unconditional right to defer the settlement
for atleast 12 months after reporting date.

Payments to defined contribution plans viz. Government administered
provident funds and pension schemes are recognised as an expense
when employees have rendered service entitling them to the
contributions.

For defined retirement benefit plans in the form of gratuity , the cost
of providing benefits is determined using the projected unit credit
method, with actuarial valuations being carried out at the end of
each annual reporting period. Remeasurement, comprising actuarial
gains and losses, the effect of the changes to the asset ceiling (if
applicable) and the return on plan assets (excluding net interest), is
reflected immediately in the balance sheet with a charge or credit
recognised in other comprehensive income in the period in which they
occur. Remeasurement recognised in other comprehensive income
is reflected immediately in retained earnings and is not reclassified
to statement of profit and loss. Past service cost is recognised in
statement of profit and loss in the period of a plan amendment. Net
interest is calculated by applying the discount rate at the beginning of
the period to the net defined benefit liability or asset. Defined benefit
costs are categorised as follows:

I service cost (including current service cost, past service cost,
as well as gains and losses on curtailments and settlements);

II net interest expense or income; and

III remeasurement.

The Company presents the first two components of defined benefit
costs in statement of profit and loss in the line item ‘Employee benefits
expense’. Curtailment gains and losses are accounted for as past
service costs.

The retirement benefit obligation recognised in the balance sheet
represents the actual deficit or surplus in the Company’s defined
benefit plans. Any surplus resulting from this calculation is limited
to the present value of any economic benefits available in the form
of refunds from the plans or reductions in future contributions to the
plans.

A liability for a termination benefit is recognised at the earlier of when
the entity can no longer withdraw the offer of the termination benefit
and when the entity recognises any related restructuring costs.

Other long-term employee benefits:

Liabilities recognised in respect of other long-term employee benefits
are measured at the present value of the estimated future cash
outflows expected to be made by the Company in respect of services
provided by employees up to the reporting date.

The Company recognises compensation expense relating to share-
based payments in net profit using fair-value in accordance with Ind
AS 102, Share-Based Payment. The estimated fair value of awards is
charged to statement of profit and loss on a straight-line basis over
the requisite service period for each separately vesting portion of
the award as if the award was in-substance, multiple awards with a
corresponding increase to share-based payment reserves.

S) Transactions In foreign currencies

The functional currency of the Company is Indian Rupees (‘''’).

I Foreign currency transactions are accounted at the exchange
rate prevailing on the date of such transactions.

II Foreign currency monetary items are translated using the
exchange rate prevailing at the reporting date. Exchange

differences arising on settlement of monetary items or on
reporting such monetary items at rates different from those at
which they were initially recorded during the period, or reported
in previous financial statements are recognised as income or as
expenses in the period in which they arise.

III Non-monetary foreign currency items are measured in terms of
historical cost in the foreign currency and are not retranslated.

T) Accounting for taxes on income

Current and deferred tax for the year:

Current and deferred tax are recognised in the statement of profit and
loss, except when they relate to items that are recognised in other
comprehensive income or directly in equity, in which case, the current
and deferred tax are also recognised in other comprehensive income
or directly in equity respectively.

Tax expense comprises of current and deferred tax.

I Current tax:

Current tax is the amount of income taxes payable in respect of
taxable profit for a year. Current tax for current and prior periods
is recognised at the amount expected to be paid to or recovered
from the tax authorities, using the tax rates and tax laws that
have been enacted or substantively enacted at the balance
sheet date. Management periodically evaluates positions taken
in the tax returns with respect to situations in which applicable
tax regulations are subject to interpretation and establishes
provisions where appropriate.

Tax assets and tax liabilities are offset where the entity has a
legally enforceable right to offset and intends either to settle
on a net basis, or to realise the asset and settle the liability
simultaneously.

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 are
generally recognised for all taxable temporary differences.
Deferred tax assets are generally recognised for all deductible
temporary differences to the extent that it is probable that
taxable profits will be available against which those deductible
temporary differences can be utilised. Such deferred tax assets
and liabilities are not recognised if the temporary difference
arises from the initial recognition (other than in a business
combination) of assets and liabilities in a transaction that
affects neither the taxable profit nor the accounting profit.
In addition, deferred tax liabilities are not recognised if the
temporary difference arises from the initial recognition of
goodwill.

The carrying amount of deferred tax assets is reviewed at the
end of each reporting period and reduced to the extent that
it is no longer probable that sufficient taxable profits will be
available to allow all or part of the asset to be recovered.

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 measurement of deferred tax liabilities and assets reflects
the tax consequences that would follow from the manner in
which the Company expects, at the end of the reporting period,
to recover or settle the carrying amount of its assets and
liabilities.

The Company recognises deferred tax liability for all taxable
temporary differences associated with investments in
subsidiaries and associates, except to the extent that both of
the following conditions are satisfied:

• When the Company is able to control the timing of the
reversal of the temporary difference; and

• it is probable that the temporary difference will not reverse
in the foreseeable future.

Deferred tax assets and liabilities are offset when there is
a legally enforceable right to offset current tax assets and
liabilities.

III Uncertain Tax positions:

Accruals for uncertain tax positions require management to
make judgements of potential exposures. Accruals for uncertain
tax positions are measured using either the most likely amount
or the expected value amount depending on which method the
entity expects to better predict the resolution of the uncertainty.
Tax benefits are not recognised unless the tax positions will
probably be accepted by the tax authorities. This is based upon
Management’s interpretation of applicable laws and regulations
and the expectation of how the tax authority will resolve the
matter. Once considered probable of not being accepted,
Management reviews each material tax benefit and reflects
the effect of the uncertainty in determining the related taxable
amounts.

U) Earnings per share

Basic earnings per share are calculated by dividing the net profit for
the year attributable to equity share holders by the weighted average
number of equity shares outstanding during the year.

Diluted earnings per share are computed by dividing the profit after
tax as adjusted for dividend, interest and other charges to expense or
income (net of any attributable taxes) relating to the dilutive potential
equity shares, by the weighted average number of equity shares
considered for deriving basic earnings per share and the weighted
average number of equity shares which could have been issued on
conversion of all dilutive potential equity shares.

V) Exceptional Items

An item of income or expense which by its size, type or incidence
requires disclosure in order to improve an understanding of the
performance of the Company is treated as an exceptional item and
the same is disclosed in the profit or loss and in the notes forming part
of the financial statements.

W) Impairment of non-financial assets

The carrying amounts of the Company’s non-financial assets,
other than inventories and deferred tax assets are reviewed at
each reporting date to determine whether there is any indication
of impairment. If any indication exists, or when annual impairment
testing for an asset is required, the Company estimates the asset’s
recoverable amount. For goodwill and intangible assets that have
indefinite lives or that are not yet available for use, an impairment test
is performed each year end.

An asset’s recoverable amount is the higher of an asset’s or Cash
Generating Unit’s (CGU) fair value less costs of disposal and its value
in use. In assessing value in use, the estimated future cash flows are
discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the
risks specific to the asset or the cash generating unit. In determining
fair value less costs of disposal, recent market transactions are taken
into account. If no such transactions can be identified, an appropriate
valuation model is used. These calculations are corroborated by
valuation multiples or other available fair value indicators. For the
purpose of impairment testing, assets are Companyed together into
the smallest Company of assets that generate cash inflows from
continuing use that are largely independent of the cash inflows of
other assets or Company’s of assets (the ‘cash generating unit’).

The goodwill acquired in a business combination is, for the purpose
of impairment testing, allocated to cash-generating units that are
expected to benefit from the synergies of the combination.

An impairment loss is recognised in the profit or loss if the estimated
recoverable amount of an asset or its cash-generating unit is lower
than it carrying amount. Impairment losses recognised in respect
of cash-generating units are allocated first to reduce the carrying
amount of any goodwill allocated to the units and then to reduce the
carrying amount of the other assets in the unit on a pro-rata basis.

An impairment loss in respect of goodwill is not reversed. In respect
of other assets, impairment losses recognised in prior periods are
assessed at each reporting date for any indications that the loss has
decreased or no longer exists. An impairment loss is reversed if there
has been a favourable change in the estimates used to determine the
recoverable amount. An impairment loss is reversed only to the extent
that the asset’s carrying amount does not exceed its recoverable
amount, nor exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment
loss had been recognised.

X) Financial guarantee contracts

Financial guarantee contracts are recognised as a financial liability at
the time the guarantee is issued. The liability is initially measured at
fair value and subsequently at the higher of:

• the amount determined in accordance with the expected credit
loss model as per Ind AS 109 - Financial Instruments; and

• the amount initially recognised less, where appropriate, cumulative
amount of income recognised in accordance with the principles of
Ind AS 115 - Revenue from Contracts with Customers.

The fair value of financial guarantees is determined based on the
present value of the difference in cash flows between the contractual
payments required under the debt instrument and the payments that
would be required without the guarantee, or the estimated amount
that would be payable to a third party for assuming the obligations.
Where guarantees in relation to loans or other payables of associates
are provided for no compensation, the fair values are accounted for
as contributions and recognised as part of the cost of the investment.

Y) Impairment of investments

The Company reviews its carrying value of investments carried at cost
(net of impairment, if any) annually. If the recoverable amount is less
than its carrying amount, the impairment loss is accounted for in the
statement of profit and loss.

3 KEY ACCOUNTING JUDGEMENTS AND ESTIMATES

The preparation of the Company’s financial statements requires
the Management to make judgements, estimates and assumptions
that affect the reported amounts of revenues, expenses, assets and
liabilities, and the accompanying disclosures, and the disclosure
of contingent liabilities. 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.

The key assumptions concerning the future and other key sources of
estimating the uncertainty at the reporting date, that have a significant
risk of causing a material adjustment to the carrying amounts of assets
and liabilities within the next financial year, are described below:

A) Income-taxes

The Company’s tax jurisdiction is India. Significant judgements are
involved in estimating budgeted profits for the purpose of paying
advance tax, determining the provision for income taxes, including
amount expected to be paid/recovered for uncertain tax positions.

I n assessing the realisability of deferred tax assets, management
considers whether some portion or all of the deferred tax assets
will not be realised. The ultimate realisation of deferred tax assets
is dependent upon the generation of future taxable income during
the periods in which the temporary differences become deductible.
Management considers the scheduled reversals of deferred income
tax liabilities, projected future taxable income and tax planning
strategies in making this assessment. Based on the level of historical
taxable income and projections for future taxable income over the
periods in which the deferred income tax assets are deductible,

management believes that the Company will realise the benefits of
those deductible differences. The amount of the deferred income tax
assets considered realisable, however, could be reduced in the near
term if estimates of future taxable income during the carry forward
period are reduced.

B) Property, plant and equipment

Property, plant and equipment represent a significant proportion of
the asset base of the Company. The charge in respect of periodic
depreciation is derived after determining an estimate of an asset’s
expected useful life and the expected residual value at the end of
its life. The useful lives and residual values of Company’s assets are
determined by the management at the time the asset is acquired
and reviewed periodically, including at each financial year end. The
lives are based on historical experience with similar assets as well
as anticipation of future events, which may impact their life, such
as changes in technical or commercial obsolescence arising from
changes or improvements in production or from a change in market
demand of the product or service output of the asset.

C) Research and development for internally generated assets

Research costs are expensed as incurred. Development expenditures
on an internally generated assets are recognised as an intangible
asset when the Company can demonstrate criteria specified for
capitalisation has been fulfilled. Significant judgements are involved
for assessing recognition criteria and analyse that the cost incurred
for subsequent development improve the functionality and enhance
the asset’s economic benefits potential.

D) Impairment of goodwill

Goodwill is tested for impairment on an annual basis and whenever
there is an indication that the recoverable amount of a cash-generating
unit is less than its carrying amount based on a number of factors
including operating results, business plans, future cash flows and
economic conditions. The recoverable amount of cash-generating
units is determined based on higher of value-in-use and fair value
less cost to sell. The goodwill impairment test is performed at the
level of the cash-generating unit or Company’s of cash-generating
units which are benefitting from the synergies of the acquisition and
which represents the lowest level at which goodwill is monitored for
internal management purposes.

Market related information and estimates are used to determine the
recoverable amount. Key assumptions on which management has
based its determination of recoverable amount include estimated
long term growth rates, weighted average cost of capital and
estimated operating margins. Cash flow projections take into account
past experience and represent management’s best estimate about
future developments.

I n estimating the future cash flows/fair value less cost of disposal,
the Company has made certain assumptions relating to the future
customer base, future revenues, operating parameters, capital
expenditure and terminal growth rate which the Company believes
reasonably reflects the future expectation of these items. However,
if these assumptions change consequent to change in future
conditions, there could be further favourable/adverse effect on the

recoverable amount of the assets. The assumptions will be monitored
on periodic basis by the Company and adjustments will be made if
conditions relating to the assumptions indicate that such adjustments
are appropriate.

E) Defined benefit obligation

The costs of providing pensions and other post-employment benefits
are charged to the Statement of Profit and Loss in accordance with Ind
AS 19 on ‘Employee benefits’ over the period during which benefit
is derived from the employees’ services. The costs are assessed
on the basis of assumptions selected by the Management. These
assumptions include salary escalation rate, discount rates, expected
rate of return on assets and mortality rates.

F) Fair value measurement of financial instruments and ECL on
other Financial Assets

When the fair values of financials assets and financial liabilities
recorded in the balance sheet cannot be measured based on quoted
prices in active markets, their fair value is measured using valuation
techniques, including the discounted cash flow model, which involve
various judgements and assumptions.

In accordance with Ind AS 109 - Financial Instruments, the Company
applies ECL model for measurement and recognition of impairment
loss on the trade receivables or any contractual right to receive cash
or another financial asset that result from transactions that are within
the scope of Ind AS 115 - Revenue from Contracts with Customers.

For this purpose, the Company follows ‘simplified approach’ for
recognition of impairment loss allowance on the trade receivable
balances, contract assets and lease receivables. The application
of simplified approach requires expected lifetime losses to be
recognised from initial recognition of the receivables based on
lifetime ECLs at each reporting date.

As a practical expedient, the Company uses a provision matrix
to determine impairment loss allowance on portfolio of its trade
receivables. The provision matrix is based on its historically observed
default rates over the expected life of the trade receivables and is
adjusted for forward-looking estimates. At every reporting date, the
historical observed default rates are updated and changes in the
forward-looking estimates are analysed.

I n case of other assets, the Company determines if there has been
a significant increase in credit risk of the financial asset since initial
recognition. If the credit risk of such assets has not increased
significantly, an amount equal to twelve months ECL is measured and
recognised as loss allowance. However, if credit risk has increased
significantly, an amount equal to lifetime ECL is measured and
recognised as loss allowance.

G) Media content, including content in digital form

The Company has several types of inventory such as general
entertainment, movies and music. Such inventories are expensed/
amortised based on certain estimates and assumptions made by
Company, which are as follows:

I Reality shows, chat shows, events, game shows and sports
rights: are fully expensed on telecast/upload which represents
best estimate of the benefits received from the acquired rights.

II The cost of program (own production and commissioned
program) are amortised over a period of three financial
years over which revenue is expected to be generated from
exploitation of programs.

III Cost of movie rights - The Company’s expectation is that
substantial revenue from such movies is earned during the
period of five years from the date of acquisition of license to
broadcast/upload on digital platform. Hence, it is amortised on
a straight-line basis over the license period or sixty months from
the date of acquisition/rights start date, whichever is shorter.

IV The estimated useful life/amortisation period for music rights
has been revised from three years to ten years from the year
of commencement of rights. The change is based on the future
economic benefits expected to be generated from exploitation
of rights which has resulted in operating cost for the year being
lower by ''226 million and inventories as at the balance sheet
date being higher by an equivalent amount.

V The cost of educational content acquired is amortised on a
straight-line basis over the license period or 60 months from
the date of acquisition/right start date, whichever is shorter.

VI Films produced and/or acquired for distribution/sale of rights:

Cost is allocated to each right based on management estimate of
revenue. Film rights are amortised as under:

a Satellite rights - Allocated cost of right is expensed immediately
on sale.

b Theatrical rights - Amortised in the month of theatrical release.

c I ntellectual Property Rights (IPRs) - Allocated cost of IPRs are
amortised over 5 years from release of film.

d Music and Other Rights - allocated cost of each right is expensed

immediately on sale.

H) Lease

Ind AS 116 - Leases requires lessees to determine the lease term as
the non-cancellable period of a lease adjusted with any option to
extend or terminate the lease, if the use of such option is reasonably
certain. The Company makes an assessment on the expected lease
term on a lease-by-lease basis and thereby assesses whether it
is reasonably certain that any options to extend or terminate the
contract will be exercised. In evaluating the lease term, the Company
considers factors such as any significant leasehold improvements
undertaken over the lease term, costs relating to the termination of
the lease and the importance of the underlying asset to Company’s
operations taking into account the location of the underlying asset
and the availability of suitable alternatives. The lease term in future
periods is reassessed to ensure that the lease term reflects the
current economic circumstances.

I) Provisions and contingent liabilities

The Company exercises judgement in determining if a particular
matter is possible, probable or remote. The Company also exercises
judgement in measuring and recognising provisions and the
exposures to contingent liabilities related to pending litigation or
other outstanding claims subject to negotiated settlement, mediation,
government regulation, as well as other contingent liabilities.
Judgement is necessary in assessing the likelihood that a pending
claim will succeed, or a liability will arise, and to quantify the possible
range of the financial settlement. Because of the inherent uncertainty
in this evaluation process, actual losses may be different from the
originally estimated provision. Provisions are reviewed at each
balance sheet date and adjusted to reflect the current best estimate.
If it is no longer probable that the outflow of resources would be
required to settle the obligation, the provision is reversed.

J) Business Combination

The Company uses the acquisition method of accounting to account
for business combinations. The acquisition date is the date on
which control is transferred to the acquirer. Judgement is applied
in determining the acquisition date, determining whether control
is transferred from one party to another and whether acquisition
constitute a business or asset acquisition. Control exists when the
Company is exposed to, or has rights to variable returns from its
involvement with the entity and has the ability to affect those returns
through power over the entity. In assessing control, potential voting
rights are considered only if the rights are substantive.

K) Recoverability of inventories and content advance

The Company uses the acquisition method of accounting to account
for business combinations. The acquisition date is the date on
which control is transferred to the acquirer. Judgement is applied
in determining the acquisition date, determining whether control
is transferred from one party to another and whether acquisition
constitute a business or asset acquisition. Control exists when the
Company is exposed to, or has rights to variable returns from its
involvement with the entity and has the ability to affect those returns
through power over the entity. In assessing control, potential voting
rights are considered only if the rights are substantive.

The factors that the Company considers in determining the amortisation
policy has been derived basis management’s expectation of overall
performance of content on historical trends and future expectations.

For inventory, the management assesses estimate of future revenue
potential. Based on such assessment if the net realisable value of
key item of inventory is below its carrying value, such inventories
are written down to their net realisable value in accordance with the
requirements of Ind AS 2, Inventories (‘Ind AS 2’).

4 RECENT INDIAN ACCOUNTING STANDARDS (IND AS)A) Standards issued but not effective:

Ministry of Corporate Affairs (“MCA”) notifies new standards or
amendments to the existing standards under Companies (Indian
Accounting Standards) Rules as issued from time to time. On
31st March 2023, MCA amended the Companies (Indian Accounting
Standards) Amendment Rules, 2023. The effective date for adoption
of this amendment is annual periods beginning on or after 1st April
2023. These amendments are not expected to have a material impact
on the Company or future reporting periods and on foreseeable future
transactions.

I Ind AS 1 - Presentation of Financial Statements

The amendments require companies to disclose their material
accounting policies rather than their significant accounting
policies.

II Ind AS 12 - Income Taxes

This amendment has narrowed the scope of the initial
recognition exemption so that it does not apply to transactions
that give rise to equal and offsetting temporary differences.

III Ind AS 8 - Accounting Policies, Changes in Accounting
Estimates and Errors

This amendment has introduced a definition of ‘accounting
estimates’ and included amendments to Ind AS 8 to help entities
distinguish changes in accounting policies from changes in
accounting estimates.

B) Changes in accounting policies and adoption of new/revision
in accounting standard:

The Ministry of Corporate Affairs had vide notification dated 23rd March
2022 notified Companies (Indian Accounting Standards) Amendment
Rules, 2022 which amended certain accounting standards, and are
effective 1st April 2022. These amendments did not have any impact
on the amounts recognised in prior periods and are not expected to
significantly affect the current or future periods.

C) Social security Code:

The Code on Social Security, 2020 (‘Code’) relating to employee
benefits during employment and post-employment benefits received
Presidential assent in September 2020. The Code has been published
in the Gazette of India. However, the date on which the Code will come
into effect has not been notified. The Company will assess the impact
of the Code when it comes into effect and will record any related
impact in the period the Code becomes effective.


Mar 31, 2022

i. Buildings include f 114,100 (f 114,100) being the value of shares in a co-operative society.

ii. Part of Property, plant and equipment have been given on lease.

iii. During the year, the Company has written off property, plant and equipment of f 1 million (f 148 million) which is charged to the statement

of profit and loss.

iv. Certain vehicles have been hypothecated against borrrowings for vehicles aggregating to f 31 million (f 22 million).

v. Disposals under Right-to-use assets represent the lease premises vacated by the Company.

vi. Part of buildings were identified as assets held for sale and disposed off during the previous year.

The fair value of the Company’s investment property aggregating f 2,416 million (f 1,084 million) has been arrived at on the basis of a valuation carried out as at balance sheet date by independent valuers. Independent valuers have appropriate qualifications and experience in the valuation of properties in the relevant locations. The fair valuations of investment property in India is based on the valuation by a registered valuer as defined under Rule 2 of Companies (Registered Valuers and Valuation) Rules, 2017. The valuation was arrived at by reference to market evidence of transaction prices for similar properties. The fair value measurement is categorised as Level 3, in the fair value hierarchy as per the requirements of Ind AS 113 on ‘Fair value measurement’.

Regional channel in India

The recoverable amount of this Cash Generating Unit (CGU) is determined based on a value in use. The estimated value in use of this CGU is based on the future cash flows using a 2% terminal growth rate for periods subsequent to the 5 years and discount rate of 19%. An analysis of the sensitivity of the computation to a change in key parameters (operating margin, discount rate and long-term growth rate), based on reasonably probable assumptions, did not identify any probable scenario in which the recoverable amount of the CGU would decrease below its carrying amount.

Online media business

The Company assessed the recoverable amount of Goodwill allocated to the Online Media Business which represent a separate CGU. The recoverable amount of this CGU was determined by an independent expert based on the fair value less cost of disposal. The fair value was determined based on revenue multiple of other companies in media industry which was higher then the carrying value of CGU accordingly no impairment in required.

Due to use of significant unobservable inputs to compute the fair value, it is classified as Level 3 in the fair value hierarchy as per the requirements of Ind AS 113 on ‘Fair value measurement’.

Also, refer note 45.

b) Terms/rights attached to Equity shares

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

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

Employees Stock Option Scheme (ESOP)

The Company has instituted an Employee Stock Option Plan (ESOP 2009) as approved by the Board of Directors and Shareholders of the Company in 2009 for issuance of stock options convertible into Equity shares not exceeding in the aggregate 5% of the issued and paid-up capital of the Company as at 31st March 2009 i.e. up to 21,700,355 Equity shares of f 1/- each (enhanced to 43,400,710 Equity shares in view of Bonus issue in 2010 in ratio of 1:1), to the employees of the Company as well as that of its subsidiaries. The said ESOP 2009 was amended during an earlier year to align the Scheme in line with the requirements of Companies Act, 2013 and SEBI (Share Based Employee Benefits) Regulations 2014 and provide flexibility to the Nomination and Remuneration Committee for determination of exercise price. The said scheme is administered by the Nomination and Remuneration Committee of the Board.

Terms/rights attached to preference sharesi. 6% Cumulative redeemable non-convertible preference shares - quoted

During the year ended 31st March 2014, the Company had issued 20,169,423,120 6% Cumulative redeemable non-convertible preference shares of f 1/- each (consolidated to face value of f 10/- each in 2017) by way of bonus in the ratio of 21 bonus preference shares of f 1/-each fully paid-up for every one Equity Share of f 1/- each fully paid-up and are listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) in India. During the year ended 31st March 2017, 6% Cumulative redeemable non-convertible preference shares of f 1/- each has been converted to 6% Cumulative redeemable non-convertible preference shares of f 10/- each.

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

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

On 5th March 2022, the Company redeemed the remaining balance 20% (f 2/- each) of the 2,016,942,312 bonus preference shares of f 10/-each (par value). Upon such redemption, the bonus preference shares stand extinguished on and from the date of redemption.

33. DISCLOSURES UNDER IND AS 116 ON LEASES Operating leases:

The Company has made use of the following practical expedients available in its transition to Ind AS 116:

a) Applied the exemption not to recognise Right-Of-Use (ROU) assets and liabilities for leases with less than twelve months of lease term on the date of initial application.

b) Excluded the initial direct costs from the measurement of the ROU asset at the date of initial application.

c) Applied a similar discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.

** Corporate guarantees aggregating f 1,528 million (f 1,001 million) have been provided for. The related loans outstanding aggregate f 2,009 million (f 2,018 million). (Refer note 44(d)(ii)A)

* Income-tax demands mainly include appeals filed by the Company before various appellate authorities against the disallowance of expenses/claims, non-deduction/short deduction of tax at source, transfer pricing adjustments etc. The Management is of the opinion that its tax cases are likely to be decided in its favour and hence no provision is considered necessary.

# The amount represents the best possible estimate arrived at on the basis of available information. The Company has engaged reputed advocates to protect its interests and has been advised that it has strong legal positions against such disputes.

@ The Company has received legal notices of claims/lawsuits filed against it relating to infringement of copyrights, defamation suits etc. in relation to the programmes produced/other matters. In the opinion of the Management, no material liability is likely to arise on account of such claims/law suits.

The Company has preferred a legal case against The Board of Control for Cricket in India (BCCI) for premature termination of media rights contract for telecast of cricket matches between India and other Countries in neutral territories outside India. The Hon’ble Arbitration Tribunal in November 2012 has passed an Arbitral award of f 1,236 million (plus interest) in favour of the Company. BCCI has filed a petition before the Hon’ble High Court of Judicature at Madras challenging the Tribunal Award. The Company has also filed an execution petition in April 2018. Accordingly, pending final outcome, effect has not been given in these financial statements. During an earlier year, the Company has received f 300 million which is accounted as deposits received in Other financial liabilities.

35. CAPITAL AND OTHER COMMITMENTS

a) Estimated amount of contracts remaining to be executed for capital expenditure not provided for (net of advances) is f 327 million (f 214 million).

b) Other commitments as regards media content and others (net of advances) are f 19,501 million (f 19,364 million).

c) Uncalled liability/contractual obligation on investments committed is Nil (f 13 million).

36. ATL Media Limited (ATL), an overseas wholly-owned subsidiary of the Company is engaged in broadcasting business. Living Entertainment Limited, Mauritius (LEL), a related party of the Company, is a content provider. During the financial year ended 31st March 2016, ATL had entered into a Put Option agreement with LEL to purchase the issued share capital held by LEL to the extent of 64.38% in Veria International Limited (VIL) (another related party of the Company) at an exercise price of $105 million, the exercise period of the Put Option was from the agreement date till the expiry date, i.e. 30th July 2019. In order to secure a borrowing from Axis Bank Limited and Yes Bank Limited (Bank), LEL had assigned all its right, title, benefit and interest under the said Put Option agreement in favour of Axis Bank, DIFC Branch, the security trustee for the benefit of Axis Bank Limited and Yes Bank Limited. Based on certain representations made by LEL, the Put Option agreement was renewed and amended by the parties (ATL and LEL) on 29th July 2019 and extended till 30th December 2026, and the exercise price was set at $ 52.50 million (f 3,969 million as at 31st March 2022 (f 3,848 million as at 31st March 2021)) for the same quantum of shares and LEL extended the assignment of the Put Option to the security trustee.

During the financial year ended 31st March 2020, the Bank invoked the Put Option pursuant to the assignment and demanded ATL to pay the exercise price. Subsequently, upon inquiry, ATL became aware of certain misrepresentations by LEL at the time of renewal of the Put Option agreement and consequently, ATL has rescinded the Put Option from the renewal date of the Put Option agreement and also filed a suit against LEL and the security trustee of the said Bank (security trustee subsequently excluded in the amended plaint filed during the year) in the Hon’ble Supreme Court of Mauritius for inter alia declaration that the amended Put Option agreement has been properly rescinded and no longer binding and enforceable. The matter is now sub-judice in Mauritius.

In May 2016, the Company had issued a Letter of Comfort (LOC) to the said Bank confirming its intention, among other matters, to support ATL by infusing equity/debt for meeting all its working capital requirements, debt requirements, business expansion plans, honouring the Put Option, take or pay agreements and guarantees. The Company has received communication from the Bank mentioning defaults committed by LEL in repayment of their loans to the Bank and calling upon the Company to support ATL in connection with honouring the Put Option. However, the Bank and LEL remained in discussion to settle the borrowing.

The Company is of the view, based on legal advice, that the LOC neither provides any guarantee, commitment or assurance to pay the Bank. On 26th J une 2020, the Bank filed a plaint seeking ad-interim relief in the Hon’ble High Court of Bombay on the grounds that the aforesaid LOC provided to the Bank is a financial guarantee. The Hon’ble High Court of Bombay, vide Orders dated 30th June 2020 and 19th August 2020 has refused/dismissed the ad-interim relief sought by the Bank, including as part of the appeal proceedings filed by the Bank that were in favour of the Company. The primary suit filed by the Bank on 26th June 2020 is yet to be heard by the Hon’ble High Court of Bombay.

The Management has assessed the nature of the LOC and based on legal advice obtained, the LOC has not been considered as a financial guarantee by the Management, which would require recognition of a liability in the books of account of the Company. Further, based on an independent valuation of ATL obtained, the Management has determined that the LOC also does not result in any executory contract that is onerous on the Company which requires any recognition of liability in the books of account of the Company.

37. During an earlier year, considering the increasing competition and content cost inflation, the Company entered into strategic content partnerships with major production houses, movie studios and creative partners for movies monetisation. Accordingly, the advances aggregating f 2,640 million were outstanding as at 31st March 2021.

During the current year, the Company has received inventories and hence the aforesaid advances are settled.

38. Op erational cost, employee benefits expense, advertisement and publicity expenses, electricity and water charges and repairs and maintenance (plant and machinery) are net off recoveries f 249 million (f 231 million).

39. SEGMENT INFORMATION

The Company operates in a single reporting segment namely ‘Content and Broadcasting’.

# The Company had entered into share purchase agreement after 31st March 2020, to sell its entire investment in its 100% subsidiary, Fly-By-Wire International Private Limited, which was subject to fulfilment of certain conditions/approvals. The Company had received the entire consideration for the aforesaid sale, in advance, during the year ended 31st March 2020. The Company had sold 49% of its investment in the previous year. The balance investment is sold in the current year on fulfilment of the conditions/receipt of the requisite approvals, resulting in a gain of T 124 million (T 119 million).

$ During the year ended 31st March 2020, the Company had classified freehold land, considered as investment property, as non-current asset held for sale. However, due to delays, including on account of the COVID-19 pandemic, in concluding the sale, the Management has reassessed the proposed sale of freehold land as not being highly probable. Accordingly, the freehold land of T 573 million has been reclassified as investment property as at 31st March 2022.

42. EMPLOYEE BENEFITS

The disclosures as per Ind AS 19 on ‘Employee Benefits’ are as follows:

a) Defined contribution plans

Contribution to provident and other funds’ is recognised as an expense in Note 25 ‘Employee benefits expense’ of the Statement of Profit and Loss.

vii. The defined benefit plans expose the Company to actuarial risks such as interest rate risk, longevity risk and salary risk:

Interest risk: A decrease in the bond interest rate will increase the plan liability.

Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of 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.

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

Notes:

1. The current service cost recognised as an expense is included in Note 25 ‘Employee benefits expense’ as gratuity. The remeasurement of the net defined benefit liability is included in other comprehensive income.

2. 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. Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

c) Other long-term benefits

The obligation for leave benefits (non-funded) is also recognised using the Projected Unit Credit Method and accordingly the long-term paid absences have been valued. The leave encashment expense is included in Note 25 ‘Employee benefits expense’.

‘0’ (zero) denotes amounts less than a million.

44. FINANCIAL INSTRUMENTS a) Capital management

The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the return to the stake holders through optimisation of debt and equity balance. The Company is not subject to any externally imposed capital requirements. The Company’s Risk Management Committee reviews the capital structure of the Company.

*Includes current maturities.

The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

Financial instruments measured at amortised cost.

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values, since, the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

d) Financial risk management objective and policies

The Company’s principal financial liabilities comprise loans and borrowings (majorly comprises cumulative redeemable preference shares issued by the Company), trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include investments, loans, unsecured interest free deposits, trade and other receivables and cash and cash equivalents that are derived directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s Senior Management oversees the management of these risks.

i. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk such as equity price risk.

- Foreign currency risk

The Company undertakes transactions denominated in foreign currencies, consequently exposures to exchange rate fluctuations arise. The Management has taken a position not to hedge this currency risk.

Foreign currency sensitivity analysis

The following table details the Company’s sensitivity to a 10% increase and decrease in the rupee against the relevant foreign currencies. 10% is the sensitivity rate used while reporting foreign currency risk internally to key management personnel and represents Management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated in monetary items and adjusts their translation at the year end for a 10% change in foreign currency rates. A positive number below indicates an increase in profit where the Rupee strengthens 10% against the relevant currency. For a 10% weakening of the rupee against the relevant currency, there would be a comparable impact on the profit and the balance would be negative.

The Company is mainly exposed to USD currency fluctuation risk.

The Company’s sensitivity to foreign currency assets has increased during the current year mainly due to overall increase in assets in foreign currency.

The Company’s sensitivity to foreign currency liabilities has increased during the current year mainly on account of overall increase in liabilities in foreign currency.

- Interest rate risk

The borrowings of the Company include vehicle loan which carries fixed coupon rate and consequently the Company is not exposed to interest rate risk.

The Company’s investment in debt instruments and loans given by the Company are at fixed interest rates, consequently the Company is not exposed to interest rate risk.

- Other price risk

The Company is exposed to equity price risks arising from equity investments. The Company’s equity investments are held for strategic rather than trading purposes.

ii. Credit risk management

Credit risk is the risk of financial loss to the Company if a customer or counterparty fails to meet its contractual obligations and arises principally from the Company’s receivables, deposits given, loans given, investments made and balances at bank.

The maximum exposure to the credit risk at the reporting date is primarily from investments made, loans given and trade receivables.

In case of trade receivables, the Company does not hold any collateral or other credit enhancements to cover its credit risks. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109 on ‘Financial Instruments’, the Company uses expected credit loss model to assess the impairment loss or gain.

Trade receivables are non-interest bearing and the average credit period is 45 days. The Company’s exposure to customers is diversified and except for two customers, no other customer contributes to more than 10 % of outstanding trade receivables and unbilled revenue.

A) During earlier years, the Company had provided commitments for funding shortfalls in Debt Service Reserve Account (DSRA guarantee) in relation to certain financial facilities availed from banks by Siti Networks Limited (SNL), which continues to be

disclosed as a related party for the current year, based on past association with SNL, even though SNL does not meet the criteria for being a related party from a legal form perspective. The above facilities include certain facilities availed when the cable business undertaking was part of the Company before its demerger into SNL.

The loan outstanding of SNL as at 31st March 2022 is f 2,009 million which is backed by DSRA guarantee as per the terms of the relevant agreements. On account of defaults made in repayments by SNL, during the year ended 31st March 2021, the Company has received demand notices/communications from the banks/representatives calling upon the Company to honour the obligations under the DSRA guarantee.

The Company has also been informed that SNL is in discussions with the banks for renegotiating the repayment terms and also restructuring/rescheduling of facilities. The Company has obtained legal advice about its obligations under the terms of the DSRA guarantee and the demands raised. Certain demands are sub-judice before various judicial forums.

Based on the aforesaid, as a matter of abundant caution, the Company has without prejudice to its rights in the pending legal proceedings, accounted for an amount aggregating f 1,001 million towards DSRA during the year ended 31st March 2021. During the year ended 31st March 2022, the Company has further accounted for an amount of f 527 million. The Company has also provided for the aforesaid amounts receivable from SNL and disclosed the same as part of ‘Exceptional items’.

As a matter of abundant caution, the Company had provided for the overdue trade receivables from SNL aggregating f 1,991 million in the year ended 31st March 2021. The Company recognises revenue to the extent collected. On account of a pending legal proceeding, amounts aggregating f 189 million (net) are yet to be collected and accounted for.

B) The Company has trade receivable of f 2,446 million (f 4,546 million) from a key strategic customer as at 31st March 2022, which include amounts which are overdue. The Management has agreed with the customer for a revised collection plan, which involves recovering the significant amounts by next financial year. Further, the customer has been generally paying as per the agreed plan and has reduced the overdue amount. Accordingly, the Management has considered the aforesaid amounts as good of recovery.

As at the year end, the Company is carrying provision for expected credit loss of f 92 million (f 324 million) as per the requirements of Ind AS 109 on ‘Financial Instruments’ towards time value of money on account of the said collection plan.

C) The Company, in an earlier year, had given an Inter Corporate Deposit (ICD) aggregating f 1,500 million. On account of delays in recovery of the amount, the ICD was assigned to certain related parties (Refer note 47), to secure payment of f 1,706 million (including accrued interest up to the date of assignment). Further since, there are delays in receiving payment from these related parties, the aforesaid amount has been provided during an earlier year.

The Company has initiated arbitration proceedings against the said parties for recovering the amounts.

D) During the year, the Company has made provision for slow moving financial assets aggregating f 547 million (including f 527 million for DSRA guarantee) (Previous year f 1,139 million including f 1,001 million for DSRA guarantee) resulting in aggregate provision of f 2,321 million (f 1,794 million).

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks and financial institutions with high credit ratings assigned by credit-rating agencies. The credit risk on mutual funds, non-convertible debentures, certificates of deposit and other debt instruments is limited because the counterparties are generally banks and financial institutions with high credit ratings assigned by credit rating agencies.

iii. Liquidity risk

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The Company’s principal source of liquidity are cash and cash equivalents and the cash flow generated from operations. The Company consistently generated cash flows from operations which together with the available cash and cash equivalents and current investment provides adequate liquidity in short-term as well as in the long -term. Trade and other payables are non-interest bearing and the average credit term is 45 days.

45. During the year ended 31st March 2021, the Board of Directors of the Company had approved the sale of digital publishing business to Indiadotcom Digital Private Limited (formerly known as Rapidcube Technologies Private Limited) (Indiadotcom), a related party, subject to regulatory and other approvals. Based on the binding quote received for this sale, the Company had assessed the carrying value of Goodwill relating to the aforesaid business and accordingly, accounted for an impairment charge of f 265 million during the year ended 31st March 2021 and had disclosed the same as part of ‘Exceptional items’. During the year, the Company has transferred the business to Indiadotcom as at 28th February 2022 post receipt of aforesaid regulatory and other approvals.

46. Final dividend on Equity shares for the year ended 31st March 2021 of f 2.5 per share (f 0.3 per share) aggregating to f 2,401 million (f 288 million) was paid during the year.

Final dividend on Equity shares for the year ended 31st March 2022 of f 3 per share aggregating to f 2,882 million was approved by the Board of Directors in their meeting held on 26th May 2022. The same is subject to approval of the shareholders at the Annual General Meeting and hence not recognised as a liability.

47. RELATED PARTY DISCLOSURESa) List of parties where control exists Subsidiary companiesi. Wholly-owned (direct and indirect subsidiaries)

Asia Multimedia Distribution Inc.; Asia Today Limited ; Asia Today Singapore Pte. Limited; AAAsia TV Gmbh; Asia TV USA Limited; Asia TV Limited; ATL Media FZ-LLC; ATL Media Limited; 1Zee Studios Limited (formerly known as Essel Vision Productions Limited); Expand Fast Holdings (Singapore) Pte. Limited; 1India Webportal Private Limited; OOO Zee CIS Holding LLC; OOO Zee CIS LLC; Pantheon Productions Limited; Taj TV Limited; 1Zee Digital Convergence Limited; Zee Entertainment Middle East FZ-LLC; Zee Multimedia Worldwide (Mauritius) Limited; 1Zee Network Distribution Limited (formerly known as Zee Turner Limited); 2Zee Technologies (Guangzhou) Limited; Zee TV South Africa (Proprietary) Limited; Zee Unimedia Limited; Z5X Global FZ-LLC; Zee Studios International Limited; AZee TV USA Inc.

ii. Other subsidiaries

Margo Networks Private Limited (extent of holding 80%)

Fly-by-Wire International Private Limited (extent of Holding NIL w.e.f. 18th August 2021,extent of holding 51% w.e.f. 30th July 2020 upto 17th August 2021)

Idea Shop Web and Media Private Limited (extent of Holding NIL w.e.f. 31st January 2022, extent of holding 51.04% held through Zee Studios Limited upto 30th January 2022)

b) Associates

Asia Today Thailand Limited (extent of holding 25% through Asia Today Singapore Pte. Limited)

c) Joint Venture

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

d) Other Related parties consist of companies controlled by key management personnel and its relatives with whom transactions have taken place during the year and balance outstanding as on the last day of the year:

Asian Satellite Broadcast Private Limited, Broadcast Audience Research Council (upto 24th March 2022); Cyquator Media Services Private Limited; Creantum Security Solutions Private Limited; Digital Subscriber Management and Consultancy Services Private Limited; Diligent Media Corporation Limited; Edisons Infrapower & Multiventures Private Limited; Essel Corporate LLP; Essel Corporate Resources Private Limited; Essel Finance Business Loans Limited; Essel Finance Management LLP; Essel Infra Projects Limited; Elouise Green Mobility Limited (formerly known as Essel Green Mobility Limited); Essel Realty Private Limited; Essel Utilities Distribution Company Limited; Evenness Business Excellence Services Private Limited (Formerly known as Essel Business Excellence Services Limited); EZ Buy Private Limited; EZ Mall online Limited; Indiadotcom Digital Private Limited; Konti Infrapower & Multiventures Private Limited; Liberium Global Resources Private Limited; Living Entertainment Enterprises Private Limited; Omnitrade Marketing Services Private Limited; Pan India Network Infravest Limited; Pan India Network Limited; Real Media FZ-LLC; 1Siti Group (Siti Networks Limited; Indian Cable Net Company Limited; Master Channel Community Network Private Limited; Siti Broadband Services Private Limited; Siti Guntur Digital Network Private Limited; Siti Jai Maa Durgee Communication Private Limited; Siti Jind Digital Media Communication Private Limited; Siti Karnal Digital Media Network Private Limited; Siti Maurya Cable Net Private Limited; Siti Prime Uttranchal Communications Private Limited; Siti Saistar Digital Media Private Limited; Siti Siri Digital Network Private Limited; Siti Vision Digital Media Private Limited); Today Merchandise Private Limited; Veria International Limited; Widescreen Holdings Private Limited; Zee Akaash News Private Limited; 1Zee Learn Limited; Zee Media Corporation Limited; Zen Cruises Private Limited.

*Even though the Siti Group and Zee Learn Limited does not meet the criteria for being a related party from a legal form perspective, based on the past association with these Companies, the Company has disclosed them as a related parties and has disclosed all the transactions with the said Companies.

Directors/Key Management Personnel

Dr. Subhash Chandra (Non-Executive Director) upto 18th August 2020; Mr. Punit Goenka (Managing Director & CEO); Mr. R. Gopalan (Independent Director - Chairman); Mr. Ashok Kurien (Non-Executive Director- upto 12th September 2021); Mr. Manish Chokhani (Non-Executive Director - upto 12th September 2021); Mr. Adesh Kumar Gupta (Non-Executive Director); Mr. Piyush Pandey (Independent Director); Ms. Alicia Yi (Independent Director) w.e.f. 24th April 2020; Mr. Sasha Mirchandani (Independent Director) w.e.f. 24th December 2020; Mr. Vivek Mehra (Independent Director) w.e.f. 24th December 2020.

Relatives of Key Management Personnel

Amit Goenka

None of the aforesaid Companies are related parties in accordance with related party definition as per Section 2(76) of the Companies Act, 2013.

49. a) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entity(ies) (intermediaries) with the understanding that the intermediary shall;

i. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (ultimate beneficiaries) or

ii. provide any guarantee, security, or the like to or on behalf of the ultimate beneficiaries.

b) The Company has not received any fund from any other person(s) or entity(ies), including foreign entity(ies) (funding party) with the understanding (whether recorded in writing or otherwise) that the funding party shall;

i. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or

ii. provide any guarantee, security or the like on behalf of the ultimate beneficiaries.

55. The Board of Directors of the Company, at its meeting on 21st December 2021, has considered and approved Scheme of Arrangement under Sections 230 to 232 of the Companies Act, 2013 (Scheme), whereby the Company and Bangla Entertainment Private Limited (an affiliate of Sony Pictures Networks India Private Limited) shall merge in Sony Pictures Networks India Private Limited. The Scheme is subject to receipt of approvals from the Stock Exchanges, National Company Law Tribunal, Mumbai bench (NCLT), shareholders and creditors of the Company as may be directed by the NCLT and approval of other regulatory or statutory authorities as may be required.

56. The standalone financial statements of the Company for the year ended 31st March 2022, were reviewed by the Audit Committee in their meeting held on 25th May 2022 and approved for issue by the Board of Directors at their meeting held on 26th May 2022.

1

India Web Portal Private Limited, Zee Digital Convergence Limited, Zee Network Distribution Limited were merged with Zee Studios Limited effective 18th November 2021

2

Deregistered as on 9th December 2020

ADeregistered as on 1st May 2020

aa Under liquidation w.e.f. 31st January 2021


Mar 31, 2021

Regional channel in India

The recoverable amount of this Cash Generating Unit (CGU) is determined based on a value in use. The estimated value in use of this CGU is based on the future cash flows using a 2% terminal growth rate for periods subsequent to the 5 years and discount rate of 16-17%. An analysis of the sensitivity of the computation to a change in key parameters (operating margin, discount rate and long-term growth rate), based on reasonably probable assumptions, did not identify any probable scenario in which the recoverable amount of the CGU would decrease below its carrying amount.

Online media business

As at 31 March 2020, the Company assessed the recoverable amount of Goodwill allocated to the Online Media Business which represent a separate CGU. The recoverable amount of this CGU was determined by an independent expert based on the fair value less cost of disposal. The fair value was determined based on revenue multiple of other companies in media industry which has been severally impacted and accordingly resulting in lower fair value of the CGU. The excess of carrying value of CGU over the recoverable amount had been accounted as an impairment charge of Rs. 1,137 Million and disclosed as ‘Exceptional item’. Due to use of significant unobservable inputs to compute the fair value, it is classified as level 3 in the fair value hierarchy as per the requirements of Ind AS 113 on ‘Fair value measurement’.

d) Employees Stock Option Scheme (ESOP)

The Company has instituted an Employee Stock Option Plan (ESOP 2009) as approved by the Board of Directors and Shareholders of the Company in 2009 for issuance of stock options convertible into Equity Shares not exceeding in the aggregate 5% of the issued and paid-up capital of the Company as at 31 March 2009 i.e. up to 21,700,355 Equity Shares of Re. 1/- each (enhanced to 43,400,710 Equity Shares in view of Bonus issue in 2010 in ratio of 1:1), to the employees of the Company as well as that of its subsidiaries. The said ESOP 2009 was amended during an earlier year to align the Scheme in line with the requirements of Companies Act, 2013 and SEBI (Share Based Employee Benefits) Regulations 2014 and provide flexibility to the Nomination and Remuneration Committee for determination of exercise price. The said scheme is administered by the Nomination and Remuneration Committee of the Board.

32. DISCLOSURES UNDER IND AS 116 ON LEASES

Operating leases:

On 1 April 2019, the Company adopted Ind AS 116 on ‘Leases’, which applied to all lease contracts outstanding as at 1 April 2019, using modified retrospective method by recording the cumulative effect of initial application as an adjustment to opening retained earnings.

The Company has made use of the following practical expedients available in its transition to Ind AS 116:

i) Applied the exemption not to recognize right-of-use assets and liabilities for leases with less than twelve months of lease term on the date of initial application.

ii) Excluded the initial direct costs from the measurement of the right-of-use asset at the date of initial application.

iii) Applied a similar discount rate to a portfolio of leases of similar assets in similar economic environment with a similar end date.

During the previous year, the right-of-use asset (ROU assets) was recognised at its carrying amount as if the standard had been applied since the commencement of the lease, but discounted using the lessee’s incremental borrowing rate as at 1 April 2019. Accordingly, a right-of-use asset of Rs. 671 Million and a corresponding lease liability of Rs. 671 Million had been recognized.

The principal portion of the lease payments have been disclosed under cash flow from financing activities. The lease payments for operating leases as per Ind AS 17 on ‘Leases’, were earlier reported under cash flow from operating activities. The weighted average incremental borrowing rate of 9.25% has been applied to lease liabilities recognised in the balance sheet at the date of initial application. On application of Ind AS 116, the nature of expenses has changed from lease rent in previous periods to depreciated cost for the right-of-use asset and finance cost for interest accrued on lease liability. The difference between the future minimum lease rental commitments towards non-cancellable operating leases compared to the lease liability as accounted as at 1 April 2019 is primarily due to inclusion of present value of the lease payments for the cancellable term of the leases, reduction due to discounting of the lease liabilities as per the requirement of Ind AS 116 and exclusion of the commitments for the leases to which the Company has chosen to apply the practical expedient as per the standard.

AA Previous year number includes commitment for meeting shortfall funding towards revolving Debt Service Reserve Account (DSRA) obligation against financial facilities availed by the borrowers.

& Loan outstanding Rs. 2,018 Million (Rs. 2,523 Million).

* Income-tax demands mainly include appeals filed by the Company before various appellate authorities (including Dispute Resolution panel) against the disallowance of expenses / claims, non-deduction / short deduction of tax at source, transfer pricing adjustments etc. The Management is of the opinion that its tax cases are likely to be decided in its favour and hence no provision is considered necessary.

# The amount represents the best possible estimate arrived at on the basis of available information. The Company has engaged reputed advocates to protect its interests and has been advised that it has strong legal positions against such disputes.

$ I n an earlier year, the Company had provided Letter of Undertaking to secure 650 units unlisted, secured redeemable non-convertible debentures (NCDs) (rated) issued by a related party to a Mutual Fund. The said related party had made partial redemption of the NCDs prior to the due date of

redemption i.e. 8 July 2020. But, due to COVID pandemic, its business was severely impacted and therefore it was unable to redeem the balance portion

of the NCDs on the redemption date.

During the year, the Company has purchased these NCDs from the Mutual Fund for an amount aggregating Rs. 445 Million. These NCDs are secured by first pari- passu charge over the current assets, movable fixed assets including all rights, title, interest, benefits and claims / demands of the related party i.e. the Issuer Company. The tenure of NCDs have been extended by 1.5 years.

@ The Company has received legal notices of claims / lawsuits filed against it relating to infringement of copyrights, defamation suits etc. in relation to the programs produced / other matters. In the opinion of the Management, no material liability is likely to arise on account of such claims / lawsuits.

(b) The Company has preferred a legal case against The Board of Control for Cricket in India (BCCI) for premature termination of media rights contract for telecast of cricket matches between India and other Countries in neutral territories outside India. The Hon’ble Arbitration Tribunal in November 2012 has passed an Arbitral award of Rs. 1,236 Million (plus interest) in favour of the Company. BCCI has filed a petition before the Hon’ble High Court of Judicature at Madras challenging the Tribunal Award. The Company has also filed an execution petition in April 2018. Accordingly, pending final outcome, effect has not been given in these financial statements. During an earlier year, the company has received Rs. 300 Million which is accounted as deposits received in Other financial liabilites.

34. CAPITAL AND OTHER COMMITMENTS

a. Estimated amount of contracts remaining to be executed for capital expenditure not provided for (net of advances) is Rs. 214 Million (Rs. 121 Million).

b. Other commitments as regards media content and others (net of advances) are Rs. 19,364 Million (Rs. 10,638 Million - Restated - Refer note 50).

c. Uncalled liability / contractual obligation on investments committed is Rs. 13 Million (Rs. 40 Million).

35. ATL Media Limited (ATL), an overseas wholly owned subsidiary of the Company is engaged in broadcasting business. Living Entertainment Limited, Mauritius (LEL), a related party of the Company, is a content provider. During the financial year ended 31 March 2016, ATL had entered into a Put Option agreement with LEL to purchase the issued share capital held by LEL to the extent of 64.38% in Veria International Limited (VIL) (another related party of the Company) at an exercise price of $ 105 Million, the exercise period of the Put Option was from the agreement date till the expiry date, that is, 30 July 2019. In order to secure a borrowing from Axis Bank Limited and Yes Bank Limited (Bank), LEL had assigned all its right, title, benefit and interest under the said Put Option agreement in favour of Axis Bank, DIFC Branch, the security trustee for the benefit of Axis Bank Limited and Yes Bank Limited. Based on certain representations made by LEL, the Put Option agreement was renewed and amended by the parties (ATL and LEL) on 29 July 2019 and extended till 30 December 2026 and the exercise price was set at $ 52.50 Million (Rs. 3,848 Million as at 31 March 2021; Rs. 3,927 Million as at 31 March 2020) for the same quantum of shares and LEL extended the assignment of the Put Option to the security trustee.

During the previous year, the Bank invoked the Put Option pursuant to the assignment and demanded ATL to pay the exercise price. Subsequently, upon inquiry, ATL became aware of certain misrepresentations by LEL at the time of renewal of the Put Option agreement and consequently, ATL has rescinded the Put Option from the date the Put Option was renewed and also filed a suit against LEL and the security trustee of the said Bank in the Hon’ble Supreme Court of Mauritius for inter-alia declaration that the amended Put Option agreement has been properly rescinded and no longer binding and enforceable. The matter is now sub-judice in Mauritius.

In May 2016, the Company had issued a Letter of Comfort (LOC) to the said Bank confirming its intention, among other matters, to support ATL by infusing equity / debt for meeting all its working capital requirements, debt requirements, business expansion plans, honouring the Put Option, take or pay agreements and guarantees. The Company has received communication from the Bank mentioning defaults committed by LEL in repayment of their loans to the Bank and calling upon the Company to support ATL in connection with honouring the Put Option. However, the Bank and LEL remained in discussion to settle the borrowing.

The Company is of the view, based on legal advice, that the LOC neither provides any guarantee, commitment or assurance to pay the Bank. On 26 June 2020, the Bank filed a plaint seeking ad-interim relief in the Hon’ble High Court of Bombay on the grounds that the aforesaid LOC provided to the Bank is a financial guarantee. The Hon’ble High Court of Bombay, vide Orders dated 30 June 2020 and 19 August 2020 has refused / dismissed the ad-interim relief sought by the Bank, including as part of the appeal proceedings filed by the Bank that were in favour of the Company. The primary suit filed by the Bank on 26 June 2020 is yet to be heard by the Hon’ble High Court of Bombay.

The Management has assessed the nature of the LOC and based on legal advice obtained, the LOC has not been considered as a financial guarantee by the Management, which would require recognition of a liability in the books of account of the Company. Further, based on an independent valuation of ATL obtained, the Management has determined that the LOC also does not result in any executory contract that is onerous on the Company which requires any recognition of liability in the books of account of the Company.

39. Operational cost, employee benefits expense and other expenses are net off recoveries Rs. 231 Million (Rs. 446 Million).

40. The standalone financial statements of the Company for the year ended 31 March 2021, were reviewed by the Audit Committee in their meeting held on 19 May 2021 and approved by the Board of Directors in their meeting held on 20 May 2021.

41. DISCLOSURE REQUIRED UNDER SECTION 22 OF MICRO, SMALL AND MEDIUM ENTERPRISES DEVELOPMENT ACT, 2006.

As at 31 March 2021, there are outstanding dues of Rs. 5 Million (Rs. 0 Million) to Micro, Small and Medium enterprises (including Rs. 5 Million (Rs. 0 Million) towards Micro and Small enterprises). There is no interest due or outstanding towards the aforesaid balances. During the year ended 31 March 2021, an amount of Rs. 39 Million (Rs. 15 Million) was paid beyond the appointed day as defined in the Micro, Small and Medium Enterprises Development Act, 2006.

‘0’ (zero) denotes amounts less than a Million.

45. During the year, the Board of Directors of the Company has approved the sale of digital publishing business to Rapidcube Technologies Private Limited, a related party, subject to regulatory and other approvals. Based on the binding quote received for this sale, the Company has assessed the carrying value of Goodwill relating to the aforesaid business and accordingly, accounted for an impairment charge of Rs. 265 Million in the year ended 31 March 2021 and disclosed the same as ‘Exceptional item’.

47. DIVIDEND

Dividend on Equity shares is approved by the Board of Directors in their meeting held on 20 May 2021 and is subject to approval of the shareholders at the Annual General Meeting and hence not recognised as a liability. Appropriation of dividend is done in the financial statements subsequent to approval by the shareholders.

Final dividend on Equity shares for the current year is Rs. 2.50 per share (Re. 0.30 per share) which aggregates to Rs. 2,401 Million (Rs. 288 Million).

Trade receivable consists of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of the accounts receivable.

During earlier years, the Company had provided commitments for funding shortfalls in Debt Service Reserve Account (DSRA guarantee) in relation to certain financial facilities availed from banks by Siti Networks Limited (SNL), a related party, including certain facilities availed when the cable business undertaking was part of the Company before its demerger into SNL. The loan outstanding of SNL as at 31 March 2021 which is backed by DSRA guarantee is Rs. 2,018 Million. On account of defaults made in repayments by SNL, during the year ended 31 March 2021, the Company has received demand notices/communications from the banks/ representatives calling upon the Company to honor the obligations under the DSRA guarantee.

The Company has also been informed that SNL is in active discussions with the banks for renegotiating the repayment terms and also restructuring/rescheduling of its’ facilities. The Company has also obtained legal advice about its obligations under the terms of the DSRA guarantee and for the demand raised by IndusInd Bank in respect of the DSRA guarantee which is sub-judice before the Hon’ble Delhi High Court. Additionally, the Company has undertaken credit risk evaluation of SNL, including future cash flow assessments.

FORMING PART OF THE FINANCIAL STATEMENTS

Based on the aforesaid, as a matter of abundant caution, the Company has estimated and accounted the liability aggregating Rs. 1,001 Million as on 31 March 2021. Further, the Company has provided for the receivable from SNL of the aforesaid amount and disclosed the same as ‘Exceptional item’.

The Company has collected the receivables relating to the revenue accounted for the year ended 31 March 2021 and as a matter of abundant caution has also provided for the overdue trade receivables from SNL aggregating Rs. 812 Million.

The Company has trade receivable of Rs. 4,546 Million from a key strategic customer as at 31 March 2021, which include amounts which are overdue. The Management has agreed with the customer for a revised collection plan, which involves recovering the amounts over a period of 12 months. Further, the customer has been generally paying as per the agreed plan and has reduced the overdue amount. In addition, the Management has carried out an assessment of the financial position of the customer. Accordingly, the Management has considered the aforesaid amounts as good of recovery.

As per the requirements of Ind AS 109 on ‘Financial Instruments’ the Company had recorded expected credit loss of Rs. 324 Million (Rs. 376 Million) towards time value of money on account of the said collection plan.

Further, during the year, provision of Rs. Nil (Rs. 413 Million) has been recorded with respect to advertising and subscription customers as a matter of abundant caution, on account of potential credit risk due to COVID-19 pandemic.

The Company, in an earlier year, had given an Inter-corporate Deposit (ICD) aggregating Rs. 1,500 Million. On account of delays in recovery of the amount, the ICD was assigned to certain related parties, to secure payment of Rs. 1,706 Million (including accrued interest up to the date of assignment). Further since, there are delays in receiving payment from these related parties, the aforesaid amount has been provided during the previous year and disclosed as an ‘Exceptional item’.

The Company has initiated arbitration proceedings against the said parties for recovering the amounts.

During the year, the Company has made provision for slow moving financial assets aggregating to Rs. 1,139 Million (including Rs. 1,001 Million for DSRA guarantee) resulting in aggregate provision of Rs. 1,794 Million (PY Rs. 655 Million).

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks and financial institutions with high credit ratings assigned by credit-rating agencies. The credit risk on mutual funds, non-convertible debentures, certificates of deposit and other debt instruments is limited because the counterparties are generally banks and financial institutions with high credit ratings assigned by credit rating agencies.

iii Liquidity risk

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The Company’s principal source of liquidity are cash and cash equivalents and the cash flow generated from operations. The Company consistently generated cash flows from operations which together with the available cash and cash equivalents and current investment provides adequate liquidity in short term as well as in the long term. Trade and other payables are non-interest bearing and the average credit term is 45 days.

vii) The defined benefit plans expose the Company to actuarial risks such as interest rate risk, longevity risk and salary risk:

Interest risk: A decrease in the bond interest rate will increase the plan liability.

Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of 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.

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

Notes:

1. The current service cost recognised as an expense is included in Note 25 ‘Employee benefits expense’ as gratuity. The remeasurement of the net defined benefit liability is included in other comprehensive income.

2. 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.

Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

c Other long-term benefits

The obligation for leave benefits (non-funded) is also recognised using the Projected Unit Credit Method and accordingly the long-term paid absences have been valued. The leave encashment expense is included in Note 25 ‘Employee benefits expense’.

50. a. During the year, the Board of Directors of the Company had approved acquisition of film production and distribution business from Zee Studios Limited (ZSL) (a wholly owned subsidiary of the Company) (formerly known as Essel Vision Productions Limited) on a slump sale basis. The business transfer agreement was executed and is effective from closing of business hours as at 28 February 2021.

As per the business transfer agreement the Film business undertaking of ZSL comprising of film production and distribution business and related assets and liabilities was acquired, on a going concern basis, for a consideration of Rs. 2,695 Million (after working capital adjustments).

Consequently, the effect of the aforesaid acquisition has been given in the financial statements in accordance with Appendix C of the Indian Accounting Standard (Ind AS) 103 on ‘Business Combinations’ relating to accounting for common control business combinations. The Ind AS requires the comparative accounting period(s) presented in the financial statements be restated for the accounting impact of acquisition of the film production and distribution business, as if the transfer had occurred from the beginning of the comparative period(s) presented in the financial statements. Accordingly, figures of the previous year have been restated.

51. During an earlier year, considering the increasing competition and content cost inflation, the Company adopted an aggressive differentiated movie library expansion strategy and entered into strategic content partnerships with major production houses, movie studios and creative partners for movies monetization on Zee5, domestic and international broadcast businesses. Accordingly, the Company had entered into certain output deals for future rights and given advances of aggregate value of Rs. 4,200 Million.

During the year, the Company received inventories aggregating Rs 1,560 Million and advances aggregating Rs. 2,640 Million is outstanding as at 31 March 2021.

52. RELATED PARTY DISCLOSURES

a. List of parties where control exists Subsidiary companies

i. Wholly owned (direct and indirect subsidiaries)

Asia Multimedia Distribution Inc.; Asia Today Limited; Asia Today Singapore Pte Limited; AAAsia TV Gmbh; Asia TV USA Limited; Asia TV Limited; ATL Media FZ-LLC; ATL Media Limited; *Eevee Multimedia Inc.; Zee Studios Limited (formerly known as Essel Vision Productions Limited); Expand Fast Holdings (Singapore) Pte. Limited; Fly-by-Wire International Private Limited (extent of holding 51% w.e.f. 30 July 2020); India Webportal Private Limited; OOO Zee CIS Holding LLC; OOO Zee CIS LLC; Pantheon Productions Limited; Taj TV Limited; Zee Digital Convergence Limited; Zee Entertainment Middle East FZ-LLC; Zee Multimedia Worldwide (Mauritius) Limited; Zee Network Distribution Limited (formerly known as Zee Turner Limited extent of holding 100% w.e.f. 6 August 2019); **Zee Technologies (Guangzhou) Limited; Zee TV South Africa (Proprietary) Limited; Zee Unimedia Limited; Z5X Global FZ-LLC; Zee Studios International Limited; AZee TV USA Inc.

ii) Other subsidiaries

Margo Networks Private Limited (extent of holding 80%)

Fly-by-Wire International Private Limited (extent of holding 51% w.e.f. 30 July 2020)

Idea Shop Web and Media Private Limited (extent of holding 51.04% held through India Webportal Private Limited) b Associate

Asia Today Thailand Limited (extent of holding 25% through Asia Today Singapore Pte Limited) c Joint venture

Media Pro Enterprise India Private Limited (extent of holding 50% through Zee Network Distribution Limited formerly known as Zee Turner Limited extent of holding 100% w.e.f. 06 August 2019).

d Other related parties consist of Companies controlled by key management personnel and its relatives with whom transactions have taken place during the year and balance outstanding as on the last day of the year:

Asian Satellite Broadcast Private Limited; Axom Communication and Cable Private Limited; Broadcast Audience Research Council; Cyquator Media Services Private Limited; Creantum Security Solutions Private Limited; Digital Subscriber Management and Consultancy Services Private Limited; Diligent Media Corporation Limited; Edisons Infrapower & Multiventures Private Limited; Essel Corporate LLP; Essel Corporate Resources Private Limited; Essel Finance Business Loans Limited; Essel Finance Management LLP; Essel Infra Projects Limited; Elouise Green Mobility Limited (formerly known as Essel Green Mobility Limited); Essel Realty Private Limited; Essel Utilities Distribution Company Limited; Evenness Business Excellence Services Private Limited (Formerly known as Essel Business Excellence Services Limited); EZ Buy Private Limited; EZ-Mall Online Limited; Indian Cable Net Company Limited; Konti Infrapower & Multiventures Private Limited; Liberium Global Resources Private Limited; Living Entertainment Enterprises Private Limited; Master Channel Community Network Private Limited; Omnitrade Marketing Services Private Limited; Pan India Infraprojects Private Limited; Pan India Network Infravest Limited; Pan India Network Limited; Procall Infra & Utilities Private Limited; Real Media FZ-LLC; Siti Broadband Services Private Limited; Siti Guntur Digital Network Private Limited; Siti Jai Maa Durgee Communication Private Limited; Siti Jind Digital Media Communication Private Limited; Siti Karnal Digital Media Network Private Limited; Siti Networks Limited; Siti Maurya Cable Net Private Limited; Siti Prime Uttranchal Communications Private Limited; Siti Saistar Digital Media Private Limited; Siti Siri Digital Network Private Limited; Siti Vision Digital Media Private Limited; Today Merchandise Private Limited; Veria International Limited; Widescreen Holdings Private Limited; Zee Akaash News Private Limited; Zee Learn Limited; Zee Media Corporation Limited; Zen Cruises Private Limited.

Directors / Key Management Personnel

Dr. Subhash Chandra (Non-Executive Director) upto 18 August 2020; Mr. Punit Goenka (Managing Director & CEO); Mr. R Gopalan (Independent Director -Chairman); Mr. Ashok Kurien (Non-Executive Director); Mr. Manish Chokhani (Independent Director); Mr. Adesh Kumar Gupta (Independent Director); Mr. Piyush Pandey (Independent Director); Ms. Alicia Yi (Independent Director) w.e.f. 24 April 2020; Mr. Sasha Mirchandani (Independent Director) w.e.f. 24 December 2020; Mr. Vivek Mehra (Independent Director) w.e.f. 24 December 2020.


Mar 31, 2019

NOTES FORMING PART OF THE FINANCIAL STATEMENTS

Trade receivable consists of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of the accounts receivable.

Loans given aggregating Rs. 1,784 Millions (including interest) is outstanding and overdue as at 31 March 2019 from related parties. The Company does not consider any credit risk on such loan given. As a promoter company has provided a letter of comfort for repayment of such outstanding loans.

Further, as explained in note 47 to the financial statment, unsecured interest free deposit aggregating Rs. 6,930 Millions are outstanding as at 31 March 2019.

Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by credit-rating agencies. The credit risk on mutual funds, commercial paper, non-convertible debentures, certificates of deposit and other debt instruments is limited because the couterparties are generally banks and financial institutions with high credit ratings assigned by credit rating agencies.

iii Liquidity risk

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The Company''s principal source of liquidity are cash and cash equivalents and the cash flow generated from operations. The Company consistently generated strong cash flows from operations which together with the available cash and cash equivalents and current investment provides adequate liquidity in short term as well as in the long term. Trade and other payables are non-interest bearing and the average credit term is 45 days

The table below provides details regarding the contractual maturities of financial liabilities including estimated interest payments as at 31 March 2019:

(Rs. Millions)

Due in 1st year 2

Due in to 5th year

Due after 5 years

Total

Carrying value

Financial liabilities

Trade payables and other financial liabilities

20,715

-

20,715

20,715

Borrowings

4,045

8,085

12,130

11,141

Total

24,760

8,085

32,845

31,857

The table below provides details regarding the contractual maturities of financial liabilities including estimated interest payments as at 31 March 2018:

(Rs. Millions)

Due in 1st year 2

Due in to 5th year

Due after 5 years

Total

Carrying value

Financial liabilities

Trade payables and other financial liabilities

11,897

-

11,897

11,897

Borrowings

4,041

12,151

16,192

15,262

Total

15,938

12,151

28,089

27,159

The amount of financial guarantees included in contingent liabilities are the maximum amounts the Company could be forced to settle under the arrangement for the full guaranteed amount if the amount is claimed by the counterparty to the guarantee.

46. EMPLOYEE BENEFITS

The disclosures as per Ind AS 19 - Employee Benefits are as follows:

a) Defined contribution plans

Contribution to provident and other funds'' is recognised as an expense in Note 25 ''Employee benefits expense'' of the statement of profit and loss.

b) Defined benefit plans

The present value of gratuity 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 leave benefits (non funded) is also recognised using the Projected Unit Credit Method.

(Rs. Millions)

Mar-19

Mar-18

Gratuity (Non Funded)

i)

Expenses recognised during the year

1

Current service cost

67

65

2

Interest cost

34

27

3

Past service cost

230

50

Total Expenses

331

142

ii)

Amount recognised in other comprehensive income (OCI)

1

Opening amount recognised in OCI

(27)

24

2

Remeasurement during the period due to

- Changes in financial assumptions

16

(29)

- Changes in experience charges

88

(22)

Closing amount recognised in OCI

77

(27)

iii)

Net liability recognised in the Balance Sheet as at 31 March

1

Present value of Defined Benefit Obligation (DBO)

796

404

2

Net liability

796

404

iv)

Reconciliation of net liability recognised in the Balance Sheet

1

Net liability at the beginning of year

404

341

2

Transferred during the year

-

8

3

Expense as per (i) above

331

142

4

Other comprehensive income as per (ii) above

104

(51)

5

Liabilities transferred on divestiture

(8)

(3)

6

Benefits paid

(35)

(33)

Net liability at the end of the year

796

404

v)

The following payments are expected to defined benefit plan in future years :

1

Expected benefits for year 1

22

16

2

Expected benefits for year 2 to year 5

128

90

3

Expected benefits beyond year 5

2,889

1,112

Mar-19

Mar-18

vi)

Actuarial assumptions

1

Discount rate

7.71%

7.85%

2

Expected rate of salary increase

9.50%

9.50%

3

Mortality

IAL (2012-14)

IAL (2006-08)

vii) The defined benefit plans expose the Company to actuarial risks such as interest rate risk, longevity risk and salary risk:

Interest risk: A decrease in the bond interest rate will increase the plan liability.

Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of 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.

Salary risk: The present value of defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of plan participants will increase the plan''s liability.

viii) Sensitivity analysis

The key actuarial assumptions to which the benefit obligation results are particularly sensitive to discount rate and future salary escalation rate. The following table summarizes the impact in percentage terms on the reported defined benefit obligation at the end of the reporting period arising on account of an increase or decrease in the reported assumption by 50 basis points:

(Rs. Millions)

Mar-19

Mar-18

1

Impact of increase in 50 bps on DBO -

discount rate

744

377

2

Impact of decrease in 50 bps on DBO

- discount rate

852

432

3

Impact of increase in 50 bps on DBO -

salary escalation rate

838

423

4

Impact of decrease in 50 bps on DBO

- salary escalation rate

757

384

Notes:

a) The current service cost recognised as an expense is included in Note 25 ''Employee benefits expense'' as gratuity. The remeasurement of the net defined benefit liability is included in other comprehensive income.

b) 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.

Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

C Other long term benefits

The obligation for leave benefits (non funded) is also recognised using the Projected Unit Credit Method and accordingly the long term paid absences have been valued. The leave encashment expense is included in Note 25 ''Employee benefits expense''.

47. Considering the increasing competition and content cost inflation, the Company adopted an aggressive differentiated movie library expansion strategy and entered into strategic content partnerships with major production houses, movie studios and creative partners for movies monetization on Zee5, domestic and international broadcast businesses.

Accordingly, the Company had entered into various agreements with content aggregators and their agencies (sub-agents) for movie library acquisition and provided, from time to time, advances aggregating Rs. 22,790 millions to the agencies. In those cases where agencies could not fulfill their obligations in terms of the arrangement within the agreed timelines, the Company has terminated those Memorandum of Understandings (MOU) and advances aggregating Rs. 17,340 millions were received back. Interest aggregating Rs. 175 Millions recovered in terms of the MOU, where applicable, is accounted under the head ''Other income''. Advances aggregating Rs. 2,450 Millions (net of inventories acquired of Rs. 3,000 Millions) are outstanding as on 31 March 2019. Such advances are accounted under the sub-head ''Other advances (unsecured) - Considered good'' under the head ''Other assets''.

Further, during the year, considering the cost inflation and to mitigate the possibility of non-availability of films, to ensure a robust content pipeline for future, the Company has entered into certain output deals and given unsecured interest-free deposits aggregating Rs. 6,930 millions for a period of eleven months to the aggregators, which are outstanding as at 31 March 2019. Such deposits are accounted under sub-head ''Deposits - unsecured and considered good - to others'' under the hear ''Other financial assets''.

With regard to the aforesaid advances, with reference to standard operating procedures, the Company as a part of its enterprise risk assessment and internal control evaluation, with a view of enhancing the related effectiveness of control, is modifying its systems and processes with technology enablement for film acquisition.

48. RELATED PARTY DISCLOSURES

a) List of parties where control exists Subsidiary companies

i) Wholly owned (direct and indirect subsidiaries)

Asia Multimedia Distribution Inc.; Asia Today Limited; Asia Today Singapore Pte Limited; Asia TV Gmbh; Asia TV USA Limited; Asia TV Limited; ATL Media FZ-LLC; ATL Media Ltd.; Eevee Multimedia Inc.; Essel Vision Productions Limited; Expand Fast Holdings (Singapore) Pte. Limited; Fly by Wire International Private Limited (extent of holding 100% w.e.f. 14 July 2017); Idea Shop Web and Media Private Limited (held through India Webportal Private Limited); India Webportal Private Limited (extent of holding 100% w.e.f. 22 July 2017); OOO Zee CIS Holding LLC; OOO Zee CIS LLC; Pantheon Productions Limited; Taj TV Limited; Zee Digital Convergence Limited; Zee Entertainment Middle East FZ-LLC; Zee Multimedia Worldwide (Mauritius) Limited; Zee Radio Network Middle East FZ-LLC (De-registered on 24 December 2017); Zee Technologies (Guangzhou) Limited; Zee TV South Africa (Proprietary) Limited; Zee Unimedia Limited; Z5X Global FZ-LLC; Zee Studios International Limited; Zee TV USA Inc.

ii) Other subsidiaries

Zee Network Distribution Limited (formerly known as Zee Turner Limited extent of holding 74%); Margo Networks Private Limited (extent of holding 80% w.e.f. 17 April 2017)

b) Associates

Aplab Limited (extent of holding 26.42% upto 15 January 2019); Asia Today Thailand Limited (extent of holding 25% through Asia Today Singapore Pte Limited); Fly By Wire International Private Limited* (extent of holding 49% upto 13 July 2017)

* Became subsidiary during previous year

c) Joint venture

India Webportal Private Limited* (extent of holding 51% upto 21 July 2017); Idea Shop Web and Media Private Limited (extent of holding 51.04% through India Webportal Private Limited)*; Media Pro Enterprise India Private Limited (extent of holding 50% through Zee Network Distribution Limited formerly known as Zee Turner Limited extent of holding 74%).

* Became subsidiary during previous year

d) Other related parties consist of Companies controlled by key management personnel and its relatives with whom transactions have taken place during the year and balance outstanding as on the last day of the year:

Asian Satellite Broadcast Private Limited; Axom Communication and Cable Private Limited; Broadcast Audience Research Council; Cyquator Media Services Private Limited; Creantum Security Solutions Private Limited; Digital Subscriber Management and Consultancy Services Private Limited; Diligent Media Corporation Limited; Dish Infra Services Private Limited; Dish TV India Limited; Edisons Infrapower & Multiventures Private Limited; Essel Business Excellence Services Limited; Essel Finance VKC Forex Limited; Essel Corporate LLP; Essel Corporate Resources Private Limited; Essel Finance Business Loans Limited; Essel Finance Management LLP; Essel Infra Projects Limited; Essel Finance Wealth Zone Private Limited; Essel Realty Private Limited; Essel Solar Energy Private Limited; EZ Buy Private Limited; EZ Mall Online Limited; Indian Cable Net Company Limited; Konti Infrapower & Multiventures Private Limited; Living Entertainment Enterprises Private Limited; Master Channel Community Network Private Limited; Pan India Network Infravest Private Limited; Pan India Network Limited; Procall Infra & Utilities Private Limited; Real Media FZ-LLC; Shirpur Gold Refinery Limited; Siti Networks Limited; Siti Maurya Cable Net Private Limited; Siti Prime Uttranchal Communications Private Limited; Siti Siri Digital Network Private Limited; Siti Vision Digital Media Private Limited; Smart Wireless Private Limited; Subhash Chandra Foundation; Today Merchandise Private Limited; Veria International Limited; Widescreen Holdings Private Limited; Zee Akaash News Private Limited; Zee Learn Limited; Zee Media Corporation Limited.

Directors / Key Management Personnel

Dr. Subhash Chandra (Non-Executive Director); Punit Goenka (Managing Director & CEO); Ashok Kurien (Non-Executive Director); Subodh Kumar (Non-Executive Director); Prof. Sunil Sharma (Independent Director); Prof. Neharika Vohra (Independent Director); Manish Chokhani (Independent Director); Adesh Kumar Gupta (Independent Director)

e)

Disclosure in respect of related party transactions and balances as at and during the year

(Rs. Millions)

SI. No.

Particulars

Mar-19

Mar 18

Transactions during the year

A)

Fixed assets

I)

Assets purchased

Subsidiaries

-

56

B)

Non-Current investments

I)

Investments purchased / subscribed

Subsidiaries

1,239

5,253

II)

Investments sold

Associate

2

-

Subsidiaries

120

7,411

C)

Revenue from operations

I)

Advertisement income

Subsidiaries

3

19

Other related parties

126

105

II)

Subscription income

Other related parties

6,227

3,481

III)

Share of subscription income payable

Subsidiaries

1,148

998

Other related parties

683

713

IV)

Commission - Space selling

Subsidiaries

162

153

Other related parties

389

392

V)

Transmission income

Subsidiaries

327

315

Other related parties

112

76

VI)

Sales - Media content

Subsidiaries

1,120

1,314

Joint venture

-

58

Other related parties

-

2

VII)

Other operating income

Subsidiaries

1

-

Other related parties (2018 : Rs 14,000/-)

-

0

D)

Other income

I)

Dividend income

Subsidiaries

-

7,816

II)

Rent / miscellaneous income

Subsidiaries (2019 : Rs 300,000/-)

0

1

Other related parties

345

272

III)

Interest income

Other related parties

172

-

IV)

Liabilities / excess provision written back

Other related parties

68

-

E)

Purchase - Media content

Subsidiaries

3,250

3,058

Other related parties

-

43

F)

Purchase of services

Subsidiaries

333

228

Associate

88

Other related parties

2,936

2,286

G)

Recoveries / (reimbursement) (net)

Subsidiaries

302

342

Other related parties

306

322

H)

Loans, advances and deposits repayment received

Other related parties

24

44

I)

Loans, advances and deposits repayment given

Other related parties #

1,752

-

J)

Corporate Social Responsibility

Other related parties

222

71

K)

Remuneration to Managing Director & CEO

Short term employee benefits*

83

104

L)

Commission and sitting fees

Non-executive directors

23

22

M)

Dividend paid

Director (2019: Rs. 1,140/-; 2018: Rs. 870/-)

0

0

(Rs. Millions)

SI. No.

Particulars

Mar-19

Mar 18

Balance as at 31 March

A)

Investment

Subsidiaries

12,302

10,953

Associates

-

47

B)

Provision for diminuition in value of investments

Associate

-

20

C)

Trade receivables

Subsidiaries

1,686

859

Joint venture

-

1

Other related parties

5,259

1,090

D)

Loans, advances and deposits given

Subsidiaries

175

175

Other related parties

2,233

427

E)

Other receivables

Subsidiaries

750

393

Joint venture (2018: Rs 213,400/-)

-

0

Other related parties

773

721

F)

Trade advances and deposits received

Subsidiaries

-

1

Joint venture

2

-

Other related parties

81

24

G)

Trade / other payables

Subsidiaries

1,287

786

Joint venture

-

1

Other related parties

762

535

H)

Due to principals

Subsidiaries

520

768

I)

Corporate guarantees given

Other related parties

1,137

1,037

# Includes assignment of loan given worth Rs. 1,706 Millions.

* Does not include provision made for gratuity and leave encashment as they are determined on actuarial basis for all the employees together.

f) Disclosure in respect of material related parties which account for 10% or more of the transactions and balances as at and during the year

(Rs Millions)

SI. No.

Particulars

Mar 19

Mar 18

Transactions during the year

A)

Fixed assets

I)

Assets purchased

Expand Fast Holdings (Singapore) Pte. Limited

-

56

B)

Non-current investments

I)

Investments purchased / subscribed

Debenture - Essel Vision Productions Limited

1,239

2,163

Equity Shares of Margo Networks Private Limited

-

750

Equity Shares of India Webportal Private Limited

-

2,001

Others

-

339

II)

Investments sold

Redemption of preference share of ATL Media Limited

-

7,411

Redemption of debenture - Fly By Wire International Private Limited

120

-

Others

2

-

C)

Revenue from operations

I)

Advertisement income

Essel Vision Productions Limited

3

14

Dish TV India Limited

108

92

Zee Media Corporation Limited

13

10

Others

5

8

II)

Subscription income

Dish TV India Limited

4,839

2,442

Siti Networks Limited

1,012

746

Others

376

293

III)

Share of subscription income payable

ATL Media Limited

1,148

998

Living Entertainment Enterprises Private Limited

210

238

Zee Media Corporation Limited

473

475

IV)

Commission - Space selling

ATL Media Limited

119

123

Diligent Media Corporation Limited

-

70

Zee Akaash News Private Limited

23

65

Zee Media Corporation Limited

345

241

Others

64

46

V)

Transmission income

Asia Today Limited

264

246

ATL Media Limited

63

69

Zee Media Corporation Limited

79

56

Others

33

20

VI)

Sales - Media content

Asia Today Limited

1,120

1,314

Others

-

60

VII)

Other operating income

Essel Vision Productions Limited

1

-

Essel Corporate Resources Private Limited (2018 : Rs. 14,000/-)

-

0

D)

Other income

I)

Dividend income

ATL Media Limited

-

7816

II)

Rent/ miscellaneous income

Siti Networks Limited

29

36

Zee Media Corporation Limited

133

106

Essel Business Excellence Services Limited

44

30

Essel Infra Projects Limited

49

27

Others

90

74

III)

Interest income

Widescreen Holdings Private Limited

47

-

Konti Infrapower & Multiventures Private Limited

57

-

Edisons Infrapower & Multiventures Private Limited

57

-

Asian Satellite Broadcast Private Limited

11

-

IV)

Liabilities / excess provision written back

Dish TV India Limited

68

-

E)

Purchase - Media content

Essel Vision Productions Limited

3,082

2968

Others

168

133

F)

Purchase of services

Fly By Wire International Private Limited

309

309

Broadcast Audience Research Council

383

287

Digital Subscriber Management and Consultancy Services Private Limited

581

563

Essel Business Excellence Services Limited

743

302

Siti Networks Limited

229

270

Essel Corporate LLP

212

-

Essel Corporate Resources Private Limited

-

366

Others

812

505

G)

Recoveries / (reimbursement) (net)

ATL Media Limited

302

330

Zee Media Corporation Limited

152

154

Others

154

180

H)

Loans, advances and deposits repayment received

Essel Corporate LLP

12

-

Essel Corporate Resources Private Limited

-

35

Cyquator Media Services Private Limited

3

-

Broadcast Audience Research Council

9

9

I)

Loans, advances and deposits repayment given #

Widescreen Holdings Private Limited

460

-

Konti Infrapower & Multiventures Private Limited

560

-

Edisons Infrapower & Multiventures Private Limited

570

-

Others

162

-

J)

Corporate Social Responsibility

Subhash Chandra Foundation

222

71

K)

Remuneration to Managing Director & CEO

Short term employee benefits*

83

104

L)

Commission and sitting fees

Non-executive directors

23

22

M)

Dividend paid

Director (2019: Rs. 1,140/-; 2018: Rs 870/-)

0

0

(Rs. Millions)

MAr-19

Mar 18

Balance as at 31 March

A)

Investment

Equity Shares of Zee Multimedia Worldwide Limited, BVI

2,584

2,584

Equity Shares of ATL Media Limited

2,515

2,515

Debentures - Essel Vision Productions Limited

5,904

4,409

Others

1,299

1,492

B)

Provision for diminution in value of investments

Aplab Limited

-

20

C)

Trade receivables

Asia Today Limited

1,481

769

Dish TV India Limited

3,272

259

Siti Networks Limited

1,691

639

Others

501

282

D)

Loans, advances and deposits given

Fly By Wire International Private Limited

175

175

Widescreen Holdings Private Limited

481

-

Konti Infrapower & Multiventures Private Limited

586

-

Edisons Infrapower & Multiventures Private Limited

595

-

Digital Subscriber Management and Consultancy Services Private Limited

340

340

Others

231

87

E)

Other receivables

ATL Media Limited

696

324

Zee Media Corporation Limited

106

268

Living Entertainment Enterprises Private Limited

147

139

Others

574

383

F)

Trade advances and deposits received

Essel Corporate LLP

10

-

Essel Corporate Resources Private Limited

-

10

Zee Media Corporation Limited

46

-

Essel Infra Projects Limited

12

12

Others

15

3

G)

Trade / other payables

ATL Media Limited

247

162

Essel Vision Productions Limited

922

521

Indian Cable Net Company Limited

80

229

Others

800

410

H)

Due to principals

Asia Today Limited

47

82

ATL Media Limited

473

686

I)

Corporate guarantees given

Broadcast Audience Research Council

170

170

Siti Networks Limited

967

867

# Includes assignment of loan given worth Rs. 1,706 millions.

* Does not include provision made for gratuity and leave encashment as they are determined on actuarial basis for all the employees together.

For Deloitte Haskins & Sells LLP

For and on behalf of the Board

Chartered Accountants

Punit Goenka

Adesh Kumar Gupta

A. B. Jani

Managing Director and CEO

Director

Partner

Place! Mumbai

Rohit Kumar Gupta

M Lakshminarayanan

Chief Financial Officer

Company Secretary

Date: 27 May 2019


Mar 31, 2018

1. CORPORATE INFORMATION

Zee Entertainment Enterprises Limited (ZEEL or the Company) is incorporated in the State of Maharashtra, India and is listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) in India. The registered office of the Company is 18th floor, A Wing, Marathon Futurex, N. M. Joshi Marg, Mumbai 400013, India. The Company is mainly in the following businesses:

(i) Broadcasting of Satellite Television Channels;

(ii) Space Selling agent for other satellite television channels;

(iii) Sale of Media Content i.e. programs / film rights / feeds / music rights

2 KEY ACCOUNTING JUDGEMENTS AND ESTIMATES

The preparation of the Company’s financial statements requires the management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. 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.

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below:

a. Income taxes

The Company’s tax jurisdiction is India. Significant judgements are involved in estimating budgeted profits for the purpose of paying advance tax, determining the provision for income taxes, including amount expected to be paid / recovered for uncertain tax positions.

b. Property, plant and equipment

Property, plant and equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Company’s assets are determined by the management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or improvements in production or from a change in market demand of the product or service output of the asset.

c. Impairment of Goodwill

Goodwill is tested for impairment on an annual basis and whenever there is an indication that the recoverable amount of a cash generating unit is less than its carrying amount based on a number of factors including operating results, business plans, future cash flows and economic conditions. The recoverable amount of cash generating units is determined based on higher of value-in-use and fair value less cost to sell. The goodwill impairment test is performed at the level of the cash-generating unit or groups of cash-generating units which are benefitting from the synergies of the acquisition and which represents the lowest level at which goodwill is monitored for internal management purposes.

Market related information and estimates are used to determine the recoverable amount. Key assumptions on which management has based its determination of recoverable amount include estimated long term growth rates, weighted average cost of capital and estimated operating margins. Cash flow projections take into account past experience and represent management’s best estimate about future developments.

In estimating the future cash flows / fair value less cost of disposal, the Company has made certain assumptions relating to the future customer base, future revenues, operating parameters, capital expenditure and terminal growth rate which the Company believes reasonably reflects the future expectation of these items. However, if these assumptions change consequent to change in future conditions, there could be further favorable / adverse effect on the recoverable amount of the assets. The assumptions will be monitored on periodic basis by the Company and adjustments will be made if conditions relating to the assumptions indicate that such adjustments are appropriate.

d. Defined Benefit Obligation

The costs of providing pensions and other post-employment benefits are charged to the Statement of Profit and Loss in accordance with IND AS 19 ‘Employee benefits’ over the period during which benefit is derived from the employees’ services. The costs are assessed on the basis of assumptions selected by the management. These assumptions include salary escalation rate, discount rates, expected rate of return on assets and mortality rates.

e Fair value measurement of financial instruments

When the fair values of financials assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques, including the discounted cash flow model, which involve various judgements and assumptions.

f. Media Content, including content in digital form

The Company has several types of inventory such as general entertainment, movies, and music. Such inventories are expensed/amortised based on certain estimates and assumptions made by Company, which are as follows:

i Reality shows, chat shows, events, game shows and sports rights: are fully expensed on telecast / upload which represents best estimate of the benefits received from the acquired rights.

ii The cost of program (own production and commissioned program) are amortised over a period of three financial years over which revenue is expected to be generated from exploitation of programs.

iii Cost of movie rights - The Company’s expectation is that substantial revenue from such movies is earned during the period of five years from the date of acquisition of license to broadcast. Hence, it is amortised on a straight line basis over the license period or sixty months from the date of acquisition, whichever is shorter

iv Music rights are amortised over three financial years starting from the year of commencement of rights over which revenue is expected to be generated from exploitation of rights.

3. STANDARDS ISSUED BUT NOT YET EFFECTIVE

In March 2018, the Ministry of Corporate Affairs (MCA) issued the Companies (Indian Accounting Standards) Amendment Rules, 2018, notifying Ind AS 115 on Revenue from Contract with Customers, Appendix B to Ind AS 21 on Foreign currency transactions and advance consideration and amendments to certain other standards. These amendments are in line with recent amendments made by International Accounting Standards Board (IASB). These amendments are applicable to the Company from 1 April 2018. The Group will be adopting the amendments from their effective date.

a) Ind AS 115 on Revenue from Contract with Customers:

Ind AS 115 supersedes Ind AS 11 on Construction Contracts and Ind AS 18 on Revenue. Ind AS 115 requires an entity to report information regarding nature, amount, timing and uncertainty of revenue and cash flows arising from a contract with customers. The principle of Ind AS 115 is that an entity should recognize revenue that demonstrates the transfer of promised goods and services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard can be applied either retrospectively to each prior reporting period presented or can be applied retrospectively with recognition of cumulative effect of contracts that are not completed contracts at the date of initial application of the standard.

Based on the preliminary assessment performed by the Company, the impact of application of the Standard is not expected to be material.

b) Appendix B to Ind AS 21 on Foreign currency transactions and advance consideration:

The Appendix clarifies that the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the asset, expense or income (or part of it) is the date on which an entity initially recognises the nonmonetary asset or non-monetary liability arising from the payment or receipt of advance consideration towards such assets, expenses or income. If there are multiple payments or receipts in advance, then an entity must determine transaction date for each payment or receipts of advance consideration.

The impact of the Appendix on the financial statements, as assessed by the Group, is expected to be not material.

Goodwill of Rs.621 millions has been allocated for impairment testing purpose to the Cash Generating Unit (CGU) viz. a Regional Channel in India respectively. Recoverable amount for this CGU has been determined based on value in use for which cash flow forecasts of the related CGU’s using a 2% terminal growth rate for periods subsequent to 5 years and a pre-tax discount rate of 19.1% has been applied. An analysis of the sensitivity of the computation to a change in key parameters (operating margin, discount rate and long term growth rate), based on a reasonable assumptions, did not identify any probable scenario in which the recoverable amount of the CGU would decrease below its carrying amount.

Further Goodwill of Rs.2,615 Millions has been allocated to the Online Media Business (identified as a separate CGU). For the purpose of impairment testing, the recoverable amount of this CGU is determined based on fair value less cost of disposal as per the requirement of Ind AS 36. The fair value is computed as per the market approach using revenue multiples. Due to use of significant unobservable inputs to compute the fair value, it is classified as level 3 in the fair value hierarchy as per the requirement of Ind AS 113.

Rs.0’ (zero) denotes amounts less than a million.

** Optionally Convertible Debentures (OCD) have a tenure of 5 years. The Company has an option to convert the OCD at any time after initial period of 3 years / 18 months from the date of allotment, into Equity Shares at a price as determined by the Board or per share or net asset value at the time of conversion, whichever is higher. OCD’s not converted into Equity Shares shall be redeemable at par at the end of the tenure.

ii) Terms / rights attached to Equity Shares

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

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

As per the 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 shares.

v) Employees Stock Option Scheme (ESOP)

The Company has instituted an Employee Stock Option Plan (ESOP 2009) as approved by the Board of Directors and Shareholders of the Company in 2009 for issuance of stock options convertible into Equity Shares not exceeding in the aggregate 5% of the issued and paid-up capital of the Company as at 31 March 2009 i.e. up to 21,700,355 Equity Shares of Rs.1 /- each (enhanced to 43,400,710 Equity Shares in view of Bonus issue in 2010 in ratio of 1:1), to the employees of the Company as well as that of its subsidiaries. The said ESOP 2009 was amended during the previous year to align the Scheme in line with the requirements of Companies Act, 2013 and SEBI (Share Based Employee Benefits) Regulations 2014 and provide flexibility to the Nomination and Remuneration Committee for determination of exercise price. The said scheme is administered by the Nomination and Remuneration Committee of the Board.

During the year, the Nomination and Remuneration Committee of the Board granted 18,900 stock options convertible at Rs.1 /- each to an employee of the Company. The options granted under the above Scheme, shall vest in the ratio 50%:35%:15% at the end of year 1, 2 and 3 respectively. These options would be exercisable at any time within a period of four years from each vesting date and the equity shares arising on exercise of options shall not be subject to any lock in.

During the year, the Company recorded an employee stock compensation expense of Rs.6 Millions (Rs.2 Millions) in the statement of profit and loss. The market price at the date of grant was Rs.529 /- (Rs.512 /-) per share.

The fair value of each equity settled share based payment is estimated on the date of grant using the Black-Scholes-Merton model with the following assumptions:

1) Capital Redemption Reserve is created on redemption of redeemable preference shares issued.

2) Share Based Payment Reserve is related to share options granted by the Company to its employee under its employee share option plan.

3) General reserves is used from time to time to transfer profits from retained earnings for appropriation purposes.

4) Retained earnings represent the accumulated earnings net of losses if any made by the Company over the years.

5) Other comprehensive income includes reserves for equity instruments through other comprehensive income i.e. cumulative gains and losses arising on the measurement of equity instruments at fair value through other comprehensive income, net of amounts reclassified to retained earnings when those assets have been disposed off.

Terms / rights attached to Preference Shares

(i) 6% Cumulative Redeemable Non-Convertible Preference Shares - Quoted

During the year ended 31 March 2014, the Company had issued 20,169,423,120 6% Cumulative Redeemable Non-Convertible Preference Shares of Rs.1 /- each (consolidated to face value of Rs.10 /- each in 2017) by way of bonus in the ratio of 21 Bonus Preference Shares of Rs.1 /- each fully paid up for every one Equity share of Rs.1 /- each fully paid up and are listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) in India.

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

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

During the year, the Company redeemed 20% (Rs.2 /- each) of the Nominal Value of 2,016,942,312 Bonus preference shares of Rs.10 /- each consequent to which the face value of these Preference Shares stand revised to Rs.8 /- each.

During the year ended 31 March 2017, 6% Cumulative Redeemable Non-Convertible Preference Shares of Rs.1 /- each has been converted to 6% Cumulative Redeemable Non-Convertible Preference Shares of Rs.10 /- each.

(ii) 6% Series B Cumulative Redeemable Non-Convertible Preference shares - unquoted

During the year the Company has issued and allotted 3,949,105, 6% series B cumulative redeemable non-convertible unlisted preference shares of Rs.10 /- each towards acquisition of the general entertainment television broadcasting undertakings (Refer note 43a).

For transactions relating to related party payables refer note 50.

Dividend Rs.2 Millions (Rs.1 Million) unclaimed for a period of more than seven years is transferred to Investor’s Education and Protection Fund during the year. Further, there are no amounts due and outstanding to be credited to Investor’s Education and Protection Fund as at 31 March 2018.

4. LEASES

A. Operating Leases:

The Company as a lessee:

(a) The Company has taken office, residential premises, aircraft and plant and machinery (including equipments) etc. under cancellable / non-cancellable lease agreements that are renewable on a periodic basis at the option of both the Lessor and the Lessee. The initial tenure of the lease is generally ranging from 6 months to 120 months.

The Company as a lessor:

(b) The Company has given part of its investment property under cancellable operating lease agreement. The initial term of the lease is for 12 months. The lease rental revenue for the year is Rs.276 Millions (Rs.107 Millions).

(c) The Company has also sub-leased part of leased office premises with certain fixed assets under non-cancellable operating lease agreements that are renewable on a periodic basis at the option of both the lessor and lessee. The initial tenure of the lease is generally upto 24 months.

(B) The Company has preferred a legal case against The Board of Control for Cricket in India (BCCI) for premature termination of Media Rights contract for telecast of cricket matches between India and other Countries in neutral territories outside India. The Hon’ble Arbitration Tribunal in November 2012 has passed an Arbitral award of Rs.1,236 Millions (plus interest) in favour of the Company. BCCI has filed a petition before the Hon’ble High Court of Judicature at Madras challenging the Tribunal Award. The Company has also filed an execution petition in April 2018. Accordingly, pending final outcome and receipt of the award amount, effect has not been given in these financial statements.

5. CAPITAL AND OTHER COMMITMENTS

(a) Estimated amount of contracts remaining to be executed for capital expenditure not provided for (net of advances) is Rs.113 Millions (Rs.133 Millions).

(b) Other commitments as regards media content and others are Rs.2,778 Millions (Rs.5,085 Millions).

(c) Uncalled liability / contractual obligation on investments committed is Rs.65 Millions (Rs.3,063 Millions).

(d) The Company has committed to provide continued financial support to various subsidiaries - Amount not ascertainable.

6. MANAGERIAL REMUNERATION

Remuneration paid or provided in accordance with Section 197 of the Companies Act, 2013 to Managing Director included in Note 24 “Employee benefits expense” is as under :

7. Operational cost, Employee benefits expense and other expenses are net off recoveries Rs.664 Millions (Rs.667 Millions).

8. The financial statements of the Company for the year ended 31 March 2018, were reviewed by the Audit Committee at their meeting held on 9 May 2018 and were approved for issue by the Board of Directors at their meeting held on 10 May 2018.

9. DISCLOSURE REQUIRED UNDER SECTION 22 OF MICRO, SMALL AND MEDIUM ENTERPRISES DEVELOPMENT ACT, 2006.

The Company has no dues to Micro, Small and Medium enterprises as at 31 March 2018, on the basis of information provided by the parties and available on record. Further, there is no interest paid / payable to micro and small enterprises during the year

10. During the year, the Company has made Political Contribution of ‘Nil (Rs.20 Millions).

11. INVESTMENT IN SUBSIDIARIES

a. During the previous year, the Company acquired 49% of equity stake of Fly By Wire International Private Limited (FBW). The balance 51% equity stake in FBW was acquired by the Company on 14 July 2017 at an investment value of Rs.14 Millions, making it a wholly-owned subsidiary of the Company

b. During the year, the Company acquired 80% equity stake in Margo Networks Private Limited at an investment value of Rs.750 Millions, making it a subsidiary of the Company

c. The Company held 51% equity stake in India Webportal Private Limited (IWPL), during the year the Company acquired the balance 49% equity stake in IWPL on 22 July 2017 at an investment value of Rs.2,001 Millions, making it a wholly-owned subsidiary of the Company

12. ACQUISITIONS AND AMALGAMATIONS

The figures for the year ended 31 March 2017 have been restated to give effect to the scheme of acquisition and arrangements explained below:

a. Acquisitions

The Board of Directors of the Company at their meeting held on 23 November 2016 had approved the acquisition of the general entertainment television broadcasting undertakings of Reliance Big Broadcasting Private Limited (RBBPL), Big Magic Limited (BML) and Azalia Broadcast Private Limited (ABPL), through demerger and vesting of said undertakings with the Company under a Composite Scheme of Arrangement.

The Scheme provided for the Demerger of Undertakings (as defined in the Scheme) of RBBPL, BML and ABPL which inter-alia includes 5 (five) General Entertainment Television channels owned by RBBPL and 1 (one) General Entertainment Television Channel owned by ABPL and the Media business of BML.

The said Scheme was approved by the Hon’ble National Company Law Tribunal on 13 July 2017 and the certified copy of the Order approving the said Scheme was filed with the Registrar of Companies on 21 July 2017. The appointed date of the said scheme was 31 March 2017 and accordingly the figures for the year ended 31 March 2017 are restated.

b. Composite Scheme of Arrangement and Amalgamation between the Company and its wholly owned subsidiaries

On 24 July 2017, the Board of Directors had approved a Composite Scheme of Arrangement and Amalgamation (the Scheme) between the Company and its certain wholly-owned domestic subsidiaries which comprise of amalgamation of its wholly owned subsidiary namely, Sarthak Entertainment Private Limited (SEPL) with effect from 1 April 2017 (being the appointed date of merger) and demerger of:

i) Digital media and entertainment business undertaking from Zee Digital Convergence Limited (ZDCL);

ii) Advertisement sales for media business undertaking from Zee Unimedia Limited (ZUL);

iii) Demerger of online media business undertaking from India Webportal Private Limited (IWPL), all vesting with the Company with effect from appointed date of 1 April 2017

The said Scheme has been approved by the Hon’ble National Company Law Tribunal on 11 April 2018 and the certified copy of the Order approving the said Scheme has been filed with the Registrar of Companies on 3 May 2018.

The Company has incorporated the accounting effects in its books of account as per the accounting treatment prescribed as per the scheme. The accounting for demerged undertaking of ZDCL, ZUL and IWPL and amalgamtion of SEPL has been done in accordance with the pooling of interest method laid down in Appendix C of the India Accounting Standard 103 (Business combination of entities under common control) prescribed under Section 133 of the Companies Act, 2013.

The Scheme defined the following accounting treatment for recording the aforesaid transaction:

- In case of Demerged undertaking of IWPL, upon this Scheme coming into effect, the Company, with effect from the date when the common control of the Demerged Company viz. IWPL and the Company was established for the first time (‘Common control Date’), shall record the assets and liabilities of the Demerged undertaking of IWPL transferred pursuant to this Scheme, at their respective carrying values in the consolidated financial statements of the Resulting Company immediately before the demerger

- In case of Demerged undertakings of ZDCL and ZUL, the Company shall record the assets and liabilities pertaining to the Demerged undertakings of ZDCL and ZUL transferred pursuant to the Scheme, at their respective carrying values as appearing in the books of account of the Demerged Companies viz. ZDCL and ZUL as on the Appointed Date.

- In case of merger of SEPL, the Company shall record all assets, liabilities and reserves of SEPL, at their respective carrying values in the consolidated financial statements of the Company immediately before the merger

- If the common control existed prior to the appointed date, comparative accounting period presented in the financial statements are to be restated for the accounting impact of demerger/merger, as stated above, as if the demerger had occurred from the beginning of the comparative period in the financial statements or when the control was acquired. Accordingly, ZUL and ZDCL’s demerged undertaking’s assets and liabilities and SEPL’s assets, liabilities and reserves have been recorded as at 1 April 2016. IWPL’s demerged undertaking’s assets and liabilities have recorded as at 22 July 2017 i.e. the date on which control was achieved (common control date). Post recording of assets and liabilities, all the expenses and income are recorded in the Company’s books of account.

- The difference between the net book value of assets acquired over the liabilities assumed pertaining to the Demerged undertakings of ZDCL, ZUL and IWPL, shall be adjusted to Capital Reserves of the Company and presented separately from other capital reserves with disclosure of its nature and purpose in the notes.

Consequently, the previous year figures of the balance sheet and statement of profit and loss have been restated to give effect to the scheme.

The Company has reduced the carrying value of investments in the Demerged companies of ZDCL, ZUL and IWPL to the extent of reduction in respective equity share capital/securities premium of these Demerged companies and this reduction has been adjusted in the capital reserve of the Company.

- In case of ZUL, which was formed on 23 March 2016 and had no assets and liabilities as at 1 April 2016. Consequently, there is no impact of demerger of ZUL as at 1 April 2016. During the year 2016-17, ZUL issued shares agregating Rs.100 Millions, of which Rs.99 Millions were cancelled (as approved by the scheme). The corresponding investment in the books of ZEEL also stands cancelled as at the date of issue and the resulting impact is given in capital reserve.

13. CORPORATE SOCIAL RESPONSIBILITY (CSR)

During the current year, the Company has spent Rs.71 Millions (Rs.265 Millions) on various schemes of Corporate Social Responsibility (CSR) Projects as prescribed in Schedule VII of the Companies Act, 2013. The prescribed CSR expenditure required to made spent in the current year as per the Companies Act, 2013 was Rs.294 Millions. The above spend include CSR contribution of Rs.2.5 Million made by Sarthak Entertainment Pvt Ltd, an entity merged with the Company in pursuance of a Scheme with effect from Appointed Date of 1 April 2017

14 . SEGMENT INFORMATION

The Company has presented Segment information on the basis of the consolidated financial statements as permitted by Ind AS 108 - Operating Segments.

15. DIVIDEND

Dividend on equity shares is approved by the Board of Directors in their meeting held on 10 May, 2018, and is subject to approval of shareholders at the annual general meeting and hence not recognised as a liability (including Dividend distribution tax thereon). Appropriation of dividend is done in the financial statements subsequent to approval by the shareholders.

Final dividend on equity shares for the current year is Rs.2.9 per share ( Rs.2.5 per share) which aggregates to Rs.2,785 Millions ( Rs.2,401 Millions).

16. FINANCIAL INSTRUMENTS

a. Capital Management

The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the return to the stake holders through optimisation of debt and equity balance. The Company is not subject to any externally imposed capital requirements.

b. Categories of financial instruments and fair value thereof

The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

Financial instruments measured at amortised cost.

The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled.

c. Fair value measurement

The following table provides the fair value measurment heirarchy of the Company’s assets and liabilities.

Quantative disclosures of fair value measurement hierarchy for assets and liabilities as at 31 March 2018.

The fair values of the financial assets and financial liabilities included in the level 3 category above have been determined in accordance with generally accepted pricing models which includes discounted cash flow analysis, with the most significant input being the discount rate that reflects the credit risk of counterparties.

d. Financial risk management objective and policies

The Company’s principal financial liabilities comprise loans and borrowings (majorly comprises redeemable preference shares issued by the Company), trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include investments, loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks.

i. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk such as equity price risk.

- Foreign currency risk

The Company undertakes transactions denominated in foreign currencies, consequently exposures to exchange rate fluctuations arise. The management has taken a position not to hedge this currency risk.

The carrying amounts of financial assets and financial liabilities the Company denominated in currencies other than its functional currency are as follows:

Foreign currency sensitivity analysis

The following table details the Company’s sensitivity to a 10% increase and decrease in the Rupees against the relevant foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. A positive number below indicates an increase in profit where the Rupees strengthens 10% against the relevant currency. For a 10% weakening of the Rupees against the relevant currency, there would be a comparable impact on the profit and the balance would be negative.

The Company is mainly exposed to USD currency fluctuation risk.

The Company’s sensitivity to foreign currency assets has decreased during the current year mainly due to redemption of investment in preference shares.

The Company’s sensitivity to foreign currency liabilities has decreased during the current year is mainly on account of overall reduction in liabilities in foreign currency

- Interest rate risk

The borrowing of the Company includes redeemable preference shares and vehicle loan which carries fixed coupon rate and consequently the Company is not exposed to interest rate risk.

The Company’s investment in debt instruments and loans given by the Company are at fixed interest rates, consequently the Company is not exposed to interest rate risk.

- Other price risk

The Company is exposed to equity price risks arising from equity investments. The Company’s equity investments are held for strategic rather than trading purposes.

Equity price sensitivity analysis

The sensitivity analyses below has been determined based on the exposure to equity price risks at the end of the reporting period. If the equity prices had been 10% lower / higher:

ii. Credit risk management

Credit risk is the risk of financial loss to the Company if a customer or counterparty fails to meet its contractual obligations and arises principally from the Company’s receivables, deposits given, loans given, investments made and balances at bank.

The maximum exposure to the credit risk at the reporting date is primarily from investments made, loans given and trade receivables.

In case of trade receivables, the Company does not hold any collateral or other credit enhancements to cover its credit risks. Credit risk has always been managed by the Company through credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain.

Trade receivables are non-interest bearing and the average credit period is 45 days. The Company’s exposure to customers is diversified and except for one customer, no single customer contributes to more than 10% of outstanding trade receivables and unbilled revenue.

Trade receivable consists of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of the accounts receivable.

Investments in Secured Non-convertible debenture of an entity aggregating to Rs.1,725 Millions (including interest) are outstanding and overdue as at 31 March 2018. The Company has initiated legal action in terms of enforcing the security attached to the said debenture etc. Accordingly, the outstanding amounts are considered good.

Loans given aggregating Rs.1,706 Millions (including interest) is outstanding and overdue as at 31 March 2018. The Company does not consider any credit risk on such loans given as it has been indemnified against any financial loss.

Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by credit-rating agencies. The credit risk on mutual funds, commercial paper, non-convertible debentures, certificates of deposit and other debt instruments is limited becasue the couterparties are generally banks and financial institutions with high credit ratings assigned by credit rating agencies.

iii. Liquidity risk

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The Company’s principal source of liquidity are cash and cash equivalents and the cash flow generated from operations. The Company consistently generated strong cash flows from operations which together with the available cash and cash equivalents and current investment provides adequate liquidity in short terms as well in the long term. Trade and other payables are non-interest bearing and the average credit term is 45 days

17. EMPLOYEE BENEFITS

The Disclosures as per Ind AS 19 - Employee Benefits are as follows:

a. Defined Contribution Plans

‘Contribution to provident and other funds’ is recognized as an expense in Note 25 ‘Employee benefit expenses’ of the statement of profit and loss.

b. Defined Benefit Plans

The present value of gratuity 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 leave benefits (non funded) is also recognised using the projected unit credit method.

Vii. The defined benefit plans expose the Company to actuarial risks such as interest rate risk, longevity risk and salary risk:

Interest risk: A decrease in the bond interest rate will increase the plan liability.

Longevity risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of 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.

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

Viii. Sensitivity Analysis

The key actuarial assumptions to which the benefit obligation results are particularly sensitive to are discount rate and future salary escalation rate. The following table summarizes the impact in percentage terms on the reported defined benefit obligation at the end of the reporting period arising on account of an increase or decrease in the reported assumption by 50 basis points:

Notes:

a) The current service cost recognized as an expense is included in Note 25 ‘Employee benefits expense’ as gratuity. The remeasurement of the net defined benefit liability is included in other comprehensive income.

b) 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.

Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

c) Other long term benefits

The obligation for leave benefits (non funded) is also recognised using the projected unit credit method and accordingly the long term paid absences have been valued. The leave encashment expense is included in Note 25 ‘Employee benefits expense’.

18. RELATED PARTY DISCLOSURES

i) List of Parties where control exists Subsidiary companies

a) Wholly owned (Direct and indirect subsidiaries)

Asia Multimedia Distribution Inc.; Asia Today Limited ; Asia Today Singapore Pte Limited; Asia TV Gmbh; Asia TV USA Limited; Asia TV Limited; ATL Media FZ-LLC; ATL Media Limited; Eevee Multimedia Inc.; Essel Vision Productions Limited; Expand Fast Holdings (Singapore) Pte. Limited; Fly by Wire International Private Limited (extent of holding 100% w.e.f. 14 July 2017); Idea Shop Web and Media Private Limited (held through India Webportal Private Limited); India Webportal Private Limited (extent of holding 100% w.e.f. 22 July 2017); OOO Zee CIS Holding LLC; OOO Zee CIS LLC; Pantheon Productions Limited; Sarthak Entertainment Private Limited (Merged with the Company w.e.f. 1 April 2017); Taj Television (India) Private Limited (Upto 28 February 2017); Taj TV Limited; Zee Digital Convergence Limited; Zee Entertainment Middle East FZ-LLC; Zee Multimedia Worldwide (Mauritius) Limited; Zee Radio Network Middle East FZ-LLC (De-registered on 24 December 2017); Zee Technologies (Guangzhou) Limited; Zee TV South Africa (Proprietary) Limited; Zee Unimedia Limited; Z5X Global FZ-LLC; Zee Studios International Limited; Zee TV USA Inc.

b) Other subsidiaries

Zee Turner Limited (extent of holding 74%); Margo Networks Private Limited (extent of holding 80% w.e.f. 17 April 2017)

ii) Associates

Aplab Limited (extent of holding 26.42%); Asia Today Thailand Limited (extent of holding 25% through Asia Today Singapore Pte Limited); Fly by Wire International Private Limited* (extent of holding 49% w.e.f. 07 May 2016)

*Became subsidiary during the year

iii) Joint Venture

India Webportal Private Limited* (extent of holding 51%); Idea Shop Web and Media Private Limited (extent of holding 51.04% through India

Webportal Private Limited)*; Media Pro Enterprise India Private Limited (extent of holding 50% through Zee Turner Limited).

iv) Other Related parties consists of companies controlled by Key Management Personnel and its relatives with whom transactions have taken place during the year and balance outstanding as on the last day of the year:

Axom Communication and Cable Private Limited; Broadcast Audience Research Council; Cyquator Media Services Private Limited; Creantum Security Solutions Private Limited; Digital Subscriber Management and Consultancy Services Private Limited; Diligent Media Corporation Limited; Dish Infra Services Private Limited; Dish TV India Limited; Essel Business Excellence Services Limited; Essel Finance VKC Forex Limited; Essel Corporate Resources Private Limited; Essel Finance Business Loans Limited; Essel Finance Management LLP; Essel Infra Projects Limited; Essel Finance Wealth Zone Private Limited; Essel Solar Energy Private Limited; Indian Cable Net Company Limited; Living Entertainment Enterprises Private Limited; Master Channel Community Network Private Limited; Pan India Network Infravest Private Limited; Pan India Network Limited; Real Media FZ-LLC; Siti Networks Limited; Siti Maurya Cable Net Private Limited; Siti Prime Uttranchal Communications Private Limited; Siti Siri Digital Network Private Limited; Siti Vision Digital Media Private Limited; Subhash Chandra Foundation; Today Merchandise Private Limited; Veria International Limited; Zee Akaash News Private Limited; Zee Learn Limited; Zee Media Corporation Limited

Directors / Key Management Personnel

Dr. Subhash Chandra (Non-Executive Director); Punit Goenka (Managing Director & CEO); Ashok Kurien (Non-Executive Director); Subodh Kumar (Non-Executive Director); Prof. Sunil Sharma (Independent Director); Prof. Neharika Vohra (Independent Director); Manish Chokhani (Independent Director); Adesh Kumar Gupta (Independent Director)


Mar 31, 2017

1 CORPORATE INFORMATION

Zee Entertainment Enterprises Limited ("ZEEL" or "the Company") is incorporated in the State of Maharashtra, India and is listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) in India. The registered office of the Company is 18th floor, A Wing, Marathon Futurex, N.M.Joshi Marg, Mumbai 400013, India. The Company is mainly in the following businesses:

(a) Broadcasting of Satellite Television Channels;

(b) Space Selling agent for other satellite television channels;

(c) Sale of Media Content i.e. programs / film rights / feeds / music rights

2. LEASES

A. Operating Leases:

(a) The Company has taken office, residential premises, aircraft and plant and machinery (including equipments) etc. under cancellable / non-cancellable lease agreements that are renewable on a periodic basis at the option of both the Lessor and the Lessee. The initial tenure of the lease is generally ranging from 7 months to 120 months.

(b) The Company has given part of its buildings / investment property under cancellable operating lease agreement. The initial term of the lease is for 9 to 24 months. The lease rental revenue for the year is Rs./Millions 123 (118).

(c) The Company has also sub-leased part of leased office premises with certain fixed assets under non-cancellable operating lease agreements that are renewable on a periodic basis at the option of both the lessor and lessee. The initial tenure of the lease is generally upto 24 months.

3. The Company has preferred a legal case against The Board of Control for Cricket in India (BCCI) for prematured termination of Media Rights contract for telecast of cricket matches between India and other countries in neutral territories outside India. The Hon’ble Arbitration Tribunal in November, 2012 has passed an Arbitral award of Rs./Millions 1,236 (plus interest) in favour of the Company. BCCI has filed a petition before the Hon’ble High Court of Judicature at Madras challenging the Tribunal Award. Accordingly, pending final outcome and receipt of the award amount, effect has not been given in these financial statements.

4. CAPITAL AND OTHER COMMITMENTS

(a) Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances) is Rs./Millions 133 (2016: 55) (2015: 394),

(b) Other commitments as regards media content and others are Rs./Millions 4,960 (2016: 5,825) (2015: 8,410).

(c ) Uncalled liability on investments committed Rs./Millions 3,063 (2016: 1,462) (2015: 380).

(d) The Company has committed to provide continued financial support to various subsidiaries - Amount not ascertainable,

5. The Company has been deploying its surplus funds by way of inter-corporate deposits, debt instruments etc. and the parties are generally regular in the payment of interest and hence considered good,

6. Operational cost, Employee benefits expense and other expenses are net off recoveries Rs./Millions 707 (438),

7. The financial statements of the Company for the year ended 31 March 2017, were authorised for issue by the Audit Committeee at their meeting held on 9 May 2017 and by the Board of Directors at their meeting held on 10 May 2017.

8. MICRO, SMALL AND MEDIUM ENTERPRISES

The Company has no dues to Micro, Small and Medium enterprises as at 31 March, 2017, on the basis of information provided by the parties and available on record. Further, there is no interest paid / payable to micro and small enterprises during the year.

9. During the year, the Company has made Political Contribution of Rs./Million 20 (2016: Nil).

10. Disclosure on specified bank notes in accordance with notification dated on 30 March, 2017 from Ministry of Corporate Affairs:

11. The Management is of the opinion that its international and domestic transactions are at arm’s length as per the independent accountants report for the year ended 31 March, 2016. The Management continues to believe that its international transactions and the specified domestic transactions during the current financial year are at arm’s length and that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax expense and that of provision of taxation.

12. ACQUISITIONS

a) The Board of Directors in the meeting held on 23 November, 2016 have approved acquisition of "General Entertainment Television Broadcasting Undertakings” from Reliance Big Broadcasting Private Limited (RBBPL), Big Magic Limited (BML) and Azalia Broadcast Private Limited (ABPL).

The proposed acquisition shall be by way of Demerger of Undertakings to the Company through Composite Scheme of Arrangement drawn under Section 230 to Section 233 and other applicable provisions of the Companies Act, 2013.

The proposed Scheme provides for the Demerger of demerged Undertakings (as defined in the Scheme) of RBBPL, BML and ABPL which inter alia includes 5 (five) General Entertainment Television channels owned by RBBPL and 1 (one) General Entertainment Television Channel owned by BML and the Media business of ABPL and vesting of the same with the Company along with all assets, liabilities and employees of the Demerged Undertakings as going concern with effect from the Appointed date of close of 31 March, 2017

The consideration for the said Demerger is proposed to be discharged by the Company by issuing 6% Unlisted Cumulative Redeemable Non-Convertible Preference Shares of Rs.10/- each (‘Preference Share’) to the Equity and Preference Shareholders of RBBPL, BML and ABPL.

Pending receipts of various regulatory / statutory approvals including approval of Hon’ble National Company Law Tribunal, effect has not been given in these financial statements.

b) During the year, the Company has acquired 49% of equity shares of Fly By Wire International Private Limited (FBW) which is engaged in providing Aircraft Charter services. The balance 51% equity shares in FBW shall be acquired by the Company upon receipt of requisite regulatory approvals.

13 CORPORATE SOCIAL RESPONSIBILITY

As per Section 135 of the Companies Act, 2013, a CSR Committee has been formed by the Company. The Company is required to spend Rs./Millions 265 for the year against which Rs./Millions 265 has been spent on activities specified in Schedule VII of the Companies Act, 2013.

14 SEGMENT INFORMATION

The Company has presented Segment information on the basis of the consolidated financial statements as permitted by Ind AS 108 - Operating Segments.

15 DIVIDEND

Dividend on equity shares is approved by the Board of Directors in their meeting held on 10 May 2017, and is subject to approval of shareholders at the annual general meeting and hence not recognised as a liability (including DDT thereon). Appropriation of dividend is done in the financial statements post approval by the shareholders.

Final dividend on equity shares for the year ended on 2017: Rs 2.50 per share (Rs 2.25 per share) which aggregates to Rs 2,401 million (Rs 2,161 million)

16. FINANCIAL INSTRUMENTS

i) Financial risk management objective and policies

The Company’s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include investments, loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks.

a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, foreign currency risk and other price risk such as equity price risk. Financial instruments affected by market risk include loans and borrowings, deposits, other financial instruments.

1) Interest rate risk

Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair value of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that future cash flows of floating interest bearing investments will vary because of fluctuations in interest rates.

The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt obligations to its preference share holders.

Interest rate sensitivity

The borrowing of the Company includes redeemable preference shares and vehicle loans which carries fixed coupon rate and hence the Company is not exposed to interest rate risk.

2) Foreign Currency risk

The Company enters into transactions in currency other than its functional currency and is therefore exposed to foreign currency risk. The Company analyses currency risk as to which balances outstanding in currency other than the functional currency of that Company. The management has taken a position not to hedge this currency risk.

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are not hedged considering the insignificant impact and period involved on such exposure.

17. EMPLOYEE BENEFITS

The Disclosures as per Ind AS 19 - Employee Benefits is as follows:

A Defined Contribution Plans

"Contribution to provident and other funds" is recognised as an expense in note 24 "Employee benefit expenses" of the Statement of Profit and Loss,

B Defined Benefit Plans

The present value of gratuity 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 leave benefits (non funded) is also recognised using the projected unit credit method,

18 FIRST TIME ADOPTION OF IND AS

For all periods upto and including the year ended 31 March 2016, the Company had prepared its financial statements in accordance with the Accounting Standards notified under Section 133 of the Companies Act, 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 (Previous GAAP). This note explains the principal adjustments made by the Company in restating its financial statements prepared under Previous GAAP.

18.1 Exceptions and exemptions availed on first time adoption of Ind-AS 101

1 Investment in Subsidiary, Joint Ventures and Associates

The Company has elected to adopt the carrying value under previous GAAP as on the date of transition i.e. 1 April, 2015 in its separate financial statements.

2 Business Combinations

The Company has elected to apply Ind AS 103 Business Combinations prospectively from 1 April, 2015.

3 Investments in equity instruments:

An entity may make an irrevocable election at initial recognition of a financial asset to present subsequent changes in the fair value of an investment in an equity instrument in other comprehensive income. Ind AS 101 allows such designation of previously recognized financial assets, as ‘Fair value through Other Comprehensive Income’.

The Company has accordingly designated certain equity instruments as at 1 April 2015 as fair value through other comprehensive income,

4 Classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind AS,

5 De-recognition of financial assets and liabilities

Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. Accordingly, the Company has elected to apply the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS,

6 Estimates

An entity’s estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error,

18.2 Reconciliations between Previous GAAP and Ind AS

The following reconciliations provides the effect of transition to Ind AS from IGAAP in accordance with Ind AS 101 a Balance Sheet and equity Reconciliation b Profit and Loss and Other comprehensive income reconciliation c Adjustment to Statement of Cash Flows

18.2.1 Cash flow statement

There were no significant reconciliation items between cash flows prepared under Previous GAAP and those prepared under Ind AS.

Explanations for reconciliation of Balance Sheet and Statement of Profit and loss and other Comprehensive income as previously reported under IGAAP to Ind AS

a. Property, plant and equipment

The Company elected to apply Ind AS 16 from the date of acquisition of Property, plant and equipment and the impact there on has been taken into retained earnings.

b. Investment Property

Land and building of the Company given for rental / capital appreciation purposes has been considered as investment property, accordingly the same has been reclassified as per the Ind AS requirements.

c. Borrowings

Under previous GAAP, 6% cumulative redeemable preference shares were classified as a part of total equity. These have been reclassified as debt and have been recorded at fair value as at 1 April 2015 with the resultant gain has been recognised in the retained earnings.

For subsequent measurement, preference shares have been valued based on fair value through profit and loss (FVTPL). Dividend and distribution tax thereon has been charged as finance cost.

d. Provisions

Under previous GAAP, the Company had recognised liability on account of dividend proposed by the Board of directors pending approval from the shareholders. Under Ind AS, such dividends are recognised when the same is approved by the shareholders in the annual general meeting.

e. Investments

Certain financial instruments / investments have been recorded at amortised cost compared to being carried at cost under Previous GAAP

Certain financial instruments / investments have been recorded at fair value as at 1 April 2015 with the resultant gain / loss in the retained earnings. For subsequent measurement, these instruments / investments have been valued at amortized cost / fair value through profit and loss (FVTPL) / fair value through other comprehensive income.

f. Deposits

The Company has discounted the lease deposit to consider whereever the fair value is different from the market.

g. Defined benefit obligations

As per Ind AS-19 Employee Benefits, actuarial gains and losses are recognised in other comprehensive income and not reclassified to Statement of profit and loss in a subsequent period.

h. Depreciation and amortisation

Under Ind AS, the Company has elected to apply Ind AS 16-Property, plant and equipment from the date of acquisition of property, plant and equipment and accordingly depreciation has been retrospectively calculated and the resultant change has been adjusted in retained earnings.

i. Tax adjustments

Tax adjustments include deferred tax impact on account of differences between Previous GAAP and Ind AS.

19 RELATED PARTY DISCLOSURES

(i) List of Parties where control exists Subsidiary Companies

(a) Wholly owned (Direct and indirect subsidiaries)

Sarthak Entertainment Private Limited; Taj Television (India) Private Limited*; Asia Multimedia Distribution Inc.;Zee Unimedia Limited; ATL Media Ltd (Formerly Asia Today Limited); Asia TV Limited; ATL Media FZ-LLC; Eevee Multimedia Inc.; Essel Vision Productions Limited; Expand Fast Holdings (Singapore) Pte. Limited; OOO Zee CIS LLC; OOO Zee CIS Holding LLC; Taj TV Limited; Asia Today Limited (Formerly Zee Multimedia (Maurice) Limited); Zee Multimedia Worldwide (Mauritius) Limited; Zee Digital Convergence Limited (Formerly Zee Sports Limited); Zee Technologies (Guangzhou) Limited; Zee Entertainment Middle East FZ-LLC; Zee TV South Africa (Proprietary) Limited; Zee TV USA Inc.; Asia Today Singapore Pte Limited; Asia TV USA Limited; Z5X Global FZ-LLC**; Zee Studios International Limited**; Asia TV Gmbh**

(b) Other subsidiaries

Zee Turner Limited (extent of holding 74%),Zee Radio Network Middle East FZ-LLC ** (extent of holding 67%) *Upto 28th February 2017, “Incorporated during the year

(ii) Associates

Aplab Limited (extent of holding 26.42%); Asia Today Thailand Limited (Held through Asia Today Singapore Pte Limited) (extent of holding 25%); Fly by Wire International Private Limited (extent of holding 49% w.e.f. 7 May 2016)

(iii) Joint Venture

Media Pro Enterprise India Private Limited (held through Zee Turner Limited) (extent of holding 50%), India Webportal Private Limited (extent of holding 51%); Idea Shop Web and Media Private Limited (held through India Webportal Private Limited) (extent of holding 26.04% )

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

Axom Communication and Cable Private Limited; Broadcast Audience Research Council; Bombay Mobile Software Private Limited; Cyquator Media Services Private Limited; Cyquator Technologies Limited; Digital Subscriber Management and Consultancy Services Private Limited; Diligent Media Corporation Limited; Dish Infra Services Private Limited; Dish TV India Limited; Dr Subhash Chandra Foundation; Essel Business Excellence Services Limited; Essel Propack Limited; Essel Corporate Resources Private Limited; Essel Finance Business Loans Limited; Essel Finance Management LLP; Essel InfraProjects Limited; Essel Shyam Communication Private Limited; Essel Finance Portfolio Managers Private Limited; Essel Finance Wealth Zone Private Limited; Essel Solar Energy Private Limited; Indian Cable Net Company Limited; Intrex India Limited; ITZ Cash Card Limited; Living Entertainment Enterprises Private Limited; Master Channel Community Network Private Limited; Pan India Network Infravest Private Limited; Pan India Network Limited; Pan India Paryatan Private Limited; Pri Media Services Private Limited; Procall Infra & Utilities Private Limited; Real Media FZ-LLC; SITI Networks Limited (Formerly Siti Cable Network Limited); Siti Guntur Network Private Limited; Siti Jai Maa Durgee Communication Private Limited; Siti Jind Digital Media Communications Private Limited;Siti Karnal Digital Media Network Private Limited;Siti Maurya Cable Net Private Limited; Siti Prime Uttranchal Communications Private Limited; Siti Siri Digital Network Private Limited; Siti Vision Digital Media Private Limited; Siti Bhatia Network Entertainment Private Limited; Smart Wireless Private Limited; Tapasvi Mercantile Private Limited; Veria International Limited; Zee Akash News Private Limited; Zee Learn Limited; Zee Media Corporation Limited, Zee Foundation

20 PRIOR YEAR COMPARATIVES

Previous years figures have been regrouped, rearranged or recasted wherever necessary to conform to this year’s classification. Figures in brackets pertain to previous years.


Mar 31, 2015

1. Corporate Information

Zee Entertainment Enterprises Limited ("ZEEL" or "the Company") is incorporated in the State of Maharashtra, India and is listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) in India. The Company is mainly in the following businesses:

(a) Broadcasting of Satellite Television Channels;

(b) Space Selling agent for other satellite television channels;

(c) Sale of Media Content i.e. programs / flm rights / feeds / music rights

(Rs. Millions)

2015 2014

2 Contingent Liabilities a) Corporate Guarantees

- For subsidiaries, loans outstanding Rs./Millions Nil (Nil) 11,049 12,366

- For other related parties, loans outstanding Rs./Millions 791 (1,265)^ 791 1,396

b) Disputed Indirect Taxes 511 463

c) Disputed Direct Taxes * 4,873 2,355

d) Claims against the Company not acknowledged as debts # 626 624

e) Legal cases against the Company @ Not ascertainable Not ascertai -nable

^ Includes commitment for meeting shortfall funding towards revolving debt service reserve account (DSRA) obligation against financial facilities availed by the borrowers.

* Income tax demands mainly include appeals fled by the Company before various appellate authorities (including Dispute Resolution panel) against the disallowance of expenses / claims, non-deduction / short deduction of tax at source, transfer pricing adjustments etc. The management is of the opinion that its tax cases will be decided in its favour and hence no provision is considered necessary at this stage.

# The amount represents the best possible estimate arrived at on the basis of available information. The Company has engaged reputed advocates to protect its interests and has been advised that it has strong legal positions against such disputes.

@ The Company has received legal notices of claims / lawsuits fled against it relating to infringement of copyrights, defamation suits etc. in relation to the programs produced / other matters. In the opinion of the management, no material liability is likely to arise on account of such claims / law suits.

3 The Company has prefered a legal case against The Board of Control for Cricket in India (BCCI) for prematured termination of Media Rights contract for telecast of cricket matches between India and other countries in neutral territories outside India. The Hon''ble Arbitration Tribunal in November 2012 has passed an Arbitral award of Rs./Millions 1,236 (plus interest) in favour of the Company. BCCI has fled a petition before the High Court of Judicature at Madras challenging the Tribunal Award. Accordingly, pending fnal outcome and receipt of the award amount, effect has not been given in these financial statements.

4 Capital and Other Commitments

(a) Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances) is Rs./Millions 394 (155).

(b) Other commitments as regards media content and others are Rs./Millions 8,410 (3,016). (c ) Uncalled liability on investments committed Rs./Millions 380 (380).

(d) The Company has committed to provide continued financial support to various subsidiaries - Amount not ascertainable.

(b) Commission payable to Non-Executive Directors of Rs./Millions 12 (10) based on Profits for the year ended 31 March 2015 is included in Legal and Professional charges under Note 23 "Other expenses".

5 The Company has been deploying its surplus funds by way of inter corporate deposits, debt instruments etc. and the parties are regular in the payment of interest and hence considered good.

6 Operational cost and other expenses are net off recoveries Rs./Millions 391 (404).

7 Micro, Small and Medium Enterprises

The Company has no dues to Micro, Small and Medium enterprises as at 31 March, 2015, on the basis of information provided by the parties and available on record. Further, there is no interest paid / payable to micro and small enterprises during the year.

8 Employee benefits

As per Accounting Standard 15 "Employee benefits", the disclosures are as under:

A Defned Benefit Plans

The present value of gratuity 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 fnal obligation. The obligation for leave benefits (non funded) is also recognised using the projected unit credit method.

B Defned contribution plan:

"Contribution to provident and other funds" is recognised as an expense in Note 21 "Employee benefits expense" of the Statement of Profit and Loss.

9 Related Party Transactions

(i) List of Parties where control exists Subsidiary Companies (a) Wholly owned (Direct and indirect subsidiaries)

Asia Multimedia Distribution Inc.; Asia Today Limited; Asia TV Limited; ATL Media FZ-LLC; Eevee Multimedia Inc.; Essel Vision Productions Limited; Expand Fast Holdings (Singapore) Pte. Limited; OOO Zee CIS LLC; OOO Zee CIS Holding LLC; Taj Television (India) Private Limited; Taj TV Limited; Zee Multimedia (Maurice) Limited; Zee Multimedia Worldwide (Mauritius) Limited; Zee Sports Limited; Zee Technologies (Guangzhou) Limited; Zee Entertainment Middle East FZ-LLC (earlier kown as Zee Teleflms Middle East FZ-LLC); Zee TV South Africa (Proprietary) Limited; Zee TV USA Inc.

(b) Others - Direct

Zee Turner Limited (extent of holding 74%); India Webportal Private Limited (extent of holding 51%)

(ii) Associates

Aplab Limited (extent of holding 26.42%); Idea Shop Web and Media Private Limited (Held through India Webportal Private Limited) (extent of holding 38.61%); Asia Today Thailand Limited (Held through Asia Today Limited) (extent of holding 25%)

(iii) Joint Venture (held through Zee Turner Limited)

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

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

Agrani Wireless Services Limited; Bombay Mobile Softwares Private Limited; Broadcast Audience Research Council; Cyquator Media Services Private Limited; Digital Subscriber Management and Consultancy Services Private Limited; Diligent Media Corporation Limited; Dish Infra Services Private Limited; Dish TV India Limited; Essel Business Excellence Services Limited; Essel Propack Limited; Essel Corporate Resources Private Limited; Essel Finance Business Loans Limited; Essel Finance Management LLP; Essel Shyam Communication Private Limited; Essel Solar Energy Private Limited; Himgiri Zee University; Indian Cablenet Company Limited; Intrex India Private Limited; ITZ Cash Card Limited; Pan India Network Infravest Private Limited; Pan India Network Limited; Pri Media Services Private Limited; Real Media FZ-LLC; Siti Cable Network Limited; Smart Wireless Private Limited; Tapasvi Mercantile Private Limited; Veria International Limited; Zee Akash News Private Limited; Zee Learn Limited; Zee Media Corporation Limited.

Directors / Key Management Personnel

Dr. Subhash Chandra (Non Executive Director), Mr. Punit Goenka (Managing Director & CEO), Mr. Subodh Kumar (Executive Vice Chairman).

Disclosure in respect of material related parties which account for 10% or more of transactions during the year:

a. Fixed assets purchased during the year, Taj TV Limited Rs./Millions 34 (Nil); Digital Subscriber Management and Consultancy Services Private Limited Rs./ Millions 13 (Nil); Dish TV India Limited Rs./Millions 3 (8); Siti Cable Network Limited Rs./Millions Nil (1); Zee Learn Limited Rs./Millions 11 (Nil). Fixed assets sold during the year, Ta j Television (India) Private Limited Rs./Millions 0 (Nil); Zee Media Corporation Limited Rs./ Millions 2 (Nil).

b. Non-current investments - Subsidiaries, additions during the year include India Webportal Private Limited Rs./Millions

Nil (49); Essel Vision Productions Limited Rs./Millions Nil (20). Provision for diminution in value of investments Zee Sports Limited Rs./Millions 1 (1); Aplab Limited Rs./Millions 20 (20).

c. Loans, advances and deposits given to Asia Today Limited Rs./Millions 614 (2,261); Broadcast Audience Research Council Rs./Millions 50 (Nil); Cyquator Media Services Private Limited Rs./ Millions 2 (19); Digital Subscriber Management and Consultancy Services Private Limited Rs./Millions 340 (Nil).

d. Loans, advances and deposits repayment received from Essel Vision Productions Limited Rs./Millions Nil (42); Cyquator Media Services Private Limited Rs./Millions Nil (21); Essel Corporate Resources Private Limited Rs./ Millions Nil (22); Zee Media Corporation Limited Rs./Millions Nil (10).

e. Loans, advances and deposits balances outstanding at year end include Asia Today Limited Rs./ Millions 6,171 (5,383); Broadcast Audience Research Council Rs./Millions 45 (Nil); Cyquator Media Services Private Limited Rs./Millions 30 (28); Digital Subscriber Management and Consultancy Services Private Limited Rs./ Millions 340 (Nil).

f. Other receivable balances include Asia Today Limited Rs./Millions 171 (435); Taj Television (India) Private Limited Rs./Millions 61 (84); Taj TV Limited Rs./ Millions 51 (50); Zee Sports Limited Rs./ Millions 33 (33); Zee Turner Limited Rs./ Millions 8 (428); Media Pro Enterprise India Private Limited Rs./Millions 0 (Nil); Dish Infra Services Private Limited Rs./Millions 3 (Nil); Essel Finance Management LLP Rs./Millions 4 (Nil); ITZ Cash Card Limited Rs./Millions 2 (0); Zee Media Corporation Limited Rs./Millions 8 (Nil).

g. Purchase of Media content includes - Asia Today Limited Rs./Millions 307 (Nil); Essel Vision Productions Limited Rs./ Millions 1,312 (1,381); Taj TV Limited Rs./ Millions Nil (2,420); Zee Learn Limited Rs./Millions 49 (133).

h. Purchase of Services includes Production expenses - Zee Entertainment Middle East FZ- LLC Rs./Millions 2 (Nil); Essel Shyam Communication Private Limited Rs./ Millions 1 (8); Pan India Network Infravest Private Limited Rs./Millions 1 (6); Zee Learn Limited Rs./Millions 2 (51); Zee Media Corporation Limited Rs./ Millions Nil (3). Telecast cost - Dish TV India Limited Rs./Millions 115 (105); Essel Shyam Communication Private Limited Rs./Millions 10 (10). Rent expenses - Digital Subscriber Management and Consultancy Services Private Limited Rs./Millions 37 (Nil); Essel Corporate Resources Private Limited Rs./Millions 155 (151). Communication charges - Digital Subscriber Management and Consultancy Services Private Limited Rs./Millions 4 (Nil); Pan India Network Infravest Private Limited Rs./Millions 2 (3). Electricity and water charges - Siti Cable Network Limited Rs./Millions 2 (3). Legal and Professional charges - Essel Corporate Resources Private Limited Rs./Millions 139 (139). Hire and Service charges - Digital Subscriber Management and Consultancy Services Private Limited Rs./Millions 4 (Nil). Advertisement and Publicity expenses - India Webportal Private

Limited Rs./Millions 2 (3); Taj TV Limited Rs./Millions 2 (Nil); Cyquator Media Services Private Limited Rs./Millions Nil (16); Diligent Media Corporation Limited Rs./Millions 17 (2); Dish TV India Limited Rs./Millions 51 (67); Siti Cable Network Limited Rs./Millions 165 (35); Zee Media Corporation Limited Rs./ Millions 32 (15). Marketing, Distribution and Promotion expenses - Essel Vision Productions Limited Rs./Millions 22 (Nil); Dish TV India Limited Rs./Millions 22 (Nil); Indian Cablenet Company Limited Rs./ Millions 128 (69); Siti Cable Network Limited Rs./Millions 145 (128). Repairs & Maintenance Aplab Limited Rs./Millions 0 (0); Dish TV India Limited Rs./Millions 2 (Nil).

i. Corporate Social Responsibility expenses - Himgiri Zee University Rs./ Millions 90 (Nil).

j. Commission expenses - Taj Television (India) Private Limited Rs./Millions 5 (95); Commision paid reversal - Zee Turner Limited Rs./Millions Nil (2); Zee Learn Limited Rs./Millions Nil (0).

k. Bad debts written off - Taj Television (India) Private Limited Rs./Millions 29 (Nil); Zee Sports Limited Rs./Millions 1 (1).

l. Trade and other payables balances - Asia Today Limited Rs./Millions 120 (91); Essel Vision Productions Limited Rs./ Millions 22 (18); Aplab Limited Rs./Millions Nil (0); Dish TV India Limited Rs./Millions 119 (81); Indian Cablenet Company Limited Rs./Millions 19 (Nil); Real Media FZ-LLC Rs./Millions 15 (15); Siti Cable Network Limited Rs./Millions 22 (8); Zee Learn Limited Rs./Millions 0 (51). Due to Principals - Pending Remittances to Asia Today Limited Rs./Millions 432 (416).

m. Revenue from operations include Advertisement income - Essel Vision Productions Limited Rs./Millions 4 (Nil); Diligent Media Corporation Limited Rs./ Millions 1 (1); Dish TV India Limited Rs./ Millions 8 (17); Zee Media Corporation Limited Rs./Millions Nil (7). Subscription income - Taj Television (India) Private Limited Rs./Millions 7,891 (890); Media Pro Enterprise India Private Limited Rs./ Millions 1,472 (7,687); Dish TV India Limited Rs./Millions 1 (90). Commission

- Space selling - Asia Today Limited Rs./ Millions 124 (109). Transmission Income

- Asia Today Limited Rs./Million 253 (152); Zee Media Corporation Limited Rs./ Millions 36 (23). Sales - Media content to Asia Today Limited Rs./Millions 1,348 (1,412); Zee Entertainment Middle East FZ-LLC Rs./Millions 156 (138).

n. Other income includes Interest income - Asia Today Limited Rs./Millions 349 (198). Dividend income - Essel Propack Limited Rs./Millions 2 (1). Rent/Miscellaneous income includes - Taj Television (India) Private Limited Rs./Millions 9 (5); Taj TV Limited Rs./Millions 32 (37); Media Pro Enterprise India Private Limited Rs./Millions 1 (5); Dish TV India Limited Rs./Millions 28 (28); Siti Cable Network Limited Rs./Millions 13 (8); Zee Media Corporation Limited Rs./ Millions 51 (34). Balances written back includes - Asia Today Limited Rs./Millions 1 (Nil); Essel Vision Productions Limited Rs./ Millions 5 (Nil); Intrex India Private Limited

Rs./Millions 0 (Nil); Pan India Network Limited Rs./Millions 0 (Nil).

o. Reimbursement/recoveries - Asia Today Limited Rs./Millions 257 (250); Media Pro Enterprise India Private Limited Rs./ Millions 1 (4); Dish TV India Limited Rs./ Millions 55 (64); Siti Cable Network Limited Rs./Millions 12 (14); Zee Media Corporation Limited Rs./Millions 52 (59).

p. Trade Receivables balances, Asia Today Limited Rs./Millions 483 (1,217); Ta j Television (India) Private Limited Rs./Millions 2,071 (351); Media Pro Enterprise India Private Limited Rs./Millions 788 (1,847); Veria International Limited Rs./Millions 0 (Nil), Zee Media Corporation Limited Rs./Millions Nil (49).

q. Interest accrued on Loans includes Asia Today Limited Rs./Millions 91 (49).

r. Advances and deposits received balance include Asia TV Limited Rs./ Millions 1 (4).

s. Advances and deposits received during the year from Asia TV Limited Rs./Millions 31 (21); Zee Multimedia (Maurice) Limited Rs./Millions Nil (8).

t. Advances and deposits refunded during the year includes Asia TV Limited Rs./Millions 28 (25); Zee Multimedia (Maurice) Limited Rs./Millions Nil (7).

u. Short-term borrowings repaid of Tapasvi Mercantile Private Limited Rs./Millions 1,001 (Nil).

v. Corporate guarantees on behalf of Taj TV Limited Rs./Millions 11,049 (12,366); Broadcast Audience Research Council Rs./Millions 170 (170); Dish TV India Limited Rs./Millions Nil (417); Siti Cable Network Limited Rs./Millions 610 (791); Zee Learn Limited Rs./Millions 11 (18).

Note

Details of Remuneration to directors are disclosed in Note 29.

Non-Current investments as at 31 March 2015 are disclosed in Note 9.

"0" (zero) denotes amounts less than a million.

42 The Management is of the opinion that its international and domestic transactions are at arm''s length as per the independent accountants report for the year ended 31 March 2014. The Management continues to believe that its international transactions and the specified domestic transactions during the current financial year are at arm''s length and that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax expense and that of provision of taxation.

43 Acquisition of Media Business Undertaking of Diligent Media Corporation Limited

a) Scheme of Arrangement ("the Scheme") under Sections 391 to 394 read with Section 78 and Sections 100 to 104 and other applicable provisions of the Companies Act 1956 / Companies Act 2013, between Diligent Media Corporation Limited ("DMCL" or "the Demerged Company") and the Company ("the Resulting Company") and their respective shareholders and creditors, was sanctioned by the Hon''ble High Court of Judicature at Mumbai on 12 September 2014 and the said Order was fled with the Registrar of Companies on 26 September 2014. Pursuant to the Scheme, the Media Business Undertaking of DMCL is demerged and vested with the Company on appointed date i.e. 31 March 2014 on going concern basis.

b) The Scheme has been given effect in the financial statements for the year ended 31 March 2015 and pursuant to the Scheme: i. The assets and liabilities of Media Business Undertaking of DMCL are transferred to and recorded in the books of account of the Company at their respective book values and the difference (Surplus) is credited to the General Reserve as under:

ii. 22,273,886 6% Non-Cumulative Redeemable Preference Shares of Rs. 1 each have been allotted to the equity shareholders of DMCL in the ratio of One fully paid preference shares of Rs. 1 each of the Company for every Four equity shares of Rs. 10 each held in DMCL.

10 Corporate Social Responsibility

As per Section 135 of the Companies Act, 2013, a CSR Committee has been formed by the Company. The Company is required to spend Rs./Millions 193 of which Rs./Millions 168 has been spent on activities specified in Schedule VII of the Companies Act, 2013. The entire amount has been paid during the year.

11 Segment Information

The Company has presented Segment information on the basis of the consolidated financial statements as permitted by Accounting Standard – 17.

12 Prior Year Comparatives

Previous years figures have been regrouped, rearranged or recasted wherever necessary to conform to this year''s classification. Figures in brackets pertain to previous year.


Mar 31, 2014

1. (Rs. millions) 2014 2013 CONTINGENT LIABILITIES ~

a) Corporate Guarantees

- For subsidiaries, loans outstanding Rs./millions 1,401 (1,648) 12,366 7,986

- For other related parties, loans outstanding Rs./millions 1,095 (797) 1,226 928

b) Disputed Indirect Taxes 463 463

c) Disputed Direct Taxes * 2,355 2,637

d) Claims against the Company not acknowledged as debts # 624 773

e) Legal cases against the Company @ Not ascertai- nable Not ascertainable

* Income tax demands mainly include appeals filed by the Company before various appellate authorities (including Dispute Resolution panel) against the disallowance of expenses / claims, non-deduction / short deduction of tax at source, transfer pricing adjustments etc. The management is of the opinion that its tax cases will be decided in its favour and hence no provision is considered necessary at this stage.

# The amount represents the best possible estimate arrived at on the basis of available information. The Company has engaged reputed advocates to protect its interests and has been advised that it has strong legal positions against such disputes.

@ The Company has received legal notices of claims / lawsuits filed against it relating to infringement of copyrights, defamation suits etc in relation to the programs produced / other matters. In the opinion of the management, no material liability is likely to arise on account of such claims / law suits.

2. CAPITAL AND OTHER COMMITMENTS

(a) Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances) is Rs./millions 155 (46).

(b) Other commitments as regards Television Content and others are Rs./millions 3,016 (2,954).

(c) Uncalled Liability on investments committed Rs./millions 380 (Nil).

(d) The Company has committed to provide continued financial support to various subsidiaries - Amount not ascertainable.

3. The Company has preferred a legal case against The Board of Control for Cricket in India (BCCI) for premature termination of Media Rights contract for telecast of cricket matches between India and other countries in neutral territories outside India. The Hon''ble Arbitration Tribunal in November 2012 has passed an Arbitral award of Rs./millions 1,236 (plus interest) in favour of the Company. BCCI has filed a petition before the High Court of Judicature at Madras challenging the Tribunal Award. Accordingly, pending final outcome and receipt of the award amount, effect has not been given in these financial statements.

4. The Company has been deploying its surplus funds by way of inter corporate deposits, debt instruments etc., which in the opinion of the management are considered good.

5. Operational cost and other expenses are net off recoveries Rs./millions 645 (447).

6. MICRO, SMALL AND MEDIUM ENTERPRISES

The Company has no dues to Micro, Small and Medium enterprises as at 31 March, 2014, on the basis of information provided by the parties and available on record. Further, there is no interest paid / payable to micro and small enterprises during the year.

7. EMPLOYEE BENEFITS

As per Accounting Standard 15 "Employee Benefits", the disclosures are as under:

(a) Defined Benefit Plans

The present value of gratuity 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 leave benefits (non funded) is also recognised using the projected unit credit method.

(b) Defined contribution plan:

"Contribution to provident and other funds" is recognised as an expense in Note 20 "Employee benefits expense" of the Statement of Profit and Loss.

8. RELATED PARTY TRANSACTIONS

(i) List of Parties where control exists

Subsidiary Companies

(a) Wholly owned (Direct and indirect subsidiaries)

Asia Today Limited; Asia TV Limited; ATL Media FZ-LLC; Eevee Multimedia Inc.; Essel Vision Productions Limited; Expand Fast Holdings (Singapore) Pte. Limited; OOO Zee CIS LLC; 000 Zee CIS Holding LLC; Taj Television (India) Private Limited; Taj TV Limited; Zee Multimedia (Maurice) Limited; Zee Multimedia Worldwide (Mauritius) Limited; Zee Sports Limited; Zee Technologies (Guangzhou) Limited; Zee Telefilms Middle East FZ-LLC; Zee TV South Africa (Proprietary) Limited; Zee TV USA Inc.

(b) Others - Direct

Zee Turner Limited (extent of holding 74%); India Webportal Private Limited (extent of holding 51 %)

(ii) Associate

Aplab Limited (extent of holding 26.42%); Idea Web Shop and Media Private Limited (held through India Webportal Private Limited) (extent of holding 26%)

(iii) Joint Venture (held through Zee Turner Limited)

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

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

Agrani Wireless Services Limited; Cyquator Media Services Private Limited; Diligent Media Corporation Limited; Dish TV India Limited; Essel Propack Limited; E-City Bioscope Entertainment Private Limited; Essel Corporate Resources Private Limited; Essel International Limited; Essel Shyam Communication Private Limited; Pan India Network Infra vest Private Limited; Pan India Network Limited; Real Media FZ-LLC; Siti Cable Network Limited; Smart Wireless Private Limited; Zee Akash News Private Limited; Zee Learn Limited; Zee Media Corporation Limited.

Directors / Key Management Personnel

Mr. Subhash Chandra (Non Executive Director), Mr. Punit Goenka (Managing Director & CEO), Mr. Subodh Kumar (Executive Vice Chairman).

Disclosure in Respect of Material Related Parties which account for 10% or more of transactions during the year:

a. Fixed Assets purchased during the year, Dish TV India Limited Rs./millions 8 (5); Siti Cable Network Limited Rs./millions 1 (Nil). Fixed Assets sold during the year, Zee Media Corporation Limited Rs./millions Nil (4).

b. Non-Current Investments - Subsidiaries, additions during the year include India Webportal Private Limited Rs./millions 49 (92); Essel vision Productions Limited XI millions 20 (Nil).

c. Loans, Advances and Deposits given to Asia Today Limited Rs./millions 2,261 (2,852); Essel Vision Productions Limited Rs./millions Nil (647); Cyquator Media Services Private Limited Rs./millions 19 (29); Zee Media Corporation Limited Rs./millions Nil (109).

d. Loans, Advances and Deposits repayment received from Asia Today Limited Rs./millions 121 (181); Essel Vision Productions Limited Rs./millions 42 (605); Zee Turner Limited Rs./millions 34 (553); Cyquator Media Services Private Limited Rs./millions 21 (26); Essel Corporate Resources Private Limited Rs./millions 22 (22); Zee Media Corporation Limited XI millions 10 (98).

e. Loans, Advances and Deposits balances outstanding at year end include Asia Today Limited Rs./millions 5,383 (2,852); Cyquator Media Services Private Limited Rs./millions 28 (30); Essel Corporate Resources Private Limited Rs./millions Nil (22); Zee Media Corporation Limited Rs./millions Nil (10).

f. Other receivable balances include Asia Today Limited Rs./millions 435 (401); Zee Turner Limited Rs./millions 428 (378).

g. Purchase of Television Content includes - Essel Vision Productions Limited Rs./millions 1,381 (402); Taj TV Limited Rs./millions 2,420 (Nil); Zee Learn Limited Rs./millions 133 (102).

h. Purchase of Services includes Production expenses - Zee Learn Limited Rs./millions 51 (53); Zee Media Corporation Limited Rs./millions 3 (Nil). Telecast cost - Dish TV India Limited Rs./millions 105 (102); Essel Shyam Communication Private Limited Rs./millions 10 (10). Rent expenses - Essel Corporate Resources Private Limited Rs./millions 151 (134). Communication charges - Pan India Network Infravest Private Limited Rs./millions 3 (2). Electricity and water charges - Siti Cable Network Limited Rs./millions 3 (1). Legal and Professional charges - Media Pro Enterprise India Private Limited Rs./millions Nil (1); Essel Corporate Resources Private Limited Rs./millions 139 (101); Cyquator Media Services Private Limited Rs./millions 0 (1); Siti Cable Network Limited Rs./millions 4 (Nil). Advertisement and Publicity expenses - Essel Vision Productions Limited Rs./millions Nil (0); India Webportal Private Limited Rs./millions 3 (0); Cyquator Media Services Private Limited Rs./millions 16 (21); Diligent Media Corporation Limited Rs./millions 2 (Nil); Dish TV India Limited Rs./millions 67 (36); Siti Cable Network Limited Rs./millions 35 (10). Marketing, Distribution and Promotion expenses - Essel Vision Productions Limited Rs./millions Nil (1); Siti Cable Network Limited Rs./millions 128(198).

i. Commission expenses - Taj Television (India) Private Limited Rs./millions 95 (58) Commission paid reversal - Zee Turner Limited Rs./millions 2 (4).

j. Provision for doubtful debts and advances - Zee Sports Limited Rs./millions 1 (Nil).

k. Trade Payables / Other Payables balances - Asia Today Limited Rs./millions 91 (82); Essel Vision Productions Limited Rs./millions 18 (Nil); Aplab Limited Rs./millions 0 (Nil); Dish TV India Limited Rs./millions 81 (13); Real Media FZ-LLC Rs./millions 15 (12); Zee Learn Limited Rs./millions 51 (77). Due to Principals - Pending Remittances to Asia Today Limited Rs./millions 416 (509).

L. Revenue from Operations include Advertisement Income - Diligent Media Corporation Limited Rs./millions 1 (2); Dish TV India Limited Rs./millions 17 (15); Zee Media Corporation Limited Rs./millions 7 (Nil). Subscription income - Taj Television (India) Private Limited Rs./millions 890 (959); Media Pro Enterprise India Private Limited Rs./millions 7,687 (6,645); Dish TV India Limited Rs./millions 90 (180). Commission - Space Selling - Asia Today Limited Rs./millions 109 (118). Transmission Income - Asia Today Limited Rs./Million 152 (130); Zee Media Corporation Limited Rs./millions 23 (26). Sales- Television Content to Asia Today Limited Rs./millions 1,412 (1,074).

m. Other income includes Interest Income - Asia Today Limited Rs./millions 198 (39). Dividend Income - Essel Propack Limited Rs./millions 1 (1). Rent / Miscellaneous Income includes - Taj Television (India) Private Limited Rs./millions 5 (5); Taj TV Limited Rs./millions 37 (23); Media Pro Enterprise India Private Limited Rs./millions 5 (5); Dish TV India Limited Rs./millions 28 (28); Siti Cable Network Limited Rs./millions 8 (8); Zee Media Corporation Limited Rs./millions 34 (25).

n. Reimbursement / Recoveries - Asia Today Limited Rs./millions 405 (324); Zee Turner Limited Rs./millions 85 (7); Media Pro Enterprise India Private Limited Rs./millions 4 (3); Dish TV India Limited Rs./millions 64 (48); Siti Cable Network Limited Rs./millions 14 (14); Zee Media Corporation Limited Rs./millions 59 (39).

o. Trade Receivables balances, Asia Today Limited Rs./millions 1,217 (1,014); Taj Television (India) Private Limited Rs./millions 436 (508); Media Pro Enterprise India Private Limited Rs./millions 1,847 (2,146); Zee Media Corporation Limited Rs./millions 48 (Nil).

p. Interest accrued on Loans includes Asia Today Limited Rs./millions 49 (39).

q. Advances and Deposits received balance include Asia TV Limited Rs./millions 4 (Nil); Zee Multimedia (Maurice) Limited Rs./millions Nil (1).

r. Advances and deposits received during the year from Asia TV Limited Rs./millions 21 (Nil); Zee Multimedia (Maurice) Limited Rs./millions 8 (18).

s. Advances and deposits refunded during the year includes Asia TV Limited Rs./millions 25 (Nil); Zee Multimedia (Maurice) Limited Rs./millions 7 (17).

t. Corporate guarantees on behalf of Taj TV Limited Rs./millions 12,366 (7,986); Dish TV India Limited Rs./millions 417 (437); Essel International Limited Rs./millions Nil (95); Siti Cable Network Limited Rs./millions 791 (374).

Note:

Details of Remuneration to directors are disclosed in Note 28.

Non-Current Investments as at 31 March, 2014 are disclosed in Note 9.

"0" (zero) denotes amounts less than a million.

9. The Management is of the opinion that its international and domestic transactions are at arm''s length as per the independent accountants report for the year ended 31 March, 2013. The Management continues to believe that its international transactions and the specified domestic transactions during the current financial year are at arm''s length and that the transfer pricing legislation will not have any impact on these financial statements, particularly on amount of tax expense and that of provision of taxation.

10. In the meeting held on 17 December, 2013, the Board of Directors have approved a Scheme of Arrangement for acquisition of Media Business Undertaking of Diligent Media Corporation Limited (DMCL) by way of a demerger from DMCL and vesting with the Company, w.e.f. 31 March, 2014. Pending receipts of various regulatory / statutory approvals including approval of High Court and Members of the Company, effect has not been given in these financial statements.

11. SEGMENT INFORMATION

The Company has presented Segment information on the basis of the consolidated financial statements as permitted by Accounting Standard-17.

12. PRIOR YEAR COMPARATIVES

Previous years figures have been regrouped, rearranged or re casted wherever necessary to conform to this year''s classification. Figures in brackets pertain to previous year.


Mar 31, 2013

1 CORPORATE INFORMATION

Zee Entertainment Enterprises Limited ("ZEEL" or "the Company") is incorporated in the State of Maharashtra, India. The Company is mainly in the following businesses:

(a) Broadcasting of Satellite Television Channels;

(b) Space Selling agent for other satellite television channels;

(c) Sale of Television Content i.e. programs / film rights / feeds;

(d) Production and distribution of films.

2 LEASES

A. Operating Leases:

(a) The Company has taken office, residential facilities and plant and machinery (including equipments) etc. under cancellable / non-cancellable lease agreements that are renewable on a periodic basis at the option of both the Lessor and the Lessee. The initial tenure of the lease is generally from 11 months to 108 months.

3 CONTINGENT LIABILITIES

(Rs. millions)

2013 2012

a) Corporate Guarantees

- For subsidiaries, loans / commitments outstanding Rs./millions 1,648 (1,647) 7,986 2,946

- For other related parties, loans / commitments outstanding Rs./millions 797 (721) 928 1,727

b) Disputed Indirect Taxes 463 463

c) Disputed Direct Taxes * 2,637 2,719

d) Claims against the Company not acknowledged as debts # 776 657

e) Legal cases against the Company @ Not ascertainable Not ascertainable

* Income tax demands mainly include appeals filed by the Company before various appellate authorities (including Dispute Resolution panel) against the disallowance of expenses / claims, non-deduction / short deduction of tax at source, transfer pricing adjustments etc. The management is of the opinion that its tax cases will be decided in its favour and hence no provision is considered necessary at this stage.

# The amount represents the best possible estimate arrived at on the basis of available information. The Company has engaged reputed advocates to protect its interests and has been advised that it has strong legal positions against such disputes.

@ The Company has received legal notices of claims / lawsuits filed against it relating to infringement of copyrights, defamation suits etc in relation to the programs produced / other matters. In the opinion of the management, no material liability is likely to arise on account of such claims / law suits.

4 CAPITAL AND OTHER COMMITMENTS

(a) Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances) is Rs./millions 46 (298).

(b) Other commitments as regards Television Content and others are Rs./millions 2,954 (3,278).

(c) The Company has committed to provide continued financial support to various subsidiaries - Amount not ascertainable.

5 The Company has prefered a legal case against The Board of Control for Cricket in India (BCCI) for prematured termination of Media Rights contract for telecast of cricket matches between India and other countries in neutral territories outside India. The Hon''ble Arbitration Tribunal in November 2012 has passed an Arbitral award of Rs./millions 1,236 (plus interest) in favour of the Company. BCCI has filed a petition before the High Court of Judicature at Madras challenging the Tribunal Award. Accordingly, pending final outcome and receipt of the award amount, effect has not been given in these financial statements.

6 The Company has been deploying its surplus funds as loans / inter corporate deposits etc. The borrowers are regular in repayment of principal and interest, hence are considered good.

7 Operational cost and other expenses are net off recoveries Rs./millions 440 (236).

8 MICRO, SMALL AND MEDIUM ENTERPRISES

The Company has no dues to Micro, Small and Medium enterprises during the year ended 31 March, 2013, on the basis of information provided by the parties and available on record.

9 EMPLOYEE BENEFITS

As per Accounting Standard 15 "Employee Benefits", the disclosures are as under:

A Defined Benefit Plans

The present value of gratuity 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 leave benefits (non funded) is also recognised using the projected unit credit method.

(a) Amounts recognised as an expense and included in the Note 20 "Employee benefits expense" are gratuity Rs./millions 35 (24) and leave encashment Rs./ millions 45 (28).

(b) 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.

B Defined contribution plan:

"Contribution to provident and other funds" is recognised as an expense in Note 20 "Employee benefits expense" of the Statement of Profit and Loss.

10 RELATED PARTY TRANSACTIONS

(i) List of Parties where control exists Subsidiary Companies

(a) Wholly owned (Direct and indirect subsidiaries)

Apac Media Ventures Limited; Asia Today Limited; Asia TV Limited; Expand Fast Holdings (Singapore) Pte. Limited; Essel Vision Productions Limited; OOO Zee CIS LLC; OOO Zee CIS Holding LLC; Taj TV Limited; Taj Television (India) Private Limited; Zee Multimedia (Maurice) Limited; Zee Multimedia Worldwide (Mauritius) Limited; Zee Sports Limited; Zee Technologies (Guangzhou) Limited; Zee Telefilms Middle East FZ-LLC; Zee TV South Africa (Proprietary) Limited; Zee TV USA Inc.

(b) Others - Direct

Zee Turner Limited (extent of holding 74%); India Webportal Private Limited (extent of holding 51%)

(ii) Associate

Aplab Limited (extent of holding 26.42%)

(iii) Joint Venture (held through Zee Turner Limited)

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

(iv) Other Related parties with whom transactions have taken place during the year and balance outstanding as on the last day of the year. Agrani Wireless Services Limited; Cyquator Media Services Private Limited; Diligent Media Corporation Limited; Dakshin Media Gaming Solutions Private Limited; Dish TV India Limited; Essel Propack Limited; E-City Bioscope Entertainment Private Limited; Essel Corporate Resources Private Limited; Essel International Limited; Essel Shyam Communication Private Limited; Essel Walajahpet Poonamallee Toll Roads Private Limited; Pan India Network Limited; Pan India Network Infravest Private Limited; Real Media FZ-LLC; Siti Cable Network Limited; Smart Wireless Private Limited; Zee Learn Limited; Zee Akash News Private Limited; Zee News Limited.

Directors / Key Management Personnel

Mr. Subhash Chandra (Non Executive Director), Mr. Punit Goenka (Managing Director & CEO).

11 The international transactions with Associated Enterprises (AE''s) are at arm''s length price as per the independent accountants report for the year ended 31 March, 2012. Further, the Finance Bill, 2012 had sought to bring in certain class of domestic transactions in the ambit of the transfer pricing regulations with effect from 1 April, 2012. The Management is of the opinion that its international transactions with AE''s and the specified domestic transactions for the year are at arm''s length price and that the transfer pricing study will not have any impact on the amount of tax expense and provision of taxation in these financials.

12 The Board of Directors have approved a bonus to shareholders by way of issue of 6% Redeemable Preference Shares (RPS), in the ratio of 21 RPS of Rs. 1 each fully paid up for every equity share of Rs. 1 each held in the Company through a Court approved Scheme of Arrangement and subject to other statutory and regulatory approvals / exemptions. This being event after the date of balance sheet and is subject to regulatory and other approvals hence effect not given in these financials.

13 SEGMENT INFORMATION

The Company has presented Segment information on the basis of the consolidated financial statements as permitted by Accounting Standard - 17.

14 PRIOR YEAR COMPARATIVES

Previous years figures have been regrouped, rearranged or recasted wherever necessary to conform to this year''s classification. Figures in brackets pertain to previous year.


Mar 31, 2012

1. CORPORATE INFORMATION

Zee entertainment enterprises limited ("ZEEL" or "the company") is incorporated in the state of maharashtra, india. the company has been mainly in the following businesses during the year:

(a) Broadcasting of satellite television channels uplinked from india;

(b) space selling agent for other television channels;

(c) sale of television programs, films / movies and rights including films / movies and program feeds;

(d) production and distribution of films / movies.

Buyback of shares

Buy-back of the Company's Equity Shares through the open market route commenced on 27 July 2011 and concluded on 23 March 2012, wherein, the Company has bought back 19,372,853 Equity Shares of Rs 1 each. All these equity shares stands extinguished by execution of Debit Corporate Action(s) by the Company. Consequently the Paid-up Share Capital of the Company as at 31 March 2012 stands reduced to 958,770,077 Equity Shares of Rs 1 each.

Employees Stock option Scheme (ESoP):

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

During the year ended 31 March 2011 and 31 March 2012, the Company did not grant any stock options. The options earlier granted under the Scheme shall vest not less than one year and not more than five years from the date of grant of options. The options granted vests in the ratio of 50:35:15 at the expiry of one, two and three years from the date of grant and once vested, these would be exercisable at any time within a period of four years and the equity shares arising on exercise of options shall not be subject to any lock in. Upon exercise of 66,800 options, equivalent number of Equity Shares were issued and alloted during the financial year ended on 31 March 2012.

the options were granted to the employees / directors at an exercise price, being the latest market price as per the sEBI (Esos) Guidelines. in view of there being no intrinsic value on the date of the grant (being the excess of market price of share under the scheme over the exercise price of the option), the company is not required to account for the value of options as per the sEBi guidelines.

* includes cheques overdrawn Rs/millions 54 (163) and Rs/millions 214 (294) due to related parties.

# includes statutory dues, security deposits and advances from customers.

Dividend Rs/million 1 (1) unclaimed for a period of more than seven years is transferred to investor's Education and Protection Fund during the year and no amounts are due and outstanding to be credited to investor's Education and Protection Fund as at 31 March 2012.

2. LEASES

A. operating Leases:

(a) The Company has taken office, residential facilities and plant and machinery (including equipments) etc. under cancellable/ non-cancellable agreements that are renewable on a periodic basis at the option of both the Lessee and the Lessor. The initial tenure of the lease is generally from 11 months to 108 months.

(b) in respect of assets given under operating lease:

(i) The Company has given part of its buildings under cancellable operating lease agreement. The initial term of the lease is for 36 months.

(ii) the rental revenue for the year is Rs/millions 73 (69).

3. CoNTINGENT LIABILITIES

Rs millions

2012 2011

a) corporate Guarantees

- for subsidiaries, loans / commitments Rs/millions 1,647 (967) 2,946 2,439

- for other related parties, loans / commitments outstanding Rs/millions 721 (3,011) 1,727 4,114

b) Bank/counter guarantees outstanding 87 58

c) Letter of credit (Net of Liabilities Provided) 39 13

d) claims against the company not acknowledged as debts 657 751

e) Legal cases against the company Unascertainable Unas certainable

f) Disputed Direct taxes * 2,719 1,749

g) Disputed indirect taxes 463 475

* tax demands are raised on assessments on account of short deduction of tax at source, transfer pricing adjustment and certain disallowances which are disputed in Appeals before first Appellate Authorities and management is of the opinion that all these matters will be decided in its favour, hence no provisions are considered necessary at this stage.

4. CAPITAL AND oTHER CoMMITMENTS

a) Estimated amount of contracts remaining to be executed on capital account not provided for (net of advances) is Rs/millions 298 (91).

b) other commitments as regards programs, films/movie rights are Rs/millions 3,278 (2,659).

c) the company has commited to provide continued financial support to various subsidiaries - Amount Unascertainable.

Note: salary and Allowances includes basic salary, house rent allowance, leave travel allowance and performance bonus but excluding leave encashment and gratuity provided on the basis of actuarial valuation.

b) commission payable to Non-Executive independent Directors of Rs/millions 8 (13) based on profits for the year ended 31 march 2012.

c) foreign subsidiary has paid remuneration (salaries and allowances) of Rs/millions 4 (4) to a non-executive director.

5. the company has been deploying its surplus funds as short term demand loans / inter corporate deposits. the borrowers are regular in repayment of principal and interest, hence are considered good.

6. Exceptional items of Rs/millions Nil(197) represents profit on sale of Non-current investments (net).

7. Erstwhile ETc Networks Limited (ETc since merged) had taken over running business of Entertainment television Network Limited during the year 1999-2000 along with the benefits of contracts, agreements and approvals under which business is carried on and certain approvals are yet to be transferred / obtained in the name of erstwhile Etc or in the name of the company.

8. MICRo SMALL AND MEDIUM ENTERPRISES

the company has no dues to Micro, small and Medium enterprises during the year ended 31 March 2012, on the basis of information provided by the parties and available on record.

Notes:

(a) Amounts recognized as an expense and included in the Note 20 "Employee benefits expense" are gratuity Rs/ millions 24 (36) and leave encashment Rs/ millions 28 (33)

(b) The estimate of future salary increases considered in the actuarial valuation, taking into account the rate of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

B Defined contribution plan:

"Contribution to provident and other funds" is recognized as an expense in Note 20 of the Statement of Profit and Loss.

9. RELATED PARTY TRANSACTIoNS (i) List of Parties where control exists Subsidiary Companies

(a) Wholly owned

Apac media Ventures Limited; Asia today Limited; Asia Tv Limited; Expand fast Holdings (singapore) pte. Limited; ITM Digital private Limited; ooo Zee cis LLc; ooo Zee cis Holdings LLc; Taj Tv Limited; Taj television (india) private Limited; Zee multimedia (Maurice) Limited; Zee multimedia Worldwide (Mauritius) Limited; Zee sports Limited; Zee Technologies (Guangzhou) Limited; Zee Telefilms middle East FZ-LLc; Zee TV south Africa (proprietary) Limited; Zee TV UsA inc.; Zee sports international Limited (merged with Asia Today Limited during the year).

(b) others - Direct

Zee Turner Limited (extent of holding 74%); india Webportal private Limited (extent of holding 51%)

(ii) Associates

Aplab Limited (extent of holding 26.42%)

(iii) Joint Venture

media pro Enterprise india private Limited (extent of holding 50%)

(iv) other Related parties with whom transactions have taken place during the year and balance outstanding as on the last day of the year.

Agrani convergence Limited; Agrani Wireless services Limited; Asian sky shop Limited; cyquator media services private Limited; churu Trading company private Limited; Dakshin media Gaming solutions private Limited; Dish TV india Limited; Diligent media corporation Limited; Essel propack Limited; E-city Bioscope Entertainment private Limited, E-city Entertainment (india) private Limited*, E-city films ((india) private Limited*, E-city projects construction private Limited*, E-city property management services private Limited*, E-cool Gaming solutions private Limited, Essel corporate resources private Limited; Essel sports private Limited; Essel international Limited; Essel shyam communication private Limited; fun multiplex private Limited*; ITZ Trade Exchange Limited*, ITZ cash card Limited*, Jay properties private Limited; New media Broadcasting private Limited; pan india Network private Limited; pan india Network infravest private Limited; pan india paryatan private Limited*; procall private Limited; rama Associates Limited; real media FZ-LLc; siti Energy Limited*; smart Wireless private Limited; TALEEM research Foundation; Wire and Wireless (india) Limited; Zee Learn Limited; Zee Akash News private Limited; Zee News Limited.

* Not a related party during the current year.

Directors / Key Management Personnel

Ml subhash chandra, Mr. punit Goenka, Ml Ashok Kurien.

disclosure in respect of material related parties which account for 10% or more of the transactions

DURING THE YEAR:

a. Fixed Assets purchased during the year, Dish Tv india Limited Rs/millions 2 (Nil).

b. Loans, Advances and Deposits given to Taj television india Private Limited Rs/Milions 1,399 (139); Zee turner Limited Rs/millions 1,951 (Nil); Zee News Limited Rs/millions Nil (21); Wire and Wireless (india) Limited Rs/millions 0 (14); Essel corporate Resources Private Limited Rs/millions 45 (Nil).

c. Loans, Advances and Deposits repayment received from Zee turner Limited Rs/millions 2,177 (820); Taj television india Private Limited Rs/millions 1,126 (Nil); Wire and Wireless (india) Limited Rs/millions Nil (113); TALEEM Research Foundation Rs/Milions Nil (199); Jay Properties Private Limited Rs/millions Nil (66); Zee News Limited Rs/millions 21 (Nil), cyquator Media services Private Limited Rs/millions 36 (Nil); Pan india Network Private Limited Rs/millions 2 (Nil).

d. Loans, Advances and Deposits balances outstanding at year end include Zee sports Limited Rs/millions 31 (29); Zee Turner Limited Rs/millions 701 (928); Taj TV Limited Rs/millions 13 (2); Taj Television india Private Limited Rs/millions 450 (177); Zee News Limited Rs/millions Nil (21); cyquator Media services Private Limited Rs/millions Nil (36); Essel corporate Resources Private Limited Rs/millions 45 (Nil).

e. Purchase of Programs, Goods and services includes purchase of Programs - Taj TV Limited Rs/millions Nil (2,089); Zee News Limited Rs/millions 208 (Nil); Telecast cost - Asia Today Limited Rs/millions Nil (55); Dish TV india Limited Rs/millions 62 (42); Essel shyam communication Private Limited Rs/millions 10 (14). Advertisement and Publicity expenses - Taj Television india Limited Rs/ millions 20 (Nil); cyquator Media services Private Limited Rs/millions 12 (Nil); Diligent Media corporation Limited Rs/millions 3 (6); Dish TV india Limited Rs/millions 6 (3). Rent expenses - Essel corporate Resources Private Limited Rs/millions 134 (102). service charges - Essel corporate Resources Private Limited Rs/millions 84 (71). Business Promotion expenses - Wire and Wireless (india) Limited Rs/millions 172 (182).

f. commission - Zee Turner Limited Rs/millions 57 (261); Taj Television india Private Limited Rs/millions 36 (110); Provision for doubtful debts/advances - Zee sports Limited Rs/millions 31 (Nil). Provision for diminution in the value of investment - iTM Digital india Private Limited Rs/millions 10 (Nil).

g. Trade Payable balances, Principals pending Remittances to Asia Today Limited Rs/millions 713 (818); Purchase of Programs, Goods and services - Asia Today Limited Rs/millions 77 (68); Taj Television india Private Limited Rs/millions Nil (109); Wire and Wireless (india) Limited Rs/millions 8 (57); Essel sports Private Limited Rs/millions Nil (14); Real Media FZ-LLc Rs/millions 13 (16); Essel corporate Resources Private Limited Rs/millions 18 (Nil); Zee News Limited Rs/millions 78 (Nil).

h. Revenue from Operations (Net) include sales to Asia Today Limited Rs/millions 1,541 (986); Transmission fees - Asia Today Limited Rs/million 323 (256); Zee News Limited Rs/millions 25 (28); subscription income - Dish TV india Limited Rs/millions 400 (360), Media Pro Enterprise india Private Limited Rs/millions 3,500 (Nil). Advertisement income - Dish TV india Limited Rs/millions 58 (68); commission - Asia Today Limited Rs/millions 117 (115).

i. Trade Receivables balances, Asia Today Limited Rs/millions 1,812 (759); Dish TV india Limited Rs/millions 91 (137); Media Pro Enterprise india Private Limited Rs/millions 1,220 (Nil); cyquator Media services Private Limited Rs/millions 27 (Nil).

j. Other income includes Dividend received - Essel Propack Limited Rs/millions 1 (1); interest received includes Wire and Wireless (india) Limited Rs/millions Nil (13); Miscellaneous income includes rent income received - Zee Turner Limited Rs/millions 5 (11); Taj Television india Private Limited Rs/millions 3 (Nil); Media Pro Enterprise india Private Limited Rs/millions 3 (Nil); Diligent Media corporation Limited Rs/millions 2 (2); Dish TV india Limited Rs/millions 28 (25); Zee News Limited Rs/millions 25 (22); Wire and Wireless (india) Limited Rs/millions 4 (4). commission on corporate Guarantee - Taj Tv Limited Rs/millions 13 (Nil); Balances written back of Zee Turner Limited Rs/millions Nil (0), Agrani convergence Rs/millions Nil (2).

k. Corporate guarantees on behalf of Taj TV Limited Rs/millions 2,946 (2,439) Dish TV india Limited Rs/millions 1,469 (3,899); Wire and Wireless (india) Limited Rs/millions 229 (188).

Note

Details of Remuneration to directors are disclosed in Note 27.

"0" (Zero) denotes amounts less than a million.

10. SEGMENT INFoRMATIoN

The Financial Statements of the Company contain both the consolidated financial statements as well as the separate financial statements of the parent company. Hence, the Company has presented the segmental information on the basis of the consolidated financial statements as permitted by Accounting Standard - 17.

11. a) During the year, one of the Company's subsidiary Zee Turner Limited entered into 50:50 joint venture with Star Den Media Service Private Limited and formed company in the name of "Media Pro Enterprise india Private Limited (MPEiPL)" for distribution of channels distributed by Zee Turner Limited and Star Den Media Service Private Limited. MPEiPL has started operations w.e.f. 1 July 2011.

b) Zee Multimedia Worldwide Limited (ZMWL) and ZES Holdings Limited (ZES), both wholly owned foreign subsidiaries have merged with the Company w.e.f. 1 February, 2011, pursuant to the Scheme of Amalgamation approved by the Hon'ble High Court at Mumbai vide Order dated 10 June 2011. The effect to the Scheme has been given in the financial statements for the year ended 31 March 2011 and the difference between transferred assets and liabilities of Rs/ millions 2,076 is adjusted against General Reserve.

c) ZES Mauritius Limited (ZES Mauritius) and ZES Entertainment Studios Limited (ZES Ent) both wholly owned foreign subsidiaries of ZES Holdings Limited (ZES) have amalgamated with ZES on 18 March 2011 and 31 March 2011 respectively, as per the confirmation of Register of Companies, Republic of Mauritius. Hence, the transactions between the appointed date and the effective date are accounted in the financial statements of the company for the year ended 31 March 2011 and the difference of Rs 107,000 between assets and liabilities transferred is adjusted to General Reserve.

d) Pursuant to the Composite Scheme of Amalgamation and Arrangement ('the Scheme') between erstwhile ETC Networks Limited (ETC), Zee Learn Limited (ZLL) and the Company, ETC has merged with the Company on 31 March 2010. Subsequently, pursuant to the Scheme, the education business undertaking is demerged on 1 April 2010 at book value to ZLL and the difference between the book value of assets and liabilities transferred of Rs / millions 631 is adjusted against General Reserve and effect given in the financial statements for the year ended 31 March 2011.

12. prior year comparatives

Schedule Vi to the Companies Act, 1956 is revised effective from 1 April 2011 and has significantly impacted the disclosures and presentation made in the financial statements. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classifications / disclosures.


Mar 31, 2010

BACKGROUND

Zee Entertainment Enterprises Limited ("ZEEL" or "the Company") is incorporated in the State of Maharashtra, India. The Company has been mainly in the following businesses during the year:

a) Broadcasting of Satellite Television Channels uplinked from India;

b) Advertisement canvassing agent for other television channels;

c) Sale of programs including movies and program feeds mainly to its subsidiaries for broadcasting on satellite television channels all over the world;

d) Production and Distribution of Movies.

1. Prior Year Comparatives

Previous years figures are regrouped, rearranged, or recast wherever necessary to confirm to this years classification. Current years figures are not comparable due to the restructuring [Refer Note 3].Figures in brackets pertain to previous year.

2. a) TV Program and movie rights are intangible assets as defined in AS - 26 but these are used for broadcasting

business hence considered and included in Inventories.

b) In Schedule 13, Operational Cost includes Production and Acquisition Cost of TV Program and movie rights and movies amortized / impaired, sold etc. The Company has impaired TV program and movie rights of Rs./Thousand 69,881 (Nil) during the year.

3. Restructuring

A) Acquisition of Regional General Entertainment Channel Business Undertaking of Zee News Limited:

a) The Scheme of Arrangement under Section 391 to 394 and other applicable provisions of the Companies Act, 1956 between Zee News Limited (ZNL) and the Company their respective shareholders and creditors was sanctioned by the Honble Bombay High Court at Mumbai on March 19, 2010 and the said order filed with the Registrar of Companies on March 29, 2010. Pursuant to the Scheme, the Regional General Entertainment Channel (RGEC) Business Undertaking of ZNL comprising of six television channels namely Zee Marathi, Zee Talkies, Zee Bangla, Zee Telugu , Zee Kannada, and Zee Cinemalu (broadcasting yet to be commenced), assets of Zee Gujrathi (a discontinued television channel) was demerged from ZNL,transferred and vested with the Company with effect from January 1, 2010.

B) Acquisition of the 9X Channel Business Undertaking of 9X Media Private Limited:

i. The Scheme of Arrangement (‘the scheme) under Section 391 to 394, read with sections 78, 100 to 104 of the Companies Act 1956 between 9X Media Private Limited ("Transferor Company") and the Company and their respective shareholders and creditors was sanctioned by the Honble High Court at Mumbai on September 9, 2010, and the said order filed with Registrar of Companies on September 22, 2010. Pursuant to the Scheme, the 9X Channel Business Undertaking (9X) of 9X Media Private Limited is demerged and vested with the Company on appointed date i.e. March 31, 2010 on a going concern basis at book values complying with the conditions and provisions of Section 2(19AA) of the Income Tax Act, 1961.

C) Amalgamation of ETC Networks Limited with the Company and Demerger of Education Business Undertaking from the Company:

i. The Composite Scheme of Amalgamation and Arrangement ("the composite scheme") between erstwhile ETC Networks Limited ("ETC") the Company Zee Learn Limited ("ZLL") and the Company and their respective shareholders and creditors was approved by the Honble High Court of Mumbai on July 16, 2010 and the said order filed with the Registrar of Companies on August 30, 2010. Pursuant to the Scheme the erstwhile ETC has merged and vested in the Company at fair values on the Appointed date i.e. March 31, 2010. And upon such merger, the Education Business Undertaking from the Company was demerged and vested with Zee Learn Limited on the Appointed Date April 1, 2010.

b) 4,413,488 Equity shares of Re. 1 each to be issued to the shareholders of ETC, as on the record date, in the ratio of ten equity shares of Re. 1 each of the Company for every eleven equity shares Rs. 10 each of ETC. Pending issue and allotment of shares, Rs./Thousand 4,413 has been credited to Share Suspense Account.

c) The authorized share capital of the Company stand increased by the amount of authorized share capital of the ETC of Rs. 649,200,000.

iii. Demerger of the Education Business Undertaking of the Company vested in to Zee Learn Limited as on April 1, 2010 pursuant to the Scheme:

a) The whole of the undertaking, assets, properties and liabilities of the Education Business undertaking demerged and vested in at book values with effect from appointed date i.e. April 1, 2010. Accordingly, this scheme has not been given effect to, in these financial statements.

4. Secured Loans

Debentures

500 Secured Redeemable Non-Convertible Debentures of Rs. 1,000,000 each fully paid up (issued by ETC Networks Limited merged with the Company on March 31, 2010) are redeemable at par in 4 equal installments with the earliest redemption being on January 6, 2012 and last being on January 6, 2015.

These Debentures are Secured by way of first charge on all fixed assets and current assets including certain fixed deposits, and first charge on escrow account for receivables of the erstwhile ETC. upon demeger of Education Division these debentures and related liabilities stand transferred to Zee Learn on and from April 1, 2010. The debentures are to be further secured by assignment of all the benefits under the agreement with a Charitable Trust for operations of school.

Term Loan from Bank

Secured by way of first charge on all the fixed assets and current assets of erstwhile Digital Media Convergence Limited subsidiary of ETC Network Limited. The loan has since been repaid.

Working Capital Loan from Bank

Secured by way of first charge on all the fixed assets and current assets of erstwhile Digital Media Convergence Limited. The loan has since been repaid.

Vehicle Loans

Secured by hypothecation of vehicles

5. Foreign Currency Convertible Bonds (FCCB)

a) The Company had issued 10,000 0.5% Foreign Currency Convertible Bonds (FCCB) of US$10,000 each aggregating to US$100 million, redeemable on April 29, 2009 at 116.24% of their principal amount. The bond holders had an option to convert these bonds into equity shares from and including 8 June, 2004 to and including April 22, 2009 at an initial conversion price of Rs. 197.235 per share, with a fixed rate of exchange on conversion of Rs. 43.88 (US$1). Consequent to the restructuring, the conversion price was reset to Rs. 153.459 per share in terms of the Offering Circular, effective April 18, 2008.

b) During the year 379 bonds are redeemed on due date i.e. April 29, 2009 and Premium of Rs./Thousand 3,706 payable on redemption has been provided and adjusted against Securities Premium as per Section 78 of the Companies Act, 1956.

6. Disclosures:

a) The Company has been deploying its surplus funds as short-term demand loans / inter corporate deposits, the borrowers are regular in repayment of principal and interest, hence are considered good.

c) Deposits includes Rs./Thousand 65,745 (65,745) due from Company in which director is interested.

f) The erstwhile ETC ("the Transferor Company") had taken over running business of Entertainment Television Network Private Limited during the year 1999-2000 along with the benefits of contracts, agreement and approvals for broadcasting of Television Channels. Some of the agreements and approvals are yet to be transferred / obtained in the name of erstwhile ETC.

h) Foreign Exchange Difference

i) The foreign exchange loss (net) including on forward contracts and cross currency swap of Rs./Thousand 29,548 (435,392) on settlement or realignment of foreign exchange has been adjusted in respective heads in the Profit and Loss account.

i) Employees Stock Option Scheme (ESOP 2009)

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

During the year the Company has granted 4,340,000 stock options to eligible employees and directors at an exercise price of Rs. 239.80 per share. The options granted under the Scheme shall vest not less than one year and not more than five years from the date of grant of options. The options granted now would vest in the ratio of 50:35:15 at the expiry of one, two and three years from the date of grant and once vested, these would be exercisable at any time within a period of four years and the equity shares arising on exercise of options shall not be subject to any lock-in.

The options were granted to the employees at an exercise price, being the latest market price as per SEBI (ESOS) Guidelines, 1999. In view of this, there being no intrinsic value on the date of grant (being the excess of market price of share under the Scheme over the exercise price of the option), the Company is not required to account the accounting value of options as per SEBI Guidelines

j) Micro, Small and Medium Enterprises:

The Company has no dues to Micro, Small and Medium enterprises during the year ended March 31, 2010, on the basis of information provided by the parties and available on record.

k) Capital work in progress includes Capital Advances Rs./Thousand 1,086,506 (183,249). Enforceable agreements are yet to be executed for advances of Rs./Thousand 239,370 for purchase of properties.

l) Estimated amount of contracts remaining to be executed on capital account, not provided for (net of advances) is Rs./Thousand 247,489 (266,181).

m) Sundry Creditors for expenses and other liabilities under Current Liabilities include

1. Cheques overdrawn Rs./Thousand 128,038 (11,844)

2. Rs./Thousand 494,061 payable to Zee News Limited on demerger of RGEC channels for liabilities paid on our behalf.

n) Dividend Rs./Thousand 1,213 (1,315) unclaimed for the period more than seven years is transferred to Investors Education and Protection Fund during the year.

o) During the year the Companys expenses of Rs./Thousand 166,797 (63,160) are shared by other related party, are netted off in relevant heads of expenses.

7. Contingent Liabilities not provided for

(Rs./Thousand)

Particulars 2010 2009

a) Corporate Guarantees

- For subsidiaries to the extent of loans availed/ outstanding Rs./Thousand 5,008,850 1,565,100 Nil (1,001,338)

- For other related parties, loans outstanding Rs./Thousand 3,733,360 4,077,030 4,526,760 (3,949,415)

b) Bank guarantees 75 1,810

c) Claims against the Company not acknowledged as debts 640,278 132,743

d) Disputed Direct Taxes 131,504 133,517

e) Disputed Indirect Tax 474,538 Nil

f) Letters of credit (net of liability provided) 40,817 Nil

g) Legal cases against the Company Unascertainable Unascertainable

8. ETC Networks Limited which got merged into the Company has entered into a tripartite agreement with a Charitable Trust / Society established under the Bombay Public Trust Act, 1950 and a Body Corporate to acquire exclusive rights for providing educational infrastructure, content, advisory and other related services to its school for a period of 30 years for Rs./Thousand 750,000 and sharing revenue. Rs./Thousand 750,000 paid for acquiring the rights and other preoperative cost of Rs./Thousand 24,600 is included in capital work in progress eventually to be capitalized with intangible asset on the date of commencement of operations by the school. This arrangement was meant for Education Business undertaking (EBU) and therefore , subsequent to the demerger of EBU , shall stand transferred to Zee Learn Limited.

9. Taxation

a) Provision for current tax for the year has been made as per provisions of Section 115JB of the Income-Tax Act, 1961 i.e. Minimum Alternate Tax (MAT) due to claim of set-off of brought forward losses of undertaking taken over by the Company complying with Section 2 (19AA) of Income tax act 1961 and recognized the MAT credit entitlement as an asset under the head "Loans and advances", in accordance with the Guidance Note on Accounting for Credit Available in respect of MAT issued by the ICAI.

10. Related Party transactions

(i) List of Parties where control exists Subsidiary Companies

a) Wholly Owned

Apac Media Ventures Limited; Asia Business Broadcasting Mauritius Limited; Asia Today Limited; Asia TV Limited; Expand Fast Holding (Singapore) Pte. Limited; Zee CIS Holding LLC ; Zee Multimedia (Maurice) Limited; Zee Multimedia Worldwide Limited, Mauritius; Zee Multimedia Worldwide Limited (BVI); Zee Sports Americas Limited; Zee Sports International Limited; Zee Sports Limited; Zee Technologies (Guangzhou) Limited; Zee Telefilms Middle East FZLLC; Zee TV South Africa (Proprietary) Limited; Zee TV USA Inc.; ZES Holding Limited; Zee Entertainment Studios BVI ; ZES Mauritius Limited; ZES International Limited; Zee Motion Pictures Private Limited.

b) Others - Direct

ETC Networks Limited (merged as on March 31, 2010)*; Taj Television India Private Limited; Zee Turner Limited.

*Cornershop Entertainment Company Private Limited, Cornershop Animation Company Private Limited, Digital Media Convergence Limited and Remed Services Private Limited (merged with erstwhile ETC Networks Limited w.e.f. January 1, 2010

c) Other - Indirect

Taj TV Limited, Mauritius

(ii) Associates

Aplab Limited (extent of holding 26.42 %)

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

Asian Sky Shop Limited, Agrani Convergence Limited; Churu Trading Company Private Limited; Continental Drug Company Private Limited; Cyquator Media Services Private Limited; Cornershop Entertainment Company Private Limited( up to December 31, 2009); Digital Media Convergence Limited ;(up to December 31, 2009); Dakshin Media Gaming Solutions Private Limited; Dish TV India Limited; Diligent Media Corporation Limited ; Essel Propack Limited; E-City Entertainment (India) Private Limited; E-City Retail Private Limited; E- City Property Management Services Private Limited; E-Cool Gaming Solution Private Limited; Essel Corporate Services Private Limited; Essel Sports Private Limited; Essel Infraprojects Limited; Essel Shyam Communication Private Limited; Fun Multiplex Private Limited; Integrated Subscribers Management Limited; ITX Trade Exchange Limited; Jay Properties Private Limited; Jayneer Capital Private Limited; Pan India Network Infravest Private Limited; Prajatma Trading Company Private Limited; Premier Finance and Trading Company Limited; Rama Associates Limited; Remed Services Private Limited (up to December 31, 2009);Real Media FZLLC, Smart Wireless Private Limited; TALEEM Research Foundation; Wire and Wireless (India) Limited; Zee News Limited;

Directors / Key Management Personnel

Mr. Subhash Chandra, Mr. Punit Goenka, Mr. Laxmi Narain Goel, Mr. Ashok Kurien.

Disclosure in Respect of Material Related Parties which account for 10% or more of the transactions during the year:

a) Loans, Advances and Deposits given include to Churu Trading Company Private Limited Rs./Thousand 2,040,000 (3,770,500); Prajatma Trading Company Private Limited Rs./Thousand 21,50,000 (2,170,000); Dish TV India Limited Rs./Thousand Nil (2,430,000); Wire and Wireless (India) Limited Rs./Thousand Nil (1,550,000); Premier Finance and Trading Company Limited Rs./Thousand 2,271,000 ( 1,605,000).

b) Loans, Advances and Deposits repayment received Churu Trading Company Private Limited Rs./Thousand 2,040,000 (3,770,500); Prajatma Trading Company Private Limited Rs./Thousand 2,150,000 (2,170,000); Dish TV India Limited Rs./Thousand 24,30,000 ( Nil);Wire and Wireless India Limited Rs./Thousand 2,450,000 (70,000); Premier Finance and Trading Company Limited Rs./Thousand 2,271,000 (1,605,000).

c) Loans, Advances and Deposits balances outstanding at year end include Zee Sports Limited Rs./Thousand 29,249 (29,249); Zee Turner Limited Rs./Thousand 1,747,620 ( Nil ); Dish TV India Limited Rs./Thousand Nil ( 2,430,000); Wire and Wireless India Limited Rs./Thousand 98,613 ( 2,300,817);Jay Properties Private Limited Rs./Thousand 65,744 (65,744);TALEEM Research Foundation Rs./Thousand 199,182 (Nil).

d) Capital Advances outstanding at the year end include Taleem Research Foundation Rs./Thousand 750,000 (Nil).

e) Sundry Creditors balances include Broadcasters/ Principals Remittances pending to Asia Today Limited Rs./Thousand 759,327 (869,628); Amounts due for Purchase of Programs, Goods and Services to Asia Today Limited Rs./Thousand 11,654 (12,448); Taj Television India Private Limited Rs./Thousand 8,232 (Nil); ETC Networks Limited Rs./Thousand Nil ( 41,085); Wire and Wireless (India) Limited Rs./Thousand 67,177 (92,984); Essel Sports Private Limited Rs./Thousand 13,624 ( 70,044); Zee News Limited Rs./Thousand 520,271(Nil).

f) Sales, Services and Recoveries (Net) include to Asia Today Limited Rs./Thousand 886,916 (929,083); Dish TV India Limited Rs./Thousand Nil ( 4,475); Zee News Limited Rs./Thousand 57,680 (245,694);Real Media FZ LLC. Rs./Thousand 2,649 (5,958); Subscription Revenue from Taj Television India Private Limited Rs./ Thousand 34,373(Nil); Dish TV India Limited Rs./Thousand 240,000 ( Nil) Advertisement Income from ETC Networks Limited Rs. 11,700 (Nil); Asian Sky Shop Rs./Thousand Nil (12,085); Dish TV India Limited Rs./ Thousand 96,409 ( 83,427); Cornershop Entertainment Company Private Limited Rs./Thousand 71,531 (6,186); Agency Commission received from Asia Today Limited Rs./Thousand 73,662 (65,360); Zee News Limited Rs./Thousand Nil (268,368).

g) Sundry Debtors balances include Asia Today Limited Rs./Thousand 665,345 (329,745); Zee TV USA Inc. Rs./Thousand Nil (62,976); Dish TV India Limited Rs./Thousand 95,257 (599,386); ITX Trade Exchange Limited Rs./Thousand 29,854 (Nil); Zee News Limited Rs./Thousand Nil (179,084).

h) Other income include Dividend received from ETC Networks Limited Rs./Thousand 12,224 ( 12,224); Aplab Limited Rs./Thousand 1,321 ( 3,303); Essel Propack Limited Rs./Thousand 546 (2,186); Interest received includes Churu Trading Company Private Limited Rs./Thousand 219,469 (258,147); Prajatma Trading Company Private Limited Rs./Thousand 210,647 (256,625); Dish TV India Limited Rs./Thousand 71,901 (68,917); Premier Finance & Trading Co Private Limited. Rs./Thousand 186,326 (173,521); Wire and Wireless India Limited Rs./Thousand 127,098 (127,877); ETC Networks Limited Rs./Thousand 9,671(Nil); Miscellaneous / Rent income from Zee Turner Limited Rs./Thousand 10,627 (14,330); Asia Today Limited Rs./Thousand Nil (39,829); ETC Networks Limited Rs./Thousand 2,647 (2,083); Diligent Media Corporation Limited Rs./Thousand 2,203 (2,081); Dish TV India Limited Rs./Thousand 25,132 (25,132); Zee News Limited Rs./Thousand 20,441 (20,441); Wire and Wireless (India) Limited Rs./Thousand 4,209 (1,335); Balances written back of Asia Today Limited Rs./Thousand 12,624 (Nil).

i) Purchase of Programs, Goods and Services from Asia Today Limited Rs./Thousand 67,661 (59,212); ETC Networks Limited Rs./Thousand 16,039 (Nil); Taj TV Limited -Mauritius Rs./Thousand 30,861 (3,529); Essel Corporate Services Private Limited Rs./Thousand 176,292 (134,872); Essel Sports Private Limited Rs./Thousand 12,807 (262,603); Wire and Wireless (India) Limited Rs./Thousand 160,372 (250,321).; Commission paid to Zee Turner Limited Rs./Thousand 140,620 (145,992); Balances written off 25 FPS Media Private Limited Rs./Thousand Nil (13,665); Cornershop Entertainment Company Private Limited Rs./Thousand 19,158 (Nil).

j) Corporate guarantees include in respect Asia Today Limited Rs./Thousand 50,08,850 (1,565,100); Dish TV India Limited Rs./Thousand 3,223,530 (3,305,760); Wire and Wireless India Limited Rs./Thousand 541,000 (921,000).

Notes

i. Details of Remuneration to directors are disclosed in Note 6 (e).

ii. Sharing of expenses has been disclosed in Note 6 (o).

11. Additional Information required to be given pursuant to Part II of Schedule VI to the Companies Act 1956 is as follows:

The Company is mainly in the business of producing television programs and is not subject to any license hence licensed capacity is not given. Further the nature of business of the Company is such that quantitative information of purchase, sale and stocks are not applicable.

12. Segmental Reporting

The Financial Statements of the Company contain both the consolidated financial statements as well as the separate fnancial statements of the parent Company. Hence, the Company has presented the segmental information on the basis of the consolidated financial statements as permitted by Accounting Standard - 17.

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