NETWORK18 MEDIA & INV LTD

Network18 Media & Investments Limited was initially incorporated as a Private Limited Company on 16 February, 1996 as 'SGA Finance and Management Services Private Limited'. The Company name was changed from 'SGA Finance and Management Services Private Limited' to 'Network 18 Fincap Private Limited' on 12 April, 2006 and was further changed from Network18 Fincap Limited to 'Network18 Media & Investments Limited' on 01 December, 2007. Network18 is one of India's most diversified media and entertainment conglomerates. It is engaged in activities spanning across Broadcasting, Digital Content, Print and Allied Businesses. TV18 Broadcast Limited', a subsidiary of Network18 Media & Investments Limited, manages its primary business of broadcasting. Through it's holding in Television Eighteen India Ltd (TV18), TV18 runs the largest news network in India, spanning business news (3 channels with market leadership), general news (1 each in English and Hindi) and regional news (14 channels across India, including joint venture News18-Lokmat). Marquee brands like CNBC-TV18, CNBC Awaaz and CNN-News18 (formerly CNN IBN) are part of this news bouquet. It also runs one of India's largest Internet players - Web18, as well as one of India's leading real time financial information and news terminals - Newswire18. TV18's Infotainment joint venture with A+E Networks operates factual entertainment and lifestyle channels named History TV18 and FYI TV18 respectively. Network18 has a considerable presence in the digital content space via its portals - Moneycontrol, CNBCTV18.com, CricketNext, Firstpost and News18. VOOT, an OTT (Over the Top) distribution platform, launched by Viacom18 offers. In the publishing space, Network18 has a market presence through niche and special interest magazines, Forbes India, Overdrive, Better Photography and Better Interiors. It is the shareholder in BookMyShow, India's largest Online Entertainment Ticketing Platform. The Company was registered as a Non Banking Financial Company (NBFC) with the Reserve Bank of India (RBI) in the year of 2001. SGA News was incorporated as a wholly owned subsidiary of the company in the year 2004 and also in the same year SGA Media Inc was incorporated and converted as a subsidiary. In 2006, SGA News and SGA Media Inc both are ceased to be a subsidiary. Network 18 became the holding company of TV18 pursuant to the Scheme and Launch of Studio 18 in the same year of 2006. The status of the company was converted from private limited to a public limited on 20th October 2006 and the name was subsequently changed to 'Network18 Fincap Limited'. The Company had entered into a Transfer and Assignment Agreement with The Indian Film Company (Cyprus) dated 9th April of the year 2007. During the identical year of 2007, Network18 had launched the event management business division and transferred the business of film production, distribution and marketing as a going concern to Viacom 18 pursuant to a Business Transfer Agreement. The Company had completed the second stage equity funding of USD 21 million for its Home Shopping Network business Homeshop18 in July of the year 2008. Independent Media Trust, of which Reliance Industries Limited is the sole beneficiary, has acquired a controlling stake of the Promoter Group entities namely RB Mediasoft Private Limited, RRB Mediasoft Private Limited, Adventure Marketing Private Limited, Watermark Infratech Private Limited, Colorful Media Private Limited, RB Media Holdings Private Limited and RB Holdings Private Limited (Holding Companies) from Mr. Raghav Bahl and Ms. Ritu Kapur on 7 July 2014. Pursuant to such acquisition, Mr. Raghav Bahl, Ms. Ritu Kapur and the other existing Promoters / Promoter Group of the Company (other than Holding Companies) have ceased to be Promoters / Promoter Group of the Company from 7 July 2014. Further, Independent Media Trust, Reliance Industries Limited and Holding Companies are the Promoters of the Company from 7 July 2014. In terms of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, Independent Media Trust has made an open offer to acquire up to 22,99,46,996 Equity Shares of face value of Rs. 5/- each of the Company at an offer price of Rs. 41.04 per Offer Share aggregating Rs. 43.70 crore payable in cash. During the FY 2014, the company's subsidiary, TV18 Broadcast Ltd. successfully completed the acquisition of ETV and now houses a bouquet of 8 regional news channels; ETV Uttar Pradesh, ETV Madhya Pradesh, ETV Rajasthan and ETV Bihar, ETV Urdu channel, ETV Kannada, ETV Marathi & ETV Haryana along with 5 regional entertainment channels ETV Marathi, ETV Kannada, ETV Bangla, ETV Gujarati and ETV Oriya. To cover the global audience & sizable NRI population, TV18 launched News18 India, a 24-hour television news channel designed to give global audiences a window into the world's largest democracy. TV18 and Viacom18 have also formed a strategic joint venture called IndiaCast, a multi-platform 'content asset monetization' entity mandated to drive domestic and international channels distribution, placement services and content syndication for the bouquet of channels from TV18, Viacom18 and other broadcasters. On January 22nd 2014, post receipt of all regulatory approvals, TV18 have successfully completed its acquisition of 100% interest in regional news channels in Hindi, namely ETV Uttar Pradesh, ETV Madhya Pradesh, ETV Rajasthan, ETV Bihar, ETV Urdu Channel, ETV Bangla, ETV Kannada and ETV Haryana (ETV News Channels); 50% interest in ETV Marathi, ETV Kannada, ETV Bangla, ETV Gujarati and ETV Oriya (ETV non-Telugu GEC channels); and 24.50% in ETV Telugu and ETV Telugu News (ETV Telugu News). In FY14, Colors was amongst the top ranking television channels in its genre (Hindi general entertainment television channel) in terms of viewership with an 18% market share and was the undisputed leader during weekends, with a market share of 21.7%. In FY14, Viacom18 successfully launched Rishtey, a free-to-air Hindi GEC, to cater to audiences in cable and satellite markets and beyond in India. In FY14, Viacom 18 also successfully launched MTV Indies, a youth channel themed around local independent and alternative culture in the areas of music, film, art and other content. This further strengthens MTV's position as the No.1 youth brand in India. Viacom18 Motion Pictures saw the release of highly successful and critically acclaimed movies in FY14 such as, 'Queen', 'Bhaag Milkha Bhaag', 'Madras Cafe', and 'Bombay Talkies' In March 2014, MTV Indies was launched from the MTV stable on digital cable with footprint of 17 Million+ households. In a strategic move aimed at consolidation of its print business, Network18 closed down 13 loss-making publications during the year 2015. In FY15, News18 India was launched in the US on Dish, Dishworld and Sling. The channel also introduced local programming from UK on the weekly show called The UK Edition' that featured top newsmakers from the UK including UK's Prime Minister, David Cameron. News18 India also brought to its viewers 10 days of extensive live coverage of Prime Minister Narendra Modi's visit to the US, with the Indian as well American perspective. During the year 2015, IBN-Lokmat telecast various exclusive shows. The Lok Sabha Elections special Ladhai Loksabhechi' gave complete coverage and analysis of the General Election 2014. Exclusive shows, such as Vishara Netyana', Jantecha Jahirnama' and Youngistsan Zindabad', where Ladhai Maharashtrachi' brought a complete update on the State Assembly Elections. These, along with its exclusives Kaul Maharashtracha' and Maze Mat Maze Sarkar' were some of the highlight programmes of the year. An exclusive outdoor, print and radio campaign across the state promoting IBN-Lokmat election specials was undertaken. The channel introduced new shows round the year. Some of these are Jagachya Pathivar' (exclusive international news updates), Gavakadchya Batmya' (exclusive news from rural Maharashtra), Ekla Chalo Re' (inspiring stories of people who work relentlessly for social causes) Teen Chehare' (an exclusive entertainment show), Fitness Funda', Man Kara Re Prasanna', Thalak Batmya', Speed News', Khabar Maharashtrachi'. IBN-Lokmat also raised burning issues through high impact campaigns like Kadhi Milnar Madat' on farmer suicides and rehabilitation in Maharashtra, as well as Railway Mantri Laksh Dya' (campaign on western and central railways in Mumbai), amongst others. CNBC-TV18 & CNBC-TV18 Prime HD FY 2015-16 marked the 16th year of CNBC-TV18 's leadership as India 's No. 1 TV channel in the English business news genre. It continued to be the No.1 English Business News channel with 50% market share amongst affluent viewers and reached out to more than 33 million viewers in Q4 2015 itself. During the year, CNBC-TV18 continuously reinvented its programming bouquet with new shows and formats to meet the needs of changing viewer preferences - from the informative journalism segment Did You Know?' to Market Wallahs' that brought on board the biggest fundamental guests and technical analysts for daily analysis of stock movements. During Budget Week, CNBC-TV18 garnered a record 72% viewership amongst English business news channel viewers according to BARC. More than 56 million viewers tuned in to CNBC-Awaaz alone in Q4 Rs 2015, making it the No.1 Hindi Business News channel with a 63% market share in the Hindi Speaking Market (Urban + Rural). CNBC-Awaaz also launched a big financial literacy initiative - Pehla Kadam' for spreading awareness about the importance of savings and investment through various platforms. During FY 2016, CNN-News18 also launched In Your City', a show focused on news from metro cities. The channel continued with its social campaigns through 'GoodSamaritans' (Helping accident victims), 'GiveItUp' (LPG subsidy) and 'WhyPayExtra' (Service Tax). CNN-News18 also did special programming Mission Bengaluru' around the Bengaluru Municipal Elections and Independence Day programming MeriAzadi'. CNN-News18 brought live coverage and analysis of the finance and railway ministers' speeches and special shows such as Axe The Tax', If I were FM', Budget Yatra', Budget on Campus', Kickstarting India', Booster Budget: Politics' and Budget & You'. CNN-News18 was the No. 1 General English News channel on Budget Day with a 35% market share. During FY 2016, with continued focus on most relevant and evolved content for Hindi viewers, IBN7 relaunched the channel 's evening prime time during the first half of the year. Redesigned to provide a refreshed look, the prime time band - 8 p.m. - 11 p.m. had a new show called Hum Toh Poochenge'. This apart, three other shows got a fresh look and refreshed packaging - India 9 Baje', Danadan' and Criminal'. The channel launched two new shows - Shabaash India' and Khabron Mein Khaas'. The Bihar Assembly Election was a major area of focus for the channel. IBN7, along with the sister channel CNN-News18 was the first to call the Bihar elections correctly. IBN7 got a World Exclusive - the heart wrenching video of atrocities faced by residents of Pakistan- occupied -Kashmir (PoK). The channel also did the most extensive coverage of PM Narendra Modi 's visits to Russia, UAE and the US. The latter part of the year was marked by several exposes aired by the channel, which uncovered various scams - Operation 30 Seconds', Operation Yamraj' and Naukri Ke Lootere' - compelling the concerned government authorities to take cognizance and necessary action. IBN7 started an initiative called Dilli ko Saans Lene Do' on the deteriorating air quality in Delhi. The channel also aired a world exclusive that top Pakistani leadership always knew about Osama bin Laden 's whereabouts. The last quarter of the financial year again saw IBN7 bringing to the fore its strength in investigative journalism through reports such as Cancer Waali Nadi , Band, Baja aur Dakait', PakSnoopWar', Operation Phone Call', Lajja' and Noida Authority Ke Bhoot'. The channel launched a new crime show Ishq - a violent love stories that showcased some of the most infamous love stories that resulted in a crime. The channel did extensive programming on both the Rail and Union budgets. News18 is designed to give global audiences a Window into India'. The channel was rebranded News18' from News18 India' on 18 March 2016. News18 expanded its footprint in North America and was launched in Canada on Rogers & Bell fiber in July 2015. The channel is present in key South Asian diaspora markets including the US, Canada, the UK, Singapore and the Middle East. News18 launched a special weekly feature Shades of India' in January 2016, which brings to viewers key cultural events and happenings from the Indian heartland. The channel 's local programming such as The UK Edition' regularly features top newsmakers from the UK. During the year 2016, IBN-Lokmat telecast various specials including Agenda Maharashtra', covered the first anniversary of the new state government and showed signature programmes such as MP 's Report Card', Mahakumbh Mela', Wari - A Pandharpur pilgrimage', Bappa Morya Re', Deepotsav', State Budget 2016' and Union & Railway Budget 2016'. Other specials that were introduced in the year include The Foknaad Show'- an entertainment show with spoofs on news, Crime Time' - a show based on real crime stories/ incidents, Desh Yatra' - a visit to prominent cities showcasing its importance along with the city 's local issues and Hollywood-Bollywood' - a weekend entertainment show. IBN-Lokmat has a strong social media presence with around 1.5 million Facebook fans, 20,000+ Twitter followers and 30,367+ subscribers on YouTube14. During the FY 2018, the Scheme for Merger by Absorption for merger of Digital18 Media Limited, Capital18 Fincap Private Limited, RVT Finhold Private Limited, RRK Finhold Private Limited, RRB Investments Private Limited, Setpro18 Distribution Limited, Reed Infomedia India Private Limited, Web18 Software Services Limited, Television Eighteen Media and Investments Limited, Television Eighteen Mauritius Limited, Web18 Holdings Limited, E18 Limited and Network18 Holdings Limited into Network18 Media & Investments Limited with appointed date as 1st April 2016, has been filed with National Company Law Tribunal, Mumbai Bench (NCLT), for approval. The Company has decided to continue Colosceum Media Private Limited, a wholly owned subsidiary of the Company and has filed the Scheme accordingly. Upon receipt of approval, the scheme shall be given effect to, in the financial statements of the Company. The aforesaid Scheme was filed with NCLT post receipt of No Objection' from Reserve Bank of India for merger of Company's foreign subsidiaries with the Company. In FY18, on the programming front, through news reporting, interviews and debates, News18 India extensively covered key events in the political and civil space like Gujarat and Himachal elections and Delhi MCD elections. During 5 state elections, News18 India brought back its much applauded show Lapete Mein Netaji' and made it part of the regular programming. The channel also undertook special investigative stories like a reality check on government hospitals and doctors of Uttar Pradesh; Operation Talaq Nahin Dunga - a special show which highlighted the plight of Muslim women who have unsuccessfully been seeking a divorce under Triple Talaq and many more stories across various walks of life. News18 India supported the inaugural edition of the Marquees 2017 that recognized the best in the field of marketing as the Presenting Sponsor. The channel also did a partnership with Hindustan Newspaper for their event - Shikhar Samagam. In FY18, Colors showcased the 8th edition of the adventurous non-fiction show Khatron Ke Khiladi' and the 11th season of India's biggest non-scripted reality show, Bigg Boss' - both garnered the top 2 highest launch viewership numbers, respectively, across all non-fiction shows launched in FY18. Both shows have been No.1 weekend non-fiction shows. Bigg Boss Finale has been the highest rated finale across any Hindi GECs. The 2nd season of India's first ever live singing reality show Rising Star', opened as the 3rd highest rated non-fiction show for FY18 and goes on to become the highest rated non-fiction currently on-air across Hindi GECs. Shani on Colors ni the 2nd week of its launch itself. The biggest impact mythological show, Mahakali', has been No. 1 in the slot since launch. Shows such as Shakti', Udaan' and the recent launches Tu Ashiqui' & Ishq Mein Marjawa' have been regularly ranked among the Top 10 fiction shows in the genre and have gone on to become leaders in their respective slots. Popular events such as IIFA Awards' and Indian Television Academy Awards' ensured that Colors was a preferred entertainment choice for viewers. Colors HD were the No. 1 HD channel for the year. During the year 2018, Colosceum produced several popular TV shows across fiction and non-fiction categories as well as an award-winning short film. These included India's first devotional singing reality show 'Om Shanti Om', new seasons of iconic youth reality TV shows Roadies' and Splitsvilla' which topped the ratings chart and fitness reality show 'India's Asli Champion'. Under the fiction genre, Colosceum created popular crime show 'Crime Patrol' and a regional show about bravery of cops titled 'Shourya'. A short film produced by Colosceum and directed by critically acclaimed director Neeraj Ghaywan titled 'Juice' was released in current year. This film won Filmfare award for 'Best Short Film'. Colosceum also produced Indian leg of an Israeli travel show 'Lets Travel'. During the year 2019, pursuant to the Scheme of Merger by Absorption sanctioned by the National Company Law Tribunal, Mumbai Bench (NCLT), Capital18 Fincap Private Limited, Digital18 Media Limited, RRK Finhold Private Limited, RVT Finhold Private Limited, Setpro18 Distribution Limited, Reed Infomedia India Private Limited, RRB Investments Private Limited, Web18 Software Services Limited, E-18 Limited, Network18 Holdings Limited, Web18 Holdings Limited, Television Eighteen Media and Investment Limited and Television Eighteen Mauritius Limited, direct and indirect wholly owned subsidiaries ( collectively referred as 'the Transferor Companies'), merged with the Company with effect from November 1, 2018 and the said Transferor Companies ceased to be subsidiaries of the Company. Further, during the year under review, Aeon Learning Private Limited ceased to be an Associate of the Company. Further, pursuant to another Scheme sanctioned by the National Company Law Tribunal, Mumbai Bench (NCLT), Equator Trading Enterprises Private Limited, Panorama Television Private Limited, RVT Media Private Limited and ibn18 (Mauritius) Limited (collectively referred as 'the Transferor Companies') merged with TV18 Broadcast Limited, a subsidiary of the Company, with effect from November 1,2018. Accordingly, these Transferor Companies also ceased to be subsidiaries of the Company. In FY 2019, CNBC-TV18 maintained the No.1 position in the English Business News genre, with a 66.6% market share, by offering comprehensive, insightful and in-depth coverage of all-important domestic and global events. During the Union Budget, CNBC-TV18 emerged larger than any English News channel in India, yet again. It successfully adopted a 360-degree approach by covering some of the biggest stories of the year on domestic as well as the international front. It roped in experts to discuss major developments in the economy. During FY 2019, CNBC- Awaaz was the first to break some of the biggest news relating to politics and economy throughout the year with the help of its most trusted anchors & experts. During Union Budget coverage, CNBC-Awaaz was 1.45 times of the competition. Leading policy makers and experts such as Raamdeo Agrawal, Arvind Subramanian, FM Arun Jaitley, RS Sharma, Ajay Piramal chose CNBC-Awaaz to reach out to maximum viewers. In FY 2019, CNBC-Bajar, India's first Gujarati business news channel completed five successful years of engaging with its audience. CNBC-Bajar connects with policy makers and consumers in Gujarat via key events like 'The Gujarat Real Estate Awards', which celebrates the spirit of excellence in real estate. It has been at the forefront in showcasing exclusive interviews with the biggest stalwarts and industry experts. With its unique content mix and extensive ground reporting, it has established itself as the channel of choice for the original entrepreneur community of the country. In FY 2019, CNN-News18 delved into all aspects of the Lok Sabha elections with its special programming 'A Billion Votes'. CNN-News18 partnered with Hindustan Times for the annual Hindustan Times Leadership Summit. The summit witnessed the participation of dignitaries from various walks of life, including politicians, sportspeople and actors. The channel also covered all major events from the world of sports, including the FIFA World Cup 2018 and the 17th Asia Cup, to name a few. The year ended for the channel with another edition of 'The Bollywood Roundtables', hosted by the renowned critic Rajeev Masand. The show featured India's finest actors, actresses, newcomers and directors. During FY 2019, News18 India became the No. 2 General Hindi News channel. The channel undertook several investigative stories, which exposed crimes, which turned out to be the eye- openers. Additionally, News18 India also added new shows to its line-up. These included Desh Ko Jawab Do, a weekend debate show that witnesses a face-off between two of the biggest newsmakers on the top issues of the week. Similarly, other new shows included were Akhada, Ye Desh Hai Hamara and Lunchbox. Apart from this, the channel extensively covered various big stories that broke through the year, such as the Kerala Floods and Chennai water crisis, the Balakot Surgical Strike and Pulwama Attack, etc. There were also major interviews with top politicians like Amit Shah, Rahul Gandhi, Yogi Adityanath and Rajnath Singh, amongst others. During FY 2019, Network18 hosted one of the biggest thought leadership events - 'News18 Rising India Summit, which was graced by the Prime Minister of India. The series of 'Rising' events in different states is another milestone for the News18 Network. Apart from this, the channels also focused in covering state-wise regional niche events such as local festivals, movements etc. to improve audience connect. Few of the events included Panchayat Polls, Ratha Yatra, Food Festivals, Real Estate Expo, Winter Carnival, Education summits, etc. In FY 2018-19, the Colors show Naagin Season 3 was the top-rated Fiction show of the category, while Khatron Ke Khiladi Season 9 was the highest ever rated Non-Fiction show of the category in the BARC Universe8. Dance Deewane, a home-grown format of Colors, became the No 1 dance show of the category for the current fiscal year; Bigg Boss Season 12 opened to 7.9 impressions, becoming the 3rd highest rated nonfiction property of FY 2018-19 to 237 million viewers on the platform across India. Shakti and Naagin have been regularly ranked among the Top 10 fiction shows in the category. Popular events such as 'UFA Awards' and 'Femina Miss India' and 'Mirchi Top 20 Awards' ensured that Colors was a preferred entertainment choice for viewers. In FY 2019, MTV India channel several shows during the year, such as 'Splitsvilla XI', 'Roadies Real Heroes' and 'India's Next Top Model S4', all of which registered increased viewership. Furthermore, it built on its legacy of music, with 8 years of MTV Unplugged, and introduced an array of differentiated youth content through strategic partnerships with the BRAVE series, Bollywood Music Project and India Music Summit-2. It created impactful and awardwinning content and platforms for clients such as AirBnb, Havells, HP, Nestle and Renault, among others. The Vh1 channel ranked No. 1 at an all India level in FY 2018-19. It hosted a Ticket to Ride Contest, where one lucky winner got a once in a lifetime opportunity to watch the Grammy Awards live at Staples Center in Los Angeles. It also aired the Carabao Cup 2019 Quarter Final onwards and the Copa Del Rey 2019 Semi Final football matches, introducing the Vh1 audience to a completely new genre on the channel- sports in FY 2018-19. In FY 2018-19, Colors Infinity underwent 'Brand Refresh' and launched a brand new prime time in October, where it premiered 14 day-and-date shows under its 'Instant Premieres' property. It introduced 'Infinite Weekends', wherein the channel premiered one full season of a show on the last weekend of every month. Viacom 18 launched 3 sports channels in Apr'22 - Sports18, Sports18 HD and Sports18 Khel for airing sports content in 2022. New movies from Rudra, Shiva and Motu Patlu were launched. Experiential project Roadies Koffeehouz' was launched in Mohali in Dec'21. News18 Minis, a short news format, was launched to cater to young audience, which drove 3x engagement compared to longer format news. Colors Kannada, the No. 2 entertainment channel launched fiction shows like Lakshna, Doresani, Ramachari and Dasa Purandhara and non-fiction shows like Bigg Boss Kannada, Raja Rani, Ede Thumbi Haduvenu, and Nannamma Superstar. In April 2023, JioCinema OTT platform became a part of Viacom18 portfolio post the completion of the transaction for strategic partnership with Reliance, Bodhi Tree Systems, and Paramount Global. During the year 2022-23, the Company launched Firstpost (FP) Vantage, a digital-first show, bringing global news in Jan'23 and Local18, stories for hyperlocal news. In terms of the Composite Scheme of Arrangement amongst e-Eighteen.com Limited & TV18 Broadcast Limited & the Company, the entire business operations and undertakings of e-Eighteen.com Limited and TV18 Broadcast Limited have been transferred to the Company and E18 and TV18 got amalgamated with the Company. The Scheme became effective on October 3, 2024 during the FY 2024-25. In terms of the Scheme, the Share Allotment Committee allotted on October 25, 2024, 49,50,51,499 equity shares of Rs 5/- each to the shareholders of TV18 and E18 on October 16, 2024. Viacom 18 Media Private Limited, Viacom 18 Media (UK) Limited, Viacom 18 US Inc., Digital18 Media Private Limited , Roptonal Limited, IndiaCast Media Distribution Private Limited, IndiaCast UK Limited and IndiaCast US Limited have ceased to be subsidiaries of the Company during the FY 2024-25.