Never miss a great news story! Get instant notifications from Economic Times Allow Not now. The Directors have pleasure in presenting the 57th Annual Report of the Company together with the Audited Statement of Accounts for the year ended 31st March, Please refer Notes to Consolidated Financial Statements - 4.
During the year under review, the total income of your Company was Rs. The net loss for the year under review, after taxation and exceptional items, stood at Rs.
Being in the leadership position amongst the MSO space, your Company has made tremendous efforts to complete digitization of its universe and expand into new territories. During the year under review, the broadband business has continued to perform exceptionally well. During the fiscal year under review, your Company decided to carve out the cable TV business and transfer it to a wholly owned subsidiary - Hathway Digital Private Limited f.
The rationale behind such a path breaking move is to ensure focused attention to each division of the Company along with creation of independent investment structures for future fund raising. During the year, the regulator TRAI notified a new set of regulations to govern the industry. However, pursant to the challenge to these regulations by Star India Private Limited and Vijay Telivision Private Limited, the same are currently stayed. The proposed regulation envisages sweeping changes in the existing model and is expected to benefit all the stakeholders in the value chain viz Broadcaster, MSO, LCO and Customer.
The proposed regulation is the outcome of several issues arising out of flaws and imbalances in the erstwhile regulatory regime which was skewed in favour of the broadcaster and LCO. It was a first of its kind initiative in Cable and elevated the positioning of your Company on par with leading DTH service providers in the country.
Your Company launched 4 new in-house channels and also undertook a brand refresh of all the inhouse channels by changing the logo and packaging elements to bring them on par with satellite channels. Constant focus on network expansion, your Company has added 1. This makes us the largest MSO providing such services in the country. India has around Comparing the trend on year on year basis, the wireline broadband number has increased by 1. Your Company has added 0. Consumers increasingly prefer wireline broadband as it allows online media consumption and seemless accessibility of data to multiple devices while at home.
As of 31st March, , your Company has over 0. With a high quality and high capacity Hybrid Fiber Coaxial HFC Network, your Company is well placed to garner a larger share of the growing broadband market. During the last year, your Company has added new markets such as Kolkata, Indore and latest being Chennai. Now your Company is providing services in all 4 metro and all major mini metros. Your Company has deployed equipment and network is designed to provide data speed upto 1 Gbps without any incremental investment.
This clearly shows the Company is ready with technical upgrades to give the services up to 1 Gbps speed with nearly unlimited data access upto GB PCPM at any point of time without any further investment and increase in cost. Youth of the country have started consuming more and more media online and this has fueled the demand for high speed access of data.
There has been a rapid increase in consumption of data. This will help your Company to meet the change in data consumption habits thereby enhancing customer delight and offering better value for money. Your Company has roped in versatile and popular actor R. Madhavan as the national brand ambassador, adding star power to drive the broadband business.
It is a well-known fact that actor R. Madhavan has been among the early movers in tapping into the digital phenomenon and we are extremely proud to have him as the face of the brand. His huge popularity, pan-India acceptance, and charismatic personality as the youth icon, will help us increase our customer footprint across India. Your Company proudly welcomes the actor into the Hathway family.
A statement containing the performance and financial position of each of the subsidiaries, associates and joint venture companies for the year ended 31st March, is given pursuant to Section 3 of the Companies Act, read with Rule 5 and 8 of the Companies Accounts Rules, in AOC-1 in Annexure - I to this report. The financial statements of the subsidiary companies and related information are available for inspection by the members at the Registered Office of your Company during business hours on all days except Saturdays, Sundays and public holidays up to the date of the Annual General Meeting AGM as required under Section of the Companies Act, Any member desirous of obtaining a copy of the said financial statements may write to the Company Secretary at the Registered Office of your Company.
The Management Discussion and Analysis forms an integral part of this Report and gives detail of the overall industry structure and development, business overview, financial performance review in cable television business and broadband business, key growth drivers, opportunities and threats, risks and concerns, internal control systems and its adequacy. Considering the losses incurred during the year under review, your directors have not recommended any dividend for the financial year under review.
In view of losses incurred during the year under review, your Directors have not recommended transfer of any amount to reserves during the financial year under review. Your Company has not accepted any public deposits during the year under review within the meaning of Sections 73 and 74 of the Companies Act, read together with the Companies Acceptance of Deposits Rules, These have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable statutes, safeguarding assets from unauthorised use, executing transactions with proper authorisation and ensuring compliance of corporate policies.
Your Company has a well-defined delegation of power with authority limits for approving revenue as well as expenditure. Your Company uses an enterprise resource planning ERP system to record data for accounting and management information purposes and connects to different locations for efficient exchange of information. The Company had already developed and implemented a framework for ensuring internal controls over financial reporting. This framework includes entity level policies, process and operating level standard operating procedures.
It has continued its efforts to align all its processes and controls with global best practices. The entity level policies include code of conduct, whistle blower policy and other polices like organization structure, insider trading policy, HR policy, Electronic Communication policy and Forex policy. The Company has also prepared Risk Control Matrix RCM for each of its processes like procure to pay, order to cash, treasury, fixed assets, inventory etc.
A summary of operating controls covered during the year are as follows:. Based on the above, the Management believes that adequate Internal Financial Controls exist in relation to its Financial Statements. As per Section 11 a read with Schedule VI of the Companies Act, , since the Company qualifies to be the Company providing infrastructural facilities, it is exempted from the applicability of Section except for sub-section 1 of section of the Companies Act, Accordingly, disclosure of details with respect to investment made, loan given, guarantee given and security made during the financial year in terms of Section 4 of the Companies Act, is not applicable.
In accordance with the provisions of the Companies Act, , none of the Independent Directors are liable to retire by rotation. As per the provisions of Section of the Companies Act, , Mr. Your Directors recommend the same for your approval. Rajan Gupta, for the office of Director of the Company. His appointment and remuneration payable to him were approved by the shareholders through postal ballot on 13th January Your Company has received declarations from all the Independent Directors under Section 6 of the Companies Act, confirming their independence vis-a-vis the Company.
The Board of Directors met 7 times during the financial year ended 31st March, in accordance with the provisions of the Companies Act, and rules made thereunder. The dates on which the Board of Directors met during the financial year under review are as under:. In terms of Section 5 of the Companies Act, , in relation to the audited financial statements of the Company for the year ended 31st March, , the Board of Directors hereby confirm that:.
The Board of Directors have in accordance with the provisions of sub-section 3 of Section of the Companies Act, , formulated the policy setting out the criteria for determining credentials, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and Senior Management Personnel.
During the year under review, the Board of Directors of the Company accepted all the recommendations of the Committee.
Owing to resignation of Mr. Jagdishkumar G. The said policy provides a mechanism which ensures adequate safeguard to employees and directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any financial statements and reports, etc. Your Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.
However, since the Company has no profits in the preceding 3 financial years, no amount was required to be spent for corporate social responsibility activities.
Hence, the Company has not undertaken any CSR initiatives during the year under review. The performance of the Board of Directors and its Committees, Individual Directors and Chairman was evaluated and the same was recorded as satisfactory. The manner of performance evaluation was carried as set out in Nomination and Remuneration Policy. The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year under review and Statement containing the particulars of employees in accordance with Rule 5 2 of the Companies Appointment and Remuneration of Managerial Personnel Amendment Rules, is given in Annexure - III.
The report of Statutory Auditors on accounts for the year ended 31st March, forms part of the financial statement. The observations made by the Statutory Auditors in their report for the financial year ended 31st March, read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or comments from the Board of Directors under Section 3 of the Companies Act, Rathi and Associates, Company Secretaries had been appointed to issue Secretarial Audit Report for the financial year The said report does not contain any qualification, reservation or adverse remark and therefore do not call for any further explanation or comments from the Board of Directors under Section 3 of the Companies Act, However, their appointment as Statutory Auditors of the Company shall be required to be approved by the members at the ensuing AGM.
The Company has received a confirmation from the said Auditors that they are not disqualified to act as the Auditors and are eligible to hold the office as Auditors of the Company. Necessary resolution for ratification of appointment of the said Auditors is included in the Notice of AGM for seeking approval of members. The remuneration proposed to be paid to the Cost Auditor, subject to the ratification by the members at the ensuing AGM would not be exceeding Rs.
The Cost Audit Report will be filed within the stipulated period of days from the closure of the financial year. Pursuant to the provisions of Section 3 a of the Companies Act, , extract of the Annual Return for the financial year ended 31st March, made under the provisions of Section 92 3 of the Act is attached as Annexure -V which forms part of this Report. The particulars as required under the provisions of Section 3 m of the Companies Act, read with Rule 8 of the Companies Accounts Rules, in respect of conservation of energy, technology absorption, foreign exchange earnings and outgo etc.
During the financial year , there were no transactions with related parties which qualify as material transactions under the applicable provisions of the Companies Act, and SEBI LODR. All elements of remuneration package such as salary, benefits, bonuses, stock options, pension, etc. Stock option details, if any, and whether the same has been issued at a discount as well as the period over which accrued and over which exercisable. Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:.
Issue of equity shares with differential rights as to dividend, voting or otherwise as per provisions of Section 43 a ii of the Act read with Rule 4 4 of the Companies Share Capital and Debenture Rules, Issue of sweat equity shares to employees of the Company as per provisions of Section 54 1 d of the Act read with Rule 8 13 of the Companies Share Capital and Debenture Rules, Issue of equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62 1 b of the Act read with Rule 12 9 of the Companies Share Capital and Debenture Rules, Instances of exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67 3 of the Act read with Rule 16 4 of Companies Share Capital and Debentures Rules, Payment of remuneration or commission from any of its Holding or subsidiary Companies to the Managing Director or the Whole-time Directors of the Company.