Dear Shareholders,
The Directors take pleasure in presenting the 9th Annual Report and
the Audited Accounts of your Company for the year ended 31st March,
2011 together with the Auditors'' Report thereon.
Financial Results
Your Company''s summarized financial results for the year under review
is as under:
(Rs. in Lakhs)
Particulars 2010 - 11 2009-10
Total Revenue 1,03,091.48 92,194.54
Profit before interest, tax and depreciation 34,747.12 48,102.12
Less: Interest and financial charges 5,901.16 4,512.53
Profit before depreciation & tax 28,845.96 43,589.59
Less: Depreciation 5,157.35 4,224.85
Profit before tax 23,688.61 39,364.74
Tax charge (current and deferred) 7,430.31 13,272.93
Net profit for the year 16,258.30 26,091.81 Appropriations &
Adjustments:
Dividend (including dividend tax thereon) – 8,532.71
Effect of change in treatment of franchise rights/others 5,136.48 96.04
Transfer to debenture redemption reserve 5,000.00 1,302.12
Transfer to general reserve 6,000.00 3,000.00
Surplus for the year 121.82 13,160.94
Balance in Profit & Loss Account 52,616.65 39,455.71
Balance carried forward 52,738.47 52,616.65
The above results for the year under review are not strictly comparable
with that of the previous year, as the figures for the year under
review includes the results of the subsidiaries viz., Deccan Chargers
Sporting Ventures Ltd., Netlink Technologies Ltd. and Odyssey India
Ltd. which were amalgamated with the company.
Amalgamation of subsidiaries
During the year under review company''s subsidiary Netlink Technologies
Limited was amalgamated with the company pursuant to a Scheme of
Amalgamation sanctioned by the Hon''ble High Court of Andhra Pradesh
vide its Order dated 9th March 2011; and the other two subsidiaries
viz., Deccan Chargers Sporting Ventures Limited and Odyssey India
Limited were amalgamated with the company pursuant to a Scheme of
Amalgamation sanctioned by the Hon''ble High Court of Andhra Pradesh
vide its Order dated 15th April 2011. The effective dates of the
aforesaid Scheme of Amalgamation are 11th April 2011 and 4th May 2011
respectively.
The Appointed Date of amalgamation under both the Schemes being 1st
April 2010, the financials for the year under review have been prepared
after giving effect to the Amalgamation.
Dividend
In view of the ongoing buyback programme and the need to conserve
liquid resources of the company, your Directors do not propose payment
of dividend for the year under review.
Management Discussion and Analysis
A detailed Management Discussion and Analysis covering operations
review and outlook is provided in the Annual Report.
Buy back of Equity Shares
In terms of the provisions of Companies Act, 1956 and the Securities
and Exchange Board of India (Buy Back of Securities) Regulations,1998
and pursuant to the approval of shareholders obtained by Postal Ballot
and the approval of SEBI, the Company announced its Offer to buy back a
minimum of 1,00,00,000 equity shares, a maximum of 3,45,00,000 equity
shares at a price per share not exceeding Rs.180/- at a total outlay not
exceeding Rs.270 crores through stock market mechanism. The buy back
offer commenced on 16th May 2011 and the scheduled closing is on 3rd
January 2012 or such other earlier date as the Board may decide in this
regard.
Pursuant to the aforesaid Buy Back Offer the Company, as of date of
this report, has bought back 2,61,73,133 Equity Shares and out of which
1,87,82,870 Equity Shares has been extinguished and the remaining
73,90,263 Equity Shares are being extinguished in due course.
Ratings for Term Funding
During the year CARE has reaffirmed ''PR1 '' for short term funding &
''AA'' for long term funding signifying high-credit quality and low
credit risk, which signifies high degree of safety with regard to
timely payment of interest and principal on the instruments.
Directors
Mr. Krishan Premnarayen, Mr. T. Vinayak Ravi Reddy, and Mr. G. Kumar
retire by rotation at the ensuing annual general meeting and being
eligible have offered themselves for reappointment.
Report on Corporate Governance
As required under Clause 49 of the Listing Agreement with the Stock
Exchanges a report on Corporate Governance is given in the Annual
Report. Certificate of the Auditor regarding compliance with the
conditions of corporate governance is also given.
Fixed Deposits
During the year under review, your company has neither invited nor
accepted any deposits from the public.
Statutory Auditors
M/s. C B Mouli & Associates, Chartered Accountants, Statutory Auditors
of the Company, hold office, in accordance with the provisions of the
Act up to the conclusion of the forthcoming Annual General Meeting. The
Company has received letter from M/s. C B Mouli & Associates, Chartered
Accountants to the effect that their appointment, if made, would be
within the prescribed limits under Section 224 (IB) of the Companies
Act, 1956, and that they are not disqualified for such appointment
within the meaning of Section 226 of the Companies Act, 1956.
Particulars of Employees
Information as per Section 217(2A) of the Companies Act, 1956 read with
the Companies (Particulars of employees) Rules 1975 as amended from
time to time forms part of this report. However, as per the provisions
of Section 219(1) (b)(iv) of the Act, the Report and Accounts are being
sent to all members excluding the statement containing the particulars
of employees to be provided under section 217(2A) of the Act. Any
member interested in obtaining such particulars may write to the
Company Secretary at the Registered Office of the Company.
Directors'' Responsibility Statement
Pursuant to provisions of Section 217 (2AA) of the Companies Act, 1956
with respect to Directors'' Responsibility Statement, it is hereby
confirmed;
(i) that in the preparation of the annual accounts for the financial
year ended 31st March, 2011, the applicable Accounting Standards have
been followed along with proper explanations relating to material
departures;
(ii) that the directors had selected such accounting policies and
applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company at the end of the financial year and of the
profit or loss of the Company for the year under review;
(iii) that the directors had taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 1956 for safeguarding the assets of
the Company and for preventing and detecting fraud and other
irregularities:
(iv) that the directors had prepared the annual accounts for the
financial year ended 31st March, 2011 on a going concern basis.
Conservation of Energy, Technology Absorption
Particulars regarding conservation of energy, technology absorption are
not applicable to printing and publishing of newspapers and
periodicals.
Foreign Exchange Earnings and Outgo
In accordance with the provisions of Section 217(1)(e) of the Companies
Act, 1956, read with the Companies (Disclosure of Particulars in the
Report of Board of Directors) Rules, 1988, the information relating to
foreign exchange earnings and outgo is provided as under and the
details of which is mentioned in Note No. 3.3 of the Notes to the
Accounts.
(Rs. in Lakhs)
Particulars 2010-11 2009-10
Foreign Exchange Earnings Nil Nil
Foreign Exchange Outgo 22,304.82 18,232.85
Acknowledgements
The Directors take this opportunity to thank Company''s customers,
suppliers, bankers, financial Institutions for their consistent support
to the Company. Your Directors express their appreciation for the
dedicated and sincere services rendered by the employees of the Company
at all levels. Your Directors also wish to express their gratitude to
the Shareholders for the confidence reposed by them in the Company and
for the continued support and co-operation.
For and on behalf of the Board
T. Venkattram Reddy
Chairman
Secunderabad, August 13, 2011
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