July 23, 2021 The Manager, The Listing Department Listing Department, BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, C-1, Dalal Street, Block G, Bandra – Kurla Complex, Mumbai – 400 001 Bandra (East), Mumbai – 400 051 Symbol: SAREGAMA EQ Scrip Code : 532163 Dear Sir/ Madam, Sub: 1. Annual Report for the financial year 2020-21 and Notice convening the 74th Annual General Meeting 2. Intimation of cut-off date of August 9, 2021 to determine the eligibility of the members to cast their vote through remote e-Voting and e-Voting during 74th Annual General Meeting 3. Intimation of date of Book Closure date for the purpose of 74th AGM (‘Book Closure”) This is to inform you that In view of the outbreak of COVID-19 pandemic, social distancing norm to be followed and the continuing restriction on movement of persons at several places in the country and pursuant to General Circulars dated 8th April 2020, 13th April 2020, 5th May 2020, 28th September 2020, 31st December 2020 and 13th January 2021 issued by the Ministry of Corporate Affairs (“MCA”) (collectively referred to as 'MCA Circulars') and SEBI Circular dated 12th May 2020 and 15th January 2021 ('SEBI Circulars') permitted the holding of the AGM through VC / OAVM, without the physical presence of the Members at a common venue. In compliance with the above and the relevant provisions of the Companies Act, 2013 ('the Act') and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations'), the AGM of the Company is being held through VC / OAVM only on Monday, August 16, 2021 at 12:00 noon (IST). Accordingly, owing to the difficulties involved in despatching of the physical copies of the Notice of the 74th AGM and the Annual Report of the Company for the financial year ended 31st March, 2021 including therein the Audited Financial Statements for the year 2020-2021, the afore-mentioned documents will be sent only by email to the Members. In view of the above, please find enclosed herewith the Annual Report of the Company for FY 2020-21 along with the Notice convening the 74th Annual General Meeting (AGM) of the Company sent through email to all the Members whose Email Ids are registered with the Company/Depository Participant. SAREGAMA India Limited, 33, Jessore Road, Dum Dum, Kolkata - 700 028, India. Tel: +91 33 2551 2984, Fax: +91 33 2550 0817, Web: www.saregama.com CIN: L22213W81946PLC014346 Email ID: [email protected] The Members, whose names appear in the Register of Members / list of Beneficial Owners as on Monday, August 9, 2021, being the cut-off date, are entitled to vote on the Resolutions set forth in the Notice of AGM. Those shareholders holding shares either in dematerialized form or in physical form, as on the cut- off date will be entitled to avail the facility of remote e-voting as well as voting at the AGM. Pursuant to Section 91 of the Companies Act, 2013 and Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Register of Members and Share Transfer Books of the Company will remain closed from Tuesday, August 10, 2021 to Monday, August 16, 2021 (both days inclusive). for the purpose of Annual General Meeting. Request you to take the above information / documents on records. Thanking You, Yours Faithfully, For SAREGAMA INDIA LIMITED Kamana Goenka Company Secretary and Compliance Officer Encl. As above SAREGAMA India Limited, 33, Jessore Road, Dum Dum, Kolkata - 700 028, India. Tel: +91 33 2551 2984, Fax: +91 33 2550 0817, Web: www.saregama.com CIN: L22213W81946PLC014346 Email ID: [email protected] 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 To take pole position as a PURE PLAY CONTENT COMPANY, capitalising on the global boom in content consumption driven by higher smartphone penetration, lower data costs and COVID - accelerated digital adoption MONETISATION OF EXISTING IP IP CREATION OVER NEXT 3 YEARS - Through licensing to EVERY 3rd party digital and TV platform. 20-25% - Carvaan transitioning from being a Product with only one-time Market Share margin to a Platform with upfront margin and recurring advertising in New Music and subscription revenue. - Strengthening of copyright societies. 50 New Films and Web Series BUILDING OF NEW IP - Cementing leadership position with New film and non-film music acquisition across Hindi, Tamil, Bhojpuri, Punjabi, Gujarati, Telugu and other regional languages. - Producing Thematic films & series, with Story as the only hero, targeted at youth. Focus on Regional language content. Revenue 1200-1500 primarily from licensing to digital platforms. Scale enabling lower Hours of cost of production. new TV serials content COMPANY STRATEGY COMPANY 3 Annual Report 2020-21 MUSIC SEGMENT Saregama is India’s oldest music label with the largest library of intellectual property rights (130k+) related to songs, film dialogues, background scores in its bouquet. To put things in perspective, a new music label acquiring music of 200 films per year (typical movie has 5 songs) will take 100 years to build a library of this size. This library includes music from the likes of Lata Mangeshkar, Kishore Kumar, Asha Bhonsle, RD Burman, Naushad, Mohd. Rafi, Jagjit Singh, MS Subbalakshmi, Pt. Ravi Shankar, Ustad Bismillah Khan, Ilaiyaraaja, Gulzar, Sahir Ludhianvi etc. The recent additions have been from Arijit Singh, Badshah, Rochak Kohli, BPraak etc. It’s not just music, it’s India’s cultural heritage Unlike some of the international music labels, Saregama’s song IP ownership includes both the Master (actual song) and Publishing rights (lyrics, composition) across all media for global territory. All adaptations of these songs need Saregama’s approval. Each of these songs is fully digitized with rich meta data behind it, making the song selection process easier for the end user. Both the Quality and Quantity of Saregama owned songs ensure that every music and video platform (digital and TV) trying to target 1/6th of humanity, gets BUSINESS OVERVIEW into a licensing partnership with Saregama 4 Fast Growing Licensing Revenue... Growth in Licensing Revenue (INR Lakhs) 28,386 ...On account of 23,605 19,491 1.