Annual Report 2017-18 PDF

Leveraging
Annual Report 2017-18 Opportunities

Leveraging
Opportunities
In the complex and evolving world of today, success requires more than just a
strategic roadmap to translate possibility into certainty. It requires the ability to
action upon the available opportunities effectively and efficiently.
D. B. Corp Ltd. stays ahead of the curve in a highly competitive marketplace, where success is defined by the
ability to seize opportunities.
Taking a leaf from the animal kingdom, which is replete with learnings that help thrive in a challenging
environment, we have expanded the frontiers of our vision, while metamorphosing continuously in line with
the needs of our audience.
We continue to soar to new heights of achievements drawing on intrinsic strengths with clarity, speed, focus,
agility, adaptability and fearlessness.
Contents
06
08
D. B. Corp Ltd.
at a Glance
16
India’s Largest
D. B. Corp Ltd. has mastered
the art of flourishing in the
Newspaper Group
habitat it occupies. Just as
different animals strengthen
their unique traits to thrive
in their habitat, the Company
18
continuously sharpens
Financial
intrinsic traits required to
remain at the helm of the Highlights
media industry.
36
Operational
review
Caring for the

Society
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http://investor.bhaskarnet.com
Statutory Reports Financial Statements
42 Management Discussion and Standalone

Analysis 117 Independent Auditors’ Report
57 Board’s Report 122 Balance Sheet
89 Report on Corporate 123 Statement of Profit and Loss
Governance 124 Statement of Change in Equity
109 Business Responsibility Report 125 Statement of Cash Flow
127 Notes
09 12
10
Leading Across Board of
Geographies Directors
24 32
Message from the
Managing Director
Partnering for
28
Making the Most
of the Urban and Collective Success
Semi-Urban
Opportunity
38 40
Empowering
Audiences
Awards and Corporate

Accolades Information
Subsidiaries
Consolidated DB Infomedia Private Limited I Media Corp Limited

170 Independent Auditors’ Report 224 Board’s Report 256 Board’s Report
174 Balance Sheet 232 Independent Auditors’ Report 264 Independent Auditors’ Report
175 Statement of Profit and Loss 238 Balance Sheet 270 Balance Sheet
176 Statement of Change in Equity 239 Statement of Profit and Loss 271 Statement of Profit and Loss
177 Statement of Cash Flow 240 Statement of Change in Equity 272 Statement of Change in Equity
179 Notes 241 Statement of Cash Flow 273 Statement of Cash Flow
242 Notes 274 Notes
The Lion (Panthera Leo)
is a large and muscular animal belonging to the Cat family (Felidae). A symbol of
strength, the Lion is considered a highly fearless animal that is ready to take on the
toughest of challenge or competition. This trait gives a dominant position to the Lion,
popularly known as the King of the jungle.
Leveraging Opportunities
D. B. Corp Ltd. at a Glance

D. B. Corp Limited (DBCL) is India’s Largest Newspaper Group, with a significant
presence in Radio and Digital media.
A leading, diversified media player, the Company enjoys a dominant position in

all its major markets, across states and languages. With an attractive portfolio of
customised content that is designed to enrich and empower audiences, the Company
is focussed on harnessing growth opportunities in urban and semi-urban markets
of India.
vision
To be the largest and
most admired language
media brand enabling
socio-economic change.
VALUES
Trendsetter Analytical
We strive to differentiate in terms of format, The Group follows a logical and data-driven
content and policies that proactively incentivise approach in all its endeavours.
risk-taking abilities and push the boundaries of
our journalistic passion.
Connected
We strive to establish a strong ground connect
Result-oriented with national and international developments
We have a clear focus on goals. We are metrics across sectors to capture the latest trends.
driven in our reader connect, business operations Our finger is always on the pulse of our readers,
and in our measurement of stakeholders’ customers, channel partners and employees.
satisfaction. This result orientation is an Establishing a culture of respect and recognition
important part of our everyday work ethos. with internal and external stakeholders is of
critical importance to us.
06 | D. B. Corp Ltd.
01-40 41-116 117-222 223-288
Corporate Overview Statutory Reports Financial Statements Subsidiaries
D. B. Corp Ltd. at a Glance
Product Portfolio
6
Newspapers
Dainik Bhaskar Divya Bhaskar Divya Marathi
DB Star DB Post Saurashtra Samachar
Our Print portfolio comprises of six newspapers, including our flagship dailies:
Dainik Bhaskar, Divya Bhaskar and Divya Marathi.
The Company’s print presence spans across 12 states through 66 editions;
46 of Dainik Bhaskar, 9 of Divya Bhaskar, 6 of Divya Marathi, 4 of DB Star,
1 of DB Post along with 220 sub-editions in 4 languages (Hindi, Gujarati, Marathi
and English).
10
Periodicals
Aha! Zindagi | Bal Bhaskar | Dharmdarshan | Kalash | Lakshya |
Madhurima | Navrang | Rasik | Rasrang | Young Bhaskar
30 7
Radio States
94.3 MY FM is one of the largest radio network
with a dominant presence across 7 states and
30 Tier II and Tier III cities of India. It caters to the
local flavour of the markets and aims at becoming
the voice of its listeners.
Stations
9
The digital business has 9 portals and 4 mobile apps, catering
to diverse digital audiences across segments. Dainik Bhaskar,
Divya Bhaskar, Firstwall and Bhaskar Group e-Paper mobile
applications provide users with a rich collection of information dainikbhaskar.com
Digital and entertainment. is the largest Hindi
Portals dainikbhaskar.com | divyabhaskar.com |
news site*
divyamarathi.com | bollywoodbhaskar.com | divyabhaskar.com is the
4
moneybhaskar.com | jeevanmantra.in | homeonline.com |
World’s No.1 website in
dbpost.com | bhaskareducation.com
the Gujarati language*
*Source: comScore March 2018
Mobile
Apps
Annual Report 2017-18 | 07

India's Largest Newspaper Group
Journalists
~ 3,000 56
State-of-the-art Printing Facilities
Circulation
~ 5.8 Mn
Readers
~ 59 Mn
Source: Internal Estimates Source: IRS 17, TR - All India, Main + Variant
51
Of India’s Consumer
%
Of India’s GSDP
51 %
Market Size Source: Indiastat
Source: Indicus Market Skyline 2015
01-40 41-116 117-222 223-288
India's Largest Newspaper Group /
Leading Across Geographies
Leading Across Geographies

At DBCL, we have our finger on the pulse of our audiences. We are today a leading player in all the major markets of our
presence and fearlessly expanding into new and hitherto regions by identifying the evolving needs of our audience.
58
Of India’s Land Area
% 49
Of India’s Urban Population
%
(Source: Census 2011) (Source: Census 2011)
HIMACHAL
PRADESH
PUNJAB CHANDIGARH
HARYANA
DELHI
RAJASTHAN
BIHAR
JHARKHAND
GUJARAT
MADHYA PRADESH
MAHARASHTRA
Dainik Bhaskar
Divya Bhaskar
Divya Marathi
DB Post
DB Star
Map not to scale. For illustrative purposes only.

Message from the

Managing Director
Dear Shareholders
It gives me great pleasure
to unveil before you
D. B. Corp Limited’s
Annual Report for
FY 2017-18, which proved
to be a significant year
both in terms of financial
performance and strategic
growth. Powered by our
intrinsic strengths,
we continue to
leverage the emerging
opportunities across
the industry landscape
to report a good set of
numbers, and strengthen
our industry dominance,
during the year.
Another year of fulfilment Chandra Agarwal, through our clarion and increasing demand for knowledge,
Dainik Bhaskar Group has maintained call - ‘Zidd Karo Duniya Badlo’. With our entertainment, sports and news, aided the
its leadership as the Largest Newspaper 6 newspapers in 4 languages across 12 growth of the Indian M&E sector during
Group of Urban India. Dainik Bhaskar Indian states, we believe we are enabling the year. Bucking international trends, the
Newspaper continues to hold the #1 socio-economic change across the nation. print and radio segments continued to
position as the largest read newspaper of Responding to changing readership trends, grow, while building their digital presence.
NCCS AB [earlier Socio-Economic Class i.e. we have also diversified, and established
Improving macros
SEC AB] and also retains its #1 position leadership position, in the complementary
On the domestic front, the economy
as the largest read newspaper of digital media and radio segments.
witnessed major structural reforms during
NCCS A [earlier SEC A], as per the recently Media industry – Regaining the year – Goods & Services Tax (GST) and
announced Indian Readership Survey. momentum continuing pressure from previous year’s
Looking back at the journey, which In the Media & Entertainment sector, ‘Demonetisation’, impacted the business
began around 60 years ago, I am happy growth is showing signs of pick-up, with sentiment and growth rate during the
to see that we have lived the philosophy better consumer sentiment. Favourable first half of FY 2017-18. However, the
of our Chairman, Late Shri Ramesh demographics, rise in consumer income, economy stabilised and expanded by
01-40 41-116 117-222 223-288
Message from the Managing Director
6.7% in the 2nd half. The momentum is in-line with which we have expanded Dainik Bhaskar’s circulation
expected to accelerate, with IMF pegging our presence to about 50% of the growth journey has shown
growth at 7.4% and 7.8% in FY 2018-19 new consumption clusters. Led by our commendable success,
and FY 2019-20 respectively. localisation strategy, we have established a
delivering excellent growth
frontrunner position in key socio-economic
A fulfilling year of of almost 15% in 9 months -
segments, bringing notable value to
successful execution from around 51 lakh copies
brands and advertisers.
Amid positive growth indications for as of June end 2017 to
the industry in the coming years, Dainik Bhaskar’s circulation growth around 58 lakh copies at the
the Dainik Bhaskar Group is also journey has shown commendable success, end of March 2018.
capitalising on all opportunities across delivering significant growth of almost
India’s growing Tier II and III cities and 15% in 9 months - from an average
towns. We embarked on the biggest ever of 50.4 lakh copies at the start of the
circulation enhancement journey in the initiative in July 2017 to 57.9 lakh copies
history of the Company this fiscal. by the end of the year, majorly in our focus strengthening Dainik Bhaskar’s dominance
As evident, both the editorial and markets of Bihar, Rajasthan and Gujarat, in Circulation and, resultantly, accelerating
circulation expansion strategies have on the back of a higher cover price. revenue growth. We remain determined
played out their complimentary roles to Our circulation strategy was effectively to further fortify our leadership position
lead significant circulation-led growth. complimented by our strong editorial and and build a futuristic, agile and competitive
product enrichment efforts, along with organisation. Our talent pool and leadership
In FY 2017-18, our total revenue rose to strength, with diverse yet complementary
impactful reader engagement initiatives.
` 23,522 mn against ` 22,750 mn in skills and extensive industry experience is
FY 2016-17. Our business strategy during The final outcome, as evident from steering this journey. We continue to build
this period was focussed on product the increase in circulation figures was our synergies and leverage the competitive
strengthening, along with a series of gratifying, reflecting the success of our strengths across each business segment to
strategic initiatives to orient the business strategies, the strength of our create shareholder value.
editorial team in this direction, and execution abilities, and most importantly,
I take this opportunity to thank the Board
complement the Company’s circulation the value of our product to our readers. of Directors, stakeholders and our team
expansion strategy. for their consistent support and strategic
Getting ready for future
guidance to steer the organisation
Our advertising revenues grew by 3% opportunities
to ` 16,425 mn in FY 2017-18 against towards higher long-term growth in a very
According to the latest Google and KPMG
` 15,973 mn in the previous year, partly competitive market.
report, Hindi is likely to overtake English
affected by demonetisation’s lingering as the fastest growing language in terms Warm regards
effects and GST-led short-term economy of internet users1 over the next few years.
disturbance. Our circulation revenue We are accordingly aligning ourselves
grew by 7% to ` 5,145 mn during and preparing for that future. Through a
FY 2017-18, compared to ` 4,814 mn combination of our Print, Radio & Digital
in FY 2016-17. offerings, we are enhancing audience Sudhir Agarwal
experience. As we progress, we shall Managing Director
Leveraging opportunities that continue to leverage the success of our
lie in DB markets and efforts circulation expansion drive, monetising
to harness them growth with higher volumes, better rates
Our theme for the Annual Report for and higher market share.
FY 2017-18 is clearly aligned to our
Delivering on our vision, we dedicate the
strategic endeavours across print, digital
73rd birth anniversary of our Chairman Late
and radio businesses, while reflecting our
Shri Ramesh Chandra Agarwal as ‘Prerna
outlook for FY 2018-19.
Diwas’. Dainik Bhaskar has initiated the
India has been witnessing a strong establishment of the Ramesh & Sharda
demographic shift in the semi-urban Agarwal Foundation, which will contribute
population in recent years and Dainik to core areas of socio-economic welfare,
Bhaskar’s Unmetro initiative continues including education of girl child, adoption
to unearth this potential, going beyond of old age homes, mentoring talented
the large metros. A total of 42 new and small-scale businesses, and building
emerging urban clusters have transformed a convention centre of international
1
https://www.forbes.com/sites/
into consumption hubs. This is aligned to standards in Bhopal.
baxiabhishek/2018/03/29/more-indians-access-
the Unmetro endeavour, which we had We have clearly drawn our roadmap for the-internet-in-their-native-language-than-in-
started exploring a few years ago, and FY 2018-19. Our two distinct priorities are english/#4e44cdbc4a03

Board of Directors
Sudhir Agarwal, Managing Director

Mr. Sudhir Agarwal has close to 24 years of experience in the publishing and
newspaper business and has been a part of the organisation for the same
number of years. He is responsible for its long-term vision, business planning
and performance monitoring. His dynamic leadership and clear vision, led the
Company to encompass multiple states, three new languages and a Pan-India
presence. Under his supervision, the Company’s door-to-door contact launch
process has helped its newspapers become No.1 from day one. His aggressive
management qualities have led analysts and investors to consider the Company
as one of the fastest growing media Group of India.
Girish Agarwal, Non-Executive Director

Mr. Girish Agarwal has been on the Board since October 1995 and has
approximately 21 years of experience. He heads the marketing and related
operations of the Group. He is also an active member of the INS and holds the
distinction of being its youngest Chairman in Madhya Pradesh. He has been
awarded ‘Entrepreneur of the Year’ by Ernst & Young in 2006 and ‘Outstanding
Entrepreneur’ at the Asia Pacific Entrepreneur Awards (AEPA). Under his
leadership, Divya Bhaskar, the Group’s Gujarati daily has won the ‘Best in Print’
(Bronze) award at the IFRA Asia-Pacific Awards. Divya Bhaskar is the only Indian
Language newspaper in India to have won this award.
Pawan Agarwal, Deputy Managing Director

Mr. Pawan Agarwal has been on the Board since December 2005. He holds a
B.A. degree in Industrial Engineering from Purdue University, USA and has also
attended a programme on Leadership’s Best Practices at Harvard University.
He heads production and the information technology department along with
the Radio and DB Digital Business within the Group. He has been awarded
by the Prime Minister for his contribution to Indian language journalism
and also by Enterprise Asia as one of the outstanding entrepreneurs of
Asia-Pacific, 2010.
01-40 41-116 117-222 223-288
Board of Directors
Piyush Pandey, Non-Executive Independent Director

Mr. Piyush Pandey (63 years) is the Non-Executive Independent Director of our Company. He has
been on the Board of our Company since November 28, 2007. He has over 35 years of experience
in advertising – all with Ogilvy and Mather, India. He is the only Indian to have won three Grand
Prizes at the London International Advertising Awards. He was awarded the Clio Lifetime
Achievement Award in 2012 and the Padma Shri in 2016 in recognition of his distinguished
service in the field of advertising and communication – the first Indian to be awarded in this field.
He published his first book ‘Pandeymonium’ in 2015. He was also awarded the Lion of St. Mark
at the International Festival of Creativity at Cannes 2018.
Harish Bijoor, Non-Executive Independent Director

Mr. Harish Bijoor has been on the Board of the Company since November 2007. He started
his career with Hindustan Lever Limited (formerly known as Brooke Bond Lipton India Ltd.).
Currently, he is a brand-thinker and practitioner operating out of Bengaluru, India. He runs a
unique boutique-consulting outfit branded ‘Harish Bijoor Consults Inc.’ Harish has spent his
career across the aggressive realms of FMCG, Telecom and Consumer Durables. He has also
served at Zip Telecom Ltd. and Tata Coffee Limited in varied roles in the senior management.
He is an active member of different coffee forums including the Coffee Board of India. Besides,
he was an active member of the sub-committee on plantations of the Planning Commission.
Ashwani Singhal, Non-Executive Independent Director

Mr. Ashwani Singhal has been on the Board of the Company since November 2007. He has
over 30 years of experience in non-ferrous metallurgical industry. He is currently handling the
global sourcing of raw materials for his business of manufacturing Aluminium Deox and Ferro
Aluminium for the steel industry. He is the founder-director of ‘The Metal Recycling
Association of India’ and has served as the District Chairperson - Sight First Co-ordinator of
‘The International Association of Lions Clubs District 323 A3’ Mumbai, India, 2015-16.
Anupriya Acharya, Non-Executive Independent Director

Anupriya Acharya, CEO, Publicis Media India is an eminent media professional with 22+ years
of experience in media agencies across India and Singapore. Prior to this, she has also held
positions of Group CEO of Zenith Optimedia, CEO - Aegis Media Singapore, Leader - Team
Unilever South Asia at Mindshare and President - The Media Edge India. She is a Jury member
on key media industry awards in India and APAC and speaks frequently at key industry events.
She has been felicitated by Forbes India as ‘W-Power’ Trailblazer 2018 and received ‘Beti’ FICCI
FLO Gr8 Awards 2018 for Media & Advertising. She was also featured amongst Top 10 on
Impact’s list of ‘50 Most Influential Women’ 2018. A Post Graduate in Chemistry from
IIT - Roorkee, her interests are adventure trips, photography and interior designing.

The Mountain Goat (Oreamnos Americanus)
is a sure-footed climber that can easily negotiate its way through cliffs and ice, to reach
its destination, with its highly focussed approach. It is the largest mammal found in its
high-altitude habits, where it can be easily seen to stand out above the tree line.
Financial Highlights
The challenging macro environment notwithstanding, DBCL ended FY 2017-18 with
an overall growth across all the key parameters. Total revenue, advertising income
and circulation revenue showed a distinct uptrend during the year, underlining our
inherent ability to stay focussed towards achieving our business goals.
Total Revenue ` Mn Advertisement Revenue ` Mn
10% 10 year CAGR 10% 10 year CAGR
16,425
23,522
14,812
20,800
14,178
18,836
11,281
14,755
8,085
10,741
6,490
8,743
2007-08 2009-10 2011-12 2013-14 2015-16 2017-18 2007-08 2009-10 2011-12 2013-14 2015-16 2017-18
EBITDA ` Mn EBITDA Margin %
12% 10 year CAGR

5,875
33
5,627
5,241
28
27
25
24
21
3,604
3,541
1,829
2007-08 2009-10 2011-12 2013-14 2015-16 2017-18 2007-08 2009-10 2011-12 2013-14 2015-16 2017-18
01-40 41-116 117-222 223-288
PAT ` Mn PAT Margin %
16% 10 year CAGR
3,240
17
3,066
16
2,966
14
14
14
2,021
1,828
9
751
2007-08 2009-10 2011-12 2013-14 2015-16 2017-18 2007-08 2009-10 2011-12 2013-14 2015-16 2017-18
Free Cash Flow ` Mn Gross Term Debt ` Mn

3,538
1,098
969
3,004
758
1,846
1,761
536
1,652
1,422
Nil
262
2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18
ROCE % EPS %
20
35
34
33
18
30
17
17
16
28
24
12
2012-13 2013-14 2014-15 2015-16 2016-17 2017-18 2012-13 2013-14 2014-15 2015-16 2016-17 2017-18

Operational Review
Print Production
Implemented energy audits at 13
print locations resulting in energy
savings of 9,87,172 kWh in
FY 2017-18 despite increase in
print activity
In process of implementing Solar
PV plant installations
New machines were installed at
different locations that offer better
page and ink carrying capacity for
increased productivity and better
print quality
9,87,172
Energy savings in FY 2017-18
kWh
Editorial
Realigned our readership appeal to the Knowledge
Theme – ‘Har zaroori khabar mein hoga aapke kaam ka
knowledge’. This theme was an extension of our editorial
philosophy ‘Kendra Mein Pathak’ and constitutes the
second phase of product enhancement drive
‘Har zaroori khabar mein hoga aapke
kaam ka knowledge’ was an extension The knowledge-led news agenda was catalysed through
the following internal initiatives:
of our editorial philosophy ‘Kendra Mein
Pathak’ and constitutes the second phase o Institution of a ‘Knowledge Advisory Board’ with
of product enhancement drive. eminent Indians and stalwarts across various disciplines
o Establishment of a national reporting team in Delhi
o Drawing synergies from the integration of print
and digital entertainment to leverage the content
strengths of both departments
National News Room (NNR) - We have a dedicated
team which churns out national and international
‘News of the Day’ after thoroughly passing through the
Knowledge sieve
National Ideation News Room (NINR) - Works centrally
for ideas. It brings out all special and different pages and
sections of our publications
01-40 41-116 117-222 223-288
Operational Review
digital
dainikbhaskar.com is the largest hindi news site
(Source: comScore March 2018)
divyabhaskar.com is the World’s No.1 website in the
Gujarati language
(Source: comScore March 2018)
dainikbhaskar.com was recognised for its innovative products and
for excellence in Artificial Intelligence and Machine Learning
12.3 mn app downloads for Dainik Bhaskar & Divya Bhaskar,
underlining the success of the Company’s digital expansion efforts
‘WisdomNxt’ (DB Digital’s in-house intelligence tool), which gives
detailed editorial insights and improved distribution efficiency was
awarded with the BIGGIES Award
To increase user engagement and app install on Dainik Bhaskar
App, ‘Jeeto Ek Lakh Har Din’, an App-only contest for Android
users was introduced
Key Marketing Initiatives
Radio Extending the ‘Achcha Sunte hai’ promise,

MY FM gifted hearing aids to children
(aged 6-8 years) with hearing impairments.
A much sharper positioning was carved for 93.4 MY FM in This drive was implemented across Surat,
FY 2017-18 – ‘Aaj Kuch Achcha Sunte Hai’. A new brand campaign - Rajkot and Ahmedabad. An overwhelming
‘Chalo Aaj Kuch Achcha Sunte Hai’ was launched across stations, number of people responded to MY FM’s call
to engage and strengthen listener connect to make a difference
Celebrating 10 years of presence in Ahmedabad
MY FM anniversary celebration in many stations were pegged and Surat, MY FM executed the biggest Music
around ‘RJ Marathon’ (a non-stop 72 hours of live RJing). and Entertainment Festival. More than 25,000
The campaign received significant applause from civic authorities and 7,000 people in Ahmedabad and Surat,
and local celebrities respectively, witnessed the event
‘Ek Rakhi Fauji Ke Naam’ campaign garnered
MY FM captured the need of listeners and became the first station overwhelming response. More than 2,99,446
to play Gujarati Songs as part of regular playlist. The entire film Rakhis were collected through this initiative
fraternity welcomed the move and the initiative generated a positive
MY FM flagged off India’s largest painting
feedback from listeners
competition – ‘Rangrezz Season 4’ – across the
network. The theme was based on inciting a
To further our hyper-local agenda, we revamped our content
deep sense of pride amongst children. Over 612
offerings and show names in Gujarat market schools and 3 lakh children participated

Marketing & Sales

DBCL’s circulation expansion strategy delivered strong
results during the year. The same has resulted in
almost 15% growth in terms of the number of copies
sold. DBCL Group’s total circulation now stands at
57.6 lakh copies (as of March end 2018) compared to
around 50.4 lakh copies at the start of the initiative in
July 2017
Reader engagement activations like ‘DB Tambola’
and ‘Jeeto 15 Crore’ were launched. These initiatives
played an instrumental role in the success of DBCL’s
circulation strategy
1,40,000 subscriptions were registered for Divya
Bhaskar, whereas, Rajasthan added ~1,85,000 new
subscribers. Dainik Bhaskar now covers all the 38
districts of Bihar with ~4,00,000 copies
On completion of 14 years in Gujarat, Dainik Bhaskar
commemorated ‘Divya Bhaskar Utsav’. The event was
a grand ten-day celebration in Ahmedabad attended
by eminent personalities in entertainment, business &
finance, music, poetry and celebrity chefs
Dainik Bhaskar was launched in Surat on 30th April,
2017 to cater to the needs of ~28 lakh non-Gujarati
speaking population
~ 4,00,000
homes joined Dainik Bhaskar
family in Bihar
01-40 41-116 117-222 223-288
Operational Review
Purchase
Started using more of lower GSM paper to gain savings
on additional quantity consumed due to increased
circulation. Reduced size was also adopted for some
supplements resulting into newsprint cost savings
Developed e-bidding portals for freight and wastage
sale contracts. Signed long-term contracts with many
vendors, thus made significant savings in cost. This
measure also safeguards the Group from routine input
price fluctuations
Increased our vendor base for domestic as well as
foreign newsprint suppliers to mitigate risks arising
out of change in pollution policies in China. The policy
resulted in increased newsprint prices due to supply
pressure from end of Q2 FY 2017-18
people
FY 2017-18 saw the launch of two new
policies for the employees’ children –
Sukanya Samridhi and Ramesh Chandra
Agarwal Scholarship
A company-wide career development
initiative P2G (Potential to Growth) was
conceptualised and implemented. The
objective of this programme was to identify
internal talent and groom them to take up
the leadership positions
Launch of Online Performance Management
System and Ad Sales Career Path benefitted
rationalisation of appraisal process and
alignment of Performance Linked Incentive
(PLI) Policies with Individual KRAs, to further
aid talent retention

The Eagle (Haliaeetus Leucocephalus)
the common name for many large birds of target of the family Accipitridae - is known
for its extremely powerful vision. The American Eagle, with its eye four times sharper
than a person with perfect vision, can spot and focus on a potential target from a very
long distance. The bird’s remarkable agility enables it to swoop in on the target with
extreme rapidity.
Making the Most of the Urban and

Semi-Urban Opportunity
No. 1
Newspaper in Urban India
These numbers tell an exciting story of
vision and agility that enabled us to deliver
outstanding growth over the years. With a
strategic focus on the emerging urban and
IRS 17, AIR - Urban, Main + Variant
(Excluding Financial dailies)
semi-urban clusters, dbcl is home to 49% of
the urban india’s population and 51% of India’s
consumer market.
Readers
~ 59 Mn
With newspaper penetration currently
reaching only 35% of the reading population,
we have our eyes firmly set on this opportunity
and have strengthened circulation in
IRS 17, TR - All India, Main + Variant
geographies which have high disposable
incomes relevant to the advertisers.
4 th
Largest Circulated Newspaper in
the World
WAN IFRA’s World Press Trends Report 2016
Eyeing circulation supremacy across markets

We embarked on a circulation expansion strategy. We initiated door-to-door booking drives across key markets
during FY 2017-18. We have expanded our reach in legacy markets of Gujarat and Rajasthan, while concurrently
growing our presence in the relatively newer markets of Bihar.
The outcome has been overwhelming. We saw an ~15% increase in circulation in a period of 9 months – from
around 50.4 lakh copies at the start of the initiative in July 2017 to around 57.6 lakh copies as on March 2018. The
majority of this increase came from Bihar, followed by Gujarat and Rajasthan markets, and that too at an increased
cover price, thus underlining our strong brand and product affinity.
Circulation drives such as ‘Jeeto 15 Crore’ and ‘DB Tambola’ helped us strengthen reader engagement, thus giving
a push to our circulation efforts. The ‘Trade Uphaar Yojana’ emerged as another key propeller of our circulation
enhancement drive.
01-40 41-116 117-222 223-288
Making the Most of the Urban and
Semi-Urban Opportunity
Expanding the frontiers of growth in Bihar

In-line with our urban and semi-urban-centric growth strategy; Bihar offered an ideal platform for DBCL’s expansion drive.
Dainik Bhaskar now has circulation in all the 38 districts of Bihar. With ~4 lakh homes now a part of Dainik Bhaskar family;
enable advertisers to cover the entire length and breadth of the state.
Reader engagement in Bihar was boosted through citizen-centric campaign such as ‘Ghar Ghar Gangey’ (Saving Ganga)
and ‘Nakal Bihar Chhodo’ (Bihar – Quit cheating in exams).
Preparing for the next phase

of Radio expansion
94.3 MY FM is strategically positioned to tap the
opportunities unleashed by the aspirational urban markets
dominated by the new-age consumer. Driven by powerful
audience engagement initiatives, hyper-local content and
campaigns to boost listenership, MY FM has emerged as a
market leader in the cities of its presence.
With Phase III auction, we are looking to further
strengthen our Radio offering. We see ourselves delivering
an even more commendable performance, and better
value for all our stakeholders in the years ahead.
Taking the digital

leap
We are continuously strengthening
our digital proposition, which offers
immense opportunities for future
growth. According to the latest Google
and KPMG report, Hindi is likely to
overtake English as the fastest growing
language in terms of internet users1
over the next few years. With our
strong content legacy, competencies
in video production, and a strong
user base for distribution, we are well
equipped to harness the opportunities
in the digital space.
Our leadership position in the Hindi
Heartland and Gujarat markets will
further enable us to explore the
branded content opportunity in the
coming years. The possibilities for
growth and expansion in the near and
1
https://www.forbes.com/sites/baxiabhishek/2018/03/29/more-indians-access- mid-term are immense, and we are fully
the-internet-in-their-native-language-than-in-english/#4e44cdbc4a03 geared to leverage the same.

Elephants (Loxodonta Africana)
are large mammals of the family Elephantidae and the only surviving animal of the
order Proboscidea. Extremely sociable by nature, they live in a fission-fusion society
in which multiple family groups come together to socialise. Elephants are considered
keystone species because of their ability to be attentive to the small detail in their
environment, and to transform and enrich it with their unique habits.
Empowering Audiences
DBCL gives utmost importance to audience empowerment. The trust

and confidence of our readers in us makes Dainik Bhaskar a credible
voice that enables to empower them with a deeper understanding
and a sharper perspective on the news that we publish.
We embarked on various knowledge-led initiatives during the
year. These included a Knowledge Series on GST and Mutual Funds,
columns on Medicine, Technology and Business. We have content
syndication tie-ups with IIM Ahmedabad, World Economic Forum,
Boston Consulting Group and Discovery. Our Knowledge offerings
encompass all segments of the urban population, including
special activities (‘Junior Editor IV’ and ‘Little Chanakya’) for our
young readers.
01-40 41-116 117-222 223-288
Empowering Audiences
Enriching audiences through content engagement

Our last-mile journalists are equipped to provide customised city-centric content through City and Satellite editions.
The special Gujarat Election Jacket, along with an 8-page election paper on special days, took reader engagement to a
new high during the Gujarat Assembly polls in FY 2017-18. We have installed new machines at various locations, besides
undertaking projects to increase page and colour capacity.
To leverage the growing Radio opportunity matrix in urban areas, we altered our Radio offering under the umbrella of
‘Aaj Kuch Achcha Sunte Hai’, which provides a positive listening experience for our audience. We also continued to focus
aggressively on our key markets of Gujarat, Bihar, Rajasthan, MPCG, Punjab and Haryana, with the maximum number of
hyper-local shows.
Our GST (Gujarati Songs & Tunes) offering and Ahmedabad revamp strengthened our Gujarat listener engagement, further
underlining our ‘Local Understanding - Local Connect’ proposition.
Creating greater
social impact for our
audiences
We see our ‘Live Positive’ campaign
to be an important social impact
initiative. The success of the initiative
can be gauged from the significant
reduction in exam-related suicides in
Kota over the year. Further, with every
passing year, more and more people are
We focussed aggressively on our showing interest in becoming buddies
key markets of Gujarat, Bihar, for students who come to Kota for
coaching for various entrance exams.
Rajasthan, MPCG, Punjab and
Haryana, with the maximum Another key social impact initiative
number of shows tailored to for FY 2017-18 included the ‘Jal
Shri Krishna’ campaign to generate
the local tastes of the listeners.
awareness among the people of Gujarat
on water conservation. The campaign
included special reference to events
surrounding the Narmada project in a
bid to evolve a consensus on the critical
need to conserve water.

The Honey Bee (Apis)
is a shining example of teamwork. Up to 60,000 bees can make up a hive of honey
bees, symbolising the success of their collaborative team spirit. Honey bees are
known to have the capability to perform a variety of complex tasks in order to live
successfully together.
Partnering for
Collective Success
DBCL focussed on leveraging its

strong on-ground capability and
strategic solution-based approach
to help advertisers achieve desired
objectives.
Joining hands with

Gillette Guard
Our unique initiative – ‘Gillette Guard – Safalta Apni Mutthi
Mein’ aims to boost the confidence of college students and
make them future ready to chart their career paths.
In its second season, the initiative was carried to the states
of Madhya Pradesh and Chhattisgarh, with a series of
campaigns covering 33,197 youth in 351 colleges.
33,197
Young participants in Gillette’s ‘Safalta Apni
Mutthi Mein’ campaign conducted across
351 colleges in MPCG region
01-40 41-116 117-222 223-288
Partnering for Collective Success
Creating investor awareness with Birla Sunlife

Our partnership with Birla Sunlife Mutual Fund in Madhya Pradesh and Rajasthan is a
knowledge proposition to help investors understand the nuances of wealth creation.
The encouraging response to the initiative has been inspiring us to expand it into new
geographies. We see in this partnership a huge potential for financial empowerment
of our readers.
A partnership with KDAH to

spread health awareness
We partnered with Kokilaben Dhirubhai Ambani
Hospital (KDAH), Mumbai to spread awareness about
the precautionary measures for Cancer, Spine problems,
Neurological disorders & Children healthcare. This non-
commercial campaign – ‘Swastha Jeevan Sukhi Jeevan’ – was
run across various markets of Gujarat with an objective of
positioning KDAH as a Multi-specialty Institute for Care.
We conducted 42 on-ground activations for 17 days. The
campaign garnered encouraging response and has been
inspiring KDAH to make it an IPR with Divya Bhaskar for the
coming seasons too.

Dolphins (Tursiops)
an informal grouping within the order Cetacea, Dolphins constitute aquatic mammals
that are grouped as Paraphyletics. Their sympathetic, friendly and caring nature places
them among the most loved animals. They are extremely popular with human beings,
especially children.
Caring for the

Society
Our philosophy of caring and sharing extends

to the communities around which we work, to
facilitate holistic growth of the society at large.
Our CSR model is structured to reach out to the
masses and drive an impactful social change.
01-40 41-116 117-222 223-288
Caring for the Society
Tilak Holi
This water conservation centric initiative
encompasses programmes to encourage people
to shift to natural colours during Holi celebration,
in order to reduce wastage of water.
Sarthak Deepavali Mitti Ke Ganesh

Motivates people to make Diwali a festival of true joy by
We urged people to observe
including the deprived and underprivileged sections of
Ganesh Chaturthi using idols
the society in their celebrations.
made of natural clay. We also
produced videos describing ways
to make these natural clay idols
at home.
Ek Ped Ek Zindagi
A initiative that encourages people to plant atleast
one sapling in their name and nurture it till it
becomes a fully-grown tree.
Daan Campaign
A new meaning to the Republic Day
(26th January) by asking people to
donate things, which are no longer of
use to them, to the needy.
Jal Satyagrah Save Birds

An initiative to save the birds, the
A widespread social initiative campaign appealed to the people to take
to create awareness among the care of them during the summer season
people about the scarcity of water by keeping aside food and water in
and ways to cut down its wastage. earthen pots.

Awards and Accolades
81 National and International Awards
3 Platinum
12 Gold
6 Honorary Awards Bagged by 94.3 MY FM 5 Gold, 5 Silver and 2 Bronze at ACEF (Asian
at the 12th Edition of India Radio Forum (IRF) Customer Engagement Forum)
Awards 2017 5 Gold: Most Admired Organisation for Social Cause; Best
Best Radio Promo (Gujarati): Anti Child Labour Day Media Relations/PR Campaign – Simhastha; Best Use of
Best Radio Programme (Marathi): Makar and Anaspure Show BTL Activities – Simhastha; Ujjain CTB for Best Publication:
Best On-ground Activation by a FM Station: Ek Rakhi Fauzi Integrated Marketing Communications Award for
Ke Naam
Excellence in Branding & Marketing
RJ of the Year (Gujarati): Archana Jani
Best Radio Programme: Hindi (Non-metro) – Intrusive 5 Silver: Simhastha for Excellence in Brand Management;
Admission Simhastha for Best Use of Events and Promotions;
RJ of the Year: Hindi (Non-metro Station) – Meenakshi Simhastha for Best Use of Out of Home Media and Mailer;
Most Admired Not for Profit Making Campaign for Comics
1 Bronze at New York Festival for Change
Anti-corruption Day Promo 2 Bronze: Best Behaviour Change Programme of the
Year for Comics for Change; Excellence in Corporate
1 Gold and 1 Silver at Communicator Awards Reputation for Azaad Soch, Punjab
Gold for Simhastha Promotion Item
Silver for CSR – Comics for Change
3 Platinum & 1 Gold at the MarCom
1 Gold and 1 Honorary Mention at Purple Awards 2017
Dragonfly Awards 3 Platinum: Annual Report FY 2016-17 Under the
Gold for CSR Comic Book – Comics for Change Category Publications; Rajasthan Pagdi Under the
Honorary Mention for Green Books Category Marketing/Promotion Campaign, Special Event;
Rajasthan Campaign Under the Category Marketing/
1 Bronze at INMA Global Media Award Promotion Campaign, Integrated Marketing
Best New Corporate Innovation – Comics for Change 1 Gold: Calendar 2017 Under the Category Publications
1 Bronze at DMA Asia Echo Award (Singapore) 1 Gold, 1 Silver and 1 Bronze at 57th
Media Effectiveness – No Negative Monday Association of Business Communicators of
India (ABCI) Annual Awards
2 Bronze at Big Bang Awards
Gold for ‘Corporate Brochure - Welcome to our World’
Media Innovation in Direct Mailer for Udta Punjab Mailer Under the Category ‘Brochure Design’
Newsletter for Samvad
Silver for Samvad Wallpaper – Utsav Ke Rang, Illustration
1 Silver and 1 Gold at BW Applause Awards for Comics for Change Waste of Taste, Social Responsibility
Communication for Comics for Change Mystery of the
Gold for Best Use of Integrated Marketing Communication
for Swatantra Vichaar Missing Water
Silver for Best Consumer Event/Activation for Simhastha Bronze for Photo Feature for Special Pull-out – Simhastha
01-40 41-116 117-222 223-288
Awards and Accolades
16 Silver
14 Bronze
36 Honorary Awards
1 Silver and 3 Bronze at Public Relation Society 3 Biggies Awards for DB Digital Organised by
of India (PRSI) Awards World News Media Network (WNMN)
Silver for Prestige Publication for Ujjain – The Eternal City First Position for Product ‘WisdomNxt’ Under the Category
Bronze for Newsletter Hindi for Parivar Excellence in Data-driven Business Process Efficiency
Bronze for Newsletter (English) for Young Bhaskar First & Second position in ‘Recommendations’ Under the
Bronze for E-Newsletter for Punjab Campaign Category Excellence in Data-driven Product Development
and Artificial Intelligence
1 Silver at WOW Awards
Silver for Small Budget On-ground Promotion of the Year 6 Awards for DB Digital at Biggies New York
for Jal Satyagraha FHRAI Tie-up
Excellence in Data Analytics: WisdomNxt
3 Summit Emerging Awards from Summit Excellence in Data-driven Product Development: Content
International Awards Recommendation
Emerging Leader Award for Simhastha Campaign Excellence in Natural Language Processing: Use of Artificial
Emerging Visionary Award for Independent Thought Intelligence in News Processing
Campaign in Maharashtra Excellence in Use of Bots: Use of NLP in Content
Emerging Innovator Award for T-Caddy Trade Recommendation
Excellence in Use of Data-driven Technology: WisdomNxt
1 Gold, 6 Silver and 2 Bronze at Public Relation Excellence in Data-driven Advertising Campaign:
Council of India Awards Campaigns Through Lotame
1 Gold: Table Calendar – Samvad
6 Silver: Radio Jingle – Jeeto 15 Crore; Motivational Film – 3 National Awards for dainikbhaksar.com at
12 Independent Thinkers; Public Service Campaign – Live DIGGIXX
Positive Kota; Diary 2018 – Dainik Bhaskar Corporate 3 Awards Bagged for Autobot, Bigdata Tech and Ramleela
Diary; In-house Journal Print – Samvad; TV Commercial – Gamification
Padhiye Wo Jo Padhna Chahiye
2 Bronze: Public Service Advertisement – Live Positive Kota; DB Digital Bestowed with the Title of Most Digitally
Corporate Event – Marathi Literature Festival
Enabled Organisation in the Category of Technology
1 Gold and 1 Silver Medal at Abbys 2018 Awards for AUTOBOT by 8th India Digital Awards
Organised by The Internet & Mobile Association of
Gold for Best Launch Marketing Campaign for New Title
India (IAMAI) in New Delhi
Called ‘Yougle’ – A Newspaper for the Youth
Bronze for Best Marketing of a Printed Newspaper for Acknowledged as ‘India’s Most Trusted Company
Jeeto 15 Crore 2017’ Category by Research Conducted by Media
Research Group (MRG - International Brand Consulting
12 Medals at Asian Customer Engagement
Corporation USA)
Forum
12 medals won for Brand Promotion, Customer
Activation, Use of Technology, Digital Content Campaigns
and CSR Activities

Corporate Information
Board of Directors Registrar and Transfer Agents

Managing Director Karvy Computershare Pvt. Ltd.
Mr. Sudhir Agarwal Karvy Selenium Tower B,
Plot 31-32, Gachibowli Financial District,
Deputy Managing Director Nanakramguda, Hyderabad - 500 032
Mr. Pawan Agarwal Tel No.: 040 6716 2222
Fax No.: 040 2300 1153
Non-Executive Director
Mr. Girish Agarwal Registered Office
Plot No. 280, Sarkhej - Gandhinagar Highway,
Non-Executive Independent Directors
Near YMCA Club, Markaba,
Mr. Piyush Pandey Ahmedabad - 380 051,
Mr. Harish Bijoor Gujarat
Tel No.: 079 3988 8850
Mr. Ashwani Kumar Singhal Fax No.: 079 3981 4001
Mr. Naveen Kumar Kshatriya
(until 30th September, 2017) Head Office
Ms. Anupriya Acharya Dwarka Sadan,
6, Press Complex, M P Nagar,
Company Secretary Bhopal - 462 011,
Ms. Anita Gokhale Madhya Pradesh
Tel No.: 0755 3988 884
Fax No.: 0755 2675 190
Auditors
Price Waterhouse Chartered Accountants LLP,
Chartered Accountants, Mumbai
Corporate Office
501, 5th Floor, Naman Corporate Link,
Gupta Mittal & Co., Opp. Dena Bank, C-31, G-Block,
Chartered Accountants, Bhopal Bandra Kurla Complex, Bandra (East),
Mumbai - 400 051,
Tel No.: 022 7157 7000
Fax No.: 022 7157 7093
CIN
L22210GJ1995PLC047208
Website
www.bhaskarnet.com
01-40 41-116 117-222 223-288
Management Discussion and Analysis
Statutory Reports
42 Management Discussion and Analysis
57 Board’s Report
89 Report on Corporate Governance
109 Business Responsibility Report
Financial Statements
Standalone
117 Independent Auditors’ Report

122 Balance Sheet
123 Statement of Profit and Loss
124 Statement of Change in Equity
125 Statement of Cash Flow
127 Notes
Consolidated

174 Balance Sheet
179 Notes


COMPANY OVERVIEW rating after 14 years, from Baa3 (lowest investment grade)
D. B. Corp Ltd. (DBCL) is India’s largest media conglomerate to Baa2, also underlines the strength of the country’s
with presence across Print, Radio and Digital. The Company economic fundamentals.
is headquartered in Bhopal, Madhya Pradesh, India, with over
11,000 employees across the country. After a temporary slowdown triggered by the
demonetisation and implementation of GST exercise, the
As India’s largest print media Company, DBCL publishes 6 economy started showing signs of recovery in the second
newspapers - Dainik Bhaskar (46 editions), Divya Bhaskar (9 half of FY 2017-18. The revival in positive sentiment was
editions), Divya Marathi (6 editions), Saurashtra Samachar, reflected in the pick-up in industrial production and a
DB Star and DB Post in 4 languages i.e., Hindi, Gujarati, decline in retail inflation (as measured by the CPI) after
Marathi and English. DBCL is present across 12 states in India a period of negativity. The last quarter of the fiscal saw
with a footprint in Madhya Pradesh, Chhattisgarh, Rajasthan, India record its fastest growth in seven quarters at 7.7%, to
Haryana, Punjab, Chandigarh, Himachal Pradesh, Delhi, overtake China, which grew at 6.8% in the quarter ended
Gujarat, Maharashtra, Jharkhand and Bihar. DBCL is the March 2018. The farm, manufacturing and services sectors
only media conglomerate that enjoys a leadership position propelled this growth, which is expected to sustain in the
in multiple states, in multiple languages and is either a clear coming year.
leader or a formidable player in all its major markets.
The Company’s other business interests span across radio and Media and Entertainment Industry
digital mediums. In the FM radio segment, the brand has a Overview
strong presence in ‘94.3 MY FM’ available in 7 states and
Based on the 'FICCI - EY Indian Media and Entertainment
30 cities creating a valuable package to advertisers in Tier II
Industry report- 2018, FICCI KPMG Indian Media and
and III cities, where Dainik Bhaskar is already a leader in its
Entertainment Industry report- 2017 and Pitch Madison
print business.
advertising report 2018, the Indian M&E Industry reflects a
DBCL also has a strong online presence with 9 internet portals positive outlook.
with a very formidable and strong position in almost 67% of
Indian language media space, in terms of Unique Visitors and The Indian media and entertainment (M&E) industry reached
Page Views. Further, it is the dominant No.1 digital player in ` 1.5 trillion in 2017, witnessing a growth of 17% over
various Indian languages, i.e., Hindi and Gujarati, alongside 4 2016. The growth, to a large extent, was driven by the
actively available and well-used mobile apps - Dainik Bhaskar digital segment. The film segment growth was driven by
and Divya Bhaskar. international revenues garnered by Indian films. This, along
with India regaining its stature as an efficient and high-
Dainik Bhaskar was identified as India's Most Trusted
quality outsourcing destination - led to the corresponding
Company 2017 in "India's Most Trusted Media Company"
growth for the animation, VFX and post production business.
category as per research conducted by Media Research Group
Television also maintained its steady momentum, led by
(MRG-International brand consulting corporation USA).
digitisation of television homes, and tent-pole properties
like the IPL and non-fiction programming, particularly in
ECONOMY OVERVIEW
regional languages.
Amid an improving macro-economic environment, the
global economy is witnessing a cyclical recovery, reflecting The M&E industry moves in sync with the domestic economy,
a rebound in investment, manufacturing and trade. For the reflecting the growing trend of disposable income led by
first time since 2010, the world economy is outperforming stable economic growth. As such, with the economy poised
expectations on the back of benign global financing to deliver better growth over the coming years, the outlook
conditions, accommodative policies, rising confidence for the Indian M&E industry looks promising.
and firming commodity prices. The global GDP forecast
for 2018 and 2019 is 3.9%, up from 3.8% in 2017 and Largely driven by an overall positive sentiment, ad spends
3.2% in 2016. The global economic growth is broad-based by companies are expected to increase in FY 2018-19 and
across most advanced and emerging economies, with beyond. A booming economy witnesses a higher spending
the Indian economy projected to be the engine of world on advertisements by various industries, as sales grow.
economic growth, as it is expected to expand at 7.3% and Advertisement accounts for around 50% of the industry’s
7.5% in FY 2018-19 and FY 2019-20. revenue. With global growth gradually reflecting an up-
trend, export-led entertainment companies are expected to
Source: IMF’s World Economic Outlook - April 2018
gain from international growth.
World Bank India Report, March 2018
As the fastest growing economy in the world, India is The Indian M&E industry is expected to grow at a steady
expected to emerge as one of the top three economic pace going forward and cross ` 2 trillion (USD 31 bn) mark
powers of the world over the next 10-15 years, as per the by 2020 - clocking a CAGR of 11.3%. The M&E sector thus
Central Statistics Organisation (CSO) and IMF (International continues to grow at a faster rate than the GDP growth
Monetary Fund). Moody’s upgradation of India’s sovereign rate, reflecting the growing disposable income led by stable
01-40 41-116 117-222 223-288
Media Sector - Strong and Consistent Growth Media-wise share of advertising revenue as per
(` bn) Pitch Madison Advertising Report 2018
821
918
1026
1157
1262
1473
2032
OOH Cinema
.3%
6% 1%
11
th
ow
Digital
Gr
17%
GR
CA Television
37%
12 .4%
ro wth
G RG
CA Radio
4%
2020E
2012
2013
2014
2015
2016
2017
Print
35%
Source: FICCI-EY Indian Media and Entertainment Industry Report 2018, FICCI- Source: Pitch Madison Advertising Report 2018
KPMG Indian Media and Entertainment Industry Report 2017
economic growth and changing demographics. According Indian print media differs from the trends displayed
to the FICCI-EY report, global M&E companies also view in western markets, on account of some key reasons,
India as a highly attractive market today with huge potential mentioned below:
based on demographic and economic factors. The overall
1. redible content - In the backdrop of fake and absurd
C
growing need for respite and escapism seems to be leading
to a situation wherein subscription revenues are not being news on various social media platforms as well as
impacted by economic shifts and slowdowns, as witnessed other mediums, the creditworthiness of all newspapers
during 2017. The quality of subscription revenues remain content is increasing manifold.
high, and is expected to provide a stable source of income
growth till 2020. 2. vailability of huge headroom for future growth -
A
The Indian population is expected to witness continuous
It is important to note, that media spend in India is at 0.41% yearly growth at ~1%, along with growth in literacy
as a percentage of GDP in 2016, while in some other mature and living standards. Presently, only around 35% of the
markets like US, UK, Europe, China and Indonesia, the Indian Readable population reads newspapers.
media spend as a percentage of GDP ranges from around
1.5% to 1%.
Headroom for Print Growth (figures in crore)
Print Media
31
India’s Reading Habit Can Read Pop
30
Despite short-term disruptions, such as demonetisation and
Any Publication
GST implementation in the second half of fiscal 2017 and first 25
half of fiscal 2018, respectively, print media grew by 8% to 20
reach ` 303 bn in 2017, with the second largest share of the
15
Indian M&E sector. Stability after short-term disruptive incidents, 11
witnessed during the second half of the year, is anticipated 10
to sustain the momentum, with Print expected to grow at 5
an overall CAGR of approximately 7% till 2020 with Indian
0
languages at 8%-9% and English expecting to reflect a slower Urban
growth rate. Source: IRS 2017
Source: FICCI-EY Indian Media and Entertainment Industry Report 2018, FICCI-KPMG Indian Media and Entertainment Industry Report 2017 and Pitch Madison Advertising Report 2018
Note: Years mentioned are Calendar Years

3. yper-Localisation - Newspapers carry diversified

H areas. Thus, readers have enough time available to
content, which meets the needs of local neighbourhood/ read newspapers.
city news. Its credible content helps to meet the
requirement of a diverse set of readers. 5. Availability - Newspapers are distributed and delivered
to the customers’ doorstep every morning, free of
distribution cost to readers, making them accessible
4. ifference in lifestyle - Approximately, 90% of
D
and convenient. People in the West, generally buy
India’s population resides in Tier II and Tier III towns,
newspapers from the stands or the metro stations.
where commuting time between residence and
office is averaged at 20 minutes only; office and 6. Affordability - Newspaper cover prices are low in India. At
market opening timing is around 10 AM in these a cost of around `120 per month (roughly USD1.5) net.
Historical Growth
1. As per an Audit Bureau Circulation (ABC) press release, the Indian newspaper industry is witnessing a CAGR
growth of 4.87% over a 10-year period from 2006 to 2016
Hindi 8.76%
Telugu 8.28%
Kannada 6.40%
Tamil 5.51%
Malayalam 4.11%
English 2.87%
Punjabi 1.53%
Marathi 1.50%
Bengali 1.49%
Source: Audit Bureau of Circulation Press Release dated 8th May 2017
2. As per the IRS 2017, Print occupies a lion’s share in major media markets of India
Many Markets Offer Potential For Non-TV media Figs in %
TN
Punjab
HP
Delhi
Kerala
Karnataka
Telangana
AP
Uttarakhand
Haryana DTH / Dish
Maharashtra
Jammu & Kashmir Normal Antenna
Gujarat Cable with Set Top
North East
Cable without Set Top
All India
Chhattisgarh DKCS
WB No TV
Odisha
Rajasthan
MP
Assam
UP
Jharkhand
Bihar Each State Homes = 100
0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%
Source: MRUC Website - http://mruc.net/uploads/posts/a27e6e912eedeab9ef944cc3315fba15.pdf
01-40 41-116 117-222 223-288
3. As per the IRS 2017, Newspaper Readership has demonstrates that Print has a much wider spread clientele
grown by 40% in the last 3 years and, therefore, is less vulnerable.
Dailies' Figs in crore (12+ Years) % Change
Brands leverage the Print segment’s ability to address a wider
Readership IRS 2014 IRS 2017 vs '14
audience, especially given its presence in Tier II and III cities.
Last 1 month 27.6 38.5 40% Rapid growth in these regions has created opportunities for
Up to 7 days 24.3 30.6 26% national/regional entrepreneurs who have localised offerings
Up to 3 days 20.8 24.1 16% and want to leverage the boom in these markets. The
combination of Print with digital can demonstrate a high
Base: All languages, All India (U+R), 12+ Years
return on investment.
Source: MRUC Website
http://mruc.net/uploads/posts/a27e6e912eedeab9ef944cc3315fba15.pdf
Circulation Revenue
Advertising Revenue Circulation revenue grew 8% on the back of higher
Advertising revenue grew at 7% in 2017, despite uncertainties circulation or copies distributed, mainly in underpenetrated
surrounding RERA and GST implementation and the spillover markets. This was driven by micro-targeting of localities
effects of Demonetisation. Classifieds and retail advertising and increased reach of distribution. Cover prices during
declined especially during the first quarter, owing to a the year were either flat or increased moderately for
decline in sales due to cash shortages. The second half of most publications.
the fiscal saw a recovery, led by increased ad spending by
India has one of the lowest cover prices in the world, with
the Government and political parties during state elections,
the cost of printing and distributing the newspaper being
revival of spends during the festival season, greater focus
higher than the cover price. The trend of rising cover prices
on yield management by the industry and changes to the
is expected to continue, owing to rising crude prices and an
product as well as consumer engagement undertaken by
increase in newsprint prices.
many players.
Readership
Amongst advertiser industries, Education, Auto and (Source: IRS 2017)
Government were the largest spenders on Print in 2017,
India’s push towards increasing literacy levels is helping
followed by FMCG, Retail and Real estate. Media and
widen and extend the country’s readership base. The latest
E-commerce saw the maximum increase in ad spends. In
comparison with Television, wherein four categories account IRS results - released after a gap of over three years - show a
for 75% of the total advertising, as many as 13 categories significant growth with sizeable increase in Total Readership.
contribute the same percentage to Print advertising. This 92% of readers read dailies, while 20% read magazines.
% Reach by age (in years)

2014 2017
28%
42%
38%
50%
34%
42%
30%
38%
29%
37%
26%
30%
2%
f3
tho
ow
Gr
% %
50 24
of h of %
h wt 27
owt o of
Gr Gr th
ow
Gr
12-15 16-19 20-29 30-39 40-49 50+Years

Source: IRS 2017

Rural total readership grew at a faster pace as compared with Radio Industry
Urban - 14.4% vs. 8.3%, resulting in Rural’s share of reach The Radio Industry achieved a revenue of ` 25.8 bn during
(but not revenues) overtaking the Urban share to reach 52%. 2017, registering a healthy growth of 14% over 2016,
Furthermore, the structural differences between English and despite the lingering effects of demonetisation and the
Hindi or other Indian language newspapers as well as urban implementation of GST. A large youth population, growth in
and rural readers appeared quite prominent. the quality and quantity of film music on the radio, built-
in FM receivers in mobile phones sold in India, increased
English newspapers are predominantly the play of the time spent out of home, in transit and building strong local
top 7-8 cities and Tier I towns of India. However, off late content, are some of the key factors which will continue to
their circulation and revenue growth has tapered down as drive the Radio Industry’s growth.
the consumption pie has moved to Tier II and III cities and
towns where local language newspapers are more dominant. In December 2017, the Government gave its approval for
Therefore, Hindi and other Indian language newspapers have the e-auction of the third batch of private FM Radio Phase-
grown at a faster pace and are expected to maintain this pace III, which will complete the coverage of private FM radio
over the coming years as well. broadcasting across all states and six Union Territories.
The growth in the radio industry, to a large extent during
the year, has been volume driven with the launch of Phase
Another interesting fact is that the 12-19-year age segment
III auctions, witnessing an addition of 162 new FM radio
is driving publications’ top-lines. As a result, publishers are
stations. Addition of new stations in existing cities and the
constantly reinventing their products.
proliferation of private radio to smaller cities are also likely to
Print players have renewed their focus on efficiency increase the listener base. Increase in the number of stations
and automation. Some initiatives towards achieving resulted in further building up of the inventory in the system.
these aims are:
The industry continues to remain skewed towards larger
a. obotics process automation: Several repetitive
R
cities with the top 15 cities accounting for about 60% of
functions, such as release order scheduling and printing
the segment’s overall revenue. The disparity in terms of rates
to invoicing reconciliations and inventory consumption
reconciliation are all being automated.
Integrated newsroom across mediums: An

b. Radio Industry Revenue (` in bn)
integrated newsroom enables any piece of news that
is generated or gathered to be used across a news
12.7
14.6
17.2
19.8
22.7
25.8
33.8
organisation and across different media, including its
syndication to other media entities.
%
f9
o
th
c. nalytics and loyalty: There is a focus on developing

A
ow
Gr
a single view of customers across print, digital, radio,

GR
events etc., which enables building on customer

CA
engagement and increases the depth of the relationship,

which, in turn, increases the monetisation opportunities, f 15
%
wth o
particularly around strong communities. Gro
GR
CA
d. Cost management: During 2017, print companies
re-looked at several metrics in order to manage costs
better. Focus was maintained on revenue generating
functions while many support functions were
rationalised.
2020E
2012
2013
2014
2015
2016
2017
Dailies Added 11 crore Readers in

the Last 3 Years as per IRS 2017 Source: FICCI-EY Indian Media and Entertainment Industry Report 2018,
FICCI-KPMG Indian Media and Entertainment Industry Report 2017
01-40 41-116 117-222 223-288
between Metro and smaller cities continues to grow with Digital Media
the former being approximately 10 times the rate of latter. Digital media continued to attract the attention of all
Smaller stations though, given the value proposition they concerned with its ad share reaching 17% of the total ad
offer, are growing steadily. The share of local advertising in spend in the country. With an increase in the supply line and
the radio market has increased from 20%-30% in the early non-commensurate increase in demand, digital ad revenue
2000s to up to 60% currently. rates have reduced substantially for all segments.
Radio companies, given their ability to meet the local

demand, facilitate advertisers to target specific markets. This,
in turn, enables radio companies to garner better pricing,
Digital Industry Revenue (` in bn)
as local advertisers’ budgets are of smaller ticket sizes. The
key advertiser industries that contributed positively during
21.7
30.1
43.5
60.1
76.9
118.9
223.7
the year include real estate, FMCG, BFSI, auto, telecom,
.5%
e-commerce and media.
23
of
The industry also witnessed new and innovative methods
th
ow
deployed by the incumbent players towards widening their
Gr
GR
audience reach. Some of the players are focussing on the
CA
“in transit” segment by targeting airports, railways and
%
metros and have entered into an agreement with Railway f 41
wth o
corporations with an objective of offering entertainment Gro
GR
CA
to travellers and developing travel entertainment as an
independent vertical.
Lastly, the Government’s decision to allow players to operate

multiple frequencies in a city, subject to certain restrictions
during Phase III has resulted in the creation of content
differentiation. Existing players are working towards creating
2020E
2012
2013
2014
2015
2016
2017
different genres of music as well as music in different
languages, to grow the listener base. Though at an infancy
stage, it will be interesting to evaluate the commercial success
of second channels in the coming years. The Government Source: FICCI-KPMG Report 2017 & FICCI-EY Report 2018
is expected to allow the long-pending demand of FM radio

players for airing of news content, which is expected to Digital Ad spends by Device
increase listenership manifolds. According to a report on digital advertising (desktop +
mobile) by Dentsu Aegis Network (2018 & 2017), within
As the industry matures, it offers a large degree of automation digital, social media currently takes the lion’s share of ad
given that it is not manpower-intensive. Front facing roles, spends at 28%. Search and Display constitute 26% and
which are undertaken by humans at present, could be 21% of the pie, respectively, while Video has a 19%
reduced going forward, owing to increased programmatic share. The report predicts that Video is expected to see
ad buying, akin to digital platforms (measurement will be a the highest CAGR of 38% and will have a share of 22% by
key enabler to this shift). Other trends expected in the future
2020. Spends on display are expected to grow at a CAGR
are commission-based direct selling agency models for small
of 36%, while social media is expected to grow at a 34%
local advertisers, automation of release order scheduling and
CAGR. Search, however, will see a slower growth rate of
transparent open-ledger billing and collections, etc.
25% with its share in spends reducing from the current
26% to 22% by 2020.
Radio Industry Revenue 5-YEAR CAGR
growth is 15% for the period 2012 to 2017 Key contributors towards the growth were e-commerce with
a share of 19%, followed by FMCG at 13%.

Digital Media Spends on Desktop & Mobile

Social Media
Desktop Mobile Display
Classified
20% 18% Search
29% 27%
Video
25%
27% 19% 24%
5% 6%
Source: Denstu Digital Report 2018
Digital Infrastructure
Digital Media Spends by Devices for 2017 The rapid uptake of connected devices, especially smartphones
43% 57%
and tablets, is instrumental in media consumption shifting
beyond traditional media formats, such as broadcast and cable
TV towards digital mediums. Increased digital consumption
in India is expected to help media conglomerates drive
consumer aggregation.
Some trends emerging in the digital space are:
a. Smartphone penetration reached around 33% in

2017, with the number of smartphones sold in India
totalling 124 mn by Q4 2017, making India the 2nd
largest smartphone market in the world. Over 83% of
the smartphones in the country operate on Android OS.
Source: https://sokrati.com/blog/india-digital-ad-statistics-2018/
b. vailability of smartphones at low-cost options
A
increased during 2017; more importantly, this availability
was bundled with data plans and Wifi connectivity.
Categories advertising on digital
c. I mprovement in connectivity led to an increase in the
Retail subscriber base of mobile users which was estimated to
M&E
be 650 mn in 2017.
8% 6%
Auto
E-Comm
d. doption of 4G network is gradually increasing; now
A
9%
19% 3G along with 4G constitutes over 75% of the overall
Consumer wireless internet user base.
durables 9%
e. verage monthly data traffic usage was estimated to
A
have reached 3.9 GB per month per smartphone in 2017.
11% 13%
BFSI FMCG
Average download speed as of November 2017
f.
was 8.80 Mbps and 18.82 Mbps for fixed broadband
12% 13% downloads.
Telecom Others
g. Video consumption: 250 mn people viewed videos
Source: Dentsu Digital Report 2017 online in 2017, a growth of 64% over 2016.
01-40 41-116 117-222 223-288
h.
Currently only 1-2% of consumers pay for media INDIAN M&E INDUSTRY - OPPORTUNITIES
content online. AND THREATS
(Source: FICCI - EY Indian M&E Industry Report, 2018)
31% of the total online searches are for
i.
The Indian M&E industry is expected to grow with a strong
entertainment. Searches other than entertainment are
momentum and cross the USD 31 bn mark by 2020, clocking
also increasing within areas of lifestyle and education.
a CAGR of 11.3%. However, in 2017, advertising revenues
were impacted by several macro headwinds, including some
j. Indian language content consumption is constantly
spillover effects of demonetisation, the impact of RERA and
on the upswing, with consumption of 93% of the time
ad spends on the real estate sector, as well as a slowdown
spent on videos in Indian languages.
in ad spends across different M&E segments in efforts to
manage inventories due to GST implementation. While
ad revenues are about 51% of the total pie currently, it is
English 7% anticipated that these will reach 53% by 2020.
Other
regional
languages India is steadily inching towards becoming the third
30% largest economy in the world by 2030, backed by a strong
demography, economic factors and a supportive regulatory
environment. India will also become the most populous
country in the coming years, surpassing China. Therefore, the
trends in traditional newspaper readership in India continue
to be biased towards greater affinity for Indian language
newspapers, as Indian rural and semi-urban areas continue
to expand. Amongst Indian language newspapers, the bulk
Hindi 63% of Hindi readership continues to come from rural areas which
have also been exhibiting faster growth at a macro-level for
language products. These are the high-growth markets where
Dainik Bhaskar continues to build a leadership presence and
over the last fiscal has significantly expanded its readership
Source: FICCI-EY Report 2018
base in these regions.
k. Of the total time spent on mobiles by a mobile user in In addition to growing literacy, other factors that will
India, on an average 40% is spent on social media and contribute to the industry’s growth are:
communication, 30% on entertainment and 30% on
other categories, such as gaming, news and commerce. • Young Consumers: 61% of the Indian population
is below the age of 35 years, a trend which will
l. egional news consumption is on the rise,
R continue through 2020. This also reflects the
with significant traffic coming from rural and semi- growing aspirations and the potential of increasing
urban regions. 84% of India’s total digital population consumerism in the economy.
consumed news digitally in April 2017.
m. As more and more outlets emerge for dissemination of

news, the issue of credibility gains importance. 2017
saw a clear shift toward credible news brands.
8.76 % Hindi Print
4.87
Digital ad platforms have been instrumental in direct sales
and hence, increasing penetration of digital media amongst
the Indian audience is creating huge opportunities for % Overall Print
marketers to reach out to untapped audiences in newer ways.
With the gamut of opportunities to interact with consumers 10-Year CAGR Growth over the period 2006 to
broadening, marketers are getting innovative with the way 2016 as per ABC.
they choose to advertise to their audiences.

Global Print Circulation Trend Top 5 countries (in mn)
2010
13% 6% 2% 2% 4%
2015
350
5-Yr CAGR
300
250
200
150
100
50
0
India China Japan USA Germany
Source: WAN IFRA World Press Report 2016 / Press In India Report 2015-16
• Urbanisation: Approximately, 35% of the population piracy in India. Weak IP regulations and ineffective
is expected to reside in urban areas by 2020, expanding enforcement have been a deterrent to producing
the economic potential of surrounding regions. original content and IP. Also, with the growing global
reach of the Indian M&E industry and the growth of
•
P otential for number of metros to grow the Indian diaspora abroad, the international piracy of
substantially: 10 metro cities and 26 mini metros are Indian content has also emerged as a key challenge.
on course of development by 2020.
• Low price point: The Indian market is highly price
• Average income: The average household income sensitive and is majorly advertisement driven. Sectors
is likely to grow 1.5x by 2020 to reach USD 10.1K, such as Print, Digital, Television and Radio draw revenues
signifying a strengthening of purchasing power and from advertising. The average subscription cost for
migration towards superior and branded products. Newspapers is ~USD 2 for a month, Cable/VoD in India
is USD 1-3 and average film ticket prices are around
• GDP growth: The GDP growth is likely to remain steady ~USD 2. Currently, only about 1-2% of consumers pay
between 6.5% - 7.5% through 2020. for media content online.
• FDI inflows: From April 2000 to June 2017, FDI inflows • Input costs: The Indian newspaper industry imports
in Information and Broadcasting (including print media) more than 50% of its paper consumption, mainly
reached USD 6.6 bn. from the US, Russia and Canada. Being a significant
component of cost, players are sensitive to price
Threats fluctuations. Rising prices and depreciation of the
• Piracy: The Digital media sub-sector in India has not Indian rupee are therefore generally a cause of
been able to fully monetise its content due to rampant concern for the industry.
01-40 41-116 117-222 223-288
DBCL - SEGMENTAL PERFORMANCE existing potential amongst Surat’s non-Gujarati

I) PRINT SEGMENT speaking, multicultural, industrialised households,
who have migrated from neighbouring states like
Dainik Bhaskar newspaper continues to be Rajasthan, NCR, Punjab, Haryana UP, Bihar, Jharkhand
the Nation’s largest circulated multi-edition and Uttarakhand.
Daily, as per Press In India Report 2016-17
prepared by the Registrar of Newspapers Editorial Framework
of India (RNI) and recently informed by The overall performance and growth reported continues
the Honourable Union Information and to be driven by a clear and focussed editorial strategy
Broadcasting Minister, Mr. Rajyavardhan that centres on ‘regular product reinvention’ and
Singh Rathore. offering content that meets the readers’ needs, builds
their aspirations and becomes an ‘integral part of
s per recently announced Indian Readership
A their lives’.
Survey (IRS) numbers, the Dainik Bhaskar Group
has maintained its leadership as the Largest
Dainik Bhaskar’s editorial strategies were realigned
Newspaper Group of Urban India. The Dainik
during the fiscal to factor in changing times of high
Bhaskar newspaper continues to hold the
engagement with social media-focussed strategies being
# 1 position as the largest read newspaper
driven by senior management and the leadership team,
of SEC AB (Socio Economic Class AB), which
cascading to all subsequent levels. Initiatives continue
is now called NCCS AB. The Dainik Bhaskar
to be aimed at delivering contemporary and relevant
newspaper also holds #1 position as the
largest read newspaper of Socio-Economic stories, editorial efforts focussed on in-depth page-wise
Class - A, i.e. SEC A, which is now called story planning and knowledge-focussed content.
NCCS A.
ainik Bhaskar continues to be the world’s

D hile DBCL’s editorial philosophy and
W
fourth largest circulated daily by WAN IFRA content strategy continue to be centred
in its World Press Trends 2016 report. It ranks on ‘Kendra Mein Pathak’, Dainik Bhaskar’s
behind 3 newspapers from outside India, of readership appeal this fiscal has focussed
which 2 are from Japan and 1 from USA. on the ‘Knowledge Theme - Har Zaroori
Khabar Mein Hoga Aapke Kaam Ka
Knowledge’. This theme and approach has
During FY 2017-18, the Company executed a very been an extension of the earlier initiatives
challenging and ambitious Circulation Expansion based on ‘Kendra Mein pathak’ and hence
strategy in its legacy markets of Rajasthan, Gujarat, constitutes the second phase of its product
and in the newer market of Bihar. The circulation copies enhancement drive.
increased from an average of 50.4 lakh copies at the
start of the initiative in July 2017 to 57.9 lakh copies by
the end of the year, i.e., a growth of around 15% in a The Knowledge Theme continues to be implemented
9-month period; and this entire circulation increase was successfully through several initiatives such as:
achieved at a higher cover price.
• full page has been dedicated to ‘knowledge’,
A
On the occasion of successful completion of 14 years in based on utility content to help readers in their
Gujarat, Dainik Bhaskar commemorated Divya Bhaskar daily life.
Utsav: The Utsav was a grand ten-day celebration in
• E stablished associations with Nat Geo and
Ahmedabad with star-studded events presented by
Discovery - both leading international publications
eminent personalities in entertainment, business and
for ‘Photo of the Week’.
finance, music, poetry and chefs. Divya Bhaskar’s launch
in Gujarat in 2003 was a truly historic moment for the
• T aken steps to ensure ‘knowledge development’
Group, as it forayed into a non-Hindi domain for the
by strengthening human infrastructure:
first time and launched ‘Divya Bhaskar’ in Gujarati.
o Institution of a ‘Knowledge advisory board’
Dainik Bhaskar also marked their expansion into Gujarat with eminent Indians and stalwarts across
and launched the Surat edition on 30th April 2017, various disciplines.
establishing a strong presence in a large cosmopolitan
city with almost 28 lakhs of the non-Gujarati speaking o Establishment of a national reporting team
population. Dainik Bhaskar successfully tapped the in Delhi.

15
o Drawing synergies from the integration of print
and digital entertainment. This is achieved by
print and digital teams working together to
leverage each other’s content strengths % growth in Copies sold
Circulation Framework from 50.4 lakh copies in start of initiative in July
In FY 2017-18, DBCL registered a 7% growth in 2017 to 57.6 lakh copies in March 2018
circulation revenues. The Company delivered a 15%
CAGR over the past five years [from FY 2011-12 to II) RADIO SEGMENT: 94.3 MY FM
FY 2016-17]. This was driven by the yield in core In the radio segment, MY FM completed the fastest roll
legacy markets, which was much above industry out of all 13 newly acquired stations under Batch I of
reported numbers. Phase III and expanded the Company’s reach to 7 states
across 30 cities, being the largest player in the Rest
DBCL’s circulation expansion strategy has delivered of Maharashtra and No. 1 in Chandigarh / Haryana /
strong results during the year as reflected in its numbers. Punjab / Rajasthan / Madhya Pradesh and Chhattisgarh.
The Company's focussed and well-executed circulation
strategy has resulted in almost 15% growth in terms of The Indian radio industry has been charting its own
number of copies sold. In absolute terms, it had around growth path, creating a noteworthy impact on India’s
57.6 lakh copies as of March end 2018 compared to Tier II and III towns and cities, by emerging as a
around 50.4 lakh copies at the start of the initiative in complementary vehicle of choice to print advertising,
July 2017. The growth was majorly delivered in markets for all leading brands targeting India’s emerging middle
of Bihar, Rajasthan and Gujarat. class. In this milieu, the core philosophy driving 94.3
MY FM continues to leverage the significant growth
The commendable performance has been achieved on potential in India and capitalise on the marked shift in
the back of a higher circulation base and an increased attitude towards consumption of radio content.
cover price. The circulation strategy was complemented
by strong editorial and product enrichment

Led by its reach and presence across
efforts along with unique and impactful reader
7 states, 94.3 MY FM has established
engagement initiatives.
itself as an integral part of media plans,
illustrating the growing importance
Successful expansion drive in Bihar: Dainik Bhaskar has
of radio as an essential medium for
expanded its reach to 38 districts with around 7 lakh
advertisers seeking to target more
copies. Between July 2017 and March 2018, Dainik
focussed and localised audience groups.
Bhaskar aggressively expanded its copies in circulation,
reporting over 2X growth across 38 districts covering
key Tier II and III cities and towns of Bihar. The focus Innovative and unique activation initiatives were
now continues to be on strengthening its presence in undertaken throughout the fiscal that strengthened
the state and building stronger bonds with associates. 94.3 MY FM’s connect with listeners and leading
For the first time, 100% booking of copies was achieved consumer brands alike. Some of these were:
through a Mobile App which provides a totally authentic • T he launch of a new brand campaign with sharper
and certified database of subscribers. As part of the product promise of "Chalo Aaj Kuch Achcha Sunte
drive, over 20 lakh households were visited by a team of Hai" during FY 2016-17, across stations, to engage
over 7,000 surveyors across 38 districts. and strengthen listener connect.
Dainik Bhaskar’s Bihar foray was initiated in 2014 with • Extending the "Achcha Sunte hai" promise, MY
the launch of its Patna edition. Thereafter, followed by FM gifted hearing aids to children (aged 6-8
the launch of editions in Bhagalpur, Muzaffarpur and years) with hearing impairments. This drive was
Gaya in 2015, Dainik Bhaskar undertook an ambitious implemented across Surat, Rajkot and Ahmedabad.
drive to expand its circulation since July 2017. An overwhelming number of people responded to
MY FM’s call to make a difference.
Reader engagement activities were also core to the
circulation growth strategy through retaining readers • elebrating 10 years of presence in Ahmedabad
C
and attracting new ones. Activation initiatives and Surat, MY FM executed the biggest Music
like 'Tambola' and the launch of 'Jeeto 15 crore' and Entertainment Festival. More than 25,000
have been instrumental in the success of DBCL’s and 7,000 people in Ahmedabad and Surat,
circulation strategy. respectively, witnessed the event.
01-40 41-116 117-222 223-288
• Ek Rakhi Fauji Ke Naam campaign - MY FM RJ Gaining traction in traffic:

asked listeners to send Rakhis for their brothers • DB Digital has a very formidable and strong position
in the army. More than 2,99,446 Rakhis were in almost 67% of the Indian language media space
collected through this initiative. in terms of Unique Visitors and Page Views.
• angrezz Season 4 - MY FM flagged off India’s

R • F urther, it is the dominant No.1 digital player in
largest painting competition across the network. various Indian languages, i.e., Hindi and Gujarati.
The theme was based on inciting a deep sense of www.bhaskar.com the flagship website is the
pride amongst children, through catchphrases like Largest Hindi News Site, while Divya Bhaskar in
Incredible Rajasthan, Incredible Gujarat, etc. Over Gujarati (www.divyabhaskar.com) continues to be
612 schools and 3 lakh children participated. Largest News Site in Gujarati.
III) DIGITAL SEGMENT - DB DIGITAL • The total Dainik Bhaskar and Divya Bhaskar app
DBCL’s digital footprint is spread across 9 web portals downloads were 12.3 mn as of YTD March 2018,
and 4 apps. These are growing steadily in visibility and signifying a growing user engagement.
enjoy high traction among the target audiences.
RISK MANAGEMENT AND CONTROLS
The Company has a robust risk management process to
DB Digital core drivers continue to be based on: identify key risks across the Group, and prioritise action
• Building around the premise of content as the plans to mitigate them. Its Risk Management framework is
key differentiator: reviewed periodically by the Board and the Audit and Risk
o
Offering a bouquet of hyper-local news Management Committee. The proceedings of the review
content across religion, business, fashion, process include discussions on the management’s submissions
Bollywood, money and finance. on risks, prioritisation of key risks and approval of action
plans to mitigate such risks.
o Leveraging DBCL’s extensive editorial network.
Some of the uncertainties and risks that can affect the business
DB Digital's focus was strongly on technology for are technological changes, changing customer preferences
continuous optimisation, better user engagement and and behaviour, competition, volatility in prices of newsprint
maximising ROI to advertisers. DB Digital launched and macro-economic factors such as an economic slowdown.
‘Wisdom’ an in-house analytics and data intelligence To maintain its competitive edge and minimise exposure to
proprietary tool that supports the editorial team with risks, the Company has undertaken various initiatives such
real-time insights on content. This year added the ability as enhancement of existing technology capabilities and
to predict the virality of content. digital properties, increasing its geographical presence and
continued investment in its print facilities. As far as volatility
homeonline.com: in newsprint prices is concerned, it is managed by a variation
• With homeonline.com since its launch in August in GSM quality of newsprint, page rationalisation, a dynamic
2016, has emerged as one of the most popular hedging policy and effective cost management through total
real estate portal in Bhopal, Raipur, Indore, Jaipur cost productivity.
and Ahmedabad.
INTERNAL CONTROLS AND VIGIL MECHANISM
• L ast fiscal, homeonline.com served more than The Company has built up a strong and efficient internal
~1.3 mn home-seeking users online, connecting controls mechanism, commensurate with the size of its
80,000+ home seekers with property owners/ operations. It has laid down standard operating guidelines
builders in Bhopal, Raipur, Indore, Jaipur and processes which ensure smooth functioning of activities
and Ahmedabad. and clarity in the minds of people who actually execute the
operations.
• ore than 75,000 properties and 900+ projects
M
were made available to home seekers in Bhopal, INTERNAL CONTROLS
Raipur, Indore, Jaipur and Ahmedabad. State Heads and Corporate Finance Heads are accountable
for financial controls. They are fully responsible for accuracy
• ecorded about 2.6 mn sessions and about 12 mn
R of books of accounts, preparation of financial statements
page views in terms of online traffic. and reporting in line with the Company’s accounting policies.

7
DBCL has deployed a vigorous Internal Controls and Audit
Mechanism to facilitate an accurate and fair presentation of
its financial results. This process not just ensures adherence
to regulatory standards and meets statutory compliance %
requirements, but also conforms that the reporting is
complete, reliable and understandable. In addition, there is Circulation revenue growth in FY 2017-18
a specific impetus on safeguarding investor interests with
deployment of the highest levels of governance and regular
communication with them. and prioritised, based on their nature, and actions are
commensurate. If the whistle blower is not satisfied with the
Over the years, DBCL has undertaken specific efforts to build actions taken, the mechanism also has an Escalation Protocol
up its processes and deploy Standard Operating Guidelines in place. Through the process, the mechanism considers and
across all operational areas. extends complete protection to the whistle blower.
During FY 2017-18, the Company appointed Independent Integrity and ethics have been the bedrock of all the Company’s
Chartered Accountancy firms to assist in re-evaluating and corporate operations. There is no short cut to integrity. DBCL
testing its Internal Financial Controls (IFC) which encompassed is committed to conducting its business in accordance with
review, reclassification and rationalisation of controls. the highest standards of professionalism, honesty and ethical
behaviour. It has the best systems in place to nurture an
INTERNAL AUDIT honest and ethical working culture.
To support its Internal Audit structure, the Company has
engaged experienced Chartered Accountancy firms across FINANCIAL REVIEW AND OPERATIONAL HIGHLIGHTS
all locations. A system of monthly Internal Audit reporting, (All financial numbers are on consolidated basis)
reviewing and monitoring together with Surprise Audits
are conducted to ensure effective adherence to establish Income from Operations
processes, internal controls and internal audit mechanism on On a consolidated financial basis, the Company achieved a
real-time basis. growth of 3.4% YoY in its total revenues during FY 2017-18
at ` 23,522 mn compared to ` 22,750 mn for FY 2016-17.
VIGIL MECHANISM
DBCL is among the first few companies in India to take active Circulation Revenue
steps towards establishing a ‘Whistle-blowing Mechanism’. Circulation Revenue grew by 7% YoY during FY 2017-18 to
This initiative was taken to encourage employees to report ` 5,145 mn compared to ` 4,814 mn for FY 2016-17, largely
irregularities in operations, besides complying with the an outcome of volume growth led by a circulation expansion
statutory requirements under Companies Act, 2013. In order strategy and without any reduction in cover prices.
to maintain the highest level of confidentiality, the Company
has outsourced the complaint receipt and coordination with During FY 2017-18, the Company executed a challenging and
the whistle blower to an independent Agency. All DBCL ambitious Circulation Expansion strategy in its legacy markets
employees can avail this mechanism on a daily basis through of Rajasthan, Gujarat, and in the new market of Bihar. The
a dedicated toll-free Hotline, Website, Email or Post. These circulation copies increased from an average of 50.4 lakh
reporting channels can be accessed in Hindi, English, Marathi copies at the start of the initiative in July 2017 to an average
and Gujarati. The whistle blower will be provided with a of 57.9 lakh at the end of the year, i.e., they grew around
reference number by the Agency, for providing additional 15% during the 9-month period; and this entire circulation
information and knowing the status of the complaint. increase was achieved at a higher cover price.
An Internal Ethics Committee has been established to operate Over the past five years [from FY 2011-12 to FY 2016-17]
this policy under the supervision of the Audit Committee. An Dainik Bhaskar has delivered a 15% CAGR growth, driven
ombudsperson, along with the Ethics Committee decides by yields in core legacy markets - much above the industry
the future course of action. Complaints are categorised reported numbers.
23,522
Advertising Revenue
Advertising revenues registered a growth of 3% YoY during
` mn FY 2017-18 to ` 16,425 mn compared to ` 15,973 mn for

FY 2016-17, largely an outcome of volume growth. The
growth has been moderate on account of the continued
Total income from operations up by 3.4% YoY in impact of demonetisation and the implementation of GST.
FY 2017-18
01-40 41-116 117-222 223-288
Advertising revenue for the Print segment grew by 3% FINANCIAL CONDITION ANALYSIS
YoY, largely driven by volume. Advertising revenue for the The quality and strength of the Balance Sheet of DBCL as
Radio Segment registered a growth of 7% YoY. Advertising on 31st March 2018 is satisfactory. Most parameters are
revenue for the Digital Segment declined by 7% YoY during commendable. Key ratios are given below:
FY 2017-18.
SR. RATIOS AS AT
NO. 31st MARCH 2018
Raw material consumed 1. Return on Capital Employed 24.3%
The cost of newsprint grew by 11% YoY to ` 7,307 mn for 2. Return on Tangible Net Worth 16.8%
FY 2017-18 as compared to ` 6,609 mn for FY 2016-17. The 3. Tangible Net Worth ` 19,291 mn
Company has strategically increased its circulation copies by 4. Debt (Secured Long Term) NIL
around 15% in the last 9 months, which has significantly 5. Cash and Bank Balance ` 3,223 mn
contributed to the increase in newsprint consumption of 6. Current Ratio 4.3 times
around 7% and the balance was due to the recent global 7. Debtor Turnover 4 times
increase in newsprint prices. 8. Inventory Turnover 5 times
Employee cost HUMAN RESOURCES

At a consolidated level, the employee costs grew by 2.5% DBCL employs over 11,000 people. The Company
YoY during FY 2017-18. Cost control affected by the acknowledges that its employees are its most important
management is significant, in spite of the completed Bihar competitive strength and their satisfaction, dedication and
launch and circulation expansion strategy in other markets. hard work has ensured that it is ranked highest among media
houses in India as an employer. One of the largest employers
Other expenses in the Media Sector, DBCL continued to come up with
Other operating expenses grew by a significant 12.9% YoY, and implement trendsetting and innovative HR policies in
on account of the circulation expansion strategy related one- FY 2017-18 too.
off expenditures and Jeeto 15 crore.
In its efforts to create a better work environment and provide
EBIDTA performance-oriented growth opportunities to motivate
The EBIDTA de-grew by 11% from ` 6,592 mn (margin of and retain the right talent, various employee engagement
29%) in FY 2016-17 to ` 5,875 mn (margin of 25%) in FY initiatives were carried out by the Company during the year.
2017-18. Excluding circulation expansion, related one-off Some of the key policies which enable employees to perform
expenditures and previous year’s non-recurring gains on their roles smoothly are Talent Attraction and Acquisition,
account of private treaty business deals and music royalty Centralised Induction and Onboarding, Performance
reversal of the Radio business, the EBIDTA registered a YoY Management System, Career and Succession Planning,
growth, for the financial year. People Connect and Aapaat Nidhi.
Depreciation The Company emphasises on people care and under the

Depreciation and amortisation expenses grew by 7% to banner of its initiative ‘DB Cares’, it offers some unique
` 924 mn during FY 2017-18 from ` 863 mn in FY 2016-17, benefits for its employees and their families. FY 2017-18 saw
the launch of two new policies for the employees’ children -
due to a setup and upgradation of plant and machineries.
Sukanya Samridhi and Ramesh Chandra Agarwal Scholarship.
Financial cost and foreign exchange fluctuation
The Company also promotes a culture of freedom for the
Finance cost, including the relevant foreign exchange
employees wherein employees can voice their views for the
fluctuation de-grew by 10% compared to the previous
organisational improvements. The Leaders conduct “Let’s
year. This was primarily on account of a decrease in foreign
11,000
exchange losses considered as borrowing costs to ` 11 mn
for FY 2017-18 from ` 17 mn during FY 2016-17.
Profit after tax (PAT) +

The Operational PAT stood at ` 3,240 mn during FY 2017-18
as compared to ` 3,748 mn during FY 2016-17. DBCL's total employee strength

Chat” meetings to provide a platform to the team during brands across India given the launch of new stations and
which they can share their concerns and avail solutions. more consolidation in the industry.
On the human resource initiatives front, the launch of the The Digital industry is expected to grow at a CAGR of about
Online Performance Management System and Ad Sales 23% until 2020. The next few years are poised to be more
Career Path benefited rationalisation of appraisal process exciting. Led by rapid changes and evolution of consumers, as
and alignment of Performance Linked Incentive (PLI) well as proliferation of technology, all segment of the Indian
Policies with Individual KRAs, to further aid talent retention. M&E industry are demonstrating progress. Stimulated by the
Various training initiatives were undertaken in Ad Sales and increasing economic growth in Tier II and III cities and towns,
the Company is planning to take them a step further by the M&E industry recognises growth lies in these segments.
aligning training needs and performance metrics, across well- India is now the second largest smartphone market in the
defined parameters. world, and more than half the country is expected to be
connected with affordable broadband by 2020 - which is set
Application of Talent Management tools to Corporate Sales, to open up a new digital and online world.
automation of Employee Benefits and Processes together
with improvisation of Talent Acquisition tools are some of the
Consumption of Video on Demand (VoD) Platforms is
priorities for the ensuing year.
increasingly becoming popular and subscription video on
demand (SVOD) is gaining traction with multiple domestic
OUTLOOK
and international players expanding in this space. In this
As per the FICCI-EY Re-imagining India’s M&E sector 2018
arena, India is well acknowledged for its high-quality
report, the CAGR of the Indian Print industry until 2020 is
execution and capabilities. It is estimated that mobile video
pegged at about 7%. The growth will be driven by a growing
will grow at a CAGR of 62% between 2015 and 2020.
Indian economy, increasing literacy levels, performance of
Hindi and other Indian language newspapers, increase in (Source: https://www.digitaltveurope.com/2016/02/04/video-to-represent-75-
consumption levels in Tier II and Tier III cities, and a rapidly of-mobile-data-traffic-by-2020/
evolving digital landscape. Advertising and circulation
revenues are expected to grow by about 10% and 7% India undoubtedly is being viewed as a highly attractive
respectively, accommodating inflation growth as well as market today with huge potential going forward based on
Government elections that impact ad revenues. In the Indian demographics and economic factors. India is also set to be
languages segment, ad revenues are expected to grow at a the third largest economy by 2030 backed by these strengths.
much faster pace.
For and on behalf of the Board of Directors of
The radio industry is expected to grow at a CAGR of about D. B. Corp Ltd.
9% until 2020 driven by a growing reach across India’s smaller
towns and cities, which will expand the listener base, as well
as grow industry revenues on the back of greater inventory. Sudhir Agarwal
As the industry matures and evolves, content differentiation Managing Director
will be key. Radio companies will experiment from a wide DIN: 00051407
range of genres and languages to expand their audiences. Place: Mumbai
Radio is fast establishing itself as the preferred vehicle for Date: 19th July 2018
CAUTIONARY STATEMENT
Certain statements in the Management Discussion and Analysis describing the Company’s objectives, predictions may be
“forward-looking statements” within the meaning of applicable laws and regulations. Actual results may vary significantly from
the forward-looking statements contained in this document due to various risks and uncertainties. These risks and uncertainties
include the effect of economic and political conditions in India, volatility in interest rates, new regulations and Government
policies that may impact the Company’s business as well as its ability to implement the strategy. The Company does not
undertake to update these statements.
01-40 41-116 117-222 223-288
Management Discussion and Analysis /
Board's Report
Board’s Report
To
The Members,
D. B. Corp Limited
Your Directors have pleasure in presenting to you the 22nd Annual Report together with the Balance Sheet and Statement of
Profit and Loss for the year ended 31st March, 2018.
FINANCIAL HIGHLIGHTS (STANDALONE RESULTS)

` in Mn.
Particulars 2017-18 2016-17
Revenue from operations 23,285 22,574
Other Income 239 172
Total Revenue 23,524 22,746
Operating expenditure 17,645 16,130
EBITDA 5,879 6,616
EBITDA Margin 24.99% 29.09%
Finance Cost 67 74
Depreciation & Amortisation 922 862
Total Expenditure 18,634 17,066
Profit Before Tax 4,890 5,680
Provision for Tax 1,645 1,907
Profit After Tax (PAT) 3,245 3,773
PAT Margin 13.79% 16.59%
FINANCIAL HIGHLIGHTS (CONSOLIDATED RESULTS)

` in Mn.
Revenue from operations 23,285 22,580
Other Income 238 170
Total Revenue 23,523 22,750
Operating expenditure 17,647 16,158
EBITDA 5,876 6,592
EBITDA Margin 24.98% 28.97%
Finance Cost 67 74
Depreciation & Amortisation 924 863
Total Expenditure 18,638 17,095
Profit Before Tax 4,885 5,655
Provision for Tax 1,645 1,907
Profit After Tax (PAT) 3,240 3748
PAT Margin 13.77% 16.47%
Dividend as % of Paid-up Share Capital 10% 40%
REVIEW OF PERFORMANCE, OPERATIONAL of India’s sovereign rating after 14 years, from Baa3 (lowest
HIGHLIGHTS AND FUTURE OUTLOOK investment grade) to Baa2, also underlines the strength of
the country’s economic fundamentals.
India as one of the faster growing economies of the world,
demonstrated strong resilience on the face of global slow
growth environment. India is expected to emerge as one of After a temporary slowdown triggered by the implementation
the top three economic powers of the world over the next of demonetization and GST, the economy started showing
10-15 years, as per the Central Statistics Organisation (CSO) signs of recovery in the second half of FY 18. The revival in
and IMF (International Monetary Fund). Moody’s upgradation positive sentiment was reflected in the pick-up in industrial

production and a decline in retail inflation (as measured by  MY FM completed the fastest roll out of all 13 newly
the CPI) after a period of negativity. The last quarter of the acquired stations under Batch 1 of Phase III and
fiscal saw India record its fastest growth in seven quarters at expanded the company’s reach to 7 states and across 30
7.7%, to overtake China, which grew at 6.8% in the quarter cities by March 2017. Your Radio business MY FM has
ended March 2018. The farm, manufacturing and services become the largest player in the Rest of Maharashtra
sectors propelled this growth, which is expected to sustain in and No. 1 in Chandigarh / Haryana / Punjab / Rajasthan
the coming year. / Madhya Pradesh & Chhattisgarh.
D. B. Corp Limited’s (DBCL) performance for the fiscal 2017-  As a part of DBCL’s digital business, www.dainikbhaskar.com
18 needs to be viewed in the context of aforesaid economic the largest Hindi News Website continues to secure the
and market environment forces. D. B. Corp Limited (‘DBCL’) No. 1 spot in Hindi News and www.divyabhaskar.com
delivered another year of resilient performance aided by continues to remain #1 Gujarati website.
strong market development strategies, establishment of long
 The digital business with 9 internet portals with a very
term customer relationships and well planned execution of
formidable and strong position in almost 67% of Indian
sharper on-ground marketing efforts.
language media space in terms of Unique Visitors and
Page Views is the dominant No.1 digital player in various
Your Company maintained its focus on editorial strategy
Indian languages, i.e., Hindi and Gujarati, alongside 4
which has led to significant improvement in quality of
actively available and well-used mobile apps.
editorial content, greater readership delight and growth.
Dainik Bhaskar newspaper continues to be the Nation’s
Print Business
largest circulated multi-edition daily as per Press In India
During the period under review, the Indian economy showed
Report 2016-17 prepared by the Registrar of Newspapers of
an improvement over 2016-17, but continued to grow at a
India (RNI) and recently informed by the Honourable Union
slower pace. DBCL executed a challenging and ambitious
Information and Broadcasting Minister, Mr. Rajyavardhan
Circulation Expansion strategy in its legacy markets of
Singh Rathore in Parliament during an answer.
Rajasthan, Gujarat and in the newer market of Bihar. We are
happy to report that it has delivered favourable response with
As per recently announced Indian Readership Survey (IRS)
advertising revenue witnessing a growth of around 3 % and
numbers, the Dainik Bhaskar Group has maintained its
circulation revenue registering a growth of around 7%.
leadership as the Largest Newspaper Group of Urban India.
Dainik Bhaskar newspaper continues to hold the # 1 position
Performance highlights of the Company during the year
as the largest read newspaper of SEC AB (Socio- Economic
under consideration are as follows:
Class AB), which is now called NCCS AB. The Dainik Bhaskar
newspaper also holds #1 position as the largest read  Standalone revenue from operations and other
newspaper of Socio-economic Class - A, i.e. SEC A, which is income was ` 23,524 million witnessing a growth
now called NCCS A. of 3.42% as compared to ` 22,746 million in the
previous year.
Dainik Bhaskar continues to be the world’s fourth largest
 Standalone advertising revenue grew 2.83% to
circulated news daily by WAN-IFRA in its World Press Trends
` 16,425 million which includes revenue from print,
2016 report. It ranks behind 3 newspapers which are from
radio and digital media business.
outside India; of which 2 are from Japan and 1 from USA.
 Circulation revenue grew by 7% to ` 5,145 million from
As part of other significant developments, the following are ` 4,814 million largely driven by rate growth. Circulation
noteworthy: revenue has witnessed CAGR growth of around 15%
for past 5 years largely driven by rate growth.
 During FY 2017-18 the company executed a challenging
 The consolidated gross revenue increased by 3.4% to
and ambitious Circulation Expansion strategy in its
` 23,523 million as compared to ` 22,750 million in the
legacy markets of Rajasthan, Gujarat and in the newer
previous year.
market of Bihar. The circulation copies increased from an
average of 50.4 lakh copies at the start of the initiative  EBIDTA margin of matured business stands at 28.59%.
in July 2017 to 57.9 lakh copies by the end of the year
i.e. a growth of around 15% in a 9-month’s period; and The Company has not transferred any amount to General
this entire circulation increase was achieved at a higher Reserve for the FY 2017-18.
cover price.
Emerging Editions / Business
 Dainik Bhaskar has successfully completed entire Bihar In order to analyse the performance of the Company, its
expansion drive. It has aggressively expanded copies in divisions / editions are segmented into emerging and matured
circulation reflecting over 2x growth across 38 districts editions / business as any new edition / business launched
covering key Tier II and Tier III cities and towns in Bihar takes long for stabilisation and for earnings.
with around 7 lakh copies.
01-40 41-116 117-222 223-288
Board's Report
Review of Performance of Emerging Editions / Business

Summary Financials (Standalone Results) (` in Mn.)
Particulars Emerging Editions Matured Business Total
& Business
FY 2017-18
Turnover
-- Advt. Revenue 516 15,909 16,425
-- Sales 276 4,869 5,145
-- Others 92 1,862 1,954
Total Income 884 22,640 23,524
Newsprint Cost 601 6,707 7,308
Opex 878 9,459 10,337
Total Cost 1,479 16,166 17,645
EBITDA (595) 6,474 5,879
EBITDA Margin (%) (67.30%) 28.59% 24.99%
Interest 1 66 67
Depreciation 51 871 922
PBT (647) 5,537 4,890
PBT Margin (%) (73.19%) 24.45% 20.79%
Emerging editions are classified as those editions which are MAJOR CAMPAIGN / EVENTS DURING THE YEAR
below four years of age or which have turned profitable in  Launch of a new brand campaign with sharper product
last four consecutive quarters, whichever is earlier. promise of "Chalo Aaj Kuch Achcha Sunte Hai" across
stations to engage and strengthen listener connect.
For FY 2017-18, the emerging editions include editions in
newly launched states of Maharashtra and Bihar, Mobile  Extending the "Achcha Sunte hai" promise, MY FM
app and also newly launched e-real estate division during gifted hearing aids to children (aged 6-8 years) with
FY 2015-16. Due to shifting of Jharkhand and most part hearing impairments. This drive was implemented
of Maharashtra in Matured category, Emerging business across Surat, Rajkot and Ahmedabad. An overwhelming
revenues are not comparable on a YoY basis. At the same number of people responded to MY FM’s call to make a
time, matured business has reported EBIDTA Margin at difference.
28.59%.
 Celebrating 10 years of presence in Ahmedabad
Radio Business and Surat, MY FM executed the biggest Music and
94.3 MY FM is one of the largest radio network of the Tier Entertainment Festival. More than 25k and 7k people
II and Tier III cities, spread across seven states and 30 cities in Ahmedabad and Surat, respectively, witnessed the
(including the newly launched 13 radio stations under Batch event.
1 of phase III in the previous year) commanding a leadership
rank in almost all of its markets, both in terms of listenership  Rangrezz Season 4 - MY FM flagged off India’s largest
as well as retail market share. painting competition across the network. The theme
was based on inciting a deep sense of state pride
The Radio Business continued to perform exceptionally well amongst children, through catchphrases like Incredible
in this financial year. Total income of this division increased Rajasthan, Incredible Gujarat, etc. Over 612 schools and
from ` 1,273 million during the previous year to ` 1,358 3 lakh children participated
million reporting a growth of 6.73%, one of the best among
the Radio players. EBIDTA has decreased by (24.35%) at  Ek Rakhi Fauji Ke Naam campaign in which MY FM RJ
` 362 million and EBIDTA margin is 27%. asked listeners to send Rakhis for their bothers in the
army; 2,99,446 Rakhis were collected through this
Digital Business initiative.
The digital business declined in total income by 6.8% to
` 529 million. DB Digital has a very formidable and strong CORPORATE SOCIAL RESPONSIBILITY (CSR)
position in almost 67% of the Indian language media space As representative of Dainik Bhaskar group, the Company
in terms of Unique Visitors and Page Views. Dainik Bhaskar takes CSR very seriously and wants to make it a mass
and Divya Bhaskar app have collectively reached 12.3 million movement. With this purpose in mind, your Company has
app downloads till March 2018. tweaked our strategy on CSR and now, mostly, adhere to

advocacy model. The idea is to concentrate our efforts on is committed towards undertaking additional activities in
utilizing our extensive reach to put across our CSR messages the areas of promoting education, empowering women,
to as many people as possible by way of advertisements and environmental sustainability, healthcare and sanitation to
write-up. mention a few and ensure the remaining amount is spent on
tangible CSR activities.
Company’s CSR initiatives are meant to inform, educate
and engage the readers to care from nature, environment AWARDS AND ACCOLADES
and deprived sections. While such initiatives may not show Winning awards is the result of strategic efforts to build
immediate results but in the long run have great potential to a company’s authority as an industry leader and a great
sensitize people and make them more humane. opportunity to showcase the excellence standards. Your
Company was conferred with as many as 81 awards during
Highlights of the Company’s overall CSR initiatives during FY FY 2017-18 under various segments of its business for
2017-18 were as follows: its Brand & Marketing Campaigns, CSR Initiatives, Event
Activation, Effectiveness in Publication & Media and Print
 Tilak Holi–Encouraging people to reduce wastage Innovations, Corporate Collaterals, Best Use of CSR practices
of water, and instead celebrate holi with natural and in Media & Entertainment, Public Awareness Programme,
dry colours. etc. These include 12 Asian Customer Engagement Awards,
9 Public Relation Council of India Awards, 6 India Radio
 Mitti Ke Ganesh – observing Ganesh Chaturthi using Forum Awards, 4 MarCom Awards and 3 Summit
idol made of natural clay and spread videos teaching International Awards.
how to make the clay idols.
DIVIDEND
 Sarthak Deepavali–persuading people to make Diwali a Your Directors have recommended a final dividend @ 10%
true festival of joy by bringing happiness on faces of (i.e. ` 1/- per equity share of the face value of ` 10/- each)
those who are deprived. for the year ended 31st March, 2018 subject to approval
of members at the ensuing Annual General Meeting of
 Ek Ped Ek Zindagi– appealing people to plant, conserve the Company.
and preserve more trees to save environment.
The total amount of dividend to be paid as Final Dividend is
 Jal Satyagrah–Informing people about the scarcity of approx. ` 18.4 Crore.
water and ways to cut down its wastage.
DIVIDEND DISTRIBUTION POLICY
 Daan Campaign– Urging people to observe Republic
As per Regulation 43A of the SEBI Listing Regulations, the
Day (26th January) by donating things which are no
Company has framed a Dividend Distribution Policy which
longer of use to one, to the needy.
had been approved by the Board of Directors at its meeting
 Save Birds – Appealing people to take care of birds held on 20th October, 2016. The Policy lays down a framework
during summer season by keeping aside food and water for considering decisions by the Board of the Company with
for them in pots. regard to distribution of dividend to the shareholders and/ or
retaining or plough back of its profits. A copy of the Policy
 Live Positive Campaign –driving a whole campaign to has been attached as ‘Annexure B’ to this report and the
discourage students from committing suicide by roping same is also available for viewing on the Company’s website
in coaching institutes and responsible people to become and can be accessed at: http://investor.bhaskarnet.com/files/
student buddies. Dividend%20Distribution%20Policy.pdf
A brief outline of the CSR policy of the Company and initiatives BUY BACK OF EQUITY SHARES BY THE COMPANY
undertaken by the Company on CSR activities during the year The members of the Company have approved Buyback
are set out in “Annexure A” to this report. For other details proposal for buy-back of up to 92,00,000 fully paid-up equity
regarding the CSR Committee, please refer to the Corporate shares of ` 10/- each (being approx. 5% of the total paid–up
Governance Report, which is a part of this report. The CSR equity share capital of the Company as on 31st March, 2018)
policy is available on the website of the Company. at a price of ` 340/- per equity share on a proportionate
basis through tender offer for an aggregate amount of
During the year, the Company incurred an expenditure of ` 312.80 Crore (excluding transaction cost viz. brokerage,
` 45.1 million on CSR activities as against the required applicable taxes such as securities transaction tax, stamp duty
spend of ` 100.7 million. The Company could not spend the and goods and service tax, etc.). The approval for Buyback
balance required amount on account of non-availability of proposal was accorded by the members of the Company by
fitting, significant and concrete CSR projects. The Company passing the enabling Special Resolution through Postal Ballot
01-40 41-116 117-222 223-288
Board's Report
as per statutory requirements in this regard, the results of 1st October, 2018, subject to approval of the members of the
which were declared by the Company on 7th July, 2018. Company at the ensuing Annual General Meeting (AGM).
Members’ approval is sought for the said increase in his
The Company has made the Public Announcement in this remuneration at the forthcoming Annual General Meeting.
regard after compliance with all the necessary disclosures. The
Particulars Amount in `
Record Date for determining the eligibility of the shareholders
to participate in the Buyback is set as 18th July, 2018. The Basic Pay (Annual) 1,50,00,000/-
Company will be completing the Buyback within 12 months Perquisites, Bonus, Commission & other Nil
from the date of Special Resolution passed approving the allowances
proposed Buyback which is 6th July, 2018.
In terms of Sections 149 and 152 of the Companies
DIRECTORS AND KEY MANAGERIAL PERSONNEL Act, 2013, it is proposed to re-appoint the 3 (three)
Mr. Naveen Kumar Kshatriya, Independent Director of the Independent Directors on the Board of the Company. Each of
Company resigned from directorship on the Board from Mr. Piyush Pandey and Mr. Harish Bijoor are proposed to
30th September, 2017. The Board places on record its be re-appointed for the second consecutive term of 2 years
gratitude for the valuable services rendered by Mr. Naveen i. e. from 1st January, 2019 till 31st December, 2020 and
Kumar Kshatriya during his association with the Company. Mr. Ashwani Kumar Singhal is proposed to be re-appointed
for the second consecutive term of 5 years i. e. from
At the Board Meeting held on 16th May, 2018, Mr. Pawan 1st January, 2019 till 31st December 2023. Resolutions for
Agarwal (DIN: 00465092), the Deputy Managing Director of appointing them as Independent Directors for second
the Company was re–appointed for a further period of five consecutive term are recommended for passing by the
(5) years w, e, f. 31st July, 2018 up to 30th July 2023 subject members of the Company at the ensuing Annual General
to members’ approval sought at the forthcoming Annual Meeting. A brief resume of each of these Independent
General Meeting along with an increase in his remuneration Directors, nature of their expertise in specific functional areas
from the existing remuneration of ` 60 Lakh p.a. to and names of the Companies in which they hold directorship
` 1 Crore p.a. as detailed below. and / or membership / chairmanship of Committees of the
Board as stipulated under SEBI Listing Regulations is given
Particulars Amount in ` in the Corporate Governance Report forming part of the
Basic Pay (Annual) 1,00,00,000/- Annual Report.
Perquisites, Bonus, Commission & other Nil
allowances The Company has received declarations from the Independent
Directors that they meet with the criteria of independence
Pursuant to Section 152 of the Companies Act, 2013 (the as laid down under Section 149(6) of the Act and the SEBI
“Act”) and the Articles of Association of the Company Listing Regulations. The Company has also received a notice
Mr. Pawan Agarwal, Deputy Managing Director retires by under Section 160 of the Act signifying their candidature for
rotation at the ensuing Annual General Meeting and being the office of Independent Director.
eligible offers himself for re-appointment. He has confirmed
that he is not disqualified from being appointed as a Director None of the Non-Executive Directors had any pecuniary
in terms of Section 164 of the Act. relationships or transactions with the Company which may
have potential conflict with the interests of the Company
A brief resume of Mr. Pawan Agarwal, nature of his expertise at large.
in specific functional areas and names of the Companies
in which he holds directorships and / or membership / BOARD MEETINGS
chairmanship of committees of the Board as stipulated under During the year under review, the Board met 4 (four) times,
SEBI Listing Regulations is given in the Corporate Governance the details of which are given in the Corporate Governance
Report forming part of the Annual Report. Report which may be taken as forming a part of this Report.
Mr. Sudhir Agarwal has been appointed as the Managing COMMITTEES OF THE BOARD
Director of the Company for a term of 5 years (1st January, The Board of Directors functions through the following
2017 to 31st December, 2021) at a remuneration of ` 90 Lakh committees constituted in terms of the provisions of the
p.a. Considering ever expanding business of the Company, Companies Act, 2013 and SEBI Listing Regulations:
the industry trend as also the business acumen and the vast
Audit Committee Stakeholders’ Relationship
experience that he possesses, on recommendation of the
Committee
Nomination and Remuneration Committee and approval of
Nomination and Corporate Social
the Audit Committee, the Board of Directors at its meeting
Remuneration Committee Responsibility Committee
held on 19th July, 2018 has increased his remuneration from
` 90 Lakh p.a. to ` 1.5 Crore p.a. as detailed below w.e.f. Compensation Committee Executive Committee

The legal provision mandating constitution of Risk Corporate Governance Report which may be taken as
Management Committee is not yet applicable to the forming a part of this Report.
Company. The details regarding composition and meetings
of these committees held during the year under review are EXTRACT OF ANNUAL RETURN
given in the Corporate Governance Report which may be The details prescribed and required under Section 92(3) of
taken as forming a part of this Report. the Companies Act, 2013 constituting the extract of the
Annual Return is attached as ‘Annexure C’ to this Report.
BOARD EVALUATION
The Board has evaluated the performance of each director RISK MANAGEMENT
on the Board based on the parameters listed out in the Your Company is very keen on identifying, evaluating and
‘Policy on Performance Evaluation of the Board’ framed managing significant risks faced by the Company and
by the Nomination and Remuneration Committee. The prioritizes relevant action plans in order to mitigate such risks.
evaluation of the Board and its Committees has been done Risk management framework is reviewed periodically by the
by the Board considering the Board dynamics and processes, Board and Audit Committee, which includes discussing the
contribution towards development of the strategy, risk management submissions on risks, evaluating key risks and
management, budgetary controls, receipt of regular inputs approving action, plans to mitigate such risks.
and information, functioning, performance and structure of
Board Committees, ethics and values, skill set, knowledge The risk management framework adopted and implemented
and expertise of Directors, leadership, etc. A report in by the Company is given in the Corporate Governance Report
brief on Board evaluation has been given in the Corporate which may be taken as forming a part of this Report.
Governance Report which may be taken as forming a part
of this Report. INTERNAL CONTROL SYSTEM AND ITS AQEQUACY
Your Company has built up a strong and efficient internal
POLICY ON NOMINATION AND REMUNERATION OF control mechanism which is commensurate with the size of
DIRECTORS, KMPS AND OTHER EMPLOYEES its business operations. It has laid down standard operating
The Nomination and Remuneration Committee of the guidelines and processes which ensure smooth functioning
Company leads the process for Board appointments in of activities and zero ambiguity in the minds of people who
accordance with the requirements of Companies Act, 2013, actually execute the operations.
SEBI Listing Regulations and other applicable regulations or
guidelines. As per the policy on Nomination and Remuneration State Heads and Corporate Finance Heads are accountable
of Directors, KMPs and Other employees laid down by the said for financial controls. They are fully responsible for accuracy
Committee, all the Board appointments are considered based of books of accounts, preparation of financial statements
on meritocracy. The potential candidates for appointment to and reporting in line with the Company’s accounting policies.
the Board are inter alia evaluated on the basis of highest level DBCL has deployed a vigorous Internal Controls and Audit
of personal and professional ethics, standing, integrity, values Mechanism to facilitate an accurate and fair presentation of
and character; appreciation of the Company’s vision, mission, its financial results. This process not just ensures adherence
values; prominence in business, institutions or professions; to regulatory standards and meets statutory compliance
professional skill, knowledge and expertise; financial literacy requirements, but also confirms that our reporting is
and such other competencies and skills as may be considered complete, reliable and understandable. In addition, there is
necessary. In addition to the above, the candidature of an a specific impetus on safeguarding investor interests with
Independent Director is also evaluated in terms of the deployment of the highest levels of governance and regular
criteria for determining independence as stipulated under communication with them.
Companies Act, 2013, SEBI Listing Regulations and other
applicable regulations or guidelines. Over the years, DBCL has undertaken specific efforts to build
up its Processes and deploy Standard Operating Guidelines
At the meeting of the Nomination and Remuneration across all operational areas.
Committee held on 16 May, 2018, a proposal was placed
for the re-appointment of three Independent Directors for During FY 2017-18, the Company appointed Independent
the second consecutive term. The Committee has taken into Chartered Accountancy firms to assist in re-evaluating and
consideration the results of the performance evaluation of the testing its Internal Financial Controls (IFC) which encompassed
Directors before recommending their re-appointment to the review, reclassification and rationalization of controls.
members of the Company for approval at the forthcoming
Annual General Meeting. To build and/or strengthen its Internal Audit structure, the
Company has engaged experienced Chartered Accountancy
The detailed policy on Nomination and Remuneration firms across all locations. A system of monthly Internal Audit
of Directors, KMPs and Other employees is given in the reporting, reviewing and monitoring together with Surprise
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Audits is set to ensure effective adherence to established DIRECTORS’ RESPONSIBILITY STATEMENT

processes, internal controls and internal audit mechanism on Pursuant to the requirements under Section 134(3)(c) of the
real-time basis. Companies Act, 2013 with respect to Directors’ Responsibility
Statement, it is hereby confirmed:
VIGIL MECHANISM / WHISTLE BLOWER POLICY
Integrity and ethics have been the bedrock of the Company’s 1. that in the preparation of the annual accounts for the
corporate operations. There is no shortcut to integrity. year ended 31st March, 2018, the applicable accounting
Your Company is committed to conducting its business in standards have been followed along with proper
accordance with the highest standards of professionalism, explanation relating to material departures;
honesty and ethical behavior. It has the best systems in place
to nurture as honest and ethical working culture. 2. that the directors had selected such accounting policies
and applied them consistently and made judgments
Your Company is among the first few companies in India to and estimates that are reasonable and prudent so as
take active steps towards establishing a ‘Whistle-blowing to give a true and fair view of the state of affairs of the
Mechanism’. This initiative was taken to encourage employees Company as at 31st March, 2018 and of the profit of the
to report irregularities in operations, besides complying with Company for the year ended as on that date;
the statutory requirements under Companies Act, 2013.
3. that the directors had taken proper and sufficient care
In order to maintain highest level of confidentiality, the for the maintenance of adequate accounting records
Company has outsourced the complaint receiving mechanism in accordance with the provisions of the Companies
and coordination with the whistle blower to an independent Act, 2013, for safeguarding the assets of the
agency. All DBCL employees can avail this mechanism on a Company and for preventing and detecting fraud and
daily basis through a dedicated toll-free Hotline, Website,
other irregularities;
Email or Post. These reporting channels can be accessed
in Hindi, English, Marathi and Gujarati. The whistle blower 4. that the directors had prepared the annual accounts for
is provided with a reference number by the Agency, for the financial year ended 31st March, 2018, on a ‘going
providing additional information and knowing the status concern’ basis;
of complaint.
5. that the directors had laid down internal financial
An Internal Ethics Committee has been established to
controls to be followed by the Company and that
operate this mechanism under the supervision of the
such internal financial controls are adequate and
Audit Committee. An ombudsperson along with the Ethics
operating effectively;
Committee decides the future course of action. Complaints
are categorized and prioritized based on their nature and 6. that the directors had devised proper systems to ensure
actions are commensurate with the category and priority. If compliance with the provisions of all applicable laws
the whistle blower is not satisfied with the actions taken, the
and that such systems were adequate and operating
mechanism also has an Escalation Protocol in place. Through
effectively.
the process, the mechanism considers and extends complete
protection to the whistle blower.
SUBSIDIARIES
PARTICULARS OF LOANS, GUARANTEES AND The Company has 2 subsidiaries as on 31st March, 2018.
INVESTMENTS There are no associate companies or joint venture companies
Particulars of loans and guarantees given and investments within the meaning of Section 2(6) of the Act. There has
made under Section 186 of the Companies Act, 2013 have been no material change in the nature of the business of
been given separately in the financial statements of the the subsidiaries.
Company under Note 31 in the Notes to Accounts, which
may be read in conjunction with this Report. Pursuant to the provisions of Section 129(3) of the Act,
a statement containing the salient features of financial
TRANSACTIONS WITH RELATED PARTIES statements of the Company’s subsidiaries in Form AOC-1 is
All related party transactions entered into during the financial attached to the financial statements of the Company.
year were at arm’s length terms. Also, there have been no
materially significant related party transactions that were Performance / Business highlights of subsidiaries
entered into by the Company with its related parties. Hence, The performance / business highlights of the subsidiaries
the Company is not required to attach the prescribed Form of your Company during the financial year 2017-18 are
AOC – 2 to the Annual Report of the Company. as follows:

1. DB Infomedia Pvt. Ltd. (DBIPL) STATUTORY AUDITORS

DBIPL carries on its business in the domain of online At the previous Annual General Meeting (AGM) of the
digital space. It has recorded PBT loss of ` 4.45 million Company held on 4th September, 2017 M/s. Price Waterhouse
in the current financial year as compared to PBT Chartered Accountants LLP (Firm Registration No. 012754N/
Loss of ` 24.62 million during the previous financial N500016) and M/s. Gupta Mittal & Co. (Firm Registration No.
year 2016-17. 009973C) were appointed as the Joint Statutory Auditors of
the Company for a period of 5 (Five) years till the conclusion
2. I Media Corp Limited (IMCL) of 26th Annual General Meeting of the Company (subject
IMCL which is housing the event business of the to ratification by the shareholders at every Annual General
Company recorded an PBT Loss of ` 1.34 million for the Meeting, as prescribed at that time).
year under consideration. This subsidiary functions in
co-ordination with radio division and carries out events However, during the year under review, the Parliament of
across MY FM station cities. India has enacted The Companies (Amendment) Act, 2017;
whereby ratification of auditors at every AGM under Section
MANAGEMENT DISCUSSION AND ANALYSIS REPORT 139(1) has been done away with. Due to the enforcement of
The Management Discussion and Analysis Report for the this amendment by the Ministry of Corporate Affairs during
year under review as stipulated under Regulation 34 read the year, it is no longer necessary to seek ratification of the
with Schedule V of the Listing Regulations is given separately appointment of the Auditors by the shareholders at every
which may be taken as forming a part of this Report.
AGM henceforth.
REPORT ON CORPORATE GOVERNANCE However, the Board wishes to inform the shareholders that
A report on Corporate Governance as stipulated under
the Statutory Auditors viz. M/s. Price Waterhouse Chartered
Regulation 34 read with Schedule V of the Listing Regulations
Accountants LLP and M/s. Gupta Mittal & Co. have confirmed
is given separately which may be taken as forming a part of
that their appointment is still within the prescribed limits
this Report. A Certificate, as prescribed, from the Auditors of
under Section 139 of the Companies Act, 2013 and that they
the Company, confirming compliance with the provisions of
are not disqualified for holding such position of auditorship
Corporate Governance is attached to the said Report.
within the meaning of Section 139 of the said Act.
BUSINESS RESPONSIBILITY REPORT
Auditors’ report
A report on Business Responsibility as stipulated under
The Auditors’ Report on the Financial statements of the
Regulation 34 of the Listing Regulations is given separately
Company for the financial year 2017-18 does not contain
which may be taken as forming a part of this Report.
any qualifications, reservations, or adverse remarks.
EMPLOYEES’ STOCK OPTION SCHEMES
The Company had granted Stock Options to its employees
SECRETARIAL AUDITOR
Pursuant to the provisions of Section 204 of the Companies
under the ‘DBCL – ESOS 2010’ and ‘DBCL – ESOS 2011’
(Tranches 1 to 6). The Compensation Committee of the Act, 2013 read with the Companies (Appointment and
Board of Directors, constituted in accordance with the SEBI Remuneration of Managerial Personnel) Rules, 2014, the
Guidelines, administers and monitors these schemes. The Company has appointed M/s. Makarand M. Joshi & Company,
stock option schemes are in compliance with Securities and a firm of Company Secretaries in Practice to undertake the
Exchange Board of India (Share Based Employee Benefits) secretarial audit of the Company.
Regulations, 2014 (“Employee Benefits Regulations”) and
there have been no material changes to these schemes Secretarial Auditors’ report
during the financial year. The Secretarial Audit Report given by the Secretarial Auditor
viz. Makarand M. Joshi & Co., Practising Company Secretaries,
The details required to be disclosed in terms of Regulation Mumbai is attached as ‘Annexure D’ to this Report.
14 of the Employee Benefits Regulations are placed on the
Company’s website and can be accessed at: http://investor. The Secretarial Auditors have observed that there were few
bhaskarnet.com/pages/corporategovernance.php lapses of code of conduct under Insider Trading Regulations
during FY 2017-18 for which company is in the process of
Your Company has obtained a certificate from the Auditors taking appropriate actions.
certifying that the said Employee Stock Option Schemes have
been implemented in accordance with the Employee Benefits COST AUDITOR
Regulations and the resolutions passed by the members in this Pursuant to Section 148 of the Companies Act, 2013 read
regard. The Certificate will be placed at the Annual General with the Companies (Cost Records and Audit) Rules, 2014,
Meeting for inspection by the members, as prescribed which as amended, the cost accounting records maintained by the
is also attached to this Report. Company in respect of its radio business are required to be
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audited. The Board of Directors had, on the recommendation (II) Steps taken by the Company for utilising alternate
of the Audit Committee, appointed M/s. K. G. Goyal & sources of energy:
Associates, Cost Accountants (Firm Registration No. 000024) 1. Implemented a Solar PV plant installation at one
to audit the cost accounting records of the Company for the of its premium locations, which is likely to be
financial year 2017- 18 at a remuneration of ` 25,000/- p.a. operational soon.
plus applicable taxes.
2. GMG Ink Optimization Application installed -
M/s. K. G. Goyal & Associates, Cost Accountants are also PAN India
re-appointed by the Company as Cost Auditors for the
3. Migration from LPG to PNG for Fuel cost
FY 2018-19 at the same remuneration. As required under the
optimization at MP Printer, Noida
Act, the remuneration payable to the cost auditor is required
to be placed before the members in a general meeting for (III) Capital investment on energy conservation
their ratification. Accordingly, a resolution seeking member’s equipments:
ratification for the remuneration payable to M/s. K. G. During the year, the Company has invested ` 1.011
Goyal & Associates for FY 2018-19 is included in the Notice million on procurement and installation of branded LED
convening the Annual General Meeting. Lights across the Company’s various locations.
PUBLIC DEPOSITS B. TECHNOLOGY ABSORPTION

During the year under review, your Company has not Efforts made towards technology absorption
accepted or invited any deposits from public within the and Benefits derived like product improvement,
meaning of Chapter V of the Companies Act, 2013 and cost reduction, product development or import
applicable rules made there under or any amendment or substitution:
re-enactment thereof. 1. Conservation of water and energy.
PARTICULARS OF REMUNERATION TO EMPLOYEES 2. No disposal of polluting effluents to mother earth.

The particulars of remuneration to directors and employees
and other related information required to be disclosed under In case of imported technology (imported during
Section 197(12) of the Companies Act, 2013 and the Rules the last 3 years reckoned from the beginning of the
made thereunder as amended up to date, are given in financial year):
‘Annexure E’ to this Report. Nil / Not Applicable
PARTICULARS REGARDING CONSERVATION OF Expenditure on R & D:

Nil
ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO
C. FOREIGN EXCHANGE EARNINGS AND OUTGO
A. CONSERVATION OF ENERGY
Your Company earned Foreign Exchange of ` 380
(I) Steps taken or impact on conservation of energy: million (Previous Year ` 391 million). The financial
The Company has continued its efforts to improve expenses in foreign exchange during the year was
energy efficiency measures with more vigour and ` 13.5 million (Previous Year ` 15.7 million) and
gravity. Steps undertaken during the year to conserve on account of advertisement, travelling, maintenance
energy include: and other expenses was ` 37 million (Previous Year
` 115 million).
1. Conducted energy audits at different locations for
optimizations of power cost. DEMAT SUSPENSE ACCOUNT
During the year under review, the Company has transferred
2. Post implementation of recommendations derived to the IEPF Suspense Account a total of 2,868 shares on which
from the above said energy audit at 13 print no dividend had been claimed for seven (7) consecutive years.
locations, the Company has managed to achieve Out of these 2,868 shares, 217 shares of 5 shareholders that
energy savings of 987172 KWH in the FY 2017-18, were lying in Demat Suspense Account of the Company as on
despite an increase in print activity. 31st March, 2017 since the Initial Public Offer of the Company
in January, 2010 were also transferred to the IEPF Suspense
3. Energy Cost Optimization through conversion from Account as mandated under IEPF rules.
conventional to LED Light, arrested all air leakages
Shareholders are requested to note that even after the
and installed VFD on K35 press & air compressors
transfer to IEPF as abovesaid, the unclaimed dividend amount
at MP Printer, Noida.

and the shares transferred to IEPF Suspense Account, both, lodge a formal complaint by writing a mail to icc@dbcorp.
can be claimed by making an online application in Form in / dbcorp@intouch-india.com or by calling on the hotline
IEPF-5 and sending the physical copy of the same duly signed number 18001032931.
(as per registered specimen signature) along with requisite
documents enumerated in the said Form IEPF-5 to the During the year only one complaint was received by the
Company at its registered office or to the RTA. Company on 20 March, 2018 which was attended to and
closed on priority in April, 2018.
The IEPF Rules and the application form (Form IEPF-5), as
prescribed by the Ministry of Corporate Affairs, are available No. of complaints received during the year: 1
on the website of the Ministry of Corporate Affairs at www.
iepf.gov.in. No. of complaints disposed off: Nil
INVESTOR EDUCATION AND PROTECTION FUND (IEPF) No. of complaints pending at the end of the year: 1 (which
Pursuant to the applicable provisions of the Companies was disposed off in April, 2018)
Act, 2013, read with the IEPF Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016 (“the rules”), all the unpaid HUMAN RESOURCES AND INDUSTRIAL RELATIONS
or unclaimed dividends are required to be transferred by the People Connect:
Company to the IEPF established by the Central Government, Your Company fosters a culture of employee and their family
after the completion of seven years. wellbeing by offering various types of policies and employee
benefits. Policy on Hiring of Relatives of Employees, Re-hire
Further, according to the said Rules, the shares in respect policy, Salary Advance Policy, Ramesh Chandra Agarwal
of which dividend has not been paid or claimed by the Scholarship, Saubhagyawati Bhav (Marriage assistance for
shareholders for seven consecutive years or more shall also employee’s daughter), Shubh Laxami (good gesture on birth
be transferred to the demat account created by the IEPF of baby girl), Sparsh (good gesture on birth of baby boy),
Authority. Accordingly, the Company has transferred such Employee Group Mediclaim Insurance, Group Personal
shares to IEPF Authority. The Company will continue to Accident Policy, Mediclaim for Parents & Parents-in-law,
transfer such unclaimed dividend and corresponding shares Aapaat Nidhi are some of them.
to IEPF Authority as mandated in future the details of which
will be provided on its website viz. www.bhaskarnet.com. Highlights of some of these policies are given below:
 Ramesh Chandra Agarwal Scholarship is for the
GENERAL children of employees drawing salary upto ` 30000
Your Directors state that no disclosure is required in respect per month and have worked in the organisation for
of the following matters as there were no transactions in two years and more. This is bestowed as a onetime
relation thereto, during the year under review:
scholarship of ` 1 lakh for the meritorious girl child
of the employees who scores more than 90% marks
1. Issue of equity shares with differential rights as to
in class 12th exam and as a onetime scholarship of
dividend, voting or otherwise.
` 30,000 for the meritorious children of the employees
who score more than 86% marks in class 12th exam.
2. Issue of sweat equity shares.
 Sukanya Samridhi account for the children of

3. Non-exercise of voting rights directly by the employees
in respect of shares purchased under a scheme pursuant employees drawing salary upto ` 30,000 per month and
to Section 67(3) of the Act read with Rule 16(4) of have worked in the organisation for five years and more
Companies (Share Capital and Debentures) Rules, 2014. : Company helps in opening Sukanya Samriddhi account
(as per Government scheme by this name) by giving
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE ` 31,000 on the birth of girl child of the employees.
REGULATORS
There are no significant and material orders passed by the  Aapaat Nidhi : An exigency fund is maintained to
Regulators / Courts / Tribunals which would impact on support the employees and their families in any medical
the going concern status of the Company and its future exigency and death of an employee.
operations.
With emphasise on people care, the company’s motto “DB
POLICY REGARDING PREVENTION OF SEXUAL Cares” is proved when the company offers some unique
HARRASSMENT AT WORK PLACE benefits for its employees and their families in the form of the
The Company has constituted an Internal Complaints above-mentioned policies. The management believes that
Committee (ICC) which looks into complaints of sexual family’s happiness leads to more productive and engaged
harassment. The victim or a person on victim’s behalf may employee.
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Employee Empowerment: The corporate governance framework is further supported

The Company has conceptualised and implemented various by a Whistle Blower Policy which serves as a mechanism
human resource policies towards betterment of its over for its directors and employees to report genuine concerns
11,000 employees. These include Talent Attraction and about unethical behaviour, actual or suspected fraud or
acquisition policy, Centralised Induction & On-boarding policy, violation of the Code of Conduct without fear of reprisal.
Performance Management System, Career & Succession The complainant can blow the whistle by calling on hotline
Planning, Potential to Growth (P2G) policy amongst others. number 18001032931 or sending a mail to dbcorp@intouch-
india.com.
The Company provides a culture of freedom for the employees
where an employee is able to speak his / her mind for the Company has also formed an Ethics Committee to work
organizational improvements. The Leaders conduct “Let’s towards identifying quick and consistent actions and timely
Chat” meetings to provide a platform to the team where closure of complaints received and investigated by vigilance
they can share their concern and get solutions. department.
Year 2017-18 witnessed our journey from PeopleSoft to ACKNOWLEDGEMENTS

SuccessFactors as HRIS tool. The system is an automated Your Directors take this opportunity to express their
interface helping the employees as well as the Managers for thankfulness and profound gratitude to the Shareholders,
their attendance, salary, performance appraisal, productivity, Banks, Financial Institutions, Clienteles, Vendors, Central /
dashboard etc. State Governments and other governing authorities; for their
support, continued backing, co-operation and guidance.
The Company places a strong emphasis on the work ethics in
order to foster a healthy corporate culture in the Company. For and on behalf of the Board of Directors of
It has always believed in adhering to the best governance D. B. Corp Limited
practices to ensure protection of its stakeholders’ interests
in tandem with healthy growth of the Company. With this Sudhir Agarwal Pawan Agarwal
belief, the Company has adopted a Code of Conduct which Managing Director Dy. Managing Director
extends to all its Board Members and Senior Management DIN: 00051407 DIN: 00465092
personnel. Additionally, the Company has framed a policy
which deals with Code of Conduct by all the employees Place: Mumbai
across the levels, including its subsidiaries. The Code intends Date: 19th July, 2018
to forbid any activity / association / relationship by Directors
/ employees which is detrimental to the Company’s interest. Encl.: Annexure A to E

Annexure A
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES
[Pursuant to Clause (o) of Sub-section (3) of Section 134 of the Companies Act, 2013 read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014]
1. BRIEF OUTLINE OF THE COMPANY’S CSR POLICY, INCLUDING OVERVIEW OF PROJECTS OR PROGRAMS
PROPOSED TO BE UNDERTAKEN AND A REFERENCE TO THE WEB-LINK TO THE CSR POLICY AND PROJECTS
OR PROGRAMS.
Corporate Social Responsibility has always been taken very seriously by D. B. Corp Ltd. The Company wishes to make it a
mass social movement and with this purpose in mind, the Company’s management has tweaked its strategy on CSR and
now, it mostly adheres to advocacy model.
During the FY 2017-18, the Company has continued with its regular CSR initiatives namely Tilak Holi, Mitti Ke Ganesh,
Sarthak Deepavali, Ek Ped Ek Zindagi, Jal Satyagrah, Daan Campaign, Save Birds and Live Positive Campaign. The idea is
to concentrate its efforts on utilizing the Company’s extensive reach to put across its CSR messages to as many people as
possible, by way of advertisements and write-up.
The Company’s CSR initiatives are meant to inform, educate, and engage the readers to care from nature, environment
and deprived sections. While such initiatives may not show immediate results, but in the long run have great potential to
sensitize people and make them more humane.
The Company’s detailed Policy on CSR can be accessed at:

http://investor.bhaskarnet.com/files/CSR%20Policy.pdf
2. COMPOSITION OF THE CSR COMMITTEE:

The CSR Committee consists of the following Directors:
NAMES OF DIRECTORS CHAIRMAN / MEMBER CATEGORY

Mr. Ashwani Kumar Singhal Chairman Non-Executive, Independent Director
Mr. Naveen Kumar Kshatriya * Member Non-Executive, Independent Director
Ms. Anupriya Acharya Member Non-Executive, Independent Director
Mr. Sudhir Agarwal Member Executive Director
Mr. Pawan Agarwal Member Executive Director
* Mr. Naveen Kumar Kshatriya has resigned from the Board and consecutively from the CSR Committee w.e.f. September 30, 2017.
3. AVERAGE NET PROFIT OF THE COMPANY FOR LAST THREE FINANCIAL YEARS:
` 5,037.20 Million
4. PRESCRIBED CSR EXPENDITURE (TWO PER CENT OF THE AMOUNT AS IN ITEM 3 ABOVE):
` 100.74 Million
5. DETAILS OF CSR SPENT DURING THE FINANCIAL YEAR:

(a) Total amount to be spent for the financial year: ` 100.74 Million
(b) Amount unspent, if any: ` 55.68 Million
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Board's Report
(c) Manner in which the amount spent during the financial year is detailed below:
(Amount in `)
Sr. CSR Project or Activity Sector in which the project Projects or programs Amount Amount spent on Cumulative Amount spent:
no. identified is covered 1) Local area or other Outlay the projects or expenditure Direct or through
2) Specify the State and (budget) programs SUB- up to the implementing
district where projects or project or HEADS: 1)Direct reporting agency*
programs were undertaken programs expenditure on period
wise projects or programs
2) Overheads
1 Annadan Activity Eradicating hunger, poverty MP, CG, Gujarat, Jharkhand, 4,480 4,480 18,22,325 Direct
and malnutrition Chandigarh, Haryana, Punjab,
Himachal, Maharashtra,
Rajasthan, Delhi and NCR
2 Mission Shiksha Promoting education As per Activity 1 1,34,36,199 1,34,36,199 6,07,03,462 Direct
3 Funeral Facilities at Ensuring environmental Madhya Pradesh, Bhopal 57,600 57,600 21,92,369 Direct
Muktidham sustainability and protection of District.
flora and fauna
4 Plantation Protection of flora and fauna As per Activity 1 10,47,939 10,47,939 31,13,248 Direct
5 Professional Fee for CSR Expenses on CSR capability Madhya Pradesh, Bhopal 4,72,133 Direct
Consultant building. District. - -
6 Jal Satyagrah Ensuring Environmental Madhya Pradesh, Bhopal 15,13,910 Direct
Sustainability District. - -
7 Save Bird Campaign Animal Welfare As per Activity 1 52,182 52,182 18,00,816 Direct
8 Senior Citizen Day Care Old age homes, day care Madhya Pradesh, Bhopal 7,500 7,500 3,99,103 Direct
Center centers and such other District.
facilities for senior citizens.
9 J&K Flood Victim Eradicating hunger, poverty As per Activity 1 and Jammu 7,93,809 Direct
and malnutrition & Kashmir - -
10 Vastra Dan Event Eradicating hunger, poverty As per Activity 1 3,09,283 Direct
and malnutrition - -
11 Health Care Activity Promoting preventive health As per Activity 1 25,230 25,230 3,82,890 Direct
care
12 Power of No (Empowering Empowering Woman As per Activity 1 1,52,71,140 Direct
Women) - -
13 ZiddKaro- Girl Child Promoting Education As per Activity 1 6,03,55,425 Direct
Education - -
14 Under privileged Girl Child Promoting Education Madhya Pradesh, Bhopal 42,00,000 Direct
Education District. - -
15 Salaries and Expenses for Employee Cost As per Activity 1 16,33,620 16,33,620 70,95,646 Direct
CSR Team
16 Army Welfare fund Measures for the benefit of Madhya Pradesh, Bhopal 5,00,000 5,00,000 16,00,000 Direct
armed forces veterans, war District.
widows and their dependents
17 Goushala Sanrakshan Animal Welfare Madhya Pradesh, Bhopal 11,00,000 11,00,000 21,00,000 Direct
District.
18 Mitti Ke Ganesh Ensuring Environmental As per Activity 1 10,70,659 10,70,659 10,94,229 Direct
Sustainability
19 Vanvihar Environmental Ensuring Environmental Madhya Pradesh, Bhopal - - 3,97,239 Direct
Sustainability Sustainability District.
20 Rural Development Rural Development Projects Madhya Pradesh, Bhopal 1,56,00,000 1,56,00,000 2,56,00,000 Through
Program District. implementing
agency* [Dwarka
Prasad Agarwal
Charitable Trust,
Bhopal]
21 Protection of National Protection of National heritage Jaipur, Rajasthan 73,60,570 73,60,570 73,60,570 Direct
heritage
22 Vocational Skills Promoting Education As per Activity 1 28,86,736 28,86,736 28,86,736 Direct
Development
23 Swachh Bharat Campaign Ensuring Environmental As per Activity 1 2,82,270 2,82,270 2,82,270 Direct
Sustainability
4,50,64,983 4,50,64,983 20,17,46,601
6. RESPONSIBILITY STATEMENT:
The CSR Committee confirms that the implementation and monitoring of CSR Policy is in compliance with the CSR
objectives and policy of the Company.

D. B. Corp Limited
Sudhir Agarwal Pawan Agarwal Ashwani Kumar Singhal

Managing Director Deputy Managing Director Chairman – CSR Committee
DIN: 00051407 DIN: 00465092 DIN: 01973769
Place: Mumbai
Date: 19th July, 2018

Annexure B
Dividend Distribution Policy
1. Purpose, Objective and Scope payout in a particular year after taking into
The Securities and Exchange Board of India (“SEBI”) vide consideration the operating and financial
its Notification dated July 08, 2016 has amended the performance of the Company, the advice of
SEBI (Listing Obligations and Disclosure Requirements) executive management including the CFO and
Regulations, 2015 by inserting new Regulation 43A other relevant factors.
which mandates D. B. Corp Ltd. (the “Company”) to
formulate a “Dividend Distribution Policy” (the “Policy”) b. The Board may also, where appropriate, aim at
which shall be disclosed in its Annual Report and on distributing dividends in kind, subject to applicable
its website. law, in the form of fully or partly paid shares or
other securities.
The “Dividend Distribution Policy” lays down a broad
framework for considering decisions by the Board of 3. Definitions
the Company with regard to distribution of dividend “Act” means the Companies Act, 2013 and
3.1
to its shareholders and/ or retaining or plough back of the rules framed thereunder, including any
its profits. modifications, amendments, clarifications, circulars
or re-enactments thereof.
The policy reflects the intent of the Company to reward
its shareholders by sharing a portion of its profits after
Board of Directors” or “Board”, in relation
3.2
retaining sufficient funds for growth of the Company.
to a Company, means the collective body of the
The Company shall pursue this policy to pay, subject
Directors of the Company and as amended from
to the circumstances and factors enlisted hereon,
time to time.
progressive dividend, which shall be consistent with the
performance of the Company over the years.
“Company” means D. B. Corp Limited.
3.3
The Policy shall not apply to:
“Policy” means policy on dividend distribution.
3.4
 Determination and declaring dividend on
preference shares (if and when the Company 3.5 “Dividend” shall be as defined under Section 2(35)
has) as the same will be as per the terms of issue of the Companies Act, 2013 and the Rules made
approved by the shareholders; there under.
 Distribution of dividend in kind, i.e. by issue of 4. Considerations relevant for decision of dividend
fully or partly paid bonus shares or other securities, payout
subject to applicable law. The Board shall consider the following, while taking
decision as regards dividend payout:
2. General Policy as regards dividend
Since the time of listing of its IPO, the Company has a. Statutory requirements
consistently paid dividend. The Company shall comply with the relevant statutory
requirements including those with respect to mandatory
The Company would endeavour to maintain this trend transfer of a certain portion of profits to any specific
in future subject to various factors as discussed in this reserve such as Debenture Redemption Reserve, Capital
policy. Declaration of Interim and / or Final dividend Redemption Reserve etc. as provided in the Companies
would be entirely at the discretion of the Board of Act, 2013, as may be applicable to the Company at
Directors of the Company. the time of taking decision with regard to dividend
declaration or retention of profit.
The general considerations by the Board for taking
decisions with regard to dividend payout or retention of b. Agreements with lending institutions/ Debenture
profits shall be as follows:
Trustees
The decision of dividend pay-out shall also be affected
a. Subject to the considerations as provided in the
by the restrictions and covenants contained in the
policy, the Board shall determine the dividend
agreements, if any, as may be entered into with the
01-40 41-116 117-222 223-288
Board's Report
lenders of the Company / Debenture Trustees, as the advertising etc. The budgeted expenses on these heads
case may be. will influence the decision of declaration of dividend.
c. Prudential requirements iii. Return on invested capital

The Company shall analyse the prospective projects and The efficiency with which the Company uses its capital
strategic decisions in order to decide: will impact the decision of dividend declaration.
i. to build a healthy reserve of retained earnings; iv. Cost of borrowings

The Board will analyze the requirement of necessary
ii. to augment long term strength;
funds considering the long term or short term projects
iii. to build a pool of internally generated funds to proposed to be undertaken by the Company and
provide long-term resources as well as resource- the viability of the options in terms of cost of raising
raising potential for the Company; and necessary funds from outsiders such as bankers, lending
institutions or by issuance of debt securities or plough
iv. the need for capital conservation and appreciation. back its own funds.
d. Proposals for major capital expenditures, etc. v. Obligations to creditors

In addition to plough back of earnings on account of The Company should be able to repay its debt obligations
depreciation, the Board may also take into consideration without much difficulty over a reasonable period of
the need for replacement of capital assets, expansion time. Considering the volume of such obligations and
and modernization or augmentation of capital stock, time period of repayment, the decision of dividend
including any major capital expenditure proposals. declaration shall be taken.
e. Expectations of major stakeholders, including

vi. Inadequacy of profits
small shareholders
If during any financial year, the Board determines that
The Board, while considering the decision of dividend
the profits of the Company are inadequate, the Board
pay-out or retention of a certain amount or entire
profits of the Company, shall, as far as possible, consider may decide not to declare dividends for that financial
the expectations of the major stakeholders including year.
the small shareholders of the Company who generally
expects a regular dividend payout. vii. Post dividend EPS
The post dividend EPS can have strong impact on the
f. Extent of realized profits as a part of the IND AS funds of the Company, thus, impacting the overall
profits of the Company operations on day-to-day basis and therefore, affects
The extent of realized profits out of its profits the profits and can impact the decision for dividend
calculated as per IND AS, affects the Board’s decision declaration during a particular year.
of determination of dividend for a particular year. The
Board is required to consider such factors before taking 6. Factors that may affect Dividend Payout
any dividend or retention decision. The Board of Directors will endeavor to take a decision
with an objective to enhance shareholder’s wealth
5. Other Financial Parameters and market value of the shares. However, the decision
In addition to the aforesaid parameters of statutory
regarding pay-out is subject to several factors and
requirements and proposed major capital expenditures,
hence, any optimal policy in this regard may be far
the decision of dividend payout or retention of profits
from obvious.
shall also be based on the following:
i. Operating cash flow of the Company However, the following factors may be taken into
If the Company cannot generate adequate operating consideration by the board while taking the decision
cash flow, it may need to rely on outside funding to about dividend payout:
meet its financial obligations and sometimes to run the
day-to-day operations. The Board will consider the same External Factors such as:
before its decision whether to declare dividend or retain  taxation and other regulatory concern:
its profits.
- Dividend distribution tax or any tax deduction at
ii. Net sales of the Company source as required by applicable tax regulations
To increase its sales in the long run, the Company will in India, as may be applicable at the time of
need to increase its marketing and selling expenses, declaration of dividend.

- Any restrictions on payment of dividends by virtue  To infuse funds for the growth of the company
of any regulation as may be applicable to the
Company at the time of declaration of dividend.  Whenever it undertakes any acquisitions or joint
ventures requiring allocation of capital;
 product/ market expansion plans:
The Company’s growth oriented decision to conserve  Whenever it proposes to utilise surplus cash for
cash in the Company for future expansion plan impacts buy-back of securities; or
shareholders expectation for the long run which shall
have to be considered by the Board before taking  In the event of inadequacy of profits or whenever
dividend decision. the Company has incurred losses
 macroeconomic conditions prevailing in the  Any other circumstances as deemed fit by

country: the Board
Considering the state of economy in the Country,
the policy decisions that may be formulated by the 8. Manner of Dividend Payout
Government and other similar conditions prevailing in Final dividend:
the international market which may have a bearing on  The Board, usually in the Board meeting that
or affect the business of the Company, the management considers and approves the annual financial
may consider retaining a larger part of the profits to have
statements, recommends the dividend, if any,
sufficient reserves to absorb unforeseen circumstances.
subject to further approval of the same by the
members of the Company at the Annual General
Internal Factors such as:
Meeting.
 Past performance/ reputation of the Company
 The payment of dividend shall be made within 30

 Working capital management in the Company
days from the date of its declaration at Annual
 Age of the Company and its product/market General Meeting to the shareholders entitled to
receive the same on the record date/book closure
 Consolidated net operating profit after tax; period as per the applicable law.
 Resources required to fund acquisitions and / or new Interim dividend:

businesses  Interim dividend, if any, shall be declared by
the Board.
 Outstanding borrowings;
 The payment of dividends shall be made within
 Additional investments in subsidiaries/associates of the 30 days from the date of declaration to the
Company; shareholders entitled to receive the dividend on
the record date as per the applicable laws.
 Any other factor as deemed fit by the Board.
9. Manner of utilization of retained earnings
7. Circumstances under which Dividend Payout may The Board may retain its earnings in order to make better
or may not be expected
use of the available funds and increase the value of the
The decision regarding dividend pay-out is a crucial
stakeholders in the long run. The retained earnings may
decision as it determines the amount of profit to be
be utilized for:
distributed among shareholders and amount of profit to
be retained in the business. The Board of Directors shall
 Market expansion plan;
endeavour to take a decision after considering all the
factors mentioned above before determination of any
 Product expansion plan;
dividend payout. The shareholders of the Company may
not expect Dividend under the following circumstances:  Increase in production capacity;
 Whenever it undertakes or proposes to undertake  Modernization plan;

a expansion project requiring higher allocation
of capital;  Diversification of business;
 Higher working capital requirements adversely  Long term strategic plans;

impacting free cash flow;
01-40 41-116 117-222 223-288
Board's Report
 Replacement of capital assets; 11. Amendments to this policy

This Policy would be subject to revision/amendment by
 Where the cost of debt is expensive; the Board of Directors on its own or else in accordance
with the Regulations on the subject as may be issued by
 Other such criteria as the Board may deem fit from the relevant statutory authorities from time to time.
time to time.
Any revision/amendment to this Policy as a result of
10. Parameters that shall be adopted with regard to such regulatory changes shall be carried out with the
various classes of shares approval of the Managing Director / Dy. Managing
 Dividend on Equity Shares: Director of the Company and it shall be placed at the
Equity Shareholders shall be entitled for the dividend, next meeting of the Board of Directors for its information
interim or final, as the case may be, if declared by the and ratification.
Board of Directors or the shareholders of the Company.
Equity dividend shall stand second in priority after 12. Review of Policy
payment of dividend to the Preference Shareholders. This Policy shall be reviewed by the Board as and
when required.
 Dividend on Preference Shares:
Preference Shareholders shall receive dividend at the 13. Effective Date
fixed rate as per the terms of allotment and shall stand in 20th October, 2016
priority to equity shareholders for payment of dividend.
14. Date of the meeting of the Board of Directors
 As at present the Company has issued only one class of which ratified / approved this version
equity shares with equal voting rights, all the members The Board of Directors of the Company has adopted
of the Company are entitled to receive the same amount this Dividend Distribution Policy as required in terms
of dividend per share. The policy shall be suitably of Regulation 43A of the SEBI (Listing Obligations
revisited at the time of issue of any new class of shares and Disclosure Requirements) Regulations, 2015 at its
depending upon the nature and guidelines thereof. meeting held on 20th October, 2016.

Annexure C
FORM NO. MGT – 9
EXTRACT OF ANNUAL RETURN
(as on the financial year ended on 31.03.2018)
[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration)
Rules, 2014]
I. REGISTRATION AND OTHER DETAILS

i. CIN L22210GJ1995PLC047208
ii. Registration Date 27-10-1995
iii. Name of the Company D. B. Corp Limited
iv. Category / Sub-Category of the Company Company having Share Capital / Non-Govt Company
v. Address of the Registered office and contact details Plot no. 280, Sarkhej-Gandhinagar Highway, Nr. YMCA Club, Makarba,
Ahmedabad – 380051, Gujarat.
Tel: +91-22-3988 8840
Email: dbcs@dbcorp.in
vi. Whether listed Company Yes
Listed on BSE Ltd. and The National Stock Exchange of India Limited
vii. Name, Address and Contact details of Registrar and Transfer Karvy Computershare Pvt. Ltd.
Agent Karvy Selenium Tower B,
Nanakramguda, Hyderabad - 500 032.
Ph : 040-67162222
Fax : 040- 23001153
Email: einward.ris@karvy.com
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the Company shall be stated:-
Sr. No. Name and Description of main products / services NIC Code of the Product/ service % to total turnover of the Company
1. Sale of newspapers and magazines 58131 22.10%
2. Advertisement revenue 58131 75.85%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr. No. Name and Address of the Company CIN/GLN Holding/ Subsidiary/ % of shares Applicable
Associate held Section
1. DB Infomedia Pvt. Ltd. U74300MP2015PTC033850 Subsidiary 100% 2(87)
Office Block 1A, 5th Floor, DB City
Corporate Park, Arera Hills, Opp. M.P.
Nagar, Zone – I, Bhopal – 462016,
Madhya Pradesh.
2. I Media Corp Limited U64202MP2006PLC018676 Step-down Subsidiary 100% 2(87)
6, Press Complex, MP Nagar, Zone I,
Bhopal 462011.
01-40 41-116 117-222 223-288
Board's Report
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
i. Category-wise Share Holding
Category of Shareholders No. of Shares held at the beginning of the No. of Shares held at the end of the year % change
year during
Demat Physical Total % of Demat Physical Total % of the year*
Total Total
Shares Shares
A. PROMOTERS
(1) INDIAN
a. Individual /HUF 27764198 0 27764198 15.10% 27764198 0 27764198 15.09% -0.01%
b. Central Govt. 0 0 0 0 0 0 0 0 0
c. State Govt.(s) 0 0 0 0 0 0 0 0 0
d. Bodies Corporate 100725539 0 100725539 54.77% 100725539 0 100725539 54.73% -0.04%
e. Banks / FIs 0 0 0 0 0 0 0 0 0
f. Any Other 0 0 0 0 0 0 0 0 0
Sub-Total A(1) : 128489737 0 128489737 69.87% 128489737 0 128489737 69.82% -0.05%
(2) FOREIGN
a. NRIs - Individuals 0 0 0 0 0 0 0 0 0
b. Others – Individuals 0 0 0 0 0 0 0 0 0
c. Bodies Corporate 0 0 0 0 0 0 0 0 0
d. Banks / FIs 0 0 0 0 0 0 0 0 0
e. Any Other 0 0 0 0 0 0 0 0 0
Sub-Total A(2) : 0 0 0 0 0 0 0 0 0
Total Shareholding of Promoters 128489737 0 128489737 69.87% 128489737 0 128489737 69.82% -0.05%
A=A(1)+A(2)
B. Public Shareholding
1. INSTITUTIONS
a. Mutual Funds 11653078 0 11653078 6.34% 6528592 0 6528592 3.55% -2.79%
b. Banks / FIs 17016 0 17016 0.01% 3522 0 3522 0.00% -0.01%
c. Central Govt. 0 0 0 0.00 0 0 0 0.00 0
d. State Govt.(s) 0 0 0 0.00 0 0 0 0.00 0
e. Venture Capital Funds 0 0 0 0.00 0 0 0 0.00 0
f. Insurance Companies 0 0 0 0.00 0 0 0 0.00 0
g. FIIs / FPIs 33781006 0 33781006 18.37% 32287961 0 32287961 17.55% -0.82%
h. Foreign Venture Capital Funds 0 0 0 0.00 0 0 0 0.00 0
i. Others 0 0 0 0 0 0 0 0 0
Sub-Total B(1) : 45451100 0 45451100 24.72% 38820075 0 38820075 21.09% -3.63%
2. NON-INSTITUTIONS
a. Bodies Corporate
i. Indian 6207616 0 6207616 3.38% 11512826 0 11512826 6.26% +2.88%
ii. Overseas 0 1404 1404 0.00 0 0 0 0.00 0
b. Individuals
i. Individual shareholders 2905188 320 2905508 1.58% 4348640 320 4348960 2.36% +0.78%
holding nominal share
capital up to `1 lakh
ii. Individual shareholders 458122 0 458122 0.25% 555715 0 555715 0.30% +0.05%
capital in excess of `1 lakh
c. Others (specify)
i. Non Resident Indians 56140 435 56575 0.03% 118386 0 118386 0.06% +0.03%
ii. Clearing Members 201295 0 201295 0.11% 20149 0 20149 0.01% -0.1%
iii. Trusts 7242 0 7242 0.00 0 0 0 0.00 0
iv. Non Resident Indians - Non 50802 0 50802 0.03% 43197 0 43197 0.02% -0.01%
Repatriable
v. NBFCs Registered with RBI 100 0 100 0.00 275 0 275 0.00 0
vi. Alternative Investment Fund 65757 0 65757 0.04% 115757 0 115757 0.06% +0.02%
vii. IEPF 0 0 0 0 2868 0 2868 0.00 0
Sub-Total B(2) : 9952262 2159 9954421 5.41% 16717813 320 16718133 9.08% +3.67%
Total Public Shareholding B=B(1)+B(2) : 55403362 2159 55405521 30.13% 55537888 320 55538208 30.18% 0.05%
C. Shares held by Custodian for 0 0 0 0 0 0 0 0 0
GDRs & ADRs
Grand Total (A+B+C) : 183893099 2159 183895258 100.00% 184027625 320 184027945 100.00% +0.07%
*The change in % of shareholding during the year is an effect of the following reasons:
1. Increase in the paid-up share capital of the Company due to ESOP allotments; and
2. Change in the number of shares held by each respective shareholder.

ii. Shareholding of the Promoters *

Sr. No. Shareholder’s Name Shareholding at the beginning of the Shareholding at the end of the year % change in
year shareholding
No. of % of total % of Shares No. of % of total % of Shares during the
Shares Shares Pledged / Shares Shares Pledged / year
of the encumbered of the encumbered
Company to total company to total
shares shares
1 Pawan Agarwal 82,69,321 4.50% 3.16% 82,69,321 4.49% 0.59% -0.01%
2 Sudhir Agarwal 82,69,321 4.50% 4.40% 82,69,321 4.49% 3.82% -0.01%
3 Girish Agarwal 82,69,321 4.50% 3.89% 82,69,321 4.49% 0.91% -0.01%
4 DB Consolidated Pvt. Ltd. (earlier 8,97,91,549 48.83% 12.73% 8,97,91,549 48.79% 26.19% -0.04%
known as Peacock Trading and
Investment Pvt. Ltd.)
5 Namita Agarwal 9,18,813 0.50% 0.00% 9,18,813 0.50% 0.00% NA
6 Jyoti Agarwal 9,18,813 0.50% 0.00% 9,18,813 0.50% 0.00% NA
7 Nitika Agarwal 9,18,813 0.50% 0.00% 9,18,813 0.50% 0.00% NA
8 Bhaskar Publications And Allied 30,17,800 1.64% 0.00% 30,17,800 1.64% 0.00% NA
Industries Pvt. Ltd.
9 Stitex Global Ltd. 79,16,190 4.30% 0.38% 79,16,190 4.30% 0.38% NA
10 (Late) Ramesh Chandra Agarwal 1,00,001 0.05% 0.00% 1,00,001 0.05% 0.00% NA
11 Kasturi Devi Agarwal 99,795 0.05% 0.00% 99,795 0.05% 0.00% NA
Total 12,84,89,737 69.87% 24.56% 12,84,89,737 69.80% 31.89% -0.07%
* The change reflected at point 1, 2, 3, 4 and at the total above is a result of increase in paid - up share capital of the Company due to ESOP allotments.
iii. Change in Promoters’ Shareholding

Sr. No. Shareholding at the beginning Cumulative Shareholding
of the year during the year
No. of Shares % of total No. of Shares % of total
shares of the shares of the
Company Company
At the beginning of the year
Date wise Increase (+) / Decrease (-) in Promoters’
N.A.
Shareholding during the year.
At the end of the year
iv.
Shareholding Pattern of Top Ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Company Company
1. Nalanda India Equity Fund Limited
At the beginning of the year 1,49,93,302 8.16% 1,49,93,302 8.16%
Date wise Increase (+) / Decrease (-) in Shareholding during
the year
10.11.2017 11,44,000 0.62% 1,61,37,302 8.77%
17.11.2017 3,34,000 0.18% 1,64,71,302 8.95%
24.11.2017 4,60,000 0.25% 1,69,31,302 9.20%
01.12.2017 4,54,000 0.25% 1,73,85,302 9.44%
At the end of the year 1,73,85,302 9.44% 1,73,85,302 9.44%
2. ICICI Prudential Life Insurance Company Ltd.
At the beginning of the year 24,31,622 1.32% 24,31,622 1.32%
the year
07.04.2017 41 0.00% 24,31,663 1.32%
14.04.2017 97 0.00% 24,31,760 1.32%
21.04.2017 62 0.00% 24,31,822 1.32%
28.04.2017 34 0.00% 24,31,856 1.32%
12.05.2017 3323793 1.81% 57,55,649 3.13%
19.05.2017 100 0.00% 57,55,749 3.13%
26.05.2017 126772 0.07% 58,82,521 3.20%
02.06.2017 242 0.00% 58,82,763 3.20%
09.06.2017 -471 0.00% 58,82,292 3.20%
01-40 41-116 117-222 223-288
Board's Report

Company Company
16.06.2017 221 0.00% 58,82,513 3.20%
23.06.2017 -332248 0.18% 55,50,265 3.02%
30.06.2017 -3487 0.00% 55,46,778 3.02%
07.07.2017 4722 0.00% 55,51,500 3.02%
14.07.2017 -129144 0.07% 54,22,356 2.95%
21.07.2017 -71691 0.04% 53,50,665 2.91%
28.07.2017 804 0.00% 53,51,469 2.91%
04.08.2017 10010 0.00% 53,61,479 2.91%
11.08.2017 2254 0.00% 53,63,733 2.92%
18.08.2018 3857 0.00% 53,67,590 2.92%
25.08.2017 3973 0.00% 53,71,563 2.92%
01.09.2017 -239318 0.13% 51,32,245 2.79%
08.09.2017 10068 0.00% 51,42,313 2.80%
15.09.2017 10497 0.00% 51,52,810 2.80%
22.09.2017 5569 0.00% 51,58,379 2.80%
29.09.2017 5172 0.00% 51,63,551 2.81%
06.10.2017 -36538 0.02% 51,27,013 2.79%
13.10.2017 -132821 0.07% 49,94,192 2.71%
20.10.2017 139360 0.08% 51,33,552 2.79%
27.10.2017 1371 0.00% 51,34,923 2.79%
31.10.2017 1650 0.00% 51,36,573 2.79%
03.11.2017 1216 0.00% 51,37,789 2.79%
10.11.2017 2217 0.00% 51,40,006 2.79%
17.11.2017 2048 0.00% 51,42,054 2.79%
24.11.2017 1238 0.00% 51,43,292 2.80%
01.12.2017 518 0.00% 51,43,810 2.80%
08.12.2017 -7622 0.00% 51,36,188 2.79%
15.12.2017 2381 0.00% 51,38,569 2.79%
22.12.2017 6686 0.00% 51,45,255 2.80%
29.12.2017 1219 0.00% 51,46,474 2.80%
05.01.2018 1765 0.00% 51,48,239 2.80%
12.01.2018 807 0.00% 51,49,046 2.80%
19.01.2018 238844 0.13% 53,87,890 2.93%
26.01.2018 1318 0.00% 53,89,208 2.93%
23.02.2018 -29 0.00% 53,89,179 2.93%
02.03.2018 -3363 0.00% 53,85,816 2.93%
09.03.2018 -1606 0.00% 53,84,210 2.93%
23.03.2018 -461 0.00% 53,83,749 2.93%
At the end of the year 53,83,749 2.93% 53,83,749 2.93%
3. Government of Singapore
NIL
the year
4. Azim Premji Trust
At the beginning of the year 0 0% 0 0%
the year
23.02.2018 2497483 1.36% 2497483 1.36%
02.03.2018 71000 0.04% 25,68,483 1.40%
5. FIL Investments (Mauritius) Ltd


Company Company
NIL
the year
6. Ocean Dial Gateway To India Mauritius Limited
the year
26.05.2017 778 0.00% 11,00,778 0.60%
14.07.2017 499222 0.27% 16,00,000 0.87%
11.08.2017 110200 0.06% 17,10,200 0.93%
18.08.2017 1578 0.00% 17,11,778 0.93%
25.08.2017 90631 0.05% 18,02,409 0.98%
01.09.2017 102591 0.06% 19,05,000 1.04%
29.09.2017 4473 0.00% 19,09,473 1.04%
20.10.2017 769 0.00% 19,10,242 1.04%
27.10.2017 89758 0.05% 20,00,000 1.09%
7. Mousseganesh Limited
NIL
the year
8. Somerset Emerging Markets Small Cap Fund LLC
the year
07.04.2017 22875 0.01% 9,82,512 0.53%
14.04.2017 1957 0.00% 9,84,469 0.54%
21.04.2017 23073 0.01% 10,07,542 0.55%
28.04.2017 9925 0.00% 10,17,467 0.55%
09.02.2018 554720 0.30% 15,72,187 0.85%
9. ICICI Prudential Dynamic Plan
the year
21.07.2017 47397 0.03% 8,78,373 0.48%
28.07.2017 2961 0.02% 8,81,334 0.48%
11.08.2017 62370 0.34% 9,43,704 0.51%
25.08.2017 156296 0.85% 11,00,000 0.60%
22.09.2017 35712 0.02% 11,35,712 0.62%
29.09.2017 18171 0.00% 11,53,883 0.63%
12.01.2018 2685 0.00% 11,56,568 0.63%
19.01.2018 47770 0.03% 12,04,338 0.65%
26.01.2018 295662 0.16% 15,00,000 0.82%
10. HDFC Standard Life Insurance Company Limited
the year
07.04.2017 -20775 0.01% 14,01,645 0.76%
19.05.2017 -5721 0.00% 13,95,924 0.76%
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Board's Report

Company Company
26.05.2017 -22659 0.01% 13,73,265 0.75%
02.06.2017 -135 0.00% 13,73,130 0.75%
09.06.2017 -7115 0.00/ 13,66,015 0.74%
16.06.2017 -42405 0.02% 13,23,610 0.72%
23.06.2017 -19215 0.01% 13,04,395 0.71%
14.07.2017 -64 0.00% 13,04,331 0.71%
30.09.2017 -32 0.00% 13,04,299 0.71%
20.10.2017 -238 0.00% 13,04,061 0.71%
08.12.2017 -208 0.00% 13,03,853 0.71%
v. Shareholding of Directors and Key Managerial Personnel *

Sr. No. Names of Directors and Key Managerial Shareholding at the beginning Cumulative Shareholding
Personnel of the year during the year
No. of shares % of total No. of shares % of total
Company Company
1. Mr. Pradyumna Mishra – Group CFO
At the beginning of the year Nil Nil Nil Nil
Date wise Increase [+] (ESOP allotment) / Decrease [-]
(Market sale) in Shareholding during the year
12.09.2017 +3000 +0.00% 3000 +0.00%
28.09.2017 -1100 -0.00% 1900 -0.00%
03.11.2017 -400 -0.00% 1500 -0.00%
06.11.2017 -300 -0.00% 1200 -0.00%
07.11.2017 -200 -0.00% 1000 -0.00%
13.11.2017 -500 -0.00% 500 -0.00%
27.02.2018 -500 -0.00% NIL -0.00%
At the end of the year Nil Nil Nil Nil
*Other than those mentioned above, none of the other Directors or Key Managerial Personnel holds any shares in the Company.
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal amount 54,99,08,787 27,35,09,402 - 82,34,18,189
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 15,54,181 7,76,458 - 23,30,639
Total (i+ii+iii) 55,14,62,968 27,42,85,860 - 82,57,48,828
Change in Indebtedness during the financial year
• Addition - - - -
• Reduction (24,95,05,586) (12,56,43,618) - (37,51,49,204)
Net Change (24,95,05,586) (12,56,43,618) - (37,51,49,204)
Indebtedness at the end of the financial year
i) Principal amount 30,10,37,782 14,76,06,650 - 44,86,44,432
iii) Interest accrued but not due 9,19,600 10,35,592 - 19,55,192
Total (i+ii+iii) 30,19,57,382 14,86,42,242 - 45,05,99,624

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager
Sr. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount
No. Mr. Sudhir Mr. Pawan
Agarwal Agarwal
1. Gross Salary
a. Salary as per provisions contained in Section 17(1) of the 90,00,000/- 60,00,000/- 1,50,00,000/-
Income Tax Act, 1961
b. Value of perquisites under Section 17(2) of Income Tax Act, Nil Nil Nil
1961
c. Profits in lieu of salary under Section 17(3) of Income Tax Nil Nil Nil
Act, 1961
2. Stock Options Nil Nil Nil
3. Sweat Equity Nil Nil Nil
4. Commission Nil Nil Nil
- as a % of Profit
- others, specify
5. Others, please specify Nil Nil Nil
Total (A) 90,00,000/- 60,00,000/- 1,50,00,000/-
Ceiling as per the Act Refer Note below
Note: In terms of the provisions of the Companies Act, 2013, the remuneration payable to Executive Directors shall not exceed 10% of the Net
Profit of the Company. The remuneration paid to Executive Directors for the FY 2017-18 is well within the said ceiling limit.
B. Remuneration to other Directors

Sr. Particulars of Remuneration Names of Directors Total Amount
No. Mr. Piyush Mr. Harish Bijoor Mr. Ashwani
Pandey Kumar Singhal
1. INDEPENDENT DIRECTORS
- Fee for attending Board / Committee Meetings 1,55,000/- 60,000/- 2,15,000/-
- Commission N.A. N.A. N.A.
- Others, please specify N.A. N.A. N.A.
Total (1) 1,55,000/- 60,000/- 2,15,000/- 4,30,000/-
Ms. Anupriya Mr. Naveen
Acharya Kumar Kshatriya
(Till 30.09.2017)
- Fee for attending Board / Committee Meetings 1,35,000/- 1,00,000/-
- Commission N.A. N.A.
- Others, please specify N.A. N.A.
Total (2) 1,35,000/- 1,00,000/- 2,35,000/-
2. OTHER NON-EXECUTIVE DIRECTORS Mr.Girish Agarwal
- Fee for attending Board / Committee Meetings 80,000/-
- Commission N.A.
- Others, please specify N.A.
Total (3) 80,000/- 80,000/-
Total B = (1+2+3) 7,45,000/-
Total Managerial Remuneration (A + B) 1,57,45,000/-
Overall Ceiling as per the Act Refer Note below
Note: In terms of the provisions of the Companies Act, 2013, the remuneration payable to Directors other than Executive
Directors shall not exceed 1% of the Net Profit of the Company. The remuneration paid to Non-Executive Directors for the
FY 2017-18 is well within the said ceiling limit.
01-40 41-116 117-222 223-288
Board's Report
C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD

SR. Particulars of Remuneration Key Managerial Personnel Total Amount
No. Mr. Pradyumna Ms. Anita Gokhale -
Mishra – Group CFO Company Secretary
1. Gross Salary
a. Salary as per provisions contained in Section 17(1) 2,04,49,754 17,21,598 2,21,71,352
of the Income Tax Act, 1961
b. Value of perquisites under Section 17(2) of Income 1,92,000 - 1,92,000
Tax Act, 1961
c.
Profit in lieu of salary under Section 17(3) of - - -
2. Stock Options 17,20,078 - 17,20,078
3. Sweat Equity - - -
4. Commission - - -
- as a % of Profit
- others, please specify
5. Others, please specify - - -
Total 2,23,61,832 17,21,598 2,40,83,430
VII. PENALTIES/ PUNISHMENT/ COMPOUNDING OF OFFENCES

Type Section of the Brief Details of Penalty/ Authority [RD/ Appeal made,
Companies Act Description Punishment/ NCLT/ COURT] if any (give
Compounding fees details)
imposed
A. COMPANY
Penalty
Punishment NIL
Compounding
B. DIRECTORS
Penalty
Punishment NIL
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment NIL
Compounding

D. B. Corp Limited
Sudhir Agarwal Pawan Agarwal

Managing Director Dy. Managing Director
DIN: 00051407 DIN: 00465092
Place: Mumbai

Annexure D
FORM NO. MR.3
SECRETARIAL AUDIT REPORT
For The Financial Year Ended 31st March, 2018
[Pursuant to section 204(1) of the Companies Act, 2013 and rule 9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]
To, of External Commercial Borrowing. (Foreign Direct

The Members, Investment and Overseas Direct Investment
D. B. Corp Limited is not Applicable to the Company during the
Plot No. 280, Sarkhej Gandhinagar Highway, audit period).
Nr. YMCA Club, Makarba, Ahmedabad - 380 051
(v) The following Regulations and Guidelines prescribed
We have conducted the secretarial audit of the compliance under the Securities and Exchange Board of India Act,
of applicable statutory provisions and the adherence to 1992 (‘SEBI Act’) :-
good corporate practices by D. B. Corp Limited (hereinafter
called the “Company”) Secretarial Audit was conducted in a (a) The Securities and Exchange Board of India
manner that provided us a reasonable basis for evaluating the (Substantial Acquisition of Shares and Takeovers)
corporate conducts/ statutory compliances and expressing Regulations, 2011;
my opinion thereon.
(b) The Securities and Exchange Board of India
Based on our verification of the Company’s books, papers, (Prohibition of Insider Trading) Regulations, 2015;
minute books, forms and returns filed and other records
maintained by the Company and also the information (c) The Securities and Exchange Board of India (Issue of
provided by the Company, its officers, agents and authorized Capital and Disclosure Requirements) Regulations,
representatives during the conduct of secretarial audit, 2009 (Not Applicable to the Company during
We hereby report that in our opinion, the Company has, the audit period)
during the audit period covering the financial year ended on
31st March, 2018 (‘Audit Period’) complied with the statutory (d) The Securities and Exchange Board of India (Share
provisions listed hereunder and also that the Company has Based Employee Benefits) Regulations, 2014;
proper Board-processes and compliance-mechanism in place
to the extent, in the manner and subject to the reporting (e) The Securities and Exchange Board of India (Issue
made hereinafter: and Listing of Debt Securities) Regulations, 2008
(Not Applicable to the Company during the
We have examined the books, papers, minute books, forms audit period)
and returns filed and other records maintained by the
Company for the financial year ended on 31st March, 2018 (f) The Securities and Exchange Board of India
according to the provisions of: (Registrars to an Issue and Share Transfer Agents)
Regulations, 1993 regarding the Companies Act
(i) The Companies Act, 2013 (the Act) and the rules made and dealing with client;
there under;
(g) The Securities and Exchange Board of India
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) (Delisting of Equity Shares) Regulations, 2009 (Not
and the rules made there under; Applicable to the Company during the audit
period) and
(iii) The Depositories Act, 1996 and the Regulations and
Bye-laws framed there under; (h) The Securities and Exchange Board of India
(Buyback of Securities) Regulations, 1998 (Not
(iv) Foreign Exchange Management Act, 1999 and the Applicable to the Company during the
rules and regulations made there under to the extent audit period).
01-40 41-116 117-222 223-288
Board's Report
(i) The Securities and Exchange Board of India Directors and Independent Directors. The changes in the
(Listing Obligations and Disclosure Requirements) composition of the Board of Directors that took place during
Regulations, 2015. the period under review were carried out in compliance with
the provisions of the Act.
We have also examined compliance with the applicable
clauses of the following: Adequate notice is given to all directors to schedule the
Board Meetings and agenda items were sent at least seven
(i) Secretarial Standards issued by The Institute of Company
days in advance and a system exists for seeking and obtaining
Secretaries of India. further information and clarifications on the agenda items
(ii) Listing agreements entered into by the Company with before the meeting and for meaningful participation at
Stock exchange. the meeting.
During the period under review the Company has complied All decisions at Board Meetings and Committee Meetings
with the provisions of the Act, Rules, Regulations, Guidelines, are carried out either unanimously or majority as recorded
Standards, etc. mentioned above except that there were few in the minutes of the meetings of the Board of Directors or
lapses of code of conduct under Insider Trading Regulations Committee of the Board, as the case may be.
for which company is in process of taking appropriate actions.
We further report that there are adequate systems and
We further report that, having regard to the compliance processes in the company commensurate with the size and
system prevailing in the Company and on examination of the operations of the company to monitor and ensure compliance
relevant documents and records in pursuance thereof on test with applicable laws, rules, regulations and guidelines.
check basis, the Company has complied with the following
We further report that during the audit period the
laws applicable specifically to the Company:
Company has allotted 1,32,687 Equity Shares having Face
1. Delivery of Books and Newspapers (Public Libraries) Value of 10/- each under Employee Stock Option Scheme
Act, 1954 and Delivery of Books (Public Libraries) Rules, and Employee Stock Purchase Scheme) Guidelines, 1999
1955 made there under. and the Securities and Exchange Board of India (Share Based
Employee Benefits) Regulations, 2014.
2. The Indian Telegraph Act, 1885.
3. Working Journalists and Other Newspaper Employees
(Conditions of Service) and Miscellaneous Provisions For Makarand M. Joshi & Co.
Act, 1955 and Working Journalists (Conditions of
Service) and Miscellaneous Provisions Rules, 1957 made Kumudini Bhalerao
there under. Partner
FCS No. 6667
4. The Press & Registration of Books Act, 1867 and The CP No. 6690
Registration of Newspapers (Central) Rules, 1956 made
there under. Place: Mumbai
Date: 18.07.2018
We further report that
This report is to be read with our letter of even date which
The Board of Directors of the Company is duly constituted is annexed as Annexure A and forms an integral part of this
with proper balance of Executive Directors, Non-Executive report.

‘Annexure A’
To,
The Members,
D. B. Corp Limited
Plot No. 280, Sarkhej Gandhinagar Highway,
Nr. YMCA Club, Makarba, Ahmedabad - 380 051
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express
an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis
for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the company.
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and
regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility
of management. Our examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the company.
For Makarand M. Joshi & Co.
Kumudini Bhalerao
Partner
FCS No. 6667
CP No. 6690
Place: Mumbai
Date: 18.07.2018
01-40 41-116 117-222 223-288
Board's Report
Annexure E
REMUNERATION DETAILS
[Pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014]
A] INFORMATION PURSUANT TO RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF

MANAGERIAL PERSONNEL) RULES, 2014
1. The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the
financial year 2017-18 :
Sr. Particulars Director’s Ratio to median
No. Remuneration remuneration of
(in `) employees
1. Mr. Sudhir Agarwal - Managing Director 90,00,000/- 39
2. Mr. Pawan Agarwal - Dy. Managing Director 60,00,000/- 26
Median remuneration of employees for fiscal 2017-18 was ` 2,33,598 /-.

Apart from the above, none of the other Directors is paid remuneration in any form other than sitting fees.
2. Percentage increase in remuneration of each Director, Chief Financial Officer, Company Secretary in the financial year
2017-18 :
Sr. Particulars % Increase
No.
1. Mr. Sudhir Agarwal - Managing Director 0%
2. Mr. Pawan Agarwal - Dy. Managing Director 0%
3. Mr. P. G. Mishra - Group CFO 2%
4. Ms. Anita Gokhale - Company Secretary 12%
3. Percentage increase in the median remuneration of employees in the financial year 2017-18 : 6%
4. The number of permanent employees on the rolls of the Company as on March 31, 2018: 10,296
5. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last
financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and
point out if there are any exceptional circumstances for increase in the managerial remuneration :
The average percentile increase in the salary of employees other than the managerial personnel was over 7.45% during
the year 2017-18 while the average increase in the managerial remuneration was 0%.
6. The Remuneration paid to all Directors is as per the Remuneration Policy of the Company.

86
B] INFORMATION PURSUANT TO RULE 5(2) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
Top ten employees in terms of remuneration drawn during the year, including those employed throughout the year and in receipt of remuneration aggregating to not less than
` 1,02,00,000/- for the year ended 31st March, 2018.
(in `)
Sr. Name Age (in Designation Qualifications Total Date of Remuneration Previous employment
| D. B. Corp Ltd.
No. years) Experience commencement (in `)
(in years) of employment in
the company
1 Harrish M Bhatia 55.9 President DMM 34.5 08/10/2001 2,79,07,276 LG India
2 Pradyumna Gopal Krishna 58.2 Group CFO LLB (H) & FCA 33.7 01/01/1994 2,23,61,832 Pradyumna Mishra & Co.
Mishra
3 Rachna Kamra 60.5 Chief Human Resource Officer PGDPMIR, PGDBA, M.A. & M. Phil 34.8 12/04/2010 1,71,63,452 FORTIS Hospital
4 Bharat Agarwal 53.5 Executive Director MD, MBA, M. Phil 22.2 16/11/2000 1,46,63,130 Bhaskar Global
5 R D Bhatnagar 55.4 Chief Technology Officer BE & MDP, DCA 36.2 13/11/1996 1,16,19,028 Bennet Coleman & Co.
6 Vinay Maheshwari 46.4 Senior Vice President MBA 22.6 19/09/2009 1,12,80,102 HT Media Ltd.
7 Vijay Garg 51.0 CFO FICWA 27.8 23/09/2007 1,12,40,778 Red FM
8 Amit Doshi 58.3 Chief Operating Officer B.E., PGDBM 30.2 01/06/2015 1,10,95,743 Hitachi Home & life
Solution Ltd.
9 Sanjay Kumar Sharma 51.7 Chief Operating Officer BSc , MBA 26.4 01/06/2012 1,03,59,248 Bharti Airtel Ld.
Employed for part of the year and in receipt of remuneration aggregating to not less than ` 8,50,000/- per month.
01-40
(in `)
Sr. Name Age (in Designation Qualifications Total Date of Remuneration Previous employment
No. years) Experience commencement (in `)
(in years) of employment in
Corporate Overview
the company
1 Sanjay Pradhan 52.0 RCOO Post Graduate 23.5 15/11/2017 78,76,900 Chellarams Plc.
2 Bhaskar Das 65.0 Executive President MBA, Phd 37.2 02/11/2017 46,86,160 Zee Media
Notes:
1. None of the employees is relative of the Directors of the Company.
2. The nature of employment is contractual.
41-116
3. None of the employees holds by himself or along with his spouse and dependent children, not less than two per cent of the equity shares of the Company.
Board's Report
4. Remuneration includes salary, allowances and perquisites as per provisions of the Income Tax Act, 1961.
Statutory Reports

D. B. Corp Limited

Managing Director Dy. Managing Director
DIN: 00051407 DIN: 00465092
117-222
Place: Mumbai
223-288
Subsidiaries
Annual Report 2017-18 |

87
Auditors’ Certificate on ESOSs

To,
The Board of Directors
D. B. Corp Limited
Plot no. 280
Sarkhej Gandhi Nagar Highway
Near YMCA Club, Makarba
Ahmedabad, Gujarat – 380051
Dear Sir,
Re.: Compliance with Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014
We have examined the relevant resolutions passed by the shareholders of D. B. Corp Limited (“the Company”) having its
Registered Office at Plot No: 280, Sarkhej-Gandhinagar Highway, Makarba, Ahmedabad-380051 (Gujarat) and based on
the above and the other relevant information provided to us, we certify that various Employee Stock Option Schemes of
D. B. Corp Limited viz. DBCL-ESOS 2010 (covering grant of 4,91,203 options out of 6,00,000 options approved by shareholders)
and DBCL-ESOS 2011-Tranche 1 to Tranche 6 have been implemented in accordance with the aforesaid resolutions and the
provisions of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014.
This certificate is issued at the request of the Company for placing before the shareholders of the Company at the forthcoming
Annual General Meeting and shall not be used for any other purpose whatsoever without our written consent.
For Gupta Mittal & Co

Chartered Accountants
ICAI’s Firm Registration No.: 009973C
Shilpa Gupta
Partner
Membership No.: 403763
Bhopal, 18th July 2018
01-40 41-116 117-222 223-288
Board's Report /
Report on Corporate Governance

I. COMPANY’S PHILOSOPHY ON THE CODE OF Regulations, 2015 (the ‘Listing Regulations’), the details
CORPORATE GOVERNANCE of compliance with regards to Corporate Governance
Corporate Governance is a system driven towards for the year ended 31st March, 2018 are as follows:
governing an entity whilst bringing about a transparent
and fair environment set with robust business systems II. BOARD OF DIRECTORS
and processes, better accountability and independence. The Board of DBCL is entrusted with the ultimate and
Good governance entails conforming to statutorily highest responsibility to run the affairs of the Company
prescribed Corporate Governance practices while also in a responsible and ethical manner. They are a vital
striving to inculcate and adapt practices beyond the asset to the Company, vested with requisite powers and
requirements of law. Corporate governance is about authorities to enable smooth execution of strategies
maximising stakeholder worth lawfully, morally and and business plans. A diverse and experienced Board
sustainably. would bring about professionalization of the Board,
just and clear processes and a broader perspective to
We at D. B. Corp Limited, (‘DBCL’ / the ‘Company’) the industry’s state of affairs. The Board plays a key role
believe that strong governance policy and healthy in reviewing organization policies and management
business practices are essential in order to retain practices in order to conform to the best governance
investor faith and trust in the Company. Our philosophy standards set across the globe.
of Corporate Governance is established upon a strong
legacy of fair and ethical practices. We endeavour to 1. Composition and Category
ensure absolute integrity and transparency in our The Board comprises of an optimal blend of Executive
performance by conforming to the greatest moral and and Independent Directors representing a diverse
accountable standards of business. mix of knowledge, experience and professionalism.
The current composition is in conformity with the
Our governance systems and strategies are continually statutory requirements of the Companies Act, 2013
under constant evaluation in order to thrust the (the ‘Act’) and the SEBI (Listing Obligations and
Company at par with the best benchmarks set for Disclosure Requirements) Regulations, 2015 (the `Listing
governance practices across the industry. Regulations’). The Board consists of Independent
Directors; including a woman director; who possess
In our endeavour to achieve responsible corporate expertise in their respective professions and have
standard and behaviour, the Company has adopted the consistently contributed to the Company’s strategies
‘Code of Conduct’ which enunciates the Company’s and business decisions.
ideals, values and business philosophies. This Code
works as a guiding tool for the Board and senior The Company’s Board is a fine blend of vast diversity;
officers of the Company and also provides assistance consisting of directors hailing from different fields and
and assurance to deal with ethical or moral issues which domains, each bringing their own unique contribution
in turn helps cultivate an environment of honesty, to the Board’s knowledge base. All the directors
reliability and responsibility. The ‘Code of Conduct to on the board of the Company possess the requisite
regulate, monitor and report trading by Insiders’ and qualifications and experience in general corporate
the ‘Code of Practices and Procedures for Fair Disclosure management, finance, banking and other associated
of Unpublished Price Sensitive Information’ serves as a fields which enable them to contribute effectively in
directorial tool and ethical road map for our employees their capacity as Directors.
in ensuring fair conduct and prevention of misuse of any
price sensitive information which has not been made As of 31st March, 2018, the Board consisted of seven
available to the public at large. members. The composition and category of the Board
of the Company is as under:
Our Board of Directors, who are at the core of
Corporate Governance practices in the Company and Category Names of Directors
our employees and senior management who are an Managing Director (Executive Mr. Sudhir Agarwal
extension to the Board have been major contributors to Director & Promoter)
the Company’s undisputed leadership and reputation as Deputy Managing Director Mr. Pawan Agarwal
a business entity. (Executive Director)
Non-Executive, Non – Mr. Girish Agarwal
Compliance with Regulation 34(3) read with Independent Director
Schedule V of the SEBI (Listing Obligations and
Non-Executive, Independent Mr. Piyush Pandey
Disclosure Requirements) Regulations, 2015
Directors Mr. Harish Bijoor
In terms of Regulation 34(3) read with Schedule V of the Mr. Ashwani Kumar Singhal
SEBI (Listing Obligations and Disclosure Requirements) Ms. Anupriya Acharya

Mr. Naveen Kumar Kshatriya has resigned from the office 4. Induction of directors and Familiarization
of an Independent Director of the Company with effect Your Company believes that a good orientation is
from 30th September, 2017. His contribution to the critical in helping the Board members to feel a strong
Board and business plans during his association with the engagement with Company and other fellow board
Company has been profound and exemplary. The Board members. With this belief, your Company has put
has placed on record its gratitude and appreciation for in place a structured, wide-ranging and practical
the valuable services rendered by Mr. Kshatriya during orientation to the activities, policies and structure of
his association with the Company. the organization.
All the Directors of the Company have made the Every Director on appointment receives a letter
requisite disclosures as mandated under the Act / Listing of appointment setting out in detail the terms of
Regulations which were placed before the Board. appointment, duties, responsibilities and expected
time commitments. The terms and conditions of their
Total number of directorships / chairmanships and appointment are also disclosed on the website of the
memberships held by the Directors of the Company in Company, www.bhaskarnet.com.
the Committees of the Board is in compliance with the
provisions of the Act and the Listing Regulations. In its endeavor to introduce the Directors to the
workings of the Company, an orientation programme is
None of the Directors have been granted any stock conducted for newly appointed Directors, wherein they
options of the Company. are familiarized with the nature of the industry in which
the Company operates, business model and structure
2. Relationship Inter-se of the Company, the latest happenings in the Media
The following Directors of the Company are related to and Entertainment Industry, changes in the legal and
each other in the manner mentioned below: statutory framework and its impact on the Company’s
business, etc.
Sr. Name of the Relationship Inter-se
No. Director The primary objective behind the above initiatives is to
1 Mr. Sudhir Agarwal Brother of Mr. Pawan Agarwal ensure meaningful board level deliberations and sound
business decisions.
and Mr. Girish Agarwal.
2 Mr. Pawan Agarwal Brother of Mr. Sudhir Agarwal
The Company also organizes familiarization programme
and Mr. Girish Agarwal. for the other Directors in order to keep them abreast
3 Mr. Girish Agarwal Brother of Mr. Sudhir Agarwal of any latest happenings in the corporate and
and Mr. Pawan Agarwal. regulatory framework.
No Directors, other than those mentioned above, are related to
One such familiarisation programme was held on
each other.
18th January, 2018, details of which are placed on the
Company’s website and can be accessed at: http://
3. Role of Board of Directors investor.bhaskarnet.com/pages/corporategovernance.
The Board’s main role is to enhance shareholder and php?id=6
stakeholder value, by guiding the Company towards
its goals of prosperity and brand enhancement; at
5. Board Evaluation
the same time taking conscious efforts to ensure that
One of the main functions of the Board is to periodically
the interests of its stakeholders are not hampered.
review and evaluate the performance and contribution
The Board plays an important role in supervising the
of the members of the Board. An effective performance
higher management and guiding them towards serving
evaluation contributes to evaluating performance based
all short and long term interests of the stakeholders.
on three parameters: at an organizational level; board
The Board exercises its duties and responsibilities with
as a whole and at an individual level. Board evaluation
utmost care and diligence. They strive to set strategic
helps identify barriers and impediments that hinder
goals and management policies which help effectuate
effective board practices and flow of information across
performance objectives and ensure adherence to
various levels.
various Corporate Governance practices. The Board
is responsible for inculcating a transparent and fair
The Nomination and Remuneration Committee of
environment which promotes a smooth and hurdle-free
the Board of directors of the Company has laid down
flow of information across all levels leading to effective
a proficient evaluation plan in the form of following
dialogues amongst Directors, senior management and
parameters / criteria for evaluating the performance:
other compliance and risk management functions.
Corporate strategy, achieving various long and short  Participation and contribution by a Director;
term business targets of the Company and running
of day to day affairs are conducted by the Managing  Commitment (including guidance provided
Director and the Deputy Managing Director under the to senior management outside of Board /
guidance and supervision of the Board. Committee meetings);
01-40 41-116 117-222 223-288
 Effective deployment of knowledge and expertise; Particulars Amount in `

 Effective management of relationship with Basic Pay (Annual) 1,00,00,000/-
stakeholders; Perquisites, Bonus, Commission & Nil
other allowances
 Integrity and maintenance of confidentiality;
Moreover, Mr. Pawan Agarwal’s directorship shall be
 Independence of behaviour and judgment;
liable for retirement by rotation. The resolution for
 Observance of Code of Conduct and re-appointment of Mr. Pawan Agarwal as mentioned
above is recommended to the members of the Company
 Impact and influence. for passing at the ensuing AGM.
In terms of the requirement of the Act and the Listing Mr. Pawan Agarwal satisfies all the conditions set out in
Regulations, an annual performance evaluation of Part-I of Schedule V to the Act and also the conditions
the Board and that of its various committees was set out under sub-section (3) of Section 196 of the
carried out by the Board in the light of parameters Companies Act, 2013 (“Act”) for being eligible for his
such as composition of the Board and Committees, appointment. A detailed resume of Mr. Pawan Agarwal
participation and contribution to the long term strategic is given in the Explanatory Statement annexed to the
planning, experience and competencies, performance Notice convening the Annual General Meeting. It may
of the duties and obligations and governance issues be taken as a part of this report.
and improvisation in board effectiveness. Performance
evaluation of each and every director was also carried Mr. Sudhir Agarwal – Managing Director of the
out individually in the light of the above said criteria. Company was appointed as the Managing Director of
the Company for a term of 5 years (1st January, 2017 to
The process of evaluation was also carried out by 31st December, 2021) at a remuneration of ` 90 Lakh p.a.
the members of the Nomination and Remuneration Considering the expanding business of the Company,
Committee to evaluate the performance of each current industry trend and the vast experience that he
director, as per the structured mechanism based on the possesses, it is proposed to increase his remuneration
set parameters laid down by the Committee. from ` 90 Lakh p.a. to ` 1.5 Crore p.a. w.e.f. 1st October,
2018 as detailed below subject to members approval.
An evaluation of the Independent Directors was carried The resolution for such increase of remuneration of
out by the entire Board (excluding the Director being Mr. Sudhir Agarwal as mentioned above is recommended
evaluated) based on the criteria set. Evaluation of the to the members of the Company for passing at the
Non-Independent Directors and the Board as a whole ensuing AGM.
was carried out by the Independent Directors at their Particulars Amount in `
meeting specially convened for this purpose.
Basic Pay (Annual) 1,50,00,000/-
6. Directors seeking appointment / re-appointment / Perquisites, Bonus, Commission & Nil
change in terms of appointment other allowances
As per the Companies Act, 2013 and the Articles of
Association of the Company, not less than two-third of Mr. Piyush Pandey, Mr. Harish Bijoor and Mr. Ashwani
the total number of Directors (excluding Independent Kumar Singhal were appointed as Independent Directors
Directors) shall retire by rotation, out of which, one on the Board for tenure of 5 years, whose term of office
third of Directors are required to retire every year by expires on 31st December, 2018. As per Section 149(10)
rotation and if eligible, the Director can offer himself for of the Companies Act, 2013, an Independent Director
re-appointment. shall be eligible for re-appointment for a second
consecutive term on passing of a special resolution by
the shareholders.
Mr. Pawan Agarwal retires by rotation at the ensuing
Annual General Meeting of the Company and being In line with the aforesaid provisions, it is proposed to
eligible, offers himself for re-appointment. re-appoint these three directors for second consecutive
term as Independent Directors for period of such
Further, Mr. Pawan Agarwal was appointed as Deputy number of years as mentioned against each of them
Managing Director of the Company at the Annual hereunder:
General Meeting (“AGM”) of the Company held on
24th July 2014 for a term of 5 years w.e.f. 31st July, 2013 1. Mr. Piyush Pandey : 2 years
(i.e. up to 30th July, 2018). On the recommendation 2. Mr. Harish Bijoor : 2 years
of the Nomination and Remuneration Committee,
the Board has at its meeting held on 16th May, 2018 3. Mr. Ashwani Kumar Singhal : 5 years
recommended to the members of the Company that
The re-appointment will be effective from
Mr. Pawan Agarwal be re-appointed as the Deputy
1st January, 2019. All the three directors fulfill all
Managing Director of the Company for a further term
conditions in relation to their eligibility for appointment
of 5 years w.e.f. 31st July, 2018 (i.e. up to 31st July 2023);
as Independent Director as specified under the
at a remuneration of ` 1 Crore p.a. as detailed here:
Companies Act, 2013.

The Board has at its meeting held on 16th May, 2018 a specially convened meeting or by circular resolution,
recommended the re-appointment of these directors in which case it is noted and ratified at the subsequent
as Independent Directors to the members to be Board/Committee meeting, as the case may be. All
considered at the ensuing AGM. This was based on the agenda items are backed by comprehensive background
recommendation by the Nomination and Remuneration information to enable the Board to take decisions in an
Committee which has conducted performance informed manner.
evaluation of these directors and their individual choices.
The Board meets once in every quarter to review the
A detailed resume of Mr. Piyush Pandey, Mr. Harish quarterly performance of the Company and transact
Bijoor and Mr. Ashwani Kumar Singhal is given in the other items on the agenda. Additional meetings are held,
Explanatory Statement annexed to the Notice convening whenever necessary to consider any urgent item. Senior
the Annual General Meeting. It may be taken as a part management is invited to attend the Board Meetings as
of this report. and when required, so as to provide additional inputs on
finance, strategy or business processes relating to the
7. Board procedures and meetings items being deliberated by the Board.
The Board/Committee meetings are pre-scheduled and
an annual calendar of Board and Committee meetings During the year under review, 4 (four) Board
is circulated to the Directors at the beginning of the new Meetings were held on 18th May, 2017, 20th July,
financial year to enable them to plan their schedules and 2017, 31st October, 2017 and 18th January, 2018.
to ensure their meaningful participation in the meetings. The intervening gap between two meetings was in
A detailed agenda is circulated to the members of the conformity with the requirements of Listing Regulations,
Board seven days prior to the meeting. To address any Secretarial Standards and that of the Act. All 4 meetings
specific urgent needs, the Board’s approval is taken at were held in Mumbai.
The attendance record of the Directors at the Board Meetings during the financial year 2017-18 and at the last AGM is as
under:-
Sr. Names of the Directors No. of Board Attendance at No. of No. of Committee
No. meetings the last AGM Directorships Memberships in Public Limited
attended during held on 4th (including Companies*
the financial September, DBCL) Memberships Chairmanships
year 2017-18 2017
1 Mr. Sudhir Agarwal ** 3 Absent 11 1 Nil
2 Mr. Girish Agarwal 4 Absent 21 4 3
3 Mr. Pawan Agarwal 3 Present 19 1 Nil
4 Mr. Piyush Pandey 3 Absent 5 1 Nil
5 Mr. Harish Bijoor 3 Absent 1 Nil Nil
6 Mr. Ashwani Kumar Singhal 4 Present 3 3 1
7 Mr. Naveen Kumar Kshatriya 2 Absent 7 Nil Nil
(resigned w.e.f.
30th September, 2017)
8 Ms. Anupriya Acharya 4 Absent 3 1 Nil
* Memberships/Chairmanships in the Audit Committees and Stakeholder’s Relationship Committees as on 31 March, 2018 are only
st
considered (including DBCL).

** Attended Board meeting dated 18th May 2017 through video conference.
Leave of absence was granted to the Director(s) who were absent at the respective Board and Committee Meeting/s, at
their specific request.
8 Independent Directors’ Meeting to review of performance of the Chairman was not taken
In compliance with Schedule IV to the Act (Code for up at the said meeting. The Independent Directors also
Independent Directors) and the Listing Regulations, reviewed the quality, content and timeliness of the flow
the Independent Directors of the Company met on of information between the Company’s management
18th January, 2018 in order to review the performance
and the Board which is necessary to effectively and
of Non-Independent Directors and the Board as a
whole. Pursuant to the demise of the Chairman judiciously discharge their duties. The Independent
Mr. Ramesh Chandra Agarwal, the position of the Directors expressed their contentment over the above
Chairman of the Board has not been filled by the Board said evaluation parameters and opined that the same
since the same is not mandatory under the Act or any was appropriate and commensurate with the size of the
other statutory provisions. As a result; the item relating Company’s operations and business.
01-40 41-116 117-222 223-288
III. COMMITTEES OF THE BOARD Committee are financially literate and have adequate
The Board of Directors has formed various working accounting and financial management expertise.
Committees of the Board to facilitate smooth and quick
decision-making and to comply with various statutory Senior executives are invited to participate in the
and time-based requirements under various laws. Each meetings of the Committee as and when necessary.
Committee has the authority to engage outside experts, The quorum for the Audit Committee meetings is a
advisors and counsels to assist in its function, if deemed minimum of two Independent Directors. The Company
necessary. Minutes of proceedings of Committee Secretary acts as the Secretary to the Committee.
meetings are circulated to the members for approval
and placed before the next Board meeting for noting, Terms of Reference
once they are signed. The terms of reference of the Audit Committee are
well defined to include the matters specified for Audit
Committee under Regulation 18(3) read with Part C of
1. Audit Committee
Schedule II of the Listing Regulations and Section 177 of
Composition
the Act.
The constitution of Audit Committee is in compliance
with the provisions of Regulation 18 of the Listing
Meetings and Attendance
Regulations and Section 177 of the Act. During the year under review, the Committee
met 4 times on 18th May, 2017, 20th July, 2017,
The Audit Committee comprises of four members, 31st October, 2017 and 18th January 2018. The following
all of whom are non-executive directors and three of table provides the composition of the Audit Committee
whom (including the Chairman) are Non-Executive and attendance of members at the meetings of the
- Independent Directors. All the members of the Committee held during the financial year 2017-18:
Sr. Members Chairman/ Member Category No. of meetings

No. attended
1 Mr. Ashwani Kumar Singhal* Chairman Non-Executive, Independent Director 4
2 Mr. Piyush Pandey Member Non-Executive, Independent Director 3
3 Mr. Girish Agarwal Member Non-Executive, Non-Independent Director 4
4 Mr. Naveen Kumar Kshatriya** Member Non-Executive, Independent Director 2
5 Ms. Anupriya Acharya*** Member Non-Executive, Independent Director 1
* Mr. Ashwani Kumar Singhal, Chairman of the Audit Committee was available in person to answer queries raised by the shareholders
at the latest Annual General Meeting of the Company held on 4th September, 2017.
** Mr. Naveen Kumar Kshatriya ceased to be a member of the Committee w.e.f. 30th September 2017 on account of his resignation from
the Board.
*** Ms. Anupriya Acharya was appointed on the Audit Committee by the Board at its meeting held on 31st October,
2017, with immediate effect. Only one Audit Committee meeting was held after Ms. Anupriya Acharya’s appointment on
31st October, 2017.
2. Nomination and Remuneration (NR) Committee Schedule II of the Listing Regulations and Section 178 of
Composition the Act, as amended upto date.
The NR Committee consists of three members, all of
whom are Non-Executive Directors. The Chairman Meetings and Attendance
of the Committee is Mr. Ashwani Kumar Singhal, a During the year under review, the Committee met once
Non-Executive Independent Director. The Company
on 18th May 2017. The following table provides the
Secretary of the Company acts as the Secretary to the
NR Committee. composition of the NR Committee and attendance of
the members at the meetings of the Committee held
Terms of reference during the financial year 2017-18:
The terms of reference of the NR Committee is in
consonance with Regulation 19(4) read with Part D of

No. attended
1 Mr. Ashwani Kumar Singhal Chairman Non-Executive, Independent Director 1
3 Mr. Naveen Kumar Kshatriya* Member Non-Executive, Independent Director 1
4 Ms. Anupriya Acharya Member Non-Executive, Independent Director 1
* Mr. Naveen Kumar Kshatriya ceased to be a member of the Committee w.e.f. 30th September, 2017, on account of his resignation from
the Board.

Remuneration Policy Executive Director is the Chairman of the Committee.

The remuneration policy of the Company is directed The Company Secretary of the Company acts as the
towards rewarding performance and talent based Secretary to the Stakeholders’ Relationship Committee.
on review of achievements on a periodic basis. The
remuneration policy is in consonance with the existing Terms of Reference
industry practice. It serves as a platform to ensure long The terms of reference of the Committee is in line with
term sustainability of talented managerial persons, the Act and the Listing Regulations to specifically include
create competitive advantage and promote result driven the redressal of grievances of all the stakeholders of the
approach in the Company. The said policy was revised Company including the shareholders and resolving their
at the meeting of the Board held on July 19, 2018, grievances including complaints related to transfer of
to align the same in terms with the changes brought shares and non-receipt of annual report, non-receipt of
about by The Companies (Amendment) Act, 2017. The declared dividends, amongst others.
Remuneration Policy is placed on the Company’s website
and can be accessed at: http://investor.bhaskarnet.com/ Meetings and Attendance
pages/corporategovernance.php During the year under review, the Committee met 4 times
on 18th May, 2017, 20th July, 2017, 31st October, 2017
3. Stakeholders’ Relationship Committee and 18th January, 2018. The following table provides
Composition the composition of the Stakeholders’ Relationship
The Stakeholders’ Relationship Committee consists Committee and attendance of the members at the
of three members; consisting of two Executive and meetings of the Committee held during the financial
one Non-Executive Director. Mr. Girish Agarwal, Non- year 2017-18:

No. attended
1 Mr. Girish Agarwal Chairman Non-Executive, Non- Independent Director 4
2 Mr. Pawan Agarwal Member Executive Director 3
3 Mr. Sudhir Agarwal * Member Executive Director 3
* Mr. Sudhir Agarwal has attended the meeting of the Stakeholders’ Relationship Committee held on 18th May, 2017 through video
conference.
Investor Grievance Redressal 4. Compensation Committee
The number of complaints received and resolved to the Composition
satisfaction of investors during the year under review as The Compensation Committee is composed of three
reported by the RTA of the Company and their break-up members consisting of two Non-Executive Independent
are as under: Directors and one Executive Director. Mr. Ashwani
Kumar Singhal, Independent Director is the Chairman
Complaints received during the year 35 of the Committee. The Company Secretary of the
Complaints resolved and disposed off 35 Company acts as the Secretary to the Compensation
during the year Committee.
Complaints pending unresolved at the end Nil Terms of Reference
of the year The Compensation Committee was formed to enable
administration, implementation, execution and
The complaints related mainly to non-receipts of monitoring of the Employees Stock Option Scheme/s of
dividend warrants and Annual Reports, amongst others. the Company and any other matter as may be delegated
The Annual Reports and the dividend warrants were by the Board of Directors from time to time.
dispatched within the statutory time limit and the delay
or non-receipt of the Annual Reports or the dividend Meetings and Attendance
warrants was not attributable to any lapse on the part During the year, 4 meetings of the Compensation
of the Company. Committee were held 18th May, 2017, 20th July, 2017,
31st October, 2017 and 18th January, 2018. The following
Ms. Anita Gokhale, Company Secretary has been table provides the composition of the Compensation
appointed as the Compliance Officer of the Company Committee and attendance of members at the meetings
for handling the investor complaints. of the Committee held during the financial year
2017-18:
No. attended
2 Mr. Piyush Pandey Member Non-Executive, Independent Director 3
* Mr. Naveen Kumar Kshatriya ceased to be a member of the Committee w.e.f. 30th September, 2017 on account of his resignation from
the Board.
01-40 41-116 117-222 223-288
5. Executive Committee administrative matters delegated by the Board. At the

Composition Board meeting of the Directors held on January 18,
The Executive Committee consists of three members 2018, the Board passed a resolution whereby it widened
including the two Executive Directors and one Non- the scope of authority given to the Executive Committee
Executive Director. The Company Secretary of the and granted the Committee little wider powers in line
Company acts as the Secretary to the Executive with the prevailing business scenario and growth of the
Committee. Company’s business. As a result, the Committee is now
authorised to handle matters relating to authorisation
Terms of Reference for representing the Company under tax authorities,
This Committee is formed to deal with urgent matters initiate legal proceedings, lease or let out property of
requiring immediate attention of the Board before a the Company, avail Corporate Credit Card Facility, etc.
meeting of the Board could be convened. The Executive to name a few.
Committee handles matters related to day-to-day
operations of the Company like opening and closing of Meetings and Attendance
bank accounts, changes in account operating authorities The Committee met 4 times on 24th April, 2017,
for various bank accounts of the Company, authorisation 18th September, 2017, 29th November, 2017, and
for representing the Company to all statutory and 16th February, 2018 during the year under review.
regulatory authorities, government departments, courts The following table provides the composition of the
of law, review of operating plans and budgets, liability Executive Committee and attendance of the members
on account of foreign exchange exposures, if any, and at the meetings of the Committee held during the
manpower resources, amongst others and any other financial year 2017-18 :

No. attended
1 Mr. Sudhir Agarwal Member Executive Director 4
6. Corporate Social Responsibility (‘CSR’) Committee the rules made thereunder. The Committee’s prime
Composition responsibility is to assist the Board in discharging its
The CSR Committee consists of four members including social responsibilities by formulating and monitoring
two Non-Executive Independent Directors and two implementation of the ‘Corporate Social Responsibility
Executive Directors. The Chairman of the Committee Policy’.
is Mr. Ashwani Kumar Singhal, a Non-Executive
Independent Director. The Company Secretary of the Meetings and Attendance
Company acts as the Secretary to the CSR Committee. During the year under review, the Committee met twice
on 18th May, 2017 and 18th January, 2018. The following
Terms of reference table provides the composition of the CSR Committee
The terms of reference of the CSR Committee are in and attendance of the members at the meeting of the
consonance with the provisions of the Act read with Committee held during the financial year 2017-18:

No. attended
3 Ms. Anupriya Acharya Member Non-Executive, Independent Director 2
4 Mr. Sudhir Agarwal** Member Executive Director 1
* Mr. Naveen Kumar Kshatriya ceased to be a member of the Committee w.e.f. 30th September, 2017 on account of his resignation from
the Board.
** Mr. Sudhir Agarwal has attended the meeting of the CSR Committee held on 18th May, 2017 through video conference.

IV. BUY BACK OF EQUITY SHARES BY THE V. STATUTORY AUDITORS

COMPANY The Company has appointed the following two leading
The members of the Company have approved Buyback independent audit firms as its Joint Statutory Auditors
proposal for buy-back of up to 92,00,000 fully paid-up at its Annual General Meeting held on 4th September,
equity shares of ` 10/- each (being approx. 5% of the 2017:
total paid–up equity share capital of the Company as on 1. M/s. Price Waterhouse Chartered Accountants LLP,
31st March, 2018) at a price of ` 340/- per equity share Mumbai and
on a proportionate basis through tender offer for an 2. M/s. Gupta Mittal & Co., Bhopal.
aggregate amount of ` 312.80 Crore. The approval for
They have been appointed for a term of five years from
Buyback proposal was accorded by the members of the
the conclusion of the 21st Annual General Meeting till
Company by passing the enabling Special Resolution
the conclusion of the 26th Annual General Meeting.
through Postal Ballot as per statutory requirements in However, in terms of Sec. 139 of the Companies Act,
this regard, the results of which were declared by the 2013 the Company is required to seek ratification of
Company on 7th July, 2018. The Company has made the appointment of the statutory auditors for each financial
Public Announcement in this regard after compliance year at every Annual General Meeting of the Company
with all the necessary disclosures. The Record Date by the shareholders.
for determining the eligibility of the shareholders to
participate in the Buyback is set as 18th July, 2018. VI. GENERAL BODY MEETINGS
The Company will be completing the Buyback within The Annual General Meeting of the Company for the
12 months from the date of Special Resolution passed financial year 2016-17 was held on 4th September, 2017
approving the proposed Buyback which is 6th July, 2018. at Ahmedabad.
The details of last three Annual General Meetings of the Company are as under:
Year Date and Time Location Special Resolution passed, if any
2014-15 6th August, 2015 2.30 p.m. Hotel Planet Landmark, 139/1, Amli-Bopal Road, Nil
Nr. Ashok Vatika, Off S. G. Highway, Ahmedabad,
Gujarat – 380051
2015-16 17th August, 2016 2.30 p.m. Hotel Planet Landmark, 139/1, Amli-Bopal Road, Nil
Gujarat – 380051
2016-17 4th September, 2017 2.30 p.m. Hotel Planet Landmark, 139/1, Amli-Bopal Road, Nil
Gujarat – 380051
All the above Annual General Meetings were held in Ahmedabad where the Registered Office of the Company is situated.
Postal Ballot Company will be completing the Buyback within 12 months

The Board of Directors of the Company has at its meeting held from the date of passing this Special Resolution.
on May 26, 2018 proposed the buy-back of up to 92,00,000
fully paid-up equity shares of ` 10/- each (being approx. 5% VII. Subsidiary Monitoring Mechanism
of the total paid–up equity share capital of the Company as In compliance with the Listing Regulations, the Company
on 31st March, 2018) at a price of ` 340/- per equity share on has framed a ‘Policy on Material Subsidiaries’ in order to
a proportionate basis through tender offer for an aggregate determine the materiality of its unlisted subsidiaries. The
amount of ` 312.80 Crore. The proposed buyback amount said policy is placed on the Company’s website and can
is in excess of 10% of the paid-up share capital and free be accessed at: http://investor.bhaskarnet.com/pages/
reserves (including securities premium account) therefore, corporategovernance.php?id=6
the approval of the members of the Company was necessary
for such process. The Postal Ballot notice dated June 1, 2018 As per the definition prescribed under the Listing
was dispatched to all the shareholders appearing as members Regulations and the ‘Policy on Material Subsidiaries’,
on the cut-off date i.e. June 1, 2018. The dispatch of postal the Company did not have any ‘material unlisted Indian
ballot notice via post and electronically was completed Subsidiary’ during the year under review.
on June 6, 2018. The Board of Directors had appointed
Mr. Makarand M. Joshi, Partner of M/s. Makarand M. Joshi The Company monitors the performance of its
& Co., Company Secretaries as a Scrutinizer to scrutinize the subsidiaries, inter-alia, by the following means:
postal ballot process in a fair and transparent manner. The
(1) The minutes of the meetings of the Board of
voting through physical postal ballot and e-voting began on the subsidiary companies are noted at the Board
Thursday, June 7, 2018 at 9:00 a.m. and ended on Friday, Meetings of the Company, once they are signed at
July 6, 2018 at 5:00 p.m. The approval for Buyback proposal their respective meetings.
was accorded by the members of the Company by passing
the enabling Special Resolution through Postal Ballot, (2) The investments made by the subsidiary companies,
the results of which were declared by the Company on if any, financial statements and general working
7th July, 2018. The said Special Resolution is deemed to of the subsidiaries are reviewed by the Audit
have been passed on 6th July, 2018, the last date for voting. Committee of the Company on a quarterly basis.
01-40 41-116 117-222 223-288
VIII. EMPLOYEES STOCK OPTION SCHEMES Further, pursuant to Regulation 9 of the said Regulations,
In the endeavor to align employee interests with that the Company has formulated and adopted the ‘Code
of the shareholders; and suitably reward the employees of conduct to regulate, monitor and report trading by
for their contribution to the success and growth of insiders’. The Code prohibits trading in shares of the
the Company, Employee Stock Option Schemes (the Company by specified persons, while in possession of
‘Schemes’) have been implemented by the Company undisclosed price sensitive information. Also all specified
for the eligible employees, based on specified criteria, persons are restricted from dealing in the shares of
named DBCL-ESOS 2008, DBCL-ESOS 2010 & DBCL- the Company during restricted periods notified by the
ESOS 2011 (in various tranches). All the Schemes have Company from time to time.
been prepared in due compliance of the Securities
and Exchange Board of India (Employee Stock Option Ms. Anita Gokhale - Company Secretary, is the designated
Scheme and Employee Stock Purchase Scheme) Compliance Officer for monitoring adherence to this
Guidelines, 1999 and other applicable laws from time Code. The said Code is made available on the intranet
to time. of the Company for reference and strict compliance by
all the concerned employees.
All vestings of DBCL-ESOS 2008 Scheme have expired
in the year 2016 rendering no options exercisable X. WHISTLE BLOWER POLICY
under the scheme; hence all unexercised options under The Company has adopted vigil mechanism to promote
it stand lapsed and forfeited. Similarly, DBCL-ESOS ethical behaviour and provide an avenue for reporting
2010 Scheme and all vestings under it have expired on illegal or unethical practices. The Company has
May 9, 2018 and all unexercised options under it now enforced its vigil mechanism in the form of ‘Whistle-
stand lapsed and forfeited. As a result, only DBCL-ESOS blowing Policy’ under which the employees are free to
2011 scheme (in various tranches) prevails and continues report instances of violation of laws and regulations or
to be available for exercise to all eligible employees of the Code of Conduct and voice their opinion on matters
the Company as on date. that require immediate attention of the management.
The Policy acts as a neutral and unbiased forum to
The Compensation Committee of the Board of Directors voice concerns in a responsible and effective manner
has, during the year, granted options under Tranche 6 without fear of reprisal. It helps build an environment
under the DBCL - ESOS 2011 scheme on 13th October, of transparency and fairness, whilst also providing
2017. The Company has duly entered in to agreements protection to the whistle blower against victimization.
with the Option Grantees containing various terms and
conditions subject to which the options were granted. In order to instill more confidence among the whistle
blowers, the Company has appointed an independent
IX. CODE OF CONDUCT agency to receive the complaints and co-ordinate
with the whistle-blower, if required. An internal
For Board of Directors and Senior Management
Ethics Committee has been established to operate
Group the mechanism under the supervision of the Audit
The Board of Directors of the Company has laid down a Committee. An ombudsperson, along with the Ethics
code of conduct for all the Board Members and Senior Committee decides on the course of action to be taken.
Management Group of the Company. The main object Complaints are categorized and prioritized, based on
of the Code is to set a benchmark for the Company’s their nature. Actions are taken in accordance to this.
commitment to values and ethical business conduct and If the whistle blower is not satisfied with the actions
practices. Further, the Code provides for the highest taken, the mechanism also has an Escalation Protocol in
standard of professional integrity while discharging the place. The mechanism considers and extends complete
duties and to promote and demonstrate professionalism protection to the whistle blower. In deserving cases, as
in the organisation. per the requirements of the Act, the whistle blower is
also allowed direct access to the Chairman of the Audit
All Board members and Senior Management personnel Committee. It is affirmed that no personnel has been
have affirmed their compliance with the said Code for the denied access to the Audit Committee.
financial year ended 31st March, 2018. A declaration to
this effect signed by the Managing Director is appended The Whistle Blower Policy is accessible to the employees
at the end of this report. The Code has also been posted on the intranet and is also available on the website
on the Company’s website www.bhaskarnet.com. of the Company at the following link: http://investor.
bhaskarnet.com/pages/corporategovernance.php?id=6
For Prevention of Insider Trading
The SEBI (Prohibition of Insider Trading) Regulations, 2015 XI. DISCLOSURES
was enforced with a view to put in place a framework a. Related Party Transactions
that prohibited trading by insiders in securities and to As per the requirements under Regulation 23 of the
strengthen the legal framework thereof to curb the Listing Regulations, the Board has adopted a ‘Policy
misuse of unpublished price sensitive information and on Materiality of Related Party Transactions and
making of illicit gains therefrom. Pursuant to Regulation Dealing with Related Party Transactions’ which has
8 of the said Regulations, the Company has formulated been uploaded on the Company’s website which can
and adopted ‘Code of practices and procedures for fair be accessed at: http://investor.bhaskarnet.com/pages/
disclosure of unpublished price sensitive information’. corporategovernance.php?id=6

As defined under the Act, the Listing Regulations and Mr. Pawan Agarwal as Deputy Managing Director for
as per the said Policy, all transactions entered into another term of 5 years, also recommended increase in
with related parties during the financial year were at his remuneration from ` 60 Lakh p.a. to ` 1 Crore p.a.
arm’s length basis. There were no materially significant effective 31stJuly, 2018. This has been recommended to
transactions with related parties, during the financial the members of the Company for their approval at the
year under review, which were in conflict with the ensuing AGM.
interests of the Company.
Further, on recommendation of the Nomination
Details of related party transactions as per requirements and Remuneration Committee, the Board has, at its
of IND AS 24 - ‘Related Party Disclosures’ issued by the meeting held on 19th July, 2018 recommended increase
Institute of Chartered Accountants of India are disclosed in remuneration of Mr. Sudhir Agarwal, Managing
in ‘Notes to Accounts’ under Schedules to financial Director from ` 90 Lakh p.a. to ` 1.5 Crore p.a. w.e.f. 1st
statements. Except the transactions disclosed under October, 2018, subject to approval of the members of
the said note, there are no other significant related the Company at the ensuing AGM.
party transactions between the Company and the
related parties. Remuneration to Non-Executive Directors
Remuneration to Non-Executive and Independent
b. Disclosure of Accounting Treatment Directors of the Company is paid as per Company’s
The financial statements have been prepared in Policy on Nomination and Remuneration of Directors,
accordance with Indian Accounting Standards (Ind- Key Managerial Personnel (‘KMP’) and other employees.
AS) notified under the Companies (Indian Accounting
Standards) Rules, 2015 under the provisions of the Act As per the said policy, only sitting fees are paid to Non-
and subsequent amendments thereof. Executive Directors. The details of sitting fees paid for
the financial year 2017-18 are as under:
The financial statements are prepared on a going
concern basis and are presented in Indian Rupees and (in `)
all values are rounded off to the nearest million except Names of Directors Sitting fees
when otherwise indicated. The financial statements
Mr. Girish Agarwal 80,000
have been prepared under the historical cost basis
except for derivative financial instruments and certain Mr. Piyush Pandey 1,55,000
other financial assets and liabilities that have been Mr. Harish Bijoor 60,000
measured at fair value.
Mr. Ashwani Kumar Singhal 2,15,000
c. Remuneration to Directors Mr. Naveen Kumar Kshatriya* 1,00,000
Remuneration to Executive Directors Ms. Anupriya Acharya 1,35,000
The Company compensates its Executive Directors for
their contribution and hard work only in the form of Total 7,45,000
salary. Apart from salary, the remuneration package * till the date of his resignation from the Board i.e.
does not contain any benefits, bonuses, stock options, 30th September, 2017
pension, fixed component, performance linked
incentives, etc.
Apart from the above mentioned, the details of
remuneration package of individual Non-Executive
During the financial year 2017-18, the Company has Directors such as salary, benefits, bonuses, pension,
paid remuneration to its Executive Directors as per fixed component and performance linked incentives,
details given below: performance criteria, severance fees and stock options,
(in `) amongst others are not given since these are not paid
to any of these Directors of the Company as per the
Names of Directors Salary said policy.
Mr. Sudhir Agarwal – Managing 90,00,000/- p.a.
Director Apart from receiving sitting fees, none of the Non-
Executive Directors has any pecuniary relationship or
Mr. Pawan Agarwal – Deputy 60,00,000/- p.a.
transactions with the Company.
Managing Director
d. Risk Management
The Company has executed Service Agreement with the A strong risk management and internal control system
Managing Director and the Deputy Managing Director forms the backbone of our risk management practices.
which, inter-alia, mentions the notice period of 45 The Company has clearly defined systems and policies
days on both the sides. There are no severance fees for timely addressing key business challenges and
chargeable in both the cases. opportunities. The Company continues to focus on a
system-based approach to identify and evaluate various
On recommendation of the Nomination and business risks and opportunities. As per this, the Audit
Remuneration Committee, the Board has, at its Committee / Board of Directors are informed on a
meeting held on 16th May, 2018, while re-appointing quarterly basis about various risks identified by the
01-40 41-116 117-222 223-288
Senior Management, the mitigation plan devised by to chair the meeting of the Board. The Board has
them, progress on various strategies / activities being duly followed this practice and at every board
executed to allay the same and any other risks, newly meeting, Mr. Sudhir Agarwal or Mr. Girish Agarwal
identified; with a suitable mitigation plan for the same. or Mr. Pawan Agarwal chaired the meeting.
The Board, upon review, further guides the Senior After the sad and sudden demise of the Chairman
Management about foreseeing potential risks, Mr. Ramesh Chandra Agarwal, the position of
improvement in mitigation plans and ways to tackle the Chairman of the Board has not been filled by
unexpected and uncalculated risks at an early stage. The the Board since the same is not mandatory under
Audit Committee of the Company evaluates and reviews the Act or any other statutory provisions. The
the internal financial controls and risk management Company has appointed Managing Director and
systems implemented in the Company at their meetings also a Deputy Managing Director to take care of
on a quarterly basis. the day-to-day affairs of the Company.
e. Details of non-compliance by the Company, iv. Reporting of Internal Auditor: In its internal audit
penalties, strictures imposed on the Company structure, the Company has engaged experienced
by Stock Exchanges or SEBI or any statutory Chartered Accountants’ firms across all locations.
authority on any matter related to capital markets There is a system of monthly internal audit
during the last three years reporting, reviewing and monitoring. Surprise
The Company has complied with all the requirements of audits are also conducted to ensure effective
the Listing Regulations as well as other regulations and adherence to the established processes, internal
guidelines laid down by SEBI. There were no strictures or controls and internal audit mechanism on real-time
penalties imposed by either SEBI or the Stock Exchanges basis. Internal Auditors’ Report is obtained from all
or any other statutory authority for non–compliance of the internal auditors of the Company appointed
any matter related to the capital markets during the last across various business locations on quarterly basis
three years. and is placed before the Audit Committee for
its review.
f. Details of compliance with mandatory
requirements and adoption of the non-mandatory XII. MEANS OF COMMUNICATION
requirements of the Listing Regulations a. Publication of Financial Results
The Company has complied with all the mandatory The quarterly / half-yearly and annual results of the
requirements of corporate governance laid down in the Company are normally published in English daily
Listing Regulations including Regulation 17 to 27 and newspaper, Financial Express circulating largely in
clauses (b) to (i) of Regulation 46(2). the whole of India and in Gujarati daily newspaper,
Divya Bhaskar circulating in Ahmedabad (where the
The status of compliance with non-mandatory Registered Office of the Company is situated) for the
recommendations of Regulation 27(1) read with information of the shareholders and are also displayed
Part E of Schedule II of the Listing Regulations is on the Company’s website, www.bhaskarnet.com after
provided below: its submission to the Stock Exchanges.
i. Shareholders’ rights: As the quarterly and half
yearly financial results are published in the b. Press Release and Presentations
newspapers and are also posted on the Company’s Official press releases, presentations made to media,
website, the same are not sent to the shareholders. analysts or institutional investors are submitted to the
Stock Exchanges and are also hosted on the website of
ii. Modified Opinion in Audit Report: The Company’s the Company, www.bhaskarnet.com.
financial statements for the financial year 2017-18
do not contain any modified audit opinion. c. Intimation to Stock Exchanges
As per Regulation 30 read with Schedule III (Part A)
iii. Separate posts of Chairman and CEO: During the of the Listing Regulations and as per the ‘Policy for
year under review, due to the sad and sudden Determination of Materiality of any events / information’
demise of Mr. Ramesh Chandra Agarwal, the adopted by the Company, all price sensitive information
Chairman of the Board, the position has been and matters which are material and relevant to
rendered vacant and has not been filled by the shareholders are intimated to the Stock Exchanges
Board. In terms of the Articles of Association of where the shares of the Company are listed, within the
the Company, in the event of absence of Mr. specified time.
Ramesh Chandra Agarwal at a Board meeting, the
meeting shall be chaired by Mr. Sudhir Agarwal or d. Website
Mr. Girish Agarwal or Mr. Pawan Agarwal; and in The Company’s website contains a separate dedicated
case of absence of all of them, the directors present section ‘Our Investors’. It contains comprehensive
at the meeting shall elect one amongst themselves database of information of interest to the investors

including the financial results and annual reports of the e. Annual Report
Company, any information disclosed to the regulatory Annual Report containing inter-alia, Audited Annual
authorities from time to time, business activities and the Accounts, Consolidated Financial Statements, Directors’
services rendered / facilities extended by the Company Report, Auditors’ Report, Business Responsibility Report
to the investors, in a user friendly manner. The basic and other statutory information is sent to all members
information about the Company as called for in terms and everyone else entitled to receive a copy of the
of Regulation 46 of the Listing Regulations is provided same and the soft version is also uploaded on the
on this website and the same is updated regularly. Company’s website.
f. Dedicated email-id
The Company has also designated a dedicated email-id: dbcs@dbcorp.in for servicing its stakeholders.
g. Investor Conference Call

Every quarter, post the announcement of financial results, conference calls are held for discussing financial results with
investors and analysts. Transcripts of the calls are also posted on the website of the Company.
XIII. GENERAL SHAREHOLDER INFORMATION

AGM date, venue and time : Tuesday, 11th September, 2018 at 2.30 p.m. at Hotel Planet Landmark, 139/1,
Amli-Bopal Road, Nr. Ashok Vatika, Off S. G. Highway, Ahmedabad, Gujarat –
380051.
Financial Year : 1st April, 2017 to 31st March, 2018
Financial Reporting Calendar
First quarter un-audited results : On or before 14th August, 2018
Second quarter / half year un-audited results : On or before 14th November, 2018
Third quarter un-audited results : On or before 14th February, 2019
Audited results for the FY 2018-19 : On or before 30th May, 2019
Website : www.bhaskarnet.com
Email Id : dbcs@dbcorp.in
ISIN : INE950I01011
CIN : L22210GJ1995PLC047208
Registrar & Share Transfer Agent : Karvy Computershare Pvt. Ltd.
(Unit: D. B. Corp Limited)
Karvy Selenium Tower B,
Tel No: 040-67162222
Fax No.: 040- 23001153
E-mail Id: einward.ris@karvy.com
Contact person: Mr. U. S. Singh
Book closure : Tuesday 4th September 2018 to Tuesday 11th September 2018
(both days inclusive)
Dividend and payment date : The Board of directors has recommended final dividend @ 10% i.e. ` 1/- per
share of face value of ` 10/- each which will be paid to shareholders on Tuesday,
18th September, 2018, subject to its approval at the AGM on Tuesday,
11th September, 2018.
Listing of Equity Shares : BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400001.
National Stock Exchange of India Limited, Exchange Plaza, C-1, Block G, Bandra
Kurla Complex, Bandra (E), Mumbai – 400051.
Stock code : BSE Limited - 533151 / DBCORP
National Stock Exchange of India Limited – DBCORP
Payment of annual listing fees : The annual listing fees for the year 2018-19 have been paid to both the stock
exchanges within the statutory period.

01-40 41-116 117-222 223-288
a. Equity Shares held in Suspense Account

During the year, the Ministry of Corporate Affairs (“MCA”) had notified the Investor Education and Protection Fund
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”). The said IEPF rules mandates that every
share on which dividend has been remained unclaimed/unpaid for a period of seven consecutive years or more, are to be
transferred to the Investor Education and Protection Fund Suspense Account” maintained by the Central Government.
During the year under review, the Company has transferred a total of 2,868 shares on which no dividend had been
claimed for 7 consecutive years to the IEPF Suspense account.
Out of these 2,868 shares, 217 shares of 5 shareholders that were lying in the Demat Suspense Account of the Company,
unclaimed by the respective allottees under the Initial Public Offer of the Company in January, 2010 were also transferred
to the IEPF Suspense Account under the IEPF rules.
Shareholders are requested to note that even after this transfer, they can claim from IEPF Authority, both unclaimed
dividend amount and the shares transferred to IEPF Suspense Account by making an online application in Form IEPF-5 and
sending the physical copy of the same duly signed (as per registered specimen signature) along with requisite documents
enumerated in the said Form IEPF-5 to the Company at its registered office or to the RTA.
The IEPF Rules and the application form (Form IEPF-5), as prescribed by the Ministry of Corporate Affairs, are available on
the website of the Ministry of Corporate Affairs at www.iepf.gov.in.
The detailed disclosure under Schedule V of the Listing Regulations is given in the Board’s Report which may be taken as
a part of this report.
b. Shareholding Pattern as on 31st March, 2018

Sr. No. Category No. of holders Total Shares Percentage
1 PROMOTERS 8 2,77,64,198 15.09
2 PROMOTERS BODIES CORPORATE 3 10,07,25,539 54.73
3 FOREIGN PORTFOLIO INVESTORS 45 3,22,87,961 17.55
4 BODIES CORPORATES 465 1,15,12,826 6.26
5 MUTUAL FUNDS 28 65,28,592 3.55
6 RESIDENT INDIVIDUALS 23317 45,44,377 2.47
7 EMPLOYEES 125 2,26,354 0.12
8 HUF 551 1,33,944 0.07
9 NON RESIDENT INDIANS 293 1,18,386 0.06
10 ALTERNATIVE INVESTMENT FUND 1 1,15,757 0.06
11 NON RESIDENT INDIAN NON REPATRIABLE 130 43,197 0.02
12 CLEARING MEMBERS 56 20,149 0.01
13 INDIAN FINANCIAL INSTITUTIONS 1 3,454 0.00
14 IEPF 1 2,868 0.00
15 NBFC 1 275 0.00
16 BANKS 1 68 0.00
Total 25026 18,40,27,945 100.00
Distribution of Shareholding as on 31st March, 2018

Shareholding of nominal value (i) Shareholders Share Amount (in `)
Number % to Total in ` % to Total
1-5000 22,930 91.6 2,07,18,550 1.13
5001- 10000 1,136 4.5 81,27,580 0.44
10001- 20000 487 1.9 68,99,770 0.37
20001- 30000 165 0.7 41,08,040 0.22
30001- 40000 62 0.2 21,90,490 0.12
40001- 50000 40 0.2 18,55,050 0.10
50001- 100000 98 0.4 70,69,310 0.38
100001 & Above 108 0.4 1,78,93,10,660 97.23
Total 25,026 100 1,84,02,79,450 100

c. Share Transfer System e. Annual Report - Green Initiative in Corporate

The process of recording of share transfers and Governance
transmissions, amongst others, for shares held in The Ministry of Corporate Affairs (‘MCA’) has taken a
electronic form is handled by Karvy Computershare ‘Green Initiative in Corporate Governance’ by allowing
Pvt. Ltd., Hyderabad the Registrar and Transfer Agent paperless compliances by companies through electronic
of the Company (RTA) and a report thereof is sent mode. Companies can now send various notices and
to the Company periodically and the Stakeholders’ documents, including Annual Report, to its shareholders
Relationship Committee of the Company takes note of through electronic mode to their registered e-mail
the same at their meeting/s. addresses. Further, the Companies Act, 2013 and rules
made thereunder also recognise communication with
In respect of shares held in physical form, the transfer shareholders in electronic mode.
documents are lodged with the RTA and after processing,
the same are sent to the Company and the Stakeholders’ Your Company has been sending Annual Reports to its
Relationship Committee conveys its approval to the RTA, shareholders, who have registered their e-mail address
who dispatches the duly transferred share certificates with the Depositories/Company, through e-mail every
to the shareholders concerned after complying with year since 2011. Others, who have not registered their
applicable provisions. e-mail address, have been sent the Annual Reports
in physical copy and have always been appealed to
The average time taken for processing share transfer register their e-mail address and opt for receiving all the
requests (in physical) including dispatch of share communication through e-mail.
certificates is 15 days.
All the shareholders who have not yet registered their
d. Dematerialisation of shares and Liquidity e-mail addresses are once again requested to register
The equity shares of the Company are traded in it with the Registrar and Transfer Agent – Karvy
dematerialised form under ISIN - INE950I01011 as Computershare Private Limited and opt for electronic
mandated by SEBI. delivery and contribute their small share to the noble
cause of “Green Initiative”.
As on 31st March, 2018, status of the dematerialised
and physical form of shares of the Company is as under: However, those who want to receive hard copies of all
official communication have to make a specific request
Shares held in No. of Shares Percentage (%) to the Company by sending a letter in hard form in this
Electronic Form with CDSL 8,72,892 0.47%
regard.
Electronic Form with NSDL 18,31,54,733 99.53% f. Outstanding GDR/ADR/Warrants/Convertible

Physical Form 320 0.00% instruments
The Company has not issued any GDR/ADR/Warrants/
Total 18,40,27,945 100.00%
Convertible instruments during the financial year 2017-18.
g. Stock market price data for the year 2017-18

The market quotation of Company’s scrip on BSE and NSE is as follows:
(Price in `)
Month BSE share price S&P BSE Sensex NSE share price CNX Nifty
High Low High Low High Low High Low
Apr 2017 395.2 372.95 30184.22 29241.48 381.8 377 9342.65 9282.25
May 2017 393.65 350 31255.28 29804.12 380.9 361.2 9649.6 9609.25
Jun 2017 385.9 365 31522.87 30680.66 383 370.2 9535.8 9448.75
Jul 2017 392.4 366.05 32672.66 31017.11 376 370.35 10085.9 10016.95
Aug 2017 386.05 358.6 32686.48 31128.02 375.4 369 9925.1 9856.95
Sept 2017 381.4 360.5 32524.11 31081.83 383 368 9854 9775.35
Oct 2017 384 354.85 33340.17 31440.48 374 359 10367.7 10323.95
Nov 2017 376 350.45 33865.95 32683.59 367.8 360.1 10332.7 10211.25
Dec 2017 367.95 338 34137.97 32565.16 360.7 345.85 10538.7 10488.65
Jan 2018 389 325 36443.98 33703.37 335.45 324.15 11058.5 10979.3
Feb 2018 344 314.4 36256.83 33482.81 344.45 325.75 10535.5 10461.55
Mar 2018 350 290.1 34278.63 32483.84 324.9 306 10158.35 10096.9

01-40 41-116 117-222 223-288
Performance of the share price of the Company in comparison to the BSE Sensex and CNX Nifty on month-
wise closing during the year:
DBCORP share price and BSE Sensex movements on monthly closing

390 38,500
381 380
377 380
380 374 35,965 36,500
369
370 34,184
361 361 34,500
34,057
360 32,515
DBCORP QUTOES
31,730 33,149 32,969 32,500

31,146 33,213 352
BSE Sensex
350
31,284 30,500
30,922
340 335
29,918
327 28,500
330
26,500
320
310 24,500
305
300 22,500
Apr-17 May-17 Jun-17 Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Dec-17 Jan-18 Feb-18 Mar-18
Months
DBCORP QUOTES BSE SENSEX
DBCORP share price and CNX Nifty movements on monthly closing

390 11,400
381 381 11,028
378 378
380 374 10,900
370 10,493
10,335
370 10,227 10,531 10,400
9,918
10,114
360 9,621 10,077 9,900
362 361
9,789
DBCORP QUTOES
350 9,521 9,400
CNX Nifty
349
9,304
340 335 8,900
330 8,400
326
320 312 7,900
310 7,400
300 6,900
Apr-17 May-17 Jun-17 Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Dec-17 Jan-18 Feb-18 Mar-18
Months
DBCORP QUOTES CNX NIFTY
Cautionary statement: Historical stock price performance shown in the above graphs should not be considered as indicative of potential
future stock price performance of the Company.
h. Shares held by Directors i. Plant locations

The details of the shares held by the Directors of the The Company has 56 printing units in the states of
Company as on 31st March, 2018 are as under: Rajasthan, Gujarat, Chhattisgarh, Punjab, Haryana,
Madhya Pradesh, Maharashtra, Jharkhand and Bihar.
Names of the Directors No. of Equity
Shares held j. Commodity price risk / Foreign Exchange risk /
Mr. Sudhir Agarwal 82,69,321 Hedging
Mr. Girish Agarwal 82,69,321
Mr. Pawan Agarwal 82,69,321 Current Hedging Policy
Mr. Piyush Pandey Nil
Mr. Harish Bijoor Nil The Company is availing FOREX Advisory Services from
two professional Consultants.
Mr. Ashwani Kumar Singhal Nil
Mr. Naveen Kumar Kshatriya* Nil
All the forward covers and spots are taken as per the
Ms. Anupriya Acharya Nil
Consultants’ guidelines received from time to time. The
* shareholding as on 30 th
September 2017 – date of his Consultants send market daily updates for all the major
resignation. currencies of the world and for currency hedging, the
None of the Directors hold any convertible instruments Company shares its Import Liability with due dates with
in the Company. the consultants.

Consultants share time to time market trend analysis of Hence, shareholders are requested to furnish a copy of
USD/INR conversion volatility, basis which the Company PAN card to the Company’s RTA for registration of such
hedges the currency for import liability. transfer of shares.
As per the policy, the Company is not going for long b. SEBI Complaints Redress System (SCORES)
term hedging. It targets to hedge 70-80% of near term SEBI has introduced a centralised web-based complaint
FOREX liability, falling due in next 45 days. redressal system called “SCORES”. The salient features
of SCORES are availability of centralised database of
Commodity Price risk complaints and uploading online Action Taken Reports
The Company is not trading directly in commodity (ATRs) by the Company. Through SCORES, the investors
market but one of the consumable is made of Aluminium can view online; the actions taken and current status of
metal, price of which fluctuates basis Aluminium price their complaints.
trading and Rupee to dollar exchange rates fluctuation
in the international market. c.
Online Portal for submission of various filings
 National Electronic Application Processing
Hence, to cope up with such fluctuation, the Company System (NEAPS)
hedged its 3 months’ quantity requirement through an The NEAPS is web-based system designed by
Indian Manufacturer who imports Aluminium for his NSE for filing of corporate information. The
production, hence in turn hedges Aluminium price in Listing Regulations mandate submission of all the
the commodity market on the Company's behalf and information through NEAPS. Accordingly all the
will supply at fixed price to the Company which is one necessary compliances and announcements are
of the clause in the agreement and the Company keeps submitted by the Company to NSE electronically
consistent watch on market situation and reviews the on NEAPS.
agreement for a better price advantage.
 BSE Listing Centre (the ‘Listing Centre’)
XIV. OTHER INFORMATION It is a web-based facility accessible from anywhere
a. Permanent Account Number (PAN) for transfer of through the Company’s allotted unique login.
shares The Listing Regulations mandate submission of
SEBI vide its circular dated 20th May, 2009 has mandated all the information through the Listing Centre.
submission of copy of PAN card for securities market Accordingly all the necessary compliances and
transactions and off-market transactions of listed announcements are submitted by the Company to
companies involving transfer of shares in physical form. BSE electronically on the Listing Centre.
d. Un-claimed Dividend
Pursuant to Sections 124 and 125 of the Act read with the Investor Education and Protection Fund Authority (Accounting,
Audit, Transfer and Refund) Rules, 2016 (‘IEPF Rules’), as amended, the dividend for the following years remaining
unclaimed for seven years from the date of declaration are required to be transferred by the Company to Investor Education
and Protection Fund (‘IEPF’) after completion of seven years within the prescribed time limits. Details of various dividends
are as under:
Unclaimed Dividend Date of payment of Date of completion of
dividend seven years
Final Dividend 2010-11 26-Jul-11 25-Jul-18
Interim Dividend 2011-12 17-Feb-12 16-Feb-19
Second Interim Dividend 2011-12 25-May-12 24-May-19
Final Dividend 2011-12 12-Sep-12 11-Sep-19
Final Dividend 2014-15 13-Aug-15 12-Aug-22
One-Time Special Dividend 2015-16 29-Mar-16 28-Mar-23
Members are requested to note that in accordance to Section 124(6) of the Act read with the IEPF Rules, as amended, all
the shares in respect of which dividend has remained unpaid/unclaimed for seven consecutive years or more are required
to be transferred to designated IEPF Demat Account. Hence members who have so far not encashed dividend warrant for
the aforesaid years are requested to approach the Company’s Registrar and Transfer Agent, Karvy Computershare Private
Limited, immediately.

01-40 41-116 117-222 223-288
Members are requested to note that no claims shall lie against the Company in respect of unclaimed dividend amount and/
or shares transferred to IEPF Authority pursuant to the said Rules.
As mandated by the IEPF Rules; the Company regularly uploads the details of unpaid and unclaimed dividend on the website
of the Company at http://investor.bhaskarnet.com/pages/shares. php as well as on the website of the IEPF Authority at
http://www.iepf.gov.in. Shareholders may refer the same for information pertaining to their unclaimed dividends.
e. Transfer of shares on which dividend has remained unclaimed:

During the year under review, Rule 6 of the IEPF Rules was brought into effect by the Ministry of Corporate Affairs. Under
the said rule, the Company was required to compulsorily transfer all shares on which dividend had not been claimed for
seven consecutive years from the date of its declaration, to designated IEPF Suspense Account. In accordance with the
same, the Company has transferred 2,868 shares to the IEPF Suspense Account on two occasions during the FY 2017-18.
Various due dates for the transfer of such shares in future years are as follows after which the shares will be transferred to
IEPF within the prescribed time limits:
Unclaimed Dividend Date of payment of Date of completion of

dividend seven years
Second Interim Dividend 2011-12 25-May-12 24-May-19
Final Dividend 2011-12 12-Sep-12 11-Sep-19
One-Time Special Dividend 2015-16 29-Mar-16 28-Mar-23
Hence members who have not claimed their dividend or encashed their dividend warrants for the aforesaid years are
requested to approach the Company’s Registrar and Transfer Agent viz. Karvy Computershare Private Limited, immediately
to avoid the transfer of such dividend and the corresponding shares to the IEPF Authority.
Members are requested to note that no claims shall  National Electronic Clearing Services (NECS)
lie against the Company in respect of such shares / Electronic Clearing Services (ECS) facility:
transferred to IEPF Suspense Account pursuant to the Shareholders holding shares in electronic form
said Rules. The Company regularly uploads the details and desirous of availing NECS / ECS facility, are
of such shares that have unpaid and unclaimed dividend requested to ensure that their correct bank details
against them on the website of the Company at along with nine digit MICR code of the bank is
http://investor.bhaskarnet.com/pages/shares.php noted in the records of the Depository Participant
as well as on the website of the IEPF Authority at (DP). Shareholders holding shares in physical form
http://www.iepf.gov.in. Shareholders may refer the may please contact the RTA.
same for information pertaining to their shares. The
shareholder may also find details regarding shares already  Payment by dividend warrants: To prevent
transferred to IEPF Suspense Account at the same link. fraudulent encashment of dividend warrants,
holders of shares in demat and physical form are
In case a shareholder wishes to claim their shares after requested to provide their correct bank account
such transfer, shareholders can claim the transferred details to the DP or RTA, as the case may be. These
dividend and the corresponding shares from the IEPF bank account details are printed on the face of
Authority, after following the procedure prescribed the dividend warrant which helps in preventing
under the Rules (please visit www.iepf.gov.in). fraudulent encashment of the same.
f. Payment of Dividend g. Course of action in case of non-receipt of

SEBI vide circular no. CIR/MRD/DP/10/2013 dated 21st dividend, revalidation of dividend warrant, etc.
March, 2013 has made it mandatory to use electronic Shareholders may write to the Company’s RTA, furnishing
payment modes like NEFT, ECS, RTGS to make the the particulars of the dividend not received, quoting
payments to investors. Shareholders may kindly note the folio number / DP ID and Client ID particulars (in
the following: case of dematerialised shares). On expiry of the validity

period, if the dividend warrant still appears as unpaid Shareholders / Investors can also send the above
in the records of the Company, duplicate warrant will correspondence to the Compliance Officer of the
be issued. The Company’s RTA would request the Company at the following address:
concerned shareholder to execute an indemnity bond
before issuing the duplicate warrant. However, duplicate Anita Gokhale
warrants will not be issued against those shares wherein Company Secretary & Compliance Officer
a ‘stop transfer indicator’ has been instituted either by D. B. Corp Limited,
virtue of a complaint or by law, unless the procedure for
501, 5th Floor, Naman Corporate Link,
releasing the same has been completed.
Opp. Dena Bank, C-31, G- Block, Bandra Kurla Complex,
Shareholders are requested to note that they have to Bandra (East), Mumbai – 400 051.
wait till the expiry of the validity period of the original Tel No: 022-71577000
warrant before a duplicate warrant is issued to them, Fax No: 022-71577093
since the dividend warrants are payable at par at several E-mail Id: dbcs@dbcorp.in
centers across the country and the banks do not accept
‘stop payment’ instructions on the said warrants.
h. Address for correspondence D. B. Corp Limited
Investors’ correspondence may be addressed to the RTA
/ Compliance Officer of the Company. Shareholders / Sudhir Agarwal Pawan Agarwal
Investors are requested to forward documents related to Managing Director Dy. Managing Director
share transfer, dematerialisation requests (through their DIN: 00051407 DIN: 00465092
respective Depository Participant) and other related
correspondence directly to Karvy Computershare Private Place: Mumbai
Limited at the below mentioned address for speedy Date: 19th July, 2018
response:
Karvy Computershare Pvt. Ltd.
(Unit: D. B. Corp Limited)
Karvy Selenium Tower B,
Tel No: 040-67162222
Fax No.: 040- 23001153
E-mail Id: einward.ris@karvy.com

01-40 41-116 117-222 223-288
Auditors’ Certificate Regarding Compliance

of Conditions of Corporate Governance
To the Members of
D. B. Corp Limited
We have examined the compliance of conditions of Corporate Governance by D. B. Corp Limited, for the year ended March
31, 2018 as stipulated in Regulations 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2)
of regulation 46 and para C , D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (collectively referred to as “SEBI Listing Regulations, 2015).
The compliance of conditions of Corporate Governance is the responsibility of the Company’s management. Our examination
was carried out in accordance with the Guidance Note on Certification of Corporate Governance, issued by the Institute of
Chartered Accountants of India and was limited to procedures and implementation thereof, adopted by the Company for
ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the
financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company
has complied with the conditions of Corporate Governance as stipulated in the SEBI Listing Regulations, 2015.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness
with which the management has conducted the affairs of the Company.
For Price Waterhouse Chartered Accountants LLP For Gupta Mittal & Co.
Firm registration number: FRN012754N/N500016 Firm registration number: FRN009973C
Chartered Accountants
Jeetendra Mirchandani Shilpa Gupta

Partner Partner
Membership Number: 48125 Membership Number: 403763
Mumbai Mumbai
July 19, 2018 July 19, 2018

Declaration Regarding Compliance by the

Board and Senior Management Personnel
with the Code of Conduct
This is to certify that the Company has adopted a Code of Conduct for all Board Members and Senior Managerial Personnel of
the Company and this Code has been posted on the website of the Company.
I confirm that in respect of the financial year ended 31st March, 2018, the Company has received a declaration of compliance
with the Code of Conduct as applicable to them, from the Members of the Board and the Senior Managerial Personnel of the
Company.
Place: Bhopal Sudhir Agarwal

Date: 19th July, 2018 Managing Director
CEO/CFO Certification
Pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
To,
The Board of Directors
D. B. Corp Limited
This is to certify that:
A. We have reviewed the financial statements and the cash flow statement for the financial year 2017-18 and that to the
best of our knowledge and belief:
(1) these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
(2) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which
are fraudulent, illegal or violative of the Company’s code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and we have
disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any,
of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
D. We have indicated to the Auditors and the Audit Committee:

(1) significant changes in internal control over financial reporting during the year;
(2) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the
financial statements; and
(3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management
or an employee having a significant role in the Company’s internal control system over financial reporting.
For D. B. Corp Limited
Sudhir Agarwal P. G. Mishra

Managing Director Group Chief Financial Officer
DIN: 00051407
Place: Mumbai
Date: 16th May, 2018

01-40 41-116 117-222 223-288
Report on Corporate Governance /
Business Responsibility Report
SECTION A: GENERAL INFORMATION ABOUT THE COMPANY
i. Corporate Identity Number (CIN) of the Company L22210GJ1995PLC047208

ii. Name of the Company D. B. Corp Limited
iii. Address of the Registered office Plot No. 280, Sarkhej-Gandhinagar Highway, Nr. YMCA Club, Makarba,
iv. Website www.bhaskarnet.com
v. E-mail id dbcs@dbcorp.in
vi. Financial Year reported 2017-18
vii. Sector(s) that the Company is engaged in (industrial Publishing of newspapers (NIC Code: 58)
activity code-wise) FM Radio Broadcasting (NIC Code: 60)
Web Portals (NIC Code: 63)
viii. Three key products/services that the Company 1. Printing and publishing of newspapers
manufactures/provides (as in balance sheet) 2. Operating FM Radio channels
3. Running web portals
4. Mobile App
ix. Total number of locations where business activity is
undertaken by the Company:
i. Number of International Locations: Nil
ii. Number of National Locations: Print Division – 56-Plants across the country
Dainik Bhaskar
Divya Bhaskar
Divya Marathi
DB Post
Radio Division – 30 FM Radio Stations across the country
Digital – Dainik Bhaskar has online news portals “http://www.bhaskar.com/”
in Hindi, “http://www.divyabhaskar.com/”in Gujarati and “http://www.
divyamarathi.com/”in Marathi among others. It also has 4 mobile apps
which give instant news update for its readers.
x Markets served by the Company – National / Pan India
Local/State/National/International
SECTION B: FINANCIAL DETAILS OF THE COMPANY (as on 31st March, 2018):
1. Paid up Capital ` 1,840.28 Million

2. Total Turnover ` 23,524 Million
3. Total profit after taxes ` 3,245 Million
4. Total Spending on Corporate Social During the year under review, the Company has spent ` 45.1 Million (which
Responsibility (CSR) as a percentage of is approx. 1.39 % of its current profits) towards CSR activities.
profit after tax (%)
5. List of activities in which expenditure in 4 Please refer to the “Annual Report on CSR activities” which is an annexure
above has been incurred to the Board’s Report forming a part of this Annual Report.

SECTION C: OTHER DETAILS

1. Does the Company have any Subsidiary Company/Companies?
Yes. As on 31st March, 2018, the Company has 2 subsidiaries.
2. Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent Company? If yes, then
indicate the number of such subsidiary Company(s)?
No. The Company’s business responsibility initiatives have not been extended to its subsidiaries during the reporting
period. However, each of the Company’s subsidiaries strives to carry out its business in a responsible and diligent manner.
3. Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with;
participate in the BR initiatives of the Company? If yes, then indicate the percentage of such entity/entities?
[Less than 30%, 30-60%, More than 60%]
No. However, the Company continues to encourage the adoption of BR initiatives by its business partners.
SECTION D: BUSINESS RESPONSIBILITY (BR) INFORMATION

1. Details of Director/Directors responsible for BR
a) Details of the Director responsible for implementation of the BR policy/policies:
Name: Mr. Sudhir Agarwal

DIN: 00051407
Designation: Managing Director
b) Details of the BR head:

Sr. No. Particulars Details
1. DIN 00051407
2. Name Sudhir Agarwal
3. Designation Managing Director
4. Telephone number 0755-3988884
5. E-mail id dbcs@dbcorp.in
2. Principle-wise (as per NVGs) BR Policy/policies:

(a) Details of compliance (Reply in Y/N)
Sr. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
Business Product Employee Stake Human Environ- Public & CSR Customer
Ethics Responsi- Wellbeing holder Rights ment Regula- Relation
bility Engage- Protection tory Policy
ment
1 Whether the Company has Y Y Y Y Y Y Y Y Y

policies for each of the 9
Principles?
2 Whether the policies Y Y Y Y Y Y Y Y Y

have been formulated
in consultation with the
relevant stakeholders?
3 Whether the policies Yes.

conform to any national / The policies are in compliance with the national standards. They are also being reviewed and amended
international standards? If from time to time based on the amendments in the respective regulations.
yes, specify (50 words)?

01-40 41-116 117-222 223-288
Sr. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
Business Product Employee Stake Human Environ- Public & CSR Customer
Ethics Responsi- Wellbeing holder Rights ment Regula- Relation
bility Engage- Protection tory Policy
ment
4 Whether the policies are Yes.

being approved by the
Board? If yes, has it been
signed by MD/CEO/ or any
Director?
5 Does the Company have a Yes.

specified Committee of the
Board /Director /Official to
oversee the implementation
of the policies?
6 Indicate the link for the As per Corporate Governance requirements, Company’s policies are available at:
policies to be viewed online. http://investor.bhaskarnet.com/pages/corporategovernance.php?id=6
All other employee centric policies are available on the Company’s intranet.
7 Whether the policies Yes.

have been formally The policies have been communicated to employees through intranet and to external stakeholders
communicated to all through the Company’s website.
relevant internal and
external stakeholders?
8 Whether the Company Yes.

has an in-house structure All policies have well-defined guidelines along with checklist and respective stakeholders are abiding by
to implement the policy/ relevant polices.
policies.
9 Whether the Company Yes.

has a grievance redressal In order to ensure integrity and transparency of business procedures, the Company has established a
mechanism related to the whistle blower mechanism to enable reporting of any violation or non-conformity to the Company’s
policy/policies to address Code of Conduct.
stakeholders’ grievances The Company also has a Stakeholders’ Relationship Committee to redress grievances of investors.
related to the policy/ An Internal Complaints Committee has also been constituted which looks into complaints of sexual
policies? harassment.
The Company has also formed an Ethics Committee under the Whistle Blowing Mechanism which
works towards identifying quick and consistent actions to close complaints received and investigated by
vigilance department in a timely manner.
10 Has the Company carried Yes.

out independent audit/ The Company has an IFC mechanism in place to carry out periodic audits by internal teams and external
evaluation of the working of agencies.
this policy by an internal or Policies are also regularly reviewed by Company’s senior management and amended, if need be.
external agency?

(b) If answer to Sr. No. 1 against any principle is ‘No’, please relationship by Directors / employees which could bring
explain why: Not Applicable unfavourable effects to the Company’s interest.
3. Governance related to BR: Though the code currently do not apply to external
• Indicate the frequency with which the Board of stakeholders including suppliers, contractors, NGOs
Directors, Committee of the Board or CEO assess the BR etc., the Company follows zero tolerance on any acts
performance of the Company. (Within 3 months, 3-6 of bribery, corruption etc. by such agencies during their
months, Annually, More than 1 year) dealings with the Company.
The corporate governance framework is further

The assessment of BR performance is done on an ongoing supported by a Whistle Blower Policy which serves as
basis by the Managing Director and Senior Management of a mechanism for its directors and employees to report
the Company. genuine concerns about unethical behaviour, actual or
suspected fraud or violation of the Code of Conduct
• Does the Company publish a BR or a Sustainability without fear of reprisal. The complainant can blow the
Report? What is the hyperlink for viewing this report? whistle by calling on hotline number 18001032931 or
How frequently it is published? sending a mail to dbcorp@intouch-india.com
2. How many stakeholder complaints have been

The Report shall be published annually by the Company. received in the past financial year and what
The BR Report which is a part of the Annual Report of percentage was satisfactorily resolved by the
the Company is available for viewing on the Company’s management? If so, provide details thereof (50
website i.e. www.bhaskarnet.com. words).
A total of 47 stakeholder complaints were received in
financial year 2017-18. 39 complaints (83%) have been
SECTION E: PRINCIPLE-WISE PERFORMANCE satisfactorily resolved as on 31st March, 2018 and the
balance 8 complaints (17%) were closed / dealt with
1 PRINCIPLE appropriately later.
BUSINESSES SHOULD CONDUCT AND GOVERN 2 PRINCIPLE

THEMSELVES WITH ETHICS, TRANSPARENCY AND
ACCOUNTABILITY
BUSINESSES SHOULD PROVIDE GOODS AND
1. Does the policy relating to ethics, bribery and SERVICES THAT ARE SAFE AND CONTRIBUTE TO
corruption cover only the Company? Yes / No. SUSTAINABILITY THROUGHOUT THEIR LIFE CYCLE
Does it extend to the Group/Joint Ventures/
Suppliers/Contractors/NGOs/Others? 1. List up to 3 of the Company’s products or
The Company has always stressed the importance of services whose design has incorporated social
or environmental concerns, risks and/or
work ethics in order to foster a healthy and transparent
opportunities.
corporate culture in the Company. It believes in adhering
The Company is primarily involved in the business of
to the greatest governance practices in order to ensure
printing and publishing of newspapers which focuses
protection of its stakeholders’ interests in tandem with
on social concerns, risks and opportunities. Further,
healthy growth of the Company. With this belief, the
guided by its vision of driving behavioural change in
Company has adopted a ‘Code of Conduct’ extending
society to bring socio-economic development, the
to all the employees which has laid down the ethical
Company’s flagship newspapers viz. Dainik Bhaskar
and moral standards of behaviour which is expected
(Hindi Daily), Divya Bhaskar (Gujarati daily) and Divya
from an employee. This code is applicable to all the Marathi (Marathi daily) has time and again incorporated
employees across the levels, including its subsidiaries. and highlighted social / environmental concerns, risks
The Code intends to forbid any activity / association / and/or opportunities.

01-40 41-116 117-222 223-288
2. For each such product, provide the following 5. Does the Company have a mechanism to
details in respect of resource use (energy, water, recycle products and waste? If yes, what is the
raw material etc.) per unit of product (optional). percentage of recycling of products and waste
(a) Reduction during sourcing/production/ distribution (separately as <5%, 5-10%, >10%). Also, provide
achieved since the previous year throughout the details thereof (50 words).
value chain? Yes. Paper is one of the world’s most recycled materials
and the Company sells such paper waste to newsprint
1. Achieved energy savings of 987172 KWH in manufacturers / traders for the purpose of recycling.
the FY 2017-18, despite an increase in print Also, water waste from the Company’s various printing
activity. units is used for irrigation of plants; thereby warranting
effective waste management.
2. Energy Cost Optimization through conversion
from conventional to LED Light which arrested
all air leakages. 3 PRINCIPLE
(b) Reduction during usage by consumers (energy,
BUSINESSES SHOULD PROMOTE THE WELLBEING OF
water) has been achieved since the previous
ALL EMPLOYEES
year?
1. Total number of employees: 10296 (excluding outsource)
The Company’s products do not consume energy / 2. Total number of employees hired on temporary/
water at consumer end. contractual/casual basis: 710
3. Number of permanent women employees: 616

3. Does the Company have procedures in place for
4. Number of permanent employees with disabilities: 29
sustainable sourcing (including transportation)? If
yes, what percentage of your inputs was sourced 5. Whether there are any employee associations
sustainably? Also, provide details thereof (50 that are recognized by management: No employee
words). association exists.
The Company strives to reduce environmental impact 6. What percentage of the Company’s permanent
by employing sustainable procurement practices. In employees are members of recognized employee
the process of vendor selection, the suppliers are pre- associations: Not Applicable
evaluated on various BR parameters. The process of
7. Number of complaints relating to child labour,
vendor evaluation lays emphasis on conformity of safe
forced labour, involuntary labour, sexual
working conditions, prevention of child labour, business
harassment in the last financial year and pending,
ethics and general housekeeping by the vendor.
as on the end of the financial year: 1 (details given
below)
4. Has the Company taken any steps to procure Sr. Category No. of No. of
goods and services from local & small producers, No. complaints complaints
filed during FY pending as
including communities surrounding their place
on end of FY
of work? If yes, what steps have been taken to 1 Child labour/forced Nil Nil
improve their capacity and capability of local and labour/involuntary labour
2 Sexual harassment 1 Nil
small vendors?
3 Discriminatory Nil Nil
The Company engages with both local and global employment
suppliers. Company has enrolled numerous local
suppliers and vendors in several areas such as local 8. What percentage of the Company’s above
transportation, distributions, house-keeping etc. mentioned employees were given safety & skill
Being a media company, most of the raw material and up-gradation training in the last year?
consumable are procured from national suppliers, which The Company provides various types of training
have contributed to their growth. programmes across its functions and locations. These

training programmes cover permanent as well as The Company has various policies for its ‘circulation
contractual employees. Over 80% of employees have agents’ and ‘hawkers’. Further, Company engages with
been covered for these training programmes. its under-privileged stakeholder by identifying their
needs and priorities so as to serve them accordingly.
The Company also provides safety trainings for the The initiatives undertaken by the Company for
production people working in the printing press. the disadvantaged, vulnerable and marginalized
The Company organizes mock drills and 5S training stakeholders are elaborated under Principle 8 and in the
programmes for such people. Technical trainings Annexure on CSR activities forming part of the Board’s
are also being given to the production teams across Report for the year ended 31st March, 2018.
locations on various topics like quality, grey bar, CTP and
chemical, SAP module, machine maintenance, plant
maintenance, preventive maintenance, FERAG O&M, 5 PRINCIPLE
basic of pneumatics, best maintenance practices, ink
manufacturing and ink parameters, KBA operations and
BUSINESSES SHOULD RESPECT AND PROMOTE
maintenance etc.
HUMAN RIGHTS
1. Does the policy of the Company on human rights
Along with this, there are functional training programmes
cover only the Company or extend to the Group/
conducted for other functions like AD Sales, Editorial,
Joint Ventures/Suppliers/Contractors/NGOs/
HR & Admin which aim at developing the capabilities
Others?
of the teams. Organization level trainings like G-Suite,
D. B. Corp Limited takes various measures in protecting
SuccessFactors, Mediclaim sessions, travel portal, etc.
human rights. The Company maintains a regular check
are also conducted for the employees.
to ensure the prevention of child labour and sexual
harassment in its system. There is no discrimination
on the basis of gender, caste, creed, etc. in hiring and
4 PRINCIPLE promoting talent. The Company’s policy on human
rights is all- encompassing and extends to its group
BUSINESSES SHOULD RESPECT THE INTEREST OF, companies as well. The Company also extends full
AND BE RESPONSIVE TOWARDS ALL STAKEHOLDERS, support to its suppliers and other business partners in
ESPECIALLY THOSE WHO ARE DISADVANTAGED, their efforts to act in accordance with internationally
VULNERABLE AND MARGINALIZED recognized business standards.
1. Has the Company mapped its internal and
external stakeholders? 2. How many stakeholder complaints have been
Yes, the Company has mapped its various key internal received in the past financial year and what
and external stakeholders and implements various percent was satisfactorily resolved by the
mechanisms and practices for engaging fruitful management?
dialogues and maintaining a sustained relationship. There were no complaints reported on violation of any
human rights during the financial year.
2. Out of the above, has the Company identified

the disadvantaged, vulnerable & marginalized
stakeholders? 6 PRINCIPLE
Yes, the Company has identified disadvantaged,
vulnerable and marginalized stakeholders through need BUSINESSES SHOULD RESPECT, PROMOTE, AND
assessment and is actively working with them towards MAKE EFFORTS TO RESTORE THE ENVIRONMENT
inclusive growth. 1. Does the policy related to Principle 6 cover only
the Company or extends to the Group/Joint
3. Are there any special initiatives taken by the Ventures/ Suppliers/Contractors/NGOs/others?
Company to engage with the disadvantaged, Nurturing and safeguarding the environment for long
vulnerable and marginalized stakeholders? If so, term sustainability is crucial to the Company. The
provide details thereof (50 words). Company keeps its processes under constant checks

01-40 41-116 117-222 223-288
to ensure environment protection, health management 7. Number of show cause/legal notices received
and safety across its business locations. This principle from CPCB/SPCB which are pending (i.e. not
of environment protection also extends to other group resolved to satisfaction) as at the end of the
companies. The Company, has, on standalone basis, financial year.
undertaken several green initiatives at all its office Nil
locations throughout the year.
Though the policy currently do not apply to external 7 PRINCIPLE

stakeholders (suppliers, contractors, NGOs etc.,) the
Company follows zero tolerance on any unsafe activities
BUSINESSES WHEN ENGAGED IN INFLUENCING
by its agencies and encourages them to positively work
PUBLIC AND REGULATORY POLICY, SHOULD DO SO
towards creating a better environment.
IN A RESPONSIBLE MANNER
1. Whether the Company is a member of any trade
2. Does the Company have strategies/initiatives
and chamber or association? If yes, name those
to address global environmental issues such as
major ones that your business deals with:
climate change, global warming, etc? Yes/No. If
yes, please give hyperlink for webpage etc. 1) Indian Newspaper Society;
Yes. The Company has been working on climate change 2) Registrar of Newspapers for India;
issues by improving its process efficiency and taking 3) Audit bureau of Circulations;
initiatives in energy efficiency.
4) Association of Radio Operations of India;
3. Does the Company identify and assess potential
environmental risks? 5) Internet and Mobile Association of India.
Yes.
6) Indian Chapter of International Advertising
Association.
4. Does the Company have any project related to
Clean Development Mechanism? If so, provide
2. Whether the Company has advocated/lobbied
details thereof (50 words). Also, if Yes, whether
through above associations for the advancement
any environmental compliance report is filed?
or improvement of public good? Yes/No. If
No.
yes, please specify the broad areas (drop box:
Governance and Administration, Economic
5. Has the Company undertaken any other
Reforms, Inclusive Development Policies, Energy
initiatives on – clean technology, energy
security, Water, Food Security, Sustainable
efficiency, renewable energy, etc.? Yes/No. If yes,
Business Principles, Others).
please give hyperlink for web page etc.
The Company has been very active in its involvement
Yes. Across the business locations several energy
with various business associations to support
conservation measures were initiated by the Company
and advocate various issues for readers’ / listeners’
like replacing conventional lights with branded LED
better experience.
Lights. Conducting energy audits at different locations
was initiated by the Company during the year under
review.
8 PRINCIPLE
Please refer to Board’s Report for FY 2017-18 uploaded
on the website of the Company, www.bhaskarnet.com BUSINESSES SHOULD SUPPORT INCLUSIVE GROWTH
for more details. AND EQUITABLE DEVELOPMENT
1. Does the Company have specified programmes/
6. Are the Emissions/Waste generated by the initiatives/projects in pursuit of the policy related
Company within the permissible limits given by to Principle 8? If yes, details thereof.
CPCB/SPCB for the financial year being reported? Yes. Essential details of various CSR initiatives taken up
Yes by the Company are included in the Annexure on CSR

forming a part of the Board's Report for the year ended

31st March, 2018.
9 PRINCIPLE
2. Are the programmes/ projects undertaken BUSINESSES SHOULD ENGAGE WITH AND PROVIDE
through in-house team/ own foundation/ VALUE TO THEIR CUSTOMERS AND CONSUMERS IN A
RESPONSIBLE MANNER
external NGO/ government structures/any other
1. What percentage of customer complaints/
Organisation?
consumer cases are pending as on the end of
The Company generally undertakes CSR projects financial year?
through its in-house structure, except for its rural There are no material consumer cases / customer
development program wherein expenditure has been complaints outstanding as at the end of financial year
made through the help of an implementing agency. 2017-18.
2. Does the Company display product information

3. Whether the Company has done any impact on the product label, over and above what
assessment of these initiatives? is mandated as per local laws? Yes/No/N.A. /
The CSR team of the Company regularly does impact Remarks (additional information).
assessment of various initiatives undertaken by the Not applicable.
Company. 3. Is there any case filed by any stakeholder against
the Company regarding unfair trade practices,
4. What is the Company’s direct contribution to irresponsible advertising and/or anti-competitive
behaviour during the last five years and pending
community development projects- Amount in INR
as on end of financial year? If so, provide details
and the details of the projects undertaken?
thereof (50 words).
Details of CSR contributions may be referred in the No.
Annexure on CSR forming part of the Board's Report
4. Whether the Company carried out any consumer
for the year ended 31st March, 2018.
survey/consumer satisfaction trends?
Yes, the Company carries out consumer survey program
5. Whether the Company has taken steps to ensure from time to time.
that these community development initiatives are
For and on behalf of the Board of Directors
successfully adopted by the community (explain
of D. B. Corp Limited
in 50 words)?
The CSR team of the Company is widely involved with Sudhir Agarwal Pawan Agarwal
communities to recognize their needs and requirements. Managing Director Dy. Managing Director
Initiatives are then planned and rolled out in line with DIN: 00051407 DIN: 00465092
the inputs received. This ensures fruitful implementation
Place: Mumbai
of initiatives by communities to the extent possible.

01-40 41-116 117-222 223-288
Standalone
Independent Auditors’ Report

TO THE MEMBERS OF D. B. CORP LIMITED 5.
We conducted our audit of the standalone Ind AS
financial statements in accordance with the Standards
Report on the Standalone Indian Accounting on Auditing specified under Section 143(10) of the Act
Standards (Ind AS) Financial Statements and other applicable authoritative pronouncements
1. We have audited the accompanying standalone financial issued by the Institute of Chartered Accountants of
statements of D. B. Corp Limited (“the Company”), India. Those Standards and pronouncements require
which comprise the Balance Sheet as at March 31, that we comply with ethical requirements and plan and
2018 the Statement of Profit and Loss (including Other perform the audit to obtain reasonable assurance about
Comprehensive Income), the Cash Flow Statement and whether the standalone Ind AS financial statements are
the Statement of Changes in Equity for the year then free from material misstatement.
ended, and a summary of the significant accounting
policies and other explanatory information. 6. An audit involves performing procedures to obtain audit
evidence about the amounts and the disclosures in the
Management’s Responsibility for the Standalone Ind standalone Ind AS financial statements. The procedures
AS Financial Statements selected depend on the auditors’ judgment, including
the assessment of the risks of material misstatement of
2. The Company’s Board of Directors is responsible for the
the standalone Ind AS financial statements, whether
matters stated in Section 134(5) of the Companies Act,
due to fraud or error. In making those risk assessments,
2013 (“the Act”) with respect to the preparation of these
the auditor considers internal financial control relevant
standalone Ind AS financial statements to give a true and
to the Company’s preparation of the standalone Ind AS
fair view of the financial position, financial performance
financial statements that give a true and fair view, in
(including other comprehensive income), cash flows and
order to design audit procedures that are appropriate
changes in equity of the Company in accordance with in the circumstances. An audit also includes evaluating
the accounting principles generally accepted in India, the appropriateness of the accounting policies used
including the Indian Accounting Standards specified and the reasonableness of the accounting estimates
in the Companies (Indian Accounting Standards) made by the Company’s Directors, as well as evaluating
Rules, 2015 (as amended) under Section 133 of the the overall presentation of the standalone Ind AS
Act. This responsibility also includes maintenance of financial statements.
adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of 7. We believe that the audit evidence we have obtained is
the Company and for preventing and detecting frauds sufficient and appropriate to provide a basis for our audit
and other irregularities; selection and application of opinion on the standalone Ind AS financial statements.
appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and Opinion
design, implementation and maintenance of adequate 8.
In our opinion and to the best of our information
internal financial controls, that were operating and according to the explanations given to us, the
effectively for ensuring the accuracy and completeness aforesaid standalone Ind AS financial statements give
of the accounting records, relevant to the preparation the information required by the Act in the manner so
required and give a true and fair view in conformity with
and presentation of the standalone Ind AS financial
the accounting principles generally accepted in India,
statements that give a true and fair view and are free
of the state of affairs of the Company as at March 31,
from material misstatement, whether due to fraud
2018, and its total comprehensive income (comprising
or error.
of profit and other comprehensive income), its cash
flows and the changes in equity for the year ended on
Auditors’ Responsibility that date.
3.
Our responsibility is to express an opinion on these
standalone Ind AS financial statements based on Other Matter
our audit. 9. The Ind AS financial statements of the Company for the
year ended March 31, 2017, were audited by another
4. We have taken into account the provisions of the Act firm of chartered accountants under the Companies
and the Rules made thereunder including the accounting Act, 2013 who, vide their report dated May 18, 2017,
and auditing standards and matters which are required expressed an unmodified opinion on those financial
to be included in the audit report under the provisions statements. Our opinion is not qualified in respect of
of the Act and the Rules made thereunder. this matter.

Report on Other Legal and Regulatory Requirements g) With respect to the other matters to be included in
10. As required by the Companies (Auditor’s Report) Order, the Auditors’ Report in accordance with Rule 11 of
2016, issued by the Central Government of India in the Companies (Audit and Auditors) Rules, 2014,
terms of sub-section (11) of section 143 of the Act in our opinion and to the best of our knowledge
(“the Order”), and on the basis of such checks of the and belief and according to the information and
books and records of the Company as we considered explanations given to us:
appropriate and according to the information and
explanations given to us, we give in the Annexure B a i. The Company has disclosed the impact, of
statement on the matters specified in paragraphs 3 and pending litigations as at March 31, 2018 on
4 of the Order. its financial position in its standalone Ind AS
financial statements – Refer Note 33 to the
11.
As required by Section 143 (3) of the Act, we Standalone Ind AS Financial Statements;
report that:
ii.
The Company has long-term contracts
a) We have sought and obtained all the information including derivative contracts as at March
and explanations which to the best of our 31, 2018 for which there were no material
knowledge and belief were necessary for the foreseeable losses.
purposes of our audit.
iii.
There has been no delay in transferring
b) In our opinion, proper books of account as required amounts required to be transferred to
by law have been kept by the Company so far as it the Investor Education Protection Fund by
appears from our examination of those books. the Company during the year ended
March 31, 2018.
c) The Balance Sheet, the Statement of Profit and Loss
(including other comprehensive income), the Cash iv.
The reporting on disclosures relating to
Flow Statement and the Statement of Changes in Specified Bank Notes is not applicable
Equity dealt with by this Report are in agreement to the Company for the year ended
with the books of account. March 31, 2018.
d)
In our opinion, the aforesaid standalone Ind
AS financial statements comply with the Indian
Accounting Standards specified under Section 133
of the Act. For Price Waterhouse Chartered For Gupta Mittal & Co
Accountants LLP Chartered Accountants
e) On the basis of the written representations received Firm Registration Number: Firm Registration Number:
from the directors as on March 31, 2018 taken FRN012754N/N500016 FRN009973C
on record by the Board of Directors, none of the
directors is disqualified as on March 31, 2018 from
Priyanshu Gundana Shilpa Gupta
being appointed as a director in terms of Section
164 (2) of the Act. Partner Partner
Membership Number: Membership Number:
f)
With respect to the adequacy of the internal 109553 403763
financial controls over financial reporting of
the Company and the operating effectiveness Mumbai Mumbai
of such controls, refer to our separate Report in May 16, 2018 May 16, 2018
Annexure A.

01-40 41-116 117-222 223-288
Standalone
Annexure A to Independent Auditors’ Report

Referred to in paragraph 11 (f) of the Independent Auditors’ Meaning of Internal Financial Controls Over Financial
Report of even date to the members of D. B. Corp Limited Reporting
on the standalone financial statements as at and for the year 6.
A company's internal financial control over financial
ended March 31, 2018 reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting
Report on the Internal Financial Controls under Clause and the preparation of financial statements for external
(i) of Sub-section 3 of Section 143 of the Act purposes in accordance with generally accepted
1.
We have audited the internal financial controls accounting principles. A company's internal financial
over financial reporting of D. B. Corp Limited (“the control over financial reporting includes those policies
Company”) as of March 31, 2018 in conjunction with and procedures that (1) pertain to the maintenance of
our audit of the standalone financial statements of the records that, in reasonable detail, accurately and fairly
Company for the year ended on that date. reflect the transactions and dispositions of the assets
of the company; (2) provide reasonable assurance
Management’s Responsibility for Internal Financial that transactions are recorded as necessary to permit
Controls preparation of financial statements in accordance
2.
The Company’s management is responsible for with generally accepted accounting principles, and
establishing and maintaining internal financial controls that receipts and expenditures of the company are
based on the internal control over financial reporting
being made only in accordance with authorisations of
criteria established by the Company considering the
essential components of internal control stated in the management and directors of the company; and (3)
Guidance Note on Audit of Internal Financial Controls provide reasonable assurance regarding prevention or
Over Financial Reporting issued by the Institute timely detection of unauthorised acquisition, use, or
of Chartered Accountants of India (ICAI). These disposition of the company's assets that could have a
responsibilities include the design, implementation and material effect on the financial statements.
maintenance of adequate internal financial controls that
were operating effectively for ensuring the orderly and Inherent Limitations of Internal Financial Controls Over
efficient conduct of its business, including adherence
to Company’s policies, the safeguarding of its assets,
Financial Reporting
the prevention and detection of frauds and errors, 7. Because of the inherent limitations of internal financial
the accuracy and completeness of the accounting controls over financial reporting, including the possibility
records, and the timely preparation of reliable financial of collusion or improper management override of
information, as required under the Act. controls, material misstatements due to error or fraud
may occur and not be detected. Also, projections of
Auditors’ Responsibility any evaluation of the internal financial controls over
3.
Our responsibility is to express an opinion on the financial reporting to future periods are subject to the
Company's internal financial controls over financial risk that the internal financial control over financial
reporting based on our audit. We conducted our reporting may become inadequate because of changes
audit in accordance with the Guidance Note on Audit in conditions, or that the degree of compliance with the
of Internal Financial Controls Over Financial Reporting policies or procedures may deteriorate.
(the “Guidance Note”) and the Standards on Auditing
deemed to be prescribed under section 143(10) of the
Act to the extent applicable to an audit of internal Opinion
financial controls, both applicable to an audit of internal 8. In our opinion, the Company has, in all material respects,
financial controls and both issued by the ICAI. Those an adequate internal financial controls system over
Standards and the Guidance Note require that we financial reporting and such internal financial controls
comply with ethical requirements and plan and perform over financial reporting were operating effectively as
the audit to obtain reasonable assurance about whether at March 31, 2018, based on the internal control over
adequate internal financial controls over financial financial reporting criteria established by the Company
reporting was established and maintained and if such considering the essential components of internal
controls operated effectively in all material respects. control stated in the Guidance Note on Audit of Internal
4. Our audit involves performing procedures to obtain audit Financial Controls Over Financial Reporting issued by
evidence about the adequacy of the internal financial the Institute of Chartered Accountants of India.
controls system over financial reporting and their
operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining For Price Waterhouse Chartered For Gupta Mittal & Co
an understanding of internal financial controls over Accountants LLP Chartered Accountants
financial reporting, assessing the risk that a material Firm Registration Number: Firm Registration Number:
weakness exists, and testing and evaluating the design FRN012754N/N500016 FRN009973C
and operating effectiveness of internal control based
on the assessed risk. The procedures selected depend
on the auditor’s judgement, including the assessment Priyanshu Gundana Shilpa Gupta
of the risks of material misstatement of the financial Partner Partner
statements, whether due to fraud or error. Membership Number: Membership Number:
109553 403763
5. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for
our audit opinion on the Company’s internal financial Mumbai Mumbai
controls system over financial reporting. May 16, 2018 May 16, 2018

Annexure B to Independent Auditors’ Report

Referred to in paragraph 10 of the Independent Auditors’ broadly reviewed the same, and are of the opinion that,
Report of even date to the members of D. B. Corp Limited prima facie, the prescribed accounts and records have
on the standalone financial statements as at and for the year been made and maintained. We have not, however,
ended March 31, 2018 made a detailed examination of the records with a view
to determine whether they are accurate or complete.
i. (a)
The Company is maintaining proper records
showing full particulars, including quantitative vii. (a)
According to the information and explanations
details and situation of fixed assets. given to us and the records of the Company
examined by us, in our opinion, the Company
(b)
The fixed assets are physically verified by the
is generally regular in depositing undisputed
Management according to a phased programme
statutory dues in respect of provident fund, income
designed to cover all the items over a period
tax, employees’ state insurance and goods and
of 3 years, which in our opinion, is reasonable
service tax with effect from July 01, 2017, though
having regard to the size of the Company and the
nature of its assets. Pursuant to the programme, there has been a slight delay in a few cases, and
a portion of the fixed assets has been physically is regular in depositing undisputed statutory
verified by the Management during the year and dues, including sales tax and service tax, with the
no material discrepancies have been noticed on appropriate authorities.
such verification.
(b)
(c)
The title deeds of immovable properties, as given to us and the records of the Company
disclosed in Note 4 on fixed assets to the financial examined by us, there are no dues of sales-tax,
statements, are held in the name of the Company. service-tax, duty of customs, duty of excise or value
added tax or goods and service tax which have not
ii.
The physical verification of inventory have been been deposited on account of any dispute. The
conducted at reasonable intervals by the Management particulars of dues of income tax as at March 31,
during the year. The discrepancies noticed on physical
2018 which have not been deposited on account
verification of inventory as compared to book records
of a dispute, are as follows:
were not material.
iii.
The Company has not granted any loans, secured Name Nature Amount Period Forum
or unsecured, to companies, firms, Limited Liability of the of dues (` In to which where
Partnerships or other parties covered in the register statute million) the the
maintained under Section 189 of the Act. Therefore, the amount dispute
provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of the relates is
said Order are not applicable to the Company. pending
Income Income 6.41 A.Y. High
iv. In our opinion, and according to the information and Tax Act, Tax 2007-08 Court
explanations given to us, the Company has complied 1961 Demand to 2009-10
with the provisions of Section 185 and 186 of the including
Companies Act, 2013 in respect of the loans and Interest
investments made, and guarantees given. The Company Income Income 16.30 A.Y. Income
has not provided any security to the parties covered Tax Act, Tax 2007-08, Tax
under Section 185 and 186. 1961 Demand 2011-12 Appellate
and and Tribunal
v. The Company has not accepted any deposits from the Penalty 2012-13
public within the meaning of Sections 73, 74, 75 and
76 of the Act and the Rules framed there under to the
extent notified. viii. According to the records of the Company examined by
us and the information and explanation given to us,
vi. Pursuant to the rules made by the Central Government the Company has not defaulted in repayment of loans
of India, the Company is required to maintain cost or borrowings to any financial institution or bank. The
records as specified under Section 148(1) of the Act in Company does not have any loans from Government.
respect of its services of radio broadcasting. We have Further, the Company has not issued any debentures.

01-40 41-116 117-222 223-288
Standalone
ix. The Company has not raised any moneys by way of xiv. The Company has not made any preferential allotment
initial public offer, further public offer (including debt or private placement of shares or fully or partly
instruments) and term loans. Accordingly, the provisions convertible debentures during the year under review.
of Clause 3(ix) of the Order are not applicable to the Accordingly, the provisions of Clause 3(xiv) of the Order
Company. are not applicable to the Company.
x. During the course of our examination of the books and xv.

The Company has not entered into any non cash
records of the Company, carried out in accordance with transactions with its directors or persons connected
the generally accepted auditing practices in India, and with him. Accordingly, the provisions of Clause 3(xv) of
according to the information and explanations given the Order are not applicable to the Company.
to us, we have neither come across any instance of
material fraud by the Company or on the Company by
xvi. The Company is not required to be registered under
its officers or employees, noticed or reported during the
Section 45-IA of the Reserve Bank of India Act, 1934.
year, nor have we been informed of any such case by
Accordingly, the provisions of Clause 3(xvi) of the Order
the Management.
are not applicable to the Company.
xi.
The Company has paid/ provided for managerial
remuneration in accordance with the requisite approvals
mandated by the provisions of Section 197 read with
Schedule V to the Act. For Price Waterhouse Chartered For Gupta Mittal & Co
xii. As the Company is not a Nidhi Company and the Nidhi Firm Registration Number: Firm Registration Number:
Rules, 2014 are not applicable to it, the provisions of Clause FRN012754N/N500016 FRN009973C
3(xii) of the Order are not applicable to the Company.
xiii. The Company has entered into transactions with related Partner Partner
Membership Number: Membership Number:
parties in compliance with the provisions of Sections
109553 403763
177 and 188 of the Act. The details of such related
party transactions have been disclosed in the financial
Mumbai Mumbai
statements as required under Indian Accounting May 16, 2018 May 16, 2018
Standard (Ind AS) 24, Related Party Disclosures
specified under Section 133 of the Act, read with
Companies (Indian Accounting Standards) Rules, 2015
(as amended).

Standalone Balance Sheet

as at March 31, 2018
(` in million)
Notes As at As at
March 31, 2018 March 31, 2017
ASSETS
Non-current assets
Property, plant and equipment 4 8,342.25 7,455.54
Capital work-in-progress 4 212.86 213.56
Investment properties 5 595.62 483.18
Intangible assets 6 1,057.36 1,141.60
Financial assets
Investments 7 434.49 347.89
Bank balances other than cash equivalents 14 3.22 2.16
Loans 8 300.00 -
Other financial assets 9 357.43 335.94
Non-current tax assets (Net) 19 16.85 61.44
Other non-current assets 10 1,911.17 1,967.71
13,231.25 12,009.02
Current assets
Inventories 11 1,599.38 1,987.13
Financial assets
Trade receivables 12 5,417.29 4,176.56
Cash and cash equivalents 13 2,975.70 1,732.40
Loans 8 - 300.00
Other current assets 10 920.65 672.23
11,172.40 8,877.20
TOTAL 24,403.65 20,886.22
Equity and liabilities

Equity
Equity share capital 15 1,840.28 1,838.95
Other equity 16 17,500.07 14,149.56
Total equity attributable to equity holders of the parent 19,340.35 15,988.51
Liabilities
Non-current liabilities
Financial liabilities
Other financial liabilities 18 527.51 486.00
Liabilities for Non-current tax (Net) 19 91.69 69.19
Deferred tax liabilities (Net) 19 804.45 781.00
1,423.65 1,336.19
Current liabilities
Borrowings 17 448.65 561.19
Trade payables 2,590.44 2,092.11
Liabilities for current tax (Net) 19 3.22 -
Provisions 20 192.55 218.45
Other current liabilities 21 304.51 338.49
3,639.65 3,561.52
TOTAL 24,403.65 20,886.22
Summary of significant accounting policies 2
The above Standalone Balance Sheet should be read in conjunction with the accompanying notes.
As per our report of even date
For Price Waterhouse Chartered For Gupta Mittal & Co. For and on behalf of the Board of Directors of
Accountants LLP Chartered Accountants D. B. Corp Limited
Firm registration number: FRN012754N/ Firm registration number:
N500016 FRN009973C
Priyanshu Gundana Shilpa Gupta Sudhir Agarwal Pawan Agarwal
Partner Partner Managing Director Deputy Managing Director
Membership No. 109553 Membership No. 403763 DIN : 00051407 DIN : 00465092
P. G. Mishra Anita Gokhale
Group Chief Financial Officer Company Secretary
Place: Mumbai Place: Mumbai Place: Mumbai
Date: May 16, 2018 Date: May 16, 2018 Date: May 16, 2018

01-40 41-116 117-222 223-288
Standalone
Standalone Statement of Profit and Loss

for the year ended March 31, 2018
(` in million)
Notes Year ended Year ended
March 31, 2018 March 31, 2017
Income
Revenue from operations 22 23,284.79 22,574.27
Other income 23 238.72 172.13
Total income 23,523.51 22,746.40
Expenses
Cost of raw material consumed 24 7,341.51 6,608.07
(Increase) / decrease in inventories of finished goods 25 (34.06) 0.63
Employee benefit expenses 26 4,363.93 4,250.94
Depreciation and amortisation expenses 27 922.37 861.63
Finance costs 28 66.99 74.48
Other expenses 29 5,973.59 5,270.84
Total expenses 18,634.33 17,066.59
Profit before tax 4,889.18 5,679.81
Income tax expenses
Current income tax 19 1,651.22 1,927.80
Deferred tax (credit) 19 (6.60) (21.05)
Total income tax expense 1,644.62 1,906.75
Profit for the year 3,244.56 3,773.06
Other comprehensive income
Items that will not to be reclassified to profit or loss:
Remeasurement gain / (losses) on defined benefit plans 10.30 (31.61)
Income tax effect (3.49) 10.94
6.81 (20.67)
Net gain / (loss) on fair value through other comprehensive income 92.58 (1.73)
('FVTOCI') equity instruments
Income tax effect (26.56) -
66.02 (1.73)
Other comprehensive income for the year, net of tax 72.83 (22.40)
Total comprehensive income for the year 3,317.39 3,750.66
Earnings per equity share ('EPS') [nominal value of 30
share ` 10 (March 31, 2017: ` 10)]
Basic EPS 17.64 20.53
Diluted EPS 17.61 20.48
The above Standalone Statement of Profit and Loss should be read in conjunction with the accompanying notes.
N500016 FRN009973C

Standalone Statement of Change in Equity

A. Equity share capital (Refer Note 15)

(` in million)
Particulars Amount
Balance as at April 01, 2016 1,837.39
Changes in equity share capital 1.56
Balance as at March 31, 2017 1,838.95
B. Other equity (Refer Note 16)

(` in million)
Particulars Reserve and surplus Other Total
reserves equity
Capital Securities Share General Retained FVOCI -
redemption premium option reserve earnings Equity
reserve outstanding Instruments
Balance as at April 01, 2016 0.01 2,472.97 69.72 421.48 9,205.41 (12.84) 12,156.75
Profit for the year - - - - 3,773.06 - 3,773.06
Others comprehensive income - - - - (20.67) (1.73) (22.40)
Total comprehensive income for - - - - 3,752.39 (1.73) 3,750.66
the year
Equity shares issued during the year - 42.65 (25.93) - - - 16.72
Final dividend for the year ended - - - - (781.04) - (781.04)
March 31, 2016
Interim dividend for the year ended - - - - (735.45) - (735.45)
March 31, 2017
Dividend Distribution Tax - - - - (308.73) - (308.73)
Employee compensation cost (Net of - - 50.65 - - - 50.65
forfeiture / lapse)
Balance as at March 31, 2017 0.01 2,515.62 94.44 421.48 11,132.58 (14.57) 14,149.56
Others comprehensive income - - - - 6.81 66.02 72.83
Total comprehensive income for - - - - 3,251.37 66.02 3,317.39
the year
forfeiture / lapse)
Balance as at March 31, 2018 0.01 2,553.20 89.99 421.48 14,383.95 51.45 17,500.07
Significant accounting policies 2
The above Standalone Statement of Changes in Equity should be read in conjunction with the accompanying notes.
N500016 FRN009973C

01-40 41-116 117-222 223-288
Standalone
Statement of Cash Flow

(` in million)
Particulars Year ended Year ended
March 31, 2018 March 31, 2017
A. Cash flow from operating activities
Adjustments to reconcile profit before tax to net cash
flows
Loss on disposal of property, plant and equipment (net) 10.36 24.89
Loss / (gain) on sale of investment properties 0.68 (3.32)
Finance costs 66.99 74.48
Interest income (162.77) (118.43)
Depreciation and amortisation expenses 922.37 861.63
Net gain on fair valuation / sale of investment through - (231.25)
profit and loss
Employee share based payment expense 19.45 50.65
Impairment allowance for doubtful advances 56.68 68.80
Bad debts written off 0.52 1.13
Allowance for trade receivable 127.00 84.21
Net foreign exchange differences 25.83 (19.06)
Operating profit before working capital changes 5,956.29 6,473.54
Changes in working capital
Decrease / (Increase) in inventories 387.75 (312.40)
Increase in trade receivables (1,368.25) (490.29)
(Increase) / decrease in other financial assets (7.07) 37.42
Increase in other assets (210.85) (4.04)
Increase in other financial liabilities 46.26 44.42
Increase / (decrease) in trade payables 480.12 (9.69)
Decrease in other liabilities (33.98) (128.78)
Decrease in employee benefit obligations (15.60) (16.42)
(Decrease) / increase in derivatives not designated as hedges (7.76) 5.04
Cash flow generated from operations 5,226.91 5,598.80
Direct taxes paid (1,580.91) (1,940.91)
Net cash flow from operating activities (A) 3,646.00 3,657.89
B. Cash flow from investing activities
Payment for property, plant and equipment (including (1,822.09) (540.24)
capital work-in-progress and capital advances)
Proceeds from sale of property, plant and equipment 28.88 11.50
Payments for investment properties (93.93) (280.16)
Proceeds from sale of investments 5.97 411.51
Purchase of investments of DB Infomedia Pvt. Ltd - (68.01)
Fixed deposits with maturity period more than three months (231.03) 7.99
matured / (placed) (Net)
Interest received 128.20 75.61
Net cash flow used in investing activities (B) (1,984.00) (381.80)


(` in million)
March 31, 2018 March 31, 2017
C. Cash flow from financing activities
Long-term borrowings repaid (260.50) (272.17)
Short-term borrowings repaid (1,156.01) (1,466.99)
Short-term borrowings taken 1,034.11 1,167.51
Dividend paid (0.13) (1,517.87)
Dividend distribution tax ('DDT') - (308.73)
Interest paid (51.17) (56.04)
Proceeds from issue of shares under ESOS 15.00 18.28
Net cash flow used in financing activities (C) (418.70) (2,436.01)
Net increase in cash and cash equivalents (A)+(B)+(C) 1,243.30 840.08
Cash and cash equivalents at the beginning of the year 1,732.40 892.32
Cash and cash equivalents at the end of the year 2,975.70 1,732.40
Net increase in cash and cash equivalents 1,243.30 840.08
For details of components of cash and cash equivalents, Refer Note 13.
The above Standalone Statement of Cash Flows should be read in conjunction with the accompanying notes.
N500016 FRN009973C

01-40 41-116 117-222 223-288
Standalone
Notes
to the Standalone Financial Statements as at and for the year ended March 31, 2018
1. Nature of operations : • ash or cash equivalents unless restricted

C
D. B. Corp Limited (the ‘Company’) is in the business of from being exchanged or used to settle a
publishing newspapers, radio broadcasting, providing liability for at least twelve months after the
integrated internet and mobile interactive services and reporting period
event management. The Company is a public limited
company domiciled in India and was incorporated All other assets are classified as non-current.
under the provisions of the Companies Act, 1956.
The major brands in publishing business are ‘Dainik A liability is current when:
Bhaskar’ (Hindi daily), ‘Divya Bhaskar’ and ‘Saurashtra • It is expected to be settled in normal operating
Samachar’ (Gujarati dailies), ‘Divya Marathi’ (Marathi cycle
daily), and ‘DB Post’ (English daily), and monthly
magazines such as ‘Aha Zindagi’, ‘Bal Bhaskar’, etc. • It is held primarily for the purpose of trading
Presently, the Company’s radio station is on air in 30
• It is due to be settled within twelve months
cities under the brand name ‘My FM’. The frequency
after the reporting period, or
allotted to the Company’s radio station is 94.3. Internet
business includes the websites of dainikbhaskar.com, •
There is no unconditional right to defer the
divyabhaskar.com, dailybhaskar.com, divyamarathi.com settlement of the liability for at least twelve
and homeonline.com. months after the reporting period
The Company derives its revenue mainly from the sale The Company classifies all other liabilities as non-
of its publications and advertisements published in the current.
publications, aired on radio, displayed on websites and
portal and mobile interactive services. Deferred tax assets and liabilities are classified as
non-current assets and liabilities.
2. Significant accounting policies
The operating cycle is the time between the
2.1 Basis of accounting and preparation acquisition of assets for processing and their
The standalone financial statements comply realisation in cash and cash equivalents. The
in all material aspects with Indian Accounting
Company has identified period of twelve months
Standards (Ind AS) notified under Section 133 of
as its operating cycle.
the Companies Act, 2013 (the ‘Act’) [Companies
(Indian Accounting Standards) Rules, 2015] and 2.2 Property, plant and equipment
other relevant provisions of the Act. Freehold land is carried at historical cost. All
other items of property, plant and equipment is
The financial statements are prepared on a going
stated at cost less accumulated depreciation and
concern basis. These are presented in INR and
accumulated impairment losses, if any. Historical
all values are rounded to the nearest million `
costs include expenditure that is directly attributable
(000,000) except when otherwise indicated. The
to the acquisition of the items. Subsequent costs
financial statements have been prepared under the
historical cost basis except for derivative financial are included in the asset’s carrying amount or
instruments and certain other financial assets and recognised as a separate asset, as appropriate, only
liabilities that have been measured at fair value. when it is probable that future economic benefits
associated with the item will flow to the Company
Current versus non-current classification and the cost of the item can be measured reliably.
The carrying amount of any component accounted
The Company presents assets and liabilities in for as a separate asset is derecognised when
the balance sheet based on current/non-current replaced. The costs of the day-to-day servicing of
classification. An asset is treated as current when property, plant and equipment are recognised in
it is: profit or loss as incurred.
• E xpected to be realised or intended to be sold
or consumed in normal operating cycle Costs of construction that relate directly to the
specific asset and cost that are attributable to
• Held primarily for the purpose of trading the construction activity in general and can be
• E xpected to be realised within twelve months allocated to the specific assets are capitalised.
after the reporting period, or Income earned during the construction period

Notes
and income from trial runs is deducted from such not occupied by the Company, is classified as
expenditure pending allocation. investment property. Investment property is
measured initially at its cost, including related
An item of property, plant and equipment and any transaction costs and where applicable borrowing
significant part initially recognised is derecognised costs. Subsequent expenditure is capitalized to the
upon disposal or when no future economic asset’s carrying amount only when it is probable
benefits are expected from its use or disposal. that future economic benefits associated with the
Any gain or loss arising on derecognition of the expenditure will flow to the group and the cost
asset (calculated as the difference between the net of the item can be measured reliably. All other
disposal proceeds and the carrying amount of the repair and maintenance are expensed when
asset) is included in the statement of profit and
incurred. When part of an investment property is
loss when the asset is derecognised.
replaced, the carrying amount of the replaced part
is derecognized.
In respect of its interests in jointly controlled
assets, the Company recognises its share of the
2.5 Depreciation and amortisation
jointly controlled assets in its financial statements,
The Company provides depreciation on property,
classifying the jointly controlled asset as per
plant and equipment, investment properties using
its nature.
the straight line method at the rates computed
2.3 Intangible assets based on the estimated useful lives of the assets
Intangible assets acquired separately are measured as estimated by the management which are
on initial recognition at cost. Following initial equal to the corresponding rates prescribed in
recognition, intangible assets are carried at cost less Schedule II to the Act. Further, Company provides
any accumulated amortisation and accumulated amortisation of intangible asset using the straight
impairment losses, if any. line method at the rates computed based on the
estimated useful lives of the assets as estimated by
Revenue expenditure pertaining to research is the management.
charged to the Statement of Profit and Loss.
Development costs of products are also charged to The Company has used the following lives to
the Statement of Profit and Loss unless a product’s provide depreciation and amortisation:
technical feasibility and other criteria set out in Ind
Category Useful lives
AS 38 – ‘Intangible assets’ have been established,
(in years)
in which case such expenditure is capitalised.
Investment Properties - Building 60
Leasehold Land 30 to 99
Intangible assets with finite lives are amortised
Factory buildings 30 to 60
over the useful economic life and assessed for
impairment whenever there is an indication Office and residential buildings 60
that the intangible asset may be impaired. The Plant and machineries 15
amortisation period and the amortisation method Office equipments 5
for an intangible asset with a finite useful life Vehicles 8
are reviewed at least at the end of each Furniture and fixtures 10
reporting period. Electric Fittings, Fans and Coolers 10
Computers and servers 3 and 6
Gains or losses arising from derecognition of an One time license fees for radio Over the
intangible asset are measured as the difference stations license period
between the net disposal proceeds and the i.e. 15 years
carrying amount of the asset and are recognised Computer software including ERP 6
in the statement of profit and loss when the asset
is derecognised. The residual values, useful lives and methods
of depreciation and amortisation of property,
2.4 Investment property plant and equipment and intangible assets are
Property that is held for long term rental yield reviewed at each financial year end and adjusted
or for capital appreciation or both and that is prospectively, if appropriate.

01-40 41-116 117-222 223-288
Standalone
Notes
2.6 Impairment of non-financial assets inflation to compensate for the lessor’s expected
At the end of each reporting period, the Company inflationary cost increases.
reviews the carrying amounts of its non-financial
assets to determine whether there is any indication Where the Company is the lessor
that those assets have suffered an impairment Leases in which the Company does not transfer
loss. If any such indication exists, the recoverable substantially all the risks and rewards of ownership
amount of the asset/cash generating unit is of an asset are classified as operating leases.
estimated in order to determine the extent of the Rental income from operating lease is recognised
impairment loss (if any). Recoverable amount is the on a straight-line basis over the term of the
higher of fair value less costs to sell and value in use. relevant lease unless the payments are structured
For the purposes of assessing impairment, assets to increase in line with expected general inflation
are grouped at the lowest levels for which there to compensate for the expected inflationary
are separate identifiable cash inflows which are cost increases.
largely independent of the cash inflows from other
assets or groups of assets (cash-generated units). 2.8 Inventories
Non- financial assets that suffered impairment are Raw materials (Newsprint and stores and spares)
reviewed for possible reversal of the impairment at and finished goods (magazines) are valued at lower
the end of each reporting period. of cost and net realisable value. Cost includes cost
of purchase and other costs incurred in bringing the
2.7 Leases inventories to their present location and condition.
The determination of whether an arrangement Cost is determined on a weighted average basis.
is (or contains) a lease is based on the substance
of the arrangement at the inception of the Net realisable value is the estimated selling price in
lease. The arrangement is, or contains, a lease the ordinary course of business less estimated costs
if fulfillment of the arrangement is dependent of completion and the estimated costs necessary
on the use of a specific asset or assets and the to make the sale.
arrangement conveys a right to use the asset or
assets, even if that right is not explicitly specified in 2.9 Revenue recognition
an arrangement. Revenue is measured at the fair value of the
consideration received or receivable. Amounts
Where the Company is the lessee disclosed as revenue are net of returns, trade
Leases of property, plant and equipment where allowances, rebates, value added taxes, goods and
the Company, as lessee, has substantially all the service tax (GST) and amounts collected on behalf
risks and rewards of ownership are classified as of third parties.
finance leases. Finance leases are capitalised at
the inception of the lease at the fair value of the The Company recognises revenue when the
leased property or, if lower, the present value of amount of revenue can be reliably measured, it is
the minimum lease payments. The corresponding probable that future economic benefits will flow
rental obligations, net of finance charges, are to the entity and specific criteria have been met
included in borrowings or other financial liabilities for each of the Company’s activities as described
as appropriate. Each lease payment is allocated below. The Company has concluded that it is
between the liability and finance cost. The finance the principal in all of its revenue arrangements
cost is charged to profit or loss over the lease since it is the primary obligor in all the revenue
period so as to produce a constant periodic rate of arrangements as it has pricing latitude and is also
interest on the remaining balance of the liability for exposed to inventory and credit risks.
each period.
The specific recognition criteria described below
As a Lessee, lease in which significant portion of must also be met before revenue is recognised.
risks and rewards of ownership are not transferred
to the Company are classified as operating lease. Advertisement revenue
Payments made under operating leases are charged Revenue is recognised as and when advertisement
to Statement of Profit and Loss on a straight-line is published in newspaper / aired on radio /
basis over the lease term unless the payments are displayed on website in accordance with the terms
structured to increase in line with expected general of the contract with customer.

Notes
Sale of newspapers, magazines, wastage Transactions and balances

and scrap Transactions in foreign currencies are translated to
Revenue is recognised when all the significant risks the functional currency of the Company at exchange
and rewards of ownership have passed on to the rates at the dates of the transactions. Monetary
buyer, usually on delivery of the goods. assets and liabilities denominated in foreign
currencies at the reporting date are translated to the
Printing job charges
functional currency at the exchange rate prevailing
Revenue from printing job work is recognised on
on that date. Foreign exchange gains and losses
the completion of job work as per terms of the
agreement with the customer. resulting from the settlement of such transactions
and from the translation of monetary assets and
Income from event management liabilities denominated in foreign currencies at
Revenue from event management is recognised year end exchange rate are generally recognised in
as and when the event management services are profit or loss.
rendered as per the terms of agreement.
Foreign exchange differences regarded as an
Interest
adjustment to borrowing costs are presented in

Interest income from debt instruments is
the statement of profit and loss, within finance
recognised using the effective interest rate
costs. All other foreign exchange gains and losses
method. The effective interest rate is the rate that
are presented in the statement of profit and loss
exactly discounts estimated future cash receipts
on a net basis within Foreign exchange loss (net).
through the expected life of the financial asset
to the gross carrying amount of a financial asset.
2.12 Employee benefits
When calculating the effective interest rate, the
Company estimates the expected cash flows i) Short term obligation
by considering all the contractual terms of the Short-term employee benefits are expensed
financial instrument but does not consider the as the related service is provided. A liability
expected credit losses. is recognised for the amount expected to be
paid if the Company has a present legal or
Dividend income constructive obligation to pay this amount
Dividends are recognised in profit or loss only as a result of past service provided by the
when the right to receive payment is established, employee and the obligation can be estimated
it is probable that the economic benefits associated reliably. Termination benefits are recognised
with the dividend will flow to the Company, and the as an expense as and when incurred.
amount of the dividend can be measured reliably.
ii) Other long-term employee benefit
2.10 Barter transactions obligations
Revenue from barter transactions involving
Compensated Absences
exchange of advertisements with non-monetary
The liabilities for earned leave and sick leave
assets is measured at fair value of such non-
are not expected to be settled wholly within
monetary assets received.
12 months after the end of the period in
which the employees render the related

The receivable relating to property barter
agreements is grouped as advance for properties service. They are therefore measured as the
and included under the head ‘Other assets’. present value of expected future payments
to be made in respect of services provided
2.11 Foreign currency transactions by employees up to the end of the reporting
period using the projected unit credit method.
Functional and presentation currency
Items included in the financial statements of the The benefits are discounted using the market
Company are measured using the currency of yields at the end of the reporting period that
the primary economic environment in which the have terms approximating to the terms of
entity operates (‘the functional currency’). The the related obligation. Remeasurements as a
standalone financial statements are presented in result of experience adjustments and changes
Indian rupee (`), which is Company’s functional in actuarial assumptions are recognised in
and presentation currency. profit or loss.

01-40 41-116 117-222 223-288
Standalone
Notes
The obligations are presented as current The present value of the defined benefit
liabilities in the balance sheet if the entity obligation is determined by discounting
does not have an unconditional right to the estimated future cash outflows by
defer settlement for at least twelve months reference to market yields at the end
after the reporting period, regardless of of the reporting period on government
when the actual settlement is expected bonds that have terms approximating to
to occur. the terms of the related obligation.
iii) Post employment obligations The net interest cost is calculated by

a) Defined contribution plans applying the discount rate to the net
A defined contribution plan is a post- balance of the defined benefit obligation
employment plan under which an entity and the fair value of plan assets. This
pays fixed contributions and will have cost is included in employee benefit
no legal or constructive obligation to expense in the statement of profit
pay further amounts. and loss.
The Company contributes to Provident Remeasurement gains and losses arising

Fund, Employee’s State Insurance Fund from experience adjustments and
and Employees Deposit Linked Insurance changes in actuarial assumptions are
scheme and has no further obligation recognised in the period in which they
beyond making its contribution. The occur, directly in other comprehensive
Company’s contributions to the above income. They are included in retained
funds are charged to the Statement of earnings in the statement of changes in
Profit and Loss. equity and in the balance sheet.
Changes in the present value of the

b) Defined benefit plans
defined benefit obligation resulting
Gratuity
from plan amendments or curtailments
The Company provide for gratuity, a
are recognised immediately in profit or
defined benefit plan (the "Gratuity
loss as past service cost.
Plan") covering eligible employees.
The Company makes contributions 2.13 Income taxes
to a trust administered and managed Income tax expense comprises current and deferred
by insurance companies to fund tax. It is recognised in statement of profit or
the gratuity liabilities. The Gratuity loss except to the extent that it relates items
Plan provides a lump sum payment recognised directly in equity or in other
of vested employees at retirement, comprehensive income.
death, incapacitation or termination of
employment, of an amount based on Current income tax
the respective employees' salary and the Current income tax liabilities are measured at the
tenure of employment. The Company’s amount expected to be paid to the tax authorities
liability is actuarially determined (using in accordance with the Income-tax Act, 1961.
the Projected Unit Credit method) at the The tax rates and tax laws used to compute the
end of each year. amount are those that are enacted or substantively
enacted, at the reporting date.
The liability or asset recognised in the
balance sheet in respect of defined Current income tax relating to items recognised
benefit gratuity plans is the present outside profit or loss is recognised outside profit
value of the defined benefit obligation or loss (either in OCI or in equity). Current
at the end of the reporting period less tax items are recognised in correlation to the
the fair value of plan assets. The defined underlying transaction either in OCI or directly
benefit obligation is calculated annually in equity. Management periodically evaluates
by actuary using the projected unit positions taken in the tax returns with respect to
credit method. situations in which applicable tax regulations are

Notes
subject to interpretation and establishes provisions If the effect of the time value of money is material,
where appropriate. provisions are discounted using a current pre-tax
rate that reflects, when appropriate, the risks
Current tax assets and tax liabilities are offset specific to the liability. When discounting is used,
where the entity has a legally enforceable right the increase in the provision due to the passage of
to offset and intends either to settle on a net time is recognised as a finance cost.
basis, or to realise the asset and settle the liability
simultaneously. 2.15 Contingent liabilities
A contingent liability is a possible obligation that
Deferred tax
arises from past events whose existence will be
Deferred income tax is provided in full, using the
confirmed by the occurrence or non-occurrence of
liability method, on temporary differences arising
one or more uncertain future events beyond the
between the tax bases of assets and liabilities and
control of the Company or a present obligation
their carrying amounts in the standalone financial
that arises from past events but is not recognised
statements. Deferred income tax is determined
using tax rates (and laws) that have been enacted because it is not probable that an outflow of
or substantially enacted by the end of the reporting resources will be required to settle the obligation.
period and are expected to apply when the related A contingent liability also arises in extremely rare
deferred income tax asset is realised or the deferred cases where there is a liability that cannot be
income tax liability is settled. recognised because it cannot be measured reliably.
The carrying amount of deferred tax assets are Where there is a possible obligation or a present
reviewed at the end of each reporting period and obligation and the likelihood of the outflow of the
are recognised only if it is probable that future resources is remote, no provision or disclosure for
taxable amounts will be available to utilise those contingent liability is required.
temporary differences and losses.
2.16 Borrowing costs
Deferred tax assets and liabilities are offset when Borrowing costs directly attributable to the
there is a legally enforceable right to offset current acquisition, construction or production of an asset
tax assets and liabilities and when the deferred tax that necessarily takes a substantial period of time to
balances relate to the same taxation authority. get ready for its intended use or sale are capitalised
as part of the cost of the asset. All other borrowing
Current and deferred tax is recognised in the costs are expensed in the period in which they
Statement of Profit and Loss, except to the occur. Borrowing costs consist of interest and other
extent that it relates to items recognised in other
costs that an entity incurs in connection with the
comprehensive income or directly in equity. In
borrowing of funds. Borrowing cost also includes
this case, the tax is also recognised in other
exchange differences to the extent regarded as
comprehensive income or directly in equity,
an adjustment to the borrowing costs. These
respectively.
exchange difference are presented in finance
2.14 Provisions cost to the extent which the exchange loss does
Provisions are recognised when the Company has not exceed the difference between the cost of
a present obligation (legal or constructive) as a borrowing in functional currency when compared
result of a past event, it is probable that an outflow to the cost of borrowing in a foreign currency.
of resources embodying economic benefits will
be required to settle the obligation and a reliable 2.17 Earnings per equity share (‘EPS’)
estimate can be made of the amount of the Basic ‘EPS’ amounts are calculated by dividing the
obligation. When the Company expects some or profit for the year attributable to equity holders
all of a provision to be reimbursed, for example, by the weighted average number of equity shares
under an insurance contract, the reimbursement outstanding during the year.
is recognised as a separate asset, but only when
the reimbursement is virtually certain. The expense Diluted ‘EPS’ amounts are calculated by dividing
relating to a provision is presented in the statement the profit attributable to equity holders by the
of profit and loss net of any reimbursement, if any. weighted average number of equity shares

01-40 41-116 117-222 223-288
Standalone
Notes
outstanding during the year plus the weighted would use when pricing the asset or liability,
average number of equity shares that would be assuming that market participants act in their
issued on conversion of all the dilutive potential economic best interest.
equity shares into equity shares.
A fair value measurement of a non-financial asset
2.18 Cash and cash equivalents takes into account a market participant’s ability to
Cash and cash equivalent in the balance sheet and generate economic benefits by using the asset in
cash flow statement comprise cash at banks and its highest and best use or by selling it to another
on hand and short-term deposits with an original market participant that would use the asset in its
maturity of three months or less, which are subject highest and best use.
to an insignificant risk of changes in value.
The Company uses valuation techniques that are
2.19 Employee stock compensation cost appropriate in the circumstances and for which
Share-based compensation benefits are provided sufficient data are available to measure fair value,
to employees via the DB Corp Ltd Employee stock maximising the use of relevant observable inputs
compensation Plan. The cost of equity-settled and minimising the use of unobservable inputs.
transactions is determined by the fair value at
the date when the grant is made using Black and All assets and liabilities for which fair value is
Scholes valuation model. The fair value of options measured or disclosed in the financial statements
granted is recognised as an employee benefit are categorised within the fair value hierarchy,
expenses with a corresponding increase in equity. described as follows, based on the lowest
level input that is significant to the fair value
The total expense is recognised over the vesting measurement as a whole:
period, which is the period over which all of the
specified vesting conditions are to be satisfied. Level 1: Quoted (unadjusted) market prices in
At the end of each period, the Company revises active markets for identical assets or
its estimates of the number of options that are liabilities
expected to vest based on the non-market vesting
Level 2:
Valuation techniques for which the
and service conditions. It recognises the impact of
lowest level input that is significant to
revision to original estimates, if any, in the profit or
the fair value measurement is directly or
loss, with a corresponding adjustment to equity.
indirectly observable
2.20 Fair value measurement Level 3:
Valuation techniques for which the
The Company measures financial instruments at lowest level input that is significant
fair value at each balance sheet date. to the fair value measurement is
unobservable
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly For assets and liabilities that are recognised in
transaction between market participants at the the financial statements on a recurring basis, the
measurement date. The fair value measurement Company determines whether transfers have
is based on the presumption that the transaction occurred between levels in the hierarchy by re-
to sell the asset or transfer the liability takes assessing categorisation (based on the lowest
place either: level input that is significant to the fair value
• In the principal market for the asset or measurement as a whole) at the end of each
liability, or reporting period.
• In the absence of a principal market, in the External valuers are involved for valuation of
most advantageous market for the asset significant assets, such as properties and unquoted
or liability financial assets.
The principal or the most advantageous market For the purpose of fair value disclosures, the
must be accessible by the Company. Company has determined classes of assets and
liabilities on the basis of the nature, characteristics
The fair value of an asset or a liability is measured and risks of the asset or liability and the level of the
using the assumptions that market participants fair value hierarchy as explained above.

Notes
2.21 Financial instruments Derivative financial instruments

A financial instrument is any contract that gives The Company uses forward currency contracts,
rise to a financial asset of one entity and a financial to hedge its foreign currency risks. Such forward
liability or equity instrument of another entity. currency contracts are initially recognised at fair
value on the date on which a forward currency
Financial assets contracts is entered into and as at balance sheet
Initial recognition and measurement date any gains or losses arising from changes in
Financial assets are recognised when the Company the fair value of derivatives are taken directly to
becomes a party to the contractual provisions statement of profit and loss.
of the instrument. Financial assets are initially
Equity Investment in Subsidiary
measured at fair value. Transaction costs that are
Equity investments in subsidiary are measured at
directly attributable to the acquisition or issue
historical cost.
of financial assets (other than financial assets at
fair value through profit or loss) are added to or Other Equity investments
deducted from the fair value measured on initial All equity investments in scope of Ind AS 109 are
recognition of financial assets. measured at fair value. Equity instruments which
are held for trading are classified as at FVTPL.
Subsequent measurement For all other equity instruments, the Company
Financial assets at amortised cost may make an irrevocable election to present in
For purposes of subsequent measurement, OCI subsequent changes in the fair value. The
financial assets are classified in three categories: Company makes such election on an instrument-
by-instrument basis. The classification is made on
• Debt instruments at amortised cost initial recognition and is irrevocable.
• erivatives and equity instruments at Fair
D
Value Through Profit or Loss (‘FVTPL’) Equity instruments included within the FVTPL
category are measured at fair value with all
• Equity instruments measured at FVTOCI changes recognized in the profit or loss.
Debt instruments at amortised cost If the Company decides to classify an equity
A ‘debt instrument’ is measured at the amortised instrument as at FVTOCI, then all fair value
cost using the effective interest rate (‘EIR’) method changes on the instrument, excluding dividends,
if both the following conditions are met: are recognized in the OCI. There is no recycling of
the amounts from OCI to profit and loss, even on
a)
The asset is held within a business model
sale of investment. However, the Company may
whose objective is to hold assets for collecting transfer the cumulative gain or loss within equity.
contractual cash flows, and
b) Contractual terms of the asset give rise on Derecognition
specified dates to cash flows that are Solely A financial asset (or, where applicable, a part
Payments of Principal and Interest (‘SPPI’) on of a financial asset or part of a company of
similar financial assets) is primarily derecognised
the principal amount outstanding.
(i.e. removed from the Company’s balance
sheet) when:
After initial measurement, such financial assets
are subsequently measured at amortised cost • The rights to receive cash flows from the
using the effective interest rate (‘EIR’) method. asset have expired, or
Amortised cost is calculated by taking into account • The Company has transferred its rights to
any discount or premium on acquisition and fees receive cash flows from the asset and either
or costs that are an integral part of the EIR. The EIR (a) the Company has transferred substantially
amortisation is included in finance income in the all the risks and rewards of the asset, or (b)
profit or loss. The losses arising from impairment the Company has neither transferred nor
are recognised in the profit or loss. This category retained substantially all the risks and rewards
generally applies to trade receivables, deposits and of the asset, but has transferred control of
advances. the asset.

01-40 41-116 117-222 223-288
Standalone
Notes
Impairment of financial assets Derecognition

In accordance with Ind AS 109, the Company A financial liability is derecognised when the
applies expected credit loss (‘ECL’) model for obligation under the liability is discharged or
measurement and recognition of impairment cancelled or expires. When an existing financial
loss on the financial assets which are not fair liability is replaced by another from the same
valued through profit or loss. Loss allowance for lender on substantially different terms, or the terms
trade receivables with no significant financing of an existing liability are substantially modified,
component is measured at an amount equal to such an exchange or modification is treated as
lifetime ECL at each reporting date, right from its the derecognition of the original liability and the
initial recognition. For all other financial assets, recognition of a new liability. The difference in the
expected credit losses are measured at an amount respective carrying amounts is recognised in the
equal to the 12-month ECL, unless there has been statement of profit and loss.
a significant increase in credit risk from initial
recognition in which case those are measured Offsetting of financial instruments
at lifetime ECL. If, in a subsequent period, credit Financial assets and financial liabilities are offset
quality of the instrument improves such that there and the net amount is reported in the balance
is no longer a significant increase in credit risk sheet if there is a currently enforceable legal right
since initial recognition, then the entity reverts to to offset the recognised amounts and there is an
recognising impairment loss allowance based on intention to settle on a net basis, to realise the
12-month ECL. assets and settle the liabilities simultaneously.

ECL impairment loss allowance (or reversal) 2.22 Dividends
recognized during the period is recognized as Provision is made for the amount of any dividend
income/ expense in the statement of profit and declared, being appropriately authorised and no
loss. This amount is reflected under the head ‘other longer at the discretion of the entity, on or before
expenses’ in the statement of profit and loss. the end of the reporting period but not distributed
at the end of the reporting period.
As a practical expedient, the Company uses a
3 (A) Significant accounting judgments, estimates
provision matrix to determine impairment loss
and assumptions:
allowance on portfolio of its trade receivables. The
The preparation of the financial statements in
provision matrix is based on its historically observed
conformity with Ind AS requires management to
default rates over the expected life of the trade
make judgements, estimates and assumptions that
receivables and is adjusted for forward-looking
affect the application of accounting policies and
estimates. At every reporting date, the historical
the reported amounts of assets, liabilities, income
observed default rates are updated and changes in
and expenses. Actual results may differ from these
the forward looking estimates are analysed.
estimates. Estimates and underlying assumptions
are reviewed on an ongoing basis. Revisions to
Financial liabilities accounting estimates are recognised in the period
Initial recognition and measurement in which the estimates are revised and in any future
Financial liabilities are classified, at initial periods affected.
recognition, as financial liabilities at fair value
through profit or loss, loans and borrowings,
The areas involving critical estimates and
payables, or as derivatives financial instruments, judgements are:
as appropriate.
(i) Judgement for operating lease commitments
All financial liabilities are recognised initially at fair (Refer Note 32)
value and in the case of loans, borrowings and (ii)
Estimation of useful life of property, plant
payables, net of directly attributable transaction and equipment, investment properties and
costs. The Company’s financial liabilities include intangibles assets (Refer Note 4, 5 and 6)
trade and other payables, loans and borrowings
including bank overdrafts, financial guarantee (iii)
Estimation of defined benefit obligation
contracts and derivative financial instruments. (Refer Note 20, 26 and 35)

Notes
(iv)
Estimation of contingent liabilities (Refer customers. Revenue will be recognised when
Note 33) the customer will obtain the control of the
goods or services provided.
(v)
Estimation of share based payments (Refer
Note 36)
The Company will introduce Ind AS 115
(vi) Estimation of impairment of trade receivables based on the modified retrospective method.
(Refer Note 12) As a result, the effect of transition as at April
1, 2018 will be recognised cumulatively in
3 (B) Recent accounting pronouncements retained earnings. The Prior year figures
Standards issued but not yet effective
will not be adjusted. The company is in the
The Ministry of Corporate Affairs (MCA) notified
process of evaluating the requirements of the
the Companies (Indian Accounting Standards)
new standard and the effect on the financial
Amendment Rules, 2018 (the ‘Rules’) on March
statements is not likely to be material.
28, 2018. The Rules notify the new revenue
standards Ind AS 115 'Revenue from Contracts
with Customers' and also bring in amendments to (b) Amendments to Ind AS 40
existing Ind AS. The Rules shall be effective from Amendments to Ind AS 40 "Investment
reporting period beginning on or after April 1, property - Transfers of investment property"
2018 and cannot be early adopted. clarifies that transfers to, or from, investment
property can only be made if there has been a
(a) Amendment to Ind AS 115 change in use that is supported by evidence.
This Ind AS 115 'Revenue from Contracts A change in use occurs when the property
with Customers will replace with the existing meets, or ceases to meet, the definition of
revenue standard of Ind AS 18 ‘Revenue’ and investment property. A change in intention
Ind AS 11 ‘Construction Contracts’. The new alone is not sufficient to support a transfer.
standards establish uniform requirements
regarding the amount, timing and time Management has assessed the effects of
period of revenue recognition. It provides the amendment on classification of existing
a principle based five step model that must property as at April 01, 2018 and concluded
be applied to all categories of contracts with that no reclassifications are required.

4 Property, plant and equipment
01-40
(` in million)
Particulars Freehold Leasehold Buildings Furniture Plant and Office Vehicles Electric Computers Total Capital
land land and machinery equipments Fittings, Tangible work-in-
fixtures (Refer Note Fans and Assets progress
1) Coolers
Notes
Corporate Overview
Gross block value as at April 01, 74.84 156.75 1,868.86 674.92 7,990.55 305.62 46.17 481.55 595.73 12,194.99 458.53
2016
Additions during the year - - 15.71 54.66 323.35 27.45 13.10 21.86 57.50 513.63 268.66
Deletions during the year - - 0.01 6.23 45.32 7.82 4.77 2.61 13.98 80.74 513.63
Gross block value as at March 74.84 156.75 1,884.56 723.35 8,268.58 325.25 54.50 500.80 639.25 12,627.88 213.56
31, 2017
Additions during the year - 0.36 247.75 206.63 907.00 67.52 30.76 81.74 191.22 1,732.98 1,732.28
41-116
Deletions during the year - - 4.46 30.16 33.26 16.52 1.15 10.92 44.28 140.75 1,732.98
31, 2018
Statutory Reports
Accumulated depreciation as at - 5.61 233.35 314.30 3,006.84 217.85 24.41 204.84 442.84 4,450.04 -
April 01, 2016
Depreciation for the year - 2.74 45.33 63.37 501.96 27.70 4.41 52.91 68.22 766.64 -
Accumulated depreciation on - - 0.00 3.90 18.28 4.30 3.04 1.69 13.13 44.34 -
disposals
March 31, 2017
117-222
Standalone
disposals
March 31, 2018
Net Block as at March 31, 2017 74.84 148.40 1,605.88 349.58 4,778.06 84.00 28.72 244.74 141.32 7,455.54 213.56
Notes
1) Plant and machinery above includes common transmission infrastructure used in Radio business by the Company which are jointly controlled assets as at March 31, 2018:
Gross block - ` 162.85 milliion (March 31, 2017: ` 165.07 million)
Net block - ` 60.85 million (March 31, 2017: ` 69.56 million)
223-288
2) For assets pledge Refer Note 17 (A) and (B).

Subsidiaries
3) Assets given on lease - For details of assets given on lease, Refer Note 32 (b).
4) Capital Commitments - Refer Note 34 for disclosure of contractual commitments for acquisition of property, plant and equipments.
5) Capital work-in-progress mainly comprises of plant and machinery of ` 146.80 millions.

Notes
5 Investment properties
(` in million)
Particulars Land Building Total
Gross block value as at April 01, 2016 4.57 266.79 271.36
Additions during the year 21.68 209.94 231.62
Deletion during the year - 10.21 10.21
Gross block value as at March 31, 2017 26.25 466.52 492.77
Accumulated depreciation as at April 01, 2016 - 5.07 5.07
Depreciation for the year - 5.06 5.06
Accumulated depreciation on disposals - 0.54 0.54
Accumulated depreciation as at March 31, 2017 - 9.59 9.59
Net block as at March 31, 2017 26.25 456.93 483.18
Net block as at March 31, 2018 28.24 567.38 595.62
Information regarding income and expenditure of Investment property

(` in million)
Particulars March 31, 2018 March 31, 2017
Rental income derived from investment properties 0.09 1.31
Profit arising from investment properties before depreciation and indirect expenses 0.09 1.31
Less – Depreciation (8.18) (5.06)
Loss arising from investment properties before indirect expenses (8.08) (3.75)
The investment properties consist of commercial and residential properties, Based on the management's assessment of
the nature, characteristics and risks of each property as at March 31, 2018 the fair values of the properties are ` 624.06
million (March 31, 2017: ` 512.21 million).
Estimation of fair value

The best evidence of fair value is current prices in an active market for similar properties. Where such information is not
available, the Company consider information from a variety of sources including:
- current prices in an active market for properties of different nature or recent prices of similar properties in less active
markets, adjusted to reflect those differences
- discounted cash flow projections based on reliable estimates of future cash flows
- capitalised income projections based upon a property’s estimated net market income and a capitalisation rate derived
from an analysis of market evidence
The fair values of investment properties have been determined by independent valuers and / or management's internal
assessment. All resulting fair value estimates for investment properties are included in level 3.
Refer Note 34 for Contractual obligations to purchase, construct or develop investment property.

01-40 41-116 117-222 223-288
Standalone
Notes
6 Intangible assets
(` in million)
Particulars One time Computer Total
license fees software- intangible
including assets
ERP
Gross block value as at April 01, 2016 1,245.42 224.88 1,470.30
Deletion during the year - - -
Gross block value as at March 31, 2017 1,567.91 233.49 1,801.40
Additions during the year - 22.92 22.92
Accumulated amortisation as at April 01, 2016 458.60 111.27 569.87
Amortisation for the year 63.35 26.58 89.93
Accumulated amortisation on disposals - - -
Accumulated amortisation as at March 31, 2017 521.95 137.85 659.80
Accumulated amortisation on disposals - 1.47 1.47
Net block as at March 31, 2017 1,045.96 95.64 1,141.60
Net block as at March 31, 2018 968.24 89.12 1,057.36
Remaining unamortised period of intangible assets is as follows:
Particulars Remaining
unamortised
period
(In years)
One time license fees 5 to 14
Computer software- including ERP 1 to 6
7 Investments
(` in million)
A Investments in subsidiary:
Investment in equity shares (Unquoted, fully paid up, valued at cost):
1,050,500 (March 31, 2017: 1,050,500) equity shares of ` 10 each fully 10.46 10.46
paid up of DB Infomedia Private Limited
Investment in preference shares (at fair value through profit and loss):
681,000 (March 31, 2017: 681,000), 7.5 % redeemable preference shares of 68.10 68.10
` 100 each of DB Infomedia Private Limited
B Non - current investments at fair value through OCI (fully paid)
(Refer Note 39):
(a) Quoted investments in equity shares:
Nil (March 31, 2017: 300,000) equity shares of ` 10 each of Ajcon - 5.70
Global Services Limited

Notes
(` in million)
52,136 (March 31, 2017: 52,136) equity shares of ` 10 each of - 0.63
Everonn Education Limited
5,340,000 (March 31, 2017: 5,340,000) equity shares of ` 5 each of - 3.74
DMC Education Limited
665,863 (March 31, 2017: 665,863) equity shares of ` 10 each of - -
Timbor Home Limited
(b) Unquoted investments:
(i) Investment in equity shares:
Dwarkas Gems Limited
Arvind Coirfoam Private Limited
Micro Secure Solution Limited
81,085 (March 31, 2017: 81,085) equity shares of ` 10 each of 342.55 221.77
Naaptol Online Shopping Private Limited
Neesa Leisure Limited
Trophic Wellness Private Limited
1,100,917 (March 31, 2017: 1,100,917) equity shares of ` 1 each of - -
Abbee Consumables and Peripherals Sshope Limited
2,434 (March 31, 2017: 2,434) equity shares of ` 10 each of Koochie 13.37 13.37
Play Systems Private Limited
100 (March 31, 2017: 100) equity shares of ` 100 each of United 0.01 0.01
News of India
10 (March 31, 2017: 10) equity shares of ` 100 each of Press Trust of 0.00 0.00
India
(ii) Investment in debentures and warrants: (fully paid)
200,000 (March 31, 2017: 200,000), Zero % fully convertible - -
debentures of ` 100 each of Cubit Computers Private Limited
700,935 (March 31, 2017: 700,935) convertible warrants of ` 53.50 - -
of Edserv Softsystems Limited
1 (March 31, 2017: 1), Zero % fully convertible debenture of ` - -
8,500,000 each of Roxton (Italy) Clothing Private Limited
Total non - current investments 434.49 347.89
Aggregate cost of quoted investments 75.00 80.70
Aggregate market value of quoted investments - 10.07
Aggregate cost of unquoted investments 315.91 315.91
Aggregate amount of impairment in value of investments 347.52 319.04
Investments at fair value through OCI and statement of profit and loss reflect investment in quoted and unquoted
equity and debt securities.

01-40 41-116 117-222 223-288
Standalone
Notes
8 Loans
(` in million)
Particulars Non-current Current
March 31, 2018 March 31, 2017 March 31, 2018 March 31, 2017
Unsecured, considered good
Inter-corporate loan 300.00 - - 300.00
300.00 - - 300.00
During the current year, the Company has given a loan of ` 300 million to a newsprint supplier agent of the Company
at interest rate of 10% p.a. This loan is to be utilised by the borrower for meeting its working capital requirements and
business needs. The loan is repayable on or before March 31, 2020.
9 Other financial assets

(Unsecured considered goods unless stated otherwise)
(` in million)
Security deposit against lease of properties 158.90 142.82 - -
[Refer Note 31 (b)]
Deposit with suppliers and others 198.53 193.12 - -
Interest accrued on fixed deposits - - 24.04 3.83
Derivative assets* - - 0.38 -
Receivables from subsidiaries - - 4.16 4.12
357.43 335.94 28.58 7.95
*While the Company entered into other foreign exchange forward contracts with the intention of reducing the foreign
exchange risk on import purchases, these other contracts are not designated in hedge relationships and are measured at
fair value through profit or loss.
10 Other assets
(Unsecured, considered good unless stated otherwise)
(` in million)
March 31, March 31, March 31, March 31,
2018 2017 2018 2017
a Capital advances
Advances for capital goods 121.58 56.51 - -
b Advances for properties
Considered good 673.10 757.15 - -
Considered doubtful 199.08 142.40 - -
872.18 899.55 - -
Less: impairment allowance for doubtful advances 199.08 142.40 - -
673.10 757.15 - -
c Advances to related parties
Advances recoverable in cash or kind or for value - - 61.71 38.66
to be received
- - 61.71 38.66
d Other assets
Prepayments for premises 1,102.83 1,148.74 45.92 45.96
Advances to suppliers and others - - 759.23 562.00

Notes
(` in million)
2018 2017 2018 2017
Advances to employees - - 53.79 25.61
Balances with statutory / government authorities 13.66 5.31 - -
Considered doubtful
Advance to suppliers 1.10 1.10 - -
1,117.59 1,155.15 858.94 633.57
Less: Impairment allowance for doubtful 1.10 1.10 - -
advances
1,116.49 1,154.05 858.94 633.57
Total other assets 1,911.17 1,967.71 920.65 672.23
Note:
Refer Note 31 (b) for details of advances from related parties and firms / companies in which director is a partner, or a
director or a member.
11 Inventories
(` in million)
Raw material* 1,104.53 1,624.66
Finished goods 37.82 3.77
Stores and spares 457.03 358.70
1,599.38 1,987.13
*Amount includes raw material in transit of ` 184.54 millions ( March 31, 2017: ` 259.41 millions)
12 Trade receivables
(` in million)
Secured, considered good - -
Unsecured, considered good 5,417.29 4,176.56
Doubtful 514.88 467.68
Total 5,932.17 4,644.24
Allowance for doubtful debts (514.88) (467.68)
Total trade receivables 5,417.29 4,176.56
Refer Note 31 (b) for details of receivables from related parties and firms / companies in which director is a partner, or a

01-40 41-116 117-222 223-288
Standalone
Notes
13 Cash and cash equivalents

(` in million)
Balances with banks
On current account 514.77 671.00
Deposits with original maturity of less than 3 months 2,090.03 751.05
Cheques on hand 345.16 294.10
Cash on hand 25.74 16.25
2,975.70 1,732.40
Short-term deposits are made for varying periods of between seven days and three months, depending on the
immediate cash requirements of the Company, and earn interest at the respective short-term deposit rates.
14 Bank balances other than cash equivalents

(` in million)
Bank deposits with original maturity of - - 230.00 0.03
more than 3 months but less than 12
months
Banks deposits with original maturity 3.22 2.16 - -
of more than 12 months
Unclaimed dividend accounts - - 0.80 0.90
3.22 2.16 230.80 0.93
15 Share capital

Nos. in millions (` in millions) Nos. in millions (` in millions)
Authorised shares
a. 249,000,000 (March 31, 2017: 249.00 2,490.00 249.00 2,490.00
249,000,000) Equity Shares of
` 10 each
b. 1,000 (March 31, 2017: 0.00 10.00 0.00 10.00
1,000), 0%, Non- Convertible
Redeemable Preference Shares of
` 10,000 each
Total authorised share capital (a+b) 249.00 2,500.00 249.00 2,500.00
Issued, subscribed and fully paid-up shares

Nos. in millions (` in millions) Nos. in millions (` in millions)
Equity shares
At the beginning of the year 183.90 1,838.95 183.74 1,837.39
Issued during the year -Employee 0.13 1.33 0.16 1.56
Stock Option Schemes ('ESOS')
Total issued, subscribed and fully 184.03 1,840.28 183.90 1,838.95
paid-up share capital

Notes
(a) Terms/ rights attached to each class of shares

Equity shares:
The Company has only one class of equity shares having a par value ` 10 per share. Each holder of equity shares is entitled
to one vote per share. The Company declares and pays dividend in Indian rupees.
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity
shares held by shareholders.
(b) Details of shareholders holding more than 5% shares of the Company
Name of shareholders March 31, 2018 March 31, 2017

Nos. in millions % of hold Nos. in millions % of hold
Equity shares of ` 10 each fully paid

Nalanda India Equity Fund Limited 17.39 9.45 14.99 8.15
DB Consolidated Private Limited 89.79 48.79 89.79 48.83
(formerly known as Peacock Trading
and Investments Private Limited)
(c) Shares reserved for issue under options

For detail of shares reserved for issue under the Employee Stock Option Schemes ('ESOS') of the Company, Refer Note 36.
(d) Distribution made and proposed

(` in million)
(i) Cash dividends on equity shares declared and paid:
Final Dividend* (March 31, 2017: ` 4.25 per share) - 781.04
Dividend Distribution Tax on final dividend - 159.01
Interim Dividend (March 31, 2017: ` 4.00 per share) - 735.45
Dividend Distribution Tax on interim dividend - 149.72
- 1,825.22
*Final dividend represents ` 4.25 per share for the year ended March 31, 2016 proposed by the board and approved by
the shareholders during the year ended March 31, 2017.
(ii) Dividend not recognised at the end of the reporting period:

Since the year end, the directors have recommended the payment of a final dividend of ` 1 /- per fully paid equity
share, aggregating ` 184.05 million and dividend distribution tax on proposed dividend is ` 37.83 million. This
proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting.


01-40 41-116 117-222 223-288
Standalone
Notes
16 Other equity
(` in million)
Capital redemption reserve 0.01 0.01
Securities premium reserve 2,553.20 2,515.62
Share options outstanding account 89.99 94.44
General reserve 421.48 421.48
Retained earnings 14,383.95 11,132.58
Other reserves (FVOCI - Equity Instruments) 51.45 (14.57)
Total Other equity 17,500.07 14,149.56
Movement in other equity is as follows:
Capital redemption reserve

Balance at the beginning of the year 0.01 0.01
Closing balance 0.01 0.01
Securities premium reserve

Balance at the beginning of the year 2,515.62 2,472.97
Add: Premium on exercise of employee stock options 37.58 42.65
Closing balance 2,553.20 2,515.62
Share options outstanding account (Refer Note 36)

Gross employee stock options at the beginning of the year 94.44 69.72
Equity share issued during the year (23.90) (25.93)
Employee compensation cost (Net of forfeiture / lapse) 19.45 50.65
General reserve
Retained earnings
Items of other comprehensive income recognised directly in retained earnings
- Re-measurement gain / (loss) of post employment benefit obligation (net of tax) 6.81 (20.67)
Less: Appropriations
Final Equity Dividend [amount per share ` Nil (March 31, 2017: ` 4.25)] - 781.04
Interim Equity Dividend [amount per share ` Nil (March 31, 2017: ` 6.75)] - 735.45
Dividend Distribution Tax - 308.73
Closing balance 14,383.95 11,132.58
Other reserves (FVOCI - Equity Instruments)

Balance at the beginning of the year (14.57) (12.84)
Add: Transfer from Profit and Loss 66.02 (1.73)
Closing balance 51.45 (14.57)

Notes
Nature and purpose of reserves:

a) Capital redemption reserve
The company is required to create capital redemption reserve out of the profit which is available for payment of dividend
for the purpose of redemption of preference shares.
b) Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with
c) Employee share option outstanding account

The share options outstanding account is used to recognise the grant date fair value of options issued to employees
under Employee stock option plan.
d) FVOCI - Equity Instruments

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other
comprehensive income. These changes are accumulated within the FVOCI equity instruments reserve within equity. The
Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.
17 Borrowings
(` in million)
Particulars Non-current portion Current maturities
2018 2017 2018 2017
(A) Long-term borrowing
Foreign currency loans from financial institution - - - 247.70
(secured) (Refer Note below)
The above amount includes
Amount disclosed under the head "Other - - - (247.70)
financial liabilities" (Refer Note 18)
- - - -
Foreign currency loans from financial institution
Agco Finance GmbH:
The loan carried interest rate @ LIBOR plus 0.68% repayable in equal half yearly installments. The loan was secured
by first pari passu charge with other lenders on plant and machinery and other project assets acquired from the
said term loan. The final installment was paid during the current year.
(` in million)
Particulars March 31, March 31,
2018 2017
(B) Short-term borrowings
Secured
Buyers' credit from banks [Refer Note (i) below] 301.04 287.68
Total secured borrowings 301.04 287.68
Unsecured
Buyers' credit from banks [Refer Note (ii) below] 147.61 273.51
Total unsecured borrowings 147.61 273.51
Total borrowings 448.65 561.19
Buyers' credit facilities:
(i) Secured buyers' credit facilities from banks are secured by first charge on the current assets and second charge on
moveable fixed assets of the Company with other consortium bankers. Interest rates for buyers' credit are multiline
rates ranging between 1.89% p.a. and 3.36% p.a. (March 31, 2017: between 1.38% p.a. and 1.72% p.a.). They
are repayable within 90 days to 180 days.
(ii) Interest rates for unsecured buyers' credits are multiline rates ranging between 1.75% p.a. and 2.17% p.a.
(March 31, 2017: between 1.41% p.a. and 1.82% p.a.). They are repayable within 90 days to 180 days.

01-40 41-116 117-222 223-288
Standalone
Notes
Net debt reconciliation (` in million)

Particulars Working Long Term Total
capital loan loan
Debt (including accrued interest) as at April 1, 2017 563.06 248.16 811.22
Cash flows (121.91) (260.49) (382.40)
Effect of foreign exchange rate fluctuation 9.36 (1.73) 7.63
Amortised cost of loan processing - 14.52 14.52
Interest expenses during the year (Refer Note below) 12.15 3.66 15.81
Interest paid (12.06) (4.12) (16.18)
Debt (including accrued interest) as at March 31, 2018 450.60 - 450.60
Note:
Interest expenses/ payment includes interest relating to borrowings only.
18 Other financial liabilities

(` in million)
Other current liabilities
Current maturities of long-term - - - 247.70
borrowings [Refer Note 17 (A)]
Security deposits from newspaper 525.37 481.78 58.37 53.53
agencies
Interest accrued but not due - - 24.94 23.64
Derivative liabilities* - - - 7.38
Payables for purchase of capital goods - - 14.11 15.94
Financial gurarantee contract liabilities 2.14 4.22 2.09 2.19
Unclaimed dividend** - - 0.77 0.90
527.51 486.00 100.28 351.28
*While the Company entered into other foreign exchange forward contracts with the intention of reducing the foreign
**No amount due and outstanding to be credited to Investor Education and Protection Fund.

Notes
19 Taxation
(` in million)
Non-current tax assets (Net)
Advance income tax 4,425.75 6,173.60 - -
Less: Provision for tax 4,408.90 6,112.16 - -
Advance income tax (Net of 16.85 61.44 - -
provision for tax)
Liabilities for Non-current tax (Net)
Provision for tax 7,127.24 5,523.92 - -
Less: Advance income tax 7,035.55 5,454.73 - -
Provision for tax (Net of advance 91.69 69.19 - -
tax)
Liabilities for current tax (Net)
Provision for tax - - 1,686.00 -
Less: Advance income tax - - 1,682.78 -
Provision for tax (Net of advance - - 3.22 -
tax)
(` in million)
Opening Balances (Net) 7.75 20.86
Add: Current tax provision for the year 1,651.22 1,927.80
Less: Taxes Paid (net of refund) (1,580.91) (1,940.91)
Closing Balance 78.06 7.75
(` in million)
Deferred tax liabilities (Net)
Deferred tax liabilities
Depreciation 1,155.40 1,086.29
Fair value of investment 65.93 38.99
Deferred tax liabilities 1,221.33 1,125.28
Deferred tax assets
Allowance for doubtful debts and advances 254.59 214.46
Provision for employee benefit obligations 114.04 91.42
Others 48.25 38.40
Deferred tax assets 416.88 344.28
Deferred tax liabilities (Net) 804.45 781.00
Deffered tax reconciliation

Opening balance 781.00 812.99
Tax during the year recognised in profit or loss (6.60) (21.05)
Tax during the year recognised in other comprehesive income 30.05 (10.94)

01-40 41-116 117-222 223-288
Standalone
Notes
(a) Tax reconciliation

(` in million)
Accounting profit before tax 4,889.18 5,679.81
At statutory income tax rate of 34.608% (March 31, 2017 : 34.608%) 1,692.04 1,965.67
Effect of changes in tax rate 7.54 -
Effect of non-deductible expenses (77.90) 35.97
Effect of items not taxable as business income 22.94 (94.89)
Income tax expense 1,644.62 1,906.75
Income tax expense reported in the Standalone Statement of Profit and Loss 1,644.62 1,906.75
(b) Tax Losses:

Unused capital tax losses for which no deferred tax assets has been recognised is as follows:
(` in million)
Particulars Capital Loss Potential Tax Benefit
Financial year 2010-11 - Expiry of 951.71 951.71 221.71 219.58
losses on March 31, 2019
Financial year 2013-14 - Expiry of 1.96 1.96 0.46 0.45
Financial year 2017-18 - Expiry of 1.11 - 0.26 -
The Company is not likely to generate taxable capital gain before the expiry of aforementioned capital losses.
20 Provisions
(` in million)
Provision for employee benefits (Refer Note 35)
Provision for gratuity 96.58 123.99
Provision for leave entitlement 95.97 94.46
192.55 218.45
21 Other current liabilities

(` in million)
Other payables
Advances from customers [Refer Note 31 (b)] 269.36 261.24
Statutory liabilities 35.15 77.25
304.51 338.49

Notes
22 Revenue from operations

(` in million)
Sale of products
Sale of newspapers 5,098.67 4,766.37
Sale of magazines 46.36 47.53
5,145.03 4,813.90
Sale of services
Advertisement revenue 16,425.39 15,974.12
Printing job charges 1,235.35 1,190.40
17,660.74 17,164.52
Other operating revenue
Income from event management 169.83 113.58
Sale of power 3.02 4.57
Net gain on fair valuation / sale of investment through profit and loss - 231.25
Sale of wastage 306.17 246.45
479.02 595.85
Total revenue from operations 23,284.79 22,574.27
23 Other income
(` in million)
Excess liabilities written back 31.72 28.99

Interest income from:
Bank deposits 106.01 38.15
Financial assets mesured at amortised cost using 'EIR' basis 14.36 40.93
Others 42.40 39.35
Rent income 4.51 4.32
Miscellaneous income 39.72 20.39
238.72 172.13
24 Cost of raw material consumed

(` in million)
Raw material
Opening inventories 1,624.66 1,326.68
Add: Purchases during the year 6,821.38 6,906.05
8,446.04 8,232.73
Less: Closing inventories 1,104.53 1,624.66
7,341.51 6,608.07
25 (Increase) / decrease in inventories of finished goods

(` in million)
Opening Stock
Closing Stock
(34.06) 0.63

01-40 41-116 117-222 223-288
Standalone
Notes
26 Employee benefit expenses

(` in million)
Salaries, wages and bonus 3,917.86 3,776.33
Contribution to provident fund and employee's state insurance corporation 220.48 205.13
(Refer Note 35)
Employee stock option scheme (Refer Note 36) 19.45 50.65
Gratuity expenses (Refer Note 35) 42.92 40.66
Workmen and staff welfare expenses 163.22 178.17
4,363.93 4,250.94
27 Depreciation and amortisation expenses

(` in million)
Depreciation of tangible assets (Refer Note 4) 807.36 766.64
Amortisation of intangible assets (Refer Note 6) 106.83 89.93
Depreciation of investment properties (Refer Note 5) 8.18 5.06
922.37 861.63
28 Finance costs
(` in million)
Interest expense:
On term loans 3.66 7.78
On short term borrowings from bank (buyer's credit and cash credits) 12.15 10.24
On others 40.43 39.39
Foreign exchange difference considered as borrowing cost 10.75 17.07
66.99 74.48
29 Other expenses
(` in million)
Consumption of stores and spares 993.03 1,009.60
Advertisement and publicity 337.47 420.07
Electricity and water charges 465.36 416.60
Rent [Refer Note 32 (a)] 366.19 342.23
Distribution expenses 347.48 307.77
Repair and maintenance:-
Plant and machinery 339.51 312.59
Building 21.42 20.47
Others 82.02 69.90
Traveling and conveyance 262.10 244.00
Business promotion expenses 540.58 224.58
News collection charges 215.24 201.10
Legal and professional charges [Refer Note (a) and (b) below] 204.35 185.96
Survey expenses 236.66 146.05
Event expenses 114.24 120.28
Subcontract charges 145.14 129.20
Corporate social responsibility activities expenditure (Refer Note 38) 45.06 73.58
Printing job work charges 83.35 68.97
Communication expenses 70.72 66.27

Notes
(` in million)
License fees 72.48 64.95
Insurance 16.73 24.10
Loss on disposal of property, plant and equipment 10.36 24.89
Royalty 84.05 13.64
Foreign exchange gain (net) (3.28) (32.50)
Rates and taxes 7.59 11.63
Bad debts written off 80.32
Less: Allowances for Trade Receivables adjusted (79.80) 0.52 1.13
Allowance for Trade Receivables 127.00 84.21
Miscellaneous expenses 730.86 654.09
5,973.59 5,270.84
(a) Auditors' remuneration (included in legal and professional charges above)

(` in million)
As auditor;
Audit fees 10.30 13.79
Tax audit fees 0.40 0.46
Reimbursement of out of pocket expenses 1.17 1.15
Total 11.87 15.40
(b) Legal and professional charges include sitting fee paid to directors ` 0.76 million (March 31, 2017: ` 0.71 million)
30. Earnings per equity share (‘EPS’)

(` in million)
Weighted average number of equity shares outstanding for basic EPS (no. in 183.95 183.81
million)
Effect of dilution:
On account of shares to be issued under ESOS (no. in million) 0.34 0.40
Weighted average number of Equity Shares outstanding for diluted EPS (no. in 184.29 184.21
million)
Nominal value of share (`) 10.00 10.00
Basic Earnings per share (`) 17.64 20.53
Diluted Earnings per share (`) 17.61 20.48

01-40 41-116 117-222 223-288
Standalone
Notes
31. (a) Related party disclosures:

Following is the list of related parties:
Particulars Related parties
Related parties with whom transactions have taken place during the year
Related parties where control • I Media Corp Limited
exists: • DB Infomedia Private Limited
Key Management Personnel • Shri Sudhir Agarwal, Managing Director
• Shri Pawan Agarwal, Deputy Managing Director
• Shri Girish Agarwal, Director
Relatives of Key Management • Late Shri Ramesh Chandra Agarwal, Director (Father of Shri Sudhir
Personnel Agarwal, Shri Girish Agarwal and Shri Pawan Agarwal)
• Smt Kasturi Devi Agarwal (Grand Mother of Shri Sudhir Agarwal,
Shri Girish Agarwal and Shri Pawan Agarwal)
• Smt Jyoti Agarwal (Wife of Shri Sudhir Agarwal)
• Smt Namita Agarwal (Wife of Shri Girish Agarwal)
• Smt Nitika Agarwal (Wife of Shri Pawan Agarwal)
Enterprises owned or • Abhivyakti Kala Kendra
significantly influenced by Key • Bhaskar Publications & Allied Industries Private Limited
Management Personnel or their • Bhaskar Infrastructure Private Limited
relatives • Bhaskar Industries Private Limited
• Decore Exxoils Private Limited
• Bhaskar Venkatesh Products Private Limited
• D B Malls Private Limited
• D B Power Limited
• D B Infrastructures Private Limited
• R.C. Printers
• Writers and Publishers Private Limited
• Deligent Hotel Corporation Private Limited
• D B Consolidated Private Limited
• Devaswar Trading Private Limited
• Stitex Global Limited
• Tushti Trading Private Limited
• Aarkey Devcon Private Limited
• Divya Dev Developers Private Limited
• Divine Housing Development Company Private Limited
• Sharda Solvent Limited
Independent Directors • Shri Kailash Chandra Chowdhary (upto October 19, 2016)
• Shri Piyush Pandey
• Shri Harish Bijoor
• Shri Ashwani Kumar Singhal
• Shri Navin Kumar Kshatriya (Upto September 29, 2017)
• Smt Anupriya Acharya
Employee Benefit Trust • D B Corp Ltd – Employees Group Gratuity Assurance Scheme
Terms and conditions of transactions with related parties
The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm’s length
transactions. These transactions are approved by the audit committee of board of directors. Outstanding balances
at the year-end are unsecured and interest free, unless specified. The Company has not recorded any impairment of
receivables relating to amounts owed by related parties during the year ended March 31, 2018 and March 31, 2017.
This assessment is undertaken in each financial year through examining the financial position of the related party and
the market in which the related party operates.

Notes
(b) Detail of transaction with related parties:

(` in million)
Particulars Transactions for the year ended
March 31, 2018 March 31, 2017
Advertisement revenue
Abhivyakti Kala Kendra - 0.06
Bhaskar Venkatesh Products Private Limited 4.08 5.74
D B Malls Private Limited 13.23 3.08
D B Power Limited 0.34 0.55
Deligent Hotel Corporation Private Limited 1.13 2.50
I Media Corp Limited - 1.56
Divine Housing Development Company Private Limited 2.91 0.32
Divya Dev Developers Private Limited 0.83 3.48
D B Infrastructures Private Limited 2.50 4.40
Sharda Solvent Limited 0.01 -
Bhaskar Publications & Allied Industries Private Limited 3.40 19.38
Bhaskar Industries Private limited 0.02 0.02
Sale of magazines
Printing job income

Divya Dev Developers Private Limited - 1.00
Compensation of Key Management Personnel of the Company

Shri Sudhir Agarwal (Short-term employee benefits) 9.00 6.75
Shri Pawan Agarwal (Short-term employee benefits) 6.00 6.00
Rent income
Rent paid
Bhaskar Industries Private Limited 0.16 0.18
Bhaskar Infrastructure Private Limited 1.99 4.01
R.C. Printers 14.39 15.87
Writers and Publishers Private Limited 57.96 66.72
Decore Exxoils Private Limited 4.62 5.03
Advertisement and publicity expenses


01-40 41-116 117-222 223-288
Standalone
Notes
(` in million)
March 31, 2018 March 31, 2017
Interest income from loans to Subsidiary
DB Infomedia Private Limited - 4.02
Meeting and hotel lodging charges

Sale of fixed assets

Purchase of fixed assets

Bhaskar Publications & Allied Industries Private Limited - 0.03
Purchase/(Sale) of goods
Bhaskar Publications & Allied Industries Private Limited (1.43) -
Bhaskar Industries Private Limited - 2.41
Security deposit given against lease of properties

News print given

Loan & Advances given to / (Repaid by) Party

DB Infomedia Private Limited - 19.50
DB Infomedia Private Limited - (56.40)
Amount paid towards subscription of preference share

DB Infomedia Private Limited. - 68.00
Director's sitting fees :

Late Shri Ramesh Chandra Agarwal - 0.04
Shri Girish Agarwal 0.08 0.08
Shri Kailash Chandra Chowdhary - 0.05
Shri Piyush Pandey 0.16 0.16
Shri Harish Bijoor 0.06 0.06
Shri Ashwani Kumar Singhal 0.22 0.21
Shri Naveen Kumar Kshatriya 0.10 0.04
Smt. Anupriya Acharya 0.14 0.07

Notes
(` in million)
Balance outstanding at the year end Balance as on
March 31, 2018 March 31, 2017
Advance against advertisement
Writers and Publishers Private Limited (12.29) (12.29)
Advance against properties

Advance for expenses

Advances receivables from subsidiaries

DB Infomedia Private Limited 4.16 4.13
I Media Corp Limited - 6.92
Payable balances
D B Malls Private Limited - (0.02)
Decore Exxoils Private Limited (0.19) *
Deligent Hotel Corporation Private Limited (0.29) (0.93)
Bhaskar Industries Private Limited (0.18) -
Receivable balances
Aarkey Devcon Private Limited - *
Abhivyakti Kala Kendra 0.18 0.18
Bhaskar Industries Private limited 0.02 -
D B Malls Private Limited 0.00 -
Divine Housing Development Company Private Limited - 0.08
I Media Corp Limited 2.14 1.07
News print given

Security deposit given for leased properties


01-40 41-116 117-222 223-288
Standalone
Notes
(` in million)
March 31, 2018 March 31, 2017
Writers and Publishers Private Limited 1,473.70 1,473.70
Security deposit received

Bhaskar Publications & Allied Industries Private Limited (10.00) (10.00)
*Represents balance below ` 10,000.
(c) Corporate guarantee given

The Company has given a corporate guarantee of ` 179.61 million (March 31, 2017: ` 234.04 million) in favor of
Export Development Canada on behalf of Decore Exxoils Private Limited towards the credit facility availed by Decore
Exxoils Private Limited from Export Development Canada for purchase of assets.
(d) For information on transactions with post employment benefit plan mentioned in (a) above, refer note 35
(e) Details as required under Regulation 53 (f) read with Para (A) of Schedule VI of SEBI (Listing Obligation and Disclosure
Requirements) Regulation, 2015 in respect of loans, advances and investments in companies under the same
management:
(` in million)
Name of the Company Closing balance Maximum amount outstanding
during the year
DB Infomedia Private Limited:
Loan and advance in the nature 3.67 3.67 3.67 60.07
of loan
32. Leases
(a) Operating lease (for assets taken on lease):
Rentals in respect of operating leases are recognised as an expense in the statement of profit and loss, on a straight-
line basis over the lease term.
1. The Company has taken various godowns, office and residential premises under operating lease agreements. These
are generally renewable by mutual consent.
2. Lease payments recognised for the year are ` 366.19 million (March 31, 2017: ` 342.23 million)
3. There are no restrictions imposed in these lease agreements. There are escalation clauses in agreement with some
parties. There are no purchase options. There are no sub leases.
4. The total of minimum lease payment under non-cancellable operating leases are:
(` in million)
Within one year 40.36 30.41
After one year but not more than 5 years 37.38 44.32
More than 5 years - -
Total 77.74 74.73

Notes
(b) Operating lease (for assets given on lease):
Rentals in respect of operating leases are recognised as an income in the statement of profit and loss, on a straight-line
basis over the lease term.
1. The Company has given property,plant and machineries and investment properties on operating lease arrangement
for the period ranging from 1 year to 3 years. The lease arrangement is cancellable with mutual consent.
2. Lease income recognised for the year is ` 4.51 million (March 31, 2017: ` 4.30 million).
3. There are no restrictions imposed in the lease agreements and there are no escalation clauses in the agreements.
4. The details of assets given on operating lease are as follows:
(` in million)
Plant and machinery
Gross carrying amount 52.22 52.22
Accumulated depreciation 25.86 22.05
Depreciation for the year 3.81 3.81
Investment properties
Building along with fixtures thereon
Gross carrying amount 142.38 -
Accumulated depreciation 21.67 -
Depreciation for the year 3.57 -
33. Contingent liabilities

Contingent liabilities not provided for are as follows:
(a) For details of corporate guarantee given, refer note 31(c).
(b) There are several defamation and other legal cases pending against the Company and its directors. These include
criminal and civil cases. There are certain employee related cases also pending against the Company. In view of large
number of cases, it is impracticable to disclose the details of each case separately. The estimated amount of claims
against the Company in respect of these cases is ` 4.69 million (March 31, 2017: ` 9.71 million). The estimated
contingency in respect of some cases cannot be ascertained. Based on discussions with the solicitors and also the
past trend in respect of such cases, the Company believes that there is no present obligation in respect of the above
and hence no provision is considered necessary against the same.
34. Capital commitments

Capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is as follows:
(` in million)
Property, plant and equipment 39.02 47.28
Investment property 164.23 204.10
35. Employee benefits

(I) Defined contribution plans
The Company also has certain defined contribution plans. Contributions are made to provident fund and employee's
state insurance corporation. The contributions for provident fund are made to registered provident fund administered
by the government. The obligation of the Company is limited to the amount contributed and it has no further
contractual or any constructive obligation. The expense recognised during the period towards defined contribution
plan is ` 220.48 million (March 31, 2017: ` 205.13 million).

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Standalone
Notes
(II) Defined Benefit Plans

i) Gratuity
As per the payment of Gratuity Act, 1972, the Company has a defined benefit gratuity plan. Every employee
who has completed five years or more of service gets a gratuity on departure at 15 days’ salary (last drawn
salary) for each completed year of service. The scheme of the Company is funded with an insurance company
in the form of a qualifying insurance policy. Management aims to keep annual contribution relatively stable at
such a level such that no plan deficits will arise.
A. The amounts recognised in the balance sheet and the movements in the net defined benefit obligation over the
year are as follows:
(` in million)
Particulars Present Value Fair Value of Net defined
of Obligation Plan Assets benefit (asset)/
liability
Balance as on April 1, 2017 310.53 186.54 123.99
Interest cost/income 24.23 13.95 10.28
Current service cost 32.64 - 32.64
Total amount recognised in the Statement of 56.87 13.95 42.92
Profit and Loss
Actuarial Losses on Obligations - Due to Change in 4.01 - 4.01
Demographic Assumptions
Actuarial (Gains) on Obligations - Due to Change in (18.66) - (18.66)
Financial Assumptions
Return on Plan Asset, excluding interest income - 2.31 (2.31)
Actuarial Losses on Obligations - Due to Experience 6.66 - 6.66
Total amount recognised in other comprehensive (7.99) 2.31 (10.30)
income
Contributions by employer - 60.03 (60.03)
Benefit Paid (30.93) (30.93) -
Balance as on March 31, 2018 328.48 231.90 96.58
(` in million)
liability
Profit and Loss
Return on Plan Asset, excluding interest income - (1.35) 1.35
Total amount recognised in other comprehensive 30.26 (1.35) 31.61
income
Benefit Paid (21.10) (21.10) -

Notes
B. The net liability disclosed above relates to funded plans as below:

(` in million)
Particulars As at As at
March 31, 2018 March 31, 2017
Present Value of funded obligation as at the year end (328.48) (310.53)
Fair Value of Plan Assets as at the year end 231.90 186.54
Funded Status (96.58) (123.99)
Net Liability recognised in Balance Sheet* (96.58) (123.99)
*Recognised under current employee benefit obligation [Refer Note 20]
C. Amount recognised in the Balance Sheet;

(` in million)
March 31, 2018 March 31, 2017
Present Value of obligation at the end of the year (328.48) (310.53)
Fair value of plan assets at the end of the year 231.90 186.54
Liability recognised in the Balance Sheet (96.58) (123.99)
D. Actuarial assumptions
Valuation in respect of Gratuity has been carried out by an independent actuary, as at the Balance Sheet date,
based on the following assumptions:

Discount rate 7.65% 7.34%
Employee turnover 0-5 years 30% 0-5 years of
5-10 year of service-26%
service 12% 5-10 year of
and for service service 9%
thereafter-7% and for service
thereafter-5%
Estimated future salary increase 5.50% 6.00%
Rate of Return on Plan Assets 7.65% 7.34%
- The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance
Sheet date for the estimated term of the obligation.
- The estimates of future salary increases considered in actuarial valuation take into account inflation,
seniority, promotion and other relevant factors such as supply and demand and the employment market.
E. Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other
assumptions constant, would have affected the defined benefit obligation by the amounts shown below.
Sensitivity analysis (Impact on Impact on defined benefit obligation of Gratuity
projected benefit obligation and As at As at
current service cost) March 31, 2018 March 31, 2017
Increase in Decrease in Increase in Decrease in
rate rate rate rate
Discount Rate (0.5 % movement) (20.39) 23.14 (23.93) 27.69
Compensation levels (0.5 % movement) 23.40 (20.97) 27.79 (24.43)
Employee turnover (0.5 % movement) 3.09 (3.50) 2.23 (2.59)
The sensitivity analyses above have been determined based on a method that extrapolates the impact on define
benefit obligation as a result of reasonable changes in key assumptions occurring at the end of reporting period.

01-40 41-116 117-222 223-288
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Notes
F. The major categories of plan assets for gratuity are as follows:
(` in million)
March 31, 2018 March 31, 2017
Amount % Amount %
Investment Funds:
Insurance managed funds 231.90 100 186.54 100
Total 231.90 100 186.54 100
G. Expected gratuity contribution for the next year ` 25 million (March 31, 2017 ` 25 million)
H. Defined benefit liability and employer contributions
The weighted average duration of the defined benefit obligation is 8 years (March 31, 2017,10 years). The
expected maturity analysis of undiscounted gratuity is as follows:
(` in million)
Particulars Less than Between Over 5 Total
a year 2 - 5 years years
March 31, 2018
Defined benefit obligation (gratuity) 35.81 126.00 465.54 627.35
March 31, 2017
I. Risk exposure
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which
are detailed below:
Asset Volatility
The plan liabilities are calculated using a discount rate set with reference to market yield of Government
securities as at the Balance Sheet date; if plan asset underperform this yield, this will create a deficit. Plan asset
investments are made in Group Gratuity Scheme of Life Insurance Companies. These are subject to interest
rate risk and the funds manages interest rate risk. The Company has a risk management strategy where the
aggregate amount of risk exposure on a portfolio level is maintained at a fixed range. Any deviations from the
range are corrected by rebalancing the portfolio. The management intends to maintain the above investment
mix in the continuing years.

Changes in yields
A decrease in yields of plan assets will increase plan liabilities, although this will be partially offset by an increase
in the value of the plan's holdings.
ii) Leave Obligations
The leave obligations cover the Company’s liability for earned leave.
The entire amount of the provision of ` 95.97 million (March 31, 2017: ` 94.46 million) is presented as current,
since the Company does not have an unconditional right to defer settlement for any of these obligations.
However, based on past experience, the Company does not expect all employees to avail the full amount of
accrued leave or require payment for such leave within the next 12 months.

Notes
36. Employee Stock Option Schemes 2008, 2010 and 2011
The Company has granted Stock Options to its employees through its equity settled schemes referred to as ‘DBCL – ESOS
2008’, ‘DBCL- ESOS 2010’ and ‘DBCL-ESOS 2011’ (issued in six tranches, designated as ‘T-1’, ‘T-2’, ‘T-3’, ‘T-4’,‘T-5’and ‘T-6’
hereinafter). During the year ended March 31, 2018, the following schemes were in operation:
Particulars DBCL – ESOS DBCL – ESOS DBCL – ESOS

2008 2010 2011
Number of options under the scheme 700,000 600,000 3,000,000
Number of option granted under the scheme 413,427 491,203 1,266,670
Vesting period Options vest over the period of five years from the date
of grant as under:
Scheme All schemes ESOS 2011
except ESOS (T-5)
2011 (T-5)
1st Year 20% 15%
2nd Year 20% 20%
3 Year
rd
20% 20%
4th Year 20% 20%
5 Year
th
20% 25%
Exercise period Within three Within three Three years
years from the years from the from vesting of
date of vesting date of vesting the options
Exercise price 50% discount Discount up Discount to the
to the average to a maximum market price on
of first 30 days of 30% to the date of grant.
market price market price on between
post listing date of grant. 50.00% and
73.19%
Vesting conditions Option vest on continued association with the Company
and achievement of certain performance parameters
Set out below is a summary of options granted under the plan:

Average Number of Average Number of
exercise price options exercise price options
per share per share
option (`) option (`)
Opening balance 104.45 804,749 107.21 1,058,596
Granted during the year 100.00 28,000 - -
Exercised during the year 113.04 132,687 117.16 156,020
Forfeited during the year 107.10 95,432 114.05 97,827
Closing balance 101.95 604,630 104.45 804,749
Vested and exercisable 105.99 171,373 117.23 188,980
Weighted average share price `362.12 `373.07
Weighted average remaining 3.78 years 4.24 years
contractual life
Range of exercise prices ` 95- ` 168 ` 95-` 168

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Notes
Fair value of option granted:
The weighted average fair value at grant date of options granted during the year ended March 31, 2018 was ` 281.16
per option (March 31, 2017 – Nil). The fair value at grant date is determined using the Black Scholes Model which takes
into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the
underlying share, the expected dividend yield and the risk free interest rate for the term of the option.
The model inputs for options granted on October 13, 2017 included:
Particulars Date of Vesting
Oct 13, 2018 Oct 13, 2019 Oct 13, 2020 Oct 13, 2021 Oct 13, 2022
Market Price (`) 373 373 373 373 373
Expected Life (In Years) 2.5 3.5 4.5 5.5 6.5
Volatility (%) 20.76 22.52 24.23 24.34 24.46
Risk free Rate (%) 6.36 6.52 6.65 6.77 6.87
Exercise Price (`) 100 100 100 100 100
Dividend yield (%) 1.07 1.07 1.07 1.07 1.07
Fair Value per vest (`) 277.85 279.7 281.35 282.83 284.05
Vest Percent (%) 20 20 20 20 20
The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any
expected changes to future volatility due to publicly available information.
37. Details of dues to Micro and Small Enterprises as per Micro, Small and Medium Enterprises Development Act, 2006
a) An amount of ` 8.91 million (March 31, 2017: ` 6.14 million), and ` Nil, (March 31, 2017: ` Nil), was due and
outstanding to suppliers as at March 31, 2018 on account of principal and interest respectively.
b) No interest was paid during the year to any supplier (March 31, 2017: ` Nil).
c) No interest was paid to any suppliers for payments made beyond the appointed date during the accounting year
(March 31, 2017: ` Nil).
d) No claims have been received till the end of the year for interest under Micro, Small and Medium Enterprises
Development Act, 2006 (March 31, 2017: ` Nil).
e) No amount of interest was accrued and unpaid at March 31, 2018 (March 31, 2017: ` Nil).
The above information regarding Micro, Small and Medium Enterprises has been determined to the extent such
parties have been identified on the basis of information available with the Company.
38. Expenditure on corporate social responsibility

(` in million)
(a) Gross amount required to be spent by the Company during the year 100.74 94.44
(b) Amount spent during the year:
– Protection of National heritage 7.36 -
– Rural development program 15.60 10.00
– Promoting education, including special education and employment 16.32 59.72
enhancing vocation skills
–
Ensuring environment sustainability, ecological balance, animal 5.75 3.64
welfare, donation to Army welfare Fund
– Eradicating hunger, poverty and malnutrition, promoting preventive 0.03 0.22
health care
Above amounts are fully paid during the year

Notes
39. Fair value measurements
(i) Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments
that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are
disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining
fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting
standard.
(` in million)
Financial assets and liabilities Notes Level 1 Level 2 Level 3 Total
measured at fair value - recurring fair
value measurements At March 31,
2018
Financial investments at FVTOCI
- Quoted equity shares 7 - - - -
- Unquoted equity shares 7 - - 355.93 355.93
Derivatives designated as hedges
Foreign exchange forward contract 9 - 0.38 - 0.38
Total financial assets - 0.38 355.93 356.31
(` in million)
2018
Financial investments at FVTPL
Investment in subsidiary 7 - - 68.10 68.10
Total financial assets - - 68.10 68.10
(` in million)
Assets and liabilities measured at Notes Level 1 Level 2 Level 3 Total
amortised cost for which fair values
are disclosed At March 31, 2018
Financial assets
Loans 8 - - 300.00 300.00
Trade receivable 12 - - 5,417.29 5,417.29
Cash and bank balances 13 & 14 - - 3209.72 3209.72
Other financial assets 9 - - 385.63 385.63
Total financial assets - - 9,323.10 9,323.10
Borrowings 17 - - 448.65 448.65
Trade Payables - - 2,590.44 2,590.44
Other financial liabilities 18 - - 627.79 627.79
Total financial liabilities - - 3,666.88 3,666.88

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Notes
(` in million)
2017
- Quoted equity shares 7 10.07 - - 10.07
Total financial assets 10.07 - 259.26 269.33
Total financial liabilities - 7.38 - 7.38
(` in million)
2017
Financial investments at FVTPL
Total financial assets - - 68.10 68.10
(` in million)
are disclosed At March 31, 2017
Financial assets
Loans 8 - - 300.00 300.00
Cash and bank balances 13 & 14 - - 1,735.49 1,735.49
Borrowings 17 - - 561.19 561.19
Trade Payables - - 2,092.11 2,092.11
There are no transfers between any level during the year. The Company’s policy is to recognise transfers into and
transfers out of fair value hierarchy levels as at the end of the reporting period.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be
exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following
methods and assumptions were used to estimate the fair values:
• T he Company has used prices from prior transactions / third-party pricing information with relevant adjustment
for the valuation of unquoted equity shares. Hence the quantitative information about the significant
unobservable inputs have not been disclosed.
• The Company enters into derivative financial instruments majorly foreign exchange forward contracts with the
banks. These foreign exchange forward contracts are valued using valuation techniques, which employs the use
of market observable inputs.
The finance department of the Company includes a team that carries out the valuation of financial assets and
liabilities required for financial reporting purposes.

Notes
(ii) Financial risk management objectives and policies
The Company’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other
payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s
principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly
from its operations. The Company also holds quoted and unquoted investments.
The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the
management of these risks. The Company’s senior management ensures that the Company’s financial risk activities
are governed by appropriate policies and procedures and that financial risks are identified, measured and managed
in accordance with the Company’s policies and risk objectives. It is the Company’s policy that no trading in derivatives
for speculative purposes may be undertaken. The senior management reviews and agrees policies for managing each
of these risks, which are summarised below.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. Market risk comprises two types of risk: currency risk and other price risk, such as equity
price risk and commodity risk. Financial instruments affected by market risk include deposits, investments, derivative
financial instruments and borrowings.
The sensitivity analysis has been prepared on the basis that the proportion of financial instruments in foreign
currencies is all constant as at March 31, 2018.
The analysis excludes the impact of movements in market variables on: the carrying values of gratuity and non-
financial assets and liabilities.
The following assumptions have been made in calculating the sensitivity analysis:
• The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks.
This is based on the financial liabilities held at March 31, 2018 and March 31, 2017.
Foreign currency sensitivity
The Company procures newsprint from the international markets after considering the prevailing prices in the
domestic and international markets. The Company uses foreign exchange forward contracts to manage some of its
transaction exposures. These foreign exchange forward contracts are not designated as cash flow hedges and are
entered into for the periods consistent with the foreign currency exposure of the underlying transactions, generally
from one to six months.
Particulars of derivative contracts outstanding as at the balance sheet date
(In million)
Nature of derivative contract Nature of Purpose March 31, 2018 March 31, 2017
underlying $ ` $ `
exposures
Foreign exchange forward Buyers credit Purchase of 0.42 27.36 1.49 96.46
contracts from banks newsprint
Trade 1.06 69.40 3.97 257.15
payables
As at balance sheet date, the Company’s foreign currency exposure payable / (receivable) that is not hedged is;
(In million)
Currency March 31, 2018 March 31, 2017
Amount Amount in Amount Amount in
in foreign Indian currency in foreign Indian currency
currency ` currency `
USD 9.24 602.53 15.92 1,032.35
GBP - - 0.00 0.03
CAD (0.00) (0.14) (0.02) (1.63)

01-40 41-116 117-222 223-288
Standalone
Notes
The following tables demonstrate the sensitivity to a reasonably possible change in foreign exchange rates, with all
other variables held constant.
Particulars Change in Effect on profit before tax
Foreign exchange rates ` in Million
March 31, 2018 5% (30.12)
(5)% 30.12
10% (60.24)
(10)% 60.24
March 31, 2017 5% (51.54)
(5)% 51.54
10% (103.08)
(10)% 103.08
The impact on the Company’s profit before tax is due to changes in the fair value of monetary assets and liabilities
including non-designated foreign currency derivatives and embedded derivatives. The impact on the Company’s pre-
tax equity is due to changes in the fair value of forward exchange contracts designated as cash flow hedges and net
investment hedges. The Company’s exposure to foreign currency changes for all other currencies is not material.
Commodity price risk

The Company is affected by the price volatility of certain commodities. Its operating activities require the ongoing
printing of newspapers and magazines and therefore require a continuous supply of newsprint. The Company’s
Board of Directors has developed and enacted a risk management strategy regarding commodity price risk and its
mitigation. Based on a 12-month forecast of the required newsprint supply, the Company hedges the purchase price
using forward commodity purchase contracts. The forecast is deemed to be highly probable.
Credit risk
Credit risk is the risk that counter party will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade
receivables).
Trade receivables
The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
Concentrations of credit risk with respect to trade receivables are limited, due to the Company’s customer base
being large. All trade receivables are reviewed and assessed for default on a regular basis. Our historical experience
of collecting receivables, supported by the level of default, is that the credit risk is low.
Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine
incurred and expected credit losses. The Company assesses and manages credit risk based on the Company's credit
policy. Under the Company's credit policy, each new customer is analyzed individually for credit worthiness before
the Company's standard payment and delivery terms and conditions are offered. The Company assesses on a forward
looking basis the expected credit losses associated with its assets carried at amortised cost. For trade receivables, the
Company applies the simplified approach permitted by Ind AS 109 Financial Instrument, which requires expected
lifetime losses to be recognised from initial recognition of the receivables. When determining whether the credit risk
of a financial asset has increased significantly since initial recognition and when estimating expected credit losses,
the Company considers reasonable and supportable information that is relevant and available without undue cost
or effort. This includes both quantitative and qualitative information and analysis, based on the Company’s historical
experience and informed credit assessment and including forward looking information.
The Company's accounts receivable are geographically dispersed. The Management do not believe there are any
particular customers or group of customers that would subject the Company to any significant credit risks in the
collection of accounts receivable.
Following is the movement in Provision for Expected Credit Loss on Trade Receivables:
(` in million)
Loss allowance at the beginning of the year 467.68 439.41
Changes in allowance during the year 47.20 28.27
Loss allowance as at the end of the year 514.88 467.68

Notes
Liquidity risk
The Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of
buyer’s credit and bank loans. All of the Company’s debt will mature in less than one year at March 31, 2018 based
on the carrying value of borrowings reflected in the financial statements. The Company assessed the concentration
of risk with respect to refinancing its debt and concluded it to be low. The Company has access to a sufficient variety
of sources of funding and debt maturing within 12 months can be rolled over with existing lenders.
The table below provides details regarding the contractual maturities of significant financial liabilities as at March 31, 2018:
(` in million)
Particulars 0 to 1 year 1 to 5 years More than 5 Total
years
Borrowings 448.65 - - 448.65
Trade and other payables 2,590.44 - - 2,590.44
Other financial liabilities 100.28 2.14 525.37 627.79
Total 3,139.37 2.14 525.37 3,666.88
The table below provides details regarding the contractual maturities of significant financial liabilities as at March
31, 2017:
(` in million)
years
Borrowings 561.19 - - 561.19
Total 3,004.58 4.22 481.78 3,490.58
Excessive risk concentration

Concentrations arise when a number of counter parties are engaged in similar business activities, or activities in the
same geographical region, or have economic features that would cause their ability to meet contractual obligations
to be similarly affected by changes in economic, political or other conditions. Concentrations indicate the relative
sensitivity of the Company’s performance to developments affecting a particular industry.
In order to avoid excessive concentrations of risk, the Company’s policies and procedures include specific guidelines
to focus on the maintenance of a diversified portfolio. Identified concentrations of credit risks are controlled and
managed accordingly.
Capital management
For the purpose of the Company’s capital management, capital includes issued equity capital, securities premium and
all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company’s
capital management is to maximise the shareholder value.
The Company manages its capital structure and makes adjustments in light of changes in economic conditions and
the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the
dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital
using a gearing ratio, which is net debt divided by total capital plus net debt. The Company’s policy is to keep the
gearing ratio less than 20%. The Company includes within net debt, interest bearing loans and borrowings, trade
and other payables, less cash and cash equivalents, as calculated below.
(` in million)
Borrowings 448.65 561.19
Other payables 1,219.76 1,463.41
Less: cash and bank balances 3,206.50 1,733.33
Net debt 1,052.35 2,383.38
Equity 19,340.35 15,988.51
Equity and net debt 20,392.70 18,371.89
Gearing ratio 5.16% 12.97%

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Standalone
Notes
In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it
meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.
Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been
no breaches in the financial covenants of any interest-bearing loans and borrowing in the current year.
No changes were made in the objectives, policies or processes for managing capital during the year ended March 31, 2018
and March 31, 2017.
40. Disclosure on Specified Bank Note (SBNs)

In accordance with MCA notification G.S.R. 308(E) dated March 31, 2017, details of Specified Bank Notes (‘SBN’) and
other denomination notes (‘ODNs’) held and transacted during the period from November 8, 2016 to December, 30 2016
is given below:
(` in million)
Particulars SBNs ODNs Total
Closing cash on hand as on November 8, 2016 74.20 4.80 79.00
(+) Permitted receipts - 264.03 264.03
(-) Permitted payments 0.08 15.39 15.47
(-) Amount deposited in Banks 74.12 244.49 318.61
Closing cash on hand as on December 30, 2016 - 8.95 8.95
41. Since the segment information as per Ind AS 108-Operating Segments, is provided on the basis of Consolidated financial
statements, the same is not provided separately for the Standalone Financial Statements.
42. Previous year’s figures have been regrouped / reclassified wherever necessary to conform to this year’s classifications.
N500016 FRN009973C


TO THE MEMBERS OF D. B. CORP LIMITED and fair view and are free from material misstatement,
whether due to fraud or error, which has been used
Report on the Consolidated Indian Accounting for the purpose of preparation of the consolidated Ind
Standards (Ind AS) Financial Statements AS financial statements by the Directors of the Holding
1. We have audited the accompanying consolidated Ind AS Company, as aforesaid.
financial statements of D. B. Corp Limited (“hereinafter
referred to as the Holding Company”) and its Auditors’ Responsibility
subsidiaries (the Holding Company and its subsidiaries 3.
Our responsibility is to express an opinion on these
together referred to as “the Group”); (refer Note 1 consolidated Ind AS financial statements based on
to the attached consolidated financial statements), our audit. While conducting the audit, we have taken
comprising of the consolidated Balance Sheet as at into account the provisions of the Act and the Rules
March 31, 2018, the consolidated Statement of Profit made thereunder including the accounting standards
and Loss (including Other Comprehensive Income), the and matters which are required to be included in the
consolidated Statement of Cash Flows for the year then audit report.
ended and the Consolidated Statement of Changes
in Equity for the year then ended, and a summary of 4. We conducted our audit of the consolidated Ind AS
significant accounting policies and other explanatory financial statements in accordance with the Standards
information prepared based on the relevant records on Auditing specified under Section 143(10) of the Act
(hereinafter referred to as “the Consolidated Ind AS and other applicable authoritative pronouncements
Financial Statements”). issued by the Institute of Chartered Accountants of
India. Those Standards and pronouncements require
Management’s Responsibility for the Consolidated Ind that we comply with ethical requirements and plan and
AS Financial Statements perform the audit to obtain reasonable assurance about
2. The Holding Company’s Board of Directors is responsible whether the consolidated Ind AS financial statements
for the preparation of these consolidated Ind AS are free from material misstatement.
financial statements in terms of the requirements
of the Companies Act, 2013 (hereinafter referred 5. An audit involves performing procedures to obtain audit
to as “the Act”) that give a true and fair view of evidence about the amounts and disclosures in the
the consolidated financial position, consolidated consolidated Ind AS financial statements. The procedures
financial performance (including other comprehensive selected depend on the auditors’ judgement, including
income), consolidated cash flows and consolidated the assessment of the risks of material misstatement of
changes in equity of the Group in accordance with the consolidated Ind AS financial statements, whether
accounting principles generally accepted in India due to fraud or error. In making those risk assessments,
including the Indian Accounting Standards specified the auditor considers internal financial control relevant to
in the Companies (Indian Accounting Standards) the Holding Company’s preparation of the consolidated
Rules, 2015 (as amended) under Section 133 of the Ind AS financial statements that give a true and fair view,
Act. The Holding Company’s Board of Directors is also in order to design audit procedures that are appropriate
responsible for ensuring accuracy of records including in the circumstances. An audit also includes evaluating
financial information considered necessary for the the appropriateness of the accounting policies used and
preparation of consolidated Ind AS financial statements. the reasonableness of the accounting estimates made
The respective Board of Directors of the companies by the Holding Company’s Board of Directors, as well as
included in the Group are responsible for maintenance evaluating the overall presentation of the consolidated
of adequate accounting records in accordance with Ind AS financial statements.
the provisions of the Act for safeguarding the assets
of the Group and for preventing and detecting frauds 6.
We believe that the audit evidence obtained by us
and other irregularities; the selection and application is sufficient and appropriate to provide a basis for
of appropriate accounting policies; making judgements our audit opinion on the consolidated Ind AS
and estimates that are reasonable and prudent; and the financial statements.
design, implementation and maintenance of adequate
internal financial controls, that were operating effectively Opinion
for ensuring the accuracy and completeness of the 7.
In our opinion and to the best of our information
accounting records, relevant to the preparation and and according to the explanations given to us, the
presentation of the financial statements that give a true aforesaid consolidated Ind AS financial statements give

01-40 41-116 117-222 223-288
Consolidated
the information required by the Act in the manner so 2018 taken on record by the Board of Directors of
required and give a true and fair view in conformity the respective Companies, none of the directors of
with the accounting principles generally accepted in the Group companies is disqualified as on March
India of the consolidated state of affairs of the Group 31, 2018 from being appointed as a director in
as at March 31, 2018, and their consolidated total terms of Section 164 (2) of the Act.
comprehensive income (comprising of consolidated
profit and consolidated other comprehensive income), f)
With respect to the adequacy of the internal
their consolidated cash flows and consolidated changes financial controls over financial reporting of the
in equity for the year ended on that date. Holding Company and its subsidiary companies
and the operating effectiveness of such controls,
Other Matter refer to our separate Report in Annexure A.
8.
The consolidated Ind AS financial statements of the
Company for the year ended March 31, 2017, were g) With respect to the other matters to be included in
audited by another firm of chartered accountants under the Auditors’ Report in accordance with Rule 11 of
the Companies Act, 2013, who, vide their report dated the Companies (Audit and Auditors) Rules, 2014,
May 18, 2017, expressed an unmodified opinion on in our opinion and to the best of our information
those financial statements. Our opinion is not qualified and according to the explanations given to us:
in respect of this matters.
i. The consolidated Ind AS financial statements
Report on Other Legal and Regulatory Requirements disclose the impact if any, of pending
9. As required by Section 143(3) of the Act, we report, to litigations as at March 31, 2018 on the
the extent applicable, that: consolidated financial position of the Group
– Refer Notes 33 to the consolidated Ind AS
a) We have sought and obtained all the information financial statements.
and explanations which to the best of our
knowledge and belief were necessary for the ii. The Group had long-term contracts including
purposes of our audit of the aforesaid consolidated derivative contracts as at March 31, 2018
Ind AS financial statements. for which there were no material
foreseeable losses.
b) In our opinion, proper books of account as required
by law maintained by the Holding Company and iii.
There has been no delay in transferring
its subsidiaries included in the Group, including amounts, required to be transferred, to the
relevant records relating to preparation of the Investor Education and Protection Fund
aforesaid consolidated Ind AS financial statements by the Holding Company and its
have been kept so far as it appears from our subsidiary companies during the year ended
examination of those books and records of the March 31, 2018.
Holding Company and its subsidiaries.
iv.
c) The Consolidated Balance Sheet, the Consolidated Specified Bank Notes is not applicable to the
Statement of Profit and Loss (including other Group for the year ended March 31, 2018.
comprehensive income), Consolidated Cash
Flow Statement and the Consolidated Statement
of Changes in Equity dealt with by this Report For Price Waterhouse Chartered For Gupta Mittal & Co
are in agreement with the relevant books of Accountants LLP Chartered Accountants
account maintained by the Holding Company, Firm Registration Number: Firm Registration Number:
its subsidiaries included in the Group including
FRN012754N/N500016 FRN009973C
relevant records relating to the preparation of the
consolidated Ind AS financial statements.
d)
In our opinion, the aforesaid consolidated Ind Partner Partner
AS financial statements comply with the Indian Membership Number: Membership Number:
Accounting Standards specified under Section 133 109553 403763
of the Act.
Mumbai Mumbai
e) On the basis of the written representations received
from the directors of the Holding Company and May 16, 2018 May 16, 2018
the directors of the subsidiaries as on March 31,


Referred to in paragraph 9 (f) of the Independent Auditors’ Report of even date to the members of D. B. Corp
Limited on the consolidated financial statements as at and for the year ended March 31, 2018
Report on the Internal Financial Controls under Clause 4. Our audit involves performing procedures to obtain audit
(i) of Sub-section 3 of Section 143 of the Act evidence about the adequacy of the internal financial
1.
In conjunction with our audit of the consolidated controls system over financial reporting and their
financial statements of the Company as of and for operating effectiveness. Our audit of internal financial
the year ended March 31, 2018, we have audited controls over financial reporting included obtaining
the internal financial controls over financial reporting an understanding of internal financial controls over
of D. B. Corp Limited (hereinafter referred to as “the financial reporting, assessing the risk that a material
Holding Company”) and its subsidiary companies, as of weakness exists, and testing and evaluating the design
that date. and operating effectiveness of internal control based
on the assessed risk. The procedures selected depend
Management’s Responsibility for Internal Financial on the auditor’s judgement, including the assessment
Controls of the risks of material misstatement of the financial
2.
The respective Board of Directors of the Holding statements, whether due to fraud or error.
company and its subsidiary companies are responsible for
establishing and maintaining internal financial controls 5. We believe that the audit evidence we have obtained
based on “internal control over financial reporting is sufficient and appropriate to provide a basis for
criteria established by the Company considering the our audit opinion on the Company’s internal financial
essential components of internal control stated in the controls system over financial reporting.
Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting issued by the Institute Meaning of Internal Financial Controls Over Financial
of Chartered Accountants of India (ICAI)”. These Reporting
responsibilities include the design, implementation and 6.
maintenance of adequate internal financial controls that reporting is a process designed to provide reasonable
were operating effectively for ensuring the orderly and assurance regarding the reliability of financial reporting
efficient conduct of its business, including adherence to and the preparation of financial statements for external
the respective company’s policies, the safeguarding of purposes in accordance with generally accepted
its assets, the prevention and detection of frauds and accounting principles. A company's internal financial
errors, the accuracy and completeness of the accounting control over financial reporting includes those policies
records, and the timely preparation of reliable financial and procedures that (1) pertain to the maintenance of
information, as required under the Act. records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets
Auditor’s Responsibility of the company; (2) provide reasonable assurance
3.
Our responsibility is to express an opinion on the that transactions are recorded as necessary to permit
Company's internal financial controls over financial preparation of financial statements in accordance
reporting based on our audit. We conducted our audit with generally accepted accounting principles, and
in accordance with the Guidance Note on Audit of that receipts and expenditures of the company are
Internal Financial Controls Over Financial Reporting (the being made only in accordance with authorisations of
“Guidance Note”) issued by the ICAI and the Standards management and directors of the company; and (3)
on Auditing deemed to be prescribed under section provide reasonable assurance regarding prevention or
143(10) of the Companies Act, 2013, to the extent timely detection of unauthorised acquisition, use, or
applicable to an audit of internal financial controls, disposition of the company's assets that could have a
both applicable to an audit of internal financial controls material effect on the financial statements.
and both issued by the ICAI. Those Standards and the
Guidance Note require that we comply with ethical Inherent Limitations of Internal Financial Controls Over
requirements and plan and perform the audit to obtain Financial Reporting
reasonable assurance about whether adequate internal 7. Because of the inherent limitations of internal financial
financial controls over financial reporting was established controls over financial reporting, including the possibility
and maintained and if such controls operated effectively of collusion or improper management override of
in all material respects. controls, material misstatements due to error or fraud
may occur and not be detected. Also, projections of

01-40 41-116 117-222 223-288
Consolidated
any evaluation of the internal financial controls over control stated in the Guidance Note on Audit of Internal
financial reporting to future periods are subject to the Financial Controls Over Financial Reporting issued by
risk that the internal financial control over financial the Institute of Chartered Accountants of India.
reporting may become inadequate because of changes
in conditions, or that the degree of compliance with the
policies or procedures may deteriorate. For Price Waterhouse Chartered For Gupta Mittal & Co
Firm Registration Number: Firm Registration Number:
Opinion
FRN012754N/N500016 FRN009973C
8. In our opinion, the Holding Company and its subsidiary
companies have, in all material respects, an adequate
internal financial controls system over financial Partner Partner
reporting and such internal financial controls over Membership Number: Membership Number:
financial reporting were operating effectively as at 109553 403763
March 31, 2018, based on the internal control over
financial reporting criteria established by the Company Mumbai Mumbai
considering the essential components of internal May 16, 2018 May 16, 2018

Consolidated Balance Sheet

(` in million)
Notes As at As at
March 31, 2018 March 31, 2017
ASSETS
Non-current assets
Property, plant and equipment 4 8,344.18 7,458.61
Capital work-in-progress 4 212.87 213.56
Investment properties 5 595.62 483.18
Goodwill 19.13 19.13
Other intangible assets 6 1,057.37 1,141.61
Financial assets
Investments 7 355.94 269.33
Loans 8 300.00 -
Non-current tax assets (Net) 19 17.14 61.84
13,175.54 11,953.32
Current assets
Inventories 11 1,599.38 1,987.13
Financial assets
Trade receivables 12 5,417.62 4,179.90
Loans 8 - 300.00
Other current assets 10 918.58 666.62
11,179.40 8,889.60
TOTAL 24,354.94 20,842.92

Equity
Other equity 16 17,450.62 14,104.96
Liabilities
Non-current liabilities
Liabilities for Non-current tax (Net) 19 91.69 69.19
Deferred tax liabilities (Net) 19 804.45 780.72
1,423.65 1,335.91
Current liabilities
Borrowings 17 448.65 561.19
Liabilities for current tax (Net) 19 3.22 -
Provisions 20 192.55 218.58
3,640.39 3,563.10
Total liabilities 5,064.04 4,899.01
TOTAL 24,354.94 20,842.92
The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.
N500016 FRN009973C

01-40 41-116 117-222 223-288
Consolidated
Consolidated Statement of Profit and Loss

(` in million)
March 31, 2018 March 31, 2017
Income
Revenue from operations 22 23,284.86 22,580.10
Other income 23 237.54 169.69
Total income 23,522.40 22,749.79
Expenses
Cost of raw material consumed 24 7,341.51 6,608.07
(Increase) / decrease in inventories of finished goods 25 (34.06) 0.63
Employee benefit expenses 26 4,364.13 4,258.11
Depreciation and amortisation expenses 27 923.50 862.86
Finance costs 28 66.99 74.48
Other expenses 29 5,975.73 5,291.32
Total expenses 18,637.80 17,095.47
Income tax expenses
Current income tax 19 1,651.22 1,927.80
Deferred tax (credit) 19 (6.32) (21.05)
Total income tax expense 1,644.90 1,906.75
Attributable to:
Equity holders of the parent 3,239.70 3,747.57
Other comprehensive income
Items that will not to be reclassified to profit or loss:
Remeasurement gain / (losses) on defined benefit plans 10.30 (31.61)
Income tax effect (3.49) 10.94
6.81 (20.67)
Net gain / (loss) on fair value through other comprehensive income 92.58 (1.73)
('FVTOCI') equity instruments
Income tax effect (26.56) -
66.02 (1.73)
Other comprehensive income for the year, net of tax 72.83 (22.40)
Total comprehensive income for the year 3,312.53 3,725.17
Attributable to:
Equity holders of the parent 3,312.53 3,725.17
Non-controlling interest - -
Earnings per equity share ('EPS') [nominal value of 30
share ` 10 (March 31, 2017: ` 10)]
Basic EPS 17.61 20.39
Diluted EPS 17.58 20.34
The above Consolidated Statement of Profit and Loss should be read in conjunction with the accompanying notes.
N500016 FRN009973C

Consolidated Statement of Change in Equity


(` in million)
Particulars Amount
B. Other equity (Refer Note 16)

(` in million)
Particulars Reserve and surplus Other Total
reserves equity
Capital Securities Share General Retained FVOCI -
redemption premium option reserve earnings Equity
reserve outstanding Instruments
Balance as at April 01, 2016 0.01 2,472.97 69.72 1,535.53 8,072.26 (12.84) 12,137.65
Other comprehensive income - - - - (20.67) (1.73) (22.40)
Total comprehensive income for - - - - 3,726.90 (1.73) 3,725.17
the year
Final dividend for the year ended - - - - (781.04) - (781.04)
March 31, 2016
Interim dividend for the year ended - - - - (735.45) - (735.45)
March 31, 2017
Dividend Distribution Tax - - - - (308.74) - (308.74)
forfeiture / lapse)
Balance as at March 31, 2017 0.01 2,515.62 94.44 1,535.53 9,973.93 (14.57) 14,104.96
Other comprehensive income - - - - 6.81 66.02 72.83
Total comprehensive income for - - - - 3,246.51 66.02 3,312.53
the year
forfeiture / lapse)
Balance as at March 31, 2018 0.01 2,553.20 89.99 1,535.53 13,220.44 51.45 17,450.62
The above Consolidated Statement of Change in Equity should be read in conjunction with the accompanying notes.
N500016 FRN009973C




01-40 41-116 117-222 223-288
Consolidated
Statement of the Consolidated Cash Flow

(` in million)
March 31, 2018 March 31, 2017
Adjustments to reconcile profit before tax to net cash flows
Loss on sale / disposal of property, plant and equipment (Net) 10.36 25.81
Finance costs 66.99 74.48
Interest income (163.38) (115.39)
Depreciation and amortisation expense 923.50 862.86
Net gain on fair valuation / sale of investment through profit - (230.99)
and loss
Employee share based payment expense 19.45 50.65
Bad debts written off 0.52 1.13
Allowance for trade receivables 127.35 84.27
Net foreign exchange differences 25.83 (19.07)
Operating profit before working capital changes 5,952.58 6,453.55
Decrease / (increase) in inventories 387.75 (312.41)
Increase in trade receivables (1,365.59) (491.89)
(Increase) / decrease in other financial assets (6.77) 4.01
Increase in other assets (215.88) (2.62)
Increase in other financial liabilities 46.25 44.42
Increase / (decrease) in trade payables 478.56 (11.61)
Decrease in other liabilities (33.12) (129.68)
Decrease in employee benefit obligations (15.73) (16.42)
(Decrease) / increase in derivatives not designated as hedges (7.76) 5.04
Cash generated from operations 5,220.29 5,542.39
Direct taxes paid (1,580.80) (1,940.87)
Net cash from operating activities (A) 3,639.49 3,601.52
Payment for property, plant and equipment (including (1,822.09) (540.26)
capital work-in-progress and capital advances)
Proceeds from sale of property, plant and equipment 28.88 11.61
Payments for investment properties (93.93) (280.16)
Proceeds from sale of investments 5.97 400.28
Proceeds from disposal of investment in subsidiary - (0.01)
Fixed deposits with maturity period more than three months (231.86) 15.43
(placed) / matured (Net)
Interest received 128.81 72.56
Net cash used in investing activities (B) (1,984.22) (320.55)

Statement of the Consolidated Cash Flow

(` in million)
March 31, 2018 March 31, 2017
Long-term borrowings repaid (260.50) (272.17)
Short-term borrowings repaid (1,156.01) (1,466.99)
Short-term borrowings taken 1,034.11 1,167.51
Dividend paid (0.13) (1,517.87)
Dividend distribution tax ('DDT') - (308.74)
Interest paid (51.16) (56.02)
Proceeds from issue of shares under ESOS 15.00 18.28
Net cash used in financing activities (C) (418.69) (2,436.00)
Net increase in cash and cash equivalents (A)+(B)+(C) 1,236.58 844.97
Cash and cash equivalents at the beginning of the year 1,742.93 897.96
Net increase in cash and cash equivalents 1,236.58 844.97
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
N500016 FRN009973C




01-40 41-116 117-222 223-288
Consolidated
Notes
to the Consolidated Financial Statements as at and for the year ended March 31, 2018
1. Nature of operations : monthly magazines such as ‘Aha Zindagi’, ‘Bal Bhaskar’,

D. B. Corp Limited (the ‘Company’) and its subsidiaries etc. Presently, the Company’s radio station is on air in
(together hereinafter referred to as the ‘Group’) is in the 30 cities under the brand name ‘My FM’. The frequency
business of publishing newspapers, radio broadcasting, allotted to the Company’s radio station is 94.3. Internet
providing integrated internet and mobile interactive business includes the websites of dainikbhaskar.com,
services and event management. The Company is a divyabhaskar.com, dailybhaskar.com, divyamarathi.com,
public limited company domiciled in India and was and homeonline.com.
incorporated under the provisions of the Companies
Act, 1956. The major brands in publishing business The Group derives its revenue mainly from the sale of
are ‘Dainik Bhaskar’ (Hindi daily), ‘Divya Bhaskar’ and its publications and advertisements published in the
‘Saurashtra Samachar’ (Gujarati dailies), ‘Divya Marathi’ publications, aired on radio, displayed on websites and
(Marathi daily), and ‘DB Post’ (English daily), and portal and mobile interactive services.
The subsidiaries considered in the preparation of the Consolidated Financial Statements (‘CFS’) and shareholdings of the
Company in these companies are as follows:
Name of subsidiary Country of Principal Percentage of ownership interest as at

companies incorporation activity March 31, 2018 March 31, 2017
DB Infomedia Private Limited India Digital Marketing 100 100
I Media Corp Limited * India Event Management 100 100
* I Media Corp Limited (‘IMCL’) is a wholly owned subsidiary of DB Infomedia Private Limited.
2. Significant accounting policies Current versus non-current classification

2.1. Basis of accounting and preparation The Group presents assets and liabilities in the
The CFS comply in all material aspects with Indian balance sheet based on current/non-current
Accounting Standards (Ind AS) notified under classification. An asset is treated as current when
Section 133 of the Companies Act, 2013 (the Act) it is:
[Companies (Indian Accounting Standards) Rules, • E xpected to be realised or intended to be sold
2015] and other relevant provisions of the Act. or consumed in normal operating cycle
The Group’s CFS have been prepared in accordance • Held primarily for the purpose of trading
with Indian Accounting Standards (Ind AS) • E xpected to be realised within twelve months
notified under the Companies (Indian Accounting after the reporting period, or
Standards) Rules, 2015 under the provision of the
Companies Act, 2013( the ‘Act’) and subsequent • ash or cash equivalents unless restricted
C
amendments thereof. from being exchanged or used to settle a
liability for at least twelve months after the
The CFS are prepared on a going concern basis are reporting period
presented in INR and all values are rounded to the
nearest million `(000,000) except when otherwise All other assets are classified as non-current.
indicated. The CFS have been prepared under the
historical cost basis except for derivative financial A liability is current when:
instruments and certain other financial assets and • It is expected to be settled in normal
liabilities that have been measured at fair value. operating cycle
All the companies in the Group follow uniform • It is held primarily for the purpose of trading
accounting policies for like transactions and other • It is due to be settled within twelve months
events in similar circumstances. The financial after the reporting period, or
statements of all entities used for the purpose of
• T here is no unconditional right to defer the
consolidation are drawn up to the same reporting
settlement of the liability for at least twelve
date as that of the parent company, i.e., year
months after the reporting period
ended on March 31.

Notes

The Group classifies all other liabilities as transaction provides evidence of an impairment
non-current. of the transferred asset. Accounting policies of
subsidiaries have been changed where necessary
Deferred tax assets and liabilities are classified as to ensure consistency with the policies adopted by
non-current assets and liabilities. the group.
The operating cycle is the time between the 2.3. Property, plant and equipment
acquisition of assets for processing and their Freehold land is carried at historical cost. All
realisation in cash and cash equivalents. The other items of Property, plant and equipment is
Group has identified period of twelve months as stated at cost, net of accumulated depreciation
its operating cycle. and accumulated impairment losses, if any.
When significant parts of plant and equipment
2.2. Basis of consolidation and consolidation
are required to be replaced at intervals, the
procedures:
Group depreciates them separately based on
The CFS comprises the financial statements of the their specific useful lives. Likewise, when a major
Company and its subsidiaries. Control is achieved inspection is performed, its cost is recognised in
when the Group is exposed, or has rights, to the carrying amount of the plant and equipment
variable returns from its involvement with the as a replacement if the recognition criteria are
investee and has the ability to affect those returns
satisfied. All other repair and maintenance costs
through its power to direct the relevant activities
are recognised in profit or loss as incurred.
over the investee. Specifically, the Group controls
an investee if and only if the Group has: Costs of construction that relate directly to the
• P ower over the investee (i.e. existing rights specific asset and cost that are attributable to
that give it the current ability to direct the the construction activity in general and can be
relevant activities of the investee) allocated to the specific assets are capitalised.
Income earned during the construction period
• Exposure, or rights, to variable returns from
and income from trial runs is deducted from such
its involvement with the investee, and
expenditure pending allocation.
• The ability to use its power over the investee
to affect its returns. An item of property, plant and equipment and any
significant part initially recognised is derecognised
The Group re-assesses whether or not it controls upon disposal or when no future economic
an investee if facts and circumstances indicate that benefits are expected from its use or disposal.
there are changes to one or more of the three Any gain or loss arising on derecognition of the
elements of control. Consolidation of a subsidiary asset (calculated as the difference between the net
begins when the Group obtains control over disposal proceeds and the carrying amount of the
the subsidiary and ceases when the Group loses asset) is included in the consolidated statement of
control of the subsidiary. Assets, liabilities, income profit and loss when the asset is derecognised.
and expenses of a subsidiary acquired or disposed
of during the year are included in the CFS from In respect of its interests in jointly controlled
the date the Group gains control until the date the assets, the Group recognises its share of the
Group ceases to control the subsidiary. jointly controlled assets in its financial statements,
classifying the jointly controlled asset as per
Consolidation procedures:
its nature.
The group combines the financial statements of
the parent and its subsidiaries line by line adding 2.4. Intangible assets
together like items of assets, liabilities, equity, Intangible assets acquired separately are measured
income and expenses. Intercompany transactions, on initial recognition at cost. Following initial
balances and unrealised gains on transactions recognition, intangible assets are carried at cost less
between group companies are eliminated. any accumulated amortisation and accumulated
Unrealised losses are also eliminated unless the impairment losses, if any.

01-40 41-116 117-222 223-288
Consolidated
Notes
Revenue expenditure pertaining to research is Category Useful lives

charged to the Statement of Profit and Loss. (in years)
Development costs of products are also charged to Investment Properties - Building 60
the Statement of Profit and Loss unless a product’s
Leasehold Land 30 to 99
technical feasibility and other criteria set out in Ind
Factory buildings 30 to 60
AS 38 – ‘Intangible assets’ have been established,
Office and residential buildings 60
in which case such expenditure is capitalised.
Plant and machineries 15
Gains or losses arising from derecognition of an Office equipments 5
intangible asset are measured as the difference Vehicles 8
between the net disposal proceeds and the Furniture and fixtures 10
carrying amount of the asset and are recognised in
Electric Fittings, Fans and Coolers 10
the consolidated statement of profit and loss when
Computers and servers 3 and 6
the asset is derecognised.
One time license fees for radio Over the
stations license period
Goodwill
i.e. 15 years
Goodwill is not amortised but tested for impairment
Computer software including ERP 6
in accordance with the accounting policy stated in
para 2.7 below

The residual values, useful lives and methods
of depreciation and amortisation of property,
2.5. Investment property
plant and equipment and intangible assets are
Property that is held for long term rental yield or
reviewed at each financial year end and adjusted
for capital appreciation or both and that is not
prospectively, if appropriate.
occupied by the Group, is classified as investment
property. Investment property is measured initially
2.7. Impairment of non-financial assets
at its cost, including related transaction costs and
At the end of each reporting period, the Group
where applicable borrowing costs. Subsequent
reviews the carrying amounts of its non-
expenditure is capitalized to the asset’s carrying
financial assets to determine whether there is
amount only when it is probable that future
any indication that those assets have suffered an
economic benefits associated with the expenditure
impairment loss. If any such indication exists, the
will flow to the group and the cost of the item
recoverable amount of the asset/cash generating
can be measured reliably. All other repair and
unit is estimated in order to determine the extent
maintenance are expensed when incurred. When
of the impairment loss (if any). Recoverable
part of an investment property is replaced,
amount is the higher of fair value less costs to sell
the carrying amount of the replaced part is
derecognized. and value in use. For the purposes of assessing
impairment, assets are grouped at the lowest
2.6. Depreciation and amortisation levels for which there are separate identifiable
The Group provides depreciation on property, cash inflows which are largely independent of the
plant and equipment, investment properties using cash inflows from other assets or groups of assets
the straight line method at the rates computed (cash-generated units). Non- financial assets that
based on the estimated useful lives of the assets suffered impairment are reviewed for possible
as estimated by the management which are equal reversal of the impairment at the end of each
to the corresponding rates prescribed in Schedule reporting period.
II to the Act. Further, Group provides amortisation
of intangible asset using the straight line method 2.8. Leases
at the rates computed based on the estimated The determination of whether an arrangement is
useful lives of the assets as estimated by the (or contains) a lease is based on the substance of
management. the arrangement at the inception of the lease. The
arrangement is, or contains, a lease if fulfillment
The Group has used the following lives to provide of the arrangement is dependent on the use of a
depreciation and amortisation: specific asset or assets and the arrangement conveys

Notes
a right to use the asset or assets, even if that right is 2.10. Revenue recognition
not explicitly specified in an arrangement. Revenue is measured at the fair value of the
consideration received or receivable. Amounts
Where the Group is the lessee disclosed as revenue are net of returns, trade
Leases of property, plant and equipment where the allowances, rebates, value added taxes, goods and
Company, as lessee, has substantially all the risks service tax (GST) and amounts collected on behalf
and rewards of ownership are classified as finance of third parties.
leases. Finance leases are capitalized at the lease’s
inception at the fair value of the leased property or, The Group recognises revenue when the amount
if lower, the present value of the minimum lease of revenue can be reliably measured, it is probable
payments. The corresponding rental obligations, that future economic benefits will flow to the
net of finance charges, are included in borrowings entity and specific criteria have been met for each
or other financial liabilities as appropriate. Each of the Group’s activities as described below. The
lease payment is allocated between the liability and Group has concluded that it is the principal in all
finance cost. The finance cost is charged to profit of its revenue arrangements since it is the primary
or loss over the lease period so as to produce a obligor in all the revenue arrangements as it has
constant periodic rate of interest on the remaining pricing latitude and is also exposed to inventory
balance of the liability for each period. and credit risks.
As a Lessee, lease in which significant portion of The specific recognition criteria described below
risks and rewards of ownership are not transferred must also be met before revenue is recognised.
to the Group are classified as operating lease.
Payments made under operating leases are charged Advertisement revenue
to Statement of Profit and Loss on a straight-line Revenue is recognised as and when advertisement
basis over the lease term unless the payments are is published in newspaper / aired on radio /
structured to increase in line with expected general displayed on website in accordance with the terms
inflation to compensate for the lessor’s expected of the contract with customer.
inflationary cost increases.
Sale of newspapers, magazines, wastage and
Where the Group is the lessor scrap
Leases in which the Group does not transfer Revenue is recognised when all the significant risks
substantially all the risks and rewards of ownership and rewards of ownership have passed on to the
of an asset are classified as operating leases. buyer, usually on delivery of the goods.
Rental income from operating lease is recognised
on a straight-line basis over the term of the Printing job charges
relevant lease unless the payments are structured Revenue from printing job work is recognised on
to increase in line with expected general inflation the completion of job work as per terms of the
to compensate for the expected inflationary agreement with the customer.
cost increases.
Portal and wireless revenue
2.9. Inventories Revenue is recognised as and when the related
Raw materials (Newsprint and stores and spares) services are rendered as per the terms of agreement.
and finished goods (magazines) are valued at
lower of cost and net realisable value. Cost Income from event management
includes cost of purchase and other costs incurred Revenue from event management is recognizes
in bringing the inventories to their present location and when the event management services are
and condition. Cost is determined on a weighted rendered as per the terms of agreement.
average basis.
Interest
Net realisable value is the estimated selling price in
Interest income from debt instruments is
the ordinary course of business less estimated costs recognised using the effective interest rate
of completion and the estimated costs necessary method. The effective interest rate is the rate that
to make the sale. exactly discounts estimated future cash receipts

01-40 41-116 117-222 223-288
Consolidated
Notes
through the expected life of the financial asset are presented in the statement of profit and loss
to the gross carrying amount of a financial asset. on a net basis within Foreign exchange loss (net).
When calculating the effective interest rate, the
Group estimates the expected cash flows by 2.13. Employee benefits
considering all the contractual terms of the financial i) Short term obligation
instrument but does not consider the expected Short-term employee benefits are expensed
credit losses. as the related service is provided. A liability
is recognised for the amount expected to
Dividend income be paid if the Group has a present legal or
Dividends are recognised in profit or loss only constructive obligation to pay this amount
when the right to receive payment is established, it as a result of past service provided by the
employee and the obligation can be estimated
is probable that the economic benefits associated
reliably. Termination benefits are recognised
with the dividend will flow to the Company, and
as an expense as and when incurred.
the amount of the dividend can be measured
reliably.
ii) Other long-term employee benefit
obligations
2.11. Barter transactions
Compensated Absences
Revenue from barter transactions involving The liabilities for earned leave and sick leave
exchange of advertisements with non-monetary are not expected to be settled wholly within
assets is measured at the fair value of such non- 12 months after the end of the period in
monetary assets received. which the employees render the related
service. They are therefore measured as the

The receivable relating to property barter present value of expected future payments
agreements is grouped as advance for properties to be made in respect of services provided
and included under the head ‘Other assets’. by employees up to the end of the reporting
period using the projected unit credit method.
2.12. Foreign currency transactions The benefits are discounted using the market
Functional and presentation currency yields at the end of the reporting period that
Items included in the CFS of the Group are have terms approximating to the terms of
measured using the currency of the primary the related obligation. Remeasurements as a
economic environment in which the entity operates result of experience adjustments and changes
(‘the functional currency’). The CFS are presented in actuarial assumptions are recognised in
in Indian rupee (`), which is Group’s functional and profit or loss.
presentation currency.
The obligations are presented as current
Transactions and balances liabilities in the balance sheet if the entity
Transactions in foreign currencies are translated to does not have an unconditional right to defer
the functional currency of the Company at exchange settlement for at least twelve months after
the reporting period, regardless of when the
rates at the dates of the transactions. Monetary
actual settlement is expected to occur.
assets and liabilities denominated in foreign
currencies at the reporting date are translated to the
iii) Post employment obligations
functional currency at the exchange rate prevailing
a) Defined contribution plans
on that date. Foreign exchange gains and losses
A defined contribution plan is a post-
resulting from the settlement of such transactions employment plan under which an entity
and from the translation of monetary assets and pays fixed contributions and will have
liabilities denominated in foreign currencies at no legal or constructive obligation to
year end exchange rate are generally recongised in pay further amounts.
profit or loss.
The Group contributes to Provident
Foreign exchange differences regarded as an Fund, Employee’s State Insurance Fund
adjustment to borrowing costs are presented in and Employees Deposit Linked Insurance
the statement of profit and loss, within finance scheme and has no further obligation
costs. All other foreign exchange gains and losses beyond making its contribution. The

Notes
Group’s contributions to the above recognised in the period in which they
funds are charged to the Statement of occur, directly in other comprehensive
Profit and Loss. income. They are included in retained
earnings in the statement of changes in
b) Defined benefit plans equity and in the balance sheet.
Gratuity
The Group provide for gratuity, a Changes in the present value of the
defined benefit plan (the "Gratuity defined benefit obligation resulting
Plan") covering eligible employees. from plan amendments or curtailments
The Group makes contributions to are recognised immediately in profit or
a trust administered and managed loss as past service cost.
by insurance companies to fund
the gratuity liabilities. The Gratuity 2.14. Income taxes
Plan provides a lump sum payment Income tax expense comprises current and deferred
of vested employees at retirement, tax. It is recognised in statement of profit or loss
death, incapacitation or termination of except to the extent that it relates items recognised
employment, of an amount based on directly in equity or in other comprehensive
the respective employees' salary and income (‘OCI’).
the tenure of employment. The Group’s
liability is actuarially determined (using Current income tax
the Projected Unit Credit method) at the Current income tax liabilities are measured at the
amount expected to be paid to the tax authorities
end of each year.
in accordance with the Income-tax Act, 1961.
The liability or asset recognised in the The tax rates and tax laws used to compute the
amount are those that are enacted or substantively
balance sheet in respect of defined
benefit gratuity plans is the present
value of the defined benefit obligation
Current income tax relating to items recognised
at the end of the reporting period less
outside profit or loss is recognised outside profit or
the fair value of plan assets. The defined
loss (either in OCI or in equity). Current tax items
benefit obligation is calculated annually
are recognised in correlation to the underlying
by actuary using the projected unit transaction either in OCI or directly in equity.
credit method. Management periodically evaluates positions
taken in the tax returns with respect to situations
The present value of the defined benefit in which applicable tax regulations are subject to
obligation is determined by discounting interpretation and establishes provisions where
the estimated future cash outflows by appropriate.
reference to market yields at the end
of the reporting period on government Current tax assets and tax liabilities are offset
bonds that have terms approximating to where the entity has a legally enforceable right
the terms of the related obligation. to offset and intends either to settle on a net
basis, or to realise the asset and settle the liability
The net interest cost is calculated by simultaneously.
applying the discount rate to the net
balance of the defined benefit obligation Deferred tax
and the fair value of plan assets. This cost Deferred income tax is provided in full, using the
is included in employee benefit expense liability method, on temporary differences arising
in the statement of profit and loss. between the tax bases of assets and liabilities and
their carrying amounts in the standalone financial
Remeasurement gains and losses arising statements. Deferred income tax is determined
from experience adjustments and using tax rates (and laws) that have been enacted
changes in actuarial assumptions are or substantially enacted by the end of the reporting

01-40 41-116 117-222 223-288
Consolidated
Notes
period and are expected to apply when the related because it is not probable that an outflow
deferred income tax asset is realised or the deferred of resources will be required to settle the
income tax liability is settled. obligation. A contingent liability also arises in
extremely rare cases where there is a liability
The carrying amount of deferred tax assets are that cannot be recognised because it cannot be
reviewed at the end of each reporting period and measured reliably.
are recognised only if it is probable that future
taxable amounts will be available to utilise those Where there is a possible obligation or a present
temporary differences and losses. obligation and the likelihood of the outflow of the
resources is remote, no provision or disclosure for
Deferred tax assets and liabilities are offset when contingent liability is required.
there is a legally enforceable right to offset current
tax assets and liabilities and when the deferred tax 2.17. Borrowing cost
balances relate to the same taxation authority. Borrowing costs directly attributable to the
acquisition, construction or production of an
Current and deferred tax is recognised in the asset that necessarily takes a substantial period
Statement of Profit and Loss, except to the of time to get ready for its intended use or sale
extent that it relates to items recognised in other are capitalised as part of the cost of the asset.
comprehensive income or directly in equity. In All other borrowing costs are expensed in the
this case, the tax is also recognised in other period in which they occur. Borrowing costs
comprehensive income or directly in equity,
consist of interest and other costs that an entity
respectively.
incurs in connection with the borrowing of funds.
Borrowing cost also includes exchange differences
2.15. Provisions
to the extent regarded as an adjustment to the
Provisions are recognised when the Group has a
borrowing costs.These exchange difference are
present obligation (legal or constructive) as a result
of a past event, it is probable that an outflow of presented in finance cost to the extent which
resources embodying economic benefits will be the exchange loss does not exceed the difference
required to settle the obligation and a reliable between the cost of borrowing in functional
estimate can be made of the amount of the currency when compared to the cost of borrowing
obligation.When the Group expects some or all in a foreign currency.
of a provision to be reimbursed, for example,
under an insurance contract, the reimbursement 2.18. Earnings per equity share (‘EPS’)
is recognised as a separate asset, but only when Basic EPS amounts are calculated by dividing the
the reimbursement is virtually certain. The profit for the year attributable to equity holders
expense relating to a provision is presented in the by the weighted average number of equity shares
consolidated statement of profit and loss net of outstanding during the year.
any reimbursement, if any.
Diluted EPS amounts are calculated by dividing
If the effect of the time value of money is material, the profit attributable to equity holders by the
provisions are discounted using a current pre-tax weighted average number of equity shares
rate that reflects, when appropriate, the risks outstanding during the year plus the weighted
specific to the liability. When discounting is used, average number of equity shares that would be
the increase in the provision due to the passage of issued on conversion of all the dilutive potential
time is recognised as a finance cost. equity shares into equity shares.
2.16. Contingent liabilities 2.19. Cash and cash equivalents

A contingent liability is a possible obligation that Cash and cash equivalent in the consolidated
arises from past events whose existence will be balance sheet and consolidated cash flow
confirmed by the occurrence or non-occurrence statement comprise cash at banks and on hand
of one or more uncertain future events beyond and short-term deposits with an original maturity
the control of the Group or a present obligation of three months or less, which are subject to an
that arises from past events but is not recognised insignificant risk of changes in value.

Notes
2.20. Employee stock compensation cost The Group uses valuation techniques that are
Share-based compensation benefits are provided appropriate in the circumstances and for which
to employees via the DB Corp Ltd Employee stock sufficient data are available to measure fair value,
compensation Plan. The cost of equity-settled maximising the use of relevant observable inputs
transactions is determined by the fair value at and minimising the use of unobservable inputs.
the date when the grant is made using Black and
Scholes valuation model. The fair value of options All assets and liabilities for which fair value is
granted is recognised as an employee benefit measured or disclosed in the financial statements
expenses with a corresponding increase in equity. are categorised within the fair value hierarchy,
described as follows, based on the lowest
The total expense is recognised over the vesting level input that is significant to the fair value
period, which is the period over which all of the measurement as a whole:
specified vesting conditions are to be satisfied.
At the end of each period, the Group revises Level 1: Quoted (unadjusted) market prices in active
its estimates of the number of options that are markets for identical assets or liabilities
expected to vest based on the non-market vesting
and service conditions. It recognises the impact of Level2: Valuation techniques for which the lowest
revision to original estimates, if any, in the profit or level input that is significant to the fair
loss, with a corresponding adjustment to equity. value measurement is directly or indirectly
observable
2.21. Fair value measurement
The Group measures financial instruments at fair Level 3: Valuation techniques for which the lowest
value at each balance sheet date. level input that is significant to the fair
value measurement is unobservable
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly For assets and liabilities that are recognised in
transaction between market participants at the the financial statements on a recurring basis, the
measurement date. The fair value measurement Group determines whether transfers have occurred
is based on the presumption that the transaction between levels in the hierarchy by re-assessing
to sell the asset or transfer the liability takes categorisation (based on the lowest level input
place either: that is significant to the fair value measurement as
a whole) at the end of each reporting period.
• In the principal market for the asset or liability,
or External valuers are involved for valuation of
• In the absence of a principal market, in the significant assets, such as properties and unquoted
most advantageous market for the asset or financial assets.
liability
For the purpose of fair value disclosures, the Group
The principal or the most advantageous market has determined classes of assets and liabilities on
must be accessible by the Group. the basis of the nature, characteristics and risks of
the asset or liability and the level of the fair value
The fair value of an asset or a liability is measured hierarchy as explained above.
using the assumptions that market participants
would use when pricing the asset or liability, 2.22. Financial instruments
assuming that market participants act in their A financial instrument is any contract that gives
economic best interest. rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.
A fair value measurement of a non-financial asset
takes into account a market participant’s ability to Financial assets
generate economic benefits by using the asset in Initial recognition and measurement
its highest and best use or by selling it to another Financial assets are recognised when the Group
market participant that would use the asset in its becomes a party to the contractual provisions
highest and best use. of the instrument. Financial assets are initially

01-40 41-116 117-222 223-288
Consolidated
Notes
measured at fair value. Transaction costs that are Equity investments

directly attributable to the acquisition or issue All equity investments in scope of Ind AS 109 are
of financial assets (other than financial assets at measured at fair value. Equity instruments which
fair value through profit or loss) are added to or are held for trading are classified as FVTPL. For all
deducted from the fair value measured on initial other equity instruments, the Group may make an
recognition of financial assets. irrevocable election to present in OCI subsequent
changes in the fair value. The Group makes such
Subsequent measurement election on an instrument-by-instrument basis.
Financial assets at amortised cost The classification is made on initial recognition and
For purposes of subsequent measurement, is irrevocable.
financial assets are classified in three categories:
Equity instruments included within the FVTPL
• Debt instruments at amortised cost 
category are measured at fair value with all
• erivatives and equity instruments at Fair
D changes recognized in the profit or loss.
Value Through Profit or Loss (‘FVTPL’)
If the Group decides to classify an equity instrument
• Equity instruments measured at FVTOCI as at FVTOCI, then all fair value changes on the
instrument, excluding dividends, are recognized in
Debt instruments at amortised cost
the OCI. There is no recycling of the amounts from
A ‘debt instrument’ is measured at the amortised OCI to profit and loss, even on sale of investment.
cost using the effective interest rate (‘EIR’) method However, the Group may transfer the cumulative
if both the following conditions are met: gain or loss within equity.
a)
The asset is held within a business model Derecognition:
whose objective is to hold assets for collecting A financial asset (or, where applicable, a part of a
contractual cash flows, and financial asset or part of a group of similar financial
assets) is primarily derecognised (i.e. removed from
b) Contractual terms of the asset give rise on the Group’s consolidated balance sheet) when:
specified dates to cash flows that are Solely
Payments of Principal and Interest (‘SPPI’) on • The rights to receive cash flows from the
the principal amount outstanding. asset have expired, or
After initial measurement, such financial assets • T he Group has transferred its rights to receive
are subsequently measured at amortised cost cash flows from the asset and either (a) the
using the effective interest rate (‘EIR’) method. Group has transferred substantially all the
Amortised cost is calculated by taking into account risks and rewards of the asset, or (b) the
any discount or premium on acquisition and fees Group has neither transferred nor retained
or costs that are an integral part of the EIR. The EIR substantially all the risks and rewards of the
amortisation is included in finance income in the asset, but has transferred control of the asset.
profit or loss. The losses arising from impairment
are recognised in the profit or loss. This category Impairment of financial assets
generally applies to trade receivables, deposits and In accordance with Ind AS 109, the Group applies
advances. expected credit loss (‘ECL’) model for measurement
and recognition of impairment loss on the financial
Derivative financial instruments assets which are not fair valued through profit or
The Group uses forward currency contracts, to loss. Loss allowance for trade receivables with no
hedge its foreign currency risks. Such forward significant financing component is measured at
currency contracts are initially recognised at fair an amount equal to lifetime ECL at each reporting
value on the date on which a forward currency date, right from its initial recognition. For all
contracts is entered into and as at balance sheet other financial assets, expected credit losses are
date any gains or losses arising from changes in measured at an amount equal to the 12-month
the fair value of derivatives are taken directly to ECL, unless there has been a significant increase
consolidated statement of profit and loss. in credit risk from initial recognition in which

Notes
case those are measured at lifetime ECL. If, in a Offsetting of financial instruments
subsequent period, credit quality of the instrument Financial assets and financial liabilities are offset
improves such that there is no longer a significant and the net amount is reported in the balance
increase in credit risk since initial recognition, then sheet if there is a currently enforceable legal right
the entity reverts to recognising impairment loss to offset the recognised amounts and there is an
allowance based on 12-month ECL. intention to settle on a net basis, to realise the
assets and settle the liabilities simultaneously.

ECL impairment loss allowance (or reversal)
recognized during the period is recognized as 2.23. Dividends
income / expense in the consolidated statement Provision is made for the amount of any dividend
of profit and loss. This amount is reflected under declared, being appropriately authorised and no
the head ‘other expenses’ in the consolidated longer at the discretion of the entity, on or before
statement of profit and loss. the end of the reporting period but not distributed
at the end of the reporting period.
As a practical expedient, the Group uses a provision
matrix to determine impairment loss allowance on 2.24. Segment reporting
portfolio of its trade receivables. The provision The Chief Operational Decision Maker (CODM)
matrix is based on its historically observed default monitors the operating results of its business
rates over the expected life of the trade receivables segments separately for the purpose of making
and is adjusted for forward-looking estimates. decisions about resource allocation and
At every reporting date, the historical observed performance assessment. Segment performance is
default rates are updated and changes in the evaluated based on profit or loss and is measured
forward looking estimates are analysed. consistently with profit or loss in the financial
statements. Operating segments are reported in
Financial liabilities a manner consistent with the internal reporting
Initial recognition and measurement provided to the CODM.
Financial liabilities are classified, at initial
recognition, as financial liabilities at fair value 3(A) Significant accounting judgments, estimates and
through profit or loss, loans and borrowings, assumptions:
payables, or as derivatives designated financial The preparation of the Group’s CFS requires management
instruments as appropriate. to make judgements, estimates and assumptions that
affect the reported amounts of revenues, expenses,
All financial liabilities are recognised initially at fair assets and liabilities, and the accompanying disclosures,
value and in the case of loans and borrowings and and the disclosure of contingent liabilities. Uncertainty
payables, net of directly attributable transaction about these assumptions and estimates could result
costs. The Group’s financial liabilities include in outcomes that require a material adjustment to the
trade and other payables, loans and borrowings carrying amount of assets or liabilities affected in future
including bank overdrafts, financial guarantee periods.
contracts and derivative financial instruments.
The areas involving critical estimates and judgements are:
Derecognition (i)
Judgement for operating lease commitments
A financial liability is derecognised when the (Refer Note 32)
obligation under the liability is discharged or
cancelled or expires. When an existing financial (ii)
Estimation of useful life of property, plant and
liability is replaced by another from the same equipment, investment property and intangibles
lender on substantially different terms, or the terms assets (Refer Note 4, 5 and 6)
of an existing liability are substantially modified, (iii)
Estimation of defined benefit obligation (Refer
such an exchange or modification is treated as Note 20, 26 and 35)
the derecognition of the original liability and the
recognition of a new liability. The difference in the (iv) Estimation of contingent liabilities (Refer Note 33)
respective carrying amounts is recognised in the (v)
Estimation of share based payments (Refer
consolidated statement of profit and loss. Note 38)

01-40 41-116 117-222 223-288
Consolidated
Notes
(vi)
Estimation of impairment of trade receivables The Group will introduce Ind AS 115 based on
(Refer Note 12) the modified retrospective method. As a result,
the effect of transition as at April 1, 2018 will be
3(B) Recent accounting pronouncements recognised cumulatively in retained earnings. The
Standards issued but not yet effective Prior year figures will not be adjusted. The Group
The Ministry of Corporate Affairs (‘MCA’) notified the is in the process of evaluating the requirements of
Companies (Indian Accounting Standards) Amendment the new standard and the effect on the financial
Rules, 2018 (the ‘Rules’) on March 28, 2018. The Rules statements is not likely to be material.
notify the new revenue standards Ind AS 115 'Revenue
from Contracts with Customers' and also bring in (b) Amendments to Ind AS 40
amendments to existing Ind AS. The Rules shall be Amendments to Ind AS 40 "Investment property
effective from reporting period beginning on or after
- Transfers of investment property" clarifies that
April 1, 2018 and cannot be early adopted.
transfers to, or from, investment property can only
be made if there has been a change in use that
(a) Amendment to Ind AS 115
is supported by evidence. A change in use occurs
This Ind AS 115 'Revenue from Contracts with
Customers will replace with the existing revenue when the property meets, or ceases to meet,
standard of Ind AS 18 ‘Revenue’ and Ind AS 11 the definition of investment property. A change
‘Construction Contracts’. The new standards in intention alone is not sufficient to support
establish uniform requirements regarding the a transfer.
amount, timing and time period of revenue
recognition. It provides a principle based five Management has assessed the effects of the
step model that must be applied to all categories amendment on classification of existing property
of contracts with customers. Revenue will be as at April 01, 2018 and concluded that no
recognised when the customer will obtain the reclassifications are required.
control of the goods or services provided.

4 Property, plant and equipment
(` in million)
Particulars Freehold Leasehold Buildings Furniture Plant and Office Vehicles Electric Computers Total Capital
land land and machinery equipments Fittings, Property work-in-
fixtures (Refer Note Fans and Plant and progress
1) Coolers Equipment
Gross block value as at April 01, 74.84 156.75 1,868.86 681.65 7,990.54 309.22 46.53 482.07 611.94 12,222.40 458.53 Notes

2016
Additions during the year - - 15.71 54.60 323.35 27.50 13.10 21.86 57.53 513.65 268.68
Deletions during the year - - 0.01 7.26 45.32 7.87 5.13 2.64 14.07 82.30 513.65
31, 2017
Additions during the year - 0.36 247.75 206.63 907.00 67.52 30.76 81.74 191.22 1,732.98 1,732.30
Deletions during the year - - 4.46 30.16 33.26 16.52 1.15 10.92 44.28 140.75 1,732.98
31, 2018
April 01, 2016
disposals
March 31, 2017
disposals
March 31, 2018
Notes
1) Plant and machinery above includes common transmission infrastructure used in Radio business by the Company which are jointly controlled assets as at March 31, 2018:
Gross block - ` 162.85 milliion (March 31, 2017: ` 165.07 million)

Net block - ` 60.85 million (March 31, 2017: ` 69.56 million)
2) For assets pledge refer note 17 (A) and (B).
3) Assets given on lease - For details of assets given on lease, Refer Note 32 (b).
4) Capital Commitments - Refer Note 34 for disclosure of contractual commitments for acquisition of property, plant and equipments.
5) Capital work-in-progress mainly comprises of plant and machinery of ` 146.80 millions.

01-40 41-116 117-222 223-288
Consolidated
Notes
5 Investment properties
(` in million)
Particulars Land Building Total
Gross block value as at April 01, 2016 4.57 266.79 271.36
Accumulated depreciation as at April 01, 2016 - 5.07 5.07
Net Block as at March 31, 2017 26.25 456.93 483.18
Net Block as at March 31, 2018 28.24 567.38 595.62
Information regarding income and expenditure of Investment property

(` in million)
Rental income derived from investment properties 0.09 1.31
Profit arising from investment properties before depreciation and indirect expenses 0.09 1.31
Less – Depreciation 8.18 5.05
Loss arising from investment properties before indirect expenses (8.08) (3.74)
The investment properties consist of commercial and residential properties, Based on the management's assessment of
the nature, characteristics and risks of each property as at March 31, 2018 the fair values of the properties are ` 624.06
million (March 31, 2017: ` 512.21 millions).
Estimation of fair value

The best evidence of fair value is current prices in an active market for similar properties. Where such information is not
available, the Company consider information from a variety of sources including:
- current prices in an active market for properties of different nature or recent prices of similar properties in less active
markets, adjusted to reflect those differences
- discounted cash flow projections based on reliable estimates of future cash flows
- capitalised income projections based upon a property’s estimated net market income and a capitalisation rate derived
from an analysis of market evidence
The fair values of investment properties have been determined by independent valuers and / or managments internal
assessment. All resulting fair value estimates for investment properties are included in level 3.
Refer Note 34 for Contractual obligations to purchase, construct or develop investment property.

Notes
6 Other intangible assets

(` in million)
Particulars One time Computer "Total
license fees software- intangible
including Assets"
ERP
Gross block value as at April 01, 2016 1,245.42 224.96 1,470.38
Deletions during the year - - -
Additions during the year - 22.92 22.92
Accumulated amortisation as at April 01, 2016 458.60 111.34 569.94
Accumulated amortisation on disposals - - -
Accumulated amortisation on disposals - 1.46 1.46
Net Block as at March 31, 2017 1,045.96 95.65 1,141.61
Net Block as at March 31, 2018 968.24 89.13 1,057.37
Remaining unamortised period of intengible assets is as follows.
Particulars Remaining
unamortised
period
(In years)
One time license fees 5 to 14
Computer software- including ERP 1 to 6
7 Investments
(` in million)
A Non - current investments at fair value through OCI (fully paid):
(a) Quoted investment in equity shares:
Nil (March 31, 2017: 300,000) equity shares of ` 10 each of Ajcon Global - 5.70
Services Limited
52,136 (March 31, 2017: 52,136) equity shares of ` 10 each of Everonn - 0.63
Education Limited
5,340,000 (March 31, 2017: 5,340,000) equity shares of ` 5 each of - 3.74
DMC Education Limited
665,863 (March 31, 2017: 665,863) equity shares of ` 10 each of Timbor - -
Home Limited

01-40 41-116 117-222 223-288
Consolidated
Notes
(` in million)
(b) Unquoted investments:
(i) Investment in equity shares:
Dwarkas Gems Limited
375,000 (March 31, 2017: 375,000) equity shares of ` 10 each of Arvind - -
Coirfoam Private Limited
325,000 (March 31, 2017: 325,000) equity shares of ` 10 each of Micro - -
Secure Solution Limited
81,085 (March 31, 2017: 81,085) equity shares of ` 10 each of Naaptol 342.56 221.77
Online Shopping Private Limited
486,825 (March 31, 2017: 486,825) equity shares of ` 10 each of Neesa - 13.10
Leisure Limited
140,000 (March 31, 2017: 140,000) equity shares of ` 10 each of Trophic - 11.01
Wellness Private Limited
1,100,917 (March 31, 2017: 1,100,917) equity shares of ` 1 each of - -
Abbee Consumables and Peripherals Sshope Limited
2,434 (March 31, 2017: 2,434) equity shares of ` 10 each of Koochie Play 13.37 13.37
Systems Private Limited
100 (March 31, 2017: 100) equity shares of ` 100 each of United News of India 0.01 0.01
10 (March 31, 2017: 10) equity shares of ` 100 each of Press Trust of India 0.00 0.00
(ii) Investment in debentures and warrants: (fully paid)
200,000 (March 31, 2017: 200,000), Zero % fully convertible debentures - -
of ` 100 each of Cubit Computers Private Limited
700,935 (March 31, 2017: 700,935) convertible warrants of ` 53.50 of - -
Edserv Softsystems Limited
1 (March 31, 2017: 1), Zero % fully convertible debenture of ` 8,500,000 - -
each of Roxton (Italy) Clothing Private Limited
Total non - current investments 355.94 269.33
Aggregate cost of quoted investments 75.00 80.70
Aggregate market value of quoted investments - 10.07
Aggregate cost of unquoted investments 315.91 315.91
Aggregate amount of impairment in value of investments 347.52 319.04

Investments at fair value through OCI and statement of profit and loss reflect investment in quoted and unquoted equity
and debt securities.
8 Loans
(` in million)
2018 2017 2018 2017
Unsecured, considered good
Inter-corporate loan 300.00 - - 300.00
300.00 - - 300.00
During the current year, the Company has given a loan of ` 300 million to a newsprint supplier agent of the Company
at interest rate of 10% p.a. This loan is to be utilised by the borrower for meeting its working capital requirements and
business needs. The loan is repayable on or before March 31, 2020.

Notes
9 Other financial assets
(Unsecured considered good unless stated otherwise)
(` in million)
2018 2017 2018 2017
Security deposit against lease of properties 158.90 142.82 - -
[refer note 31 (b)]
Deposit with suppliers and others 198.53 193.37 - -
Interest accrued on fixed deposits - - 24.04 3.83
Derivative assets* - - 0.38 -
357.43 336.19 24.42 3.83
*While the Group entered into other foreign exchange forward contracts with the intention of reducing the foreign
10 Other assets
(` in million)
2018 2017 2018 2017
a Capital advances
Advances for capital goods 121.58 56.51 - -
b Advances for properties
Considered good 673.10 757.15 - -
Considered doubtful 199.08 142.40 - -
872.18 899.55 - -
Less: provision for doubtful advances 199.08 142.40 - -
673.10 757.15 - -
c Advances to related parties
Advances recoverable in cash or kind or for value - - 61.70 38.66
to be received
- - 61.70 38.66
d Other assets
Prepayments for premises 1,102.83 1,148.74 45.92 45.96
Advances to suppliers and others - - 757.17 556.38
Advances to employees - - 53.79 25.62
Balances with statutory / government authorities 15.13 5.31 - -
Considered doubtful
Advance to suppliers 1.10 1.10 - -
1,119.06 1,155.15 856.88 627.96
Less: Impairment allowance for doubtful advances 1.10 1.10 - -
1,117.96 1,154.05 856.88 627.96
Total other assets 1,912.64 1,967.71 918.58 666.62
Note:
Refer Note 31 (b), for details of advances from related parties and firms / companies in which director is a partner, or a

01-40 41-116 117-222 223-288
Consolidated
Notes
11 Inventories
(` in million)
Raw material* 1,104.53 1,624.66
Stores and spares 457.02 358.70
1,599.38 1,987.13
*Amount includes raw material in transit of ` 184.54 millions ( March 31, 2017: ` 259.41 millions)
12 Trade receivables
(` in million)
Unsecured, considered good 5,417.62 4,179.90
Doubtful 516.02 468.47
Total 5,933.64 4,648.37
Allowance for doubtful debts (516.02) (468.47)
Total trade receivables 5,417.62 4,179.90
Refer Note 31 (b), for details of receivables from related parties and firms / companies in which director is a partner, or a
13 Cash and cash equivalents
(` in million)
Balances with banks
Deposits with original maturity of less than 3 months 2,090.03 751.33
Cheques on hand 345.16 294.10
Cash on hand 25.74 16.25
2,979.51 1,742.93
Short-term deposits are made for varying periods of between seven days and three months, depending on the immediate
cash requirements of the Company, and earn interest at the respective short-term deposit rates.
14 Bank balances other than cash equivalents
(` in million)
March March March March
31, 2018 31, 2017 31, 2018 31, 2017
Deposits with original maturity of more than 3 months - - 239.09 8.29
but less than 12 months
Deposits with original maturity of more than 12 months 3.22 2.16 - -
Unclaimed dividend accounts - - 0.80 0.90
3.22 2.16 239.89 9.19
15 Share capital

Nos. in (` in Nos. in (` in
millions millions) millions millions)
Authorised share capital
a. 249,000,000 (March 31, 2017: 249,000,000) 249.00 2,490.00 249.00 2,490.00
Equity Shares of ` 10 each
b. 1,000 (March 31, 2017: 1,000), 0%, Non- 0.00 10.00 0.00 10.00
Convertible Redeemable Preference Shares of
` 10,000 each
Total authorised share capital (a+b) 249.00 2,500.00 249.00 2,500.00

Notes

Nos. in (` in Nos. in (` in
millions millions) millions millions)
Equity shares
At the beginning of the year 183.90 1,838.95 183.74 1,837.39
Issued during the year -Employee Stock Option 0.13 1.33 0.16 1.56
Schemes ('ESOS')
Total issued, subscribed and fully paid-up share 184.03 1,840.28 183.90 1,838.95
capital
(a) Terms/ rights attached to each class of shares

Equity shares:
to one vote per share. The Company declares and pays dividend in Indian rupees.
(b) Details of shareholders holding more than 5% shares of the Company

Name of shareholders March 31, 2018 March 31, 2017
Nos. in % of hold Nos. in % of hold
millions millions
Nalanda India Equity Fund Limited 17.39 9.45 14.99 8.15
DB Consolidated Private Limited (formerly known as 89.79 48.79 89.79 48.83
Peacock Trading and Investments Private Limited)
(c) Shares reserved for issue under options

For detail of shares reserved for issue under the Employee Stock Option Schemes ('ESOS') of the Company Refer Note 38.
(d) Distribution made and proposed

(` in million)
(i) Cash dividends on equity shares declared and paid:
Final Dividend* (March 31, 2017: ` 4.25 per share) - 781.04
Dividend Distribution Tax on final dividend - 159.02
Interim Dividend (March 31, 2017: ` 4.00 per share) - 735.45
Dividend Distribution Tax on interim dividend - 149.72
- 1,825.23
*Final dividend represents ` 4.25 per share for the year ended March 31, 2016 proposed by the board and approved by
the shareholders during the year ended March 31, 2017.
(ii) Dividend not recognised at the end of the reporting period:

Since the year end, the directors have recommended the payment of a final dividend of ` 1 /- per fully paid equity
share, aggregating ` 184.05 million and dividend distribution tax on proposed dividend is ` 37.83 million . This
proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting.

01-40 41-116 117-222 223-288
Consolidated
Notes
16 Other equity
(` in million)
Capital redemption reserve 0.01 0.01
Securities premium reserve 2,553.20 2,515.62
Share options outstanding account 89.99 94.44
General reserve 1,535.53 1,535.53
Retained earnings 13,220.44 9,973.93
Other reserves (FVOCI - Equity Instruments) 51.45 (14.57)
Movement in other equity is as follows:
Capital redemption reserve

Securities premium reserve

Add: Premium received on shares issued as per ESOS 37.58 42.65
Closing Balance 2,553.20 2,515.62
Stock options outstanding account (refer note 38)

Gross employee stock options at the beginning of the year 94.44 69.72
Equity share issued during the year (23.90) (25.93)
Employee compensation cost (Net of forfeiture / lapse) 19.45 50.65
General reserve
Retained earning
Items of other comprehensive income recognised directly in retained earnings
- Re-measurement gain / (loss) of post employment benefit obligation (net of tax) 6.81 (20.67)
Less: Appropriations
Final Equity Dividend [amount per share ` Nil (March 31, 2017: ` 4.25)] - 781.04
Interim Equity Dividend [amount per share ` Nil (March 31, 2017: ` 6.75)] - 735.45
Dividend Distribution Tax - 308.74
Other reserves (FVOCI - Equity Instruments)

Balance at the beginning of the year (14.57) (12.84)
Add: Transfer from Profit and Loss 66.02 (1.73)
51.45 (14.57)
Total other equity 17,450.62 14,104.96

Notes
Nature and purpose of reserves:

a) Capital redemption reserve
The Group is required to create capital redemption reserve out of the profit which is available for payment of dividend
for the purpose of redemption of preference shares.
b) Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with
c) Employee share option outstanding account

The share options outstanding account is used to recognise the grant date fair value of options issued to employees
under Employee stock option plan.
d) FVOCI - Equity Instruments

The Group has elected to recognise changes in the fair value of certain investments in equity securities in other
comprehensive income. These changes are accumulated within the FVOCI equity instruments reserve within equity.
The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are
derecognised.
17 Borrowings
(` in million)
Particulars Non-current portion Current maturities
2018 2017 2018 2017
(A) Long-term borrowing
Foreign currency loans from financial - - - 247.70
institution (secured) (Refer Note below)
The above amount includes
Amount disclosed under the head "Other
financial liabilities" (Refer Note 18) - - - (247.70)
- - - -
Foreign currency loans from financial institution

Agco Finance GmbH:
The loan carried interest rate @ LIBOR plus 0.68% repayable in equal half yearly installments. The loan was secured by first
pari passu charge with other lenders on plant and machinery and other project assets acquired from the said term loan.
The final installment was paid during the current year.
(` in million)
(B) Short-term borrowings
Secured
Buyers' credit from banks [refer note (i) below] 301.04 287.68
Total secured borrowings 301.04 287.68
Unsecured
Buyers' credit from banks [refer note (ii) below] 147.61 273.51
Total unsecured borrowings 147.61 273.51
Total borrowings 448.65 561.19

01-40 41-116 117-222 223-288
Consolidated
Notes
Buyers' credit facilities:

(i) Secured buyers' credit facilities from banks are secured by first charge on the current assets and second charge on
moveable fixed assets of the Company with other consortium bankers. Interest rates for buyers' credit are multiline
rates ranging between 1.89% p.a. and 3.36% p.a. (March 31, 2017: between 1.38% p.a. and 1.72% p.a.). They
are repayable within 90 days to 180 days.
(ii) Interest rates for unsecured buyers' credits are multiline rates ranging between 1.75% p.a. and 2.17% p.a. (March
31, 2017: between 1.41% p.a. and 1.82% p.a.). They are repayable within 90 days to 180 days.
Net debt reconciliation (` in million)

Particulars Working Long Term Total
capital loan loan
Debt (including accrued interest) as at April 1, 2017 563.06 248.16 811.22
Cash flows (121.91) (260.49) (382.40)
Effect of foreign exchange rate fluctuation 9.36 (1.73) 7.63
Amortised cost of loan processing - 14.52 14.52
Interest expenses during the year (Refer Note below) 12.15 3.66 15.81
Interest paid (12.06) (4.12) (16.18)
Debt (including accrued interest) as at March 31, 2018 450.60 - 450.60
Note:
Interest expenses/ payment includes interest relating to borrowings only.
18 Other financial liabilities

(` in million)
2018 2017 2018 2017
Current maturities of long-term borrowings - - - 247.70
[refer note 17 (A)]
Security deposits from newspaper agencies 525.37 481.78 58.37 53.53
Interest accrued but not due - - 24.94 23.63
Derivative liabilities* - - - 7.38
Payables for purchase of capital goods - - 14.11 15.94
Financial gurarantee contract liabilities 2.14 4.22 2.09 2.19
Unclaimed dividend** - - 0.77 0.90
527.51 486.00 100.28 351.27
*While the Group entered into other foreign exchange forward contracts with the intention of reducing the foreign
**No amount due and outstanding to be credited to Investor Education and Protection Fund.
19 Taxation
(` in million)
2018 2017 2018 2017
Non-current tax assets (Net)
Advance income tax (Net of provision for tax) 17.14 61.84 - -

Notes
(` in million)
2018 2017 2018 2017
Liabilities for Non-current tax (Net)
Provision for tax (Net of advance tax) 91.69 69.19 - -
Liabilities for current tax (Net)
Provision for tax - - 1,686.00 -
Advance income tax - - 1,682.78 -
Provision for tax (Net of advance tax) - - 3.22 -
(` in million)
Opening Balances (Net) 7.35 20.42
Add: Current tax provision for the year 1,651.22 1,927.80
Less: Taxes Paid (net of refund) (1,580.80) (1,940.87)
(` in million)
Deferred tax liabilities (Net)
Deferred tax liabilities
Depreciation 1,155.41 1,086.29
Fair value of investment 65.93 38.99
Deferred tax liabilities 1,221.34 1,125.28
Deferred tax assets
Allowance for doubtful debts and advances 254.59 214.74
Provision for employee benefit obligations 114.04 91.42
Others 48.26 38.40
Deferred tax assets 416.89 344.56
Deferred tax liabilities (Net) 804.45 780.72
Deffered tax reconciliation

Opening balance 780.72 812.71
Tax during the year recognised in profit or loss (6.32) (21.05)
Tax during the year recognised in other comprehesive income 30.05 (10.94)
(a) Tax reconciliation

(` in million)
March 31, 2018 March 31, 2017
Accounting profit before tax 4,884.60 5,654.32
At statutory income tax rate of 34.608% (March 31, 2017 : 34.608%) 1,690.46 1,956.85
Deferred tax assets not recognised on unabsorbed depreciation and business 1.68 8.83
losses carried forward of subsidiaries
Effect of changes in tax rate 7.54 -
Effect of non-deductible expenses (77.72) 35.96
Effect of items not taxable as business income 22.94 (94.89)
Income tax expense 1,644.90 1,906.75
Income tax expense reported in the Consolidated Statement of Profit and Loss 1,644.90 1,906.75

01-40 41-116 117-222 223-288
Consolidated
Notes
(b) Tax Losses:

Unused capital tax losses for which no deferred tax assets has been recognised is as follows:
(` in million)
Particulars Capital Loss Potential Tax Benefit
2018 2017 2018 2017
Financial year 2010-11 - Expiry of losses on 951.71 951.71 221.71 219.58
March 31, 2019
Financial year 2013-14 - Expiry of losses on 1.96 1.96 0.46 0.45
March 31, 2022
Financial year 2017-18 - Expiry of losses on 1.11 - 0.26 -
March 31, 2026
The Group is not likely to generate taxable capital gain before the expiry of aforementioned capital losses.
20 Provisions
(` in million)
Provision for employee benefits (Refer Note 35)
Provision for gratuity 96.58 124.12
Provision for leave entitlement 95.97 94.46
192.55 218.58
21 Other current liabilities

(` in million)
Other payable
Advances from customers 269.70 261.69
304.88 338.01
22 Revenue from operations

(` in million)
Sale of products
Sale of newspapers 5,098.67 4,766.37
Sale of magazines 46.36 47.54
5,145.03 4,813.91
Sale of services
Advertisement revenue 16,425.39 15,972.59
Printing job charges 1,235.35 1,190.40
Portal and wireless revenue - 0.09
17,660.74 17,163.08
Other operating revenue
Income from event management 169.90 121.10
Sale of power 3.02 4.57
Net gain on fair valuation / sale of investment through profit and loss - 230.99
Sale of wastage 306.17 246.45
479.09 603.11
Total revenue from operations 23,284.86 22,580.10

Notes
23 Other income
(` in million)
Interest income from:
Bank deposits 106.62 39.14
Financial assets mesured at amortised cost using 'EIR' basis 14.36 40.93
Others 42.40 35.32
Rent income 4.51 4.32
237.54 169.69
24 Cost of raw material consumed

(` in million)
Raw material
Opening inventories 1,624.66 1,326.68
Add: Purchases during the year 6,821.38 6,906.05
8,446.04 8,232.73
Less: Closing inventories 1,104.53 1,624.66
7,341.51 6,608.07
25 (Increase) / decrease in inventories of finished goods

(` in million)
Opening Stock
Closing Stock
(34.06) 0.63
26 Employee benefit expenses

(` in million)
Salaries, wages and bonus 3,918.06 3,782.79
Contribution to provident fund and employee's state insurance corporation 220.48 205.45
(refer note 35)
Employee stock option scheme (refer note 38) 19.45 50.65
Gratuity expenses (refer note 35) 42.92 40.66
Workmen and staff welfare expenses 163.22 178.56
4,364.13 4,258.11
27 Depreciation and amortisation expenses

(` in million)
Depreciation of tangible assets (Refer Note 4) 808.50 767.88
Amortisation of other intangible assets (Refer Note 6) 106.82 89.93
Depreciation of investment properties (Refer Note 5) 8.18 5.05
923.50 862.86

01-40 41-116 117-222 223-288
Consolidated
Notes
28 Finance costs
(` in million)
Interest expense:
On term loans 3.66 7.78
On short term borrowings from bank (buyer's credit and cash credits) 12.15 10.24
On others 40.43 39.39
Total interest expenses 56.24 57.41
Foreign exchange difference considered as borrowing cost 10.75 17.07
66.99 74.48
29 Other expenses
(` in million)
Consumption of stores and spares 993.03 1,009.60
Advertisement and publicity 337.48 420.07
Rent [refer note 32 (a)] 366.25 343.83
Distribution expenses 347.48 307.82
Plant and machinery 339.51 312.59
Building 21.42 20.47
Others 82.02 69.99
Traveling and conveyance 262.10 244.74
Business promotion expenses 540.58 224.61
News collection charges 215.24 201.10
Legal and professional charges [Refer Note (a) and (b) below] 205.61 193.98
Survey expenses 236.66 148.84
Event expenses 114.24 122.02
Subcontract charges 145.14 129.20
Corporate social responsibility activities expenditure 45.06 73.58
Printing job work charges 83.35 68.97
Communication expenses 70.73 66.66
License fees 72.48 64.95
Insurance 16.74 24.14
Loss on disposal of property, plant and equipment 10.36 25.81
Royalty 84.05 13.64
Foreign exchange gain (net) (3.28) (32.51)
Rates and taxes 7.59 11.63
Bad debts written off 80.32
Less: Allowances for Trade Receivables adjusted (79.80) 0.52 1.13
Allowance for trade receivables 127.35 84.27
5,975.73 5,291.32

Notes
(a) Auditors' remuneration (included in legal and professional charges above)

(` in million)
As auditor;
Tax audit fees 0.40 0.46
Reimbursement of out of pocket expenses 1.17 1.15
Total 11.97 15.40
(b) Legal and professional charges include sitting fee paid to directors ` 0.76 million (March 31, 2017: ` 0.71
million)
30. Earnings per equity share (‘EPS’)

(` in million)
Weighted average number of equity shares outstanding for basic EPS (no. in million) 183.95 183.81
Effect of dilution:
On account of shares to be issued under ESOS (no. in million) 0.34 0.40
Weighted average number of equity shares outstanding for diluted EPS (no. in million) 184.29 184.21
Nominal value of share (`) 10.00 10.00
Basic earnings per share (`) 17.61 20.39
Diluted earnings per share (`) 17.58 20.34
31. (a) Related party disclosures:

Following is the list of related parties:
Key Management Personnel • Shri Sudhir Agarwal, Managing Director
• Shri Pawan Agarwal, Deputy Managing Director
• Shri Girish Agarwal, Director
Relatives of Key Management • L ate Shri Ramesh Chandra Agarwal, Director (Father of Shri Sudhir
Personnel Agarwal, Shri Girish Agarwal and Shri Pawan Agarwal)
• S mt Kasturi Devi Agarwal (Grand Mother of Shri Sudhir Agarwal,
Shri Girish Agarwal and Shri Pawan Agarwal)
• Smt Jyoti Agarwal (Wife of Shri Sudhir Agarwal)
• Smt Namita Agarwal (Wife of Shri Girish Agarwal)
• Smt Nitika Agarwal (Wife of Shri Pawan Agarwal)
Enterprises owned or • Abhivyakti Kala Kendra
significantly influenced by Key • Bhaskar Publications & Allied Industries Private Limited
Management Personnel or their • Bhaskar Infrastructure Private Limited
relatives
• Bhaskar Industries Private Limited
• Decore Exxoils Private Limited
• Bhaskar Venkatesh Products Private Limited
• D B Malls Private Limited

01-40 41-116 117-222 223-288
Consolidated
Notes

• D B Power Limited
• D B Infrastructures Private Limited
• R.C. Printers
• Writers and Publishers Private Limited
• Deligent Hotel Corporation Private Limited
• DB Consolidated Private Limited
• Devaswar Trading Private Limited
• Stitex Global Limited
• Tushti Trading Private Limited
• Aarkey Devcon Private Limited
• Divya Dev Developers Private Limited
• Divine Housing Development Company Private Limited
• Sharda Solvent Limited
Independent Directors • Shri Kailash Chandra Chowdhary (upto October 19, 2016)
• Shri Piyush Pandey
• Shri Harish Bijoor
• Shri Ashwani Kumar Singhal
• Shri Navin Kumar Kshatriya (Upto September 29, 2017)
• Smt Anupriya Acharya
Employee Benefit Trust • D B Corp Ltd – Employees Group Gratuity Assurance Scheme
at the year-end are unsecured and interest free, unless specified. The Group has not recorded any impairment of
receivables relating to amounts owed by related parties during the year ended March 31, 2018 and March 31, 2017.
This assessment is undertaken in each financial year through examining the financial position of the related party and
the market in which the related party operates.
31. (b) Detail of transaction with related parties:

(` in million)
March 31, 2018 March 31, 2017
Advertisement revenue
Divine Housing Development Company Private Limited 2.91 0.32

Notes
(` in million)
March 31, 2018 March 31, 2017
Sale of magazines
Printing job income

Divya Dev Developers Private Limited - 1.00
Compensation of Key Management Personnel of the Group

Shri Sudhir Agarwal (Short-term employee benefits) 9.00 6.75
Shri Pawan Agarwal (Short-term employee benefits) 6.00 6.00
Rent income
Rent paid
Decore Exxoils Private Limited 4.62 5.03
Advertisement and publicity expenses

Meeting and hotel lodging charges

Sale of fixed assets

Purchase of fixed assets

Bhaskar Publications & Allied Industries Private Limited - 0.03
Purchase/(Sale) of goods
Bhaskar Publications & Allied Industries Private Limited (1.43) -
Bhaskar Industries Private Limited - 2.41

01-40 41-116 117-222 223-288
Consolidated
Notes
(` in million)
March 31, 2018 March 31, 2017
Security deposit given against lease of properties
News print given

Director's sitting fees :

Late Shri Ramesh Chandra Agarwal - 0.04
Shri Girish Agarwal 0.08 0.08
Shri Kailash Chandra Chowdhary - 0.05
Shri Piyush Pandey 0.16 0.16
Shri Harish Bijoor 0.06 0.06
Shri Ashwani Kumar Singhal 0.22 0.21
Shri Naveen Kumar Kshatriya 0.10 0.04
Smt. Anupriya Acharya 0.14 0.07
(` in million)
March 31, 2018 March 31, 2017
Advance against advertisement
Writers and Publishers Private Limited (12.29) (12.29)
Advance against properties

Advance for expenses

Payable balances
D B Malls Private Limited - (0.02)
Decore Exxoils Private Limited (0.19) *
Deligent Hotel Corporation Private Limited (0.29) (0.93)
Bhaskar Industries Private Limited (0.18) -
Receivable balances
Aarkey Devcon Private Limited - *
Abhivyakti Kala Kendra 0.18 0.18
Bhaskar Industries Private Limited 0.02 -
D B Malls Private Limited 0.00 -

Notes
(` in million)
March 31, 2018 March 31, 2017
Divine Housing Development Company Private Limited - 0.08
News print given

Security deposit given for leased properties

Writers and Publishers Private Limited 1,473.70 1,473.70
Security Deposit received

Bhaskar Publications & Allied Industries Private Limited (10.00) (10.00)
*Represents balance below ` 10,000.
(c) Corporate guarantee given

The Group has given a corporate guarantee of `179.61million, (March 31, 2017: `234.04 million) in favor of Export
Development Canada on behalf of Decore Exxoils Private Limited towards the credit facility availed by Decore Exxoils
Private Limited from Export Development Canada for purchase of assets.
(d) For information on transactions with post employment benefit plan mentioned in (a) above, refer note 35.
32. Leases
(a) Operating lease (for assets taken on lease):
Rentals in respect of operating leases are recognised as an expense in the consolidated statement of profit and loss,
on a straight-line basis over the lease term.
1. The Group has taken various godowns, office and residential premises under operating lease agreements. These are
generally renewable by mutual consent.
2. Lease payments recognised for the year are `366.25 million (March 31, 2017: `343.83 million).
3. There are no restrictions imposed in these lease agreements. There are escalation clauses in agreement with some
parties. There are no purchase options. There are no sub leases.
4. The total of minimum lease payment under non-cancellable operating leases are:
(` in million)
Within one year 40.36 30.41
After one year but not more than 5 years 37.38 44.32
More than 5 years - -
Total 77.74 74.73

01-40 41-116 117-222 223-288
Consolidated
Notes
(b) Operating lease (for assets given on lease):
Rentals in respect of operating leases are recognized as an income in the consolidated statement of profit and loss, on a
straight-line basis over the lease term.
1) The Group has given plant and machinery and investment property on operating lease arrangement for the period
ranging from 1 year to 3 years. The lease arrangement is cancellable with mutual consent.
2) Lease income recognised for the year is `4.51 million (March 31, 2017: `4.32 million).
3) There are no restrictions imposed in the lease agreements and there are no escalation clauses in the agreements.
4) The details of assets given on operating lease are as follows:
(` in million)
Plant and machinery
Investment properties
Building along with fixtures thereon
Gross carrying amount 142.38 -
Accumulated depreciation 21.67 -
Depreciation for the year 3.57 -
33. Contingent liabilities

Contingent liabilities not provided for are as follows:
(a) For details of corporate guarantee given, refer note 31(c).
(b) There are several defamation and other legal cases pending against the Group and its directors. These include criminal
and civil cases. There are certain employee related cases also pending against the Group. In view of large number
of cases, it is impracticable to disclose the details of each case separately. The estimated amount of claims against
the Group in respect of these cases is `4.69 million (March 31, 2017: ` 9.71 million). The estimated contingency
in respect of some cases cannot be ascertained. Based on discussions with the solicitors and also the past trend in
respect of such cases, the Group believes that there is no present obligation in respect of the above and hence no
provision is considered necessary against the same.
34. Capital commitments
Capital expenditure contracted for at the end of the reporting period but not recognised as liabilities is as follows:
(` in million)
Property, plant and equipment 39.02 47.28
Investment property 164.23 204.10
35. Employee benefits

(I) Defined contribution plans
The Company also has certain defined contribution plans. Contributions are made to provident fund and employee's
state insurance corporation. The contributions for provident fund are made to registered provident fund administered
by the government. The obligation of the Company is limited to the amount contributed and it has no further
contractual or any constructive obligation. The expense recognised during the period towards defined contribution
plan is ` 220.48 million (March 31, 2017 :` 205.45 million).

Notes
(II) Defined Benefit Plans
i) Gratuity
As per the payment of Gratuity Act, 1972, the Company has a defined benefit gratuity plan. Every employee
who has completed five years or more of service gets a gratuity on departure at 15 days’ salary (last drawn
salary) for each completed year of service. The scheme of the Company is funded with an insurance company
in the form of a qualifying insurance policy. Management aims to keep annual contribution relatively stable at
such a level such that no plan deficits will arise.
A. The amounts recognised in the balance sheet and the movements in the net defined benefit
obligation over the year are as follows:
(` in million)
liability
Profit and Loss
Demographic Assumptions
Actuarial (Gains) on Obligations - Due to Change in (18.66) - (18.66)
Return on Plan Asset, excluding interest income - 2.31 (2.31)
Total amount recognised in other comprehensive (7.99) 2.31 (10.30)
income
Benefit Paid (31.05) (31.05) -
(` in million)
liability
Profit and Loss
Return on Plan Asset, excluding interest income - (1.35) 1.35
Total amount recognised in other comprehensive 30.26 (1.35) 31.61
income
Benefit Paid (21.10) (21.10) -

01-40 41-116 117-222 223-288
Consolidated
Notes
B. The net liability disclosed above relates to funded plans as below:

(` in million)
March 31, 2018 March 31, 2017
Present Value of funded obligation as at the year end (328.48) (310.65)
Fair Value of Plan Assets as at the year end 231.90 186.53
Funded Status (96.58) (124.12)
Net Liability recognised in Balance Sheet* (96.58) (124.12)
*Recognised under current employee benefit obligations (Refer Note 20)
C. Amount recognised in the Balance Sheet;

(` in million)
March 31, 2018 March 31, 2017
Present Value of obligation at the end of the year (328.48) (310.65)
Fair value of plan assets at the end of the year 231.90 186.53
Liability recognised in the Balance Sheet (96.58) (124.12)
D. Actuarial assumptions
Valuation in respect of Gratuity has been carried out by an independent actuary, as at the Balance Sheet date,
based on the following assumptions:

Discount rate 7.65% 7.34%
Employee turnover 0-5 years 30% 0-5 years 26%
5-10 year of 5-10 year of
service 12% service 9%
and for service and for service
thereafter-7% thereafter-5%
Estimated future salary increase 5.50% 6.00%
Rate of Return on Plan Assets 7.65% 7.34%
- The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance
Sheet date for the estimated term of the obligation.
- The estimates of future salary increases considered in actuarial valuation take into account inflation,
seniority, promotion and other relevant factors such as supply and demand and the employment market.
E. Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other
assumptions constant, would have affected the defined benefit obligation by the amounts shown below.
(` in million)
Sensitivity analysis (Impact on Impact on defined benefit obligation of Gratuity
projected benefit obligation and As at March 31, 2018 As at March 31, 2017
current service cost)
Increase in Decrease in Increase in Decrease in
rate rate rate rate
Discount Rate (0.5 % movement) (20.39) 23.14 (23.93) 27.69
Compensation levels (0.5 % movement) 23.40 (20.97) 27.79 (24.43)
Employee turnover (0.5 % movement) 3.09 (3.50) 2.23 (2.59)
The sensitivity analyses above have been determined based on a method that extrapolates the impact on define
benefit obligation as a result of reasonable changes in key assumptions occurring at the end of reporting period.

Notes
F. The major categories of plan assets for gratuity are as follows:
(` in million)
Particulars As at March 31, 2018 As at March 31, 2017
Amount % Amount %
Investment Funds:
Insurance managed funds 231.90 100 186.53 100
Total 231.90 100 186.53 100
G. Expected gratuity contribution for the next year ` 25 million (March 31, 2017 ` 25 million)
H. Defined benefit liability and employer contributions

The weighted average duration of the defined benefit obligation is 8 years (March 31, 2017, 10 years). The
expected maturity analysis of undiscounted gratuity is as follows:
(` in million)
Particulars Less than Between Over 5 Total
a year 2 - 5 years years
March 31, 2018
March 31, 2017
I. Risk exposure
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which
are detailed below:
Asset Volatility
The plan liabilities are calculated using a discount rate set with reference to market yield of Government
securities as at the Balance Sheet date; if plan asset underperform this yield, this will create a deficit. Plan asset
investments are made in Group Gratuity Scheme of Life Insurance Companies. These are subject to interest rate
risk and the funds manages interest rate risk. The Group has a risk management strategy where the aggregate
amount of risk exposure on a portfolio level is maintained at a fixed range. Any deviations from the range are
corrected by rebalancing the portfolio. The management intends to maintain the above investment mix in the
continuing years.
Changes in yields
A decrease in yields of plan assets will increase plan liabilities, although this will be partially offset by an increase
in the value of the plan's holdings.
ii) Leave Obligations
The leave obligations cover the Company’s liability for earned leave.
The entire amount of the provision of ` 95.97 million ((March 31, 2017: ` 94.46 million) is presented as current,
since the Company does not have an unconditional right to defer settlement for any of these obligations.
However, based on past experience, the Company does not expect all employees to avail the full amount of
accrued leave or require payment for such leave within the next 12 months.

36. Segment information:
01-40
For management purposes, the Group is organised into business units based on its services and has following reportable segments:
a) Printing / publishing segment includes newspaper, magazines, printing job work, etc.
b) Radio segment includes broadcasting of Radio.
c) Event includes event management.
Notes
Corporate Overview
d) Internet segment includes integrated internet and mobile interactive services.

No operating segments have been aggregated to form the above reportable operating segments.
(` in million)
Particulars Printing / Publishing Radio Event Internet Inter segment Consolidation
elimination
March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017
Revenue
41-116
External revenue 21,239.44 20,624.86 1,357.10 1,269.90 169.90 121.10 518.42 564.24 - - 23,284.86 22,580.10
Inter segmental revenue 0.93 1.19 (0.14) 2.13 - - 0.38 - (1.17) (3.32) - -
Total 21,240.37 20,626.05 1,356.96 1,272.03 169.90 121.10 518.80 564.24 (1.17) (3.32) 23,284.86 22,580.10
Segment results 4,802.59 5,627.62 238.11 380.18 53.69 (7.82) (247.52) (249.14) - (0.26) 4,846.87 5,750.59
Statutory Reports
Less : Unallocated corporate expenses 74.62 96.24

Operating profit 4,772.25 5,654.35
Less : Finance costs 66.99 74.48
Add: Unallocable income 179.34 74.45
Less : Tax expenses 1,644.90 1,906.75
Other Information
Depreciation and amortisation expenses 779.11 743.02 125.35 99.65 - - 19.04 20.18 - - 923.50 862.86
Non - cash expenses other than 185.68 144.31 3.77 3.83 0.35 0.06 0.77 6.00 - - 190.58 154.20
depreciation
Particulars March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
117-222
2018 2017 2018 2017 2018 2017 2018 2017 2018 2017 2018 2017
Consolidated
Segment assets 19,525.30 17,844.78 2,137.83 2,181.59 6.43 20.33 250.28 263.08 (1,167.13) (1,363.01) 20,752.71 18,946.78
Unallocated corporate assets refer note (A) 3,602.23 1,896.14
Total Assets 24,354.94 20,842.92
Segmental liabilities 2,581.04 2,191.21 522.57 884.07 3.42 10.00 407.30 357.58 (411.99) (776.28) 3,102.35 2,666.58
Unallocated corporate liabilities refer 1,961.69 2,232.43

note (B)
Total Liabilities 5,064.04 4,899.01
Capital expenditure 1,709.17 370.18 38.49 218.83 - - 7.55 10.77 - - 1,755.21 599.78
Note - A Note - B
Breakup of unallocated corporate assets Breakup of unallocated corporate liabilities (a) Revenue by geographical segment
(` in million) (` in million) (` in million)
Particulars Amount Particulars Amount Region March 31, 2018 March 31, 2017
223-288
Fixed deposit (including unclaimed dividend) 2,333.14 Proposed Dividend/Unclaimed dividend 0.77 In India 22,904.61 22,188.92
Outside India 380.25 391.18
Subsidiaries
Non current tax assets 17.14 Deferred Tax Liability 804.46

Investment and Investment properties 951.57 (b) Carrying amount of non-current operating assets*
Provision For Tax 94.91
Inter-corporate loan 300.00 (` in million)
Interest accrued 24.94
Provision for gain on derivatives 0.38 Region March 31, 2018 March 31, 2017
Umamortised borrowing cost - Secured / Unsecured Loans 1,036.61
In India 24,354.94 20,842.92
Total Assets 3,602.23 Total Liabilities 1,961.69 Outside India - -
*Non current assets for this pupose consist of property, plant and equipment investment properties and intengible assets.

Notes
37. Impairment testing of goodwill
Goodwill acquired through business combinations has been allocated to the integrated internet and mobile interactive
services segment, which is an operating and reportable segments, for impairment testing.
The carrying value of goodwill allocated to integrated internet and mobile interactive services cash generating unit is
` 19.13 million (March 31,2017: ` 19.13 million)
The recoverable amount of the goodwill is determined based on a value in use calculated using cash flow projections from
financial budgets approved by senior management covering a period of five year period. The pre-tax discount rate applied
to the cash flow projections for impairment testing during the current year is 10% (March 31, 2017: 10%,).The growth
rate used to extrapolate the cash flows of the unit beyond the five-year period is 10%. Based on the result of the analysis,
management did not identify any impairment for goodwill.
38. Employee Stock Option Schemes 2008, 2010 and 2011

The Company has granted Stock Options to its employees through its equity settled schemes referred to as ‘DBCL – ESOS
2008’, ‘DBCL- ESOS 2010’ and ‘DBCL-ESOS 2011’ (issued in six tranches, designated as ‘T-1’, ‘T-2’, ‘T-3’, ‘T-4’,‘T-5’and ‘T-6’
hereinafter). During the year ended March 31, 2018, the following schemes were in operation:
DBCL – ESOS 2008 DBCL – ESOS 2010 DBCL – ESOS 2011
Number of options under the scheme 700,000 600,000 3,000,000
Number of option granted under the scheme 413,427 491,203 1,266,670
Vesting period Options vest over the period of five years from the date of grant
as under:
Scheme All schemes ESOS 2011 (T-5)
except ESOS
2011 (T-5)
1st Year 20% 15%
2nd Year 20% 20%
3rd Year 20% 20%
4 Year
th
20% 20%
5th Year 20% 25%
Exercise period Within three years Within three years Three years from
from the date of from the date of vesting of the
vesting or listing, vesting options
whichever is later
Exercise price 50% discount to Discount up to a Discount to the
the average of first maximum of 30% market price on
30 days market to the market price date of grant.
price post listing on date of grant. between 50.00%
and 73.19%
Vesting conditions Option vest on continued association with the Company and
achievement of certain performance parameters

01-40 41-116 117-222 223-288
Consolidated
Notes
Set out below is a summary of options granted under the plan:

Average Number of Average Number of
exercise price options exercise price options
per share per share
option (`) option (`)
Opening balance 104.45 804,749 107.21 1,058,596
Granted during the year 100.00 28,000 - -
Exercised during the year 113.04 132,687 117.16 156,020
Forfeited during the year 107.10 95,432 114.05 97,827
Closing balance 101.95 604,630 104.45 804,749
Vested and exercisable 105.99 171,373 117.23 188,980
Weighted average share price `362.12 `373.07
Weighted average remaining 3.78 years 4.24 years
contractual life
Range of exercise prices ` 95- ` 168 ` 95-` 168
Fair value of option granted:

a) The weighted average fair value at grant date of options granted during the year ended March 31, 2018 was
` 281.16 per option (March 31, 2017 – Nil). The fair value at grant date is determined using the Black Scholes Model
which takes into account the exercise price, the term of the option, the share price at grant date and expected price
volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.
The model inputs for options granted on October 13, 2017 included:
Particulars Date of Vesting
Oct 13, 2018 Oct 13, 2019 Oct 13, 2020 Oct 13, 2021 Oct 13, 2022
Market Price (`) 373 373 373 373 373
Expected Life (In Years) 2.5 3.5 4.5 5.5 6.5
Volatility (%) 20.76 22.52 24.23 24.34 24.46
Risk free Rate (%) 6.36 6.52 6.65 6.77 6.87
Exercise Price (`) 100 100 100 100 100
Dividend yield (%) 1.07 1.07 1.07 1.07 1.07
Fair Value per vest (`) 277.85 279.70 281.35 282.83 284.05
Vest Percent (%) 20 20 20 20 20
The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any
expected changes to future volatility due to publicly available information.
39. Fair value measurements

(i) Fair value hierarchy
This section explains the judgements and estimates made in determining the fair values of the financial instruments
that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are
disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining
fair value, the Group has classified its financial instruments into the three levels prescribed under the accounting
standard.

Notes
(` in million)
value measurements
At March 31, 2018
- Quoted equity shares 7 - - - -
Total financial assets - 0.38 355.94 356.32
(` in million)
are disclosed
At March 31, 2018
Financial assets
Loans 8 - - 300.00 300.00
Cash and cash equivalents 13 & 14 - - 3,222.62 3,222.62
Borrowings 17 - - 448.65 448.65
Trade Payables - - 2,590.81 2,590.81
(` in million)
value measurements
At March 31, 2017
- Quoted equity shares 7 10.07 - - 10.07
Total financial assets 10.07 - 259.26 269.33
Total financial liabilities - 7.38 - 7.38

01-40 41-116 117-222 223-288
Consolidated
Notes
(` in million)
are disclosed
At March 31, 2017
Financial assets
Loans 8 - - 300.00 300.00
Cash and cash equivalents 13 & 14 - - 1,754.28 1,754.28
Borrowings 17 - - 561.19 561.19
Trade Payables - - 2,094.05 2,094.05
There are no transfers between any level during the year.The Group’s policy is to recognise transfers into and transfers
out of fair value hierarchy levels as at the end of the reporting period.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be
exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following
methods and assumptions were used to estimate the fair values:
• The Group has used prices from prior transactions / third-party pricing information with relevant adjustment for
the valuation of unquoted equity shares. Hence the quantitative information about the significant unobservable
inputs have not been disclosed.
• T he Group enters into derivative financial instruments majorly foreign exchange forward contracts with the
banks. These foreign exchange forward contracts are valued using valuation techniques, which employs the use
of market observable inputs.
40. Financial risk management objectives and policies

The Group’s principal financial liabilities, other than derivatives, comprise of loans and borrowings, trade and other
payables. The main purpose of these financial liabilities is to finance the Group’s operations. The Group’s principal financial
assets include trade and other receivables, and cash and cash equivalents that derive directly from its operations. The
Group also holds quoted and unquoted investments.
The Group is exposed to market risk, credit risk and liquidity risk. The Group’s senior management oversees the
management of these risks. The Group’s senior management ensures that the Group’s financial risk activities are governed
by appropriate policies so that financial risks are identified, measured and managed in accordance with the Group’s policies
and risk objectives. It is the Group’s policy that no trading in derivatives for speculative purposes may be undertaken. The
senior management reviews and agrees policies for managing each of these risks, which are summarised below.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market prices. Market risk comprises two type of risk: currency risk and other price risk, such as equity price risk
and commodity risk. Financial instruments affected by market risk include deposits, investments, derivative financial
instruments and borrowings.
The sensitivity analysis have been prepared on the basis that the proportion of financial instruments in foreign currencies
are all constant as at March 31, 2018.
The analysis exclude the impact of movements in market variables on the carrying values of gratuity; and the non-financial
assets and liabilities.

Notes
The following assumption have been made in calculating the sensitivity analysis:
• The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This
is based on the financial liabilities held at March 31, 2018 and March 31, 2017.
Foreign currency sensitivity
The Group procures newsprint from the international markets after considering the prevailing prices in the domestic and
international markets. The Group uses foreign exchange forward contracts to manage some of its transaction exposures.
These foreign exchange forward contracts are not designated as cash flow hedges and are entered into for the periods
consistent with the foreign currency exposure of the underlying transactions, generally from one to six months.
Particulars of derivative contracts outstanding as at the balance sheet date:
(In million)
Nature of derivative Nature of Purpose March 31, 2018 March 31, 2017
contract underlying $ ` $ `
exposures
Foreign exchange forward Buyers credit from Purchase of 0.42 27.36 1.49 96.46
contracts banks newsprint
Trade payables 1.06 69.40 3.97 257.15
As at balance sheet date, the Company’s net foreign currency exposure (payable) that is not hedged is;
(In million)
Currency March 31, 2018 March 31, 2017
Amount Amount in Amount Amount in
in foreign Indian currency in foreign Indian currency
currency ` currency `
USD 9.24 602.53 15.92 1,032.36
GBP - - 0.00 0.03
CAD (0.00) (0.14) (0.02) (1.63)
The following tables demonstrate the sensitivity to a reasonably possible change in USD exchange rates, with all other
variables held constant.
Particulars Change in Effect on profit before tax
Foreign exchange rates (` in Million)
March 31, 2018 5% (30.12)
(5)% 30.12
10% (60.24)
(10)% 60.24
March 31, 2017 5% (51.54)
(5)% 51.54
10% (103.08)
(10)% 103.08
The impact on the Group’s profit before tax is due to changes in the fair value of monetary assets and liabilities including
non-designated foreign currency derivatives and embedded derivatives. The impact on the Group’s pre-tax equity is due to
changes in the fair value of forward exchange contracts designated as cash flow hedges and net investment hedges. The
Group’s exposure to foreign currency changes for all other currencies is not material.
Commodity price risk

The Group is affected by the price volatility of certain commodities. Its operating activities require the ongoing printing
of newspapers and magazines and therefore require a continuous supply of newsprint. The Group’s Board of Directors
has developed and enacted a risk management strategy regarding commodity price risk and its mitigation. Based on a
12-month forecast of the required newsprint supply, the Group hedges the purchase price using forward commodity
purchase contracts. The forecast is deemed to be highly probable.

01-40 41-116 117-222 223-288
Consolidated
Notes
Credit risk
Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract,
leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables).
Trade receivables
The Group’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
Concentrations of credit risk with respect to trade receivables are limited, due to the Group’s customer base being
large. All trade receivables are reviewed and assessed for default on a regular basis. Our historical experience of
collecting receivables, supported by the level of default, is that the credit risk is low.
Exposures to customers outstanding at the end of each reporting period are reviewed by the Group to determine
incurred and expected credit losses. The Group assesses and manages credit risk based on the Group's credit policy.
Under the Group's credit policy, each new customer is analyzed individually for credit worthiness before the Group's
standard payment and delivery terms and conditions are offered. The Group assesses on a forward looking basis the
expected credit losses associated with its assets carried at amortised cost. For trade receivables, the Group applies
the simplified approach permitted by Ind AS 109 Financial Instrument, which requires expected lifetime losses to be
recognised from initial recognition of the receivables. When determining whether the credit risk of a financial asset
has increased significantly since initial recognition and when estimating expected credit losses, the Group considers
reasonable and supportable information that is relevant and available without undue cost or effort. This includes
both quantitative and qualitative information and analysis, based on the Group’s historical experience and informed
credit assessment and including forward looking information.
The Group's accounts receivable are geographically dispersed. The Management do not believe there are any particular
customers or group of customers that would subject the Group to any significant credit risks in the collection of
accounts receivable.
(` in million)
Loss allowance as at the end of the year 516.02 468.47
Liquidity risk
The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of
buyer’s credit and bank loans. All of the Group’s debt will mature in less than one year at March 31, 2018 based on
the carrying value of borrowings reflected in the financial statements. The Group assessed the concentration of risk
with respect to refinancing its debt and concluded it to be low. The Group has access to a sufficient variety of sources
of funding and debt maturing within 12 months can be rolled over with existing lenders.
(` in million)
years
Borrowings 448.65 - - 448.65
Total 3,139.74 2.14 525.37 3,667.25
(` in million)
years
Borrowings 561.19 - - 561.19
Total 3,006.51 4.22 481.78 3,492.51

Notes
Excessive risk concentration

Concentrations arise when a number of counterparties are engaged in similar business activities, or activities in the
same geographical region, or have economic features that would cause their ability to meet contractual obligations
to be similarly affected by changes in economic, political or other conditions. Concentrations indicate the relative
sensitivity of the Group’s performance to developments affecting a particular industry.
In order to avoid excessive concentrations of risk, the Group’s policies and procedures include specific guidelines
to focus on the maintenance of a diversified portfolio. Identified concentrations of credit risks are controlled and
managed accordingly.
Capital management
For the purpose of the Group’s capital management, capital includes issued equity capital, securities premium and
all other equity reserves attributable to the equity holders of the parent. The primary objective of the Group’s capital
management is to maximise the shareholder value.
The Group manages its capital structure and makes adjustments in light of changes in economic conditions and
the requirements of the financial covenants. To maintain or adjust the capital structure, the Group may adjust the
dividend payment to shareholders, return capital to shareholders or issue new shares. The Group monitors capital
using a gearing ratio, which is net debt divided by total capital plus net debt. The Group’s policy is to keep the
gearing ratio less than 20%. The Group includes within net debt, interest bearing loans and borrowings, trade and
other payables, less cash and cash equivalents, as calculated below:
(` in million)
Borrowings 448.65 561.19
Other payables 1,220.13 1,463.05
Less: cash and bank balances 3,219.40 1,752.12
Net debt 1,040.19 2,366.17
Equity 19,290.90 15,943.91
Equity and net debt 20,331.09 18,310.08
Gearing ratio 5.12% 12.92%
In order to achieve this overall objective, the Group’s capital management, amongst other things, aims to ensure
that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure
requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and
borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in
the current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended March
31, 2018 and March 31, 2017.
41. Additional information required by Schedule III

March 31, 2018
Name of the entity in the Net assets i.e., total Share in profit / (loss) Share in other Share in total
group assets minus total comprehensive income comprehensive income
liabilities
As a % ` in As a % ` in As a % ` in As a % ` in
consolidated million consolidated million consolidated million consolidated million
assets profit and other total
loss comprehensive comprehensive
income income
D B Corp Limited 99.95 19,280.94 100.15 3,244.56 100.00 72.83 100.15 3,317.39
I Media Corp Limited 0.06 12.21 (0.05) (1.62) - - (0.05) (1.62)
DB Infomedia Private Limited (0.01) (2.25) (0.10) (3.24) - - (0.10) (3.24)

01-40 41-116 117-222 223-288
Consolidated
Notes
March 31, 2017

Name of the entity in the Net assets i.e., total assets Share in profit / (loss) Share in other Share in total
group minus total liabilities comprehensive income comprehensive income
As a % ` in As a % ` in As a % ` in As a % ` in
consolidated million consolidated million consolidated million consolidated million
assets profit and other total
loss comprehensive comprehensive
income income
D B Corp Limited 99.91 15,929.37 100.67 3,772.82 100.00 (22.40) 100.67 3,750.42
I Media Corp Limited 0.08 13.55 (0.02) (0.63) - - (0.02) (0.63)
DB Infomedia Private Limited 0.01 0.99 (0.65) (24.62) - - (0.65) (24.62)
42. Disclosure on Specified Bank Notes (SBNs)

In accordance with MCA notification G.S.R. 308(E) dated March 31, 2017, details of Specified Bank Notes (‘SBN’) and
other denomination notes (‘ODNs’) held and transacted during the period from November 8, 2016 to December, 30 2016
is given below:
(` in million)
Particulars SBNs ODNs Total
Closing cash on hand as on November 8, 2016 74.20 4.80 79.00
(+) Permitted receipts - 264.03 264.03
(-) Permitted payments 0.08 15.39 15.47
(-) Amount deposited in Banks 74.12 244.49 318.61
Closing cash on hand as on December 30, 2016 - 8.95 8.95
43. Previous year’s figures have been regrouped / reclassified wherever necessary to conform to this year’s classifications.
Firm registration number: Firm registration number:
FRN012754N/N500016 FRN009973C




Form AOC-I
STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES / ASSOCIATE
COMPANIES / JOINT VENTURES
[Pursuant to first proviso to sub-section (3) of Section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
Part “A”: Subsidiaries

(in `)
1 Sr. No. 1 2
2 Name of the subsidiary/ies I Media Corp DB Infomedia
Limited Private Limited
3 The date since when subsidiary was acquired 29th September, 16th February,
2006 2015
4 Reporting period for the subsidiary concerned, if different from the N.A. N.A.
Holding Company’s reporting period
5 Reporting currency and exchange rate as on the last date of the relevant N.A. N.A.
financial year in the case of foreign subsidiaries
6 Share Capital 11,229,140 10,505,000
7 Reserves & Surplus 979,240 (12,863,598)
8 Total Assets 14,951,054 2,062,480
9 Total Liabilities 2,742,674 15,650,218
10 Investments - 11,229,140
11 Turnover 931,342 -
12 Profit / (Loss) before taxation (1,339,429) (4,452,952)
13 Provision for taxation 279,264 -
14 Profit / (Loss) after taxation (1,618,693) (4,452,952)
15 Proposed Dividend Nil Nil
16 Extent of shareholding (in percentage) 100%* 100%*
17 Names of subsidiaries which are yet to commence operations Nil
18 Names of subsidiaries which have been liquidated or sold during the year Nil
* Including % of shareholding held by subsidiaries / nominees.
Part “B”: Associates and Joint Ventures

[Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures]
Not Applicable

D. B. Corp Limited
Sudhir Agrawal Pawan Agrawal

Managing Director Deputy Managing
Director

Group Chief Financial Company Secretary
Officer
Place: Mumbai
Date: May 16, 2018

Board's Report
Subsidiaries
DB Infomedia Private Limited
224 Board’s Report

238 Balance Sheet
242 Notes
I Media Corp Limited
256 Board’s Report

270 Balance Sheet
274 Notes

Board’s Report
To the Members,
Your Directors have pleasure in presenting the 3rd Annual Report together with the Balance Sheet and the Statement of Profit
and Loss of the Company for the year ended 31st March, 2018.
The financial results of your Company for the year ended on 31st March, 2018 are as under:
(` in Mn.)
Income 1.30 0.09
Expenditure 4.45 24.71
Loss for the period before tax (4.45) (24.62)
Less: Tax (including deferred tax) - -
Loss after tax (4.45) (24.62)
Net worth (2.35) 2.09
Review of Performance Directors

Your Company has successfully completed 3 years of its As per Articles of Association of the Company, directors are
existence. It could generate revenue of ` 1.30 million during not liable to retire by rotation.
the third year and also could keep a strict check on its
overheads. The Company managed to run its website www. Mr. Rajeev Chaturvedi and Mr. Manoj Garg, Directors of
postpickle.com ensuring a commensurate performance. the Company continue to lead the Company’s business
operations. There were no new appointments to or cessations
The Board of Directors is positive about the Company’s future from the Board during the year.
prospects and is putting all efforts to flourish its business.
Board Meetings
Future Prospects During the year under review, the Board met 5 (Five) times
Your Company aims at creating interesting and engaging on 17th May, 2017, 17th August, 2017, 2nd September, 2017,
content with ideation and distributing content to relevant 24th November, 2017 and 4th January, 2018. The intervening
users. It expects to do well in coming years with focused gap between the meetings was well within the limits
attention on user experience. prescribed under the Companies Act, 2013.
Dividend Both the directors were present at all the 5 meetings held
In view of losses for the year under review, your Directors during the year.
do not recommend any dividend for the financial year
2017-18. Further, there is no question of transferring any The Company has complied with the applicable Secretarial
amount to the reserves of the Company in view of the loss Standards in respect of all the above Board Meetings.
incurred during FY 2017-18.
Extract of Annual Return
Report on Performance of Subsidiaries, Associates and The extract of the Annual Return in Form MGT 9 is annexed
Joint Venture Companies as ‘Annexure A’ with this Report.
The Company's wholly-owned subsidiary viz. I Media Corp
Limited has incurred loss of ` 1.34 million (before tax). The Directors’ Responsibility Statement
Company is committed to put in best efforts to improve Pursuant to requirements under Section 134(3)(c) of the
revenues in coming quarters. Companies Act, 2013, with respect to the Directors’
Responsibility Statement, it is hereby confirmed:
Loans from Directors
During the year under review, the Company has not borrowed 1. that in the preparation of the annual accounts for the
any amount from its Directors. year ended 31st March, 2018, the applicable accounting

01-40 41-116 117-222 223-288
Board's Report
standards had been followed, along with proper Reporting of frauds by Statutory Auditors under
explanation relating to material departures; Section 143 (12)
The Statutory Auditors have neither come across any instance
2. that the directors had selected such accounting policies of fraud by the Company, or on the Company by its officers
and applied them consistently and made judgments or employees during the year, nor have they been informed
and estimates that are reasonable and prudent so as of any such case by the management.
to give a true and fair view of the state of affairs of the
Company as at 31st March, 2018 and of the losses of Internal Controls Systems
the Company for the year ended as on that date; The Company has a proper and adequate system of internal
controls to ensure that all assets are safeguarded and
3. that the directors had taken proper and sufficient care protected against loss from unauthorized use or disposition
for the maintenance of adequate accounting records and to ensure that all transactions are authorized, recorded
in accordance with the provisions of the Companies and reported correctly and adequately. These systems ensure
Act, 2013 for safeguarding the assets of the Company that financial transactions are carried out, archived and
and for preventing and detecting fraud and other reported in an accurate and lawful manner.
irregularities;
Deposits
4. that the directors had prepared the annual accounts for Your Company has not invited and / or accepted any deposits,
the year ended 31st March, 2018, on a “going concern” within the meaning of Section 73 of the Companies Act,
basis; 2013 read with the Companies (Acceptance of Deposits)
Rules, 2014 as amended from time to time.
5. that the directors had devised proper systems to ensure
compliance with the provisions of all applicable laws Details under Section 186 of the Companies Act, 2013
and that such systems were adequate and operating Full particulars of loans and guarantees given and investments
effectively. made under Section 186 of the Companies Act, 2013 have
been given separately in the financial statements of the
Statutory Auditors Company read with Note No. 17 in the Notes to Accounts
At the 2nd Annual General Meeting (“AGM”) of the Company which may be read in conjunction with this Report.
held on 29th September, 2017, the members of the Company
had approved the appointment of M/s. Price Waterhouse Related Party Transactions
Chartered Accountants LLP (Firm Registration No. 012754N/ All related party transactions entered into during the financial
N500016) as the Statutory Auditors of the Company for a year were in the ordinary course of business and at arm’s
period of 5 years from the conclusion of 2nd Annual General length basis. There were no materially significant related
Meeting till the conclusion of 7th Annual General Meeting party transactions entered into by the Company within the
(subject to ratification by the shareholders at every Annual meaning of Section 188 of the Companies Act, 2013. Hence,
General Meeting, as prescribed). Form AOC-2 is not applicable to the Company.
However, during the year under review, the Parliament of Risk Management Policy
India has enacted The Companies (Amendment) Act, 2017 Your Company places key emphasis on the risk management
whereby ratification of appointment of auditors at every and believes in establishing a structured and disciplined
AGM under Section 139(1) has been done away with. Due approach to risk management. Your Company has subscribed
to the enforcement of this amendment by the Ministry of to and adopted the Risk Management policy framed by its
Corporate Affairs during the year under review, henceforth, it Holding Company viz. D. B. Corp Limited. Your Company
is no longer necessary to seek ratification of the appointment reviews various business and operational risks as laid down in
of the Auditors by the shareholders at every AGM. the plan and considers instituting proper control procedures
However, the Board wishes to inform the shareholders that to mitigate the same.
the Statutory Auditors viz. M/s. Price Waterhouse Chartered
Accountants LLP have confirmed that their appointment is Particulars regarding Conservation of Energy,
still within the prescribed limits under Section 139 of the Technology Absorption and Foreign Exchange
Companies Act, 2013 and that they are not disqualified for Earnings and Outgo
holding such position of auditorship within the meaning of Since your Company does not own any manufacturing facility,
Section 139 of the said Act. the Company was not required to take any steps with regard
to conservation of energy, technology absorption or other
Auditors’ Report related items as stipulated under Section 134(3)(m) of the
The Auditors’ Report does not contain any qualifications, Companies Act, 2013 read with the Companies (Accounts)
reservations or adverse remarks. Rules, 2014.

There were neither foreign exchange earnings nor any foreign 3. Non-exercise of voting rights directly by the employees
exchange outgo during the year under consideration. in respect of shares purchased under a scheme pursuant
to Section 67(3) of the Act read with Rule 16(4) of
Particulars of Employees Companies (Share Capital and Debentures) Rules, 2014.
Your Company has not employed any individual whose
remuneration falls within the purview of the limits prescribed Significant and Material Orders passed by the
under the provisions of Section 197 of the Companies Act, Regulators
2013, read with Rule 5(2) of the Companies (Appointment There are no significant and material orders passed by the
and Remuneration of Managerial Personnel) Rules, 2014. Regulators / Courts / Tribunals which would impact the going
concern status of the Company and its future operations.
Prevention of Sexual Harassment at Workplace
During the year, no complaints on sexual harassment were Acknowledgement
received by the Company. Your Directors wish to express their grateful appreciation
for the valuable co-operation and support received from the
Material Changes and Commitments Company’s bankers, business associates, customers, suppliers
There are no material changes and commitments that and shareholders during the year under review and look
immerged post the year under review and are outstanding as forward to the same in greater measure in coming years.
on the date of this report.
General For and on behalf of the Board of Directors of

Your Directors state that no disclosure is required in respect DB Infomedia Private Limited
of the following matters as there were no transactions in
relation thereto, during the year under review: Rajeev Chaturvedi Manoj Garg
Director Director
1. Issue of equity shares with differential rights as to DIN: 06478140 DIN: 00809382
dividend, voting or otherwise.
Place: Bhopal
2. Issue of sweat equity shares / Employees Stock Option
Scheme.

01-40 41-116 117-222 223-288
Board's Report
Annexure A
FORM NO. MGT – 9
as on the financial year ended on 31.03.2018
Rules, 2014]

i. CIN U74300MP2015PTC033850
ii. Registration Date 16/02/2015
iii. Name of the Company DB Infomedia Private Limited
iv. Category / Sub-Category of the Company Company having Share Capital / Non-Govt. Company
v. Address of the Registered office and contact details Office Block 1A, 5th Floor, DB City Corporate Park, Arera Hills, Opp.
M.P. Nagar, Zone – I, Bhopal – 462016, Madhya Pradesh.
Tel No: 0755-6665622
vi. Whether listed company No
vii. Name, Address and Contact details of Registrar and Transfer N.A.
Agent, if any

Sr. Name and description of main products / services NIC Code of the % to total turnover of
No. Product/ service the Company
NO BUSINESS ACTIVITY DURING THE YEAR.

Sr. Name and Address of the Company CIN/GLN Holding/ Subsidiary/ % of shares Applicable
No. Associate held Section
1. D. B. Corp Limited L22210GJ1995PLC047208 Holding 100% 2(46)
Plot No. 280, Sarkhej-Gandhinagar
Highway, Nr. YMCA Club, Makarba,
2. I Media Corp Limited U64202MP2006PLC018676 Subsidiary 100% 2(87)
6, Press Complex, MP Nagar, Zone I,
Bhopal 462011.
IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as a percentage of Total Equity)
i. Category-wise Shareholding
year during
Demat Physical Total % of Demat Physical Total % of the year
Total Total
Shares Shares
A. Promoters
(1) Indian
a. Individual /HUF 0 60 60 0.01% 0 60 60 0.01% 0.00%
b. Central Govt. 0 0 0 0 0 0 0 0 N.A.
c. State Govt.(s) 0 0 0 0 0 0 0 0 N.A.
d. Bodies Corporate 0 1050440 1050440 99.99% 0 1050440 1050440 99.99% 0.00%
e. Banks / FIs 0 0 0 0 0 0 0 0 N.A.
f. Any Other 0 0 0 0 0 0 0 0 N.A.
Sub-Total A(1) : 0 1050500 1050500 100.00% 0 1050500 1050500 100.00% 0.00%

year during
Total Total
Shares Shares
(2) Foreign
a. NRIs - Individuals 0 0 0 0 0 0 0 0 N.A.
b. Others – Individuals 0 0 0 0 0 0 0 0 N.A.
c. Bodies Corporate 0 0 0 0 0 0 0 0 N.A.
d. Banks / FIs 0 0 0 0 0 0 0 0 N.A.
e. Any Other 0 0 0 0 0 0 0 0 N.A.
Sub-Total A(2) : 0 0 0 0 0 0 0 0 N.A.
Total Shareholding of Promoters 0 1050500 1050500 100.00% 0 1050500 1050500 100.00% 0.00%
A=A(1)+A(2)
B. Public shareholding
1. Institutions
a. Mutual Funds 0 0 0 0 0 0 0 0 N.A.
b. Banks / FIs 0 0 0 0 0 0 0 0 N.A.
c. Central Govt. 0 0 0 0 0 0 0 0 N.A.
d. State Govt.(s) 0 0 0 0 0 0 0 0 N.A.
e. Venture Capital Funds 0 0 0 0 0 0 0 0 N.A.
f. Insurance Companies 0 0 0 0 0 0 0 0 N.A.
g. FIIs / FPIs 0 0 0 0 0 0 0 0 N.A.
h. Foreign Venture Capital Funds 0 0 0 0 0 0 0 0 N.A.
i. Others (specify) 0 0 0 0 0 0 0 0 N.A.
Sub-Total B(1) : 0 0 0 0 0 0 0 0 N.A.
2. Non-institutions
a. Bodies corporate 0 0 0 0 0 0 0 0 N.A.
i. Indian - - - - - - - - N.A.
ii. Overseas - - - - - - - - N.A.
b. Individuals
i. Individual shareholders 0 0 0 0 0 0 0 0 0.00%
ii. Individual shareholders 0 0 0 0 0 0 0 0 N.A.
c. Others (specify) 0 0 0 0 0 0 0 0 N.A.
Sub-Total B(2) : 0 0 0 0 0 0 0 0 0.00%
Total Public Shareholding B=B(1)+B(2) : 0 0 0 0 0 0 0 0 0.00%
C. Shares held by custodian for 0 0 0 0 0 0 0 0 N.A.
GDRs & ADRs
Grand Total (A+B+C) : 0 1050500 1050500 100.00% 0 1050500 1050500 100.00% 0.00%
ii. Shareholding of the Promoters

Sr. No. Shareholder’s Name Shareholding at the beginning of the Shareholding at the end of the year % change in
year shareholding
No. of % of total % of Shares No. of % of total % of shares during the
Shares Shares Pledged / Shares Shares pledged / year
shares shares
1 D. B. Corp Limited* 1050500 100.00% Nil 1050500 100.00% Nil 0.00%
Total 1050500 100.00% Nil 1050500 100.00% Nil 0.00%
*Shareholding includes shares held along with nominee shareholders of D. B. Corp Limited

Company Company
Date wise Increase (+) / Decrease (-) in Promoters'
N.A
Shareholding during the year

01-40 41-116 117-222 223-288
Board's Report
iv. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and
ADRs)
Sr. No. For each of the Top 10 Shareholders Shareholding at the beginning Cumulative Shareholding
Company Company
Date wise Increase (+) / Decrease (-) in shareholding during
the year specifying the reasons for increase/ decrease (e.g. N.A
allotment / transfer / bonus / sweat equity, etc)

Sr. No. For each of the Directors and KMP Shareholding at the beginning Cumulative Shareholding
Company Company
the year specifying the reasons for increase / decrease (e.g. N.A
allotment / transfer / bonus/ sweat equity, etc)
* None of the Directors hold any shares in the Company. Also, the provisions of Section 203 of the Companies Act, 2013 are not applicable.
Hence, the Company has not appointed any KMP.
V. INDEBTEDNESS
i) Principal amount - - - -
iii) Interest accrued but not due - 36,71,099 - 36,71,099
Total (i+ii+iii) - 36,71,099 - 36,71,099
• Addition - - - -
• Reduction - - - -
Net Change - - - -
i) Principal amount - - - -
iii) Interest accrued but not due - 36,71,099 - 36,71,099
Total (i+ii+iii) - 36,71,099 - 36,71,099


The Company does not pay any remuneration and / or sitting fees to any of its Directors.
Sr. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount
No.
1. Gross Salary
a. Salary as per provisions contained in Section 17(1) of
the Income Tax Act, 1961
b. Value of perquisites under Section 17(2) of the
c. Profits in lieu of salary under Section 17(3) of the
2. Stock Options N.A
3. Sweat Equity
4. Commission
- as a % of Profit
- others, specify
5. Others, please specify
Total (A)
Ceiling as per the Act

Sr. Particulars of Remuneration Names of Directors Total Amount
No.
- Fee for attending Board / Committee Meetings
- Commission
- Others, please specify
Total (1)
2. OTHER NON-EXECUTIVE DIRECTORS
N.A
- Commission
Total (2)
Total B = (1+2)
Total Managerial Remuneration
Overall Ceiling as per the Act
C. Remuneration to Key Managerial Personnel other than MD / Manager/ WTD

SR. Particulars of Remuneration Key Managerial Personnel Total Amount
No. CEO Company CFO
Secretary
1. Gross Salary
a. Salary as per provisions contained in Section
17(1) of the Income Tax Act, 1961
c. Profit in lieu of salary under Section 17(3) of
2. Stock Options NIL
3. Sweat Equity
4. Commission
- as a % of Profit
Total

01-40 41-116 117-222 223-288
Board's Report

Type Section of the Brief Details of Penalty/ Authority Appeal made,
Companies Act Description Punishment/ [RD/ NCLT/ if any (give
Compounding COURT] details)
fees imposed
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
NIL
Punishment
Compounding
Penalty
Punishment
Compounding

Rajeev Chaturvedi Manoj Garg

Director Director
DIN: 06478140 DIN: 00809382
Place: Bhopal


TO THE MEMBERS OF DB INFOMEDIA PRIVATE LIMITED 5.
We conducted our audit of the Ind AS financial
statements in accordance with the Standards on
Report on the Indian Accounting Standards (Ind AS) Auditing specified under Section 143(10) of the Act and
Financial Statements other applicable authoritative pronouncements issued
1. We have audited the accompanying financial statements by the Institute of Chartered Accountants of India.
of DB Infomedia Private Limited (“the Company”), Those Standards and pronouncements require that we
which comprise the Balance Sheet as at March 31, comply with ethical requirements and plan and perform
2018, the Statement of Profit and Loss (including Other the audit to obtain reasonable assurance about whether
Comprehensive Income), the Cash Flow Statement and the Ind AS financial statements are free from material
misstatement.
the Statement of Changes in Equity for the year then
ended, and a summary of the significant accounting
6.
An audit involves performing procedures to obtain
policies and other explanatory information. audit evidence about the amounts and the disclosures
in the Ind AS financial statements. The procedures
Management’s Responsibility for the Ind AS Financial selected depend on the auditors’ judgment, including
Statements the assessment of the risks of material misstatement
2.
The Company’s Board of Directors is responsible for of the Ind AS financial statements, whether due to
the matters stated in Section 134(5) of the Companies fraud or error. In making those risk assessments, the
Act, 2013 (“the Act”) with respect to the preparation auditor considers internal financial control relevant
of these Ind AS financial statements to give a true and to the Company’s preparation of the Ind AS financial
fair view of the financial position, financial performance statements that give a true and fair view, in order to
(including other comprehensive income), cash flows and design audit procedures that are appropriate in the
changes in equity of the Company in accordance with circumstances. An audit also includes evaluating the
the accounting principles generally accepted in India, appropriateness of the accounting policies used and
including the Indian Accounting Standards specified the reasonableness of the accounting estimates made
in the Companies (Indian Accounting Standards) by the Company’s Directors, as well as evaluating the
Rules, 2015 (as amended) under Section 133 of the overall presentation of the Ind AS financial statements.
Act. This responsibility also includes maintenance of
adequate accounting records in accordance with the 7. We believe that the audit evidence we have obtained
provisions of the Act for safeguarding of the assets of is sufficient and appropriate to provide a basis for our
the Company and for preventing and detecting frauds audit opinion on the Ind AS financial statements.
and other irregularities; selection and application of
Opinion
appropriate accounting policies; making judgments and
8. In our opinion and to the best of our information and
estimates that are reasonable and prudent; and design,
according to the explanations given to us, the aforesaid
implementation and maintenance of adequate internal
Ind AS financial statements give the information
financial controls, that were operating effectively
required by the Act in the manner so required and give
for ensuring the accuracy and completeness of the
a true and fair view in conformity with the accounting
accounting records, relevant to the preparation and principles generally accepted in India, of the state of
presentation of the Ind AS financial statements that affairs of the Company as at March 31, 2018, and its
give a true and fair view and are free from material total comprehensive income (comprising of loss and
misstatement, whether due to fraud or error. other comprehensive income), its cash flows and the
changes in equity for the year ended on that date.
Auditors’ Responsibility
3. Our responsibility is to express an opinion on these Ind Emphasis of Matter
AS financial statements based on our audit. 9. We draw your attention to Note 24 to the financial
statements regarding the losses incurred during the
4. We have taken into account the provisions of the Act previous years and no business operations during
and the Rules made thereunder including the accounting the current year. The operations of the company are
and auditing standards and matters which are required contingent upon the financial support extended by the
to be included in the audit report under the provisions parent company. Our opinion is not qualified in respect
of the Act and the Rules made thereunder. of this matter.

01-40 41-116 117-222 223-288
Other Matter directors is disqualified as on March 31, 2018 from

10. The Ind AS financial statements of the Company for the being appointed as a director in terms of Section
year ended March 31, 2017, were audited by another 164 (2) of the Act.
firm of chartered accountants under the Companies
Act, 2013 who, vide their report dated May 17, 2017, f)
expressed an unmodified opinion on those financial financial controls over financial reporting of
statements. Our opinion is not qualified in respect of the Company and the operating effectiveness
this matter. of such controls, refer to our separate Report in
Annexure A.
Report on Other Legal and Regulatory Requirements
11. As required by the Companies (Auditor’s Report) Order, g) With respect to the other matters to be included in
2016, issued by the Central Government of India in the Auditors’ Report in accordance with Rule 11 of
terms of sub-section (11) of section 143 of the Act the Companies (Audit and Auditors) Rules, 2014,
(“the Order”), and on the basis of such checks of the in our opinion and to the best of our knowledge
books and records of the Company as we considered and belief and according to the information and
appropriate and according to the information and explanations given to us:
explanations given to us, we give in the Annexure B a
statement on the matters specified in paragraphs 3 and i. The Company does not have any pending
4 of the Order. litigations as at March 31, 2018 which would
impact its financial position.
12. As required by Section 143 (3) of the Act, we report
that: ii.
The Company did not have any long-term
contracts including derivative contracts as at
a) We have sought and obtained all the information March 31, 2018.
and explanations which to the best of our
knowledge and belief were necessary for the iii. There were no amounts which were required
purposes of our audit. to be transferred to the Investor Education
and Protection Fund by the Company during
b) In our opinion, proper books of account as required the year ended March 31, 2018.
by law have been kept by the Company so far as it
appears from our examination of those books. iv.
Specified Bank Notes is not applicable to
c) The Balance Sheet, the Statement of Profit and Loss the Company for the year ended March 31,
(including other comprehensive income), the Cash 2018.
Flow Statement and the Statement of Changes in
Equity dealt with by this Report are in agreement For Price Waterhouse Chartered Accountants LLP
with the books of account. Firm Registration Number: 012754N/N500016
d)
In our opinion, the aforesaid Ind AS financial
statements comply with the Indian Accounting
Standards specified under Section 133 of the Act.
Priyanshu Gundana
e) On the basis of the written representations received Place: Mumbai Partner
from the directors as on March 31, 2018 taken Date : May 16, 2018 Membership Number: 109553


Referred to in paragraph 12 (f) of the Independent Auditors’ 4. Our audit involves performing procedures to obtain audit
Report of even date to the members of DB Infomedia Private evidence about the adequacy of the internal financial
Limited on the financial statements as of and for the year controls system over financial reporting and their
ended March 31, 2018 operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining
Report on the Internal Financial Controls under Clause an understanding of internal financial controls over
(i) of Sub-section 3 of Section 143 of the Act financial reporting, assessing the risk that a material
1.
We have audited the internal financial controls over weakness exists, and testing and evaluating the design
financial reporting of DB Infomedia Private Limited (“the and operating effectiveness of internal control based
Company”) as of March 31, 2018 in conjunction with on the assessed risk. The procedures selected depend
our audit of the financial statements of the Company on the auditor’s judgement, including the assessment
for the year ended on that date. of the risks of material misstatement of the financial
statements, whether due to fraud or error.
Management’s Responsibility for Internal Financial
Controls 5. We believe that the audit evidence we have obtained
2.
The Company’s management is responsible for is sufficient and appropriate to provide a basis for
establishing and maintaining internal financial controls our audit opinion on the Company’s internal financial
based on the internal control over financial reporting controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial
essential components of internal control stated in the
Reporting
Guidance Note on Audit of Internal Financial Controls
6.
Over Financial Reporting issued by the Institute
reporting is a process designed to provide reasonable
of Chartered Accountants of India (ICAI). These assurance regarding the reliability of financial reporting
responsibilities include the design, implementation and and the preparation of financial statements for external
maintenance of adequate internal financial controls that purposes in accordance with generally accepted
were operating effectively for ensuring the orderly and accounting principles. A company's internal financial
efficient conduct of its business, including adherence control over financial reporting includes those policies
to company’s policies, the safeguarding of its assets, and procedures that (1) pertain to the maintenance of
the prevention and detection of frauds and errors, records that, in reasonable detail, accurately and fairly
the accuracy and completeness of the accounting reflect the transactions and dispositions of the assets
records, and the timely preparation of reliable financial of the company; (2) provide reasonable assurance
information, as required under the Act. that transactions are recorded as necessary to permit
preparation of financial statements in accordance
Auditors’ Responsibility with generally accepted accounting principles, and
3.
Our responsibility is to express an opinion on the that receipts and expenditures of the company are
Company's internal financial controls over financial being made only in accordance with authorisations of
reporting based on our audit. We conducted our management and directors of the company; and (3)
audit in accordance with the Guidance Note on Audit provide reasonable assurance regarding prevention or
of Internal Financial Controls Over Financial Reporting timely detection of unauthorised acquisition, use, or
(the “Guidance Note”) and the Standards on Auditing disposition of the company's assets that could have a
deemed to be prescribed under section 143(10) of the material effect on the financial statements.
Act to the extent applicable to an audit of internal
Inherent Limitations of Internal Financial Controls Over
financial controls, both applicable to an audit of internal
Financial Reporting
financial controls and both issued by the ICAI. Those
7. Because of the inherent limitations of internal financial
Standards and the Guidance Note require that we
controls over financial reporting, including the possibility
comply with ethical requirements and plan and perform
of collusion or improper management override of
the audit to obtain reasonable assurance about whether
controls, material misstatements due to error or fraud
adequate internal financial controls over financial may occur and not be detected. Also, projections of
reporting was established and maintained and if such any evaluation of the internal financial controls over
controls operated effectively in all material respects. financial reporting to future periods are subject to the

01-40 41-116 117-222 223-288
risk that the internal financial control over financial considering the essential components of internal
reporting may become inadequate because of changes control stated in the Guidance Note on Audit of Internal
in conditions, or that the degree of compliance with the Financial Controls Over Financial Reporting issued by
policies or procedures may deteriorate. the Institute of Chartered Accountants of India.
Opinion For Price Waterhouse Chartered Accountants LLP

8. In our opinion, the Company has, in all material respects, Firm Registration Number: 012754N/N500016
an adequate internal financial controls system over
financial reporting and such internal financial controls
over financial reporting were operating effectively as Priyanshu Gundana
at March 31, 2018, based on the internal control over Place: Mumbai Partner
financial reporting criteria established by the Company Date : May 16, 2018 Membership Number: 109553


Referred to in paragraph 11 of the Independent Auditors’ there has been a slight delay in a few cases, and
Report of even date to the members of DB Infomedia Private is regular in depositing undisputed statutory dues,
Limited on the financial statements as of and for the year including service tax and goods and service tax with
ended March 31, 2018 effect from July 01, 2017, with the appropriate
authorities.
i. (a)
The Company is maintaining proper records
showing full particulars, including quantitative (b)
details and situation, of fixed assets. given to us and the records of the Company
examined by us, there are no dues of income-tax,
(b)
The fixed assets of the Company have been service-tax, or goods and service tax which have
physically verified by the Management during not been deposited on account of any dispute.
the year and no material discrepancies have been
noticed on such verification. In our opinion, the viii. As the Company does not have any loans or borrowings
frequency of verification is reasonable. from any financial institution or bank or Government,
nor has it issued any debentures as at the balance sheet
(c)
The Company does not own any immovable date, the provisions of Clause 3(viii) of the Order are not
properties as disclosed in Note 6(a) on fixed applicable to the Company.
assets to the financial statements. Therefore, the
provisions of Clause 3(i)(c) of the said Order are not ix. The Company has not raised any moneys by way of
applicable to the Company. initial public offer, further public offer (including debt
instruments) and term loans. Accordingly, the provisions
ii. The Company is in the business of rendering services, of Clause 3(ix) of the Order are not applicable to the
and consequently, does not hold any inventory. Company.
Therefore, the provisions of Clause 3(ii) of the said Order
are not applicable to the Company. x. During the course of our examination of the books and
records of the Company, carried out in accordance with
iii.
The Company has not granted any loans, secured the generally accepted auditing practices in India, and
or unsecured, to companies, firms, Limited Liability according to the information and explanations given to
Partnerships or other parties covered in the register us, we have neither come across any instance of fraud
maintained under Section 189 of the Act. Therefore, the by the Company or on the Company by its officers
provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of the or employees, noticed or reported during the year,
said Order are not applicable to the Company. nor have we been informed of any such case by the
Management.
iv. The Company has not granted any loans or made any
investments, or provided any guarantees or security xi. The provisions of Section 197 read with Schedule V
to the parties covered under Section 185 and 186. to the Act are applicable only to public companies.
Therefore, the provisions of Clause 3(iv) of the said Accordingly, the provisions of Clause 3(xi) of the Order
Order are not applicable to the Company. are not applicable to the Company.
v. The Company has not accepted any deposits from the xii. s the Company is not a Nidhi Company and the Nidhi
A
public within the meaning of Sections 73, 74, 75 and Rules, 2014 are not applicable to it, the provisions of
76 of the Act and the Rules framed there under to the Clause 3(xii) of the Order are not applicable to the
extent notified. Company.
vi. The Central Government of India has not specified the xiii. The Company has entered into transactions with related
maintenance of cost records under sub-section (1) of parties in compliance with the provisions of Section 188
Section 148 of the Act for any of the services of the of the Act. The details of such related party transactions
Company. have been disclosed in the financial statements as
required under Indian Accounting Standard (Ind
vii. (a)
According to the information and explanations AS) 24, Related Party Disclosures specified under
given to us and the records of the Company Section 133 of the Act, read with Companies (Indian
examined by us, in our opinion, the Company is Accounting Standards) Rules, 2015 (as amended).
generally regular in depositing the undisputed Further, the Company is not required to constitute an
statutory dues in respect of income tax, though Audit Committee under Section 177 of the Act, and

01-40 41-116 117-222 223-288
accordingly, to this extent, the provisions of Clause xvi. The Company is not required to be registered under
3(xiii) of the Order are not applicable to the Company. Section 45-IA of the Reserve Bank of India Act, 1934.
Accordingly, the provisions of Clause 3(xvi) of the Order
xiv. The Company has not made any preferential allotment or are not applicable to the Company.
private placement of shares or fully or partly convertible
debentures during the year. Accordingly, the provisions For Price Waterhouse Chartered Accountants LLP
of Clause 3(xiv) of the Order are not applicable to the Firm Registration Number: 012754N/N500016
Company.
xv.
transactions with its directors or persons connected Priyanshu Gundana
with him. Accordingly, the provisions of Clause 3(xv) of Place: Mumbai Partner
the Order are not applicable to the Company. Date : May 16, 2018 Membership Number: 109553

Balance Sheet
(` in thousand)
Notes As at As at
March 31, 2018 March 31, 2017
ASSETS
Non-Current Assets
Property, plant and equipment 3 (a) 1,928.93 3,065.37
Intangible assets 3 (b) 6.25 7.93
Financial assets
Investments 4 11,229.14 11,229.14
Other assets 6 - 249.70
13,164.32 14,552.14
Current Assets
Financial assets
Cash and cash equivalents 5 127.31 220.49
Other assets 6 - 1,991.41
127.31 2,211.90
Total 13,291.63 16,764.04
EQUITY AND LIABILITIES

Equity
Equity Share Capital 7 10,505.00 10,505.00
Other Equity
Equity component of Compound Financial Instruments 57,977.37 57,977.37
Retained earnings (70,840.96) (66,388.02)
Total equity attributable to equity holders (2,358.59) 2,094.35
Liabilities
Non-Current Liabilities
Long-term borrowings 8 11,334.57 10,122.63
Current liabilities
Other financial liabilities 9 4,315.65 4,493.87
Other liabilities 10 - 53.19
4,315.65 4,547.06
Total 13,291.63 16,764.04
The above Balance sheet should be read in conjunction with the accompanying notes
For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors of
Firm registration number: FRN012754N/N500016 DB Infomedia Private Limited
Priyanshu Gundana Rajeev Chaturvedi Manoj Garg

Partner Director Director
Membership No. 109553 DIN : 06478140 DIN : 00809382
Pooja Mandave
Company Secretary
Place: Mumbai Place: Bhopal

Date: May 16, 2018 Date: May 15, 2018

01-40 41-116 117-222 223-288
Statement of Profit and Loss

(` in thousand)
March 31, 2018 March 31, 2017
Income
Revenue from operations 11 - 93.00
Other income 12 1.30 0.00
Total income 1.30 93.00
Expenses
Employee benefit expenses 13 - 6,912.33
Depreciation and amortisation expenses 3 (a) and (b) 1,138.12 1,234.27
Finance costs 15 1,211.94 4,021.27
Other expenses 14 2,104.18 12,547.11
Total expense 4,454.24 24,714.98
Loss for the year (4,452.94) (24,621.98)
Attributable to:
Equity holders (4,452.94) (24,621.98)
Other comprehensice Income - -
Total comprehensive income for the year
Attributable to:
Equity holders (4,452.94) (24,621.98)
Loss per equity share 16
Nominal value of share ` 10 (March 31, 2017: ` 10)
Basic and Diluted (4.24) (99.38)
The above Statement of Profit and Loss should be read in conjunction with the accompanying notes

Pooja Mandave
Company Secretary

Date: May 16, 2018 Date: May 15, 2018

Statement of Change in Equity


(` in thousand)
Particulars Amount
Balance as at April 01, 2016 505.00
Changes in equity share capital 10,000.00
Changes in equity share capital -
B. Other equity
(` in thousand)
Particulars Equity Reserve and Total
component surplus
of
compound Retained
financial earnings
instrument
As at March 31, 2016 10,081.64 (41,766.04) (31,684.40)
Loss for the year - (24,621.98) (24,621.98)
Conversion of Compulsorily convertible debentures ("CCD") (9,996.50) - (9,996.50)
680,000 7.5% redeemable preference share 57,892.23 - 57,892.23
As at March 31, 2017 57,977.37 (66,388.02) (8,410.65)
Loss for the year - (4,452.94) (4,452.94)
As at March 31, 2018 57,977.37 (70,840.96) (12,863.59)
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes

Pooja Mandave
Company Secretary

Date: May 16, 2018 Date: May 15, 2018

01-40 41-116 117-222 223-288

(` in thousand)
March 31, 2018 March 31, 2017
Loss for the year (4,452.94) (24,621.98)
Adjustments to reconcile loss for the period to net cash flows
Loss on sale / disposal of property, plant and equipments (net) - 998.27
Finance costs 1,211.94 4,021.27
Depreciation and amortisation expenses 1,138.12 1,234.27
Deposit and other balances written off 2,034.91 -
Operating loss before working capital changes (67.96) (18,368.17)
Decrease in other current / non - current assets - 519.65
Increase / (decrease) in other financial liabilities 11.47 (1,030.34)
Decrease in other current liabilities (36.69) (342.89)
Cash used in operations (25.21) (853.58)
Net cash used in operating activities (A) (93.18) (19,221.75)
Purchase of property, plant and equipments - (88.86)
Proceeds from sale of property, plant and equipments - 77.19
Purchase of shares in subsidiary company - (11,229.14)
Net cash used in investing activities (B) - (11,240.81)
Proceeds from short-term borrowings - 19,500.00
Repayment of short-term borrowings - (56,400.00)
Proceeds from issue of preference shares - 68,000.00
Finance cost - (1,439.40)
Net cash generated from financing activities (C) - 29,660.60
Net decrease in cash and cash equivalents (A)+(B)+(C) (93.18) (801.96)
Cash and cash equivalents at the beginning of the year 220.49 1,022.45
Cash and cash equivalents at the end of the year 127.31 220.49
Net decrease in cash and cash equivalents (93.18) (801.96)
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.

Pooja Mandave
Company Secretary

Date: May 16, 2018 Date: May 15, 2018

Notes
to the Financial Statements as at and for the year ended March 31, 2018
1. Nature of operations: All other assets are classified as non-current.

DB Infomedia Private Limited (the ‘Company’) is a
Company registered under the Companies Act, 2013 A liability is current when:
(the ‘Act’) and is limited by shares. The Company is
engaged in the business of operating, managing and • It is expected to be settled in normal operating
cycle
hosting websites / personal pages or otherwise providing
audio-visual content in the domain of entertainment. • It is held primarily for the purpose of trading
• It is due to be settled within twelve months
The Company’s registered office is office Block 1A, 5th after the reporting period, or
Floor, DB City Corporate Park, Arera Hills, Opp. M.P. •
There is no unconditional right to defer the
Nagar, Zone-I, Bhopal-462042, Madhya Pradesh, India. settlement of the liability for at least twelve
months after the reporting period
2. Significant Accounting Policies:
2.1 Basis of accounting and preparation The Company classifies all other liabilities as non-
The financial statements comply in all material current.
aspects with Indian Accounting Standards (Ind AS)
notified under section 133 of the Companies Act, Deferred tax assets and liabilities are classified as
2013 (the ‘Act’) [Companies (Indian Accounting non-current assets and liabilities.
Standards) Rules, 2015] and other relevant
provisions of the Act. The operating cycle is the time between the
acquisition of assets for processing and their
The financial statements have been prepared under realisation in cash and cash equivalents. The
the historical cost basis except for certain financial Company has identified period of twelve months
assets and liabilities that have been measured as its operating cycle.
at fair value (refer accounting policy regarding
financial instruments). The financial statements 2.2 Property, plant and equipment
have been prepared on a going concern basis (also Property, plant and equipment is stated at cost,
refer Note no. 24). net of accumulated depreciation and accumulated
impairment losses, if any. When significant parts of
All amounts disclosed in the financial statements plant and equipment are required to be replaced
and notes have been rounded off to the nearest at intervals, the Company depreciates them
thousands with two decimal as per the requirement separately based on their specific useful lives.
of Schedule III, unless otherwise stated. Repair and maintenance costs are recognised in
profit or loss as incurred.
Current versus non-current classification
An item of property, plant and equipment and any
The Company presents assets and liabilities in significant part initially recognised is derecognised
the balance sheet based on current/non-current upon disposal or when no future economic
classification. An asset is treated as current when it benefits are expected from its use or disposal.
is: Any gain or loss arising on derecognition of the
asset (calculated as the difference between the net
• E xpected to be realised or intended to be sold disposal proceeds and the carrying amount of the
or consumed in normal operating cycle asset) is included in the statement of profit and
• Held primarily for the purpose of trading loss when the asset is derecognised.
• E xpected to be realised within twelve months
2.3 Intangible assets :
Intangible assets acquired separately are measured
•
Cash or Cash equivalent unless restricted on initial recognition at cost. Following initial
from being exchanged or used to settle a recognition, intangible assets are carried at cost less
liability for at least twelve months after the any accumulated amortisation and accumulated
reporting period impairment losses, if any.

01-40 41-116 117-222 223-288
Notes
2.4 Depreciation and amortization price, recent market transactions are taken into
The Company provides depreciation on property, account, if available. If no such transactions can be
plant and equipment using the straight line identified, an appropriate valuation model is used.
method at the rates computed based on the
estimated useful lives of the assets as estimated The Company bases its impairment calculation on
by the management, which are equal to the detailed budgets and forecast calculations which
corresponding rates prescribed in Schedule II to the are prepared separately for each of the Company’s
Act. Further, Company provides amortization of cash-generating units to which the individual
intangible asset using the straight line method at assets are allocated. These budgets and forecast
the rates computed based on the estimated useful calculations are generally covering a period of five
life of the assets as estimated by the management. years. For longer periods, wherever applicable, a
long term growth rate is calculated and applied to
The Company has used the following lives to projected future cash flows after the fifth year.
provide depreciation and amortisation on fixed
assets: After impairment, depreciation is provided on
the revised carrying amount of the asset over its
Category Useful lives
remaining useful life.
(in years)
Office equipment 5 2.6 Leases
Furniture and fixtures 10 The determination of whether an arrangement is
Electrical fittings and coolers 10 (or contains) a lease is based on the substance of
the arrangement at the inception of the lease. The
Computers and Servers 3 and 6
arrangement is, or contains, a lease if fulfillment
Computer Software 6 of the arrangement is dependent on the use of
a specific asset or assets and the arrangement
The residual values, useful lives and methods of conveys a right to use the asset or assets,
depreciation of property, plant and equipment are even if that right is not explicitly specified in an
reviewed at each financial year end and adjusted arrangement.
prospectively, if appropriate.
Where the Company is the lessee
2.5 Impairment of non-financial assets Leases, where the lessor effectively retains
The Company assesses, at each reporting date, substantially all the risks and benefits of ownership
whether there is an indication that an asset may of the leased items are classified as operating
be impaired. If any indication exists, or when leases. Operating lease payments are recognised
annual impairment testing for an asset is required, as an expense in the statement of profit and loss
the Company estimates the asset’s recoverable on a straight-line basis over the lease term.
amount. An asset’s recoverable amount is the
higher of an asset’s or cash-generating unit’s 2.7 Revenue recognition
(‘CGU’) fair value less costs of disposal and its value Revenue is recognised to the extent that it is
in use. Recoverable amount is determined for an probable that the economic benefits will flow
individual asset, unless the asset does not generate to the Company and the revenue can be reliably
cash inflows that are largely independent of those measured. Revenue is measured at the fair value
from other assets or Company of assets. When of the consideration received or receivable, taking
the carrying amount of an asset or CGU exceeds into account contractually defined terms of
its recoverable amount, the asset is considered payment and excluding taxes or duties collected
impaired and is written down to its recoverable on behalf of the government.
amount.
Sales tax / value added tax (VAT), service tax
In assessing value in use, the estimated future cash and goods and service tax is not received by the
flows are discounted to their present value using a Company on its own account. Rather, it is tax
pre-tax discount rate that reflects current market collected on value added to the commodity by the
assessments of the time value of money and the seller on behalf of the government. Accordingly, it
risks specific to the asset. In determining net selling is excluded from revenue.

Notes
The specific recognition criteria described below subject to interpretation and establishes provisions
must also be met before revenue is recognised. where appropriate.
Portal and wireless revenue Deferred tax

Revenue is recognised as and when the related Deferred tax is provided using the liability method
services are rendered as per the terms of agreement on temporary differences between the tax bases of
and are disclosed net of trade discounts. assets and liabilities and their carrying amounts for
financial reporting purposes at the reporting date.
2.8 Foreign currency transactions
Transactions in foreign currencies are initially
Deferred tax assets are recognised for all
recorded by the Company’s entities at their deductible temporary differences, the carry
respective functional currency spot rates at the forward of unused tax credits and any unused tax
date the transaction first qualifies for recognition. losses. Deferred tax assets are recognised to the
extent that it is probable that taxable profit will be
Monetary assets and liabilities denominated in available against which the deductible temporary
foreign currencies are translated at the functional differences, and the carry forward of unused tax
currency spot rates of exchange at the reporting credits and unused tax losses can be utilised.
date. Exchange differences arising on settlement
or translation of monetary items are recognised in The carrying amount of deferred tax assets is
profit or loss. reviewed at each reporting date and reduced
to the extent that it is no longer probable that
Non-monetary items that are measured in terms of sufficient taxable profit will be available to allow
historical cost in a foreign currency are translated all or part of the deferred tax asset to be utilised.
using the exchange rates at the dates of the initial Unrecognised deferred tax assets are re-assessed
transactions. at each reporting date and are recognised to the
extent that it has become probable that future
2.9 Retirement and other employee benefits taxable profits will allow the deferred tax asset to
Retirement benefit in the form of provident fund is be recovered.
a defined contribution scheme. The Company has
no obligation other than the contribution payable Deferred tax assets and liabilities are measured at
to the provident fund. The Company recognises the tax rates that are expected to apply in the year
contribution payable to the provident fund scheme when the asset is realised or the liability is settled,
as expenses, when an employee renders the related based on tax rates (and tax laws) that have been
service. enacted or substantively enacted at the reporting
date.
2.10 Income taxes
Current income tax Deferred tax relating to items recognised outside
Current income tax liabilities are measured at the profit and loss is recognised outside profit and
amount expected to be paid to the tax authorities loss (either in OCI or in equity). Deferred tax items
are recognised in correlation to the underlying
in accordance with the Income-tax Act, 1961.
transaction either in OCI or directly in equity.
The tax rates and tax laws used to compute the
amount are those that are enacted or substantively
Deferred tax assets and deferred tax liabilities are
offset if a legally enforceable right exists to set off
current tax assets against current tax liabilities and
Current income tax relating to items recognised
the deferred taxes relate to the same taxable entity
outside profit or loss is recognised outside profit
and the same taxation authority.
and loss (either in OCI or in equity). Current
tax items are recognised in correlation to the
Deferred tax assets are recognized for all deductible
underlying transaction either in OCI or directly
temporary differences and unused tax losses only
in equity. Management periodically evaluates
if it is probable that future taxable amounts will be
positions taken in the tax returns with respect to
available to utilize those temporary differences and
situations in which applicable tax regulations are
losses.

01-40 41-116 117-222 223-288
Notes
2.11 Provisions weighted average number of equity shares

Provisions are recognised when the Company has outstanding during the year plus the weighted
a present obligation (legal or constructive) as a average number of equity shares that would be
result of a past event, it is probable that an outflow issued on conversion of all the dilutive potential
of resources embodying economic benefits will equity shares into equity shares.
be required to settle the obligation and a reliable
estimate can be made of the amount of the 2.15 Cash and cash equivalents
obligation. When the Company expects some or Cash and cash equivalent in the balance sheet and
all of a provision to be reimbursed, for example, cash flow statement comprise cash at banks and
under an insurance contract, the reimbursement on hand and short-term deposits with an original
is recognised as a separate asset, but only when maturity of three months or less, which are subject
the reimbursement is virtually certain. The expense to an insignificant risk of changes in value.
relating to a provision is presented in the statement
of profit and loss net of any reimbursement. 2.16 Financial instruments
A financial instrument is any contract that gives
2.12 Contingent liabilities rise to a financial asset of one entity and a financial
A contingent liability is a possible obligation that liability or equity instrument of another entity.
arises from past events whose existence will be
confirmed by the occurrence or non-occurrence of Financial assets
one or more uncertain future events beyond the Initial recognition and measurement
control of the Company or a present obligation Financial assets are recognised when the Company
that arises from past events but is not recognised becomes a party to the contractual provisions
because it is not probable that an outflow of of the instrument. Financial assets are initially
resources will be required to settle the obligation. measured at fair value. Transaction costs that are
A contingent liability also arises in extremely rare directly attributable to the acquisition or issue
cases where there is a liability that cannot be of financial assets (other than financial assets at
recognised because it cannot be measured reliably.
fair value through profit and loss) are added to or
Where there is a possible obligation or a present
deducted from the fair value measured on initial
obligation and the likelihood of the outflow of
recognition of financial asset.
resources is remote, no provision or disclosure is
needed.
Subsequent measurement
Financial assets at amortised cost
2.13 Segment Reporting
For purposes of subsequent measurement,
The Chief Operational Decision Maker (CODM)
financial assets which include debt instruments are
monitors the operating results of its business
measured at amortised cost.
segments separately for the purpose of making
decisions about resource allocation and
performance assessment. Segment performance is
Initial recognition and measurement
evaluated based on profit and loss and is measured
Financial liabilities are classified, at initial
consistently with profit and loss in the financial
recognition, as financial liabilities at fair value
statements. Operating segments are reported in
through profit and loss, loans and borrowings,
a manner consistent with the internal reporting
payables, or as derivatives financial instruments, as
provided to the CODM.
appropriate.
2.14 Earnings per equity share (‘EPS’)
Basic EPS amounts are calculated by dividing the All financial liabilities are recognised initially at fair
profit for the year attributable to equity holders value and, in the case of loans and borrowings and
of the parent by the weighted average number of payables, net of directly attributable transaction
equity shares outstanding during the year. costs.
Diluted EPS amounts are calculated by dividing The Company’s financial liabilities include trade
the profit attributable to equity holders by the and other payables, loans and borrowings.

Notes
Derecognition assets and liabilities, and the accompanying
A financial liability is derecognised when the disclosures, and the disclosure of contingent
obligation under the liability is discharged or liabilities. Uncertainty about these assumptions
cancelled or expires. When an existing financial and estimates could result in outcomes that require
liability is replaced by another from the same a material adjustment to the carrying amount of
lender on substantially different terms, or the terms assets or liabilities affected in future periods.
of an existing liability are substantially modified,
such an exchange or modification is treated as Estimates
the derecognition of the original liability and the Property, plant and equipment
recognition of a new liability. The difference in the Property, plant and equipment represent a
respective carrying amounts is recognised in the significant proportion of the asset base of the
statement of profit and loss. Company. The charge in respect of periodic
depreciation is derived after determining an
2.17 Borrowing Costs estimate of an asset’s expected useful life and
Borrowing costs directly attributable to the the expected residual value at the end of its life.
acquisition, construction or production of an asset The useful lives and residual values of Company
that necessarily takes a substantial period of time to assets are determined by management at the time
get ready for its intended use or sale are capitalised the asset is acquired and reviewed periodically,
as part of the cost of the asset. All other borrowing including at each financial year end. The lives are
costs are expensed in the period in which they based on historical experience with similar assets.
occur. Borrowing costs consist of interest and other
costs that an entity incurs in connection with the Operating lease commitments – Company as
borrowing of funds. Borrowing cost also includes lessee
exchange differences to the extent regarded as an The Company has entered into commercial
adjustment to the borrowing costs. property leases for its offices and premises. The
Company has determined, based on an evaluation
2.18 Significant accounting judgments, estimates of the terms and conditions of the arrangements,
and assumptions: such as the lease term not constituting a major part
Significant judgement: of the economic life of the commercial property
The preparation of the Company’s financial and the fair value of the asset, that it retains all
statements requires management to make the significant risks and rewards of ownership of
judgements, estimates and assumptions that affect these properties and accounts for the contracts as
the reported amounts of revenues, expenses, operating leases.

01-40 41-116 117-222 223-288
Notes
3(a) Property, plant and equipment:

(` in thousand)
Particulars Office Furniture Electric Computers Total
equipments and fittings,
fixtures fans and
coolers
Gross block value as at March 31, 2016 1,809.41 1,350.68 513.15 2,779.94 6,453.18
Additions during the year 53.49 - - 35.37 88.86
Deletion during the year (53.40) (1,090.63) (36.66) (92.10) (1,272.79)
Gross block value as at March 31, 2017 1,809.50 260.05 476.49 2,723.21 5,269.25
Additions during the year - - - - -
Deletion during the year - - - - -
Gross block value as at March 31, 2018 1,809.50 260.05 476.49 2,723.21 5,269.25
Accumulated depreciation as at March 313.17 90.35 47.69 717.41 1,168.62
31, 2016
Depreciation for the year 345.25 85.35 47.07 754.91 1,232.58
Accumulated depreciation on disposals (15.79) (128.27) (5.59) (47.67) (197.32)
Accumulated depreciation as at March 642.63 47.43 89.17 1,424.65 2,203.88
31, 2017
Depreciation for the year 340.86 24.60 45.04 725.94 1,136.44
Accumulated depreciation as at March 983.49 72.03 134.21 2,150.59 3,340.32
31, 2018
Net block as at March 31, 2017 1,166.87 212.62 387.32 1,298.56 3,065.37
Net block as at March 31, 2018 826.01 188.02 342.28 572.62 1,928.93
3(b) Intangible assets:

(` in thousand)
Particulars Computer Total
software
Gross block value as at March 31, 2016 10.63 10.63
Additions during the year - -
Additions during the year - -
Deletion during the year - -
Accumulated amortisation as at March 31, 2016 1.01 1.01
Amortisation for the year 1.69 1.69
Amortisation for the year 1.68 1.68
Net block as at March 31, 2017 7.93 7.93
Net block as at March 31, 2018 6.25 6.25

Notes
Financial assets:
4. Investments:
(` in thousand)
Non-trade investments (fully paid up, valued at cost unless stated otherwise)
In Subsidiaries
Unquoted investment in equity shares:
1,122,914 (March 31, 2017: 1,122,914) equity shares of ` 10/- each 11,229.14 11,229.14
of I Media Corp Ltd.
11,229.14 11,229.14
5. Cash and cash equivalents:

(` in thousand)
Balances with banks:
127.31 220.49
6. Other assets:
(` in thousand)
a. Security deposits:
Deposit with others - 249.70 - -
- 249.70 - -
b. Other loans and advances :
alances with statutory /
B - - - 1,111.74
government authorities
dvances recoverable in cash or
A - - - 879.67
kind or for value to be received
- 249.70 - 1,991.41
7. Share capital:
(` in thousand)
Authorised shares:
4,100,000 ( March 31,2017: 4,100,000) equity shares of ` 10 each 41,000.00 1,000.00
1,000,000 (March 31, 2017: 1,000,000) 7.5% non-cumulative redeemable 100,000.00 140,000.00
preference shares of ` 100 each
141,000.00 141,000.00
1,050,500 equity shares (March 31, 2017: 1,050,500) of ` 10 each fully paid 10,505.00 10,505.00
up [refer note (a) and (b) below]
10,505.00 10,505.00

01-40 41-116 117-222 223-288
Notes
(a) Reconciliation of number of shares outstanding at the beginning and at the end of the year
Equity shares:
(` in thousand)
Nos. in Amount Nos. in Amount
Thousands Thousands
Equity shares
At the beginning of the year 1,050.50 10,505.00 50.50 505.00
Shares Issued during the year 0.00 0.00 1,000.00 10,000.00
Outstanding at the end of the year 1,050.50 10,505.00 1,050.50 10,505.00
(b) Terms/ rights attached to each class of shares

Equity shares
to one vote per share.
The Company has converted debentures of ` 1 crore into 10,00,000 equity shares of face value of ` 10 each for the value
of ` 1 crore.
(c) Details of shares held by holding company and shareholders holding more than 5% shares of the Company
Name of Shareholders March 31, 2018 March 31, 2017

Nos. in % of holding Nos. in % of holding
Thousands Thousands
Equity share of ` 10 each fully paid
D. B. Corp Limited, the holding company
and it's nominees 1,050.50 100.00 1,050.50 100.00
8. Long-term borrowings:
(` in thousand)
681,000 (March 31, 2017: 681,000) 7.5% redeemable preference share of 11,334.57 10,122.63
` 100 each*
11,334.57 10,122.63
*The Company has issued only one class of 7.5% redeemable preference shares having face value of ` 100 per share
which are redeemable at par, at any time at the option of shareholder but before completion of 20 years from date of
issue. Each shareholder is entitled to one vote per share.
9. Other financial liabilities:
(` in thousand)
Accrued expenses 153.45 367.15
Payable to holding company [refer note 17 (b)] 4,162.20 4,126.72
4,315.65 4,493.87
10. Other liabilities:

(` in thousand)
Other payables:
Statutory liabilities - 53.19
- 53.19

Notes
11. Revenue from operations:
(` in thousand)
March 31, 2018 March 31, 2017
Portal revenue - 93.00
- 93.00
12. Other income

1.30 0.00
13. Employee benefit expenses:
Salaries, wages and bonus - 6,199.94

Contribution to provident fund and other contribution plans - 321.48
Workmen and staff welfare expenses - 390.91
- 6,912.33
14. Other expenses:
Subcontracting charges - 2,992.15

Survey expenses - 2,785.95
Rent (refer note 21) - 1,603.87
Video recording expenses - 1,366.87
Traveling and conveyance - 744.47
Online subscription charges - 813.69
Communication expenses - 342.58
Legal and professional charges * 61.66 148.13
Business promotion expenses - 22.02
Electricity and water charges - 241.83
Machinery - 0.55
Others - 89.30
Loss on sale / disposal of property, plant and equipment (net) - 998.27
Deposit and other balances written off 2,034.91 -
2,104.18 12,547.11
* Auditors’ remuneration (included in legal and professional charges above)
As Auditor
50.00 50.00
15. Finance costs:
Interest expense:
On other 1,211.94 4,021.27
1,211.94 4,021.27

01-40 41-116 117-222 223-288
Notes
16. Loss per equity share

Net loss for the year / period (` in thousand) (4,452.94) (24,621.98)
Weighted average number of equity shares outstanding for EPS (nos in thousands) 1050.50 247.76
Weighted average number of equity shares outstanding for diluted EPS (nos in 1050.50 247.76
thousands)
Basic earnings per share (`) (4.24) (99.38)
Diluted earnings per share (`) (4.24) (99.38)
Face value per share (`) 10 10
17. Related party disclosure

(a) Following is the list of related parties:
Related parties where control exists
Holding Company D. B. Corp Limited
Subsidiary Company I Media Corp Limited
(with effect from January 19, 2017)
Related parties with whom transaction have
taken place during the year
Holding Company D. B. Corp Limited
(b) Details of transactions with related parties:

(` in thousand)
Particulars Transactions for the year ended Amount payable as at
D. B. Corp Limited
Interest expenses - 4,019.66 (3,671.10) (3,671.10)
Subscription of equity shares - - - -
Subscription of preference shares - 68,000.00 - -
Conversion of 0.01% compulsorily - 10,000.00 - -
convertible debentures
Purchase of equity of IMCL - 11,229.14 - -
Loan taken from holding company - 19,500.00 - -
Loan repaid to holding company - (56,400.00) - -
Other outstanding balances 34.60 94.45 (584.67) (550.07)
transactions. These transactions are approved by the board of directors. Outstanding balances at the year-end are
unsecured and interest free and settlement occurs in cash. The Company has not recorded any impairment of
receivables relating to amounts owed by related parties during the year ended March 31, 2018. This assessment is
undertaken in each financial year through examining the financial position of the related party and the market in
which the related party operates.
18. Segment information

The company is exclusively engaged in the business of operating, managing and hosting websites / personal pages, which,
in the context of Accounting Standard 108 on Segment Reporting is considered to constitute a single primary segment.
Thus, the segment revenue, segment results, total carrying amount of segment assets, total carrying amount of segment
liabilities and total cost incurred to acquire segment assets are all as reflected in the financial statements for the year ended
March 31, 2018 and as on that date.

Notes
19. Dues to micro and small enterprises

The Company does not have any dues outstanding to the Micro and Small Enterprises as defined in Micro, Small and
Medium Enterprise Development Act, 2006. The identification of Micro, Small and Medium Enterprises is based on
information available with the management regarding the status of these parties.
20. Operating lease (for assets taken on lease):

Rentals in respect of operating leases are recognised as an expense in the statement of profit and loss on a straight-line
basis over the lease term.
a) The Company has taken office premises under operating lease agreements. This is renewable on mutual consent.
b) Lease payments recognized for the year are ` Nil (March 31, 2017 ` 1,603.87 thousand).
There are no restrictions imposed in these lease agreements. There are no purchase options. There are no sub leases.
21. Employee Benefits

The Company has no obligation other than the contribution payable to the provident fund. The Company recognises
contribution payable to the provident fund scheme as expenses, when an employee renders the related service.
Contribution towards provident fund for March 31, 2018 is ` Nil (March 31, 2017 ` 321.48 thousand).
22. Financial Instruments – Fair value and risk management

A. Accounting classification and fair values
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including
their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial
liabilities if the carrying amount is a reasonable approximation of fair value.
When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible.
Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation
techniques as follows.
– Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
– Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
– Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
(` in thousand)
March 31, 2018 Note No. Carrying amount
FVTPL FVTOCI Amortised Total
Cost
Financial assets
(i) Cash and Cash Equivalent 5 - - 127.31 127.31
- - 127.31 127.31
(i) Long Term Borrowings 8 - - 11,334.57 11,334.57
(ii) Other financial liabilities 9 - - 4,315.65 4,315.65
- - 15,650.22 15,650.22

01-40 41-116 117-222 223-288
Notes
(` in thousand)
Cost
Financial assets
(i) Cash and Cash Equivalent 5 - - 220.49 220.49
- - 220.49 220.49
(i) Long Term Borrowings 8 - - 10,122.63 10,122.63
(ii) Other financial liabilities 9 - - 4,493.87 4,493.87
- - 14,616.50 14,616.50
B. Measurement of fair values

i) Valuation processes
The Management of the Company carries out the valuation of financial assets and liabilities required for financial
reporting purposes.
ii) Fair value hierarchy

No financial instruments are recognised and measured at fair value.
For all the financial assets and liabilities referred above that are measured at amortised cost, their carrying amounts
are reasonable approximations of their fair values. The carrying amounts of cash and cash equivalents, borrowings
and other financial liabilities are considered to be the same as their fair values due to their short term nature.
C. Financial Risk management

i) Risk management framework
The Company's business activities expose it to a variety of financial risks, namely credit risk, liquidity risk and
market risk. The Company's management have the ultimate responsibility for managing these risks. The
Company has a mechanism to identify and analyse the risks faced by the Company, to set appropriate risk limits
and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed
regularly to reflect changes in market conditions and the Company's activities.
The Company's management are supported by the finance team that provides assurance that the Company's
financial risk activities are governed by appropriate policies and procedures and that financial risks are identified,
measured and managed in accordance with the Company's policies and risk objectives. The activities are designed to:
- protect the Company's financial results and position from financial risks
- maintain market risks within acceptable parameters, while optimising returns; and
- protect the Company’s financial investments, while maximising returns.
ii) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the Company. Credit risk encompasses of both, the direct risk of default and the risk of deterioration
of creditworthiness as well as concentration risks. The Company uses other publicly available financial
information to rate its financial institutions. The Company’s exposure and the credit ratings of its counterparties
are continuously monitored and the aggregate value of transactions concluded is spread amongst approved
counterparties. Credit exposure is controlled by counterparty limits that are reviewed and approved periodically.
Credit risk arises from balances with banks and financial institutions.
Cash and cash equivalents

The Company is exposed to credit risks arising on cash and cash equivalents. The Company believes that its credit risk
in respect to cash & cash equivalents is insignificant as funds are kept in current account with financial institutions.

Notes
iii)
Liquidity risk
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial
liabilities. The Company’s approach to managing liquidity is to ensure that it will have sufficient funds to meet
its liabilities when due without incurring unacceptable losses.
The Company maintained a cautious funding strategy as supported by the holding company time to time. This
was the result of cash delivery from the business. Any cash flow required to service the financing of financial
liabilities will be provided by the holding company in case there is a shortage of own cash flows. Accordingly,
low liquidity risk is perceived.
Maturities of financial liabilities
The following table shows the maturity analysis of the Company's financial liabilities based on contractually
agreed undiscounted cash flows as at the Balance sheet date:
(` in thousand)
Contractual maturities of financial Note Carrying Less than More than Total
liabilities March 31, 2018 amount 12 months 12 months
Non-derivative financial liabilities
Long Term Borrowings 8 11,334.57 - 11,334.57 11,334.57
Other financial liabilities 9 4,315.65 4,315.65 - 4,315.65
Total Non-derivative financial liabilities 15,650.22 4,315.65 11,334.57 15,650.22
(` in thousand)
Long Term Borrowings 8 10,122.63 - 10,122.63 10,122.63
Other financial liabilities 9 4,493.87 4,493.87 - 4,493.87
Total Non-derivative financial liabilities 14,616.50 4,493.87 10,122.63 14,616.50
iv) Market risk

Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse
changes in market rates and prices (such as interest rates and foreign currency exchange rates) or in the price
of market risk-sensitive instruments as a result of such adverse changes in market rates and prices. Market risk
is attributable to all market risk-sensitive financial instruments, all foreign currency receivables and payables
and all short term and long-term debt. The Company is exposed to market risk primarily related to foreign
exchange rate risk and interest rate risk. Thus, the Company’s exposure to market risk is a function of investing
and borrowing activities and it's revenue generating and operating activities.
a) Interest rate risk

The Company has redeemable prefernce shares and does not have any other borrowings. The fair value
of the liability component of preference shares has been recognised as long term borrowings on initial
recognition. The liability component of preference shares is the present value of the contractual stream of
future cash flows discounted at the market rate of interest that would have been applied to an instrument
of comparable credit quality with substantially the same cash flows, on the same terms, but without the
conversion option. Hence Interest rate risk is not there.
b) Currency risk
The company does not have any assets/liabilities, which are denominated in a currency other than the
functional currency of the entity. Hence currency risk is not there.

01-40 41-116 117-222 223-288
Notes
23. Capital Management

The Company determines the capital requirements based on its financial performance. The funding requirements are
met through operating cash flows generated and supported by the holding company. For the purpose of Company's
Capital Risk Management, "Capital" includes issued equity share capital and all other equity reserves attributable to it's
shareholders.
The Company's objective in managing its capital is to safeguard its ability to continue as a going concern and to maximise
shareholder's values.
The capital structure of the Company is based on management’s assessment of the appropriate balance of key elements
in order to meet its strategic and day-to day needs. The Company considers the amount of capital in proportion to risk
and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying
assets.
The Company maintains a stable and strong capital structure with a focus on total equity so as to maintain shareholders
and creditors confidence and to sustain future development and growth of its business. The Company takes appropriate
steps in order to maintain, or if necessary adjust, its capital structure.
24. Going Concern

The Company has incurred losses during previous years and did not have any business operations during the current
year, which has impacted the net-worth of the Company as of March 31, 2018. Having regard to the approved business
plans and cash flow projections, and considering the support from D. B. Corp Limited, the Holding Company, to meet its
financial obligations as and when they fall due for a period of not less than twelve months from the date of signing the
Financial Statements for the year ended March 31, 2018, the Financial Statements have been prepared on going concern
basis and no adjustments have been made to write down the assets to net realisable value.
25. Disclosure On Specified Bank Notes (SBN's)

The Company neither maintains any cash balances nor undertakes any cash transactions for the purpose of carrying out
its operations. There are no transactions of specified bank notes, within the meaning of notification number S.O. 3407(E)
of the Government of India, Ministry of Finance, Department of Economic Affairs, dated November 8, 2016, during the
period from November 8, 2016 to December 30, 2016.
Accordingly, disclosure in the financial statements regarding specified bank notes as envisaged in Notification G.S.R 308(E)
dated March 30, 2017, is not applicable to the Company.

Pooja Mandave
Company Secretary

Date: May 16, 2018 Date: May 15, 2018

Board’s Report
To the Members,
Your Directors have great pleasure in presenting the 12th Annual Report, together with the Balance Sheet and the Statement of
Profit and Loss of the Company for the year ended 31st March, 2018.
The financial results of your Company for the year ended 31st March, 2018 are as under:
(` in Mn.)
Particulars FY 2017-18 FY 2016-17
Income 0.93 9.17
Expenditure 2.27 9.79
Profit / (Loss) for the year before tax (1.34) (0.63)
Less: Tax (including deferred tax) 0.28 -
Profit / (Loss) after tax (1.63) (0.63)
Net worth 12.21 13.83
Review of Performance Loans from Directors

Though Company has been putting in full efforts to maximize During the year under review, the Company has not borrowed
the revenue, some of the major expected events could not any amount from its Directors.
materialize due to unavoidable circumstances. Nevertheless,
your company is committed to take all desired steps and Directors
initiatives in coming quarters to improve the revenues. Pursuant to provisions of Section 152 of the Companies
Act, 2013 and the Articles of Association of the Company,
Future Prospects
Mr. Pawan Agarwal, Director of the Company
The core area of your Company’s business – hyper local - will
(DIN: 00465092) is liable to retire by rotation at the ensuing
still rule the roost and will continue to seek to grow in every
Annual General Meeting and being eligible, offers himself for
geographical corner to extend the excellence.
re-appointment. He has confirmed that he is not disqualified
The event business continues to be the prime focus of your from being appointed as a Director, pursuant to Section 164
company and several initiatives are being taken to enhance of the Companies Act, 2013.
the business. Special focus is being given on the tailor made
events as per client’s requirements so as to add value to their Board Meetings
business. During the year under review, the Board met 5 (five) times
on 24th April, 2017, 17th May, 2017, 2nd September, 2017,
The Company is hopeful that these efforts will give fruitful
results and the revenue will increase in the coming quarters. 21st November, 2017 and 19th January, 2018. The intervening
gap between the meetings was well within the limit prescribed
Dividend under the Companies Act, 2013.
In view of loss incurred for the year under review, your
Directors do not recommend any dividend for the financial All the Directors attended all the board meetings held during
year 2017-18. In view of the loss incurred, the question of the FY 2017-18.
transferring any amount to the reserves for the financial year
2017-18 does not arise. The Company has complied with the applicable Secretarial
Standards in respect of all the above Board Meetings.
Report on Performance of Subsidiaries, Associates and
Joint Venture Companies Extract of Annual Return
During the year under review, your Company did not have The extract of the Annual Return in Form MGT 9 is annexed
any subsidiary, associate and joint venture companies. to this Report as ‘Annexure A’.

01-40 41-116 117-222 223-288
Board's Report
Directors’ Responsibility Statement Companies Act, 2013 and that they are not disqualified for
Pursuant to requirements under Section 134(3)(c) of the holding such position of auditorship within the meaning of
Companies Act, 2013, with respect to the Directors’ Section 139 of the said Act.
Responsibility Statement, it is hereby confirmed:
Auditors’ Report
1. that in the preparation of the annual accounts for the The Auditors’ Report does not contain any qualifications,
year ended 31st March, 2018, the applicable accounting reservations or adverse remarks.
standards had been followed, along with proper
explanation relating to material departures; Reporting of frauds by Statutory Auditors under
Section 143 (12)
2. that the directors had selected such accounting policies
The Statutory Auditors have neither come across any instance
and applied them consistently and made judgments
of fraud by the Company, or on the Company by its officers
and estimates that are reasonable and prudent so as
or employees during the year, nor have they been informed
to give a true and fair view of the state of affairs of the
of any such case by the management.
Company as at 31st March, 2018 and of the losses of
the Company for the year ended as on that date; Internal Controls Systems
3. that the directors had taken proper and sufficient care Your Company has a strong internal control mechanism
for the maintenance of adequate accounting records which is commensurate with the size of its operations. It has
in accordance with the provisions of the Companies been designed with the intention to ensure the reliability and
Act, 2013 for safeguarding the assets of the Company authenticity of financial records for preparing financials and
and for preventing and detecting fraud and other maintenance of accountability of assets. A comprehensive
irregularities; internal control system helps the Board to ensure that
the Company’s reporting mechanism is in line with and in
4. that the directors had prepared the annual accounts for compliance with relevant regulations, accounting policies
the year ended 31st March, 2018, on a “going concern” and business principles of the Company.
basis;
Deposits
5. that the directors had devised proper systems to ensure Your Company has not invited and / or accepted any deposits,
compliance with the provisions of all applicable laws within the meaning of Section 73 of the Companies Act,
and that such systems were adequate and operating 2013 read with the Companies (Acceptance of Deposits)
effectively. Rules, 2014, as amended from time to time.
Statutory Auditors Details under Section 186 of the Companies Act, 2013
At the 11th Annual General Meeting (“AGM”) of the Company
Your Company has not given any loans / guarantees /
held on 30th September, 2017, the members of the Company
securities or made any investments which may attract the
had approved the appointment of M/s. Price Waterhouse
provisions of Section 186 of the Companies Act, 2013.
Chartered Accountants LLP (Firm Registration No. 012754N/
N500016) as the Statutory Auditors of the Company for a Related Party Transactions
period of 5 years from the conclusion of Eleventh AGM till All related party transactions entered into during the financial
the conclusion of Sixteenth AGM (subject to ratification by year were in the ordinary course of business and at arm’s
the shareholders at every AGM, as prescribed). length basis. There were no materially significant related
party transactions entered into by the Company within the
However, during the year under review, the Parliament of
meaning of Section 188 of the Companies Act, 2013. Hence,
India has enacted The Companies (Amendment) Act, 2017;
Form AOC-2 is not applicable to the Company.
whereby ratification of appointment of auditors at every
AGM under Section 139(1) has been done away with. Due
Risk Management Policy
to the enforcement of this amendment by the Ministry of
Your Company places key emphasis on the risk management
Corporate Affairs during the year under review, henceforth, it
and believes in establishing a structured and disciplined
is no longer necessary to seek ratification of the appointment
approach to risk management. Your Company has subscribed
of the auditors by the shareholders at every AGM.
to and adopted the Risk Management policy framed by
However, the Board wishes to inform the shareholders that its ultimate Holding Company, D. B. Corp Limited. Your
the Statutory Auditors viz. M/s. Price Waterhouse Chartered Company reviews various business and operational risks
Accountants LLP have confirmed that their appointment is as laid down in the plan and considers establishing proper
still within the prescribed limits under Section 139 of the regulating procedures to mitigate the same.

Particulars regarding Conservation of Energy, 1. Issue of equity shares with differential rights as to
Technology Absorption and Foreign Exchange dividend, voting or otherwise.
Earnings and Outgo
Since your Company does not own any manufacturing facility, 2. Issue of sweat equity shares / Employees Stock Option
the Company was not required to take any steps with regard Scheme.
to conservation of energy, technology absorption or other
related items as stipulated under Section 134(3)(m) of the 3. Non-exercise of voting rights directly by the employees
Companies Act, 2013 read with the Companies (Accounts) in respect of shares purchased under a scheme pursuant
Rules, 2014. to Section 67(3) of the Act read with Rule 16(4) of
Companies (Share Capital and Debentures) Rules, 2014.
There were neither foreign exchange earnings nor any foreign
exchange outgo during the year under consideration as only Significant and Material Orders passed by the
event business continued in the Company. Regulators
There are no significant and material orders passed by the
Particulars of Employees Regulators / Courts / Tribunals which would impact the going
Your Company has not employed any individual whose concern status of the Company and its future operations.
remuneration falls within the purview of the limits prescribed
under the provisions of Section 197 of the Companies Act, Acknowledgement
2013, read with Rule 5(2) of the Companies (Appointment Your Directors express their sincere gratitude and appreciation
and Remuneration of Managerial Personnel) Rules, 2014. for the unwavering support and faith received from the
Company’s bankers and financial institutions, business
Prevention of Sexual Harassment at Workplace associates, clientele, suppliers and stakeholders during the
During the year, no complaints on sexual harassment were year under review and look forward to receiving the same
received by the Company. confidence in larger measure for the forthcoming years.
Material Changes and Commitments For and on behalf of the Board of Directors of
There are no material changes and commitments that I Media Corp Limited
immerged post the year under review and are outstanding as
on the date of this report. Sudhir Agarwal Pawan Agarwal
Director Director
General DIN: 00051407 DIN: 00465092
Your Directors state that no disclosure is required in respect
of the following matters as there were no transactions in Place: Bhopal
relation thereto, during the year under review: Date: 15th May, 2018

01-40 41-116 117-222 223-288
Board's Report
Annexure A
FORM NO. MGT – 9
as on the financial year ended on 31.03.2018
Rules, 2014]

i. CIN U64202MP2006PLC018676
ii. Registration Date 01-06-2006
iii. Name of the Company I Media Corp Limited
iv. Category / Sub-Category of the Company Company having Share Capital / Non-Govt. Company
v. Address of the Registered office and contact details 6, Press Complex, MP Nagar, Zone I, Bhopal 462011.
Tel No: 755 - 3988884
vi. Whether listed company No
vii. Name, Address and Contact details of Registrar and Transfer Karvy Computershare Pvt. Ltd.
Agent, if any Karvy Selenium Tower B,
Ph : 040-6716 2222
Fax : 040- 2300 1153
Email: einward.ris@karvy.com

Sr. Name and Description of main products / services NIC Code of the % to total turnover of
No. Product/ service the Company
1. Event Business 8230 100%

Sr. Name and Address of the Company CIN/GLN Holding/ % of shares Applicable
No. Subsidiary/ held Section
Associate
1. DB Infomedia Pvt. Ltd. U74300MP2015PTC033850 Holding Company 100% 2(46)
Office Block 1A, 5th Floor, DB City
Corporate Park, Arera Hills, Opp. M.P.
Nagar, Zone – I, Bhopal – 462016,
Madhya Pradesh.
2. D. B. Corp Limited L22210GJ1995PLC047208 Ultimate Holding 100% 2(46)
Plot no. 280, Sarkhej-Gandhinagar Company
Highway, Nr. YMCA Club, Makarba,

IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as a percentage of Total Equity)
i. Category-wise Share Holding
year during
Total Total
Shares Shares
A. PROMOTERS
(1) INDIAN
a. Individual /HUF 0 5 5 0.00% 0 5 5 0.00% N.A.
b. Central Govt. 0 0 0 0 0 0 0 0 N.A.
c. State Govt.(s) 0 0 0 0 0 0 0 0 N.A.
d. Bodies Corporate 1122908 1 1122909 99.99% 1122908 1 1122909 99.99% N.A.
e. Banks / FIs 0 0 0 0 0 0 0 0 N.A.
f. Any Other 0 0 0 0 0 0 0 0 N.A.
Sub-Total A(1) : 1122908 6 1122914 100% 1122908 6 1122914 100% N.A.
(2) FOREIGN
a. NRIs - Individuals 0 0 0 0 0 0 0 0 N.A.
b. Others – Individuals 0 0 0 0 0 0 0 0 N.A.
c. Bodies Corporate 0 0 0 0 0 0 0 0 N.A.
d. Banks / FIs 0 0 0 0 0 0 0 0 N.A.
e. Any Other 0 0 0 0 0 0 0 0 N.A.
Sub-Total A(2) : 0 0 0 0 0 0 0 0 N.A.
Total Shareholding of Promoters 1122908 6 1122914 100% 1122908 6 1122914 100% N.A.
A=A(1)+A(2)
B. Public Shareholding
1. INSTITUTIONS
a. Mutual Funds 0 0 0 0 0 0 0 0 N.A.
b. Banks / FIs 0 0 0 0 0 0 0 0 N.A.
c. Central Govt. 0 0 0 0 0 0 0 0 N.A.
d. State Govt.(s) 0 0 0 0 0 0 0 0 N.A.
e. Venture Capital Funds 0 0 0 0 0 0 0 0 N.A.
f. Insurance Companies 0 0 0 0 0 0 0 0 N.A.
g. FIIs / FPIs 0 0 0 0 0 0 0 0 N.A.
h. Foreign Venture Capital Funds 0 0 0 0 0 0 0 0 N.A.
i. Others (specify) 0 0 0 0 0 0 0 0 N.A.
Sub-Total B(1) : 0 0 0 0 0 0 0 0 N.A.
2. NON-INSTITUTIONS
a. Bodies Corporate 0 0 0 0 0 0 0 0 N.A.
i. Indian - - - - - - - - N.A.
ii. Overseas - - - - - - - - N.A.
b. Individuals
i. Individual shareholders 0 0 0 0 0 0 0 0 N.A.
ii. Individual shareholders 0 0 0 0 0 0 0 0 N.A.
c. Others (specify) 0 0 0 0 0 0 0 0
Sub-Total B(2) : 0 0 0 0 0 0 0 0 N.A.
Total Public Shareholding B=B(1)+B(2) : 0 0 0 0 0 0 0 0 N.A.
C. Shares held by Custodian 0 0 0 0 0 0 0 0 N.A.
for GDRs & ADRs
Grand Total (A+B+C) : 1122908 6 1122914 100% 1122908 6 1122914 100% N.A.
ii. Shareholding of the Promoters

Sr. No. Shareholder’s Name Shareholding at the beginning of the Shareholding at the end of the year* % change in
year* shareholding
No. of % of total % of Shares No. of % of total % of shares during the
Shares Shares Pledged / Shares Shares pledged / year
shares shares
1 DB Infomedia Private Limited 1122914 100% Nil 1122914 100% Nil NIL
Total 1122914 100% Nil 1122914 100% Nil NIL
* Shareholding includes shares held along with their respective nominee shareholders.

01-40 41-116 117-222 223-288
Board's Report

Company Company
Date wise Increase (+) / Decrease (-) in Promoters N.A
Shareholding during the year
iv. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and
ADRs)
Sr. No. For each of the Top 10 Shareholders Shareholding at the beginning Cumulative Shareholding
Company Company
the year specifying the reasons for increase/ decrease (e.g. N.A
allotment / transfer / bonus / sweat equity, etc)

Sr. No. For each of the Director and KMP Shareholding at the beginning Cumulative Shareholding
Company Company
1. Sudhir Agarwal – Director
At the beginning of the year as a nominee of DB Infomedia 1 0.00% 1 0.00%
Private Limited
the year specifying the reasons for increase / decrease (e.g. -
allotment / transfer / bonus / sweat equity, etc.)
At the end of the year as a nominee of DB Infomedia 1 0.00% 1 0.00%
Private Limited
2. Pawan Agarwal – Director
At the beginning of the year as a nominee of DB Infomedia 1 0.00% 1 0.00%
Private Limited
At the end of the year as a nominee of DB Infomedia 1 0.00% 1 0.00%
Private Limited
3. Rajendra Joshi - Director
At the beginning of the year NIL NIL NIL NIL
At the end of the year NIL NIL NIL NIL
4. Pramod Maheshwari – Director
At the beginning of the year NIL NIL NIL NIL
At the end of the year NIL NIL NIL NIL
* The provisions of Section 203 of the Companies Act, 2013 are not applicable. Hence, the Company has not appointed any KMP.

V. INDEBTEDNESS
i) Principal amount
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i+ii+iii)
• Addition
N.A
• Reduction
Net Change
i) Principal amount
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i+ii+iii)

The Company does not pay any remuneration and / or sitting fees to any of its Directors.
Sr. No. Particulars of remuneration Name of MD/WTD/ Manager Total Amount
1. Gross Salary
a. Salary as per provisions contained in Section 17(1) of
c. Profits in lieu of salary under Section 17(3) of the
2. Stock Options N.A
3. Sweat Equity
4. Commission
- as a % of Profit
- others, specify
Total (A)
Ceiling as per the Act

Sr. No. Particulars of remuneration Names of Directors Total Amount
- Commission
Total (1)
2. OTHER NON-EXECUTIVE DIRECTORS
NIL
- Commission
Total (2)
Total B = (1+2)
Total Managerial Remuneration
Overall Ceiling as per the Act

01-40 41-116 117-222 223-288
Board's Report
C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD

Sr. No. Particulars of remuneration Key Managerial Personnel Total Amount
CEO Company CFO
Secretary
1. Gross Salary
a. Salary as per provisions contained in Section
17(1) of the Income Tax Act, 1961
c. Profit in lieu of salary under Section 17(3) of
N.A
2. Stock Options
3. Sweat Equity
4. Commission
- as a % of Profit
Total

Type Section of the Brief Details of Penalty/ Authority Appeal made,
Companies Act Description Punishment/ [RD/ NCLT/ if any (give
Compounding COURT] details)
fees imposed
A. COMPANY
Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
N.A
Punishment
Compounding
Penalty
Punishment
Compounding


Director Director
DIN: 00051407 DIN: 00465092
Place: Bhopal


TO THE MEMBERS OF I MEDIA CORP LIMITED 5.
We conducted our audit of the Ind AS financial
statements in accordance with the Standards on
Report on the Indian Accounting Standards (Ind AS) Auditing specified under Section 143(10) of the Act
Financial Statements and other applicable authoritative pronouncements
1.
We have audited the accompanying financial issued by the Institute of Chartered Accountants of
statements of I Media Corp Limited (“the Company”), India. Those Standards and pronouncements require
which comprise the Balance Sheet as at March 31, that we comply with ethical requirements and plan and
2018, the Statement of Profit and Loss (including Other perform the audit to obtain reasonable assurance about
Comprehensive Income), the Cash Flow Statement and whether the Ind AS financial statements are free from
the Statement of Changes in Equity for the year then material misstatement.
ended and a summary of the significant accounting
policies and other explanatory information. 6.
An audit involves performing procedures to obtain
audit evidence about the amounts and the disclosures
Management’s Responsibility for the Ind AS Financial in the Ind AS financial statements. The procedures
Statements selected depend on the auditors’ judgment, including
2.
The Company’s Board of Directors is responsible for the assessment of the risks of material misstatement
the matters stated in Section 134(5) of the Companies of the Ind AS financial statements, whether due to
fraud or error. In making those risk assessments, the
Act, 2013 (“the Act”) with respect to the preparation
auditor considers internal financial control relevant
of these Ind AS financial statements to give a true and
to the Company’s preparation of the Ind AS financial
fair view of the financial position, financial performance
statements that give a true and fair view, in order to
(including other comprehensive income), cash flows and
design audit procedures that are appropriate in the
changes in equity of the Company in accordance with
circumstances. An audit also includes evaluating the
the accounting principles generally accepted in India,
appropriateness of the accounting policies used and
including the Indian Accounting Standards specified the reasonableness of the accounting estimates made
in the Companies (Indian Accounting Standards) by the Company’s Directors, as well as evaluating the
Rules, 2015 (as amended) under Section 133 of the overall presentation of the Ind AS financial statements.
Act. This responsibility also includes maintenance of
adequate accounting records in accordance with the 7. We believe that the audit evidence we have obtained
provisions of the Act for safeguarding of the assets of is sufficient and appropriate to provide a basis for our
the Company and for preventing and detecting frauds audit opinion on the Ind AS financial statements.
and other irregularities; selection and application of
appropriate accounting policies; making judgments and Opinion
estimates that are reasonable and prudent; and design, 8. In our opinion and to the best of our information and
implementation and maintenance of adequate internal according to the explanations given to us, the aforesaid
financial controls, that were operating effectively Ind AS financial statements give the information
for ensuring the accuracy and completeness of the required by the Act in the manner so required and give
accounting records, relevant to the preparation and a true and fair view in conformity with the accounting
presentation of the Ind AS financial statements that principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2018, and its
give a true and fair view and are free from material
total comprehensive income (comprising of loss and
misstatement, whether due to fraud or error.
other comprehensive income), its cash flows and the
changes in equity for the year ended on that date.
Auditors’ Responsibility
3. Our responsibility is to express an opinion on these Ind
Other Matter
AS financial statements based on our audit.
9. The Ind AS financial statements of the Company for the
year ended March 31, 2017, were audited by another
4. We have taken into account the provisions of the Act
firm of chartered accountants under the Companies
and the Rules made thereunder including the accounting
Act, 2013 who, vide their report dated May 17, 2017,
and auditing standards and matters which are required expressed an unmodified opinion on those financial
to be included in the audit report under the provisions statements. Our opinion is not qualified in respect of
of the Act and the Rules made thereunder. this matter.

01-40 41-116 117-222 223-288
Report on Other Legal and Regulatory Requirements f)

10. As required by the Companies (Auditor’s Report) Order, financial controls over financial reporting of the
2016, issued by the Central Government of India in Company and the operating effectiveness of
terms of sub-section (11) of section 143 of the Act such controls, refer to our separate Report
(“the Order”), and on the basis of such checks of the in Annexure A.
books and records of the Company as we considered
appropriate and according to the information and g) With respect to the other matters to be included in
explanations given to us, we give in the Annexure B a the Auditors’ Report in accordance with Rule 11 of
statement on the matters specified in paragraphs 3 and the Companies (Audit and Auditors) Rules, 2014,
4 of the Order. in our opinion and to the best of our knowledge
and belief and according to the information and
11. As required by Section 143 (3) of the Act, we report explanations given to us:
that:
i. The Company does not have any pending
a) We have sought and obtained all the information litigations as at March 31, 2018 which would
and explanations which to the best of our impact its financial position.
knowledge and belief were necessary for the
purposes of our audit. ii.
The Company did not have any long-term
contracts including derivative contracts as at
b) In our opinion, proper books of account as required March 31, 2018.
by law have been kept by the Company so far as it
appears from our examination of those books. iii. There were no amounts which were required
to be transferred to the Investor Education
c) The Balance Sheet, the Statement of Profit and Loss and Protection Fund by the Company during
(including other comprehensive income), the Cash the year ended March 31, 2018.
Flow Statement and the Statement of Changes in
Equity dealt with by this Report are in agreement iv.
with the books of account. Specified Bank Notes is not applicable
to the Company for the year ended March
d)
In our opinion, the aforesaid Ind AS financial 31, 2018.
statements comply with the Indian Accounting
Standards specified under Section 133 of the Act. For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
e) On the basis of the written representations received
from the directors as on March 31, 2018 taken
Priyanshu Gundana
directors is disqualified as on March 31, 2018 from
Place: Mumbai Partner
being appointed as a director in terms of Section
Date : May 16, 2018 Membership Number: 109553
164 (2) of the Act.


Referred to in paragraph 11 (f) of the Independent Auditors’ 4. Our audit involves performing procedures to obtain audit
Report of even date to the members of I Media Corp Limited evidence about the adequacy of the internal financial
on the financial statements as of and for the year ended controls system over financial reporting and their
March 31, 2018 operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining
Report on the Internal Financial Controls under Clause an understanding of internal financial controls over
(i) of Sub-section 3 of Section 143 of the Act financial reporting, assessing the risk that a material
1.
We have audited the internal financial controls over weakness exists, and testing and evaluating the design
financial reporting of I Media Corp Limited (“the and operating effectiveness of internal control based
Company”) as of March 31, 2018 in conjunction with on the assessed risk. The procedures selected depend
our audit of the financial statements of the Company on the auditor’s judgement, including the assessment
for the year ended on that date. of the risks of material misstatement of the financial
statements, whether due to fraud or error.
Management’s Responsibility for Internal Financial
Controls 5. We believe that the audit evidence we have obtained
2.
The Company’s management is responsible for is sufficient and appropriate to provide a basis for
establishing and maintaining internal financial controls our audit opinion on the Company’s internal financial
based on the internal control over financial reporting controls system over financial reporting.
essential components of internal control stated in the Meaning of Internal Financial Controls Over Financial
Guidance Note on Audit of Internal Financial Controls Reporting
Over Financial Reporting issued by the Institute 6.
of Chartered Accountants of India (ICAI). These reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting
responsibilities include the design, implementation and
and the preparation of financial statements for external
maintenance of adequate internal financial controls that
purposes in accordance with generally accepted
were operating effectively for ensuring the orderly and
accounting principles. A company's internal financial
efficient conduct of its business, including adherence
control over financial reporting includes those policies
to company’s policies, the safeguarding of its assets,
and procedures that (1) pertain to the maintenance of
the prevention and detection of frauds and errors,
records that, in reasonable detail, accurately and fairly
the accuracy and completeness of the accounting reflect the transactions and dispositions of the assets
records, and the timely preparation of reliable financial of the company; (2) provide reasonable assurance
information, as required under the Act. that transactions are recorded as necessary to permit
preparation of financial statements in accordance
Auditors’ Responsibility with generally accepted accounting principles, and
3.
Our responsibility is to express an opinion on the that receipts and expenditures of the company are
Company's internal financial controls over financial being made only in accordance with authorisations of
reporting based on our audit. We conducted our audit management and directors of the company; and (3)
in accordance with the Guidance Note on Audit of provide reasonable assurance regarding prevention or
Internal Financial Controls Over Financial Reporting timely detection of unauthorised acquisition, use, or
(the “Guidance Note”) and the Standards on Auditing disposition of the company's assets that could have a
deemed to be prescribed under section 143(10) of the material effect on the financial statements.
Act to the extent applicable to an audit of internal
financial controls, both applicable to an audit of internal Inherent Limitations of Internal Financial Controls Over
financial controls and both issued by the ICAI. Those Financial Reporting
Standards and the Guidance Note require that we 7. Because of the inherent limitations of internal financial
comply with ethical requirements and plan and perform controls over financial reporting, including the possibility
the audit to obtain reasonable assurance about whether of collusion or improper management override of
adequate internal financial controls over financial controls, material misstatements due to error or fraud
reporting was established and maintained and if such may occur and not be detected. Also, projections of
controls operated effectively in all material respects. any evaluation of the internal financial controls over

01-40 41-116 117-222 223-288
financial reporting to future periods are subject to the considering the essential components of internal
risk that the internal financial control over financial control stated in the Guidance Note on Audit of Internal
reporting may become inadequate because of changes Financial Controls Over Financial Reporting issued by
in conditions, or that the degree of compliance with the the Institute of Chartered Accountants of India.
policies or procedures may deteriorate.
For Price Waterhouse Chartered Accountants LLP
Opinion Firm Registration Number: 012754N/N500016
8. In our opinion, the Company has, in all material respects,
an adequate internal financial controls system over
financial reporting and such internal financial controls
Priyanshu Gundana
over financial reporting were operating effectively as
Place: Mumbai Partner
at March 31, 2018, based on the internal control over
Date : May 16, 2018 Membership Number: 109553
financial reporting criteria established by the Company


Referred to in paragraph 10 of the Independent Auditors’ service-tax or goods and service tax which have
Report of even date to the members of I Media Corp Limited not been deposited on account of any dispute.
on the financial statements as of and for the year ended
March 31, 2018 viii. As the Company does not have any loans or borrowings
from any financial institution or bank or Government,
i.
The Company does not have fixed assets as at the nor has it issued any debentures as at the balance sheet
balance sheet date. Therefore, the provisions of Clause date, the provisions of Clause 3(viii) of the Order are not
3(i) of the said Order are not applicable to the Company. applicable to the Company.
ii. The Company is in the business of rendering services, ix. The Company has not raised any moneys by way of
and consequently, does not hold any inventory. initial public offer, further public offer (including debt
Therefore, the provisions of Clause 3(ii) of the said Order instruments) and term loans. Accordingly, the provisions
are not applicable to the Company. of Clause 3(ix) of the Order are not applicable to the
Company.
iii.
The Company has not granted any loans, secured
or unsecured, to companies, firms, Limited Liability x. During the course of our examination of the books and
Partnerships or other parties covered in the register records of the Company, carried out in accordance with
maintained under Section 189 of the Act. Therefore, the the generally accepted auditing practices in India, and
provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of the according to the information and explanations given to
said Order are not applicable to the Company. us, we have neither come across any instance of fraud
by the Company or on the Company by its officers
iv. The Company has not granted any loans or made any or employees, noticed or reported during the year,
investments, or provided any guarantees or security nor have we been informed of any such case by the
to the parties covered under Section 185 and 186. Management.
Therefore, the provisions of Clause 3(iv) of the said
Order are not applicable to the Company. xi. There are no individuals appointed whose remuneration
falls within the purview of the limits prescribed under
v. The Company has not accepted any deposits from the the provisions of Section 197 read with Schedule V to
public within the meaning of Sections 73, 74, 75 and the Act. Accordingly, the provisions of Clause 3(xi) of
76 of the Act and the Rules framed there under to the the Order are not applicable to the Company.
extent notified.
xii. As the Company is not a Nidhi Company and the Nidhi
vi.
The Central Government of India has not specified Rules, 2014 are not applicable to it, the provisions of
the maintenance of cost records under sub-section (1) Clause 3(xii) of the Order are not applicable to the
of Section 148 of the Act for any of the services of Company.
the Company.
xiii. The Company has entered into transactions with related
vii. (a)
According to the information and explanations parties in compliance with the provisions of Section 188
given to us and the records of the Company of the Act. The details of such related party transactions
examined by us, in our opinion, the Company is have been disclosed in the financial statements as
regular in depositing the undisputed statutory required under Indian Accounting Standard (Ind
dues, including provident fund, income tax, service AS) 24, Related Party Disclosures specified under
tax and goods and service tax with effect from July Section 133 of the Act, read with Companies (Indian
1, 2017 with the appropriate authorities. Accounting Standards) Rules, 2015 (as amended).
Further, the Company is not required to constitute an
(b)
According to the information and explanations Audit Committee under Section 177 of the Act, and
given to us and the records of the Company accordingly, to this extent, the provisions of Clause
examined by us, there are no dues of income-tax, 3(xiii) of the Order are not applicable to the Company.

01-40 41-116 117-222 223-288
xiv. The Company has not made any preferential allotment or xvi. T he Company is not required to be registered under
private placement of shares or fully or partly convertible Section 45-IA of the Reserve Bank of India Act, 1934.
debentures during the year. Accordingly, the provisions Accordingly, the provisions of Clause 3(xvi) of the Order
of Clause 3(xiv) of the Order are not applicable to are not applicable to the Company.
the Company.
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
xv.
transactions with its directors or persons connected Priyanshu Gundana
with him. Accordingly, the provisions of Clause 3(xv) of Place: Mumbai Partner
the Order are not applicable to the Company. Date : May 16, 2018 Membership Number: 109553

Balance Sheet
(` in thousand)
Notes As at As at
March 31, 2018 March 31, 2017
ASSETS
Non-Current Assets
Property, plant and equipment 3 - -
Non - current tax assets 291.94 404.16
1,758.73 1,522.93
Current assets
Financial assets
Trade receivables 4 406.41 2,521.83
Bank balances other than cash equivalents 6 9,094.62 8,543.65
Other current assets 7 - 255.35
Deferred tax assets (Net) 8 - 279.26
13,192.32 21,627.66
Total 14,951.05 23,150.59
Equity
Other equity
Retained earnings 979.24 2,597.93
Liabilities
Current liabilities
Trade payables 10 2,367.40 8,756.84
2,742.67 9,323.52
Total 14,951.05 23,150.59
The above balance sheet should be read in conjunction with accompanying notes.
Firm registration number: FRN012754N/N500016 I Media Corp Limited
Priyanshu Gundana Sudhir Agarwal Pawan Agarwal


Date: May 16, 2018 Date: May 15, 2018

01-40 41-116 117-222 223-288
Statement of Profit and Loss

(` in thousand)
March 31, 2018 March 31, 2017
Income
Revenue from operations 12 68.84 7,516.67
Other income 13 862.50 1,650.74
Total income 931.34 9,167.41
Expenses
Employee benefit expenses 14 204.85 256.62
Other expenses 15 2,065.92 9,538.38
Total expense 2,270.77 9,795.00
Loss before tax (1,339.43) (627.59)
Income tax expenses
Current income tax - -
Deferred tax charge 279.26 -
Total income tax expense 279.26 -
Loss for the year (1,618.69) (627.59)
Attributable to:
Equity holders of the parent (1,618.69) (627.59)
Other comprehensive Income - -
Total comprehensive income for the year (1,618.69) (627.59)
Attributable to:
Equity holders of the parent (1,618.69) (627.59)
Loss per equity share 16
[nominal value of share ` 10 (March 31, 2017: ` 10)]
Basic (1.44) (0.56)
Diluted (1.44) (0.56)
The above statement of profit and loss should be read in conjunction with accompanying notes.


Date: May 16, 2018 Date: May 15, 2018

Statement of Change in Equity

as at and for the year ended March 31, 2018

(` in thousand)
Particulars Amount
B. Other equity
(` in thousand)
Particulars Reserve and Total
surplus
Retained
earnings
As at April 01, 2016 3,225.52 3,225.52
Loss for the year (627.59) (627.59)
As at March 31, 2017 2,597.93 2,597.93
Loss for the year (1,618.69) (1,618.69)
As at March 31, 2018 979.24 979.24
The above statement of change in equity should be read in conjunction with accompanying notes.


Date: May 16, 2018 Date: May 15, 2018

01-40 41-116 117-222 223-288

(` in thousand)
March 31, 2018 March 31, 2017
Loss before tax (1,339.43) (627.59)
Adjustments to reconcile loss before tax to net cash flows
Profit on sale / disposal of property, plant and equipment (Net) - (77.08)
Interest income from bank deposits (612.19) (985.19)
Operating loss before working capital changes (1,596.95) (1,643.82)
Decrease / (increase) in trade receivables 1,760.75 (72.97)
Increase in other asset (92.67) (71.75)
(Decrease) / increase in trade payables (6,389.44) 544.57
Decrease in other current liabilities (192.41) (1,625.18)
Cash flow (used) in operations (6,510.72) (2,869.15)
Direct taxes refund 112.22 46.01
Net cash flow cash used in operating activities (A) (6,397.50) (2,823.14)
Proceeds from sale of property, plant and equipment - 95.00
Interest income from bank deposits 612.19 985.19
Fixed deposits with maturity period more than three months (550.97) 7,150.23
(placed) / matured (Net)
Net cash flow generated from investing activities (B) 61.22 8,230.42
C. Cash flow from financing activities - -
Net cash flow from financing activities (C) - -
Net (decrease) / increase in cash and cash equivalents (A)+(B)+(C) (6,336.28) 5,407.28
Cash and cash equivalents at the beginning of the year 10,027.57 4,620.29
Net (decrease) / increase in cash and cash equivalents (6,336.28) 5,407.28
The above statement of cash flow should be read in conjunction with accompanying notes.


Date: May 16, 2018 Date: May 15, 2018

Notes
1. Nature of operations: • It is held primarily for the purpose of trading

I Media Corp Limited (the ‘Company’) is in the business • It is due to be settled within twelve months
of organising events. The Company is public limited after the reporting period, or
company domiciled in India and is incorporated under • T here is no unconditional right to defer the
the provisions of the Companies Act, 1956. The settlement of the liability for at least twelve
Company derives its revenue mainly from the events. months after the reporting period
The Company’s registered office is at 6, Dwarka Sadan, The Company classifies all other liabilities as
Press Complex, M. P. Nagar, Bhopal, (M.P.) India. non-current.
2. Significant Accounting Policies: Deferred tax assets and liabilities are classified as
2.1 Basis of accounting and preparation non-current assets and liabilities.
The financial statements comply in all material
aspects with Indian Accounting Standards (Ind AS) The operating cycle is the time between the
notified under section 133 of the Companies Act, acquisition of assets for processing and their
2013 (the ‘Act’) [Companies (Indian Accounting realisation in cash and cash equivalents. The
Standards) Rules, 2015] and other relevant Company has identified twelve months as its
provisions of the Act.
operating cycle.
The financial statements have been prepared under

2.2 Property, plant and equipment
the historical cost basis except for certain financial
Property, plant and equipment is stated at
assets and liabilities that have been measured
cost, net of accumulated depreciation and
at fair value. The financial statements have
accumulated impairment losses, if any.
been prepared on a going concern basis (Refer
Note No. 21).
An item of property, plant and equipment
All amounts disclosed in the financial statements and any significant part initially recognised
and notes have been rounded off to the nearest is derecognised upon disposal or when no
thousands with two decimal as per the requirement future economic benefits are expected from
of Schedule III of the Act, unless otherwise stated. its use or disposal. Any gain or loss arising on
derecognition of the asset (calculated as the
Current versus non-current classification difference between the net disposal proceeds
and the carrying amount of the asset) is
The Company presents assets and liabilities in included in the income statement when the
the balance sheet based on current / non-current asset is derecognised.
classification. An asset is treated as current
when it is: 2.3 Depreciation
• E xpected to be realised or intended to be sold Depreciation on vehicles is calculated on a
or consumed in normal operating cycle straight-line basis using the rates arrived at
based on the useful life of 8 years estimated
• Held primarily for the purpose of trading
by the management which is equal to those
• E xpected to be realised within twelve months prescribed under the Schedule II to the Act.
• Cash or cash equivalent unless restricted The residual values, useful lives and methods
from being exchanged or used to settle a of depreciation of property, plant and
liability for at least twelve months after the equipment are reviewed at each financial
reporting period year end and adjusted prospectively, if
All other assets are classified as non-current. appropriate.
A liability is treated as current when: 2.4 Impairment of non-financial assets

• It is expected to be settled in normal At the end of each reporting period, the
operating cycle Company reviews the carrying amounts of

01-40 41-116 117-222 223-288
Notes
its non-financial assets to determine whether income is included in other income in the
there is any indication that those assets have statement of profit and loss.
suffered an impairment loss. If any such
indication exists, the recoverable amount of 2.6 Foreign currency transaction
the asset / cash generating unit is estimated Transactions in foreign currencies are initially
in order to determine the extent of the recorded by the Company’s entities at their
impairment loss (if any). Recoverable amount respective functional currency spot rates at
is the higher of fair value less costs to sell and the date the transaction first qualifies for
value in use. For the purposes of assessing recognition.
impairment, assets are grouped at the lowest
levels for which there are separate identifiable
Monetary assets and liabilities denominated
cash inflows which are largely independent of
in foreign currencies are translated at the
the cash inflows from other assets or groups of
functional currency spot rates of exchange
assets (cash-generated units). Non- financial
at the reporting date. Exchange differences
assets that suffered impairment are reviewed
for possible reversal of the impairment at the arising on settlement or translation of
end of each reporting period. monetary items are recognised in profit
and loss.
2.5
Revenue recognition
Revenue is recognised to the extent that it Non-monetary items that are measured in
is probable that the economic benefits will terms of historical cost in a foreign currency
flow to the Company and the revenue can are translated using the exchange rates at the
be reliably measured. Revenue is measured at dates of the initial transactions.
the fair value of the consideration received or
receivable, taking into account contractually 2.7
Income taxes
defined terms of payment and excluding Current Income tax
taxes or duties collected on behalf of the Current income tax liabilities are measured at
government. The Company has concluded the amount expected to be paid to the tax
that it is the principal in all of its revenue authorities in accordance with the Income-
arrangements since it is the primary obligor in tax Act, 1961. The tax rates and tax laws
all the revenue arrangements as it has pricing used to compute the amount are those that
latitude and is also exposed to inventory and are enacted or substantively enacted, at the
credit risks. reporting date.
Income from event management

Current income tax relating to items
Revenue from event management is recognised recognised outside profit or loss is recognised
once the related event is completed. outside profit or loss (either in other
comprehensive income or in equity). Current
Interest
tax items are recognised in correlation to
For all debt instruments measured either at
amortised cost, interest income is recorded the underlying transaction either in OCI or
using the effective interest rate (‘EIR’). EIR is directly in equity. Management periodically
the rate that exactly discounts the estimated evaluates positions taken in the tax returns
future cash payments or receipts over the with respect to situations in which applicable
expected life of the financial instrument or tax regulations are subject to interpretation
a shorter period, where appropriate, to the and establishes provisions where appropriate.
gross carrying amount of the financial asset
or to the amortised cost of a financial liability. Deferred tax
When calculating the effective interest rate, Deferred tax is provided using the liability
the Company estimates the expected cash method on temporary differences between
flows by considering all the contractual terms the tax bases of assets and liabilities and
of the financial instrument but does not their carrying amounts for financial reporting
consider the expected credit losses. Interest purposes at the reporting date.

Notes
Deferred tax assets are recognised for all economic benefits will be required to settle
deductible temporary differences, the carry the obligation and a reliable estimate can be
forward of unused tax credits and any unused made of the amount of the obligation. When
tax losses. Deferred tax assets are recognised the Company expects some or all of a provision
to the extent that it is probable that taxable to be reimbursed, for example, under an
profit will be available against which the insurance contract, the reimbursement is
deductible temporary differences, and the recognised as a separate asset, but only when
carry forward of unused tax credits and
the reimbursement is virtually certain. The
unused tax losses can be utilised.
expense relating to a provision is presented
in the statement of profit and loss net of any
The carrying amount of deferred tax assets is
reviewed at each reporting date and reduced reimbursement.
to the extent that it is no longer probable
that sufficient taxable profit will be available If the effect of the time value of money is
to allow all or part of the deferred tax asset to material, provisions are discounted using
be utilised. Unrecognised deferred tax assets a current pre-tax rate that reflects, when
are re-assessed at each reporting date and are appropriate, the risks specific to the liability.
recognised to the extent that it has become When discounting is used, the increase in
probable that future taxable profits will allow the provision due to the passage of time is
the deferred tax asset to be recovered. recognised as a finance cost.
Deferred tax assets and liabilities are measured 2.9

Contingent liabilities
at the tax rates that are expected to apply A contingent liability is a possible obligation
in the year when the asset is realised or the that arises from past events whose existence
liability is settled, based on tax rates (and tax will be confirmed by the occurrence or non-
laws) that have been enacted or substantively occurrence of one or more uncertain future
enacted at the reporting date. events beyond the control of the Company
or a present obligation that arises from past
Deferred tax relating to items recognised
events but is not recognised because it is
outside profit and loss is recognised
not probable that an outflow of resources
outside profit and loss (either in OCI or in
will be required to settle the obligation. A
equity). Deferred tax items are recognised
in correlation to the underlying transaction contingent liability also arises in extremely
either in OCI or directly in equity. rare cases where there is a liability that cannot
be recognised because it cannot be measured
Deferred tax assets and deferred tax liabilities reliably. Where there is a possible obligation
are offset if a legally enforceable right exists or a present obligation and the likelihood
to set off current tax assets against current of the outflow of resources is remote, no
tax liabilities and the deferred taxes relate to provision or disclosure is needed.
the same taxable entity and the same taxation
authority. 2.10
Segment Reporting
The Chief Operational Decision Maker
Deferred tax assets are recognized for all (CODM) monitors the operating results of its
deductible temporary differences and unused business segments separately for the purpose
tax losses only if it is probable that future
of making decisions about resource allocation
taxable amounts will be available to utilize
and performance assessment. Segment
those temporary differences and losses.
performance is evaluated based on profit and
loss and is measured consistently with profit
2.8
Provisions
Provisions are recognised when the Company and loss in the financial statements. Operating
has a present obligation (legal or constructive) segments are reported in a manner consistent
as a result of a past event, it is probable with the internal reporting provided to
that an outflow of resources embodying the CODM.

01-40 41-116 117-222 223-288
Notes
2.11 Earnings per equity share (‘EPS’) payments of principal and interest on the
Basic EPS amounts are calculated by dividing principal amount outstanding.
the profit for the year attributable to equity
holders by the weighted average number of After initial measurement, such financial
equity shares outstanding during the year. assets are subsequently measured at
amortised cost using the effective interest rate
Diluted EPS amounts are calculated by (‘EIR’) method. Amortised cost is calculated by
dividing the profit attributable to equity taking into account any discount or premium
holders by the weighted average number of on acquisition and fees or costs that are an
equity shares outstanding during the year integral part of the EIR. The EIR amortisation
plus the weighted average number of equity is included in finance income in the profit or
shares that would be issued on conversion loss.
of all the dilutive potential equity shares into
equity shares. Derecognition
A financial asset (or, where applicable, a part
2.12 Cash and cash equivalents of a financial asset or part of a company
Cash and cash equivalent in the balance sheet of similar financial assets) is primarily
and cash flow statement comprise cash at derecognised (i.e. removed from the
banks and on hand and short-term deposits Company’s balance sheet) when:
with an original maturity of three months or
• The rights to receive cash flows from the
less, which are subject to an insignificant risk
asset have expired, or
of changes in value.
• T he Company has transferred its rights
2.13
Financial instruments
to receive cash flows from the asset and
A financial instrument is any contract that
either (a) the Company has transferred
gives rise to a financial asset of one entity
substantially all the risks and rewards of
and a financial liability or equity instrument
the asset, or (b) the Company has neither
of another entity. transferred nor retained substantially all
the risks and rewards of the asset, but
Financial assets
has transferred control of the asset.
Initial recognition and measurement
Financial assets are recognised when the Impairment of financial assets
Company becomes a party to the contractual In accordance with Ind AS 109, the Company
provisions of the instrument. Financial assets applies expected credit loss (‘ECL’) model for
are initially measured at fair value. Transaction measurement and recognition of impairment
costs that are directly attributable to the loss on the financial assets which are not
acquisition or issue of financial assets (other fair valued through profit and loss. Loss
than financial assets at fair value through allowance for trade receivables with no
profit or loss) are added to or deducted from significant financing component is measured
the fair value measured on initial recognition at an amount equal to lifetime ECL at each
of financial assets. reporting date, right from its initial recognition.
For all other financial assets, expected credit
Subsequent measurement losses are measured at an amount equal to
Financial assets at amortised cost the 12-month ECL, unless there has been a
significant increase in credit risk from initial
Financial assets are subsequently measured
recognition in which case those are measured
at amortised cost if these financial assets
at lifetime ECL. If, in a subsequent period,
are held within a business whose objective
credit quality of the instrument improves such
is to hold these assets in order to collect
that there is no longer a significant increase
contractual cash flows and the contractual
in credit risk since initial recognition, then the
terms of the financial asset give rise on
entity reverts to recognising impairment loss
specified dates to cash flows that are solely
allowance based on 12-month ECL.

Notes
ECL impairment loss allowance (or reversal) of the asset. All other borrowing costs are
recognized during the period is recognized expensed in the period in which they occur.
as income/ expense in the statement of profit Borrowing costs consist of interest and other
and loss (P&L). This amount is reflected under costs that an entity incurs in connection with
the head ‘other expenses’ in the P&L. the borrowing of funds. Borrowing cost also
includes exchange differences to the extent
For assessing increase in credit risk and regarded as an adjustment to the borrowing
impairment loss, the Company combines costs.
financial instruments on the basis of shared
credit risk characteristics with the objective 2.15 Significant accounting judgments,
of facilitating an analysis that is designed to estimates and assumptions:
enable significant increases in credit risk to be The preparation of the Company’s financial
identified on a timely basis. statements requires management to make
judgements, estimates and assumptions that
Financial liabilities affect the reported amounts of revenues,
Initial recognition and measurement expenses, assets and liabilities, and the
Financial liabilities are classified, at initial accompanying disclosures, and the disclosure
recognition, as financial liabilities at fair of contingent liabilities. Uncertainty about
value through profit and loss, loans and these assumptions and estimates could
borrowings, payables as appropriate. result in outcomes that require a material
adjustment to the carrying amount of assets
All financial liabilities are recognised initially or liabilities affected in future periods.
at fair value and, in the case of loans and
borrowings and payables, net of directly Estimates:
attributable transaction costs. Property, plant and equipment
Property, plant and equipment represent a
The Company’s financial liabilities include significant proportion of the asset base of the
trade and other payables. Company. The charge in respect of periodic
depreciation is derived after determining
Derecognition an estimate of an asset’s expected useful
A financial liability is derecognised when the life and the expected residual value at the
obligation under the liability is discharged end of its life. The useful lives and residual
or cancelled or expires. When an existing values of Company assets are determined by
financial liability is replaced by another from management at the time the asset is acquired
the same lender on substantially different and reviewed periodically, including at each
terms, or the terms of an existing liability are financial year end. The lives are based on
substantially modified, such an exchange or historical experience with similar assets.
modification is treated as the derecognition
of the original liability and the recognition Judgements:
of a new liability. The difference in the Taxes
respective carrying amounts is recognised in Deferred tax assets are recognised for unused
the statement of profit or loss. tax losses to the extent that it is probable
that taxable profit will be available against
2.14
Borrowing Costs which the losses can be utilised. Significant
Borrowing costs directly attributable to the management judgement is required to
acquisition, construction or production of determine the amount of deferred tax assets
an asset that necessarily takes a substantial that can be recognised, based upon the likely
period of time to get ready for its intended timing and the level of future taxable profits
use or sale are capitalised as part of the cost together with future tax planning strategies.

01-40 41-116 117-222 223-288
Notes
3. Property, plant and equipment:

(` in thousand)
Particulars Vehicles Total
Gross block value as at April 01, 2016 358.34 358.34
Deletions during the year 358.34 358.34
Gross block value as at March 31, 2017 - -
Deletions during the year - -
Gross block value as at March 31, 2018 - -
Accumulated depreciation as at April 01, 2016 340.42 340.42
Accumulated depreciation on disposals 340.42 340.42
Accumulated depreciation as at March 31, 2017 - -
Accumulated depreciation on disposals - -
Accumulated depreciation as at March 31, 2018 - -
Net block as at March 31, 2017 - -
Net block as at March 31, 2018 - -
Financial assets:
4. Trade receivables
(` in thousand)
Unsecured, considered good 406.41 2,521.83
Doubtful 1,141.25 786.58
1,547.66 3,308.41
Allowance for doubtful debts 1,141.25 786.58
406.41 2,521.83
5. Cash and cash equivalents:

(` in thousand)
Balances with banks:
On current account 3,691.29 10,027.57
3,691.29 10,027.57
6. Bank balances other than cash equivalents

(` in thousand)
Deposits with original maturity of more than 3 months but less than 12 months 9,094.62 8,543.65
9,094.62 8,543.65

Notes
7. Other assets
(` in thousand)
Balance with government authorities 1,466.79 1,118.77 - 255.35
Total assets 1,466.79 1,118.77 - 255.35
8. Deferred tax assets (Net)

(` in thousand)
Recognised deferred tax asset
Allowance for doubtful debts - 245.79
Others - 33.48
Deferred tax assets (Net) - 279.26
Unrecognised deferred tax asset

Allowance for doubtful debts 296.72 -
Carried Forward Losses 504.47 246.05
801.20 246.05
The Company has not recognised deferred tax asset, since it is not probable that future taxable amounts will be available
to utilise against such deferred tax assets.
9. Share capital:
(` in thousand)
Nos. in Amount Nos. in Amount
Thousand Thousand
Authorised share capital
Equity shares:
At the beginning of the year 5,000.00 50,000.00 5,000.00 50,000.00
Increase / (decrease) during
the year
Total authorised equity share 5,000.00 50,000.00 5,000.00 50,000.00
capital
Issued, subscribed and fully paid-

up shares
Equity shares
At the beginning of the year 1,122.91 11,229.14 1,122.91 11,229.14
Issued during the year - - - -
Total issued, subscribed and fully 1,122.91 11,229.14 1,122.91 11,229.14
paid-up share capital
(a) Terms/ rights attached to each class of share

Equity shares
The Company has only one class of equity shares having a par value ` 10 per share. Each holder of equity shares is
entitled to one vote per share.

01-40 41-116 117-222 223-288
Notes
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets
of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number
of equity shares held by shareholders.
(b) Aggregate number of bonus shares issued, shares issued for consideration other than cash, shares issued
pursuant to the scheme of arrangement during the period of five years immediately preceding the
reporting date:

Nos. in Nos. in
Thousand Thousand
Equity shares :
Allotted as shares issued in pursuant to the scheme of arrangements 72.91 72.91
72.91 72.91
(c) Details of shareholders holding more than 5% shares of the Company

Nos. in % of hold Nos. in % of hold
Thousand Thousand
Name of shareholders
DB Infomedia Private Limited alongwith its 1,122.91 100% 1,122.91 100%
nominee
10. Trade Payables

(` in thousand)
Trade Payables*
Total outstanding dues of micro enterprises and small enterprises - -
Total outstanding dues of creditors other than micro enterprises and small 2,367.40 8,756.84
enterprises
2,367.40 8,756.84
*No amount due and outstanding to be credited to Investor Education and Protection Fund.
11. Other current liabilities

(` in thousand)
Other payable
Advances from customers 343.26 442.98
375.27 566.68
12. Revenue from operations:

(` in thousand)
Income from event management 68.84 7,516.67
68.84 7,516.67

Notes
13. Other income

(` in thousand)
Profit on sale / disposal of property, plant and equipment - 77.08
Interest income from bank deposits 612.19 985.19
862.50 1,650.74
14. Employee benefit expenses

(` in thousand)
Salaries, wages and bonus 204.85 256.62
204.85 256.62
15. Other expenses

(` in thousand)
Legal and professional charges* 1,200.06 4,781.03
Event expenses - 1,886.83
Sales and marketing expenses 11.82 1,378.05
Vehicle running and maintenance expenses 284.16 784.05
2,065.92 9,538.38
*Auditor's remuneration (Included in legal and professional charges above)

As auditor:
Audit fee 50.00 50.00
50.00 50.00
16. Loss per equity share

Loss after tax for equity shareholders (` in Thousand) (1,618.69) (627.59)
Weighted average number of equity shares outstanding for Basic and diluted 1,122.91 1,122.91
EPS (Nos. in Thousand)
Face value per share ` 10 10
Basic and diluted loss per share (`) (1.44) (0.56)
17. Related party disclosure

(a) Following is the list of related parties:

Ultimate Holding Company • D. B. Corp Limited
Holding Company • DB Infomedia Private Limited
Key Management Personnel • Shri Pawan Agarwal, Director

01-40 41-116 117-222 223-288
Notes
(b) Related party transactions:

(` in thousand)
Particulars Transactions for the year ended Amount payable as at
D. B. Corp Limited
- Sales and marketing expenses - 1,378.05 - -
- Event expenses - 149.26 (74.67) (129.48)
- Balance outstanding at the year - - (2067.85) (6,921.42)
end
at the year-end are unsecured and interest free and settlement occurs in cash. The Company has not recorded any
impairment of receivables relating to amounts owed by related parties during the year ended March 31, 2018. This
assessment is undertaken in each financial year through examining the financial position of the related party and the
market in which the related party operates.
18. Dues to micro and small enterprises

The Company does not have any dues outstanding to the Micro and Small Enterprises as defined in Micro, Small and
Medium Enterprises Development Act, 2006. The identification of Micro, Small and Medium Enterprises is based on
information available with the management regarding the status of these parties.
19. Segment information

The company is exclusively engaged in the business of organising events, which, in the context of Accounting Standard
108 on Segment Reporting is considered to constitute a single primary segment. Thus, the segment revenue, segment
results, total carrying amount of segment assets, total carrying amount of segment liabilities and total cost incurred to
acquire segment assets are all as reflected in the financial statements for the year ended March 31, 2018 and as on that
date.
20. Employee Benefits

The Company has no obligation towards defined benefit plan and defined contribution plan for employees.
21. Going Concern

The Company did not have any business operations during the current year. Having regard to the approved business plans
and cash flow projections, and considering the support from D. B. Corp Limited, the Ultimate Holding Company, to meet
its financial obligations as and when they fall due for a period of not less than twelve months from the date of signing the
Financial Statements for the year ended March 31, 2018, the Financial Statements have been prepared on going concern
basis and no adjustments have been made to write down the assets to net realisable value.
22. Financial Instruments – Fair value and risk management

A. Accounting classification and fair values
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including
their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial
liabilities if the carrying amount is a reasonable approximation of fair value.
When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible.
Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation
techniques as follows.
– Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
– Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from prices).
– Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Notes
(` in thousand)
Cost
Financial assets
(i) Trade Receivable 4 - - 406.41 406.41
(ii) Cash and Cash Equivalent 5 - - 3,691.29 3,691.29
(iii) Other Financial Assets 6 - - 9,094.62 9,094.62
- - 13,192.32 13,192.32
(i) Trade Payables 10 - - 2,367.40 2,367.40
- - 2,367.40 2,367.40
(` in thousand)
Cost
Financial assets
(i) Trade Receivable 4 - - 2,521.83 2,521.83
(ii) Cash and Cash Equivalent 5 - - 10,027.57 10,027.57
(iii) Other Financial Assets 6 - - 8,543.65 8,543.65
- - 21,093.05 21,093.05
(i) Trade Payables 10 - - 8,756.84 8,756.84
- - 8,756.84 8,756.84
Measurement of fair values

Valuation processes
The Management of the Company carries out the valuation of financial assets and liabilities required for financial
reporting purposes.
Fair value hierarchy

No financial instruments are recognised and measured at fair value.
For all the financial assets and liabilities referred above that are measured at amortised cost, their carrying amounts are
reasonable approximations of their fair values. The carrying amounts of Trade receivables, cash and cash equivalents,
Other Financial Assets, Trade payable and other financial liabilities are considered to be the same as their fair values
due to their short term nature.
Financial Risk management

Risk management framework
The Company's business activities expose it to a variety of financial risks, namely credit risk, liquidity risk and market
risk. The Company's management have the ultimate responsibility for managing these risks. The Company has a
mechanism to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and
to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect
changes in market conditions and the Company's activities.

01-40 41-116 117-222 223-288
Notes
The Company's management are supported by the finance team that provides assurance that the Company's
financial risk activities are governed by appropriate policies and procedures and that financial risks are identified,
measured and managed in accordance with the Company's policies and risk objectives. The activities are designed
to:
-protect the Company's financial results and position from financial risks
-maintain market risks within acceptable parameters, while optimising returns; and
-protect the Company’s financial investments, while maximising returns.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial
loss to the Company. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of
creditworthiness as well as concentration risks. The Company uses other publicly available financial information to
rate its financial institutions. The Company’s exposure and the credit ratings of its counterparties are continuously
monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Credit
exposure is controlled by counterparty limits that are reviewed and approved periodically.
Trade and other receivables

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
Concentrations of credit risk with respect to trade receivables are limited, due to the Company’s customer base
being large. All trade receivables are reviewed and assessed for default on a regular basis. Our historical experience
of collecting receivables, supported by the level of default, is that credit risk is low.
Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine
incurred and expected credit losses. The Company assesses and manages credit risk based on the Company's credit
policy. Under the Company credit policy each new customer is analyzed individually for credit worthiness before the
Company's standard payment and delivery terms and conditions are offered. The Company assesses on a forward
looking basis the expected credit losses associated with its assets carried at amortised cost. For trade receivables, the
Company applies the simplified approach permitted by Ind AS 109 Financial Instrument, which requires expected
lifetime losses to be recognised from initial recognition of the receivables. When determining whether the credit risk
of a financial asset has increased significantly since initial recognition and when estimating expected credit losses,
the Company considers reasonable and supportable information that is relevant and available without undue cost
or effort. This includes both quantitative and qualitative information and analysis, based on the Company’s historical
experience and informed credit assessment and including forward looking information.
The Company's accounts receivable are geographically dispersed. The Management do not believe there are any
particular customer or group of customers that would subject the Company to any significant credit risks in the
collection of accounts receivable
(` in thousand)
March 31, 2018 March 31, 2017
Loss allowance as at the end of the year 1,141.25 786.58
Cash and cash equivalents

The Company is also exposed to credit risks arising on cash and cash equivalents. The Company believes that its
credit risk in respect to cash & cash equivalents is insignificant as funds are kept in current account with financial
institutions.

Notes
Other Financial Assets

The Company has fixed deposit with IDBI as at March 31, 2018 and March 31, 2017. The management periodically
monitors the recoverability and credit risks of its other financials assets.
Liquidity risk
Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities.
The Company’s approach to managing liquidity is to ensure that it will have sufficient funds to meet its liabilities
when due without incurring unacceptable losses.
The Company maintained a cautious funding strategy, with a positive cash balance throughout the years. This was
the result of cash delivery from the business. Cash flow from operating activities provides the funds to service the
financing of financial liabilities on a day-to-day basis. Accordingly, low liquidity risk is perceived.
Maturities of financial liabilities

The following table shows the maturity analysis of the Company's financial liabilities based on contractually agreed
undiscounted cash flows as at the Balance sheet date:
(` in thousand)
Trade Payables 10 2,367.40 2,367.40 - 2,367.40
Total Non-derivative financial 2,367.40 2,367.40 - 2,367.40
liabilities
(` in thousand)
Trade Payables 10 8,756.84 8,756.84 - 8,756.84
Total Non-derivative financial 8,756.84 8,756.84 - 8,756.84
liabilities
Market risk
Market risk is the risk of loss of future earnings, fair values or future cash flows that may result from adverse changes
in market rates and prices (such as interest rates and foreign currency exchange rates) or in the price of market risk-
sensitive instruments as a result of such adverse changes in market rates and prices. Market risk is attributable to all
market risk-sensitive financial instruments, all foreign currency receivables and payables and all short term and long-
term debt. The Company is exposed to market risk primarily related to foreign exchange rate risk and interest rate
risk. Thus, the Company’s exposure to market risk is a function of investing and borrowing activities and it's revenue
generating and operating activities.
Interest rate risk

The Company does not have any borrowing hence interest rate risk is not there.
Currency risk
The company does not have any assets/liabilities, which are denominated in a currency other than the functional
currency of the entity. Hence currency risk is not there.

01-40 41-116 117-222 223-288
Notes
Capital Management
The Company determines the capital requirements based on its financial performance. The funding requirements are
met through operating cash flows generated. For the purpose of Company's Capital Risk Management, "Capital"
includes issued equity share capital and all other equity reserves attributable to it's shareholders.
The Company's objective in managing its capital is to safeguard its ability to continue as a going concern and to
maximise shareholder's values.
The capital structure of the Company is based on management’s assessment of the appropriate balance of key
elements in order to meet its strategic and day-to day needs. The Company considers the amount of capital
in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk
characteristics of the underlying assets.
The Company maintains a stable and strong capital structure with a focus on total equity so as to maintain
shareholders and creditors confidence and to sustain future development and growth of its business. The Company
takes appropriate steps in order to maintain, or if necessary adjust, its capital structure.
23. Disclosure On Specified Bank Notes (SBN's)

The Company neither maintains any cash balances nor undertakes any cash transactions for the purpose of carrying out
its operations. There are no transactions of specified bank notes, within the meaning of notification number S.O. 3407(E)
of the Government of India, Ministry of Finance, Department of Economic Affairs, dated November 8, 2016, during the
period from November 8, 2016 to December 30, 2016.
Accordingly, disclosure in the financial statements regarding specified bank notes as envisaged in Notification G.S.R 308(E)
dated March 30, 2017, is not applicable to the Company.


Date: May 16, 2018 Date: May 15, 2018

Notes
Corporate Milestones
1958 1977 1983 1996

Launched Dainik Bhaskar First Company to install Indore edition launch: Jaipur launch: The
newspaper from Bhopal web offset machine against First Company to launch Company became the first
in MP uniform prevalent practice a newspaper edition in a Hindi Newspaper to launch
of rotary machine different city within the an edition in another state
same state
2008 2006 2005 2003

Initiated massive investment First Indian Language Warburg Pincus invested Gujarat launch: The
in upgrading printing Newspaper brand to set up in the Company Company launched Divya
infrastructure across all SAP System in India (D. B. Corp Ltd. was an Bhaskar (the Gujarat Daily
markets unlisted Company at of the Group) its first
that time) language newspaper other
than Hindi
2009 2010 2011 2013

The Company introduced D. B. Corp Ltd. became a Launched Divya Marathi Launched 6th and 7th
ESOPs to motivate listed entity after its maiden in Maharashtra, the 4th edition of Divya Marathi
employees Initial Public Offer (IPO) Language Newspaper of the from Akola and Amravati
Group respectively
Received an overwhelming
investor response and was
oversubscribed by 39.5
times
2017 2016 2015 2014

Dainik Bhaskar completes Dainik Bhaskar is India’s Initiated ‘No Negative News Expanded into the 14th
20 years of formidable Largest Circulated (Source: on Monday’ to encourage a state through the launch of
presence in Rajasthan ABC JD’15) and World’s more optimistic environment, Dainik Bhaskar 37th edition
4th Largest Circulated and usher in every new week in Patna, Bihar
94.3 MY FM expands its
Newspaper (Source: WAN with greater enthusiasm and
presence to 13 more cities
IFRA’s World Press Trends positivity
‘homeonline.com’ launched Report 2016)
Launched five portals
Expansion in Bihar with the – moneybhaskar.com,
launch of Dainik Bhaskar fashion101.in,
editions in Muzaffarpur, jeevanmantra.in,
Gaya and Bhagalpur bollywoodbhaskar.com
and dbcric.com
2018 DB Post, a new English
daily launched in Bhopal,
DBCL is Urban India’s #1 Madhya Pradesh
Newspaper Group (Source:
IRS 17, AIR - Urban, Main +
Variant. Excluding Financial
dailies)
CIN: L22210GJ1995PLC047208 www.bhaskarnet.com
REGISTERED OFFICE HEAD OFFICE CORPORATE OFFICE

Plot no. 280, Sarkhej Dwarka Sadan, 6, 501, 5th Floor, Naman Corporate Link,
Gandhinagar Highway, Press Complex, Opp. Dena Bank, C-31, G Block,
Near YMCA Club, Makarba M P Nagar Zone I Bandra Kurla Complex, Bandra (East)
AHMEDABAD, BHOPAL, MUMBAI,

GUJARAT - 380 051 MADHYA PRADESH - 462 011 MAHARASHTRA - 400 051
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42 Management Discussion and Standalone

Awards and Corporate

Consolidated DB Infomedia Private Limited I Media Corp Limited

D. B. Corp Ltd. at a Glance

A leading, diversified media player, the Company enjoys a dominant position in

DB Star DB Post Saurashtra Samachar

Annual Report 2017-18 | 07

India's Largest Newspaper Group

Source: Indicus Market Skyline 2015

Leading Across Geographies

Map not to scale. For illustrative purposes only.

Annual Report 2017-18 | 09

Message from the

Annual Report 2017-18 | 11

Sudhir Agarwal, Managing Director

Girish Agarwal, Non-Executive Director

Pawan Agarwal, Deputy Managing Director

Piyush Pandey, Non-Executive Independent Director

Harish Bijoor, Non-Executive Independent Director

Ashwani Singhal, Non-Executive Independent Director

Anupriya Acharya, Non-Executive Independent Director

Annual Report 2017-18 | 13

Total Revenue ` Mn Advertisement Revenue ` Mn

10% 10 year CAGR 10% 10 year CAGR

EBITDA ` Mn EBITDA Margin %

12% 10 year CAGR

PAT ` Mn PAT Margin %

16% 10 year CAGR

Free Cash Flow ` Mn Gross Term Debt ` Mn

Annual Report 2017-18 | 17

Key Marketing Initiatives

Radio Extending the ‘Achcha Sunte hai’ promise,

Annual Report 2017-18 | 19

Marketing & Sales

Annual Report 2017-18 | 21

Making the Most of the Urban and

Eyeing circulation supremacy across markets

Expanding the frontiers of growth in Bihar

Preparing for the next phase

Taking the digital

Annual Report 2017-18 | 25

DBCL gives utmost importance to audience empowerment. The trust

Enriching audiences through content engagement

Annual Report 2017-18 | 29

DBCL focussed on leveraging its

Joining hands with

Creating investor awareness with Birla Sunlife

A partnership with KDAH to

Annual Report 2017-18 | 33

Caring for the

Our philosophy of caring and sharing extends

Sarthak Deepavali Mitti Ke Ganesh

Jal Satyagrah Save Birds

Annual Report 2017-18 | 37

Awards and Accolades

3. yper-Localisation - Newspapers carry diversified

c. nalytics and loyalty: There is a focus on developing

a. Smartphone penetration reached around 33% in

m. As more and more outlets emerge for dissemination of

ainik Bhaskar continues to be the world’s

• Ek Rakhi Fauji Ke Naam campaign - MY FM RJ Gaining traction in traffic:

• angrezz Season 4 - MY FM flagged off India’s