To,
The Members,
SEA TV NETWORK LIMITED
The Board of Directors hereby submits 19th( Ninteenth) Annual Report of the
business and operations of your Company (‘the Company or Sea TV) along with the
audited financial statements, for the financial year ended March 31st, 2023.
FINANCIAL PERFORMANCE
The financial performance of the company for the year ended on 31st March
2023 is summarized as under:
|
|
|
|
(In Lac)* |
| Particulars For the year |
STANDALONE |
CONSOLIDATED |
| ended |
2023 |
2022 |
2023 |
2022 |
| Revenue from operations |
1046.21 |
1084.12 |
1170.02 |
1253.27 |
| Other income |
356.02 |
12.07 |
350.38 |
6.30 |
| Total |
1402.23 |
1096.20 |
1520.40 |
1259.58 |
| Less:Purchase of Setup Boxes |
21.73 |
8.07 |
21.73 |
8.07 |
| Change in inventories in Finished Goods |
2.37 |
14.60 |
2.37 |
14.60 |
| Less: Employee Benefit Expense |
460.66 |
384.64 |
574.07 |
477.11 |
| Less: Finance Cost |
28.26 |
18.04 |
35.04 |
22.85 |
| Less: Depreciation |
45.24 |
61.29 |
67.11 |
82.34 |
| Less: Other Expenses |
927.00 |
948.89 |
995.28 |
1028.52 |
| Total Expenses |
1486.26 |
1435.53 |
1695.61 |
1633.47 |
| Profit Before Taxes |
(83.03) |
(339.33) |
(175.21) |
(373.89) |
| Less: Tax of earlier years |
- |
- |
- |
- |
| Deferred Tax |
- |
- |
- |
- |
| Profit (Loss) After Tax |
(83.03) |
(339.33) |
(175.21) |
(373.89) |
*figures are re-stated as per IND-AS
FINANCIAL STATEMENT
The Ministry of Corporate Affairs has announced adoption and applicability of Indian
Accounting Standards (Ind-AS) for Companies other than Banking Companies, Insurance
Companies and NBFCs by notification dated 16th February, 2015 and with
reference to the same, company has complied with the IND-AS for the financial year 2022-23
and prepared its standalone and consolidated financial results according with (Indian
Accounting Standards) Rules 2015.
PERFORMANCE OF SUBSIDIARIES
As per section 2(87) (ii) of the Companies Act, 2013, Sea TV Network Limited having two
wholly owned subsidiaries which are:-
1. Jain Telemedia Services Limited;
2. Sea News Network Limited;
|
|
|
|
(Amount in Rupees) |
| Particulars For the year ended |
JAIN TELEMEDIA SERVICES LIMITED |
SEA NEWS NETWORK LIMITED |
|
2023 |
2022 |
2023 |
2022 |
| Revenue from operations |
21,423,937.00 |
24,264,658.00 |
856,778.00 |
2,550,360.00 |
| Other income |
36,595.00 |
23,166.00 |
- |
- |
| Total |
21,460,532.00 |
24,287,824.00 |
856,778.00 |
2,550,360.00 |
| Less: Employee Benefit Expense |
10,326,671.00 |
8,360,513.00 |
1,058,278.00 |
885,760.00 |
| Less: Finance Cost |
678,560.00 |
480,472.00 |
- |
- |
| Less: Depreciation |
1,843,015.00 |
1,656,158.00 |
344,003.00 |
448,818.00 |
| Less: Other Expenses |
14,336,662.00 |
15,661,779.00 |
2,875,273.00 |
3,149,913.00 |
| Total Expenses |
27,184,908.00 |
26,158,922.00 |
4,277,554.00 |
4,484,492.00 |
| Profit Before Taxes |
(5,724,376.00) |
(1,871,099.00) |
(3,420,776.00) |
(1,934,132.00) |
| Less: Current Taxes/ Deferred Taxes |
- |
78,101.00 |
- |
- |
| Profit (Loss) After Tax |
(5,724,376.00) |
(1,949,200.00) |
(3,420,776.00) |
(1,934,132.00) |
*figures are re-stated as per IND-AS SHARES:
(a) CHANGES IN CAPITAL STRUCTURE
Companys Capital structure contain 100% Equity Capital only and during the year
Company has not issued any Sweat Equity Shares, Bonus Shares, shares with differential
rights nor made the buyback of its securities issued and thus the paid-up capital of the
company remain same as it was in previous year i.e. Rs.12,02,00,000/- (Rupees Twelve
Crores & Two Lakhs only).
(b) EMPLOYEES STOCK OPTION PLAN
During the year under review, Company has not granted any Stock Options. Further there
were no Stock Options outstanding as at the close of March 31, 2023. Hence there are no
disclosures provided, as required under Clause 12 (Disclosure in the Directors Report) of
the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee
Stock Purchase Scheme) Guidelines, 1999.
TRANSFER TO RESERVE
Since there are no profits, the Company has not transferred any funds to the General
Reserve during the financial year 2022-2023.
DIVIDEND
As the Company has incurred losses during the financial year 2022-23, the Directors not
recommended any dividend for the financial year 2022-23 and hope for the better
performance in future.
ANNUAL RETURN
Pursuant to Section 92(3) of the Act and Rule 12 of the Companies (Management and
Administration) Rules, 2014, the Annual Return for F.Y. 2022-23 is available on Companys
website at https://www.seatvnetwork.com/investor.php
PUBLIC DEPOSITS
During the year under review Company has not accepted any deposits from the public
under Section 2(31) of the Companies Act, 2013, and there are no deposits with the company
which are not in compliance with the requirements of the Chapter V of the Companies Act,
2013.
CHANGE IN NATURE OF BUSINESS, IF ANY,
There is no Change in the nature of the business of the Company during the financial
year 2022-23.
DETAILS OF SIGNIFICANT AND MATERIAL ORDER PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATION IN FUTURE
There is no significant and material order passed by the regulators or courts or
tribunals which would impact the going concern status of Company and its future operation.
INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT
Details of internal financial control and its adequacy are included in the Management
Discussion and Analysis Report, which forms part of this Report.
RISK MANAGEMENT
The Company has voluntarily constituted a Risk Management Committee (RMC) which has
been entrusted with responsibility to assist the Board in
a) Overseeing the Companys risk management process and controls, risk tolerance and
capital liquidity and funding
b) Setting strategic plans and objectives for risk management and review of risk
assessment of the Company
c) Review the Companys risk appetite and strategy relating to key risks, including
credit risk, liquidity and funding risk, market risk, product risk and reputational risk,
as well as the guidelines, policies and processes for monitoring and mitigating such
risks.
The Company has adopted the same Risk Management Policy as per the provisions of the
Companies Act, 2013 (hereinafter referred to as the Act), which has been further reviewed
by the Board as per Listing Regulations, 2015 and uploaded on the website of the company
(URL: https://www.seatvnetwork.com/investor.php). It establishes various levels of
accountability and overview within the Company, while vesting identified managers with
responsibility for each significant risk. The Board takes responsibility for the overall
process of risk management in the organization.
AUDITORS AND AUDITORS REPORT
M/s. DOOGAR AND ASSOCIATES, Chartered Accountants, Agra, bearing ICAI Having FRN
000561N re-appointed as the Auditors of the Company be and hereby ratifies the
re-appointment for second term of 5(Five) Years to hold office from the conclusion of
Annual General Meeting (18th AGM) till the conclusion of Fifth Annual General Meeting
(23rd AGM), held afterwards, on a remuneration as may be fixed by the Board of Directors
of the Company.
The Board has duly examined the Report issued by the Statutory Auditors of the Company
on the Accounts for the financial year ended March 31st, 2023. The notes on
Accounts, as presented in this Annual Report, are self-explanatory in this regard and
hence do not call for any further clarification. Further, the report of the Statutory
Auditors along with notes to Schedule is enclosed to this report.
The Auditors Report does not contain any qualification, reservation or adverse remark.
SECRETARIAL AUDIT
M/s. Amit Gupta & Associates, Practicing Company Secretaries were appointed as
secretarial auditors of the Company for the year 2022-23 as required under Section 204 of
the Companies Act, 2013 and Rules made thereunder. The secretarial audit report for FY
2022-23 in Form MR.3 forms part of the Annual Report at Annexure I.
The Board has also appointed M/s. Amit Gupta & Associates, Practicing Company
Secretaries, as the secretarial auditor of the Company for the financial year 2022-23.
INTERNAL AUDIT
M/s Ashutosh Agarwal & Co., Chartered Accountants, (Firm Registration No. 021531C),
was appointed to conduct the internal audit of the functioning and activities of the
company for the financial year 2022-23 as required under section 138 of Companies Act,
2013 and the rules made thereunder. Internal Auditors attended each quarterly Audit
Committee Meeting wherein the Internal Audit report were reviewed & considered by the
Audit Committee.
COST AUDIT
At present the Cost Auditing provisions are not applicable on our company as our
company is outside the threshold limit of Cost Auditing as define by Companies Act, 2013
and the rules made there under.
SUBSIDIARY COMPANIES
We along with our subsidiaries provide satellite channels, Cable TV Network in all or
any languages. Our Company has two subsidiaries i.e. SEA NEWS NETWORK LIMITED and JAIN
TELEMEDIA SERVICES LIMITED. During the year, the Board of Directors reviewed the affairs
of the subsidiaries. In The accordance with the Section 129(3) of the Companies Act, 2013
our Company has prepared the consolidated financial statement of the Company and of its
subsidiaries in compliance with IND-AS, which form a part of the annual Report. Further, a
statement containing the salient feature of the financial statement of our subsidiaries in
the prescribed format AOC-1 is appended as Annexure-IV to the Boards Report. The
statement also provides the details of performance, financial position of each of the
Subsidiary.
In accordance with the Section 136 of the Companies Act, 2013, the audited financial
statements, including the consolidated financial statements and related information of the
Company and audited account of each of the subsidiary, are available on the website of
stock exchange and also over the website of our company www.seatvnetwork.comThese
documents will also be available for inspection during business hours at the Registered
Office of the Company. The Company will also make available these documents upon request
by any Member of the Company interested in obtaining the same.
MATERIAL SUBSIDIARIES
The Company has constituted a policy for determining ‘material subsidiaries as
approved and further reviewed by the Board as per Listing Regulation, 2015, is putted over
the website of the Company (URL https://www.seatvnetwork.com/investor.php)
During the financial year ended March 31, 2023 JAIN TELEMEDIA SERVICES LIMITED
("JTSL") was determined as a material subsidiary whose income exceeds
approximately 8% of the consolidated income of the company in the immediately preceding
financial year. The Company is in compliance with Regulation 24A of the Listing
Regulations, 2015. The Companys unlisted material subsidiary undergo Secretarial Audit
for FY 2022-23. Copy of Secretarial Audit Report of "JTSL" is annexed with this
Annual Report as Annexure-II and it contains few qualifications with respect of which
management has given explanation to the observations.
BOARD MEETINGS
During the year under review, 15 (Fifteen) Board Meetings were convened and held.
Details of the composition of the Board and its Committees and of the Meetings held
attendance of the Directors at such Meetings and other relevant details are provided in
the Corporate Governance Report, forming part of annual report is annexed separately.
BOARD EVALUATION
Pursuant to the provisions of the Act and the corporate governance requirements as
prescribed by SEBI under Listing Regulations, the Board of Directors ("Board")
has carried out an annual evaluation of its own performance, and that of its Committees
and individual Directors. The performance of the Board and individual Directors was
evaluated by the Board seeking inputs from all the Directors. The performance of the
Committees was evaluated by the Board seeking inputs from the Committee Members. The
Nomination and Remuneration Committee ("NRC") reviewed the performance of the
individual Directors. A separate meeting of Independent Directors was also held to review
the performance of NonIndependent Directors; performance of the Board as a whole and
performance of the Chairperson of the Company, taking into account the views of Executive
Directors and Non-Executive Directors. This was followed by a Board meeting that discussed
the performance of the Board, its Committees and individual Directors.
The criteria for performance evaluation of the Board included aspects like Board
composition and structure; effectiveness of Board processes, information and functioning
etc. The criteria for performance evaluation of Committees of the Board included aspects
like composition of Committees, effectiveness of Committee meetings etc. The criteria for
performance evaluation of the individual Directors included aspects on contribution to the
Board and Committee meetings like preparedness on the issues to be discussed, meaningful
and constructive contribution and inputs in meetings etc. In addition the Chairperson was
also evaluated on the key aspects of his role.
AUDIT COMMITTEE & VIGIL MECHANISM
Pursuant to requirement of section 177(1) of Companies Act, 2013 read with Rule 6 of
the Companies (Meeting of Board and its Powers) Rules, 2014 and as per Regulation 18 of
the Listing Regulations, 2015, Company has reviewed the formation and responsibilities of
the Audit Committee, composition of which is covered under Corporate Governance report
section of this Annual Report.
The Company has adopted a Whistle Blower Policy establishing vigil mechanism, which has
been further reviewed by the Board as per Listing Regulations, 2015, to provide a formal
mechanism to the Directors and employees to report their concerns about unethical
behavior, actual or suspected fraud or violation of the Companys Code of Conduct or
ethics policy. The Policy provides for adequate safeguards against victimization of
employees who avail of the mechanism and also provides for direct access to the Chairman
of the Audit Committee. The policy of vigil mechanism as approved by the Board is
available on the Companys website (URL: https ://www.seatvnetwork.com/investor.php).
FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS
The details of the programme for familiarization of the Independent Directors with the
Company in respect of their roles, rights, responsibilities in the Company, nature of the
industry in which Company operates, business model of the Company and related matters are
put up on the website of the company (URL: https://www.seatvnetwork.com/investor.php). The
same has been reviewed by the board as per Listing Regulations, 2015.
CREDIT RATING
The Companys financial discipline and prudence is reflected by rating agencies as
given below: Brickwork has provided BWR "D" rating on fund based.
SECRETARIAL STANDARDS
The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating
to ‘Meetings of the Board of Directors and ‘General Meetings, respectively,
have been duly followed.
NOMINATION AND REMUNERATION COMMITTEE
Pursuant to requirement of section 178 of Companies Act, 2013 read with the rules made
thereunder and as per Regulation 19 of the Listing Regulations, 2015, Company has reviewed
the formation and responsibilities of the Nomination and Remuneration Committee,
composition of which is covered under Corporate Governance report section of this Annual
Report.
The Nomination and Remuneration Committee is responsible for developing competency
requirements for the Board based on the industry and strategy of the Company. The Board
composition analysis reflects in-depth understanding of the Company, including its
strategies, environment, operations, and financial condition and compliance requirements.
The Nomination and Remuneration Committee conducts a gap analysis to refresh the Board
on a periodic basis, including each time a Directors appointment or re-appointment is
required.
At the time of appointment, specific requirements for the position, including expert
knowledge expected, is communicated to the appointee.
POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION
The current policy is to have an appropriate mix of executive, non-executive and
independent directors to maintain the independence of the Board, and separate its
functions of governance and management. On 31st March, 2023 the board consists
of 4 members, two of whom are Independent and one is executive director and one is
non-executive director.
The policy of the company on directors appointment and remuneration including the
criteria for determining qualifications, positive attributes and independence of Directors
and other matter as required under Section 178 (3), which has been further reviewed by the
Board as per Listing Regulations, 2015 is uploadedonthe website of the company.
(URL: https://www.seatvnetwork.com/policies/Remuneration%20Policy.pdf)
There has been no change in the policy since last fiscal year. The remuneration paid to
the directors is as per the terms laid out in the policy of the company.
ANNUAL LISTING FEES
The Company is regularly complying with the provisions of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.The Company has its equity shares listed on
BSE Limited. The Company has paid listing fees for the year 2022-23. The Company has also
established connectivity with both depositories, NSDL and CDSL.
STATE OF THE COMPANYS AFFAIR
The details of the state of the Companys affair during the year are given below:
a. Production and Profitability: Companys itself and its wholly owned subsidiary
"JAIN TELEMEDIA SERVICES LIMITED" and "SEA NEWS NETWORK LIMITED" not
able to earn profit for the financial year 2022 -23.
b. Sales: The Sales of Company is Rs. 1402 Lakhs for the financial year 2022-23 as
compare to Rs. 1096 Lakhs for financial year 2021-22.
c. The Indian Media and Entertainment (M&E) industry is a sunrise sector for the
economy and is making significant strides. The increasing availability of fast and cheap
internet, rising incomes, and increasing purchases of consumer durables have significantly
aided the industry. Indias media and entertainment industry are unique as compared to
other markets. The industry is well known for its extremely high volumes and rising
Average Revenue Per User (ARPU).
Proving its resilience to the world, Indian M&E industry is on the cusp of a strong
phase of growth, backed by rising consumer demand and improving advertising revenue.
According to a FICCI-EY report, the advertising to GDP ratio is expected to reach 0.4% by
2025 from 0.38% in 2019.
d. Future Prospects including constraints affecting due to Government policies: The
Company will take each endeavour to achieve the fixed targets. In the achievement of the
said target there will be always some constraints, like change in govt. policies. Increase
in the applicable tax rates in future can raise the problem of price escalation before the
company.
REMUNERATION POLICY
The Company has in place a Remuneration Policy for the Directors, Key Managerial
Personnel and other employees pursuant to the provisions of the Act, which is further
reviewed by the board as per Listing Regulation 2015, is uploaded on the website of the
company (URL: https://www.seatvnetwork.com/policies/Remuneration%20Policy.pdf)
DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board currently comprises of 4 (four) Directors, 2 (two) of which are Independent
Directors, 1 (one) is Executive Director and 1(one) is Non-Executive Non-Independent
Director.
There is no change in the Directors and Key Managerial Personnel during the year as
under review.
In accordance with the provisions of the Act and the Articles of Association of the
Company, Mrs. Sonal Jain retires by rotation is eligible for re-appointment and pursuant
to Sections 152 of the Companies Act, 2013 read with Companies (Appointment and
Qualification of Directors) Rules, 2014, Listing Regulations, 2015. The independent
Directors are not liable to retire by rotation.
DECLARATION BY AN INDEPENDENT DIRECTOR UNDER SECTION 149(6)
All Independent Directors have given declarations that they meet the criteria of
independence as laid down under Section 149(6) & (7) of the Act and as per Listing
Regulation, 2015.
MATERIAL CHANGES AND COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There is no material changes and commitment made that affect the financial position of
the company.
DIRECTORS RESPONSIBILITY STATEMENT AS REQUIRED UNDER SECTION 134 (3)(C) AND SECTION
134 (5) OF THE COMPANIES ACT, 2013
In terms of Section 134(3) (c) of the Companies Act, 2013, to the best of their
knowledge and belief and according to the information and explanations obtained by them,
your Directors state and confirm that:
i) in the preparation of the annual financial statements for the year ended March 31,
2023, the applicable accounting standards read with the requirements set out under
Schedule III to the Act, have been followed along with proper explanation relating to
material departures, if any;
ii) such accounting policies as mentioned in the notes to the Financial Statements for
the year ended March 31, 2023 have been selected and applied consistently and judgments
and estimates have been made that are reasonable and prudent so as to give a true and fair
view of the state of affairs of the Company as at March 31, 2023 and of the Profit of the
Company for the year ended on that date;
iii) proper and sufficient care has been taken for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities;
iv) the annual financial statements for the year ended March 31, 2023 have been
prepared on a going concern basis;
v) proper internal financial controls are followed by the Company and that such
financial controls are adequate and are operating effectively; and
vi) proper systems to ensure compliance with the provisions of all applicable laws are
in place and such systems are adequate and operating effectively.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
All contracts/ arrangements/ transactions entered by the Company during the financial
year with related parties were on an arms length basis, in the ordinary course of
business and were in compliance with the applicable provisions of the Act and of Listing
Regulations, 2015. There are Related Party Transactions made by the Company with
Subsidiary companies, Group Companies, Promoters, Directors, Key Managerial Personnel or
other designated persons which may have a potential conflict with the interest of the
Company at large. All Related Party Transactions are placed before the Audit Committee
comprising Mr. Rajeev Kumar Jain, Mr. Narendra Kumar Jain & Mr. Neeraj Jain being the
members of the Committee, for its approval. A statement of all Related Party Transactions
is placed before the Audit Committee for its review on a quarterly basis, specifying the
nature, value and terms and conditions of the transactions.
The Company has adopted a Related Party Transactions Policy. The Policy, as approved
and further reviewed by the Board as per Listing Regulations, 2015 is uploaded on the
Companys website (URL: https://www.seatvnetwork.com/investor.php).
Details of contracts or arrangements or transactions not at arms length basis and
Details of material contracts or arrangement or transactions at arms length basis
pursuant to section 134(3)(h) of the Act, read with rule 8(2) of the Companies (Accounts)
Rules, 2014, in form AOC-2, is NIL which is annexed as Annexure-V.
DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER DISCLOSURES AS
PER RULE 5 OF COMPANIES (APPOINTMENT AND REMUNERATION) RULES, 2014
The ratio of remuneration of each director to the medium remuneration of the employees
of the company for the financial year under the review and the statement containing the
particulars of employees in accordance with the rule 5(2) of the Companies (Appointment
and Remuneration of managerial Personnel), Rules, 2014 is given in Annexure-VI.
CORPORATE GOVERNANCE & CORPORATE SOCIAL RESPONSIBILITY
Corporate Governance has two basic tenets they are Transparency and Accountability.We
at SEA TV NETWORK LIMITED are committed to do things the right way which means taking
business decisions and acting in a way that is ethical and is in compliance with the
applicable legislation.
In terms of Schedule V of Listing Regulations, a detailed report on Corporate
Governance along with Compliance Certificate issued by the Secretarial Auditors of the
Company is attached and forms an integral part of this Annual Report. Management
Discussion and Analysis Report as per Listing Regulations are presented in separate
sections forming part of the Annual Report.
In compliance with the requirements of Companies Act, 2013 and Listing Regulations,
Board has reviewed and approved various Policies including Code of Conduct for Directors
& Senior Management, Material Subsidiary Policy, Insider Trading Code, Whistle Blower
and Vigil Mechanism Policy, Related Party Transaction Policy and Remuneration Policy. All
these policies and codes have been uploaded on Companys corporate website
www.seatvnetwork.comAdditionally, Directors Familiarization Programme and Terms and
Conditions for appointment of Independent Directors can be viewed on Companys corporate
website www.seatvnetwork.com
We believe that any meaningful policy on corporate governance must provide empowerment
to the executive management of the company, and simultaneously create a mechanism of
checks and balances which ensures that the decision making powers vested in the executive
management is not misused, but is used with care and responsibility to meet stakeholder
aspirations and societal expectation.
Corporate Governance is also related to innovation and strategy as the organizations
idea of innovation and strategies are to enhance stakeholders satisfaction.
Constitution of Audit Committee, Nomination & Remuneration Committee and their
Terms of References in accordance with the provisions of Section 177 and 178 of Companies
Act, 2013, as per 18 &19 Listing Regulations, 2015 have been provided in the Corporate
Governance Report mentioned in other parts of the report.
The Board of Directors is also responsible for and committed to sound principals of
corporate governance in the company. The Board plays a crucial role in overseeing how the
management serves the short and long term interest of the shareholders and stakeholders.
This believes is reflected in our governance practices, under which we strive to maintain
an effective, informed and independent Board. We keep our governance practice under
continues review and benchmark ourselves to the best practices.
At present Corporate Social Responsibility provision is not applicable on our company
as our company is outside the threshold limit of CSR as define by Companies Act, 2013.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY
Particulars of loans, guarantees and investments made by the Company required under
section 186 (4) of the Companies Act 2013 form part of the notes to the financial
statements provided in this Annual Report.
PARTICULARS OF EMPLOYEES
The disclosure as required under the provisions of Section 197 (12) of the Companies
Act, 2013, read with Rule 5(2) of The Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 in respect of the names of the top ten employees in
terms of remuneration drawn given as follows:-
| Sr. No. |
Name of Employee |
Amount (In Rs.) |
| 1. |
Mrs. Chhaya jain |
600,000.00 |
| 2. |
Mr. Yogesh Kumar Sharma |
585,914.00 |
| 3. |
Mr. Manish Jain |
537,796.00 |
| 4. |
Mr. Akhlaq Hussain |
432,336.00 |
| 5. |
Mr.Vijay Pal Baghel |
417,670.00 |
| 6. |
Mr. Lalit Kumar Yadav |
338,940.00 |
| 7. |
Mr.Arun Kumar Jain |
321,158.00 |
| 8. |
Ms. Snehal Agarwal (C.S.) |
305,165.00 |
| 9. |
Mr. Vineet Kulshreshtha |
277,928.00 |
| 10. |
Mr. Payank Kaushal |
266,146.00 |
STATEMENT UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION AND
REDRESSAL) ACT, 2013
Your Company has complied with the applicable provisions relating to the constitution
of Internal Complaints Committee under the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. The Committee serves to resolve
employee grievances related to sexual harassment and any other form of harassment at the
workplace.
The Committee comprises of senior employees of the Company including representatives
from Human Resource, other locations, a counselor and a chairperson. The chairperson of
the Committee is a woman employee holding a senior management position. Your Company would
continue to ensure that all employees are treated equally and there is no discrimination
or harassment of any nature at the workplace. During the year under report no complaints
were filed with the Committee.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO
Company is into the business of Broadcasting of Television Channels. Since this
business does not involve any manufacturing activity, most of the Information required to
be provided under Section 134(3)(m) of the Companies Act, 2013 read with the Companies
(Accounts) Rules, 2014, are Nil / Not applicable.
However the information, as applicable, is given hereunder:
Conservation of Energy:
| i. The step taken or impact on conversation of energy |
Company being service provider, requires minimal energy consumption and every endeavor
is made to ensur4e optimal use of energy, avoid wastage and converse energy as far as
possible. |
| ii. The step taken by the Company for utilizing alternate Source of energy |
Use of LED lights in the premises |
| iii. The capital investment on energy conservation equipments |
NIL |
Technology Absorption:
| (i) the efforts made towards technology absorption |
Company uses latest technology and equipments into its broadcasting business. |
| (ii) the benefits derived like product improvement, cost reduction, product
development or import substitution |
Better picture quality provided to subscribers |
| (iii) in case of imported technology (imported during the last three years reckoned
from the beginning of the financial year) |
|
| (a) the details of technology imported |
Not Applicable |
| (b) the year of import; |
|
| (c) whether the technology been fully absorbed |
|
| (d) if not fully absorbed, areas where absorption has not taken place, and the reasons
thereof |
|
| (iv) the expenditure incurred on Research and Development |
NIL |
Foreign Exchange Earnings and Outgo:
| Sl. No. |
Particulars Amount in USD ($) |
| 1. |
Earnings in foreign currency NIL |
| 2. |
Expenditure in foreign currency NIL |
|
Total |
GENERAL
Your Directors state that no disclosure or reporting is required in respect of the
following matters as there were no transactions on these matters during the year under
review:
> Details relating to deposits covered under Chapter V of the Act.
> No significant or material orders were passed by the Regulators or Courts or
Tribunals which impact the going concern status and Companys operations in future.
> No fraud has been reported by the Auditors to the Audit Committee or the Board.
> There has been no change in the nature of business of the Company.
> The details of application made or any proceeding pending under the Insolvency and
Bankruptcy Code, 2016 during the year alongwith their status as at the end of the
financial year, as no such proceedings initiated or pending.
> The details of difference between amount of the valuation done at the time of one
time settlement and the valuation done while taking loan from the Banks or Financial
Institutions along with the reasons thereof, as there was no instance of onetime
settlement with any Bank or Financial Institution.
ACKNOWLEGEMENT
Your Directors place on record their deep appreciation to employees at all levels for
their hard work, dedication & commitment. They would also like to place on record
their appreciation for the continued support and co-operation received by your company
during the year from all shareholders, clients, Banks, Government and regulatory
authorities and stock exchange.
|
For and on behalf of Board of Directors of |
|
Sea TV Network Limited |
|
Neeraj Jain |
Sonal Jain |
|
Chairman & Managing Director |
Director |
|
(DIN-00576497) |
(DIN-00509807) |
| Place: Agra |
|
|
| Date: September 05th, 2023 |
|
|
+91-9892691696
