Annual Report 2018- 2019
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Tips Industries Limited Annual Report 2018-19 CONTENTS Chairman’s Message to Corporate Governance 02 Shareholders 37 Report 04 Corporate Information 49 Auditors’ Report 05 Notice 56 Financial Statements Board’s Report & Management 13 Discussion and Analysis We had foreseen how digitization would profoundly change music consumption in India, and had been amongst the first in the industry to start digitizing our music collection... ...we have 16.74 million followers on Facebook and 1.06 million on Twitter. Our YouTube channel has over 23.64 million subscribers/ followers. This entire digital focus and impetus has ensured our music business continues to accelerate from year to year. CHAIRMAN’S MESSAGE TO SHAREHOLDERS 02 Annual Report 2018-19 Dear Shareholders, It is always a pleasure and privilege to to every generation across major languages The highlights of this year’s financial present before you the performance of and regions - making it truly evergreen. All performance was as under: your Company as well as share with you a our songs are available in all digital formats strategic overview for the future. across all major global platforms like Our Total Income for the year was iTunes and GooglePlay as well as top Indian Rs.207.72 crores compared to Rs.49.93 The Indian Media and Entertainment (M&E) music streaming platforms like Jio-Saavn, crores last year. EBITDA for the year was industry is one of the most vibrant and Gaana, WYNK and others. Complimenting Rs.10.78 crores against Rs.12.02 crores dynamic in the world. It is the largest in our digitized music library is our dominant last year, while PAT for the year was Rs.2.85 terms of number of films produced. The presence across social media. We have crores against Rs 3.13 crores last year. This advent of digitzation has led every aspect 16.74 million followers on Facebook and year, our revenues from music were of the M&E industry has been re-defined, 1.06 million on Twitter. Our YouTube Rs.66.74 crores compared to Rs.42.59 and today, the Indian M&E industry has re- channel has over 23.64 million subscribers/ crores last year - a clear validation of our invented itself to be at the forefront of new followers. This entire digital focus and digital focus. digital world. impetus has ensured our music business continues to accelerate from year to year. The Directors have recommended a final Nowhere has the impact of digitization dividend of 10% (Re.1/- per share) subject to been more conspicuous than in the Let me now update you on the Company’s approval of shareholders. music segment in India. From delivery to film business. This year, we also released consumption, the entire gamut of music has RACE3 - the third franchise of the hit All in all, I am quite positive and optimistic now embraced digital platform. Driven by about the future. With digital music poised RACE series. The film was produced in falling data rates - India has the cheapest to continue with its growth trajectory, association with Salman Khan Ventures P. data rates in the world, growing proliferation and with interesting film projects under Ltd. The film was released in June and was of smart phone which are getting more consideration, the Company is looking at well-received by audiences. There has been and more feature-rich and, at the same new opportunities and new horizons in the an increasing demand for content-rich films, time, becoming more and more affordable, days and years to come. explosion of streaming platforms and an particularly in the last year. This trend is on the rise. At TIPS, we have been producing expanding user user-base, the digital music I thank you all for your trust and faith in content-rich films that deliver wholesome in India is galloping. TIPS. A special note of gratitude to all our family entertainment. This places us at an stakeholders: our employees, investors, At Tips, we are quite excited by this! excellent position to leverage this trend. partners, bankers and vendors. We are evaluating many interesting scripts We had foreseen how digitization would and have short-listed a few for further Yours sincerely, profoundly change music consumption in consideration. Plans are in place to produce India, and had been amongst the first in at least two to three films every year that the industry to start digitizing our music provide wholesome entertainment for Kumar S. Taurani collection. We have a collection of over the entire family. Similarly, we are also Chairman & Managing Director 25,000 songs spanning both the film and the evaluating scripts for Punjabi films, where non-film genres - from ghazals to bhajans too we have a proven track-record of to pop and remixes. Our collection appeals producing some of the biggest hits. Tips Industries Limited 03 CORPORATE INFORMATION BOARD OF DIRECTORS REGISTERED OFFICE REGISTRAR & SHARE TRANSFER Mr. Kumar S. Taurani 601, Durga Chambers, Linking Road, AGENT: Chairman & Managing Director Khar (West), Mumbai - 400 052 Link Intime India Private Limited Mr. Ramesh S. Taurani Contact No.: +91 22 6643 1188 C - 101, 247 Park, LBS Marg, Managing Director E-mail I.D: [email protected] Vikhroli (West), Mumbai - 400 083 Mr. Amitabh Mundhra Website: www.tips.in Independent Director BANKERS: Ms. Radhika Pereira ACCOUNTS OFFICE Bank of Baroda Independent Director 1st Floor, Asara Co.op Housing Society Ltd, Everest Building, Tardeo Road, Mr. Venkitaraman S. Iyer (Virkar Apartments), 17th Road, Mumbai - 400 034 Independent Director Khar (West), Mumbai - 400 052 HDFC Bank Limited CHIEF FINANCIAL OFFICER STATUTORY AUDITORS 2nd Floor, Maneckji Wadia Bldg., Nanik Motwane Marg, Fort, Mr. Sunil Chellani M/s. SSPA & Associates Mumbai - 400 001 Chartered Accountants COMPANY SECRETARY & 1st Floor, Arjun, Plot No. 6A, V. P. Road, ICICI Bank Limited COMPLIANCE OFFICER Andheri (West), Mumbai - 400 058 Ground Floor, Indraprastha, Ms. Bijal R. Patel INTERNAL AUDITORS Linking Road, Santacruz West, Mumbai - 400 054 SENIOR MANAGEMENT M/s. Maheshwari & Co. Mr. Ishwar Gursahani Chartered Accountant Vice President – Legal & Corporate Affairs 3rd Floor, Esplanade Building, Mrs. Varsha Taurani 3, Amrut Keshav Naik Marg Vice President – Administration Fort, Mumbai - 400 001 Mr. Girish Taurani Chief Operating Officer – Music SECRETARIAL AUDITORS Ms. Jaya Taurani NL Bhatia & Associates Chief Operating Officer – Film Production Practising Company Secretaries Ms. Kavita Lakhani 507, C-wing, Skyline Wealthspace Vice President – Film Production & Promotions Skyline Oasis Complex, Near Vidyavihar Station, Premier Road, Ghatkopar (West), Mumbai - 400 086 04 Annual Report 2018-19 NOTICE Notice is hereby given that the 23rd Annual General Meeting of the “RESOLVED THAT pursuant to the provisions of Section 181 Members of Tips Industries Limited will be held on Monday, September and other applicable provisions, if any, of the Companies Act, 23, 2019 at 11.00 a.m. at the Jubilee Room, Hotel Sun-N-Sand, Juhu, 2013, (including any statutory modification(s) or re-enactment(s) Mumbai - 400049, to transact the following business: thereof for the time being in force), consent of the Members be and is hereby accorded for ratification of contribution/ donation ORDINARY BUSINESS: made for amount of ` 87,88,701.00/- (Rupees Eighty Seven Lakhs 1. To receive, consider and adopt the Audited Financial Statements Eighty Eight Thousand Seven Hundred and One only) to bona fide of the Company for the Financial Year ended March 31, 2019 charitable and other funds. together with the Reports of the Board of Directors and Auditors thereon. RESOLVED FURTHER THAT consent of the Members be and is hereby accorded to the Board of Directors of the Company to 2. To declare dividend on equity shares for the Financial Year ended make contributions or donations to any bona fide charitable, March 31, 2019.* social, benevolent and other funds, body, university, institute, society, trust, etc., in any financial year, exceeds five percent 3. To appoint a Director in place of Mr. Kumar Taurani of the Company’s average net profits of the three immediately (DIN: 00555831), who retires by rotation and being eligible, offers preceding financial years. himself for re-appointment. RESOLVED FURTHER THAT for the purpose of giving effect to this 4. To consider and, if thought fit, to pass the following resolution resolution, the Board of Directors be and is hereby authorised to as an Ordinary Resolution: do such acts, deeds, things and matters as the Board of Directors “RESOLVED THAT pursuant to the provisions of Sections 139, may in its absolute discretion consider necessary or appropriate 142 and other applicable provisions, if any, of the Companies for the aforesaid resolution and matter incidental thereto.” Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, (including any statutory modification(s) or re- enactment(s) thereof, for the time being in force) and pursuant to the recommendation of the Audit Committee of the Board of Place: Mumbai By Order of the Board of Directors Directors, M/s. SSPA & Associates, Chartered Accountants (Firm Date: August 9, 2019 Registration No. 131069W), be and are hereby re-appointed as Statutory Auditors of the Company, to hold the office for a period Registered Office: Bijal R. Patel of five (5) consecutive years commencing from the conclusion 601, Durga Chambers, Linking Road, Company Secretary of this Annual General Meeting till the conclusion of the 28th Khar (West), Mumbai 400 052 Annual General Meeting to be held in the year 2024, at such remuneration as shall be fixed by the Board of Directors of the *The actual equity dividend to be declared by the shareholders at the rd Company.” 23 Annual General Meeting will be for only equity shares other than the equity shares in respect of which the equity shareholder(s) has/ SPECIAL BUSINESS: have waived/forgone his/their right to receive the dividend for the financial year ended March 31, 2019 in accordance with the Rules 5.