1.  Background / Business
 
 a.  The company was incorporated as SGA Finance and Management Services
 Private Limited in 1996. The name was changed to Network 18 Fincap
 Private Limited in April 2006. The company was converted into a Public
 Company on October 20, 2006. The name was further changed to Network18
 Media & Investments Limited on December 1, 2007.
 
 b.  The company, as at March 31, 2011, (i) jointly with Network 18
 India Holdings Private Limited holds 48.98% of the issued capital of TV
 18 and (ii) jointly with RVT Investments Private Ltd,Network 18 India
 Holdings Private Limited and RRB Investments Pvt.Ltd. holds 50.64% of
 the issued capital of ibn18 Broadcast Limited (ibn18).
 
 The company also controls the composition of the Board of Directors of
 both TV 18 and ibn18.
 
 c.  During the year under review, the company was engaged in Events /
 Sports Management and Investment / Management advisory services.
 
 d.  The company, by virtue of its then Asset size and income pattern
 was classified as a Systemically Important Non Banking Financial
 company, but was never engaged in the business of Non Banking Financial
 institution.  Due to Ministry of Information and Broadcasting
 guidelines the company was in non compliance with Reserve Bank of
 India''s (RBI) guidelines relating to Capital adequacy and Concentration
 of Investments. The Reserve Bank of India, on December 1, 2009 , has
 accepted the company''s request and cancelled the Certificate of
 Registration to carry on the business of Non Banking Financial
 Institution, subject to certain conditions. The company is in the
 process of taking steps to comply with the RBI stipulations .
 
 e.  All operational segments of the company are making losses and the
 company is initiating steps to minimise the same. Additional revenue
 streams shall also be added to the company''s business on coming into
 effect of the Scheme of restructuring referred to in Para 1(f ) below.
 The company is confident of generating positive revenues in the near
 future which shall be further supported by the proposed capital
 infusion .
 
 f.  The Board of Directors of the Company in its meeting held on 7
 July, 2010 considered and approved a Scheme of Arrangement (the
 Scheme) between the Company, Television Eighteen India Limited (''TV18
 18''), ibn18 Broadcast Limited (''ibn18'') and other group companies,
 under sections 391 to 394 read with section 78, 100 to 103 of the
 Companies Act, 1956. As per the Scheme, TV18''s television businesses
 inter-alia consisting of business news channels viz. CNBC TV18 and CNBC
 Awaaz will be demerged and consolidated with ibn18 .  On the same date,
 the residual businesses of TV18 with all its investments will be merged
 and consolidated with the company . As per the Scheme, the shareholders
 of TV18 will be given 68 shares of ibn18 and 13 shares of the company
 in lieu of every 100 shares held in Tv18. The shareholders of the
 Company approved the Scheme on 21 December, 2010. The Scheme has been
 sanctioned by the Hon''ble High Court of Delhi on 26 April, 2011. The
 appointed date for the proposed restructuring is 1 April, 2010 and the
 Scheme shall be effective when the certified copies of the High Court
 Orders are filed with the jurisdictional Registrar of Companies, which
 is still pending. Accordingly no effect of the proposed restructuring
 has been given in these financial statements. Upon the Scheme becoming
 effective, the results of operations, assets and liabilities relating
 to the television business shall be transferred to ibn18 and the
 residual business will be merged with Network18.
 
 2.  Contingent Liabilities and encumbrances on assets
 
 a.  Corporate guarantees given in connection with borrowings of
 subsidiaries (Rs million)
 
 Name of borrowing entity                      As at             As at
                                      March 31, 2011    March 31, 2010
 
 ibn18 Broadcast Limited                    1670                2719
 
 TV 18 Home Shopping Network Limited          20                 100
 
 Newswire18 Limited                          220                 220
 
 Television Eighteen India Limited           800               3,800
 
 Capital 18 Limited, Mauritius [( INR 
 equivalent to Nil)(USD 25 million)]          -                 1129
 
 Infomedia18 Limited                         850                1200
 
 b.  Shortfall undertaking given in favour of a lender in connection
 with loans extended to B K Holdings Ltd., Mauritius amounting USD 42.50
 million (outstanding balance USD 40 million).
 
 c.  Investments of the market value of Rs 786 million (Rs. 1271
 million) are pledged in connection with loans availed by IBN18
 Broadcast Ltd &TV Eighteen India Limited.
 
 d.  Security provided given in favour of lenders in connection with
 loans to NT18Group Senior Professional Welfare Trust Rs. 2552 million.
 
 e.  Indemnities given to Roptonal Ltd (A subsidiary of Viacom) in
 connection with (a) making good the shortfall, if any, in the cash
 realised from exploitation of the Film library and receivables (valued
 together at GBP 5.05 million) of The Indian Film Company (TIFC),
 Guernsey. TIFC was taken over by Roptonal in September 2010 (b)
 reimbursement of income taxes, if any, to paid by TIFC in relation to
 liabilities arising in India.
 
 3.  Share Capital
 
 a.  During the period under review
 
 i) 3,554,824 (232,645) Equity shares were issued pursuant to Stock
 Option plans,
 
 ii) 1,000,000 (17,181,818 ) Equity shares were issued consequent to
 conversion of SOFCDs which were issued at a rate of Rs 110/- per SOFCD
 share (Note 6 a).
 
 b.  Share application money has been received from employees for
 employees stock option plans.
 
 4.  Consequent to cancellation of the certificate of registration
 granted to the company to act as a Non Banking Financial Institution,
 the company has transferred , in the financial year ended March
 31,2010, the balance in the Special reserve created u/s 45IC of the
 Reserve Bank on India to the Profit and Loss account.
 
 5.  Loans
 
 a.  1,000,000 Secured Optionally Convertible Debentures (SOFCDs) issued
 during the previous year were converted during the year under review .
 As per the terms of the issue , each SOFCD of Rs. 110/- was converted
 to one equity share of Rs. 5/- each.
 
 b.  Loan from Syndicate Bank is secured by pari passu charge on fixed
 assets and current assets,Loan from PNB is secured by sub-servient
 charge on the assets.The loans are additionally guaranteed by the
 Managing Director.
 
 c.  Vehicle loans are secured by the hypothecation of vehicles
 financed.
 
 d.  Other loan includes loan from L&T Infrastructure Finance which is
 secured by pledge of a part of the company''s investments and Bank FD''s
 amounting Rs.120 million. This loan is additionally secured by a second
 charge on all the movable and immovable assets.This loan is also
 secured by the personal guarantee of Mr.Raghav Bahl..
 
 e.  Amounts repayable within one year in respect of Secured Loans Rs.
 1,723.08 million ( Rs. 1670.81 million)
 
 f.  Fixed Deposits repayable within one year – Rs. 666 million (Rs.
 996.29 million)
 
 6.  Investments
 
 a.  10,129,412 (16,744,118) Equity Shares in Television Eighteen India
 Limited are pledged in connection with loans to subsidiaries and
 16,250,000 (17,639,000) Equity shares in Television Eighteen India
 Limited are pledged in connection with loans availed by the Company.
 
 b.  4,100,000 (Nil) Equity shares in ibn18 Broadcast Limited are
 pledged in connection with loans availed by the Company.
 
 c.  16,344,118 (Nil) equity shares in Television Eighteen India Limited
 are provided as security in connection with loans availed by Network18
 Group Senior Professional Welfare Trust and 13,800,000 (Nil) equity
 shares in IBN18 Broad cast Limited are provided as security in
 connection with loans availed by the NT18 Group Senior Professional
 Welfare Trust .
 
 d.  The Indian Film Company (TIFC) was incorporated in Guernsey as a
 wholly owned subsidiary of the company in April 2007 and the company
 invested GBP 10 million as Equity in TIFC. Consequent to dilution upon
 listing of TIFC, on the Alternative Investment Market of the London
 Stock Exchange in June 2007, it had ceased to be a subsidiary of the
 company. However pursuant to the acquisition , in an open offer , of
 58.74 % shares of TIFC, Guernsey by Network18 Holdings, Cayman Island
 (a subsidiary of the company),and in addition to the 18.18% held
 directly by the company, TIFC became subsidiary of the company on
 September 7, 2009. The company has disinvested its investment in TIFC
 in an open offer on 20th October 2010 to Roptonal Limited which is 100%
 subsidiary of Viacom18 Media Private Limited (See also Note 3(e)
 above).
 
 e.  (i) 2,827,000, .01% Redeemable Non Cumulative Non Convertible
 Preference Shares of Rs. 10/- each, in
 
 Network 18 India Holdings Private Limited ( a subsidiary )are
 redeemable at issue price of Rs 600/- per share at any time within 10
 years from the date of allotment.
 
 (ii) 6,644,000, .01% Redeemable Non Cumulative Non Convertible
 Preference Shares of Rs. 10/- each in Network 18 India Holdings Private
 Limited are redeemable at an effective annualised return of 10% on the
 issue price of Rs 100/- per share. These are redeemable at such time as
 determined by the holder or upon the expiry of the maximum period
 prescribed under the Companies Act, 1956. In view of losses incurred by
 the issuer and the consequent uncertainty, the company has not
 recognized the effective annualised return in its books
 
 (iii) The subsidiary is incurring losses and has a negative Net Worth .
 However, having regard to the continued long term strategic
 involvement, management is of the view that no provision is considered
 necessary for diminution in the value of these investments.
 
 f.  The 8% Cumulative Redeemable Non Convertible Preference Shares of
 Rs. 100 each in BK Media Pvt Ltd, an entity owned and controlled by the
 Managing Director of Network 18 Media and Investments Limited are (a)
 redeemable at the end of 5 years from the date of issue, unless
 otherwise agreed by the Company and the issuer company and (b) proposed
 to be secured either by a personal guarantee of the promoters or by way
 of a first charge on all assets created or acquired by the issuer
 company.Note Non impairment .The investee company is incurring losses
 and has a negative Net Worth. However, having regard to the continued
 long term strategic involvement, management is of the view that no 
 provision is considered necessary for diminution in the value of 
 these investments.
 
 7. Share application money includes Rs. 1,276 million paid in the
 financial year ended March 31, 2009 to Network 18 India Holdings
 Private Limited, a wholly owned subsidiary towards a proposed issue of
 securities. The subsidiary is incurring losses and has a negative Net
 worth. However, having regard to the continued long term strategic
 involvement, management is of the view that no provision is considered
 necessary for the non recoverability of the said monies.
 
 8. Leases
 
 a) The Company has taken various office premises under operating lease
 agreements. These are generally non cancelable and are renewable by
 mutual consent on mutually agreed terms.
 
 b) Lease payments during the period - Rs. 30.79 million (Rs. 29.53
 million)
 
 9. Amount Due from Director or Officer
 
 Amount due from Director / officer of the company Rs Nil (Nil). The
 maximum amount due from a Director / officer of the company during the
 period was Rs. Nil (Nil).
 
 10.  In the opinion of the Board, current assets, loans and advances
 have a value not less than the amount at which they are stated.
 
 11.  The company has carried out its tax computation in accordance with
 the mandatory standard on accounting, AS 22 – Accounting for taxes on
 income, referred to in Companies (Accounting Standards) Rules, 2006. In
 view of accumulated losses and absence of virtual certaintity, the
 company has not provided for deferred tax assets.
 
 12.  Figures for the previous year have been regrouped and rearranged
 wherever necessary to conform to the current period''s presentation.
 
 13.  Related party disclosures a.  List of related parties
 
 i.  Direct Subsidiaries by virtue of shareholding
 
 - Setpro18 Distribution Limited (earlier Setpro Holdings Private
 Limited).
 
 - Network18 India Holdings Private Limited.
 
 - Network18 Holdings Limited, Cayman Islands.  ii.  Direct Subsidiaries
 by virtue of Control
 
 - Television Eighteen India Limited.
 
 - ibn18 Broadcast Limited.
 
 iii.  Subsidiary companies of Subsidiaries
 
 - Television Eighteen Mauritius Limited, Mauritius
 
 - TV 18 UK Limited, UK.
 
 - TV18 HSN Holdings Limited, Cyprus.
 
 - TV18 Home Shopping Network Limited.
 
 - Web 18 Holdings Limited, Cayman Islands.
 
 - E-18 Limited, Cyprus.
 
 - e - Eighteen.com Limited.
 
 - Money control Dot Com India Limited.
 
 - Television Eighteen Commoditiescontrol.com Limited.
 
 - Web 18 Software Services Limited.
 
 - RVT Investments Private Limited.
 
 - iNews.com Limited.
 
 - NewsWire18 Limited.
 
 - Big Tree Entertainment Private Limited.
 
 - BK Holdings Limited, Mauritius.
 
 - Capital 18 Limited, Mauritius.
 
 - Care Websites Private Limited.
 
 - Digital 18 Media Limited.
 
 - RVT Media Private Limited.
 
 - Namono Investments Limited, Cyprus
 
 - Capital 18 Acquisition Corporation, Cayman Island.
 
 - Television Eighteen Media and Investment Limited,Mauritius.
 
 - ibn18 (Mauritius) Limited,Mauritius
 
 - Infomedia 18 Limited.
 
 - The India Film Company (Cyprus) Limited,Cyprus. (The Company ceased
 to be subsidiary of subsidieries w.e.f.30 th September 2010)
 
 - IFC Distribution Private Limited,. ( The Company ceased to be
 subsidiary of subsidieries w.e.f30 th September 2010)
 
 - The Indian Film Company Limited, Guernsey. ( The Company ceased to be
 subsidiary of a subsidiary w.e.f.30 th September 2010 )
 
 - Ibn18 Media & Software Private Limited.
 
 - AETN18 Media Private Limited.
 
 - RRB Investments Private Limited.
 
 - Roptonal Limited,Cyprus.  iv Joint Ventures of subsidiaries
 
 - Viacom18 Private Limited.
 
 - Film Investments Managers (Mauritius)Limited..
 
 - IBN Lokmat News Private Limited.  v.  Key Management Personnel
 
 - Raghav Bahl (Also exercises control by virtue of having a substantial
 interest in the voting power of the Company)
 
 vi.  Relatives of Key Management Personnel
 
 - Ms .Subhash Bahl.
 
 - Ms. Ritu Kapur.
 
 - Ms. Vandana Malik.
 
 vii.  Entities over which persons listed above are able to exercise
 significant Influence
 
 - RB Investments Private Limited.
 
 - RVT Holdings Private Limited.
 
 - RRK Holdings Private Limited.
 
 - RB Software Private Limited.
 
 - BK Media Private Limited.
 
 - BK Media Mauritius Private Limited, Mauritius.
 
 - VT Holdings Private Limited.
 
 - RVT Softech Private Limited.
 
 - Greycells 18 Media Limited.
 
 - RRK Finhold Private Limited.
 
 - VT Softech Private Limited.
 
 - Network 18 Publications Limited.
 
 - RVT Finhold Private Limited.
 
 - Wespro Digital Private Limited.  BK Ventures Limited.
 
 - BK Capital Limited, Cayman Island.
 
 - BK Network Limited.
 
 - International Media Advisors Private Limited,Mauritius.
 
 - BRR Securities Private Limited ( Earlier Kishore Securities Pvt Ltd).
 
 - Capital18 Advisors Limited, Mauritius.
 
 - Web18 Securities Private Limited.
 
 - RRK Media Private Limited.
 
 - Capital18 Limited, Cayman Island.
 
 - RB Holdings Private Limited.
 
 - The Network18 Trust.
 
 - VT Media Private Limited.
 
 - RB Media Holdings Private Limited.
 
 - Network 18 Group Senior Professionals Welfare Trust.
 
 - Network 18 Employee Welfare Trust.
 
 - Media Venture Capital Trust II.
 
 - IBN Lokmat News Private Limited.
 
 - Viacom18 Media Private Limited.
 
 - Film Investment Managers (Mauritius)Limited,Mauritius.
 
 - Jagran18 Publications Limited.
 
 - Webchutney Studio Private Limited.
 
 - Blue Slate Media Private Limited.
 
 - Networkplay Media Private Limited (formerly Goosefish Media Venture
 Private Limited).
 
 - 24X7 Learning Private Limited.
 
 - SRC Media Limited.
 
 - Keyman Financial services Pvt.Ltd.
 
 - RRB Investments Private Limited.
 
 - RVT Softech Private Limited.
 
 - RB Media Holdings Private Limited.
 
 - Colosceum Media Private Limited.
 
 - Stargaze entertainment Private Limited.
 
 - Ubona Technologies Private Limited.
 
 - Juxt Consult research and consulting private Limited.
 
 - Networkplay Media Private Limited.
 
 - RB Holding Private Limited.
 
 - Yatra Online Private Limited.
 
 Note: Related party relationships are as identified by the Company and
 relied upon by the Auditors
 
 14. Employee Stock Option / Stock Purchase / Stock Awards Plans
 
 a. The Company''s Employee Stock Option Plans (ESOPs) framed in
 accordance with the Securities and Exchange Board of India (Employee
 Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines,
 1999 which have been approved by the Board of Directors and the
 Shareholders are listed below. Schemes listed at serial (i) to (viii)
 were established as mirror schemes of the then existing ESOP schemes in
 Television Eighteen India Limited, in terms of the Scheme of
 Arrangement.
 
 i) The Network 18 Employees Stock Option Plan 2002 (ESOP 2002)
 
 ii) *The Network 18 Employees Stock Purchase Plan 2003 (ESPP 2003)
 
 iii) The Network 18 Employees Stock Option Plan 2004 (ESOP 2004)
 
 iv) The Network 18 Senior Employees Stock Option Plan 2004 (Senior ESOP
 2004)
 
 v) The Network 18 Employees Stock Option Plan 2005 (ESOP 2005).
 
 vi) The Network 18 Long Term Retention Employees Stock Option Plan 2005
 (Long Term Retention ESOP 2005).
 
 vii) *The Network 18 Strategic Acquisition Employees Stock Option Plan
 2005 (Strategic Acquisition ESOP 2005)
 
 viii) The Network 18 Stock Award Plan 2005 (Stock Awards Plan 2005)
 
 ix) *The Network 18 Employees Stock Option Plan A 2007 (ESOP A 2007)
 
 x) *The Network 18 Employees Stock Option Plan B 2007 (ESOP B 2007)
 
 xi) The Network 18 Employees Stock Option Plan C 2007 (ESOP C 2007)
 
 xii) The Network 18 Employees Stock Option Plan 2007 (ESOP 2007)
 
 xiii) The Network18 Employees Stock Purchase Plan 2008 (ESPP 2008)
 
 * Plans closed
 
 15. Reconciliation between Fair Value of ESOPs granted and the charge
 determined as per the Intrinsic Method as adopted by the company and as
 required by the Guidance Note on Accounting for share based payments
 issued by the Institute of Chartered Accountants of India is as under :
 
 a.  Pro forma Accounting for Stock Option Grants
 
 The Company applies the intrinsic value-based method of accounting for
 determining compensation cost for its stock-based compensation plans.
 Had the compensation cost been determined using the fair value
 approach, the Company''s net income and basic and diluted earnings per
 share as reported would have reduced to the pro forma amounts as
 indicated:
 
 16.  In respect of the disposal / write off of company''s erstwhile
 investments in SGA Media Inc, USA, the company is yet to seek approval
 of the Reserve Bank of India.
 
 17.  Disclosures as per Micro, Medium and Small Enterprises Development
 Act, 2006 (MSMED)
 
 Based on the information available with the Company, the balance due to
 micro and small enterprises as defined under the MSMED Act, 2006 is Rs.
 Nil (Nil) and no interest has been paid or is payable under the terms
 of the MSMED Act, 2006
 
 18.  Utilisation of Funds raised
 
 The Company has utilised an aggregate sum of Rs. 1,979.78 millions
 towards the stated purposes, from the proceeds of the Rights Issue of
 Partly Convertible Cumulative Preference Shares of Rs. 200/- each. The
 Unutilised fundsof Rs. 59.21 millions are invested in Mutual Funds /
 Bank Fixed Deposits.
 
 19.  Contracts remaining to be executed on capital account: Rs. 0.12
 million (net of advances) (Rs. 0.06 million).
 
 20.  Figures in (brackets) refer to the corresponding figures in the
 accounts for the year ended March 31, 2010.