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Notes to Accounts of Jagran Prakashan Ltd.

Mar 31, 2018

General information Background

Jagran Prakashan Limited (âthe Companyâ or âJPLâ) is a company limited by shares, incorporated and domiciled in India. The Company is engaged primarily in printing and publication of Newspaper and Magazines in India. The other activities of the company comprise outdoor advertising business, event management and activation services and digital business. The Company is a public limited company and its equity shares are listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE). The Company is having its registered office at Jagran Building, 2, Sarvodaya Nagar, Kanpur 208005. The parent of the Company is Jagran Media Network Investment Private Limited.

Note 1.1 Standards issued but not yet effective Appendix B to Ind AS 21, Foreign currency transactions and advance consideration:

On 28 March, 2018, Ministry of Corporate Affairs (âMCAâ) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset or liability, expense or income, when an entity has received or paid advance consideration in a foreign currency. The amendment will come into force from 1 April, 2018. The Company is evaluating the requirements of Ind AS 21 and its effect of the financial statements.

Ind AS 115- Revenue from contract with customers: Ministry of Corporate affairs has notified Ind AS 115 âRevenue from contracts with customersâ, which is effective from 1 April, 2018. The new standard outlines a single comprehensive control-based model for revenue recognition and supersedes current revenue recognition guidance based on risks on rewards. The Company is evaluating the requirements of Ind AS 115 and its effect of the financial statements.

Amendments to Ind AS 12 - Recognition of deferred tax assets for unrealised Losses The amendments clarify that an entity needs to consider whether tax law restricts the sources of taxable profits against which it may make deductions on the reversal of that deductible temporary difference. Furthermore, the amendments provide guidance on how an entity should determine future taxable profits and explain the circumstances in which taxable profit may include the recovery of some assets for more than their carrying amount. Entities are required to apply the amendments retrospectively. However, on initial application of the amendments, the change in the opening equity of the earliest comparative period may be recognised in opening retained earnings (or in another component of equity, as appropriate), without allocating the change between opening retained earnings and other components of equity. Entities applying this relief must disclose that fact. These amendments are effective for annual periods beginning on or after 1 April, 2018. These amendments are not expected to have material effect on Companyâs financial statements.

Amendments to Ind AS 40 - Transfers of investment property

The amendments clarify when an entity should transfer property, including property under construction or development into, or out of investment property. The amendments state that a change in use occurs when the property meets, or ceases to meet, the definition of investment property and there is evidence of the change in use. A mere change in managementâs intentions for the use of a property does not provide evidence of a change in use.

Entities should apply the amendments prospectively to changes in use that occur on or after the beginning of the annual reporting period in which the entity first applies the amendments. An entity should reassess the classification of property held at that date and, if applicable, reclassify property to reflect the conditions that exist at that date. Retrospective application in accordance with Ind AS 8 is only permitted if it is possible without the use of hindsight.

The amendments are effective for annual periods beginning on or after 1 April 2018. The Company is evaluating the requirements of Ind AS 40 and its effect of the financial statements.

Amendments to Ind 112 - Disclosure of interests in other entities: Clarification of the scope of disclosure requirements in Ind AS 112

The amendments clarify that the disclosure requirements in Ind AS 112, other than those in paragraphs B10-B16, apply to an entityâs interest in a subsidiary, a joint venture or an associate (or a portion of its interest in a joint venture or an associate) that is classified (or included in a disposal group that is classified) as held for sale. These amendments are not applicable to the Company.

Ind AS 28 Investments in Associates and Joint Ventures - Clarification that measuring investees at fair value through profit or loss is an investment-by-investment choice The amendments clarify that:

An entity that is a venture capital organisation, or other qualifying entity, may elect, at initial recognition on an investment-by-investment basis, to measure its investments in associates and joint ventures at fair value through profit or loss.

I f an entity, that is not itself an investment entity, has an interest in an associate or joint venture that is an investment entity, the entity may, when applying the equity method, elect to retain the fair value measurement applied by that investment entity associate or joint venture to the investment entity associateâs or joint ventureâs interests in subsidiaries. This election is made separately for each investment entity associate or joint venture, at the later of the date on which: (a) the investment entity associate or joint venture is initially recognised; (b) the associate or joint venture becomes an investment entity; and (c) the investment entity associate or joint venture first becomes a parent.

The amendments should be applied retrospectively and are effective from 1 April 2018. These amendments are not applicable to the Company.

Note 2: Critical estimates and judgements

The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Companyâs accounting policies.

This note provides an overview of the areas that involved a higher degree ofjudgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.

Critical estimates and judgements

The areas involving critical estimates or judgements are:

(a) Estimated fair value of investment in private equity fund - refer note 30

(b) Estimated goodwill impairment - refer note 3(c)

(d) Estimation of defined benefit obligations - refer note 12

(e) Contingencies

Management judgement is required for estimating the possible outflow of resources, if any, in respect of contingencies / claim / litigations against the Company as it is not possible to predict the outcome of pending matters with accuracy - refer note 24.

(f) I mpairment of trade receivables - refer note 5(b) and 31

(g) Estimation of current tax payable and current tax expense - refer note 23

Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.

(iii) Estimation of fair value

The fair value of the Companyâs investment properties have been arrived at on the basis of valuation carried out by valuer having appropriate qualifications and experience in the valuation of properties. For the residential units and lands, the fair value was derived using the market comparable approach based on recent market prices without any significant adjustments being made to the market observable data (Fair value hierarchy is Level 2). For other investment properties, the fair value was determined based on the capitalisation of net income method, where the market rentals of all lettable units of the properties are assessed by reference to the rentals achieved in the lettable units as well as other lettings of similar properties in the neighbourhood. The capitalisation rate adopted is made by reference to the yield rates observed by the valuers for similar properties in the locality and adjusted based on the valuersâ knowledge of the factors specific to the respective properties. Thus, the significant unobservable inputs are as follows:

Monthly market rent, taking into account the differences in locations, and individual factors, such as frontage and size, between the comparable and the property; and

Capitalisation rate, taking into account the capitalisation of rental income potential, nature of the property, and prevailing market condition.

In estimating the fair value of the properties, the highest and best use of the properties is their current use.

Details of the Companyâs investment properties located in India and information about the fair value hierarchy as at March, 31 2018, are as follows:

(a) Impairment tests for goodwill:

Goodwill acquired during the previous years represents the difference between the cost of investment in certain Companies, acquired pursuant to Composite Scheme of Arrangement [refer note 33(a)] approved by Honâble High Courts of Mumbai and Allahabad and the net assets and liabilities acquired by the Company.

The Company tests the goodwill for impairment on an annual basis. Goodwill is monitored by the management at the level of investment made by the Company into its subsidiary, Music Broadcast Limited (MBL). MBL operates the business of FM Radio Broadcasting and is considered a separate cash generating unit (CGU). The recoverable amount of the CGU is determined based on the quoted market price, which is a level-1 category input, of equity shares (fair value less cost to sell) of MBL. As at March 31, 2018, total market capitalisation of MBL is Rs.226,593 Lakhs (As at March 31, 2017 Rs.204,398 Lakhs), and the Companyâs share of its investment in MBL is significantly higher than the carrying value of goodwill.

(b) Title- âDainik Jagranâ was purchased in year 1996-97 from Jagran Publication at a cost of Rs.1,700 Lakhs. The Company amortises the title on a straight line basis over estimated useful life of 27 years.

(c) Computer software licences are stated at cost less accumulated amortisation. These costs are amortised using the straight-line method over their estimated useful lives of three to five years.

Terms and rights attached to equity shares

Equity shares: The Company has one class of equity shares having a par value of Rs.2 per share. Each shareholder is eligible for one vote per share held. The shares entitle the holder to participate in dividends and in the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, in proportion to their shareholding.

(iv) Shares allotted as fully paid up pursuant to contract without payment being received in cash (during 5 years immediately preceding March 31, 2018/March 31, 2017).

15,643,972 equity shares of Rs.2 each fully paid were allotted as consideration on March 16, 2013 pursuant to the scheme of arrangement entered with Naidunia Media Limited under Section 391 to 394 of Companies Act, 1956.

(v) Shares bought back (during 5 years immediately preceding March 31, 2018/March 31, 2017).

(a) 5,000,000 equity shares of Rs.2 each fully paid were bought back on January 2, 2014 through the âtender offerâ process at a price of Rs.95 per share for an aggregate amount of Rs.4,750 Lakhs.

(vi) Buy back of shares

(a) During the current year, the Company has completed the buyback of 15,500,000 fully paid-up equity shares of face value of Rs.2 each at a price of Rs.195 per equity share aggregating to Rs.30,225 Lakhs. The equity shares have been extinguished and the paid-up equity share capital of the Company has been reduced to that extent. Upon completion of the buyback, the Company has transferred Rs.310 Lakhs to capital redemption reserve representing face value of equity shares bought back.

(b) The Board of Directors of the Company has subsequent to the year end, approved an offer to buy back 15,000,000 fully paid equity shares of face value of Rs.2 each of the Company through tender offer subject to approval of shareholders and statutory authorities at a price of Rs.195 per equity shares for an aggregate amount of Rs.29,250 Lakhs.

(a) The Company had issued 9,500 unsecured non-convertible redeemable debentures on July 21, 2011 to the holding company which were redeemable on July 21, 2016 at a premium of 6.5% per annum payable at the time of redemption. During the year ended March 31, 2016, the Company had redeemed 6,600 debentures and extended the redemption date of the remaining debentures to July 21, 2018 with the consent of the debenture holders. The Company redeemed remaining debentures during the year ended March 31, 2017.

The above debentures had carried a premium @ 6.5% per annum which was lower than the prevailing interest rate for a comparable financial instrument. Accordingly, NCDâs had been fair valued by discounting all the future cash flows to the present value based on prevailing market interest rate for a comparable instrument, the difference being equity contribution by the ultimate holding company.

(a) At the time of purchase of its own shares out of the securities premium reserve, a sum equal to the nominal value of the shares is to be transferred to the capital redemption reserve in accordance with the provisions of section 69 of the Companies Act, 2013. The capital redemption reserve can be utilised by the Company in accordance with the provisions of the Companies Act, 2013.

(b) The Company bought back 5,000,000 equity shares (face value of Rs.2 each) @ Rs.95 per share during the year ended March 31, 2014 utilising the balance in Securities premium reserve and transferred the nominal value of such equity shares to the capital redemption reserve in accordance with the provisions of Section 77AA of the Companies Act, 1956 and other relevant provisions of the Companies Act 2013.

(c) The Company bought back 15,500,000 equity shares (face value of Rs.2 each) @ Rs.195 per share during the year ended March 31, 2018 utilising the balance in Securities premium reserve and transferred the nominal value of such equity shares to the capital redemption reserve in accordance with the provisions of Section 68, 69 and 70 of the Companies Act, 2013 and other relevant provisions of the Companies Act, 2013.

The General reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.

During the year ended March 31, 2018, Rs.3,000 Lakhs (March 31, 2017: âNil) has been transferred from debenture redemption reserve to general reserve upon redemption of debentures.

The Company is required to create a debenture redemption reserve out of profit which is available for payment of dividend.

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income as these are strategic in nature and are not held for trading. These changes are accumulated within the FVTOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

(a) Nature of security: Secured by:

(i) First charge on the identified immovable properties and first pari-passu charge on certain plant and machinery.

(ii) Second charge by way of hypothecation on the current assets viz. book debts, inventories, other receivables both present and future along with first charge being held by Central Bank of India.

(b) During the current year, the Company has redeemed its redeemable non-convertible debentures amounting to Rs.7,500 Lakhs along with interest on due date of redemption i.e. December 17, 2017.

^Repayable on demand

(a) Cash credit facility taken by the Company is secured by first charge by way of hypothecation on current assets, books debts, inventories and other receivables both present and future. Further secured by first charge on specified immovable properties and moveable assets including plant and machinery.

(b) Interest on cash credit facility ranges from 8.40% p.a. to 9.70% p.a.

The normal credit period for these trade payables is generally from 30 to 90 days. No interest is charged by the vendors on overdue payables, if any.

(i) Leave obligations

The leave obligations cover the Companyâs liability for earned leave.

The amount of the provision of Rs.140.46 Lakhs (March 31, 2017: Rs.129.54 Lakhs) 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 take the full amount of accrued leave or require payment within the next 12 months.

(ii) Post-employment obligations

(a) Gratuity:

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service subject to a maximum limit of Rs.20 Lakhs (previous year Rs.10 Lakhs). The gratuity plan is a funded plan and the Company makes contributions to recognised fund in India. The Company funds the liability fully, although there may arise certain shortfall upon acturial valuation which is funded subsequently.

(iii) Defined contribution plans:

The Company also has certain defined contribution plans. Contributions are made to provident fund in India for employees at a certain percentage of basic salary as per regulations. The contributions are made to registered provident fund adminstered by the Government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

(a) Provident fund

During the year, the Company has recognised the following amounts in the Statement of Profit and Loss

(b) State Plans

During the year, the Company has recognised the following amounts in the Statement of Profit and Loss

(a) Estimates of future salary increases are considered in actuarial valuation taking into account inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

(b) The 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 20 years.

(v) Sensitivity analysis

The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions is:

The above sensitivity analysis is based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied while calculating the defined benefit liability recognised in the balance sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

(vii)Risk exposure

Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are defined below:

Investment risk: The present value of the defined benefit plan liability is calculated using a discount rate determined by reference to Government Bonds Yield. If plan liability is funded and return on plan assets is below this rate, it will create a plan deficit.

Interest risk (discount rate risk): A decrease in the bond interest rate (discount rate) will increase the plan liability.

Mortality risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants. Indian Assured Lives Mortality (2006-08) ultimate table has been used for estimation of mortality rate. A change in mortality rate will have a bearing on the planâs liability.

Salary risk: The present value of the defined benefit plan liability is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the planâs liability.

(viii) Defined benefit liability and employer contributions

The Company has agreed that it will aim to eliminate the deficit in defined benefit gratuity plan. Funding levels are monitored on an annual basis and the current agreed contribution is Rs.400 Lakhs. The Company considers that the contribution set at the last valuation date is sufficient to eliminate the deficit over the agreed period and that regular contributions, which are based on service costs, will not increase significantly.

Expected contributions to post-employment benefit plans for the year ending March 31, 2019 are Rs.400.00 Lakhs

The weighted average duration of the defined benefit obligation is 13.88 years (March 31, 2017: 14.28 years). The expected maturity analysis of gratuity is as follows:

Note 3: Income tax expense

This note provides an analysis of the Companyâs income tax expense and shows amounts that are recognised directly in equity and how the tax expense is affected by non-assessable and non-deductible items. It also explains significant estimates made in relation to Companyâs tax positions.

Uncertainties exist with respect to the interpretation of complex tax regulations and the amount and timing of future taxable income. Given the complexities of contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustment to tax income and expense already recorded.

Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. Refer note 13(a) for further details.

(ii) Future minimum sublease payments expected to be received under non-cancellable subleases is not disclosed, as revenue from subleasing of leased properties cannot be reliably estimated.

(iii) Total lease payments recognised in the Statement of Profit and Loss Rs.9,140.81 Lakhs (Previous Year Rs.7,771.61 Lakhs).

(iv) Sub-lease payments received (or receivable) recognised in the of Statement of Profit and Loss for Rs.9,191.46 Lakhs (Previous Year Rs.7,283.28 Lakhs).

(Figures in brackets denote previous year figures)

ii) No guarantees have been given during the year (Previous year: Nil).

iii) Details of investment made during the financial year ended March 31, 2018:

(b) Pending final disposal of various litigations initiated since June 2007 by a common group of shareholders hereinafter referred to as âOther Groupâ against the Company in case of Jagran Publications Private Limited and Jagran Prakashan (MPC) Private Limited and the Companyâs petition filed 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 considers its entire outstanding exposure, in both the companies 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. Accordingly no interest income has been recognised for the period from October 1, 2007 to March 31, 2018.

(c) 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.

(d) Pending ongoing disputes and lack of control, these associates are not considered in the consolidated financial statements of JPL and the investments made in Jagran Publications Private Limited and Jagran Prakashan (MPC) Private Limited are recorded as investments in these financial statements. Refer note 5(a).

(e) Details as required under Regulation 53(f) read with Para A of Schedule VI of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 of loans, advances and investments:

f) 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.

(e) Entities incorporated in India over which Key Management Personnel exercises significant influence

Jagmini Micro Knit Private Limited

Lakshmi Consultants Private Limited Shri Puran Multimedia Limited Jagran Subscriptions Private Limited Om Multimedia Private Limited Rave@Moti Entertainment Private Limited Rave Real Estate Private Limited MMI Online Limited

(f) Key Management Personnel (KMP), relatives and other related entities

(i) Key Management Personnel (KMP)

Mahendra Mohan Gupta (Chairman and Managing Director)

Sanjay Gupta (Whole time Director and Chief Executive Officer)

Dhirendra Mohan Gupta (Whole time Director)

Sunil Gupta (Whole time Director)

Shailesh Gupta (Whole time Director)

Satish Chandra Mishra (Whole time Director)

Devendra Mohan Gupta (Non Executive Director)

Shailendra Mohan Gupta (Non Executive Director)

Rajendra Kumar Jhunjhunwala (Independent/Non Executive Director)

Anuj Puri (Independent/Non Executive Director)

Shashidhar Narain Sinha (Independent/Non Executive Director)

Vijay Tandon (Independent/Non Executive Director)

Anita Nayyar (Independent/Non Executive Director)

Dilip Cherian (Independent/Non Executive Director)

Jayant Davar (Independent/Non Executive Director)

Ravi Sardana (Independent/Non Executive Director)

Amit Dixit (Non Executive Director)

Vikram Sakhuja (Independent/Non Executive Director)

Apurva Purohit (President w.e.f. July 1, 2016)

Rajendra Kumar Agarwal (Chief Financial Officer)

Amit Jaiswal (Company Secretary)

(ii) Relatives of Key Management Personnel and their related entities

Sandeep Gupta (Brother of Whole time Director and Chief Executive Officer)

Yogendra Mohan Gupta (Brother of Chairman and Managing Director)

Sameer Gupta (Brother of Whole time Director)

Devesh Gupta (Son of Whole time Director)

Tarun Gupta (Son of Whole time Director)

Saroja Gupta (Mother of Whole time Director and Chief Executive Officer)

Vijaya Gupta (Mother of Whole time Director)

Pramila Gupta Estates (Estate of Late Wife of Chairman and Managing Director) Madhu Gupta (Wife of Whole time Director)

Pragati Gupta (Wife of Whole time Director and Chief Executive Officer)

Ruchi Gupta (Wife of Whole time Director)

Bharat Gupta (Son of Non Executive Director)

Rajni Gupta (Wife of Non Executive Director)

Raj Gupta (Wife of Non Executive Director)

Narendra Mohan Gupta HUF Sanjay Gupta HUF Sandeep Gupta HUF Mahendra Mohan Gupta HUF Shailesh Gupta HUF Yogendra Mohan Gupta HUF Sunil Gupta HUF Sameer Gupta HUF Shailendra Mohan Gupta HUF Devendra Mohan Gupta HUF Dhirendra Mohan Gupta HUF Devesh Gupta HUF Tarun Gupta HUF Bharat Gupta HUF Rahul Gupta HUF Siddhartha Gupta HUF

Notes:

1) The sales to, purchases and other related party transactions from related parties are at armâs length transactions. Outstanding balances at the year end are unsecured and interest free and settlement occurs in cash. For the year ended March 31, 2018, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (March 31, 2017: â Nil). This assessment is undertaken for each financial year through examining the financial position of the related party and the market in which the related party operates.

2) Commitments

The Company has given letter of comfort to Music Broadcast Limited (MBL) and IDBI Trusteeship Services Limited (Debenture Trustee), in respect of the 2,000 numbers of listed secured redeemable debentures of Rs.10 Lakhs each aggregating to Rs.20,000 Lakhs (âNCDsâ) as issued by the MBL. The Company will not dilute its stake below 51% till the time that any amounts are outstanding in respect of the NCDs. The total outstanding in respect of NCDs (including interest thereon) as at March 31, 2018 is Rs.5,027.00 Lakhs (previous year Rs.15,089.50 Lakhs).

3) The remuneration to key managerial personnel and their relatives does not include the provision made for gratuity and leave benefits, as they are determined on an actuarial basis for the Company as a whole.

4) The figures exclude sales tax / GST, as applicable.

Note 4: Fair value measurements

The financial instruments are classified in the following categories and are summarised in the table below:

i) Fair value through profit or loss (FVTPL)

ii) Fair value through other comprehensive income (FVTOCI)

iii) Amortised cost

(i) Fair value hierarchy

The following table summarises the financial instruments at fair value by valuation methods. The different levels have been defined as follows:

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments and mutual funds that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for investment in certain debentures, unlisted equity instruments and private equity fund.

The Companyâs policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period. There are no transfers between levels 1 and 3 during the year.

(ii) Valuation technique used to determine fair value

Financial assets in level 1 category includes investment in listed equity instruments and investment in mutual funds, where the fair values have been determined based on quoted market price.

Financial assets in level 3 category includes investment in unlisted equity instruments and investment in private equity fund, where the fair values have been determined based on present values, the discount rates and net asset values.

The carrying amount of financial assets and liabilities carried at amortised cost are considered to be approximate to their fair values due to their short-term nature.

(iii) Valuation processes

The finance department of the Company includes Senior Vice President (Finance) who performs the valuation of financial assets and liabilities required for financial reporting purposes, including level 3 values. Senior Vice President (Finance) reports directly to the Chief Financial Officer (CFO).

In case of investment in private equity fund stated in Note 5(a), the fair value has been determined based on third party valuation report obtained from private equity fund as at March 31, 2018.

Note 5: Financial risk management

The Companyâs activities expose it to a variety of financial risks: market risk (including currency risk, interest rate risk, and price risk), credit risk and liquidity risk. The Companyâs overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Companyâs financial performance.

Risk management is carried out under policies approved by the Board of Directors which provides principles for overall risk management.

This note explains the sources of risk which the entity is exposed to and how the entity manages the risk.

(A) Credit risk

The credit risk arises from cash and cash equivalents, investments and deposits with banks and financial institutions, trade receivables and other financial assets, as well as credit exposures to customers including outstanding receivables.

The Company considers factors such as track record, size of the institution, market reputation and service standards to select the banks/ institutions with which balances are maintained. The Company does not maintain significant cash and deposit balances other than those required for its day to day operations.

The Company extends credit to customers in the normal course of business. The Company considers factors such as credit track record in the market and past dealings with the Company for extension of credit to customers. The Company monitors the payment track record of the customers. The Company has also accepted security deposits from certain customers, which further mitigate the credit risk in these cases.

The Company considers the probability of default upon initial recognition of assets and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information.

A default on a financial asset is when the counterparty fails to make contractual payments when they fall due or when the extended credit period expires. This definition of default is determined by considering the business environment in which the entity operates and other macro-economic factors.

The Company provides for expected credit loss when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or failing to engage in a repayment plan with the Company. Where loans or receivables have been impaired, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognised in profit or loss.

Provision for expected credit losses

(i) Movement in credit loss allowance - Loans

The Company had a loss allowance as at March 31, 2017, post which there were no changes in such loss allowance made. Consequently, loss allowance on loans remains same as on March 31, 2018.

(ii) Movement in credit loss allowance - Trade receivables

The impairment provisions for financial assets disclosed above are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on Companyâs past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

(B) Liquidity risk

The Company relies on a mix of excess operating cash flows, investments in marketable securities, borrowings and capital infusion to meet its needs for funds. The current committed lines of credit are sufficient to meet its short to medium term expansion needs. The Company monitors rolling forecasts of the liquidity position (comprising the undrawn borrowing facilities), cash and cash equivalents on the basis of expected cash flows to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times.

The table below analyses the Companyâs financing arrangements and non-derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date. There are no derivative financial instruments in respect of reporting periods disclosed under these financial statements.

The bank overdraft facilities may be drawn and terminated at any time by the Company.

(ii) Maturities of financial liabilities

The tables below analyse the Companyâs financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities. There are no derivative financial instruments in respect of reporting periods disclosed under these financial statements.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

(i) Foreign currency risk

The Company operates in India and is not materially exposed to foreign exchange risk arising from foreign currency transactions. The Company generally deals in USD for news print purchases from outside India. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the Companyâs functional currency (INR). The risk is monitored and measured in a volatile currency environment through dependable forecasts by the external resources and is addressed by exiting from the exposure.

(a) Foreign currency risk exposure:

The Companyâs exposure to foreign currency risk at the end of the reporting period expressed in INR, is as follows

Note: The exposure is not considered to be significant and hence sensitivity disclosure has not been made.

(ii) Cash flow and fair value interest rate risk

The Companyâs main interest rate risk arises from borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2018 and March 31, 2017, the Companyâs borrowings at variable rate were mainly denominated in INR.

The Companyâs fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in Ind AS 107 (Financial Instruments: Disclosures), since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

(a) Interest rate risk exposure

The exposure of the Companyâs borrowing to interest rate changes at the end of the reporting period are as follows:

Weighted average rate of borrowings as at March 31, 2018 ranges from 8.40% p.a. to 9.70% p.a.

(iii) Price risk

The Company does not have significant equity investments that are publicly traded and investments in non-listed securities are of strategic importance.

Note 6(a): Capital management (i) Risk management

The Companyâs objective when managing capital is to safeguard the Companyâs ability to continue as a going concern in order to provide returns for the shareholders and benefits for the stakeholders. The Company strives to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Company may adjust any dividend payments, return capital to shareholders or issue new shares.

Consistent with the principle of prudence the Company also monitors capital on the basis of debt to equity ratio where debt comprises of borrowings including current maturities thereof and equity comprises the shareholders funds outstanding at each reporting date.

The debt to equity position at each reporting date is summarised below:

(ii) Dividend

The Board of Directors proposed as dividend of Rs.3 per share (on equity share of par value of Rs.2 each), at their board meeting held on May 25, 2018. The payment is subject to approval of the shareholders at their ensuing annual general meeting.

Note 6(b): Reconciliation of liabilities arising from financing activities

The table below details the changes in Companyâs liabilities arising from financing activities, including both cash and non-cash changes:

Effective April 1, 2017, the Company adopted the amendment to Ind AS 7 - Statement of Cash Flows, which require the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the Balance Sheet for liabilities arising from financing activities, to meet the disclosure requirement. The adoption of amendment did not have any impact on the financial statements.

Note 7: Business combinations

(a) The Composite Scheme of Arrangement (the Scheme) involving amalgamation of Spectrum Broadcast Holdings Private Limited (âSBHPLâ) and Crystal Sound and Music Private Limited (âCSMPLâ) into Jagran Prakashan Limited (JPL or the Company) and demerger of FM radio business (âRadio Mantraâ) of Shri Puran Multimedia Limied (âSPMLâ), a promoter Company into Music Broadcast Limited (âMBLâ), became effective upon filing of the court orders with the respective Registrars of Companies (RoCâs) of Uttar Pradesh on November 18, 2016 and Mumbai on November 17, 2016. Pursuant to the Scheme, w.e.f. January 1, 2016, being the appointed date:

i) The Company gave effect to the merger from the appointed date in accordance with the Court order in the previous financial year.

ii) The Company has followed Court approved âPurchase methodâ as per the then prevailing Accounting Standard (AS-14) (Accounting for Amalgamation) referred to in the Scheme which resulted in recognition of goodwill amounting to Rs.22,937.29 Lakhs, computation of which is given in note (iii) below.

iii) The Company had taken over following assets and liabilities of the CSMPL and SBHPL as at January 1, 2016:

(b) The Honâble High Court of Allahabad and Honâble High Court of Mumbai approved on March 16, 2016 and December 2, 2016 respectively, the Scheme of Arrangement (the Scheme) by way of amalgamation of its erstwhile subsidiary Suvi Info Management (Indore) Private Limited (Suvi) into Jagran Prakashan Limited (JPL or the Company). The Scheme became effective upon filing of the aforesaid orders with the respective Registrars of Companies (RoCâs) of Uttar Pradesh and Mumbai on December 27, 2016 w.e.f. January 1, 2016, being the appointed date. Pursuant to the Scheme,

i) The Company gave effect to the merger from January 1, 2016 (appointed date) in accordance with the Court order in the previous financial year.

ii) The Company has followed Court approved âPooling of interest methodâ as per the then prevailing Accounting Standard (AS-14) (Accounting for Amalgamation) referred in the Scheme which requires line by line addition with JPL.

iii) Consequently, the Company had taken over following assets and liabilities of Suvi as at January 1, 2016:

Note 8: The Company is engaged mainly in the business of printing and publication of Newspaper and Magazines in India. The other activities of the company comprise outdoor advertising business, event management and activation business and digital businesses. The Board of Directors of the Company, which has been identified as being the chief operating decision maker (CODM), evaluates the Companyâs performance, allocates resources based on the analysis of the various performance indicators of the Company as a single unit. Therefore there is no reportable segment for the Company, in accordance with the requirements of Ind AS 108- âOperating Segment Reportingâ, notified under the Companies (Indian Accounting Standard) Rules, 2015. The Company does not have transactions of more than 10% of total revenue with any single external customer.

Note 9: The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

Note 10: There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

Note 11: The financial statements were approved for issue by the Board of Directors on May 25, 2018.

Mar 31, 2017

GENERAL INFORMATION

Significant accounting policies

Background

Jagran Prakashan Limited (âthe Companyâor âJPLâ) is a Company limited by shares, incorporated and domiciled in India. The Company is engaged primarily in printing and publication of Newspaper and Magazines in India. The other activities of the Company comprise outdoor advertising business, event management services and digital business. The Company is a public limited Company and its equity shares are listed on Bombay Stock Exchange (BSE) and National Stock Exchange (NSE).

NOTE 1: CRITICAL ESTIMATES AND JUDGEMENTS

This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.

Critical estimates and judgements

The areas involving critical estimates or judgements are:

(a) Estimated fair value of Investment in debentures, redeemable prererence shares and private equity fund -Note 32

(b) Estimated goodwill impairment - Note 3(b)

(d) Estimation of defined benefit obligations - Note 14

(e) Contingencies

(f) Impairment of trade receivables - Note 5 (b) and 33

(g) Estimation of current tax payable and current tax expense - Refer note - 25

Impairment tests for goodwill:

Goodwill acquired during the year represents the difference between the net assets and liabilities acquired by the Company and the cost of investment in certain Companies, acquired pursuant to Composite Scheme of Arrangement (refer note 35 (a)) approved by Honâble High Courts of Mumbai and Allahabad.

The Company tests the goodwill for impairment on an annual basis. Goodwill is monitored by the management at the level of investment made by the Company into its subsidiary, Music Broadcast Limited (MBL). MBL operates the business of FM Radio Broadcasting and is considered a separate cash generating unit (CGU). The recoverable amount of the CGU is determined based on the quoted market price, which is a level-1 category input, of equity shares (fair value less cost to sell) of MBL. As at March 31,2017, total market capitalisation of MBL is Rs.204,398 Lakhs, and the Companyâs share of its investment in MBL is significantly higher than the carrying value of goodwill.

(iv) Shares allotted as fully paid up pursuant to contract without payment being received in cash (during 5 years immediately preceding March 31,2017/March 31,2016).

15,643,972 equity shares of Rs.2/- each fully paid were allotted as consideration on March 16, 2013 pursuant to the scheme of arrangement entered with Naidunia Media Limited under Section 391 to 394 of Companies Act, 1956.

(v) Shares bought back (during 5 years immediately preceding March 31, 2017/March 31,2016).

5,000,000 equity shares ofRs.2/- each fully paid were bought back on January 2, 2014 through the âtender offerâ process at a price of Rs.95/- per share for an aggregate amount of Rs.4,750 lakhs.

(vi) During the year ended March 31, 2017, the Company has issued a letter of offer to buy-back its shares through tender offer process at Rs.195/- per share. The buy back has been completed on April 20, 2017 and subsequent to the year end the Company has paid Rs.30,225.00 Lakhs for buy back of 1,55,00,000 equity shares.

(i) Leave obligations

The leave obligations cover the Companyâs liability for earned leave.

The amount of the provision of Rs.129.54 (March 31, 2016: Rs.114.56, April 1, 2015: 106.66) 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 take the full amount of accrued leave or require payment within the next 12 months.

(ii) Post-employment obligations

(a) Gratuity:

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/ termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a funded plan and the Company makes contributions to recognised fund in India. The Company fund the liability fully, although there may arise certain shortfall upon acturial valuation which is funded subsequently.

(iii) Defined contribution plans:

The Company also has certain defined contribution plans. Contributions are made to provident fund in India for employees at a certain percentage of basic salary as per regulations. The contributions are made to registered provident fund adminstered by the government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

(iv) Post Employment benefits (Gratuity)

Significant estimates: actuarial assumptions and sensitivity:

(a) Estimates of future salary increases considered in actuarial valuation taking into account inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market.

(b) 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 20 years.

(v) Sensitivity analysis

The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions is:

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied while calculating the defined benefit liability recognised in the balance sheet.

(vi) The major categories of plans assets are as follows:

*Plan assets are held with Life Insurance Corporation of India and breakup thereof has not been provided by them.

(vii) Risk exposure

Through its defined benefit plans, the group is exposed to a number of risks, the most significant of which are defined below:

Mortality risk: The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants. For estimation of mortality rate, we have used Indian Assured Lives Mortality (2006-08) ultimate table. A change in mortality rate will have a bearing on the planâs liability.

(viii) Defined benefit liability and employer contributions

Expected contributions to post-employment benefit plans for the year ending March 31, 2018 are Rs.400.00 Lakhs The weighted average duration of the defined benefit obligation is 14.28 years (March 31, 2016: 14.52 years, April 1, 2015: 14.49 years). The expected maturity analysis of gratuity is as follows:

NOTE 2: INCOME TAX EXPENSE

This note provides an analysis of the Companyâs income tax expense shows amounts that are recognised directly in equity and how the tax expense is affected by non-assessable and non-deductible items. It also explains significant estimates made in relation to Companyâs tax positions.

(b) Non-cancellable operating leases

(i) The Company is obligated under non-cancellable operating leases for offices, residential spaces and sites for display of advertisements that are renewable on a periodic basis at the option of lessor and lessee.

(ii) Future minimum sublease payments expected to be received under non-cancellable subleases is not disclosed as revenue from sublease in of leased properties can not be reliably estimated.

(iii) Total lease payments recognised in the Statement of Profit and Loss Rs.7,771.61 Lakhs (Previous Year Rs.5,883.03 Lakhs).

(iii) Sub-lease payments received (or receivable) recognised in the of Statement of Profit and Loss for Rs.7,283.28 Lakhs (Previous Year Rs.5,694.55 Lakhs).

NOTE 3: (A) DETAILS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

i) Details of Loans given during the financial year ended March 31, 2017

ii) Details of Investment made during the financial year ended March 31, 2017:

(b) Pending final disposal of various litigations initiated since June 2007 by a common group of shareholders hereinafter referred to as âOther Groupâ against the Company in case of Jagran Publications Private Limited and Jagran Prakashan (MPC) Private Limited and the Companyâs petition filed 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 considers its entire outstanding exposure, in both the companies as fully realizable. However, the Company, being extremely conservative, recognises interest on the loans granted to these companies as income only when interest is realised. Accordingly no interest income has been recognised for the period from October 1, 2007 to March 31, 2017.

(d) Pending ongoing disputes and lack of control, these associates are not consolidated with the JPL group and the investments made in Jagran Publications Private Limited and Jagran Prakashan (MPC) Private Limited are recorded as investments in these financial statements. Refer note 5(a).

(e) Details as required under Regulation 53(f) read with Para A of Schedule VI of SEBI (Listing Obligations and Disclosure Requirements), 2015 of Loans, advances and investments in companies under the same management:

f) 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.

Notes:

1) Also Refer Note 35 for the Assets and liabilities taken over in the Scheme of Arrangement (the Scheme) involving amalgamation of its erstwhile Spectrum Broadcast Holdings Private Limited (âSBHPLâ), Crystal Sound and Music Private Limited (âCSMPLâ) and Suvi Info Management (Indore) Private Limited (Suvi) into Jagran Prakashan Limited.

2) Transactions relating to dividends were on the same terms and conditions that applied to other shareholders. The sales to, purchases and other related party transactions from related parties are made on terms equivalent to those that prevail in armâs length transactions. Outstanding balances at the year end are unsecured and interest free and settlement occurs in cash. For the year ended March 31, 2017, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (March 31, 2016: Rs.Nil, April 1, 2015: Rs.Nil). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

3) Commitment with related parties

There are no guarantees provided or received to/from related party.

4) The figures excludes sales tax / service tax, as applicable.

The financial instruments are classified in the following categories and are summarised in the table below:

i) Fair Value through Profit and Loss (FVTPL)

ii) Fair value through Other Comprehensive income (FVOCI)

iii) Amortised cost

(i) Fair value hierarchy

The following table summarises the financial instruments at fair value by valuation methods. The different levels have been defined as follows:

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments and mutual funds that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period. The mutual funds are valued using the closing NAV.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for Investment in certain debentures, preference shares and unlisted equity instruments.

Note: There are no financial liabilities in a category: measured at fair value - recurring fair value measurements

The Companyâs policy is to recognise transfers into and transfers out of fair value hierarchy levels as at the end of the reporting period. There are no transfers between levels 1, 2 and 3 during the year.

(ii) Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

- the use of quoted market prices.

- the fair value of option component in the contracts is determined using the Black Scholes valuation model.

- the fair value of the remaining financial instruments is determined using discounted cash flow analysis.

Financial assets in level 2 category includes investment in optionally convertible debentures of erstwhile subsidiary which held investments in listed equity shares of the Company, that have been used as an observable input in fair valuation of these optionally convertible debentures.

Financial assets in level 3 category includes investment in unlisted equity instruments, optionally convertible debentures of subsidiary, preference shares of subsidiary and investment in private equity fund, where the fair values have been determined based on present values, the discount rates and net asset values.

(iv) Valuation inputs and relationships to fair value

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements. See (ii) above for the valuation techniques adopted.

Other financial assets and liabilities are carried at amortised cost which are similar to their fair values and are categoriesed within level 3 hierarchy. These carrying amount of trade receivables, trade payables, current borrowings, cash and cash equivalents and other bank balances, short-term loans given and other current financial assets and liabilities that has been considered as same as their fair value due to their short-term nature.

(v) Valuation processes

The finance department of the Company includes Senior Vice President (Finance) that performs the valuation of financial assets and liabilities required for financial reporting purposes, including level 3 values. Senior Vice President (Finance) reports directly to the Chief Financial Officer (CFO).

The main level 3 inputs for the certain unquoted debentures and investment in private equity fund used by the Company are derived and evaluated as follows:

Discount rates are determined to relects the current market assessments of the time value of money and the risk specific to the asset.

NOTE 4: FINANCIAL RISK MANAGEMENT

Risk management is carried out under policies approved by the board of directors which provides principles for overall risk management.

This note explains the sources of risk which the entity is exposed to and how the entity manages the risk.

(A) Credit risk

The Company extends credit to customers in normal course of business. The Company considers factors such as credit track record in the market and past dealings with the Company for extension of credit to customers. The Company monitors the payment track record of the customers. The Company has also accepted security deposits from certain customers, which further mitigate the credit risk in these cases.

The Company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there is a significant increase in credit risk the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and supportive forwarding-looking information.

(i) Reconciliation of loss allowance - Loans and deposits

The Company had a loss allowance as at April 1, 2015, post which there are no changes in such loss allowance made.

Consequently, loss allowance on Loans and deposits remains same as on March 31, 2016 and March 31, 2017.

(ii) Reconciliation of loss allowance - Trade receivables

(B) Liquidity risk

(i) Financing arrangements-undrawn facilities

The bank overdraft facilities may be drawn and terminated at any time by the Company.

(ii) Maturities of financial liabilities

The tables below analyse the companyâs financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities. There are no derivative financial instruments in respect of reporting periods disclosed under these financial statements.

The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their carrying balances as the impact of discounting is not significant.

(i) Foreign currency risk

The Company operates in India and not materially exposed to foreign exchange risk arising from foreign currency transactions. The Company generally deals in USD for news print purchases. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the Companyâs functional currency (INR). The risk is monitored and measured in a volatile currency environment through dependable forecasts by the external resources and is addressed by exitng from the exposure.

(a) Foreign currency risk exposure:

The Companyâs exposure to foreign currency risk at the end of the reporting period expressed in INR, are as follows

(ii) Cash flow and fair value interest rate risk

The Companyâs main interest rate risk arises from borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2017 and March 31, 2016, the Companyâs borrowings at variable rate were mainly denominated in INR and USD.

The Companyâs fixed rate borrowings are carried at amortised cost. They are therefore not subject to interest rate risk as defined in Ind AS 107, since neither the carrying amount nor the future cash flows will fluctuate because of a change in market interest rates.

(a) Interest rate risk exposure

The exposure of the Companyâs borrowing to interest rate changes at the end of the reporting period are as follows:

*includes Cash credit facility, Buyerâs credit facilities, Loan from deutsche bank and âExternal Commercial Borrowings taken from Bank of Baroda. Weighted average rate of borrowings as at March 31, 2017 ranges from 9.70% p.a. to 10.25% p.a.

(iii) Price risk

The Company doesânt have significant equity investments that are publicly traded and investments in non-listed securities are of strategic importance.

NOTE 5: CAPITAL MANAGEMENT

(a) Risk management

Consistent with the princile of prudence the Company also monitors capital on the basis of debt to equity ratio where debt comprises of borrowings including current maturities thereof and Equity comprise the shareholders funds outstanding at each reporting date.

Note: In addition to above dividends, since year end the directors have recommended the payment of a final dividend of Rs.3 per fully paid equity share This proposed dividend is subject to the approval of shareholders in the ensuing annual general meeting which has not been recognised at the end of the reporting period.

NOTE 6: BUSINESS COMBINATIONS

i) The Company has given effect to the merger from the Appointed date in accordance with the Court order.

ii) The Company has followed Court approved âPurchase methodâ as per the then prevailing Accounting Standard (AS-14) referred to in the Scheme which resulted in recognition of goodwill amounting to Rs.22,937.29 lakhs, computation of which is given in note (iii) below.

iii) The Company has taken over following assets and liabilities of the CSMPL and SBHPL as at January 1, 2016:

Note: Results for the period January 1, 2016 to March 31, 2016 have been recognised in the statement of profit and loss for the year ended March 31, 2016.

iv) Had the Company applied Ind AS 103 âBusiness Combinationsâ

(i) The acquisition of combining entities would have resulted in restatement of prior periods from the date of acquisition of control over combining entities, as against the appointed date.

(ii) Being a common control transaction, goodwill would not have been recognised and the pooling of interest method would have applied.

Pursuant to the Scheme,

i) The Company has given effect to the merger from January 1, 2016 (Appointed date) in accordance with the Court order.

iii) Consequently, the Company has taken over following assets and liabilities of the Suvi as at January 1, 2016:

Note: Results for the period January 1, 2016 to March 31, 2016 have been recognised in the statement of profit and loss for the year ended March 31, 2016.

iv) Had the Company followed Ind AS 103, Business Combinations, the merger would have been recognised from the date of acquistion of control over the combining entity.

NOTE 7: FIRST TIME ADOPTION OF IND AS

Transition to Ind AS

These are the Companyâs first financial statements prepared in accordance with Ind AS

The accounting policies set out in note 1(b) have been applied in preparing the financial statements for the year ended March 31, 2017, the comparative information presented in these financial statements for the year ended March 31, 2016 and in the preparation of an opening Ind AS balance sheet at April 1, 2015 (the Companyâs date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP). An explanation of how the transition from previous GAAP to Ind AS has affected the Companyâs financial position, financial performance and cash flows is set out in the following tables and notes.

A. Exemptions and exceptions availed

Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind AS.

A.1 Ind AS optional exemptions A. 1.1 Deemed cost

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets.

Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.

A.1.2 Business combinations

Ind AS 101 provides the option to apply Ind AS 103 prospectively from the transition date or from a specific date prior to the transition date. This provides relief from full retrospective application that would require restatement of all business combinations occuring prior to the transition date. The Company elected to apply Ind AS 103 prospectively to business combinations occurring after its transition date. Business combinations occurring prior to the transition date have not been restated. The Company has applied same exemption for investment in associates.

A.2 Ind AS mandatory exceptions A.2.1 Estimates

The Companyâs estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates as at April 1, 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:

-Investment in equity instruments carried at FVPL or FVOCI;

-Investment in debt instruments and compound financial instruments carried at FVPL; and -Impairment of financial assets based on expected credit loss model.

A.2.2 Classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

B. RECONCILIATIONS BETWEEN PREVIOUS GAAP AND IND AS

C. NOTES TO FIRST-TIME ADOPTION OF IND AS

Note 1: Fair valuation of investments

Under the previous GAAP, investments in equity instruments and mutual funds were classified as longterm investments or current investments based on the intended holding period and realisability. Long-term investments were carried at cost less provision for other than temporary decline in the value of such investments. Current investments were carried at lower of cost and fair value. Under Ind AS, these investments are required to be measured at fair value. The resulting fair value changes of these investments (other than investments measured at FVOCI) have been recognised in retained earnings as at the date of transition and subsequently in the profit or loss for the year ended March 31, 2016.

Fair value changes with respect to investments measured at FVOCI have been recognised in other reserves as at the date of transition and subsequently in the other comprehensive income for the year ended March 31, 2016. Also, provision for diminution in the value of investments made under previous GAAP for the year ended March 31, 2016 has been reversed.

Note 2: Borrowings and Other component of equity

Ind AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

Under previous GAAP, these transaction costs were charged to profit or loss as and when incurred.

The Company has also recognised other component of equity on account of redeemable non-convertible debentures issued to holding Company as at March 31, 2016. These debentures were fair valued by discounting all the future cash flows to the present value based on prevailing market interest rate and accrued redemption premium carried as per previous GAAP was reversed which has been taken into account in borrowings as part of contractual cash flows while calculating amortised cost.

Note 3: Proposed dividend

Under the previous GAAP, dividends proposed by the board of directors after the balance sheet date but before the approval of the financial statements were considered as adjusting events. Accordingly, provision for proposed dividend was recognised as a liability. Under Ind AS, such dividends are recognised when the same is approved by the shareholders in the general meeting. Accordingly, the liability for proposed dividend (including dividend distribution tax) included under provisions has been reversed with corresponding adjustment to retained earnings. Consequently, the total equity increased by an equivalent amount.

Note 4: Remeasurements of post-employment benefit obligations

Under Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. As a result of this change, the profit for the year ended March 31, 2016 decreased. There is no impact on the total equity as at March 31, 2016.

Note 5: Security deposits and lease rentals

Under the previous GAAP, interest free lease security deposits (that are refundable in cash on completion of the lease term) are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognised at fair value. Accordingly, the Company has fair valued these security deposits under Ind AS. Difference between the fair value and transaction value of the security deposit has been recognised as advance rent. Consequent to this change, the amount of security deposits decreased as at March 31, 2016. The prepaid rent increased by as at March 31, 2016 . Also, Lease equalisation reserve as per previous GAAP included in trade payables as at March 31, 2016 has been reversed since the payments to the lessor are agreed to increase in line with expected general inflation to compensate for the lessorâs expected inflationary cost increases and as per Ind AS 17, rentals are not required to be charged to the income statement on straight-lining basis in such cases. Consequently, the trade payables have been adjusted with same impact.

Note 6: Deferred tax

Deferred tax has been recognised on the adjustments made on transition to Ind AS.

Note 7: Retained earnings

Retained earnings as at April 1, 2015 has been adjusted consequent to the above Ind AS transition adjustments. Note 8: Revenue and volume discounts

Under previous GAAP, the volume discounts were included in other expenses without being netted off from revenue. Under Ind AS, revenue is being measured at fair value of the consideration received or receivable taking into account the amount of any trade discounts and volume rebates allowed by the entity. Accordingly, revenue has been reduced and other expenses have been reduced by an equivalent amount.

Note 9: Other comprehensive income

Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as âother comprehensive incomeâ which includes remeasurements of defined benefit plans and fair value gains or (losses) on FVOCI equity instruments. The concept of other comprehensive income did not exist under previous GAAP.

NOTE 8:

The Company is engaged primarily in printing and publication of Newspaper and Magazines in India. The other activities of the company comprise outdoor advertising business, event management business and digital businesses. However these in the context of Indian Accounting Standard (Ind AS- 108) on Segment Reporting are considered to constitute a single reporting segment. Accordingly, no separate disclosures are made in these financial statements.

NOTE 9:

âSpecified bank notesâ (SBNs) held and transacted during the period November 8, 2016 to December 30, 2016:

*Includes Rs.398.20 lakhs, held by field representatives, recorded in books and deposited in banks between November 10, 2016 to December 30, 2016.

(a) the term âSpecified Bank Notesâ shall have the same meaning provided in the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated November 8, 2016.

Mar 31, 2016

(a) Rights, Preferences and Restrictions Attached to Shares

Equity Shares: The Company has one class of equity shares having a par value of Rs. 2 per share. Each shareholder is eligible for one vote per share held, The dividend proposed by the Board of Directors is subject to the approval in the ensuing Annual General Meeting, except in the case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company, in proportion to their shareholding.

(b) Shares allotted as fully paid up pursuant to contract without payment being received in cash (during 5 years immediately preceding March 31,2016/March 31, 2015).

15,643,972 equity shares of Rs. 2/- each fully paid were allotted as consideration on March 16, 2013 pursuant to the scheme of arrangement entered with Naidunia Media Limited under Section 391 to 394 of Companies Act, 1956.

15,097,272 equity shares of Rs. 2/- each fully paid were allotted As consideration on January 27,2011 pursuant to the scheme of Arrangement entered with Mid-day Multimedia Limited under Section 391 to 394 of Companies Act, 1956.

(c) Shares bought back (during 5 years immediately preceding March 31,2016/March 31, 2015).

5,000,000 equity shares of Rs. 2/- each fully paid were bought back on January 2, 2014 through the ''tender offer'' process at a price of Rs. 95/- per share for an aggregate amount of Rs.4,750 lakhs.

(a) The Company bought back 5,000,000 equity shares @ Rs. 95/-per share during the year ended March 31,2014 utilizing balance in Securities Premium Account and transferred nominal value of such equity shares to the capital redemption reserve in accordance with the provisions of Section 77AA of the Companies Act, 1956 and other relevant provisions of the Companies Act, 2013.

(b) During the year Rs. 6,000.00 Lakhs has been transferred from Debenture Redemption Reserve to General Reserve upon redemption of debenture.

(a) Nature of Security: Secured by :

i) First pari passu charge over Company''s present and future fixed assets by way of hypothecation on movable fixed assets (other than certain plant and machinery) and mortgage on certain immovable properties (specifically excluding intangible assets), along with Central Bank of India and on certain plant and machinery alongwith Central Bank of India as well as SBICAP Trustee Company Limited, the Debenture Trustee.

ii) Second Pari-Passu charge by way of hypothecation on the current assets, book debts, inventories and other receivables both present and future along with SBICAP Trustee Company Limited, the Debenture Trustees, and first charge along with Central Bank of India.

Terms of Repayment: Repayable in three equal annual installments at the end of 36, 48 and 60 months respectively from the date of first disbursement (April 26, 2011) of the loan along with interest at USD LIBOR 2.75% per annum which is payable on quarterly basis.

(b) Nature of Security: Secured by:

i) First charge on the identified immovable properties and first pari-passu charge on certain plant and machinery, along with the Central Bank of India and Bank of Baroda.

ii) Second Pari-Passu charge by way of hypothecation on the current assets viz. book debts, inventories, other receivables both present and future along with Bank of Baroda, first pari passu charge with Central Bank of India and Bank of Baroda.

(c) Other Loan represents the loan from Axis Bank towards purchase of Vehicle and is due for repayment by way of monthly installments upto September 2018. The loan is secured by way of hypothecation of vehicle.

(d) The Company had issued 9,500 unsecured non-convertible debentures on July 21, 2011 to the holding company which were redeemable on July 21, 2016 at a premium of 6.5% per annum payable at the time of redemption of this, during the year the Company has redeemed 6,600 debentures and has extended the redemption date of the remaining debentures to July 21, 2018 with the consent of debenture holder. Accordingly, these are disclosed as long term.

(e) The Company has taken an interest bearing unsecured loan from its subsidiary Suvi Info Management (Indore) Private Limited on Interest @ 8% per annum. The said subsidiary is in process of amalgamation into the Company upon which the outstanding loan will stand cancelled . Also refer to Note 41 (a).

(a) Secured by first charge by way of hypothecation on current assets, books debts, inventories and other receivables both present and future. Further secured by first pari-passu charge with Bank of Baroda over Company''s present and future fixed assets by way of hyothecation on movable fixed assets (other than certain plant and machinery) and on certain plant and machinery along with Bank of Baroda as well as SBI Capital Trustees Company Limited, the Debenture Trustee.

(b) Secured against the ''Letters of Comfort'' issued by Central Bank of India which are part of the secured working capital limits sanctioned by Central Bank of India along with Cash Credit facility. These generally have a term of approximately six months.

(c) Secured against approved Mutual funds held in the name of Company. The said loan is repayable on demand and interest is to be Paid on monthly basis at daily overnight NSE MIBOR plus 1.50%.

(d) The Company had taken an interest bearing loan from Music Broadcast Limited on interest @ 9.75% p. a.. The said loan has been repaid during the year.

(b) Leases

(i) The Company is obligated under non-cancellable leases for offices, residential spaces and sites for display of advertisements that are renewable on a periodic basis at the option of lessor and lessee.

(ii) Future minimum sublease payments expected to be received under non-cancellable subleases is not disclosed as revenue from subleasing of leased properties can not be reliably estimated.

(iii) Total lease payments recognised in the Statement of Profit and Loss Rs. 5,742.72 Lakhs (Previous Year Rs. 6073.66 Lakhs).

(iv) Sub-lease payments received (or receivable) recognised in the of Statement of Profit and Loss for Rs. 5,694.55 Lakhs (Previous Year Rs. 5,801.56 Lakhs).

(c) Expenditure towards Corporate Social Responsibility activities

i) Gross amount required to be spent by the Company during the year is Rs. 581.32 Lakhs.

1. (a) Pending final disposal of various litigations initiated since June 2007 by a common group of shareholders hereinafter 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 filed 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 considers its entire outstanding exposure, in both the companies as fully realizable.

However, the Company, being extremely conservative, recognises interest on the loans granted to these companies as income only when interest is realised. Accordingly no interest income has been recognised for the period from October 1, 2007 to March 31, 2016.

(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.

2. Pursuant to the Share agreement with Spectrum Broadcast Holdings Private Limited ("SBHPL"), during the year the Company has acquired the entire share capital of Spectrum Broadcast Holdings Private Limited ("SBHPL") for a consideration of Rs. 18,504.41 Lakhs, resulting in SBHPL becoming the wholly owned subsidiary of JPL. Pursuant to the acquisition of SBHPL, Music Broadcast Limited ("MBL"), Crystal Sound & Music Private Limited, Vibrant Sound and Music Private Limited (Since sold thereafter) and Mega Sound and Music Private Limited (Since sold thereafter) the wholly owned subsidiary of SBHPL, and SBHPL became the wholly owned subsidiaries of the Company.

3.(a) The Board of Directors of the Company (JPL) ("Transferee Company") and its 100% Subsidiary Suvi Info Management (Indore) Private Limited "(Suvi)"(referred as "Transferor Comany)", in its meeting held on July 27, 2015, approved a Scheme of Arrangement (the Scheme) for amalgamation of Suvi with the Company, subject to requisite approvals. The Scheme has been approved by the Hon''ble High Court of Allahabad and is pending approval of the Hon''ble High Court of Bombay. Upon the Scheme becoming effective, all assets and liabilities of Suvi shall be merged with the assets and liabilities of the Company w.e.f. 1st January, 2016 (Appointed date). Also the transferror Company will carry on business in trust of transferee Company with effect from appointed date for all intent and purposes and shall not be liable or entitled to any loss or profit for the period thereafter.

(b) The Board of Directors of the Company, in its meeting held on October 9, 2015 and October29, 2015 approved a Composite Scheme of Arrangement wherein its 100% subsidiaries Spectrum Broadcast Holdings Private Limited (SBHPL) and Crystal Sound and Music Private Limited (CSMPL) (referred as "Transferor Companies") shall be merged into the Company and the radio business (Radio Mantra) of Shri Puran Multimedia Limited (SPML)(referred as "Transferor Companies"), a promoter Company, shall be demerged into Music Broadcast Limited (MBL)(refered as "Transfree Companies"), a subsidiary of the Company, subject to requisite approvals. Upon the scheme becoming effective, certain assets and liabilities of SBHPL and CSMPL shall be merged with the assets and liabilities of the transferee Companies w.e.f. 1st January, 2016 (Appointed date). Also the transferror Companies will carry on business in trust of transferee Company with effect from appointed date for all intent and purposes and shall not be liable or entitled to any loss or profit for the period thereafter.

4. Previous year''s figures have been regrouped and reclassified to conform to the current year''s classification wherever necessary.

Mar 31, 2015

1. CONTINGENT LIABILITIES (ALSO NOTE 42)

(All amounts in Rs. Lakhs, unless otherwise stated)

As at As at

Particulars 31 March 2015 31 March 2014

a) Bank Guarantees given 893.77 2,113.66

b) Liability towards Income tax matters. The Company has made payment of Rs. 280.95 - 247.13 Lakhs during the year against contingent liability under protest.

c) In respect of various pending labour and defamation cases (In view of large number of cases, it is impracticable to disclose the details of each cases. Further the amount of most of these is either not quantifiable or cannot be reliably estimated).

d) Demand of Rs. 112.00 Lakhs received from Collector (Stamp) regarding stamp duty payable on amalgamation of subsidiary companies with Jagran Prakashan Limited in the year 2002, which has been stayed by the Hon''ble High Court.

Stamp duty on immoveable assets of Naidunia which are yet to be transferred in the name of the Company has neither been determined nor paid or accounted for as application for exemption is pending with the Commissioner, Industries Indore.

2. CAPITAL AND OTHER COMMITMENTS

(All amounts in Rs. Lakhs, unless otherwise stated)

As at As at Particulars 31 March 2015 31 March 2014

i. Estimated amount of contracts on capital account pending to be executed (Net of 2,569.21 1,424.53 Advances Rs. 690.20 Lakhs; Previous Year Rs. 568.22 Lakhs)

ii. Uncalled liability in respect of commitments made for contribution to Morpheus 7,910.00 7,910.00

Media Fund (791 Units of Rs. 10,00,000/- each to be subscribed; Previous Year 791 Units of Rs. 10,00,000/-each).

Total 10,479.21 9,334.53

3. a) Pending final disposal of various litigations initiated since June 2007 by a common group of shareholders hereinafter 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 considers its entire outstanding exposure, in both the companies as fully realizable. However, the Company, being extremely conservative, recognises interest on the loans granted to these companies as income only when interest is realised. Accordingly no interest income has been recognised for the period from October 1, 2007 to March 31, 2015.

(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.

4. RELATED PARTIES DISCLOSURES

A. List of related parties and their relationship

I Holding Company :-

Jagran Media Network Investment Private Limited

II Subsidiaries/ Firm :- 1 Midday Infomedia Limited

2 Suvi Info-Management (Indore) Private Limited

3 NaiDunia Media Limited

4 M/s Shabda-Shikhar Prakashan (Firm)

III Associates, Joint Ventures and Investments :- 1 Morn Media Limited (Formerly known as Jagran Limited,Ceases with efect from 29/09/2014)

2 X-pert Publicity Private Limited

3 Leet OOH Media Private Limited

4 Jagran Publications Private Limited

5 Jagran Prakashan (MPC) Private Limited

IV Enterprises over which Key Management Personnel and/or their relatives have Significant Infuence :- 1 Jagmini Micro Knit Private Limited

2 Lakshmi Consultants Private Limited

3 Shri Puran Multimedia Limited

4 Kanchan Properties Limited

5 Jagran Subscriptions Private Limited

6 Om Multimedia Private Limited

7 SPFL Securities Limited

8 Rave@Moti Entertainment Private Limited

9 Rave Real Estate Private Limited

10 MMI Online Limited

11 SPFL Commodities Private Limited

5. The Company has during the year entered into a Share Purchase Agreement with the owners of Music Broadcast Private Limited ("MBPL") for acquisition of MBPL together with its radio business. MBPL has since received the approval of even date from Ministry of Information and Broadcasting ("MIB") for changing shareholding of MBPL.

a) In accordance with the terms of the agreement, the Company has deposited an amount of Rs. 43,400.00 Lakhs in an Escrow Account with a bank. The total amount aggregating Rs. 43,913.66 Lakhs including interest is included in Fixed Deposits (less than three months maturity) under Cash and Bank Balances (Note 20) and is only available for use for executing the aforesaid transaction.

b) The Company has issued a corporate guarantee of Rs. 20,000 Lakhs against the non convertible debentures issued by MBPL. Pending completion of transaction MBPL has received an amount as a short term loan with the Company (Note 8). The aforesaid corporate guarantee will be replaced by a letter of comfort to debenture trustee upon transfer of shares to the Company.

6. PREVIOUS YEAR''S FIGURES HAVE BEEN REGROUPED AND RECLASSIFIED TO CONFORM TO THE CURRENT YEAR''S CLASSIFICATION WHEREVER NECESSARY

Mar 31, 2014

1. CONTINGENT LIABILITIES (Rs. in lakhs)

Year Ended Year Ended Due March 31, 2014 March 31, 2013

Bank Guarantees given 2,113.66 966.39

In respect of various pending labour and defamation cases (In view of large number of cases, it is Amount not Amount not impracticable to disclose the details of each case). ascertainable ascertainable

2. (a) Pending final disposal of various litigations initiated since June 2007 by a common group of shareholders hereinafter 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 considers its entire outstanding exposure, in both the companies 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. Accordingly no interest income has been recognised for the period from October 1, 2007 to March 31, 2014.

(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.

d) The Company has created certain provision, without prejudice to its legal rights, on the receivables under litigation though it is confdent of realising its dues.

3. RELATED PARTIES DISCLOSURES

A. List of related parties and their relationship

1 Holding Company :-

Jagran Media Network Investment Private Limited

II Subsidiaries/ Firm :-

1 Midday Infomedia Limited

2 Suvi Info-Management (Indore) Private Limited (with effect from March 31, 2012)

3 NaiDunia Media Limited (with effect from March31, 2012)

4 M/s Shabda-Shikhar Prakashan (Firm) (with effect from March 31, 2012)

III Associates, Joint Ventures and Investments :-

1 Jagran Limited Associate

2 X-pert Publicity Private Limited Associate

3 Leet OOH Media Private Limited Associate

4 Jagran Publications Private Limited Investment

5 Jagran Prakashan (MPC) Private Limited Investment

Enterprises over which key Managerial Personnel and / or their relatives have significant IV

Infuence :-

1 Jagmini Micro Knit Private Limited

2 Lakshmi Consultants Private Limited

3 Shri Puran Multimedia Limited

4 Kanchan Properties Limited

41. RELATED PARTIES DISCLOSURES (CONT...)

5 Jagran Subscriptions Private Limited

6 Om Multimedia Private Limited

7 SPFL Securities Limited

8 Rave@Moti Entertainment Private Limited

9 Rave Real Estate Private Limited

10 MMI Online Limited

11 SPFL Commodities Private Limited

Key Management Personnel, their Relatives and Hindu Undivided Families of Key V

Management Personnel and their Relatives :-

1 Mahendra Mohan Gupta Chairman and Managing Director

Whole time Director and Chief

2 Sanjay Gupta

Executive officer

3 Dhirendra Mohan Gupta Whole time Director

4 Sunil Gupta Whole time Director

5 Shailesh Gupta Whole time Director

6 Yogendra Mohan Gupta Brother of Managing Director

7 Devendra Mohan Gupta Brother of Managing Director

8 Shailendra Mohan Gupta Brother of Managing Director

9 Sandeep Gupta Brother of Whole time Director

10 Sameer Gupta Brother of Whole time Director

11 Devesh Gupta Son of Whole time Director

12 Tarun Gupta Son of Whole time Director

13 Saroja Gupta Mother of Whole time Director

14 Vijaya Gupta Mother of Whole time Director

15 Pramila Gupta (deceased) Wife of Managing Director

16 Madhu Gupta Wife of Whole time Director

17 Pragati Gupta Wife of Whole time Director

18 Ruchi Gupta Wife of Whole time Director

19 Narendra Mohan Gupta HUF

20 Sanjay Gupta HUF

21 Sandeep Gupta HUF

22 Mahendra Mohan Gupta HUF

23 Shailesh Gupta HUF

24 Yogendra Mohan Gupta HUF

Hindu Undivided Families of Key

25 Sunil Gupta HUF Managerial Personnel and their

Relatives

26 Sameer Gupta HUF

27 Shailendra Mohan Gupta HUF

28 Devendra Mohan Gupta HUF

29 Dhirendra Mohan Gupta HUF

30 Devesh Gupta HUF

31 Tarun Gupta HUF

4. Transfer of the Print Business of Naidunia Media Limited

Pursuant to the scheme of arrangement formulated under the provisions of Sections 391 to 394 read with Section 78, 100 to 104 of the Companies Act, 1956 between Naidunia Media Limited ("NML") and Jagran Prakashan Limited ("JPL"), as approved by the Honourable High Court of Judicature at Madhya Pradesh and Honourable High Court of Judicature at Allahabad vide their orders dated January 16, 2013 and January 29, 2013 respectively, which became effective on February 13 , 2013, the Print Business of NML and all the estate, assets, rights, claims, title, interest, licenses, liabilities and authorities including accretions and appurtenances of NML pertaining to the Print Business ("Demerged Undertaking") were transferred to JPL with effect from the Appointed Date i.e. April 1, 2012. Pursuant to the scheme, 15,643,972 equity shares of Rs. 2 each have been issued to the shareholders of NML as consideration. Expenses incurred in connection with the scheme and its implementation have been adjusted in the Securities Premium account (Note 2 and 3 ) during the year ended on March 31,2013.

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 NML as on the Appointed Date and the excess of the assets over the liabilities and consideration has been credited to Securities Premium Account on March 31, 2013. None of the Accounting Standards notifed under Section 211(3C) of the Companies Act, 1956, is applicable to the transaction.

5. Previous year''s fgures have been regrouped and reclassified to conform to the current year''s classifcation wherever necessary.

i. The financial statements of the Group have been consolidated on a line-by-line basis by adding together the book values of the like items of assets, liabilities, income and expenses, after eliminating intra-group balances and the unrealised Profits / losses on intra-group transactions, and are presented to the extent possible, in the same manner as the Company''s standalone financial statements.

ii. Investments in associate companies have been accounted for, by using equity method whereby investment is initially recorded at cost and the carrying amount is adjusted thereafter for post acquisition change in the Group''s share of net assets of the associate. The carrying amount of investment in associate companies is reduced to recognise any decline which is other than temporary in nature and such determination in value, if any, is made for each investment individually. The associates are consolidated from the date of acquiring significant infuence and are no longer consolidated from the date the infuence is diluted.

iii. Goodwill represents the difference between JPL''s share in the net identifable assets of a subsidiary or an associate and the cost of acquisition at each point of time of making the investment in the subsidiary or the associate. The goodwill arising on consolidation is not amortised but tested for impairment on annual basis.

c) Tangible Assets and Intangible Assets

i. Tangible assets and Intangible assets are recorded by the Group at the cost of acquisition or construction and depreciated on Written-Down Value basis, at the rates prescribed in Schedule-XIV to the Companies Act, 1956.

ii. Assets individually costing less than Rs. 5,000 each are fully depreciated in the year of acquisition. In respect of assets acquired, sold or discarded during the year, depreciation is provided on pro-rata basis for the period during which each asset was in use.

iii. Depreciation is provided on composite cost of Land and Building wherever cost of Land is not separately available. In these cases, the said composite cost is capitalised under Building.

i v. Leasehold land and Leasehold improvements are amortised on a straight line basis over the total period of lease including renewals, not exceeding their useful lives.

v. Losses arising from the retirement of, and gains or losses arising from disposal of fixed assets which are carried at cost are recognised in the Statement of Profit and Loss.

Title Dainik Jagran has been amortized on straight line basis over its estimated useful life. [Also refer Note 13 (a)]

vi. Computer Software are stated at their cost of acquisition net of accumulated amortisation. These are amortised on straight line basis over their estimated useful life of three years.

d) Investments

Investments that are readily realisable and are intended to be held for not more than one year from the date, on which such investments are made, are classifed as current investments. All other investments are classifed as long term investments.

Mar 31, 2013

1. (a) Pending final disposal of various litigations initiated since June 2007 by a common group of shareholders hereinafter 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 filed 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 filed by Other Group and continuing decrease in outstanding balances considers its entire exposure, in both the companies, of Rs. 1,912.99 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, 2013.

(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. PC. 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.

2. Transfer of the Print Business of Naidunia Media Limited

Pursuant to the scheme of arrangement formulated under the provisions of Sections 391 to 394 read with Section 78, 100 to 104 of the Companies Act, 1956 between Naidunia Media Limited ("NML'') and Jagran Prakashan Limited ("JPL''), as approved by the Honourable High Court of Judicature at Madhya Pradesh and Honourable High Court of Judicature at Allahabad vide their orders dated January 16, 2013 and January 29, 2013 respectively, which became effective on February 13 , 2013, the Print Business of NML and all the estate, assets, rights, claims, title, interest, licenses, liabilities and authorities including accretions and appurtenances of NML pertaining to the Print Business ("Demerged Undertaking") were transferred to JPL with effect from the Appointed Date i.e. April 1, 2012. Pursuant to the scheme, 15,643,972 equity shares of Rs. 2 each have been issued to the shareholders of NML as consideration. Expenses incurred in connection with the scheme and its implementation have been adjusted in the Securities Premium account (Note 2 and 3 ).

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 NML as on the Appointed Date and the excess of the assets over the liabilities and consideration has been credited to Securities Premium Account. None of the Accounting Standards notified under Section 211(30) of the Companies Act, 1956, is applicable to the transaction.

3. Previous year''s figures have been regrouped and reclassified to conform to the current year''s classification wherever necessary.

Mar 31, 2012

1. CONTINGENT LIABILITIES (Rs. in lakhs)

Due As at March 31, 2012 As at March 31, 2011

Bank Guarantees/Letter of Credit given 961.97 432.50

In respect of various pending labour and defamation cases (In view of large Amount not ascertainable Amount not ascertainable number of cases, it is impracticable to disclose the details of each case).

2. (a) Pending fnal disposal of various litigations initiated since June 2007 by a common group of shareholders hereinafter 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. 2,172.34 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, 2012.

(b) The shares held by the Company 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, defned 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.

3. Related Parties Disclosure

A. List of related parties and their relationship I Holding Company

Jagran Media Network Investment Private Limited

II Subsidiaries

1. Midday Infomedia Limited

2. Suvi Info-Management (Indore) Private Limited (with effect from March 31, 2012)

3. Naidunia Media Limited (with effect from March 31, 2012)

4. M/s Shabda-Shikhar Prakashan (with effect from March 31, 2012)

III Associates, Joint Ventures and Investments-

1. Jagran 18 Publication Limited (ceased with effect from March 1, 2011) Joint Venture

2. Jagran Infotech Limited (ceased with effect from March 1, 2011) Associate

3. X-pert Publicity Private Limited Associate

4. Leet OOH Media Private Limited Associate

5. Jagran Publications Private Limited Investment

6. Jagran Prakashan (MPC) Private Limited Investment

IV Trusts in which KMPs or their Relatives are Trustees :-

1. Jagran Prakashan Limited Employees Group Gratuity Scheme Fund Trust 2. Jagran Prakashan Employee Welfare Trust

V Enterprises over which Key Management Personnel and/or their relatives have significant Infuence

1. Jagmini Micro Knit Private Limited

2. Classic Hosiery Private Limited

3. Lakshmi Consultants Private Limited

4. Jagran Infotech Limited

5. Shri Puran Multimedia Limited

6. Kanchan Properties Limited

7. Jagran Subscriptions Private Limited

8. Om Multimedia Private Limited

9. SPFL Securities Limited

10. Rave@Moti Entertainment Private Limited

11. Rave Real Estate Private Limited

12. Jagran Investment Co.

13. Chetna Apparels Private Limited

14. MMI Online Limited

15. Jagran Limited

16. Jagran 18 Publication Limited

17. P. C. Renewable Energy Private Limited

VI Key Management Personnel, their Relatives and Hindu Undivided Families of Key Management Personnel and their Relatives

1. Mr. Mahendra Mohan Gupta Chairman and Managing Director

2. Mr. Sanjay Gupta Whole time Director and Chief Executive officer

3. Mr. Dhirendra Mohan Gupta Whole time Director

4. Mr. Sunil Gupta Whole time Director

5. Mr. Shailesh Gupta Whole time Director

6. Mr. Yogendra Mohan Gupta Brother of Managing Director

7. Mr. Devendra Mohan Gupta Brother of Managing Director

8. Mr. Shailendra Mohan Gupta Brother of Managing Director

9. Mr. Sandeep Gupta Brother of Whole time Director

10. Mr. Sameer Gupta Brother of Whole time Director

11. Mr. Devesh Gupta Son of Whole time Director

12. Mr. Tarun Gupta Son of Whole time Director

13. Mr. Dhruv Gupta Son of Whole time Director

14. Mrs. Saroja Gupta Mother of Whole time Director

15. Mrs. Vijaya Gupta Mother of Whole time Director

16. Mrs. Pramila Gupta Wife of Managing Director

17. Mrs. Madhu Gupta Wife of Whole time Director

18. Mrs. Pragati Gupta Wife of Whole time Director

19. Mrs. Ruchi Gupta Wife of Whole time Director

20. Mrs. Ritu Gupta Wife of Whole time Director

21. Narendra Mohan Gupta HUF

22. Sanjay Gupta HUF

23. Sandeep Gupta HUF

24. Mahendra Mohan Gupta HUF

25. Shailesh Gupta HUF

26. Yogendra Mohan Gupta HUF

Hindu Undivided Families of Key

27. Sunil Gupta HUF Managerial Personnel and their Relatives

28. Sameer Gupta HUF

29. Shailendra Mohan Gupta HUF

30. Devendra Mohan Gupta HUF

31. Dhirendra Mohan Gupta HUF

32. Devesh Gupta HUF

33. Tarun Gupta HUF

Mar 31, 2010

1. Contingent Liabilities:

(Rs. in Lakhs)

Particulars As at March31, 2010 As at March 31, 2009

Bank Guarantees/Letter of Credit given 166.42 112.26

In respect of various pending labour and defamation Amount not ascertainable Amount not ascertainable

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 hereinafter referred to as "Other Group" against the Company in case of Jagran Publications Private Limited and Jagran Prakashan (MPC) Private Limited and the Companys 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.2782.28 lakhs including equity investment of Rs.10.50 lakhs as fully realizable. 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 1st October 2007 to 31st March 2010.

(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, defned 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 fully confdent of realizing its dues.

3. Title deeds of land at Mohali of Rs. 90.40 Lakhs (Previous Year Rs. 72.23 Lakhs) included in land is yet to be executed.

4. Accounting Standard 26 Ã 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 life.

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 Ã 26.

5. i) Based on the information available with the Company as at March 31, 2010, 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, 2010.

ii) Based on the information available with the Company as at March 31, 2010 there was neither any interest payable nor paid to any supplier under the aforesaid Act and similarly there is no such amount remaining unpaid as at March 31, 2010.

NOTES: -

a) Actual production of Newspaper includes 789.55 Lakhs (709.46 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, Short Code 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 fgures 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

(ii) Future minimum sublease payments expected to be received under non-cancellable subleases is not disclosed as revenue from subleasing of leased properties can not be reliably estimated.

(iii) Total lease payments recognised in the Profit and Loss Account: Rs. 5,285.41 Lakhs (Previous Year Rs. 4,793.82 Lakhs).

(iv) Sub-lease payments received (or receivable) recognised in the of Profit and Loss Account Rs. 4,653.77 Lakhs (Previous Year Rs. 4,126.58)

6 state Plans

a. Employers Contribution to Employees State Insurance Act, 1948

b. Employers Contribution to Employees Pension Scheme, 1995

3 defined Ben eft Plans

a. Contribution to Gratuity Funds Ã Employees Gratuity Fund

b. Leave Encashment

+ Estimates of future salary increases considered in actuarial valuation take into account inflation, 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

* Included in Gratuity Including Contribution to Gratuity Fund (Refer Schedule 16) ** Included in Salary, Wages, Bonus etc. (Refer Schedule 16)

7. Related Parties disclosure as required by Accounting standard 18 issued by The institute of Chartered Accountants of india are as follows:

A RELATED PARTIES And THEIR RELATIONSHIP :

1.1 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) P.C. Overseas Private Limited (name since changed to Jagran Media Network Private Limited)

e) Shri Puran Multimedia Limited

f) Kanchan Properties Limited

g) Jagran Subscriptions Private Limited h) Om Multimedia Private Limited

i) Jagran TV Private Limited (Ceased to be related with effect from January 10,2009)

j) SPFL Securities Limited

k) Rave@Moti Entertainment Private Limited

l) Rave Real Estate Private Limited

m) Jagran Investment Co.

n) Chetna Apparels Pvt Limited

o) MMI Online Limited

p) Jagran Prakashan Limited Employees Group Gratuity Scheme Fund Trust

8 enterprises 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)

2 Associates, Joint Ventures & investments:-

a) Jagran 18 Publication Limited Joint Venture

b) Jagran Limited Associate

c) Jagran Infotech Limited Associate

d) X-pert Publicity Pvt. Ltd. Associate

e) Leet E-Sport Private Limited (name since changed Associate to Leet OOH Media Private Limited)

f) Jagran Publications Private Limited Investment

g) Jagran Prakashan (MPC) Private Limited Investment

3 Key Management Personnel :-

a) Mr. Mahendra Mohan Gupta Chairman and Managing Director

b) Mr. Sanjay Gupta Whole time Director and Chief Executive Offcer

c) Mr. Dhirendra Mohan Gupta Whole time Director

d) Mr. Sunil Gupta Whole time Director

e) Mr. Shailesh Gupta Whole time Director

4 Key Management Personnels 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

5 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

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