Den Networks Limited
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Contents Corporate Information BOARD OF DIRECTORS BANKERS Mr. Sameer Manchanda Syndicate Bank Chairman and Managing Director IDFC Digitizing India 01 Mr. Shahzaad Siraj Dalal Kotak Mahindra Bank Nominee Director Bank of India Mr. Krishna Kumar P.T. Gangadharan Axis Bank Director's Report 08 Alternate Director to Mr. Shahzaad Siraj Dalal Bank of Maharashtra Mr. Ajaya Chand REGISTRAR & SHARE TRANSFER AGENT Non Executive, Independent Director Management Discussion and Analysis 14 Karvy Computershare Private Limited, Mr. Robindra Sharma Karvy House, 46 Avenue 4, Street No. 1, Non Executive, Independent Director Banjara Hills, Hyderabad - 500 034 INDIA Corporate Governance Report 23 Mr. Atul Sharma Phone: + 91 - 40 - 2342 0815 Non Executive, Independent Director Fax: + 91 - 40 - 2342 0814 LEADERSHIP TEAM Email: [email protected] Standalone Financial Statements 33 Mr. S.N. Sharma Chief Executive Officer (CEO) REGISTERED OFFICE 236, Okhla Industrial Estate, Phase-III, Mr. Mohammad Ghulam Azhar Chief Operating Officer (COO) New Delhi-110 020 INDIA Subsidiaries Financial Information 72 Phone: + 91 - 11 - 4052 2200 Mr. Rajesh Kaushall Fax: + 91 - 11 - 4052 2203 Chief Financial Officer (CFO) www.dennetworks.com Consolidated Financial Statements 77 Mr. Navroz Behramfram Chief Technology Officer (CTO) Notice of AGM 109 COMPANY SECRETARY Mr. Jatin Mahajan AUDITORS Deloitte Haskins & Sells Chartered Accountants India’s Leading Cable Television MSO DEN Completes One of the Largest 5 Years Cable Television Top 5 Firsts of Indian Cable Industry Platforms in India 1st Cable Company to serve 11 million Homes 1st J-V of its Kind - Star DEN & MediaPro Digital Total Homes Served st Subscribers 1 MSO to launch an 11 million Initial Public Offering 1.1 million st and growing 1 Listed MSO to Achieve Full Year PAT Profitability MediaPro 1st MSO to launch pan India Brand DEN’s strategic content 13 States Marketing Campaign distribution Joint Venture 115 Cities and towns with Star, Zee & Turner 2 3 DEN Completes One of the Largest 5 Years Cable Television Top 5 Firsts of Indian Cable Industry Platforms in India 1st Cable Company to serve 11 million Homes 1st J-V of its Kind - Star DEN & MediaPro Digital Total Homes Served st Subscribers 1 MSO to launch an 11 million Initial Public Offering 1.1 million st and growing 1 Listed MSO to Achieve Full Year PAT Profitability MediaPro 1st MSO to launch pan India Brand DEN’s strategic content 13 States Marketing Campaign distribution Joint Venture 115 Cities and towns with Star, Zee & Turner 2 3 DEN Digital Cable also available in HD DEN Digital - Superior 1080i resolution World renowned Dolby for all HD channels Digital 5.1 surround sound India’s Leading Digital Cable Service DEN Digital offers some amazing Value Added Services... Going Digital with DEN is the smart thing to do... • DEN Set Top Boxes come from ISO 9001 certified global technology experts like Cisco, Blog.telly – India’s Games – Brain City Bytes –India’s Music – First cable or Skyworth and more FIRST and ONLY teasers, puzzles only city wise DTH to offer multi- micro blogging and many more restaurant/event TV genre 24*7 digital • All DEN STBs are compliant with platform on TV interactive games search application music service DVB-C and BIS Standards • DEN Digital Cable service is fully ... and an Advanced Electronic Programming Compliant with TRAI’s Quality of Service Regulations Guide (EPG) Developed by NDS • User-friendly EPG with program Get a host of benefits with DEN... schedule information for 7 days in advance • Set reminders, personalise favourite channels, and set parental controls 4 5 DEN Digital Cable also available in HD DEN Digital - Superior 1080i resolution World renowned Dolby for all HD channels Digital 5.1 surround sound India’s Leading Digital Cable Service DEN Digital offers some amazing Value Added Services... Going Digital with DEN is the smart thing to do... • DEN Set Top Boxes come from ISO 9001 certified global technology experts like Cisco, Blog.telly – India’s Games – Brain City Bytes –India’s Music – First cable or Skyworth and more FIRST and ONLY teasers, puzzles only city wise DTH to offer multi- micro blogging and many more restaurant/event TV genre 24*7 digital • All DEN STBs are compliant with platform on TV interactive games search application music service DVB-C and BIS Standards • DEN Digital Cable service is fully ... and an Advanced Electronic Programming Compliant with TRAI’s Quality of Service Regulations Guide (EPG) Developed by NDS • User-friendly EPG with program Get a host of benefits with DEN... schedule information for 7 days in advance • Set reminders, personalise favourite channels, and set parental controls 4 5 Outdoor Banners displayed in Delhi’s prime locations Localised Promotional Themed Street Plays First Large Scale Events for Digitisation Brand Campaign by any RWAs Events with fun DEN-on-Wheels with on-board Indian MSO family activities TV and DEN set top box Banners Print Campaign Front-page ads in leading National dailies LCO Education Agents carrying illuminated TV banners in busy areas Commercial Clutter breaking TVC broadcasted all over India LCO Education Programme launched in association with E&Y Glow signs in high visibility locations around DEN serviceareas 6 7 Outdoor Banners displayed in Delhi’s prime locations Localised Promotional Themed Street Plays First Large Scale Events for Digitisation Brand Campaign by any RWAs Events with fun DEN-on-Wheels with on-board Indian MSO family activities TV and DEN set top box Banners Print Campaign Front-page ads in leading National dailies LCO Education Agents carrying illuminated TV banners in busy areas Commercial Clutter breaking TVC broadcasted all over India LCO Education Programme launched in association with E&Y Glow signs in high visibility locations around DEN serviceareas 6 7 Directors’ Report Dear Shareholders, Your Directors are pleased to present the Fifth Annual Report on the business and operations of the Company Financialtogether with Performance the audited accounts for the financial year ended March 31, 2012. are as follows: The key financial figures on standalone and consolidated basis of your Company for the year ended March 31, 2012 (` in millions) Particulars Consolidated Standalone Financial year Financial year Financial year Financial year ended March ended March ended March ended March 31, 2012 31, 2011 31, 2012 31, 2011 Net Revenue depreciation interest 11,565.95 10,581.35 4,523.38 3,545.40 InterestOperating profit/(loss) before interest and 1,093.17 1,264.35 652.51 507.38 Depreciation 269.24 191.43 261.33 186.31 538.11 455.82 305.41 261.20 Net Profit/(loss) before Tax 285.82 617.10 85.77 59.87 Provision for taxes/deferred tax 100.20 173.82 7.10 (9.72) Profit/(loss) after tax 142.80 375.26 78.67 69.59 Result of Operations digital cable TV infrastructure and consumer offerings During the year under review, the revenue of your Company was ` is expected to emerge as one of the leading players of and ` the industry. 4,523.38 millions on standalone basis compared to last year’s revenue of ` geography and achieve a reasonable revenue growth on standalone11,565.95 basismillions and on ` consolidated basis as The past year also saw your Company expand into new 3,545.40 millions was ` 10,581.35 millions` on Cablewith PAT Digitisation profitability. Bill Passed millionsconsolidated on consolidatedbasis. The Post basis Tax Profit as compared of your Company to last 78.67 millions on `standalone basis and 142.80 passed by both Houses of the Indian Parliament and basis and ` In December 2011, the cable digitisation bill was year’s Post Tax Profit of 69.59 millions on standalone Consolidated375.26 Financial millions Statements on Consolidated basis. The Law requires mandatory digitisation of all cable TV was signed into law by the Hon’ble President of India. Financial Statements read with Accounting Standard AS DENhomes Geared in India Up in for a phased Full Digitisation manner. Pursuant to Accounting Standard AS-21 on Consolidated The onset of digitisation offers tremendous opportunities for DEN and the Company is fully geared Joint– 23 onVentures, the Accounting issued by for The Investments Institute inof AssociatesChartered Accountantsand Accounting of StandardIndia, theAS –Audited 27 on accountingConsolidated on offering is backed by a strong digital infrastructure Financial Statements are provided in this Annual to reap the benefits. DEN’s superior digital cable subscribers across the country, upgraded networks with over 17 digital headends capable of serving DEN ReviewReport. of the Year Gone by During the year the Indian Cable TV industry has with leased or laid fibre for nationwide distribution undergone a paradigm shift with the enactment of the of its digital signals and set top boxes procured from Cable Television Networks (Regulation) Amendment timelyleading andglobal effective manufacturers. customer DEN care has alsofacilities put in to place its an efficient customer services platform to provide foundations of the industry by bringing in compulsory campaign across various media platforms including Act, 2011. This act will fundamentally transform the digitisation with addressability throughout India in TV,subscribers. print, radio DEN and had outdoor launched to promote a nationwide its digital brand cable Yourphases. Company, which has over the years built a strong offering. The Company is also conducting other public awareness initiatives like street plays and RWA events. 8 Annual Report 2011-12 DEN is