ANNUAL REPORT 2018 - 2019 CORPORATE INFORMATION CIN: L92111TN1999PLC043163 BOARD OF DIRECTORS REGISTERED OFFICE : No.14, Jayammal Road, Teynampet, Chennai - 600018 R. RADIKAA SARATHKUMAR Tel: +91 - 44 - 2431 3001 Chairperson & Managing Director Fax: +91 - 44 - 2431 3008 Website: www.radaan.tv | Email: [email protected] R. SARATHKUMAR STATUTORY AUDITORS : Director - Operations SRSV & ASSOCIATES, Chartered Accountants A. KRISHNAMOORTHY ‘‘Anmol Palani’’, Level - 2, C-4, III Floor, Director No: 88, G.N.Chetty Road, T.Nagar, Chennai - 600 017. J. KRISHNA PRASAD Director INTERNAL AUDITORS : A J Deora & Associates, V. SELVARAJ Chartered Accountants Director No:68, Ground Floor, Adarsh Apartments, Vepery High Road, R RAYANE Chennai - 600 007. Executive Director - New Media LEGAL ADVISOR : Harishankar Mani, Advocate M KAVIRIMANI New No. 115, First Floor, Luz Chruch Road, Mylapore, Chennai - 600 004. &KLHI)LQDQFLDO2I¿FHU BANKERS : K C SAHU Indian Overseas Bank Company Secretary Saidapet, Chennai - 600 015. REGISTRARS & SHARE TRANSFER AGENT : Cameo Corporate Services Limited Subramanian Building, V th Floor No. 1, Club House Road, Chennai - 600 002. Ph. : 044-2846 0390(5 lines) Fax : 044-28460219 Grams : "CAMEO" E-Mail : [email protected] CONTENTS Notice to the Shareholders 3 Standalone Financial Statement 53 Directors' Report 16 Auditors’ Report on Consolidated Financial Statement 75 Management Discussion and Analysis 31 Consolidated Financial Statement 80 Report on Corporate Governance 38 Proxy Form 91 Auditors' Report on Standalone Financial Statement 47 Attendance Slip 93 1 ANNUAL REPORT 2018 - 2019 OUR BOARD OF DIRECTORS Mrs. R.Radikaa Sarathkumar Mr. R. Sarathkumar Mrs.Radikaa is an accomplished business Mr. R. Sarathkumar, is a Bachelor personality and a role model in Media of Science in Mathematics. He has & entertainment Industry having the selected acting as profession and acted right blend of managerial talent, rich experience in Acting, and creative ability VXFFHVVIXOO\ LQ PRUH WKDQ ¿OPV in conceptualizing, strategizing, directing Throughout his career, he has remained and implementing successfully various entertainment contents a very popular and leading cine actor. He contributing to the consistent growth of the company right from has won several awards, notable among them Tamil Nadu State inception. Government Award for Best Actor, M.G.R. Award, Film Fare Awards, Cinema Express Awards, Kalaimamani Awards and She is a degree holder in Home Science. She has remained well several others. reputed actor throughout her career spanning more than three GHFDGHV6KHLVRQHRIWKHVHOHFWIHZZKRKDYHPDGHERWK¿OP He was Honorary President of the South Indian Artistes and television careers very successful. She has acted in more Association. His extensive relationships in the industry have WKDQ ¿OPV DQG D QXPEHU RI SULPH WLPH WHOHYLVLRQ VHULDOV SURYHGWREHH[WUHPHO\EHQH¿FLDOIRUWKHRUJDQL]DWLRQDQGKH She has won many awards including, National Award, Film Fare continues to open new frontiers for the company. Awards, Tamil Nadu State Government Award, Malaysian Film Association Award and several others, for acting and for her Mr.Sarathkumar has been hands-on in the operational contribution to the industry. management of the company, controlling on day-to-day affairs, As the creative force behind Radaans success, Mrs.Radikaa RSHUDWLRQDO HI¿FLHQF\ +H KDV HDUOLHU EHHQ D +RQRXUDEOH believes in a hands-on approach to the day-to-day creative Member of Parliament. He has also been a member of the Tamil direction. Given her wealth of experience, today, Radaan has Nadu Legislative Assembly for the term 2011-16. produced numerous award winning television shows. Mr. A.Krishnamoorthy Mr. V.Selvaraj Mr.A.Krishnamoorthy is an M.A Mr.V Selvaraj, after having obtained the (Public Administration) and M.B.A with degree in Master of Arts in Economics specialization in Finance and Personnel from Loyola College, Chennai, joined the Management. He is also an Associate Indian Administrative Service in 1964. Member of Indian Institute of Bankers. In During his career in Government, he his four decades of banking experience, held very important positions such as the he held several territorial and functional senior posts. His wide Chairman of Madras Port Trust and later experience and knowledge in Banking enabled him to land his as the Secretary of the Industries Department in Tamil Nadu. expertise as member of various Advisory Committees of Indian He has been spending his retired life as a Business Consultant Banks Association, Reserve Bank of India. He has to his credit a lot rendering Corporate Services and also serving as Director in the of innovations like introducing credit card as a payment system and Board of various Organisations. steering the activities of Self-Help Groups through Micro Finance. Mr.J.Krishnaprasad Mrs.Radikaa Rayane Mrs.Radikaa Rayane, is aged about Mr. J. Krishnaprasad is a Chartered 27 years, she completed her BA in $FFRXQWDQW E\ TXDOL¿FDWLRQ ZLWK QHDUO\ Economics from Stella Marris College, 30 years of corporate experience. He has Chennai and then MA in Sports Business held various senior positions in reputed from Leeds Metropolitan University, UK. corporate houses. He is well experienced She joined Radaan in August’2014 as in all facets of business management. He Executive Trainee, elevated as New- is now into management consulting. Providing advisory services media Head with effect from June’2015 to lead the digital and for emerging companies and CEO mentoring are his passion. He QRQ¿FWLRQRSHUDWLRQRIWKH&RPSDQ\6KHKDVREWDLQHGDPSOH was past member in various Expert Committees of the Madras experience in the Media and Entertainment Sector, especially the Chamber of Commerce and Industry. Digital Segment. 2 ANNUAL REPORT 2018 - 2019 NOTICE TO THE SHAREHOLDERS Notice is hereby given that the Twentieth Annual General Meeting of the company will be held on Saturday, the 28th September 2019 at 11.00 a.m., at Madras Race Club, Guindy Lodge, Chennai 600 032 to transact the following business: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Financial Statements of the Company on standalone and consolidated basis, for the ¿QDQFLDO\HDUHQGHGst0DUFKDQGLQWKLVUHJDUGWRFRQVLGHUDQGLIWKRXJKW¿WWRSDVVZLWKRUZLWKRXWPRGL¿FDWLRQWKH following resolution as an ORDINARY RESOLUTION: 5(62/9('7+$7WKHDXGLWHGVWDQGDORQH¿QDQFLDOVWDWHPHQWVDQGFRQVROLGDWHG¿QDQFLDOVWDWHPHQWVRIWKH&RPSDQ\IRUWKH ¿QDQFLDO \HDU HQGHG st March 2019, including the balance sheet as at 31st 0DUFK SUR¿W ORVV VWDWHPHQW FDVK ÀRZ VWDWHPHQWVWDWHPHQWRIFKDQJHLQHTXLW\DORQJZLWKQRWHVWRDFFRXQWVIRUWKH¿QDQFLDO\HDUHQGHGRQWKDWGDWHWRJHWKHUZLWKWKHDXGLWRUV report, board of directors report and other reports thereon laid before the meeting, be and are hereby considered and adopted. 2. To appoint a director in place of Mr.Ramanathan Sarathkumar who retires by rotation and being eligible, offers himself for UHDSSRLQWPHQWDQGLQWKLVUHJDUGWRFRQVLGHUDQGLIWKRXJKW¿WWRSDVVZLWKRUZLWKRXWPRGL¿FDWLRQWKHIROORZLQJUHVROXWLRQDVDQ ORDINARY RESOLUTION: RESOLVED THAT Mr.Ramanathan Sarathkumar (DIN: 00238601), retiring by rotation be and is hereby reappointed as Director of the company. SPECIAL BUSINESS: 7RUHDSSRLQW0U$UXQDFKDODP.ULVKQDPRRUWK\DVDQ,QGHSHQGHQW'LUHFWRUDQGLQWKLVUHJDUGWRFRQVLGHUDQGLIWKRXJKW¿WWRSDVV ZLWKRUZLWKRXWPRGL¿FDWLRQWKHIROORZLQJUHVROXWLRQDVD63(&,$/5(62/87,21 RESOLVED THAT pursuant to the provisions of Sections 149 and 152 read with Schedule IV and other applicable provisions, if any, RI WKH &RPSDQLHV$FW ³WKH$FW´ DQG WKH &RPSDQLHV $SSRLQWPHQW DQG 4XDOL¿FDWLRQ RI 'LUHFWRUV 5XOHV DQG WKH applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, LQFOXGLQJDQ\VWDWXWRU\PRGL¿FDWLRQ V RUUHHQDFWPHQW V WKHUHRIIRUWKHWLPHEHLQJLQIRUFH 0U$UXQDFKDODP.ULVKQDPRRUWK\ (DIN: 00386122), who was appointed as an Independent Director effective from 29th6HSWHPEHUDQGZKRKROGVRI¿FHRI Independent Director up to 28th September 2019 and being eligible, and in respect of whom the Company has received a notice LQZULWLQJXQGHU6HFWLRQRIWKH$FWSURSRVLQJKLVFDQGLGDWXUHIRUWKHRI¿FHRI'LUHFWRUEHDQGLVKHUHE\UHDSSRLQWHGDVDQ ,QGHSHQGHQW'LUHFWRURIWKH&RPSDQ\QRWOLDEOHWRUHWLUHE\URWDWLRQDQGWRKROGRI¿FHIRUDVHFRQGWHUPRI ¿YH FRQVHFXWLYH\HDUV upto 28th6HSWHPEHUQRWZLWKVWDQGLQJWKDW0U$UXQDFKDODP.ULVKQDPRRUWK\DWWDLQVWKHDJHRI VHYHQW\¿YH \HDUVRQth October 2019, during the above term of re-appointment. 7RUHDSSRLQW0U-DQDUGKDQ.ULVKQDSUDVDGDVDQ,QGHSHQGHQW'LUHFWRUDQGLQWKLVUHJDUGWRFRQVLGHUDQGLIWKRXJKW¿WWRSDVVZLWK RUZLWKRXWPRGL¿FDWLRQSDVVWKHIROORZLQJUHVROXWLRQDVD63(&,$/5(62/87,21 RESOLVED THAT pursuant to the provisions of Sections 149 and 152 read with Schedule IV and other applicable provisions, if DQ\RIWKH&RPSDQLHV$FW ³WKH$FW´ DQGWKH&RPSDQLHV $SSRLQWPHQWDQG4XDOL¿FDWLRQRI'LUHFWRUV 5XOHVDQGWKH applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, LQFOXGLQJDQ\VWDWXWRU\PRGL¿FDWLRQ V RUUHHQDFWPHQW V WKHUHRIIRUWKHWLPHEHLQJLQIRUFH 0U-DQDUGKDQ.ULVKQDSUDVDG (DIN: 03397294), who was appointed as an Independent Director effective from 29th6HSWHPEHUDQGZKRKROGVRI¿FHRI Independent Director up to 28th September 2019 and being eligible, and in respect of whom the Company has received a notice LQZULWLQJXQGHU6HFWLRQRIWKH$FWSURSRVLQJKLVFDQGLGDWXUHIRUWKHRI¿FHRI'LUHFWRUEHDQGLVKHUHE\UHDSSRLQWHGDVDQ ,QGHSHQGHQW'LUHFWRURIWKH&RPSDQ\QRWOLDEOHWRUHWLUHE\URWDWLRQDQGWRKROGRI¿FHIRUDVHFRQGWHUPRI ¿YH FRQVHFXWLYH years upto 28th September 2024.