1. Contingent Liabilities
(Rs. in Lakhs)
As at March 31, 2011 As at March 31, 2010
Bank Guarantees/Letter
of Credit given 432.50 166.42
In respect of various
pending labour and
defamation Amount not ascertainable Amount not ascer
-tainable
cases (In view of large
number of cases, it is
impracticable to
disclose the details
of each case).
2. (a) Pending final disposal of various litigations initiated since
June 2007 by a common group of shareholders hereinafiter referred to as
Other Group against the Company in case of Jagran Publications
Private Limited and Jagran Prakashan (MPC) Private Limited and the
Company’s petition fled in case of former against the Other Group
(which is in management) alleging mismanagement and oppression and
seeking the directive against them to sell their shareholding to the
Company at fair price or alternatively to vest the management rights
with it, the management, on the basis of legal advice received and on
evaluation of various developments including the decision of Company
Law Board in its favour in one of the crucial petitions fled by Other
Group and continuing decrease in outstanding balances considers its
entire exposure, in both the companies, of Rs. 2,521.58 lakhs including
equity investment of Rs.10.50 lakhs as fully realisable. However, the
Company, being extremely conservative, recognises interest on the loans
granted to these companies as income only when interest is realised and
accordingly no interest income has been recognised for the period from
October 1, 2007 to March 31, 2011.
(b) The shares held in Jagran Publications Private Limited and Jagran
Prakashan (MPC) Private Limited are not transferable to a third party
(i.e. persons and body corporate not belonging to U.P. group, defined
to be lineal descendants of late Mr. P.C. Gupta and Company in which
not less than 51% shareholding is owned and controlled by their family
members) without complying with certain conditions as contained in the
Articles of Association of these two companies.
(c) Pursuant to compliance of clause 32 of the Listing Agreement on
disclosure of Loans/ Advances in the nature of loans, the relevant
information is provided hereunder:
* includes Rs. 350 Lakhs (Previous Year Rs. 350 Lakhs) non interest
bearing loan given while the Company was a private limited Company.
There is no stipulation for repayment.
d) The Company has created certain provision, without prejudice to its
legal rights, on the receivables under litigation though it is confident
of realising its dues.
3. Title deeds of leasehold land at Mohali of Rs. 91.95 Lakhs
(Previous Year Rs. 90.40 Lakhs) and Patna of Rs. 68.45 Lakhs (Previous
Year Rs. NIL) included in land are yet to be executed.
4. Accounting Standard 26 – Intangible Assets prescribed by the
Companies (Accounting Standards) Rules, 2006, and the relevant
provisions of the Companies Act, 1956, requires amortization of
intangible assets over their estimated useful lives. In view of the
Management, Title Dainik Jagran has an indefinite life and therefore is
not amortised.
Considering the impending convergence of Indian Accounting Standards
with International Financial Reporting Standard (IFRS) as indicated
by the Institute of Chartered Accountants of India, and recent press
note from Ministry of Corporate Affairs, the Company considers it
likely that its financial statements will also be prepared in accordance
with IFRS over the next three years or so.
Post migration to IFRS, the Company will no longer be required to
amortize the Title but will need to test the same for impairment
annually or earlier, if there arises a triggering event in the interim
period. The company believes that basis its business projections, no
impairment on such review will arise and accordingly, considering the
above impending migration to IFRS, it has not amortized the value of
Title of Rs 1,700 lakhs in these financial statements, as currently
required by Accounting Standard – 26.
5. Transfer of the Print Business of Mid-Day Multimedia Limited
Pursuant to the scheme of arrangement formulated under the provisions
of Sections 391 to 394 of the Companies Act, 1956 between Mid- Day
Multimedia Limited (MML) and Jagran Prakashan Limited (JPL), as
approved by the Honourable High Court of Judicature at Mumbai and
Honourable High Court of Judicature at Allahabad vide their orders
dated October 15, 2010 and January 4, 2011 respectively, which became
effective on January 6, 2011, the investment in Midday Infomedia
Limited (MIL) and all the estate, assets, rights, claims, title,
interest, licenses, liabilities and authorities including accretions
and appurtenances of MML pertaining to the Print Business (Demerged
Undertaking) were transferred to JPL with effect from the Appointed
Date i.e. April 1, 2010. Pursuant to the scheme, 15,097,272 equity
shares of Rs. 2 each have been issued to the shareholders of MML as
consideration. Professional fees paid for the arrangement with MML of
Rs 700 lakhs, being directly attributable to the acquisition of the
investment, has been adjusted in the Reserve and Surplus (Schedule 2)
from the profit and Loss Account balance.
The scheme of arrangement has been accounted for in accordance with the
approval accorded whereby the assets and liabilities pertaining to the
Demerged Undertaking have been recorded at the respective book values
as appearing in the books of MML as on the Appointed Date and the
excess of the assets over the liabilities and consideration has been
credited to capital reserve. None of the Accounting Standards notified
under Section 211(3C) of the Companies Act, 1956, is applicable to the
transaction.
The calculation of difference between consideration and value of net
identifiable assets acquired is as follows:
* Includes net Income Tax paid of Rs. 111.27 Lakhs (net of Provision
for Income Tax of Rs. 11.19 Lakhs) relating to the income tax
assessments for earlier years to the extent pertaining to the print
business of MML.
6. i) Based on the information available with the Company, there are
no dues to micro and small enterprises as defined in the Micro, Small
and Medium Enterprises Development Act, 2006 as at March 31, 2011.
ii) Based on the information available with the Company there was
neither any interest payable or paid to any supplier under the
aforesaid Act and similarly there is no such amount remaining unpaid as
at March 31, 2011.
NOTES:
a) Actual production of Newspaper includes 853.03 Lakhs (789.55 Lakhs)
copies for free distribution, advertisement promotion, voucher files and
unsold copies.
b) **Turnover with respect to Advertisements comprises revenue from
selling of advertising space .The sale of such advertisement space
cannot be expressed in any generic unit; hence it is not possible to
give the quantitative details of turnover.
c) *** Turnover with respect to other operating Activities comprises
revenue from Event Management, Outdoor Advertisement, Digital services
and Job Work, which can not be expressed in terms of quantity; hence it
is not possible to give quantitative details.
d) Previous Years figures are in brackets.
Note:
As the future liability for gratuity and leave encashment is provided
on an actuarial basis for the Company as a whole, separate amount
pertaining to the directors is not ascertainable and, therefore, not
included in above.
Computation of net profits in accordance with Section 198 read with
Section 309(5) of Companies Act, 1956 and maximum amount permissible
for managerial remuneration payable to Directors:
7. defined benefit Plans
a. Contribution to Gratuity Funds – Employee’s Gratuity Fund
b. Leave Encashment
i) In accordance with Accounting Standard 15 – Employee benefits as
prescribed by the Companies (Accounting Standards) Rules, 2006,
actuarial valuation was done in respect of the aforesaid defined benefit
plans based on the following assumptions:-
Estimates of future salary increases considered in actuarial
valuation taking into account infation, seniority, promotion and other
relevant factors such as supply and demand in the employment market.
ii) The expected rate of return on plan assets is based on the average
long-term rate of return expected to prevail over the next 15 to 20
years on the investments made by the LIC. This is based on the
historical returns suitably adjusted for movements in long-term
government bond interest rates. The discount rate is based on
approximate average yield on government bonds of tenure of nearly of 20
years.
iii) Changes in the Present Value of Obligation
Note:
Provisions for leave encashment and gratuity and related deferred
assets acquired from MML related to certain employees of MML who were
transferred to MIL pursuant to the scheme of arrangement under sections
391 to 394 of Companies Act, 1956. These provisions have been
transferred to MIL and hence not reflected in the movement above.
* Disclosed as Provision for Earned Leave (Refer Schedule 11 B)
Note:
Fair value of plan assets is more than the present value of defined
benefit obligation. Hence there is no unfunded obligation at the end of
the year.
Note:
Breakup of plan assets as at March 31, 2011 has not been provided by
LIC.
ix) Estimated amount of contribution to be paid to the plan within one
year is Rs 500.00 Lakhs (Previous year Rs. 300.00 Lakhs)
8. Related Parties Disclosure as required by Accounting Standard 18 –
Related Party Disclosures prescribed by the Companies (Accounting
Standards) Rules, 2006
A Related Parties and their relationship:
I Subsidiary
Midday Infomedia Limited
II Associates, Joint Ventures and Investments
a) Jagran 18 Publication Limited (ceased
with effect from March 1, 2011) Joint Venture
b) Jagran Infotech Limited (ceased with effect
from March 1, 2011) Associate
c) Xpert Publicity Private Limited Associate
d) Leet OOH Media Private Limited Associate
e) Jagran Publications Private Limited Investment
f) Jagran Prakashan (MPC) Private Limited Investment
III Trusts in control of Board
a) Jagran Prakashan Limited Employees Group Gratuity Scheme Fund Trust
b) Jagran Prakashan Employee Welfare Trust
IV Enterprise over which Promoters, Key Management Personnel and/or
their relatives have Significant influence and Enterprises having
Substantial Interest
1 Enterprise over which Promoters, Key Management Personnel and/or
their relatives have Significant influence:-
a) Jagmini Micro Knit Private Limited
b) Classic Hosiery Private Limited
c) Lakshmi Consultants Private Limited
d) Jagran Media Network Investment Private Limited
e) Shri Puran Multimedia Limited
f) Kanchan Properties Limited
g) Jagran Subscriptions Private Limited h) Om Multimedia Private
Limited
i) SPFL Securities Limited
j) Rave@Moti Entertainment Private Limited
k) Rave Real Estate Private Limited
l) Jagran Investment Co.
m) Chetna Apparels Private Limited
n) MMI Online Limited
o) Jagran Limited
p) Jagran 18 Publication Limited q) Jagran Infotech Limited
2 Enterprise having Substantial Interest in the Company
a) Independent News & Media PLC, Ireland (Ceased to be related with
effect from March 08,2010)
b) Independent News & Media Investments Limited, Ireland (Ceased to be
related with effect from March 08,2010)
V Key Management Personnel:
a) Mr. Mahendra Mohan Gupta Chairman and Managing Director
b) Mr. Sanjay Gupta Whole time Director and Chief
Executive officer
c) Mr. Dhirendra Mohan Gupta Whole time Director
d) Mr. Sunil Gupta Whole time Director
e) Mr. Shailesh Gupta Whole time Director
VI Key Management Personnel’s Relative and Hindu Undivided Family of
Key Management Personnel and Firms in which Key Management Personnel
and/ or their relatives have substantial Interest
1 Key Management Personnel’s Relative:
a) Mr. Yogendra Mohan Gupta Brother of Managing Director
b) Mr. Devendra Mohan Gupta Brother of Managing Director
c) Mr. Shailendra Mohan Gupta Brother of Managing Director
d) Mr. Sandeep Gupta Brother of Whole time Director
e) Mr. Sameer Gupta Brother of Whole time Director
f) Mr. Devesh Gupta Son of Whole time Director
g) Mr. Tarun Gupta Son of Whole time Director
h) Mrs. Saroja Gupta Mother of Whole time Director
i) Mrs. Vijaya Gupta Mother of Whole time Director
j) Mrs. Pramila Gupta Wife of Managing Director
k) Mrs. Madhu Gupta Wife of Whole time Director
l) Mrs. Pragati Gupta Wife of Whole time Director
m) Mrs. Ruchi Gupta Wife of Whole time Director
n) Mrs. Ritu Gupta Wife of Whole time Director
2 Hindu Undivided Families in which Key Management Personnel and/or
their relatives have substantial Interest:
a) Narendra Mohan Gupta HUF
b) Sanjay Gupta HUF
c) Sandeep Gupta HUF
d) Mahendra Mohan Gupta HUF
e) Shailesh Gupta HUF
f) Yogendra Mohan Gupta HUF
g) Sunil Gupta HUF h) Sameer Gupta HUF
i) Shailendra Mohan Gupta HUF
j) Devendra Mohan Gupta HUF
k) Dhirendra Mohan Gupta HUF
l) Devesh Gupta HUF
m) Tarun Gupta HUF
9. Previous year’s figures have been regrouped and recast wherever
is necessary to make them comparable to current year’s figures. |