SAREGAMA INDIA LIMITED MUSIC | FILMS | WEB SERIES | TV SERIALS

ANNUAL REPORT 2020-21 B O A R D O F D I R E C T O R S

Dr. Sanjiv Goenka Mr. Santanu Bhattacharya (DIN: 00074796) (DIN: 01794958) Chairman (Non-Executive) Non-Executive Independent Director

Mrs. Preeti Goenka Mr. Arindam Sarkar (DIN: 05199069) (DIN: 06938957) Non-Executive Director Non-Executive Independent Director

Mrs. Avarna Jain Mr. Noshir Naval Framjee (DIN: 02106305) (DIN: 01646640) Non-Executive Director Non-Executive Independent Director

Mr. Vikram Mehra Mr. Umang Kanoria (DIN: 03556680) (DIN: 00081108) Managing Director Non-Executive Independent Director

Ms. Suhana Murshed Ms. Kusum Dadoo (DIN: 08572394) (DIN: 06967827) Non-Executive Independent Director Non-Executive Independent Director (w.e.f March 23, 2021) (period June 5, 2020 - Feb 4, 2021)

Registered Office - Kolkata Chief Financial Officer - Mr. Vineet Garg 33, Jessore Road, Dum Dum, Kolkata - 700028, West Bengal. Company Secretary - Ms. Kamana Goenka Phone: (033) 2551 2984, 2551 4773 e-mail: [email protected] Bankers CIN : L22213WB1946PLC014346 Punjab National Bank (erstwhile United Bank of India) Website : www.saregama.com State Bank of India ICICI Bank Limited Head Office - Mumbai 2nd Floor, Spencer Building, 30, Forjett Street, Statutory Auditor Grant Road (W), Mumbai – 400 036 BSR and Co. LLP, Chartered Accountants Phone: (022) 6688 6200 (ICAI Firm Registration Number - 101248W/W-100022)

Regional Offices Internal Auditor Ernst and Young LLP Delhi Secretarial Auditor A-62, 1st Floor, FIEE Complex, Okhla Industrial Area, MR & Associates Phase – II, New Delhi – 110 020 Phone: (011) 4051 9759 Cost Auditor Shome and Banerjee Chennai rd Door No. 2, 3, 4 & 5, 3 Floor, Kasi Arcade, No. 116, Legal Advisor Thyagaraya Road, T. Nagar, Chennai – 600 017 Khaitan & Company Phone: 044 – 28151669 / 70 / 72 / 75 Registrars and Share Transfer Agent MCS Share Transfer Agent Ltd. CORPORATE INFORMATION CORPORATE BUSINESS OVERVIEW

Overview______2 Key Performance Indicators______14 Management Discussion and Analysis______16 Environment, Social and Governance______22

STATUTORY REPORTS

Board’s Report______26 Business Responsibility Report______44 Report on Corporate Governance______49

FINANCIAL STATEMENTS

Independent Auditors’ Report on Standalone Financial Statements______67 Standalone Financial Statements______74 Independent Auditors’ Report on Consolidated Financial Statements______134 Consolidated Financial Statements______140 Statement under Section 129(3) of the Companies Act, 2013 in Form AOC-1______197

Notice of Annual General Meeting______198 TABLE OF CONTENTS TABLE Annual Report 2020-21

SAREGAMA INDIA’S ONLY ENTERTAINMENT COMPANY INTO

MUSIC RETAIL

FILMS TV SERIALS

WEB SERIES

MUSIC RETAIL BUSINESS

India’s Largest Music IP Distribution network 130k+ 30k+ Songs Retailers

FILMS IP TELEVISION SERIALS

Content IP rights of Content IP rights of 61 6k+ Films Hours of Television Serials

2 BUILDING OF NEW IP BUILDING OFNEW MONETISATION IP OFEXISTING Producing onlyhero, Storyasthe films&series, with Thematic - Newfilmandnon-filmmusic with leadershipposition Cementing - - - - adoption costs andCOVID-accelerateddigital lowerdata smartphone penetration, drivenbyhigher content consumption globalboom in onthe capitalising PURE PLAY CONTENTCOMPANY, To asa takepoleposition cost ofproduction. primarily from lower Scaleenabling platforms. todigital licensing targeted FocusonRegionallanguagecontent.Revenue atyouth. regionaland other languages. acrossacquisition Tamil, Hindi, Telugu Bhojpuri,Punjabi,Gujarati, Strengthening ofcopyrightsocieties. revenue.and subscription margin upfront with toaPlatform margin andrecurring advertising fromCarvaan transitioning beingaProduct onlyone-time with Through toEVERY licensing 3rd andTVplatform. partydigital new TVserialscontent Hours of 1200-1500 and Web Series New Films 50 in NewMusic Market Share 20-25 OVER NEXT3YEARS IP CREATION % 3 COMPANY STRATEGY 4 heritage India’sit’s cultural music, notIt’s just (130k+)rights property of intellectual library largest the with label music India’s is Saregama oldest BUSINESS Saregama partnershipwith into alicensing trying totarget ofhumanity, 1/6th gets and TV) (digital music andvideoplatform Saregama ownedsongsensure every that of andQuantity Quality the Both enduser.easier forthe process songselection it, makingthe richmetadatabehind with digitized is fully Saregama’s approval. songs Eachofthese songsneed ofthese adaptations All across forglobalterritory. media all rights(lyrics,composition) and Publishing Master(actualsong) the includes both labels, Saregama’s songIPownership music international someofthe Unlike OVERVIEWBPraak etc. Kohli, Rochak Badshah, Singh, Arijit from been have additions recent The Ilaiyaraaja, Gulzar, Sahir Ludhianvi etc. Khan, Bismillah Ustad Shankar, Ravi Pt. Subbalakshmi, MS Singh, Jagjit Rafi, Mohd. Naushad, Burman, RD Bhonsle, Kumar, Asha Kishore Mangeshkar, Lata of likes the from music includes library This size. this of alibrary build to years 100 take will 5songs) has movie (typical year per films 200 of music acquiring label music new a perspective, in To things put bouquet. its in scores background dialogues, film SEGMENT MUSIC related to songs, songs, to related Annual Report 2020-21 Fast Growing Licensing Revenue...

Growth in Licensing Revenue (INR Lakhs)

28,386 ...On account of 23,605 19,491 1. Growing Popularity of Catalogue Music

13,875 14,778 2. Investment in new Music

3. Riding the wave of increasing Regional content consumption FY17 FY18 FY19 FY20 FY21

* One time income of INR 1,547 Lakhs (FY21) and INR 207 Lakhs (FY20) are excluded

Transformation of Music Business

Predictable Recurring Revenue Less hit-driven than in the past

Minimal Recession Risk Limited, if any, Seasonality

Music Distribution done by Increasing value of Catalogue the biggest & best capitalised global tech companies BUSINESS OVERVIEW 5 Annual Report 2020-21

MUSIC SEGMENT IP CREATION (continued)

The company has started enhancing its catalogue of Music Intellectual Properties through new film music acquisitions across Hindi, Tamil and PAANI PAANI Telugu films and non-film songs across Punjabi, Bhojpuri, Gujarati and Hindi languages. This latest song

The selection process is both data driven and intuitive in nature with trended at no. 1 high focus on Monetisation and Return on Investment. It takes into position across all consideration the last 3 years track record of the singer, music composer, lyricist, actors, production house and the popularity of the music genre. music streaming This is combined with a music listening session by the content and marketing teams. The company also continuously re-interprets existing platforms, social songs through new age artistes targeting the younger age group. media and YouTube The company recently acquired music rights of the next set of films of India’s biggest film directors, Sanjay Leela Bhansali and Shankar. It also released the biggest musical hit of the year, Paani Paani by Badshah. BUSINESS OVERVIEW 6 MUSIC SEGMENT IP MONETISATION (continued)

Saregama adopts a 2-pronged approach The company’s evergreen catalogue remains the preferred choice for music streaming for monetizing its music platforms, TV channels, web series, brand advertisements etc. With Covid giving wings to digital adoption, we expect this trend to SAREGAMA accelerate further. LICENSING Saregama’s music IP to third-party got used 85B times in platforms RETAILING FY21 across audio OTT A directly platforms, Youtube, radio through carvaan stations, TV channels, B Social Media etc.

Licensing to third-party platforms Saregama licenses its music for online streaming A. to various Indian and global music streaming platforms. This segment has grown in the past Music Streaming Platforms by 40% yoy and is expected to grow even faster A .1. now as economies open up and life comes back (OTT) to normal post-pandemic.

Over the last year and more, extended Stay-at- Home due to Covid-19 lockdown has resulted in a sharp growth in both first-time users as well as number of streams per user as digital adoption got accelerated by 3-5 years.

Music Streaming is substantial, fast growing, predictable & capital light, growing annuity with high revenue visibility BUSINESS OVERVIEW 7 Annual Report 2020-21

MUSIC SEGMENT IP MONETISATION (continued)

A. Licensing to third-party platforms A.2. Broadcast Platforms – TV Channels, Brand Advertising

The company Licenses its music to Television Channels for use in various TV serials, reality shows, promotions, etc. and also to Production houses for use in ads running on TV, Digital including Social Media and Radio. Saregama has built a browser-based search functionality, using the song metadata, helping content creators find the best song fit for their situation.

A.3. Video Streaming Platforms With the rising popularity of video streaming in India, platforms like Netflix, Disney+ Hotstar, Amazon, MX Player etc are aggressively investing in Indian content. Most of these new shows license Saregama owned music, for the global territory, thus creating a rapidly growing revenue stream for the company. BUSINESS OVERVIEW 8