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A NEW WAY Annual Report 2015-16 Contents

Corporate Overview TV18 at a Glance 02 Board of Directors 04 Chairman’s Message 06 Our Business Segments 08 New Content. New Quality. 10 A new way of Defining 12 Audiences A new People Energy 14 A new Screen. A new 16 Experience. Corporate Information 18 Statutory Reports Management Discussion & 20 Analysis Board’s Report 44 Corporate Governance 72 Report Financial Statements STANDALONE Independent Auditors’ Report 94 Balance Sheet 100 Statement of Profit and Loss 101 Cash Flow Statement 102 Notes 104 Brief introduction CONSOLIDATED Independent Auditors’ Report 137 TV18 Broadcast Limited (TV18/ the Company), a subsidiary Balance Sheet 142 of Network18 Media & Investments Limited operates an Statement of Profit and Loss 143 array of news, entertainment and factual entertainment Cash Flow Statement 144 channels. Towards this, TV18 has entered into partnerships Notes 146 with several leading global media players including NOTICE Inc in entertainment, CNN in English general news, CNBC in Notice, Attendance Slip & 191 business news and A+E Networks in factual entertainment to Proxy Form provide best-in-class media products. An important barometer of change is the manner in which the world of information and entertainment is evolving. Long- held status quo is being challenged, and the supremacy of audience interests is deciding the dynamics of every medium.

At TV18 we are proud to have foreseen this change and have set in process a new way of doing things. There is excitement and dynamism in the way we are approaching our business. This is characterised by revived business operations, new content strategy, additions to the existing category of channels / platforms and rebranding of newly acquired ones. All of these efforts have been strategically and seamlessly carried out by a spirited management team that has led the Company responsibly in a new way. A way determined by the many watershed events within the Media and Entertainment sector that have had a significant impact on the developments at TV18.

THERE IS CHANGE IN THE AIR AS A MORE CONFIDENT, PROGRESSIVE ` cr AND YOUNGER INDIA EMERGES. 2,569 INDIA’S DEMOGRAPHIC ADVANTAGE Revenue COUPLED WITH NEW ECONOMIC MOMENTUM AND A POLICY PUSH IS HERALDING A WAVE OF `252 cr UNPARALLELED ACTIVITY ACROSS Operating Profit ALL SECTORS. IN MANY WAYS, INDIA IS ADOPTING A NEW WAY OF DOING THINGS. FROM INFRASTRUCTURE CREATION TO A MANUFACTURING PUSH, FROM FINANCIAL INCLUSION TO EMBRACING THE DIGITAL ECOSYSTEM, LIVES OF INDIANS ARE CHANGING. TV18 at a Glance

TV18 IS A PART OF , ONE OF INDIA’S MOST DIVERSE MEDIA AND ENTERTAINMENT CONGLOMERATES THAT HOUSES AN ARRAY OF LEADING NEWS CHANNELS SUCH AS CNBC-TV18, CNBC-AWAAZ, CNBC-TV18 PRIME HD, CNBC BAJAR, CNN-NEWS18, IBN7, IBN- AND 10 ETV REGIONAL NEWS CHANNELS.

On the entertainment side, TV18 been rebranded as , operates a with Viacom , , Colors Inc called , which houses a Bangla and Colors Oriya. portfolio of popular entertainment channels such as Colors, Colors To give global audiences a window into HD, , Rishtey, MTV the world’s largest democracy, TV18 India, MTV Indies, , launched News18, a 24-hour Indian Vh1, , Nick HD+, Sonic news channel in English. Nickelodeon, Nick Jr./ Teen Nick. The To monetise content across platforms, group’s filmed entertainment business TV18 and Viacom18 have formed a is operated through Viacom18 Motion strategic joint venture called IndiaCast, Pictures, a division of Viacom18. To cater whose mandate is to drive domestic to the rising demand from consumers and international distribution of for On Demand Video content, Viacom18 channels, placement services and has recently launched , an OTT content syndication for the (Over The Top) distribution platform bouquet of channels from offering On Demand Video content. TV18, Viacom18 and other TV18 has also forayed into the Indian broadcasters. factual entertainment space through a joint venture with A+E Networks and operates History TV18.

Having successfully completed the acquisition of ETV in FY 2013-14, TV18 now houses a bouquet of 10 regional news channels – ETV Urdu, ETV 34 Rajasthan, ETV Bihar Jharkhand, ETV Channels in India MP Chhattisgarh, ETV UP Uttarakhand, ETV Haryana Himachal Pradesh, ETV News Bangla, ETV News Kannada, ETV News Gujarati and ETV News Odia, and 5 regional general entertainment channels - ETV Marathi, ETV Kannada, ETV Bangla, ETV Gujarati and ETV Oriya, which have

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There is excitement and dynamism in the way we are approaching our business. This is characterised by revived business operations, new content strategy, additions to the existing category of channels / platforms and rebranding of newly acquired ones.

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Mr. Mr. Dhruv Subodh Kaji

Mr. Adil Zainulbhai is currently the Chairman of Quality Mr. Dhruv Subodh Kaji served as Finance Director of Raymond Council of India. He retired as the Chairman of McKinsey India Limited. Mr. Kaji has an experience of more than 30 years. after 34 years at McKinsey, of which the last 10 years were He holds a Bachelor’s Degree in Commerce from University spent in India. He has also co-edited the book, ‘Reimagining of Mumbai and is an Associate Member of the Institute of India’ which featured 60 authors including prominent Chartered Accountants of India. He is a Financial Advisor and businessmen, academics, economists, authors and journalists. Management Consultant. He has experience in evaluating and The book has been #1 in the non-fiction category in India on guiding business projects in India and abroad. its release and #2 on Amazon’s International Business List in the US. He grew up in Mumbai and graduated in Mechanical He is also a member of the Board of Directors of Diamines and Engineering from the Indian Institute of Technology. He also Chemicals Limited, Network18 Media & Investments Limited has an MBA from Harvard Business School. Mr. Zainulbhai and Superadd Trade Private Limited. He has served as a is very active in community and social causes. He is a Board Director of Colorplus Fashions Limited and Balaji Telefilms member of the Board of Trustees at Saifee Burhani Upliftment Limited. He has also been an Executive Director of Pinesworth Trust (re-developing Bhendi Bazaar in Mumbai), Wockhardt Holdings Pte. Ltd., Singapore. Foundation, Piramal Swasthiya (Health Management Research Institute). He was President of Harvard Business School Alumni Association of India and is on the Global Advisory Board of the Booth School of Business at University of Chicago.

He is also a member of the Board of Directors of Limited, Network18 Media & Investments Limited, Larsen & Toubro Limited, Cipla Limited, Reliance Infocomm Limited, Reliance Ventures Limited and TV18 Home Shopping Network Limited.

For a detailed profile of the Directors, please refer to the Corporate Governance Report from pages 90 to 92.

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Mr. Rajiv Krishan Luthra Ms. Nirupama Rao

Mr. Rajiv Krishan Luthra is the Founder and Managing Partner Ms. Nirupama Rao holds a Bachelor’s Degree in English of Luthra & Luthra Law Offices one of the largest law firms in Honors and a Master’s Degree in English Literature. She joined India. He has over 31 years of experience in advising clients on a the Indian Foreign Service in 1973. She served as India’s first vast range of commercial transactions including infrastructure woman spokesperson at the Foreign Office in New Delhi and projects. Mr. Luthra is an alumnus of Harvard Law School also as the country’s second woman Foreign Secretary, the and a Fellow of the British Commerce Society and the Royal highest post in the Foreign Service, from 2009 to 2011. She Geographical Society. Mr. Luthra is a member of SEBI’s High has had the distinction of serving in the major world capitals Level Committee for ‘Reviewing Insider Trading Regulations’ of Washington, Moscow and Beijing. She has served as India’s and SEBI’s Committee on ‘Rationalization of Investment Routes Ambassador to China and to the United States. Her expertise and Monitoring Foreign Portfolio Investments’. lies in the formulation and practice of government policy and in global issues and negotiation. Mr. Luthra is a member of the Board of Governors of Indian Institute of Corporate Affairs and a member of Advisory Board She is also a member of the Board of Directors of Network18 of National Law University, Jodhpur. Mr. Luthra is also a member Media & Investments Limited, KEC International Limited, of the Internal Quality Assurance Cell of NALSAR University of ITC Limited and Viacom18 Media Private Limited. Law, Hyderabad.

He is also a member of the Board of Directors of Network18 Media & Investments Limited, DLF Limited, Mylan Laboratories Limited, Lodhi Property Company Limited, Mylan Laboratories India Private Limited, Knowledge Cloud Private Limited, Paani Foundation, Singapore International Arbitration Centre and Symphony International Holdings Limited.

For a detailed profile of the Directors, please refer to the Corporate Governance Report from pages 90 to 92.

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DURING THE YEAR, WE STRENGTHENED OUR POSITION IN EACH SECTOR WHERE WE OPERATE. WE CONTINUED TO LEVERAGE OUR CREATIVE STRENGTHS TO PROVIDE TV CONTENT CATERING TO THE AUDIENCE’S TASTES.

Dear Shareholders, now, we believe, requires no less than the viewing preference of audience. The FY 2015-16 was yet another successful creation of enhanced or new business challenge is to feel the pulse of the new- and eventful year for your Company. It models, new operating models, new ways age audience, innovate aggressively and was the first full year of operations after of interacting with existing consumers provide engaging experience with a the ownership of the company moved and tapping new consumer groups, and difference. FY 2015-16 saw several new to Independent Media Trust (of which most importantly, newer ways of engaging channel launches and also witnessed Reliance Industries Limited is the sole with them. This is categorised by revived the industry’s adoption of a brand new beneficiary). business operations, new content strategy, ratings system – Broadcast Audience additions to the prevailing category of Research Council (BARC). The Media There are important lessons to be learned channels and rebranding of newly acquired and Entertainment industry is set to from the internet revolution that is ones. We manoeuvre as a vertically grow at a CAGR of 14.3% to ` 2,260 affecting the Media and Entertainment integrated studio model which allows us billion by FY 2020, according to the industry. As global viewership continues to create and distribute content, not only KPMG-FICCI Media and Entertainment to grow, we have anticipated future in ways that are best allied with viewer industry report FY 2015-16. The steady trends and created new entertainment preferences, but in ways in which we can increase in disposable income and a paradigms to stay ahead of the curve. At capture the maximum value stream. mushrooming middle class have helped TV18, we are proud to have foreseen this in the expansion of the Media and change and have set in process a new India’s media and entertainment sector is Entertainment sector in India. Relaxation way of doing things. To be successful evolving like never before, and so is the of rules to allow foreign brands to

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establish themselves in India has further Exploring new genres and the best of creative talent and boosted this trend. With our expertise in news and knowledge has helped us to promote entertainment and a proven ability in all-round excellence. We are creating Leveraging our creative evaluating the pulse of the masses, we capabilities, infrastructure, content and strengths continue to create diverse shows across platforms aligned to emerging consumer Reports Statutory During the year, your company genres. With 34 television channels across preferences and audience behaviour. We strengthened its position in every genres and languages, we have our are also aligning our strategic priorities sector where it operates. We continued feet firmly planted in various audience and tangible goals that will place us in a to leverage our creative strengths to segments that are differentiated different orbit in the coming year. provide television content catering to demographically largely based on age the audience’s tastes. FY 2015-16 was and geography. During the year, we The assets of sound contemporary a milestone year for CNN-IBN as the also strengthened our presence in the content, developed by a competent channel celebrated its 10th anniversary. Indian factual entertainment space talent pool, delivered through multiple We took this opportunity to renew our mediums in a 24x7 manner, supported through our alliance with A+E Networks Financial Statements partnership with CNN and rebrand the in History TV18. In 2015, we rebranded with a strong physical and digital channel as CNN-News18 with refreshed ETV entertainment channels under infrastructure augurs well for us. Also content strategy. the common brand of Colors, now with a strong balance sheet and enviable operating in Kannada, Bangla, Marathi, brand equity and goodwill, we are The Kids genre also recorded high growth Gujarati and Oriya, mirroring the cultural moving into an exciting digital future on the back of various initiatives to ethos and richness of the respective with confidence. strengthen audience engagement. Nick regions through unique content. Colors HD+, the first Kids HD entertainment Our human assets are critical drivers of Infinity was launched in July 2015 and channel was launched in December 2015. our growth. The Company’s HR policies in a short span of time has redefined The business division continued identify and reward employees for English entertainment genre in India by to enthrall audiences in the Hindi and their extraordinary efforts and provide introducing several distinctive feature regional categories through its distinctly deserving employees with opportunities shows. We also launched Comedy diverse and award winning story-telling for rapid advancement. Central - India’s 1st 24-hour English in movies like ‘Margarita With A Straw’, comedy channel. ‘Manjhi – The Mountain Man’, ‘Drishyam’ I am thankful to all members of the and ‘Pyar Ka Punchnama 2’ which TV18 team whose relentless service has Digital strategy strengthened the promise of our brand received popular and critical praise from With the digital revolution gaining audiences and critics alike. The studio in the industry. And I am grateful to our momentum, we evolved new strategies shareholders for maintaining trust in us also expanded into regional cinema with during the year to poise ourselves for the production of ‘Black’ in Bengali and that motivates us to create greater value growth. These strategies were enabled for all stakeholders. ‘Poshter Girl’ in Marathi. We seek to take through technology improvements with advantage of our brand equity in Hindi the twin goals of improving access and and thereby increase our non- mobility. Network18’s digital content and Hindi film business by targeting regional commerce segment includes a diversified Regards, audiences. portfolio of brands catering to a wide range of interests and services. Our Adil Zainulbhai We performed positively in FY 2015- Chairman 16 across multiple operational and general news channels CNN-IBN (now financial parameters. Our performance CNN-News18) and IBN7 adapted a fresh is testimony to our strategy of exploring and exclusive news format to connect new markets. The operating revenues on with a growing digital audience that takes a consolidated basis stood at ` 2,569.0 to Facebook for news and entertainment. crores, up 11% from ` 2,318.4 crores in Moving ahead FY 2014-15. Appealing and innovative content, along with cutting-edge technology

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NEWS

Business News:

General News:

Regional News:

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