Notes to Accounts of Next Mediaworks Ltd.

Mar 31, 2025

g) Provisions

Provisions are recognised when the company has
a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation. When the Group expects some or all of
a provision to be reimbursed, for example, under
an insurance contract, the reimbursement is
recognised as a separate asset, but only when the
reimbursement is virtually certain. The expense
relating to a provision is presented in the statement
of profit and loss net of any reimbursement.

If the effect of the time value of money is material,
provisions are discounted using a current pre¬
tax rate that reflects, when appropriate, the risks
specific to the liability. When discounting is used,
the increase in the provision due to the passage of
time is recognised as a finance cost.

h) Employee benefits

Short term employee benefits and defined
contribution plans:

All employee benefits payable/available within
twelve months of rendering the service are
classified as short-term employee benefits.
Benefits such as salaries, wages and bonus etc.
are recognised in the statement of profit and loss
in the period in which the employee renders the
related service.

Employee benefit in the form of provident fund is
a defined contribution scheme. The Company has
no obligation, other than the contribution payable
to the provident fund. The Company recognizes
contribution payable to the provident fund scheme
as an expense, when an employee renders the
related service. If the contribution payable to the
scheme for service received before the balance

sheet date exceeds the contribution already paid,
the deficit payable to the scheme is recognized as
a liability after deducting the contribution already
paid. If the contribution already paid exceeds the
contribution due for services received before the
balance sheet date, then excess is recognized as
an asset to the extent that the pre-payment will
lead to, for example, a reduction in future payment
or a cash refund.

Gratuity

Gratuity is a defined benefit scheme. The defined
benefit obligation is Computed by actuaries using
the projected unit credit method.

Re-measurements, comprising of actuarial gains
and losses, are recognized immediately in the
balance sheet with a corresponding debit or credit
to retained earnings through OCI in the period
in which they occur. Re-measurements are not
reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss
on the earlier of:

• The date of the plan amendment or
curtailment, and

• The date that the Company recognises
related restructuring cost

Interest is calculated by applying the discount rate
to the net defined benefit liability.

The Company recognises the following changes in
the net defined benefit obligation as an expense in
the Statement of profit and loss:

• Service costs comprising current service
costs, past-service costs, gains and
losses on curtailments and non-routine
settlements; and

• Interest expense
Termination benefits

Termination benefits are payable when
employment is terminated by the Company before
the normal retirement date. The Group recognises

termination benefits at the earlier of the following
dates: (a) when the group can no longer withdraw
the offer of those benefits; and (b) when the Group
recognises costs for a restructuring that is within
the scope of Ind AS 37 and involves the payment of
terminations benefits. Benefits falling due more
than 12 months after the end of the reporting
period are discounted to present value.

Compensated Absences

Accumulated leave, which is expected to be
utilized within the next 12 months, is treated
as short term employee benefit. The Company
measures the expected cost of such absences
as the additional amount that it expects to pay
as a result of the unused entitlement that has
accumulated at the reporting date.

The company treats leaves expected to be carried
forward for measurement purposes. Such
compensated absences are provided for based
on the actuarial valuation using the projected unit
credit method at the year-end. Actuarial gains/
losses are immediately taken to the statement of
profit and loss and are not deferred. The company
presents the entire leave as a current liability
in the balance sheet, since it does not have an
unconditional right to defer its settlement for 12
months after the reporting date. Where Company
has the unconditional legal and contractual
right to defer the settlement for a period beyond
12 months, the same is presented as non¬
current liability.

i) Impairment of non-financial assets

For assets with definite useful life, the Company
assesses, at each reporting date, whether
there is an indication that an asset may be
impaired. If any indication exists, or when annual
impairment testing for an asset is required, the
Company estimates the asset''s recoverable
amount. An asset''s recoverable amount is the
higher of an asset''s or cash-generating unit''s
(CGU) fair value less costs of disposal and its
value in use. Recoverable amount is determined
for an individual asset, unless the asset does
not generate cash inflows that are largely

independent of those from other assets or groups
of assets. When the carrying amount of an asset
or CGU exceeds its recoverable amount, the asset
is considered impaired and is written down to its
recoverable amount.

In assessing value in use, the estimated future
cash flows are discounted to their present value
using a pre-tax discount rate that reflects current
market assessments of the time value of money
and the risks specific to the asset. In determining
fair value less costs of disposal, recent market
transactions are taken into account. If no such
transactions can be identified, an appropriate
valuation model is used. These calculations are
corroborated by valuation multiples, quoted share
prices for publicly traded Company''s or other
available fair value indicators.

The Company bases its impairment calculation on
detailed budgets and forecast calculations, which
are prepared separately for each of the Company''s
CGUs to which the individual assets are allocated.
These budgets and forecast calculations generally
cover a period of five years. For longer periods, a
long-term growth rate is calculated and applied
to project future cash flows after the fifth year.
To estimate cash flow projections beyond periods
covered by the most recent budgets/forecasts, the
Company extrapolates cash flow projections in
the budget using a steady or declining growth rate
for subsequent years, unless an increasing rate
can be justified. In any case, this growth rate does
not exceed the long-term average growth rate for
the products, industries, or country or countries
in which the entity operates, or for the market in
which the asset is used.

Impairment losses of continuing operations,
including impairment on inventories, are
recognised in the statement of profit and loss.

An assessment is made at each reporting date
to determine whether there is an indication that
previously recognised impairment losses no
longer exist or have decreased. If such indication
exists, the Company estimates the asset''s
or CGU''s recoverable amount. A previously

recognised impairment toss is reversed only if
there has been a change in the assumptions used
to determine the asset''s recoverable amount
since the last impairment loss was recognised.
The reversal is limited so that the carrying amount
of the asset does not exceed its recoverable
amount, nor exceed the carrying amount that
would have been determined, net of depreciation,
had no impairment loss been recognised for the
asset in prior years. Such reversal is recognised
in the statement of profit or loss unless the asset
is carried at a revalued amount, in which case, the
reversal is treated as a revaluation increase.

Intangible assets with indefinite useful lives are
tested for impairment annually at the CGU level,
as appropriate, and when circumstances indicate
that the carrying value may be impaired.

j) Financial Instruments

A financial instrument is any contract that gives
rise to a financial asset of one entity and a financial
liability or equity instrument of another entity.

Financial assets

Initial recognition and measurement

All financial assets (other than trade receivables
which is recognized at transaction price as per
IND AS 115) are recognized initially at fair value
plus, in the case of financial assets not recorded
at fair value through profit or loss, transaction
costs that are attributable to the acquisition of the
financial asset.

Subsequent measurement

For purposes of subsequent measurement, Debt
instruments are measured at amortized cost.

Debt instruments at amortised cost

A debt instrument'' is measured at the amortized
cost if both the following conditions are met:

• The asset is held within a business model
whose objective is to hold assets for
collecting contractual cash flows, and

• Contractual terms of the asset give rise on
specified dates to cash flows that are solely
payments of principal and interest (SPPI) on
the principal amount outstanding.

After initial measurement, such financial assets
are subsequently measured at amortized using
the effective interest rate (EIR) method. Amortized
cost is calculated by taking into account any
discount or premium on acquisition and fees or
costs that are an integral part of the EIR. The EIR
amortisation is included in finance income in the
profit or loss. The losses arising from impairment
are recognised in the profit or loss. This category
generally applies to trade and other receivables.

Equity investments

All equity investments in scope of Ind-AS 109 are
measured at fair value. Equity instruments which
are held for trading and contingent consideration
recognised by an acquirer in a business
combination to which Ind-AS 103 applies are
Ind-AS classified as at FVTPL. For all other equity
instruments, the Group may make an irrevocable
election to present in other comprehensive
income subsequent changes in the fair value. The
Group makes such election on an instrument-by¬
instrument basis. The classification is made on
initial recognition and is irrevocable.

If the group decides to classify an equity
instrument as at FVTOCI, then all fair value
changes on the instrument, excluding dividends,
are recognized in the OCI. There is no recycling
of the amounts from OCI to P&L, even on sale of
investment. However, the Group may transfer the
cumulative gain or loss within equity.

Equity instruments included within the FVTPL
category are measured at fair value with all
changes recognized in the P&L.

Derecognition

A financial asset (or, where applicable, a part of
a financial asset or part of a Company of similar
financial assets) is primarily derecognized (i.e.

removed from the Company''s consolidated
balance sheet) when:

• The rights to receive cash flows from the
asset have expired, or

• The Company has transferred its rights to
receive cash flows from the asset or has
assumed an obligation to pay the received
cash flows in full without material delay
to a third party under a pass-through''
arrangements and either (a) the Company
has transferred substantially all the
risks and rewards of the asset, or (b) the
Company has neither transferred nor
retained substantially all the risks and
rewards of the asset, but has transferred
control of the asset.

When the Company has transferred its rights to
receive cash flows from an asset or has entered
into a pass-through arrangement, it evaluates
if and to what extent it has retained the risks
and rewards of ownership. When it has neither
transferred nor retained substantially all of the
risks and rewards of the asset, nor transferred
control of the asset, the Company continues to
recognize the transferred asset to the extent
of the Company''s continuing involvement. In
that case, the Company also recognizes an
associated liability. The transferred asset and
the associated liability are measured on a basis
that reflects the rights and obligations that the
Company has retained.

Continuing involvement that takes the form of a
guarantee over the transferred asset is measured
at the lower of the original carrying amount of the
asset and the maximum amount of consideration
that the Company could be required to repay.

Impairment of financial assets

In accordance with Ind-AS 109, the Company
applies expected credit loss (ECL) model for
measurement and recognition of impairment
loss on the following financial assets and
credit risk exposure:

a) Financial assets that are debt instruments,
and are measured at amortized cost e.g.,
loans, debt securities, deposits, trade
receivables and bank balance

b) Trade receivables or any contractual right
to receive cash or another financial asset
that result from transactions that are within
the scope of Ind-AS 115 (referred to as
contractual revenue receivables'' in these
financial statements)

The Company follows simplified approach'' for
recognition of impairment loss allowance on
trade receivables or contract revenue receivables
or unbilled receivables.

The application of simplified approach does
not require the Company to track changes in
credit risk. Rather, it recognises impairment
loss allowance based on lifetime ECLs at each
reporting date, right from its initial recognition.

For recognition of impairment loss on other
financial assets and risk exposure, the Company
determines that whether there has been a
significant increase in the credit risk since initial
recognition. If credit risk has not increased
significantly, 12-month ECL is used to provide
for impairment loss. However, if credit risk has
increased significantly, lifetime ECL is used. If, in a
subsequent period, credit quality of the instrument
improves such that there is no longer a significant
increase in credit risk since initial recognition,
then the entity reverts to recognising impairment
loss allowance based on 12-month ECL.

Lifetime ECL are the expected credit losses
resulting from all possible default events over
the expected life of a financial instrument. The
12-month ECL is a portion of the lifetime ECL
which results from default events that are possible
within 12 months after the reporting date.

As a practical expedient, the Company uses a
provision matrix to determine impairment loss
allowance on portfolio of its trade receivables.
The provision matrix is based on its historically

observed default rates over the expected life
of the trade receivables and is adjusted for
forward-looking estimates. At every reporting
date, the historical observed default rates are
updated and changes in the forward-looking
estimates are analysed.

ECL impairment loss allowance (or reversal)
recognized during the period is recognized as
income/ expense in the Statement of Profit and
Loss. This amount is reflected under the head
other expenses'' in the Statement of Profit and
Loss. The balance sheet presentation for various
financial instruments is described below:

• Financial assets measured as at amortized
cost, contractual revenue receivables and
lease receivables: ECL is presented as
an allowance, i.e., as an integral part of
the measurement of those assets in the
balance sheet. The allowance reduces
the net carrying amount. Until the asset
meets write-off criteria, the Company does
not reduce impairment allowance from
the gross carrying amount. For assessing
increase in credit risk and impairment
loss. The Company combines financial
instruments on the basis of shared credit
risk characteristics with the objective of
facilitating an analysis that is designed to
enable significant increases in credit risk to
be identified on a timely basis.

The Company does not have any purchased or
originated credit-impaired (POCI) financial assets,
i.e., financial assets which are credit impaired on
purchase/ origination.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial
recognition, as financial liabilities at fair value
through profit or loss, loans and borrowings,
payables, or as derivatives designated as hedging
instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at
fair value and, in the case of loans and borrowings

and payables, net of directly attributable
transaction cos

The Company''s financial liabilities include trade
and other payables, loans and borrowings.

Subsequent measurement
Loans and borrowings

After initial recognition, interest-bearing loans
and borrowings are subsequently measured at
amortized cost using the ElR method. Gains and
losses are recognised in profit and loss when the
liabilities are derecognised as well as through the
EIR amortisation process.

Amortized cost is calculated by taking into account
any discount or premium on acquisition and fees
or costs that are an integral part of the EIR. The
ElR amortization is included as finance costs in
the Statement of Profit and Loss. This category
generally applies to borrowings.

De-recognition

A financial liability is derecognised when the
obligation under the liability is discharged or
cancelled or expires. When an existing financial
liability is replaced by another from the same
lender on substantially different terms, or the
terms of an existing liability are substantially
modified, such an exchange or modification is
treated as the de-recognition of the original
liability and the recognition of a new liability. The
difference in the respective carrying amounts is
recognised in the Statement of Profit and Loss.

Financial guarantee contracts

Financial guarantee contracts are recognised
as a financial liability at the time the guarantee
is issued. The liability is initially measured at
fair value and subsequently at the higher of
(i) the amount determined in accordance with
the expected credit loss model as per Ind AS
109 and (ii) the amount initially recognised
less, where appropriate, cumulative amount
of income recognised in accordance with the
principles of Ind AS 115.

The fair value of financial guarantees is
determined based on the present value of the
difference in cash flows between the contractual
payments required under the debt instrument
and the payments that would be required without
the guarantee, or the estimated amount that
would be payable to a third party for assuming
the obligations.

Where guarantees in relation to loans or other
payables of subsidiaries are provided for no
compensation, the fair values are accounted for
as contributions and recognised as part of the
cost of the investment.

Offsetting of financial instruments

Financial assets and financial liabilities are offset
and the net amount is reported in the balance
sheet if there is a currently enforceable legal right
to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the
assets and settle the liabilities simultaneously.

k) Cash and cash equivalents

Cash and cash equivalent in the balance sheet
comprise cash at banks and on hand and short¬
term deposits with an original maturity of
three months or less, which are subject to an
insignificant risk of changes in value.

For the purpose of the statement of cash flows,
cash and cash equivalent consists of cash
and short-term deposits, as defined above,
net of outstanding bank overdrafts as they are
considered an integral part of the Company''s
cash management. Cash flows from operating
activities are being prepared as per the Indirect
method mentioned in Ind AS 7.

l) Contingent liabilities

A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed by the occurrence or non-occurrence
of one or more uncertain future events beyond the
control of the Company or a present obligation
that is not recognized because it is not probable
that an outflow of resources will be required to

settle the obligation. A contingent liability also
arises in extremely rare cases where there is
a liability that cannot be recognized because it
cannot be measured reliably. The Company does
not recognize a contingent liability but discloses its
existence in the financial statements. Contingent
assets are only disclosed when it is probable that
the economic benefits will flow to the entity.

m) Measurement of EBITDA

The Company has elected to present earnings
before finance cost, tax, depreciation and
amortization (EBITDA) as a separate line item
on the face of the statement of profit and loss.
The Company measures EBITDA on the face of
profit/ (loss) from continuing operations. In the
measurement, the Company does not include
depreciation and amortization expense, finance
costs and tax expense.

n) Investment in subsidiary

An investor, regardless of the nature of its
involvement with an entity (the investee), shall
determine whether it is a parent by assessing
whether it controls the investee.

An investor controls an investee when it is
exposed, or has rights, to variable returns from
its involvement with the investee and has the
ability to affect those returns through its power
over the investee.

Thus, an investor controls an investee if and only if
the investor has all the following:

(a) power over the investee;

(b) exposure, or rights, to variable returns from
its involvement with the investee and

(c) the ability to use its power over the investee
to affect the amount of the investor''s returns.

The Company has elected to recognize its
investments in subsidiary companies at cost
in accordance with the option available in
Ind-AS 27, Separate Financial Statements''.
Except where investments accounted for at cost

shall be accounted for in accordance with Ind-
AS 105, Non-current Assets Held for Sale and
Discontinued Operations, when they are classified
as held for sale.

Investment carried at cost will be tested for
impairment as per Ind-AS 36.

o) Investment in Associate

An associate is an entity over which the Company
has significant influence. Significant influence
is the power to participate in the financial and
operating policy decisions of the investee but is
not control or joint control over those policies.

The Company has elected to recognize its
investments in associate at cost in accordance
with the option available in Ind-AS 27, Separate
Financial Statements''. Except where investments
accounted for at cost shall be accounted for in
accordance with Ind-AS 105, Non-current Assets
Held for Sale and Discontinued Operations, when
they are classified as held for sale.

Investment carried at cost will be tested for
impairment as per Ind-AS 36.

p) Earnings per share

Basic earnings per share

Basic earnings per share are calculated by dividing:

- the profit attributable to owners
of the Company

- by the weighted average number of equity
shares outstanding during the financial
year, adjusted for bonus elements in equity
shares issued during the year and excluding
treasury shares.

Diluted earnings per share

Diluted earnings per share adjust the figures used
in the determination of basic earnings per share
to take into account:

- the after income tax effect of interest and
other financing costs associated with dilutive
potential equity shares, and

- the weighted average number of additional
equity shares that would have been
outstanding assuming the conversion of all
dilutive potential equity shares.

q) Investments in subsidiary and associate

An investor, regardless of the nature of its
involvement with an entity (the investee), shall
determine whether it is a parent by assessing
whether it controls the investee.

An investor controls an investee when it is
exposed, or has rights, to variable returns from
its involvement with the investee and has the
ability to affect those returns through its power
over the investee.

Thus, an investor controls an investee if and only if
the investor has all the following:

(a) power over the investee;

(b) exposure, or rights, to variable returns from
its involvement with the investee and

(c) the ability to use its power over the investee
to affect the amount of the investor''s returns.

An associate is an entity over which the Company
has significant influence. Significant influence
is the power to participate in the financial and
operating policy decisions of the investee, but is
not control or joint control over those policies.

The considerations made in determining
significant influence are similar to those
necessary to determine control over subsidiaries.

The Company has elected to recognize its
investments in subsidiary and associate
companies at cost in accordance with the option
available in Ind-AS 27, Separate Financial
Statements''. Except where investments accounted
for at cost shall be accounted for in accordance
with Ind-AS 105, Non-current Assets Held for
Sale and Discontinued Operations, when they are
classified as held for sale.

Investment carried at cost wild be tested for
impairment as per Ind-AS 36.

r) Exceptional items

Items of income or expense which are nonrecurring
or outside of the ordinary course of business and
are of such size, nature or incidence that their
separate disclosure is considered necessary to
explain the performance of the Company are
disclosed as exceptional items in the Statement
of Profit and Loss.

1.1.3 Significant accounting judgements, estimates and
assumptions

The preparation of the Company''s financial statements
requires management to make judgements, estimates
and assumptions that affect the reported amounts
of revenues, expenses, assets and liabilities, and
the accompanying disclosures, and the disclosure
of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes
that require a material adjustment to the carrying
amount of assets or liabilities affected in future periods.

The areas involving critical estimates are as below:

Defined benefit plans

The cost of the defined benefit gratuity plan and other
post-employment medical benefits and the present
value of the gratuity obligation are determined using
actuarial valuations. An actuarial valuation involves
making various assumptions that may differ from
actual developments in the future. These include
the determination of the discount rate, future salary
increases and mortality rates. Due to the complexities
involved in the valuation and its long-term nature, a
defined benefit obligation is highly sensitive to changes
in these assumptions. All assumptions are reviewed at
each reporting date.

The parameter most subject to change is the discount
rate. In determining the appropriate discount rate for
plans operated in India, the management considers
the interest rates of government bonds in currencies
consistent with the currencies of the post-employment
benefit obligation.

The mortality rate is based on publicly available
mortality tables for the specific countries. Those
mortality tables tend to change only at interval in
response to demographic changes. Future salary
increases and gratuity increases are based on expected
future inflation rates for the respective countries.

Further details about gratuity obligations are
given in Note 23.

Impairment of financial assets

The impairment provisions for financial assets 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 Company''s past
history, existing market conditions as well as forward
looking estimates at the end of each reporting period.

The areas involving critical judgement are as below:

Taxes

Uncertainties exist with respect to the interpretation of
complex tax regulations, changes in tax laws, and the
amount and timing of future taxable income. Given the
wide range of business relationships and the long-term
nature and complexity of existing contractual agreements,
differences arising between the actual results and
the assumptions made, or future changes to such
assumptions, could necessitate future adjustments to
tax income and expense already recorded. The Company
establishes provisions, based on reasonable estimates.
The amount of such provisions is based on various
factors, such as experience of previous tax assessments
and differing interpretations of tax regulations by the
taxable entity and the responsible tax authority. Such
differences of interpretation may arise on a wide variety
of issues depending on the conditions prevailing in the
respective domicile of the Companies.

Deferred tax assets are recognised for unused tax
losses only to the extent that the entity has sufficient
taxable temporary differences against which the unused
tax losses can be utilised. 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.

Further details on taxes are disclosed in Note 25.

Impairment of non- financial assets

The Company assesses at each reporting date whether
there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for
an asset is required, the Company estimates the asset''s
recoverable amount. An asset''s recoverable amount is
the higher of an asset''s or CGU''s fair value less costs
of disposal and its value in use. It is determined for an
individual asset, unless the asset does not generate cash
inflows that are largely independent of those from other
assets or group of assets. Where the carrying amount
of an asset or CGU exceeds its recoverable amount,
the asset is considered impaired and is written down
to its recoverable amount. In assessing value in use,
the estimated future cash flows are discounted to their
present value using a pretax discount rate that reflects
current market assessments of the time value of money
and the risks specific to the asset. In determining fair
value less costs of disposal, recent markets transactions
are taken into account. If no such transactions can be
identified, an appropriate valuation model is used. These
calculations are corroborated by valuation multiples,
quoted share prices for publicly traded subsidiaries or
other available fair value indicators.

1.1.4. Changes in accounting policies and disclosures
New and amended standards

The Company applied for the first-time certain
standards and amendments, which are effective for
annual periods beginning on or after 1 April 2024.
The Company has not early adopted any standard,
interpretation or amendment that has been issued but
is not yet effective.

(i) Ind AS 117 Insurance Contracts

The Ministry of corporate Affairs (MCA) notified the
Ind AS 117, Insurance Contracts, vide notification
dated 12 August 2024, under the Companies
(Indian Accounting Standards) Amendment Rules,
2024, which is effective from annual reporting
periods beginning on or after 1 April 2024.

Ind AS 117 Insurance Contracts is a comprehensive
new accounting standard for insurance contracts
covering recognition and measurement,
presentation and disclosure. Ind AS 117 replaces
Ind AS 104 Insurance Contracts. Ind AS 117 applies
to all types of insurance contracts, regardless of
the type of entities that issue them as well as to
certain guarantees and financial instruments with
discretionary participation features; a few scope
exceptions will apply. Ind AS 117 is based on a
general model, supplemented by:

• A specific adaptation for contracts

with direct participation features (the

variable fee approach)

• A simplified approach (the premium

allocation approach) mainly for short-
duration contracts

The application of Ind AS 117 had no impact on
the Company''s standalone financial statements
as the Company has not entered any contracts
in the nature of insurance contracts covered
under Ind AS 117.

(ii) Amendment to Ind AS 116 Leases - Lease
Liability in a Sale and Leaseback

The MCA notified the Companies (Indian
Accounting Standards) Second Amendment
Rules, 2024, which amend Ind AS 116, Leases, with
respect to Lease Liability in a Sale and Leaseback.

The amendment specifies the requirements that a
seller-lessee uses in measuring the lease liability
arising in a sale and leaseback transaction, to
ensure the seller-lessee does not recognise any
amount of the gain or loss that relates to the right
of use it retains.

The amendment is effective for annual reporting
periods beginning on or after 1 April 2024 and
must be applied retrospectively to sale and
leaseback transactions entered into after the date
of initial application of Ind AS 116.

The amendment does not have any impact on the
Company''s financial statements.

b Terms of equity shares

The Company has only one class of equity shares having par value of INR 10 per share. Each holder of equity shares is entitled
to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed, if any by the Board
of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except for Interim Dividend.
In the event of liquidation, the holders of the equity shares will be entitled to receive the remaining assets of the Company after
distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by shareholders.

18 Earning/lloss) per share

Basic earning/(loss) per share amounts are calculated by dividing the earning/(loss) for the year attributable to equity
holders by the weighted average number of equity shares outstanding during the year.

Diluted earning/(loss) per share amounts are calculated by dividing the earning/(loss) attributable to equity holders by
the weighted average number of equity shares outstanding during the year plus the weighted average number of equity
shares that would be issued on conversion of all the dilutive potential equity shares into equity shares.

The following reflects the income and share data used in the basic and diluted earnings per share computations:

19 Segment reporting

The Company through its subsidiary Next Radio Limited till February 7, 2025 (refer note 2B) is engaged mainly into
the business of radio broadcast and entertainment and there are no other reportable segments as per Ind AS 108 on
Operating Segments.

20 Commitments and contingencies

(i) Contingent liabilities

a. In respect of income tax demand under dispute INR 57 lacs (previous year INR 57 Lacs) against the same the
Company has paid tax under protest of INR Nil Lacs (previous year INR Nil Lacs).

Based on management assessment and current status of the above matter, the management is confident that
no provision is required in the financial statements as on March 31, 2025.

(ii) Commitments

Estimated amount of contracts remaining to be executed on capital account is Nil (Previous year-Nil).

(iii) Guarantees issued- Nil (Previous Year- Nil)

23 Employee Benefits

The Company has classified the various benefits provided to the employees as under.

Defined Contribution Plans
Provident fund

The Company has recognised INR 1 lac (previous year INR 1 lac) in Statement of Profit and Loss towards employer''s
contribution to provident fund.

Define Benefit Plan: Gratuity

The Company has a defined benefit gratuity plan. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Every
employee who has completed five years or more of services gets a gratuity on separation at 15 days salary (last drawn
salary) for each completed year of service. The provision is made based on actuarial valuation done by independent valuer.

26 Disclosure required under section 186(4) of the Companies Act, 2013

- Details of investment made are given under Note 2.

27 Financial risk management objectives and policies

The Company''s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose
of these financial liabilities is to finance the Company''s operations and to support its operations. The Company''s principal
financial assets include cash and cash equivalents that derive directly from its operations.

The Company is exposed to credit risk, liquidity risk, foreign currency risk and interest rate risk. The Company''s senior
management oversees the mitigation of these risks. The Company''s financial risk activities are governed by appropriate
policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s
policies and risk objectives. The policies for managing each of these risks, which are summarized below:-

1 Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. Market risk comprises two types of risk: interest rate risk and currency risk. Financial
instruments affected by market risk include loans and borrowings, deposits and derivative financial instruments.

a Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The companies exposure to the risk of changes in market interest
rates relates primarily to long-term Borrowings with floating interest rates (refer note 10).

b Foreign currency risk

Foreign currency risk arises due to the fluctuations in foreign currency exchange rates. The company has no
exposure against foreign currency risk as at March 31, 2025 and as at March 31, 2024

2 Credit risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The Company
is exposed to credit risk from financial investments.

Financial investments

Investments of surplus funds are made as per guidelines and within limits approved by Board of Directors. Board
of Directors/ Management reviews and update guidelines, time to time as per requirement. The guidelines are set
to minimize the concentration of risks and therefore mitigate financial loss through counterparty''s potential failure
to make payments.The maximum exposure to credit risk at the reporting date is the carrying value of investment as
disclosed in Note 2B.The Company does not hold any collateral as security.

3 Liquidity Risk

Liquidity risk is defined as a risk that the Company will not be able to settle or meet its obligations on time. The
Group''s treasury department is responsible for liquidity, funding as well as settlement management. In addition,
processes and policies related to such risks are overseen by the Senior Management.

Maturities of financial liabilities

The table below summarizes the maturity profile of the Company''s financial liabilities based on contractual
undiscounted payments:

28 Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all
other equity reserves. The primary objective of the Company''s capital management is to maximize the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the
requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend
payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a
gearing ratio, which is net debt divided by total capital and net debt. The Company includes within net debt, interest
bearing loans and borrowings and interest accrued on borrowings.

The following methods and assumptions were used to estimate the fair value:

The fair values of the investment in unquoted equity shares have been estimated using Income Approach. The valuation
requires management to make certain assumptions about the model inputs, including forecast cash flows, discount rate,
credit risk and volatility. The probabilities of the various estimates within the range can be reasonably assessed and are
used in management''s estimate of fair value for these unquoted investment.

The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value
hierarchy together with a quantitative sensitivity analysis as at 31 March 2025 are as shown below:

30 Standards issued but not yet effective

Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards. There is no such
notification which would have been applicable from April 1, 2025.

31 The Company has incurred losses (before exceptional items) in the current and previous year, also the net worth of the
Company is eroded as at March 31, 2025. Further, the Company''s current liabilities exceed current assets as at March 31,
2025. The Company has received a letter of support from its Holding Company where in the Holding company has agreed
to provide financial support to the Company. There are no external borrowings due to banks / financial institutions as at
March 31, 2025. In view of the above, use of going concern assumption has been considered appropriate in preparation of
these standalone financial statements.

32 On the basis of the last audited Financial Statements for the year ended 31 March 2024, the Company meets the Core
Investment Company (CIC) Criteria for classification as CIC in terms of the Master Direction - Core Investment Companies
(Reserve Bank) Directions, 2016, as amended (Regulations'') issued by the Reserve Bank of India (RBI'') but is exempted
from registration with RBI being not a Systemically Important Core Investment Company (SI-CIC).

33 Statutory Information:

(i) No proceeding has been initiated or pending against the company for holding any benami property under the Benami
Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(ii) The Company has not been declared as wilful defaulter by any bank or financial Institution or other lender

(iii) The Company has not entered into any transactions with companies struck off under section 248 of the Companies
Act, 2013 or section 560 of Companies Act, 1956.

(iv) There are no transaction which has been surrendered or disclosed as income during the year in the tax assessments
under the Income Tax Act, 1961.

(v) There are no charges or satisfaction yet to be registered with ROC beyond the statutory period.

(vi) There are no funds which have been advanced or loaned or invested (either from borrowed funds or share premium
or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities
("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall:

a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate
Beneficiaries") by or on behalf of the Company or

b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(vii) There are no funds which have been received by the Company from any persons or entities, including foreign entities
("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall:

a) directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate
Beneficiaries") by or on behalf of the Funding Party or

b) provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.

(viii) The Group (as per the provisions of the Core Investment Companies (Reserve Bank) Directions, 2016) does not have
more than one CIC (which is not required to be registered with RBI as not being Systemically Important CIC ).

Note I:

For year ended March 31, 2025:

Reversal of impairment of investments in Next Radio Limited (NRL) amounting to INR 882 lacs has been made during the
current year on account of recoverable amount higher than the carrying amount. The recoverable amount is based on the
value in use (Equity Value) which was determined to be INR 882 lacs using discount rates of 14.85%. The same is being
presented as part of Exceptional item.

For year ended March 31, 2024:

Impairment of investments in subsidiary Next Radio Limited (NRL) amounting to INR 777 lacs has been recorded during
the year ended March 31, 2024 on account of recoverable amount lower than the carrying amount. The recoverable
amount of INR Nil lacs for the investment is determined as a weighted average of value in use using the discount rate of
14.40% and fair value less cost of disposal. The same is being presented as part of Exceptional item.

35 The Company has used accounting software - SAP for maintaining its books of account which has a feature of recording
audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in
the software, except that audit trail feature was enabled at the database level from June 1, 2024. Further, there are no
instance of audit trail feature being tampered with. Additionally the audit trail of prior year has been preserved as per the
statutory requirements for record retention to the extent it was enabled and recorded in the prior year.

See accompanying notes to the standalone financial statements.

In terms of our report of even date attached

For S.R. BATLIBOI & ASSOCIATES LLP For and on behalf of the Board of Directors of

Chartered Accountants Next Mediaworks Limited

(Firm Registration Number: 101049W/E300004)

Nikhil Aggarwal Priyatn Agrawal Rohit Kalra

Partner Chief Financial Officer Chief Executive Officer

Membership No. 504274

Sonali Manchanda Samudra Bhattacharya Sameer Singh

Company Secretary Director Director

(M.No: F7283) (DIN:02797819) (DIN: 08138465)

Place: New Delhi Place: New Delhi

Date: May 1 5, 2025 Date: May 15, 2025

---

Mar 31, 2024

g) Provisions

Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. When the Group expects some or all of a provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate asset, but only when the reimbursement is virtually certain. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pretax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

h) Employee benefits

Short term employee benefits and defined contribution plans:

All employee benefits payable/available within twelve months of rendering the service are classified as short-term employee benefits. Benefits such as salaries, wages and bonus etc. are recognised in the statement of profit and loss in the period in which the employee renders the related service.

Employee benefit in the form of provident fund is a defined contribution scheme. The Company has

no obligation, other than the contribution payable to the provident fund. The Company recognizes contribution payable to the provident fund scheme as an expense, when an employee renders the related

service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.

Gratuity

Gratuity is a defined benefit scheme. The defined benefit obligation is Computed by actuaries using the projected unit credit method.

Re-measurements, comprising of actuarial gains and losses, are recognized immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Re-measurements are not reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the earlier of:

• The date of the plan amendment or curtailment, and

• The date that the Company recognises related restructuring cost

Interest is calculated by applying the discount rate to the net defined benefit liability.

The Company recognises the following changes in the net defined benefit obligation as an expense in the Statement of profit and loss:

• Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and

• Interest expense Termination benefits

Termination benefits are payable when employment is terminated by the Company before the normal retirement date. The Group recognises termination benefits at the earlier of the following dates: (a) when the group can no longer withdraw the offer of those benefits; and (b) when the Group recognises costs for a restructuring that is within the scope of Ind AS 37 and involves the payment of terminations benefits. Benefits falling due more than 12 months after the end of the reporting period are discounted to present value.

Compensated Absences

Accumulated leave, which is expected to be utilized within the next 12 months, is treated as short term employee benefit. The Company measures the expected cost of such absences as the additional amount that it expects to pay as a result of the unused entitlement that has accumulated at the reporting date.

The company treats leaves expected to be carried forward for measurement purposes. Such compensated absences are provided for based on the actuarial valuation using the projected unit credit method at the year-end. Actuarial gains/ losses are immediately taken to the statement of profit and loss and are not deferred. The company presents the entire leave as a current liability i n the ba lance sheet, since it does not ha ve an unconditional right to defer its settlement for 12 months after the reporting date. Where Company has the unconditional legal and contractual right to defer the settlement for a period beyond 12 months, the same is presented as noncurrent liability.

i) Impairment of non-financial assets

For assets with definite useful life, the Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount. An asset''s recoverable amount is the higher of an asset''s or cash-generating unit''s (CGU) fair value less costs of disposal and its value in use. Recoverable amount is determined for an individual asset, unless the asset does

not generate cash inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded Company''s or other available fair value indicators.

The Company bases its impairment calculation on detailed budgets and forecast calculations, which are prepared separately for each of the Company''s CGUs to which the individual assets are allocated. These budgets and forecast calculations generally cover a period of five years. For longer periods, a long-term growth rate is calculated and applied to project future cash flows after the fifth year. To estimate cash flow projections beyond periods covered by the most recent budgets/forecasts, the Company extrapolates cash flow projections in the budget using a steady or declining growth rate for subsequent years, unless an increasing rate can be justified. In any case, this growth rate does not exceed the long-term average growth rate for the products, industries, or country or countries in which the entity operates, or for the market in which the asset is used.

Impairment losses of continuing operations, including impairment on inventories, are recognised in the statement of profit and loss.

An assessment is made at each reporting date to determine whether there is an indication that previously recognised impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the asset''s

or CGU''s recoverable amount. A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to determine the asset''s recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the statement of profit or loss unless the asset is carried at a revalued amount, in which case, the reversal is treated as a revaluation increase.

Intangible assets with indefinite useful lives are tested for impairment annually at the CGU level, as appropriate, and when circumstances indicate that the carrying value may be impaired.

j) Financial Instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets

Initial recognition and measurement

All financial assets (other than trade receivables which is recognized at transaction price as per IND AS 115) are recognized initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.

Subsequent measurement

For purposes of subsequent measurement, Debt instruments are measured at amortized cost.

Debt instruments at amortised cost

A debt instrument'' is measured at the amortized cost if both the following conditions are met:

• The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and

• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortized using the effective interest rate (EIR) method. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the profit or loss. The losses arising from impairment are recognised in the profit or loss. This category generally applies to trade and other receivables.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a Company of similar financial assets) is primarily derecognized (i.e. removed from the Company''s consolidated balance sheet) when:

• The rights to receive cash flows from the asset have expired, or

• The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a pass-through'' arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognize the transferred asset to the extent

of the Company''s continuing involvement. In that case, the Company also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Company could be required to repay.

Impairment of financial assets

In accordance with Ind-AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the following financial assets and credit risk exposure:

a) Financial assets that are debt instruments, and are measured at amortized cost e.g., loans, debt securities, deposits, trade receivables and bank balance

b) Trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind-AS 115 (referred to as contractual revenue receivables'' in these financial statements)

The Company follows simplified approach'' for recognition of impairment loss allowance on trade receivables or contract revenue receivables or unbilled receivables.

The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.

For recognition of impairment loss on other financial assets and risk exposure, the Company determines that whether there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased

significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used. If, in a subsequent period, credit quality of the instrument improves such that there is no longer a significant increase in credit risk since initial recognition, then the entity reverts to recognising impairment loss allowance based on 12-month ECL.

Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of a financial instrument. The 12-month ECL is a portion of the lifetime ECL which results from default events that are possible within 12 months after the reporting date.

As a practical expedient, the Company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, the historical observed default rates are updated and changes in the forward-looking estimates are analysed.

ECL impairment loss allowance (or reversal) recognized during the period is recognized as income/ expense in the Statement of Profit and Loss. This amount is reflected under the head other expenses'' in the Statement of Profit and Loss. The balance sheet presentation for various financial instruments is described below:

• Financial assets measured as at amortized cost, contractual revenue receivables and lease receivables: ECL is presented as an allowance, i.e., as an integral part of the measurement of those assets in the balance sheet. The allowance reduces the net carrying amount. Until the asset meets write-off criteria, the Company does not reduce impairment allowance from the gross carrying amount. For assessing increase in credit risk and impairment loss. The Company combines financial instruments on the basis of shared credit risk characteristics with the objective of

facilitating an analysis that is designed to enable significant increases in credit risk to be identified on a timely basis.

The Company does not have any purchased or originated credit-impaired (POCI) financial assets, i.e., financial assets which are credit impaired on purchase/ origination.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction cos

The Company''s financial liabilities include trade and other payables, loans and borrowings.

Subsequent measurement

Loans and borrowings

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the ElR method. Gains and losses are recognised in profit and loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The ElR amortization is included as finance costs in the Statement of Profit and Loss. This category generally applies to borrowings.

De-recognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the de-recognition of the

original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the Statement of Profit and Loss.

Financial guarantee contracts

Financial guarantee contracts are recognised as a financial liability at the time the guarantee is issued. The liability is initially measured at fair value and subsequently at the higher of (i) the amount determined in accordance with the expected credit loss model as per Ind AS 109 and (ii) the amount initially recognised less, where appropriate, cumulative amount of income recognised in accordance with the principles of Ind AS 115.

The fair value of financial guarantees is determined based on the present value of the difference in cash flows between the contractual payments required under the debt instrument and the payments that would be required without the guarantee, or the estimated amount that would be payable to a third party for assuming the obligations.

Where guarantees in relation to loans or other payables of subsidiaries are provided for no compensation, the fair values are accounted for as contributions and recognised as part of the cost of the investment.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

k) Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and shortterm deposits with an original maturity of three months or less, which are subject to an insignificant risk of changes in value.

For the purpose of the statement of cash flows, cash and cash equivalent consists of cash and short-term deposits, as defined above,

net of outstanding bank overdrafts as they are considered an integral part of the Company''s cash management. Cash flows from operating activities are being prepared as per the Indirect method mentioned in Ind AS 7.

l) Contingent liabilities

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements. Contingent assets are only disclosed when it is probable that the economic benefits will flow to the entity.

m) Measurement of EBITDA

The Company has elected to present earnings before finance cost, tax, depreciation and amortization (EBITDA) as a separate line item on the face of the statement of profit and loss. The Company measures EBITDA on the face of profit/ (loss) from continuing operations. In the measurement, the Company does not include depreciation and amortization expense, finance costs and tax expense.

n) Earnings per share

Basic earnings per share

Basic earnings per share are calculated by dividing:

- the profit attributable to owners of the Company

- by the weighted average number of equity shares outstanding during the financial year, adjusted for bonus elements in equity shares issued during the year and excluding treasury shares.

Diluted earnings per share

Diluted earnings per share adjust the figures used in the determination of basic earnings per share to take into account:

- the after income tax effect of interest and other financing costs associated with dilutive potential equity shares, and

- the weighted average number of additional equity shares that would have been outstanding assuming the conversion of all dilutive potential equity shares.

o) Investments in subsidiaries

An investor, regardless of the nature of its involvement with an entity (the investee), shall determine whether it is a parent by assessing whether it controls the investee.

An investor controls an investee when it is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

Thus, an investor controls an investee if and only if the investor has all the following:

(a) power over the investee;

(b) exposure, or rights, to variable returns from its involvement with the investee and

(c) the ability to use its power over the investee to affect the amount of the investor''s returns.

The Company has elected to recognize its investments in subsidiary and associate companies at cost in accordance with the option available in Ind-AS 27, Separate Financial Statements''. Except where investments accounted for at cost shall be accounted for in accordance with Ind-AS 105, Non-current Assets Held for Sale and Discontinued Operations, when they are classified as held for sale.

Investment carried at cost will be tested for impairment as per Ind-AS 36.

1.1.3 Significant accounting judgements, estimates and assumptions

The preparation of the Company''s financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

The areas involving critical estimates are as below: Defined benefit plans

The cost of the defined benefit gratuity plan and other post-employment medical benefits and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.

The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates for the respective countries.

Further details about gratuity obligations are given in Note 23.

Impairment of financial assets

The impairment provisions for financial assets 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 Company''s past history, existing market conditions as well as forward looking estimates at the end of each reporting period.

The areas involving critical judgement are as below:

Taxes

Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the wide range of business relationships and the longterm nature and complexity of existing contractual agreements, differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establishes provisions, based on reasonable estimates. The amount of such provisions is based on various factors, such as experience of previous tax assessments and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective domicile of the Companies.

Deferred tax assets are recognised for unused tax losses only to the extent that the entity has sufficient taxable temporary differences against which the unused tax losses can be utilised. 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.

Further details on taxes are disclosed in Note 25.

Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be

measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

For more information refer Note 29.

Impairment of non- financial assets

The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset''s recoverable amount. An asset''s recoverable amount is the higher of an asset''s or CGU''s fair value less costs of disposal and its value in use. It is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent markets transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded subsidiaries or other available fair value indicators.

19 Segment reporting

Considering the nature of operations, the Company has concluded that there is only one operating segment as per Ind AS 108 "Operating Segments". Accordingly no separate disclosure of segment information has been made.

20 Commitments and contingencies

(i) Contingent liabilities

a. In respect of income tax demand under dispute INR 57 Lacs (previous year INR 251 Lacs) against the same the Company has paid tax under protest of INR Nil Lacs (previous year INR 79 Lacs).

Based on management assessment and current status of the above matter, the management is confident that no provision is required in the financial statements as on March 31, 2024.

(ii) Commitments

Estimated amount of contracts remaining to be executed on capital account is Nil (previous year Nil).

(iii) Guarantees issued- Nil (Previous Year- Nil)

23 Employee Benefits

The Company has classified the various benefits provided to the employees as under.

Defined Contribution Plans Provident fund

The Company has recognised INR 1 lac (previous year INR 1 lac) in Statement of Profit and Loss towards employer''s contribution to provident fund.

Define Benefit Plan: Gratuity

The Company has a defined benefit gratuity plan. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Every employee who has completed five years or more of services gets a gratuity on separation at 15 days salary (last drawn salary) for each completed year of service. The provision is made based on actuarial valuation done by independent valuer.

26 Disclosure required under section 186(4) of the Companies Act, 2013

- Details of investment made are given under Note 2.

27 Financial risk management objectives and policies

The Company''s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations and to support its operations. The Company''s principal financial assets include cash and cash equivalents that derive directly from its operations.

The Company is exposed to credit risk, liquidity risk, foreign currency risk and interest rate risk. The Company''s senior management oversees the mitigation of these risks. The Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The policies for managing each of these risks, which are summarized below:-

1 Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises two types of risk: interest rate risk and currency risk. Financial instruments affected by market risk include loans and borrowings, deposits and derivative financial instruments.

b Foreign currency risk

Foreign currency risk arises due to the fluctuations in foreign currency exchange rates. The Company does not have any transactions in foreign currencies. Accordingly, its exposure to the foreign currency risk is limited.

2 Credit risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The Company is exposed to credit risk from its operating activities. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in Note 6.

The Company believes that the risk associated with respect to trade/ other receivables is low, as there are no significant recoverables outside the group.

3 Liquidity Risk

Liquidity risk is defined as a risk that the Company will not be able to settle or meet its obligations on time. The Group''s treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by the Senior Management.

28 Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves . The primary objective of the Company''s capital management is to maximize the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital and net debt. The Company includes within net debt, interest bearing loans and borrowings and interest accrued on borrowings. ,

The management assessed that fair value of current investment, trade receivables, cash and cash equivalents, other current financial assets, trade payables, short- term borrowings and other current financial liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments. The fair value of the financial assets and liabilities is the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

30 Standards issued but not yet effective

Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards. There is no such notification which would have been applicable from April 1, 2024.

31 The Company has incurred losses in the current and previous year, also the net worth of the Company is eroded as at March 31, 2024. Further, the Company''s current liabilities exceed current assets as at March 31, 2024. The Company has received a letter of support from its Holding Company, where in the Holding company has agreed to provide financial support to the Company.There are no external borrowings due to banks / financial institutions as at March 31, 2024, In view of the above, use of going concern assumption has been considered appropriate in preparation of these standalone financial statements.

32 On the basis of the last audited Financial Statements for the year ended 31 March 2023, the Company meets the Core Investment Company (CIC) Criteria for classification as CIC in terms of the Master Direction - Core Investment Companies (Reserve Bank) Directions, 2016, as amended (Regulations'') issued by the Reserve Bank of India (RBI'') but is exempted from registration with RBI being not a Systemically Important Core Investment Company (SI-CIC).

33 Statutory Information:

(i) No proceeding has been initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

(ii) The Company has not been declared as wilful defaulter by any bank or financial Institution or other lender

(iii) The Company has not entered into any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(iv) There are no transaction which has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.

(v) There are no charges or satisfaction yet to be registered with ROC beyond the statutory period.

(vi) There are no funds which have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall:

a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Company or

b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(vii) There are no funds which have been received by the Company from any persons or entities, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall:

a) directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Funding Party or

b) provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.

(viii) The Group (as per the provisions of the Core Investment Companies (Reserve Bank) Directions, 2016) does not have more than one CIC (which is not required to be registered with RBI as not being Systemically Important CIC ).

34 Exceptional items

Impairment of investments in subsidiary Next Radio Limited (NRL) amounting to INR 777 lacs has been recorded during the year ended March 31, 2024 on account of recoverable amount lower than the carrying amount. The recoverable amount of INR Nil lakhs for the investment is determined as a weighted average of value in use using the discount rate of 14.40% and fair value less cost of disposal. The same is being presented as part of Exceptional item.

Impairment of investments in subsidiary Next Radio Limited (NRL) amounting to INR 1,397 lacs was recorded during the year ended March 31, 2023 on account of recoverable amount lower than the carrying amount. The recoverable amount of INR 777 lakhs for the investment is determined as a weighted average of value in use using the discount rate of 14.40% and fair value less cost of disposal. The same is being presented as part of Exceptional item.

See accompanying notes to the standalone financial statements.

In terms of our report of even date attached

For B S R and Associates For and on behalf of the Board of Directors of

Chartered Accountants Next Mediaworks Limited

(Firm Registration Number: 128901W)

David Jones Amit Madaan Ramesh Menon

Partner Chief Financial Officer Chief Executive Officer

Membership No. 098113

Sonali Manchanda Samudra Bhattacharya Praveen Someshwar

Company Secretary Director Director

(M.No: F7283) (DIN:0279781 9) (DIN: 01802656)

Place: Gurugram Place: New Delhi

Date: May 03, 2024 Date: May 03, 2024

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Mar 31, 2018

Corporate Information

Next Mediaworks Limited (‘the Company’) is a public Company domiciled in India and incorporated under the provisions of Companies Act, 1956.

The company stock is listed on National Stock Exchange (NSE) and Bombay Stock Exchange (BSE)

These financial statements were approved for issue by the Company’s Board of Directors on May 8, 2018.

a Terms / rights attached to equity shares

The company has only one class of equity shares having par value of Rs. 10 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed, if any, by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

1 SEGMENT REPORTING

In accordance with Ind AS-108 ‘Operating Segments’, the Company’s business segment is providing management consultancy in India and it has no other primary reportable segments. Accordingly, the segment revenue, segment results, total carrying amount of segment assets and segment liabilities, total cost incurred to acquire segment assets and total amount of charge for depreciation during the year, is as reflected in the Financial Statements as at and for the year ended March 31, 2018. The Company primarily caters to the domestic market and hence there are no reportable geographical segments.

2 CONTINGENT LIABILITIES AND CAPITAL COMMITMENTS

(A) Contingent Liabilities

a. Corporate guarantee issued to banks for Company’s Subsidiary amounting to Rs. 9,500 lakhs (previous year Rs. 9,300 lakhs and as at April 1, 2016 Rs. 9,300 lakhs) for term loan Cash Credit limit facility availed by the subsidiary.

b. In respect of Income Tax demand under dispute Rs. 193.11 lakhs (Previous Year Rs. 193.11 lakhs, as at April 1, 2016 Rs. 265.54 lakhs) against the same the company has paid tax under protest of Rs. 40.46 lakhs (previous year Rs. 40.46 lakhs, as at April 1, 2016 Rs. 40.46 lakhs).

(B) Capital Commitments

Estimated amount of contracts remaining to be executed on capital account is Rs. Nil (Previous Year)

3 DEFERRED TAX

In the absence of reasonable certainty, the Company has not recognised the deferred tax assets (net) amounting to Rs. 234.65 lakhs (Previous year Rs. 150.61 lakhs and as on April 1, 2016 Rs. 74.83 lakhs) arising out of tangible and intangible assets, financial assets, unabsorbed depreciation, brought forward tax losses and other items. the same shall be reassessed at subsequent balance sheet date.

4 RELATED PARTY DISCLOSURES

Names of related parties and related party relationship

a. Subsidiary Companies - Next Radio Limited

One Audio Limited

Digital One Private Limited

Next Outdoor Limited

Syngience Broadcast Ahmedabad Limited

(Subsidiary of Next Radio Limited)

b. Under control of Management - Next Publishing Services Private Limited

Mid-Day Exports Private Limited Inquilab Offset Printers Limited Ferari Investments and Trading Co Private Limited Meridian Holding & Leasing Co Private Limited

c. Key Managerial Personnel - Mr. Tarique Ansari, Managing Director

Mr. Mandar Godbole (till November 24, 2017 )

Mr. Gaurav Sharma (from February 13, 2018)

Mr. Ismail Dabhoya, CFO

d. Independent Directors - Adille Sumariwalla

Dilip Cherian I Venkat

Ms.Monisha Shah Rajbir Singh Bhandal Sunil Dalal

5. EMPLOYEE BENEFITS

The Company has classified the various benefits provided to the employees as under.

a. Defined Benefit Plans Provident Fund

The Company has recognized Rs. 5.72 lakhs in Statement of Profit and Loss towards employer’s contribution to provident fund.

b. Defined Benefit Plans

i. Contribution to Gratuity Fund (Funded Scheme)

The Company has invested in HDFC GROUP Unit Linked Plan- Option A through trust “MidDay Multimedia Ltd Employees Group Gratuity Cum Life Assurance Scheme.

ii. Leave Encashment (Non-funded Scheme)

In accordance with the Ind AS 19, actuarial valuation was performed in respect of the aforesaid defined benefit plans based on the following assumptions:

The expected rate of return on plan assets is based on market expectation at the beginning of the year. The rate of return on risk free investments is taken as reference for this purpose.

The company has based on actuarial Valuations reversed an amount of ‘ 0.04 lakhs on account of leave encashment payable to the employees.

Sensitivity analysis

Significant actuarial assumptions for the determination of the defined obligation are discount rate, expected salary increase and mortality. The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

6 EXPENDITURE IN FOREIGN CURRENCY

Expenditure in Foreign Currency - NIL (Previous Year - NIL)

Earning in Foreign Currency - NIL (Previous Year - NIL)

7 LEASES

Pursuant to Indian Accounting Standard ( Ind AS-17) - Leases, the following information is given In case of assets taken on operating lease

The lease rent and amenities charges recognized in the Statement of Profit and Loss during the year ended March 31, 2018 is Rs. 26.77 lakhs (previous year: Rs. 25.79 Lakhs)

3. Vesting schedule of the ESOP plan is as follow:

12 months from the grant date-33.33%

24 months from the grant date-33.33%

36 months from grant date -33.33%

8 FINANCIAL RISK MANAGEMENT

The Company’s activities expose it to a variety of market risks, liquidity risks and credit risks. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk in the financial statements.

a. Credit risk

Credit risk refers to the risk of default on its obligation by the counterparty resulting in a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including investments in debt mutual funds and deposits with banks. The company’s maximum exposure to credit risk is limited to the carrying amount of the financial assets recognised as at March 31, 2018.

Customer credit risk is managed by each business unit subject to the Company’s established policy, procedures and control relating to customer credit risk management. The Company undertakes a detailed review of the credit worthiness of clients before extending credit. Outstanding customer receivables are regularly monitored. The Company believes the concentration of risk with respect to trade receivables as low, as its customers are in several jurisdictions and industries and operate in largely independent markets. Management monitors the Company’s net liquidity position through rolling forecasts based on expected cash flows.

The Company uses the expected credit loss model as per IND AS 109 - ‘Financial Instruments’ to assess the impairment loss or gain. The Company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix considers available external and internal credit risk factors and the Company’s historical experience in respect of customers.

b. Liquidity Risk

Liquidity risk is defined as a risk that the Company will not be able to settle or meet its obligations on time. The Company’s treasury department is responsible for liquidity, funding as well as settlement management. In addition, processes and policies related to such risks are overseen by the Senior Management.

The Company’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The company has short term borrowings in the form of loan from related parties. The Company believes that the same can be paid out from internal accruals and mutual fund investments. The Company believes that the working capital is sufficient to meet its current requirements. Accordingly, no liquidity risk is perceived.

At the end of the reporting period the Company held Mutual fund investments of ‘51.80 lakhs (Previous year : Nil, April 1, 2016 : Nil) that are expected to readily generate cash inflows for managing liquidity risk.

Maturities of financial liabilities

The tables below analyze the Company’s Financial liabilities into relevant maturity groupings based on their contractual maturities for all non-derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.

c. Foreign Currency risk

Foreign currency risk arises due to the fluctuations in foreign currency exchange rates. The Company does not have any material transactions in foreign currencies. Accordingly, its exposure to the foreign currency risk is limited.

d. Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s fixed rate borrowings are carried at amortized 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 on account of a change in market interest rates.

e. Price risk

The Company’s exposure to mutual fund securities arises from investments held by the Company and classified in the balance sheet at fair value through profit or loss. To manage its price risk arising from investments in mutual funds, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the framework and policies set by the Board of Directors.

9 CAPITAL MANAGEMENT

The Company manages its capital to ensure that it will continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance. The Company monitors capital using the gearing ratio.

10 FAIR VALUE MEASUREMENT

The fair values of financial assets and liabilities are included at the amount at which the instrument can be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair vales:

a. Fair value of cash and cash equivalents, trade and other current financial assets, trade & other payables and short term borrowings approximate their carrying amounts due to the short maturities of these instruments.

b. The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation techniques:

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities.

Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.

Level 3: techniques which use inputs that have a significant effect on the recorded fair value that are not based on observable market data.

11 RECONCILIATIONS BETWEEN PREVIOUS GAAP AND IND AS

Ind AS 101 requires an entity to reconcile equity, total comprehensive income and cash flows for prior periods. The following tables represent the reconciliations from Previous GAAP to Ind AS.

Reconciliation of equity as previously reported under Previous GAAP to Ind AS

The Previous GAAP figures hve been reclassified to confim to Ind-AS presentation requirement for the purpose of this note

12 Figures for Previous Year have been regrouped/rearranged wherever required to make them comparable.

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Mar 31, 2016

1. Segment Reporting

The Company has only one segment namely providing management consultancy, hence no separate disclosure of segment wise information has been made.

2A. Contingent Liabilities

a In respect of guarantees issued by Company''s bankers to MSRDC and other authorities for RS, NIL (Previous Year RS, 3.00 lakhs)

b Corporate guarantee issued to banks for Company''s Subsidiary for term loan of RS, 11,193.00 lakhs (Previous Year RS, 412.73 lakhs) and Cash Credit limit of RS, 1,000.00 lakhs.(Previous Year RS, 740.00 lakhs) c In respect of Income Tax demand under dispute (net of advances) RS, 265.64 lakhs (Previous Year RS, 532.49 lakhs) 20B. Estimated amount of contracts remaining to be executed on capital account is RS, Nil(Previous Year RS, Nil)

3. The Board of Directors of the subsidiary company Next Radio Limited has on June 18, 2015 approved a proposal for reduction of capital of the company by cancelling approximately 68 shares out of 100 shares held as on date against the accumulated losses. Pursuant to approval for the same from the Hon''ble High Court on April 1, 2016, the company has provided for RS, 11,709.54 Lacs for provision for diminution in value of investment in Next Radio Limited. This has been disclosed as an extra ordinary item in the financial statement of the company.

4. Related Party Disclosures

Names of related parties and related party relationship

a. Subsidiary Companies - Next Radio Limited (Formerly known as Radio One Limited)

One Audio Limited Digital One Private Limited Next Outdoor Limited

b. Under control of Management - Next Publishing Services Private Limited

Mid-Day Exports Private Limited Inquilab Offset Printers Limited Ferari Investments and Trading Co Private Limited Meridian Holding & Leasing Co Private Limited

c. Key Managerial Personnel - Mr. Tarique Ansari, Managing Director

Compiled by: Dion Global Solutions Limited

MSworks

LIMITED

5. Employee Benefits

The Company has classified the various benefits provided to the employees as under.

a. Defined Contribution Plans Provident Fund

The Company has recognized RS, 6.15 lakhs in Profit & Loss Statement towards employer''s contribution to provident fund.

b. Defined Benefit Plans

i. Contribution to Gratuity Fund (Funded Scheme)

ii. Leave Encashment (Non-funded Scheme)

In accordance with the Accounting Standards (AS 15) (Revised 2005), actuarial valuation was performed in respect of the aforesaid defined benefit plans based on the following assumptions:

Discount Rate - 7.81% pa

Rate of Increase in compensation levels (pa) - 6.00% pa

Attrition Rate - 1.00% pa

The expected rate of return on plan assets is based on market expectation at the beginning of the year. The rate of return on risk free investments is taken as reference for this purpose.

The company has provided an amount of RS, 0.83 lakhs on account of leave encashment payable to the employees.

6. Managerial Remuneration

During the period July 2013 to March 2014 the company has paid remuneration to Managing Director which is in excess of the limit specified in section 197 of the Companies Act, 2013. Pursuant to non-approval of such higher remuneration from Central Government the company has recovered RS, 23.35 Lacs from Managing Director towards such higher remuneration paid.

7. Leases

Pursuant to Accounting Standard (AS-19) - Leases, the following information is given In case of assets taken on operating lease

The lease rent and amenities charges recognized in the Statement of Profit and Loss during the year ended March 31, 2016 is RS,23.68 Lacs (previous year: RS,23.56 Lacs)

8. Figures for Previous Year have been regrouped/rearranged wherever required to make them comparable.

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Mar 31, 2014

1. Corporate Information

Next Mediaworks Limited (''the company'') is a public company domiciled in India and incorporated under the provisions of Companies Act, 1956.

The Company was incorporated for several multimedia activities; including but not limited to; the business as broadcasters, marketers of television programs, television flms and television software, to carry on the business of a Advertising agents, to provide on-line and/or interactive information, online music and news for business and general use, to deal in internet commerce and all internet related activity, the main business being that of printing and publishing.

Pursuant to the Scheme of Arrangement with Jagran Prakashan Limited ("JPL") the entire print and publishing business of the Company, along with all the related licences, trade marks, logos etc transferred in the name of JPL and accordingly the name "MiD DAY" and its Logo were transferred to JPL in order to avoid any disruption in the use of the name "MiD DAY" and its Logo. The Company''s name was thus changed to "Next Mediaworks Ltd".

2. Basis of preparation

The Financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standard notifed under the Companies (Accounting Standard) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under historical cost convention. The accounting policies have been consistently applied by the company and are consistent with those used in previous year.

a. Terms / rights attached to equity shares

The company has only one class of equity shares having par value of Rs. 10 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed, if any, by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

3. Contingent Liabilities

a. In respect of guarantees issued by Company''s bankers to MSRDC and other authorities for Rs. 3.00 lakhs (Previous Year Rs. 3.00 lakhs)

b In respect of guarantees issued by the Company''s bankers for company''s subsidiary to government and other parties Rs. 348.37 lakhs (Previous Year Rs. 332.70 lakhs).

c Corporate guarantee issued to banks for Company''s Subsidiary for term loan of Rs. 1031.00 lakhs (Previous Year Rs. 1150.00 lakhs) and Cash Credit limit of Rs. 740.00 lakhs.(Previous Year Rs. 740.00 lakhs)

d In respect of Income Tax demand under dispute (net of advances) Rs. 1454.20 lakhs (Previous Year Rs. 1793.58 lakhs)

4. The company''s exposure in its subsidiary Next Radio Ltd.( Formerly known as Radio One Ltd) limited through investments is Rs. 15,602.86 lakhs . Though net worth of the subsidiary is substantially eroded, no provision for impairment on this account is considered necessary by the management taking in to consideration the nature of Radio business and gradual improvement in performance of the subsidiary.

5. In the opinion of the Board of Directors, all assets other than fixed assets have a value on realization in the ordinary course of business atleast equal to the amounts stated in balance sheet.

6. Segment Reporting

The Company has only one segment namely sale of online digital music; hence no separate disclosure of segment wise information has been made.

7. Managerial Remuneration

During the year, the company has paid remuneration to Managing Director which is in excess of the limits specified in Section 198 of the Companies Act. Such higher remuneration is approved by the Remuneration Committee and the Board of Directors. As required under Schedule XIII to the Companies Act, the Company has made an application to the Central Government for the approval of the same. The approval of the members by way of special resolution was taken at the previous Annual General Meeting. Managerial Remuneration debited to Statement of profit and Loss is subject to approval of the Central Government.

8. Related party disclosures

Names of related parties and related party relationship

a. Subsidiary Companies

Next Radio Limited (Formerly known as Radio One Limited) One Audio Limited Digital One Private Limited Next Outdoor Limited

b. Under control of Management

Next Publishing Services Private Limited

Mid-Day Exports Pvt Ltd

Inquilab Offset Printers Ltd

Ferari Investments and Trading Co Pvt Ltd

Meridian Holding & Leasing Co Pvt Ltd

c. Key Managerial Personnel - Mr. Tarique Ansari, Managing Director

9. Employee benefits

The Company has classifed the various benefits provided to the employees as under.

a. Defined Contribution Plans

Provident Fund

The Company has recognized Rs. 7.51 lakhs in profit & Loss Statement towards employer''s contribution to provident fund.

The expected rate of return on plan assets is based on market expectation any the beginning of the year. The rate of return on risk free investments is taken as reference for this purpose.

The company has based on actuarial Valuations charged an amount of Rs. 0.53 lakhs as expenses on account of leave encashment payable to the employees.

10. Figures for Previous Year have been regrouped/rearranged wherever required to make them comparable.

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Mar 31, 2013

1. Corporate Information

Next Mediaworks Limited (''the company'') is a public company domiciled in India and incorporated under the provisions of Companies Act, 1956.

The Company was incorporated for several multimedia activities; including but not limited to; the business as broadcasters, marketers of television programs, television films and television software, to carry on the business of a Advertising agents, to provide on-line and/or interactive information, online music and news for business and general use, to deal in internet commerce and all internet related activity, the main business being that of printing and publishing.

Pursuant to the Scheme of Arrangement with Jagran Prakashan Limited ("JPL") the entire print and publishing business of the Company, along with all the related licences, trade marks, logos etc transferred in the name of JPL and accordingly the name "MiD DAY" and its Logo were transferred to JPL in order to avoid any disruption in the use of the name "MiD DAY" and its Logo. The Company''s name was thus changed to "Next Mediaworks Ltd".

2. Basis of preparation

The Financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standard notified under the Companies (Accounting Standard) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under historical cost convention. The accounting policies have been consistently applied by the company and are consistent with those used in previous year.

3. Related party disclosures

Names of related parties and related party relationship

a. Subsidiary Companies - Next Radio Limited (Formerly known as Radio One Limited)

One Audio Limited Digital One Private Limited Next Outdoor Limited

b. Under control of Management - Next Publishing Services Private Limited

Mid-Day Exports Pvt Ltd

Inquilab Offset Printers Ltd

Ferari Investments and Trading Co Pvt Ltd

Meridian Holding & Leasing Co Pvt Ltd

c. Key Managerial Personnel - Mr. Tarique Ansari, Managing Director

4. Employee Benefits

The Company has classified the various benefits provided to the employees as under.

a. Defined Contribution Plans

Provident Fund

The Company has recognized Rs. 7.87 lakhs in Profit & Loss Statement towards employer''s contribution to provident fund.

b. Defined Benefit Plans

i. Contribution to Gratuity Fund (Funded Scheme)

ii. Leave Encashment (Non-funded Scheme)

In accordance with the Accounting Standards (AS 15) (Revised 2005), actuarial valuation was performed in respect of the aforesaid defined benefit plans based on the following assumptions: Discount Rate - 8.00% pa

Rate of Increase in compensation levels (pa) - 6.00% pa

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Mar 31, 2012

1. Corporate Information

Next Media works Limited ("the company") is a public company domiciled in India and incorporated under the provisions of Companies Act, 1956.

The Company was incorporated for several multimedia activities; including but not limited to; the business as broadcasters, marketers of television programs, television films and television software, to carry on the business of a Advertising agents, to provide on-line and/or interactive information, online music and news for business and general use, to deal in internet commerce and all internet related activity, the main business being that of printing and publishing.

Pursuant to the Scheme of Arrangement with Jagran Prakashan Limited ("JPL") the entire print and publishing business of the Company, along with all the related licenses, trademarks, logos etc transferred in the name of JPL and accordingly the name "MID DAY" and its Logo were transferred to JPL in order to avoid any disruption in the use of the name "MID DAY" and its Logo. The Company's name was thus changed to "Next Media works Ltd".

2. Basis of preparation

The Financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The Company has prepared these financial statements to comply in all material respects with the accounting standard notified under the Companies (Accounting Standard) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under historical cost convention. The accounting policies have been consistently applied by the company and are consistent with those used in previous year.

a. Terms / rights attached to equity shares

The company has only one class of equity shares having par value of Rs. 10 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed, if any, by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

b. Terms of conversion / redemption of preference shares

0.01% Optionally Convertible Preference shares are convertible in equity shares in the ratio of 1:1 on or after 18 months from the date of allotment.

3. Contingent Liabilities

a. In respect of guarantees issued by Company's bankers to MSRDC and other authorities for Rs. 3,00,000 (Previous Year Rs. 3,00,000)

b. In respect of guarantees issued by the Company's bankers for company's subsidiary to government and other parties Rs. 3,32,70,000 (Previous Year Rs. 3,32,70,000).

c. Corporate guarantee issued to banks for Company's Subsidiary for term loan of Rs. 17,50,00,000 and Cash Credit limit of Rs. 6,40,00,000.

d. In respect of Income Tax demand under dispute (net of advances) Rs. 1,83,11,080 (Previous Year Rs. NIL)

4. The company's exposure in its subsidiary Radio One Ltd.( Formerly known as Radio Mid-Day West ( India) Ltd) limited through investments and loans aggregate Rs. 1,53,14,00,334 (investment Rs. 1,38,24,91,498 and loan Rs. 14,89,08,836). Though net worth of the subsidiary is substantially eroded and the company has been incurring constant losses, however no provision for impairment on this account is considered necessary by the management taking in to consideration the nature of Radio business and gradual improvement in performance of the subsidiary.

5. During the year the Company has paid remuneration to Managing Director which is in excess of the limits specified in Section 198 of the Companies Act. Such higher remuneration has been approved by the Remuneration Committee and the Board of Directors. As required under Schedule XIII to the Companies Act, the Company has made an application to the Central Government for the approval of the same. The approval of the members by way of special resolution will be taken at the ensuing Annual General Meeting. Managerial remuneration debited to Statement of Profit and Loss is subject to the above approval from the members and Central Government.

6. In the opinion of the Board of Directors, all assets other than fixed assets have a value on realization in the ordinary course of business at least equal to the amounts stated in balance sheet.

7. Segment Reporting

The Company has only one segment namely sale of online digital music; hence no separate disclosure of segment wise information has been made.

8. Employee Benefits

The Company has classified the various benefits provided to the employees as under.

a. Defined Contribution Plans Provident Fund

The Company has recognized Rs. 727,224 in Profit & Loss Statement towards employer's contribution to provident fund.

b. Defined Benefit Plans

i. Contribution to Gratuity Fund (Funded Scheme)

ii. Leave Encashment (Non-funded Scheme)

In accordance with the Accounting Standards (AS 15) (Revised 2005), actuarial valuation was performed in respect of the aforesaid defined benefit plans based on the following assumptions:

Discount Rate - 8.50% pa

Rate of Increase in compensation levels (pa) - 6.00% pa

The expected rate of return on plan assets is based on market expectation any the beginning of the year. The rate of return on risk free investments is taken as reference for this purpose.

The company has based on actuarial Valuations charged an amount of Rs. 16,132 as expenses on account of leave encashment payable to the employees.

9. Expenditure in Foreign Currency

For Space on Server - Rs. 3,44,405 (Previous Year - Rs. Nil)

For Commission on Sales - Rs. 58,256 (Previous Year - Nil)

Earning in Foreign Currency - - Rs. 1,38,100 (Previous Year - Nil)

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Mar 31, 2011

1. Demerger

Pursuant to Scheme of Arrangement submitted by the company to Honourable High court of Bombay and an order dated October 15th , 2010 of the court, the entire Print & Publishing business of the company stands transferred to and vested in Jagran Prakashan Ltd with effect from the appointed date 01/04/2010. A loss of Rs 17.53 crores as per following details has been debited to P& L A/c as exceptional item. Consequently the figures of the previous year are not comparable with current year.

2. Contingent Liability

a) In respect of guarantees issued by Company's bankers to MSRDC and other authorities for Rs. 3 Lakhs (Rs 3 Lakhs).

b) Corporate guarantee issued to Bank of Baroda for Radio One Ltd.( Formerly known as Radio Mid-Day West ( India) Ltd) against CC limit of Rs. 140 Lakhs (140 Lakhs).

Bank Guarantee issued to Ministry of Information & Broadcasting for Radio One Ltd.( Formerly known as Radio Mid- Day West ( India) Ltd) Rs. 332 Lakhs (332 Lakhs).

Bank Guarantee issued to Phonographic Performance Limited for Radio One Ltd.( Formerly known as Radio Mid-Day West ( India) Ltd). Rs. 0.70 Lakhs (NIL).

Counter guarantee issued to Axis Bank for Radio One Ltd.( Formerly nown as Radio Mid-Day West ( India) Ltd) against term loan of Rs. 2,240 Lakhs (3,000 Lakhs) and corporate guarantee for CC limit of Rs. 500 Lakhs (500 lakhs).

c) Claims against the company in respect of various defamation suits and claims of employees, amount not ascertainable (Previous year Unascertainable)

3. The company's exposure in its subsidiary Radio One Ltd.( Formerly known as Radio Mid-Day West ( India) Ltd) limited through investments and loans aggregate Rs 15,148.99 lakhs (investment Rs. 13,824.91 lakhs and loan Rs.1,324.08 lakhs). Though net worth of the subsidiary is substantially eroded and the company has been incurring constant losses, however no provision for impairment on this account is considered necessary by the management taking in to consideration the nature of Radio business and gradual improvement in performance of the subsidiary.

4. The company does not have multiple operating segments hence separate disclosure of the segment wise information is not required.

5. Disclosure with regard to related party transactions as per Accounting Standard AS- 18 is as follows:

b) Other related parties where control exists:

During the year, there were no transactions with the following associate companies:

i) Digital One Pvt.Ltd. (Formerly known as Mid-Day Broadcasting South (India) Pvt Ltd.)

ii) Mirror Films Private Limited.

iii) Mid-Day Radio North (I) Ltd

iv) Inquilab Offset Printers Pvt Ltd

v) Next Publishing Pvt Ltd.( Formerly known as Mid-day Publishing Pvt Ltd)

c) Key Management Personnel :

Mr. Tarique Ansari (Remuneration Rs 942,300 Refer Note 6)

d) Relatives of key management personnel and their enterprises where transactions have taken place:

Not Applicable

Note: Related party relationship is as identified by the Company and relied upon by the Auditors.

6. Employees Benefit

The Company has classified the various benefits provided to employees as under:

a) Defined Contribution Plans:

Provident Fund (PF, FPF)

b) Defined Benefit Plans:

Contribution to Gratuity Fund (Funded Scheme)

In accordance with the Accounting Standard (AS 15) (Revised 2005), actuarial valuation was performed in respect of the aforesaid defined benefit plans based on the following assumptions:

The current year information in the following tables represents the figure for employees retained after the slump sale of news print division and is not comparable with previous year's information.

7. Current liabilities include overdue amounts of Rs. Nil (Previous year Rs. Nil) including interest of Rs. Nil (Previous year Rs. Nil) payable to Micro Small and Medium Enterprises. Total outstanding dues to Micro Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of information available with the company.

8. Previous year's figures have been re-grouped / re-arranged wherever necessary. Figures in bracket indicate previous year's figures.

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Mar 31, 2010

1.Business Transfer

The members of the company by way of Postal Ballot have approved transfer of Printing and Publishing business of the Company by way of slump sale together with all its properties,assets,rights,liabilities/obligations of whatsoever nature and kind and its employees on a going concern basis to a New Wholly Owned Subsidiary Midday Infomedia Ltd,through Business Transfer Agreement pursuant to Section 293 (1)(a)of the Companies Act,1956.This was effective from July 1,2008. Cash credit and term loan facilities forming part of the Newsmedia division which has been transferred by way of slump sale are secured by pari passu charge on present &future movable and immovable assets of the company and also secured by personal guarantee of Chairman &Managing Director.

Pursuant to the BTA,the leasehold land &factory premises,bank balances and Secured loans are in the process of being transferred in the name of the purchaser company Midday Infomedia Ltd.

2.Contingent Liability

a)In respect of guarantees issued by Company ’s bankers to MSRDC and other authorities for Rs.3 Lakh (Rs.3 Lakh).

b)Corporate guarantee issued to Bank of Baroda for Radio Mid Day West (India)Limited against term loan of Rs.NIL (Rs.15 Lakh)and CC limit Rs.140 Lakh (Rs.140 Lakh).

Bank Guarantee issued to Ministry of Information &Broadcasting for Radio Mid Day West (India)Limited Rs.332 Lakh (Rs.332 Lakh).

Counter guarantee issued to Axis Bank for Radio Mid Day West (India)Limited against term loan of Rs.3,000 Lakh (Rs.4,000 Lakh)and corporate guarantee for CC limit of Rs.500 Lakh (NIL).

Corporate guarantee issued to Bank of India for Midday Infomedia Limited against unsecured loan of Rs.1,050 Lakh (Rs.1,250 Lakh)and to Bank of Baroda for Midday Infomedia Limited against CC limit of Rs.1,800 Lakh (Rs.1,800 Lakh)and for ECB Term Loan of Rs.225 Lakh (Rs.651 Lakh).

c)Claims against the company in respect of various defamation suits and claims of employees,amount not ascertainable (Previous year Unascertainable)

3.Credit balance in ESOS Compensation account represent write back of ESOP expense arising as a result of options being lapsed/not exercised by the employees.

4.The company ’s exposure in its subsidiary Radio Mid day West (India)Limited through investments and loans aggregate Rs.13,850 lakh (investment Rs.11,320 lakh and loan Rs.2,530 lakh).Though net worth of the subsidiary is substantially eroded,the investments and loans have not been considered as impaired as management is certain of realizing value of investments and loans.

5.The company does not have multiple operating segments hence separate disclosure of the segment wise information is not required.

During the year,there were no transactions with the following associate companies:

i)Mid-Day Broadcasting South (India)Pvt.Limited

ii)Meridian Holding &Leasing Co Pvt.Limited

iii)Mirror Films Private Limited

iv)Ferari Investments and Trading Co Pvt.Limited

v)Mid-Day Radio North (India)Limited

C.Key Management Personnel :

Mr.Khalid Ansari

Mr.Tarique Ansari (Remuneration Rs.5,112,782 Refer Note 8)

6.Current liabilities include overdue amounts of Rs.Nil (Previous year Rs.Nil)including interest of Rs.Nil (Previous year Rs.Nil) payable to Micro Small and Medium enterprises.Total outstanding dues to Micro Small and Medium enterprises have been determined to the extent such parties have been identified on the basis of information available with the company.

7.Previous year ’s figures have been re-grouped /re-arranged wherever necessary.Figures in bracket indicate previous year ’s figures.