Zee Entertainment Enterprises Limited (ZEEL) Earnings Call Transcript & Summary

Good afternoon, everyone. Hope you are all fine and taking good care of yourselves. It gives me a great pleasure to welcome you all at the 38 [Audio Gap] Mr. Gopalan.

Good afternoon to all present. I am [ R. Gopalan ]. It gives me great pleasure to welcome you all at the 38th Annual General Meeting of the ZEE [indiscernible]. I now call the meeting to order. Facility for joining this AGM through video conferencing, other audio-visual means has been made available for members on first-come-first-serve basis for smooth and seamless conduct of the meeting. Members can view the live webcast of this AGM on the NSDL website by using their remote e-voting login credentials and selecting the EVEN E-V-E-N for our company's AGM. The company has taken all requisite steps to enable members to participate and vote on the items being considered in this AGM. The register of equity shareholders, register of directors and KMPs and their shareholding and register of contracts and arrangements in which directors are interested, certificate given by the statutory auditors with respect to implementation of ESOP scheme of the company and other documents referred in the AGM notice are open for inspection electronically. Members who have not voted earlier through remote e-voting can cast their vote through e-voting facility, which will remain open during the course of the meeting and until 15 minutes from the closure of the meeting. Please note that any shareholder who has voted by remote e-voting earlier shall not be eligible to cast their vote at this meeting. As you all would have noted, I have recently taken over as the Chairman of the company. I must admit, I have big shoes to fill as Shri Subhash Chandra, our Chairman Emeritus, not only founded this great company present with us today. Subash Ji, if we can please greet our shareholders.

Thank you, Gopalan sir. And namaste, everyone. All shareholders and esteemed members of the Board of ZEEL, I hope all of you and your families are well happy, safe during this difficult time, and you are taking good care of everyone. I am extremely glad to connect with you all today. [ This ] time, I'm happy to connect through this video media conferencing. This is also a good and new experience for all of you and for us. And this shows that how quickly a positive side of a negative pandemic have shown us to become a global citizen through these technological means. And at the same time, I'm really happy to see that this company from its foundation from a single channel for an hour or 2 hours of broadcast have become such a huge, mammoth global creating content company and is able to use such a technology which we are witnessing today also for the benefit of its business in every which way. Friends, my heart swells with pride to see the heights that ZEE have achieved today as it entertains billions of hearts across the globe. I'm equally overwhelmed to see the company blessed with such a respected members on its Board and a strong -- and also with a strong professional leadership team at its helm, led by Punit and Amit. My blessings will always be with the entire team of ZEE. And I am most certain that with the able guidance and mentorship of the Board, the company will achieve its set goals for the future. I will guide them to the team, as my role as a Chairman Emeritus, however, Mr. Gopalan is there with his able guidance as a Chairman of the company. And at the same time, I offer my best wishes to all of you for a great future and safe future. Thank you very much, Jai Hind. Back to you, Mr. Gopalan.

Thanks, Subhash Ji. I would like to acknowledge the presence of our esteemed Board members. I would request each one of them to greet the shareholders as and when I call out their names. Mr. Adesh Kumar Gupta, who has a rich experience of over 40 years in corporate strategy, M&A, business restructuring, fundraising and taxation. During his distinguished carrier of over 3 decades, Mr. Gupta held various senior positions in leading organizations. Mr. Gupta?

Thank you, Mr. Gopalan, the Chairman. I, Adesh Gupta, independent director has pleasure in attending this AGM from my residence in Mumbai. Due to COVID, we are not able to meet physically this time. I'm sure all the shareholders must be well, and we wish a continued good health and wellness for them. Thank you. Namaskar.

Thanks, Mr. Gupta. Ms. Alicia Yi, who has held series of leadership roles, working with top-tier industry executives across consumer goods, retail, hospitality, travel, leisure, consumer health, media and entertainment. Currently, she is the Vice Chair of Korn Ferry's Global Consumer Market based in Singapore. Ms. Yi.

Thank you, Chairman, Gopalan Good afternoon, everyone, and to all present here today. I am Alicia Yi, the new independent director, connecting with you all from my residence in Singapore. Thank you.

Thanks, Ms. Yi. Mr. Ashok Kurien, who has been in business of building brands for over 35 years now, particularly in the fields of media, marketing and communications. He is one of the founding members of ZEEL.

Thank you, Chairman.

Yes. Are you able to hear me? He is also the founder and promoter of various business ventures, including Ambience Advertising, now Publicis India, Hanmer & Partners and more. Mr. Kurien.

Mr. Kurien, did you put on your...

Thank you, Chairman. A very good afternoon to you all.

Please go ahead, sir.

A very good afternoon to you all. I'm Ashok Kurien, non-executive director and Chairman of the Social Responsibility Committee and the Stakeholder Relationship Committee. I'm attending this meeting from my residence in Mumbai.

Thanks, Mr. Kurien. Mr. Manish Chokhani is one of India's most respected financial experts and investors. Apart from ZEE, he currently serves as an independent director on Boards of leading companies. He also serves on the governing Board of FLAME University, Mr. Chokhani.

Thank you, Chairman sir, and good afternoon to all my fellow directors and shareholders. I'm Manish Chokhani, independent director of the company and recently appointed as Chairman of the Risk Management Committee. Back to you, Chairman.

Thanks, Mr. Chokhani. Mr. Piyush Pandey, who has a rich experience of over 35 years in the field of advertising. Besides his current role as Executive Chairman of Ogilvy India, he is also the Chief Creative Officer of Ogilvy Worldwide. In 2016, he was awarded the Padma Shri in recognition of his distinguished service in the field of advertising and communication, the first Indian to be awarded in this field. Mr. Pandey?

Thank you, Chairman. Good afternoon, shareholders and other members of the Board. I'm Piyush Pandey. I'm as an independent director and the Chairman of the Remuneration -- the Nomination and Remuneration Committee. I'm speaking right now from a private room in Goa. Thank you, sir.

Thanks, Mr. Pandey. Mr. Punit Goenka, who has been extremely successful in enhancing the company's performance and in driving the company towards its set goals. His futuristic vision and sharp acumen in the new media domain has led the company into a global stature today. Mr. Goenka is also responsible for expanding the company's international presence across 173 countries, and its reach to over 1.3 billion viewers. Mr. Goenka?

Thank you, Mr. Chairman. Good afternoon to dear shareholders and esteemed Board members. This is Punit Goenka, Managing Director and CEO of the company, attending this AGM from the registered office of the company in Mumbai. Thank you, sir.

Thank you, Mr. Goenka. We also have with us Mr. Rohit Kumar Gupta, CFO of the company; and Mr. Ashish Agarwal, Compliance Secretary of the company; the partners of the statutory auditors, Messrs Deloitte Haskins & Sells, chartered accountants as well as secretarial auditors; Messrs Vinod Kothari & Company; company secretaries are also attending this AGM through video conference. The notice, audited financial statements, along with directors' report, the reports of statutory and secretarial auditors, which forms part of the annual report, is circulated to members. I take the notice of this Annual General Meeting as read with your kind permission. I now request Mr. Ashish Agarwal, Compliance Secretary, to read the auditors' observations in the auditors' report and explanations given by the Board of Directors. Mr. Agarwal?

Thank you, Chairman. Good evening, everyone. Auditors' qualification on stand-alone financial is as follows: We draw attention to Note 35 of the stand-alone financial statements. This note, inter alia, states regarding the Letter of Comfort issued in May 2016 by the company to Yes Bank Limited in connection with the borrowing by Living Entertainment Limited, a related party, from the said bank, confirming, among other matters, to support ATL Media Limited, a wholly owned subsidiary of the company, by way of infusion of equity or debt for meeting various requirements of ATL, including honoring a Put Option entered into by ATL with Living Entertainment which was renewed on 29th July, 2019, to be valid until 30th December, 2026, to purchase 64.38% of the issued share capital held by Living Entertainment in Veria International Limited, another related party of the company, at the exercise price of 52 -- $52.50 million as at 31st March, 2020, which was assigned by Living Entertainment in favor of Axis Bank Limited, DIFC branch, the security trustee for the benefit of the bank, to secure the said borrowings by Living Entertainment. In view of the alleged defaults for Living Entertainment in repaying its dues to the bank, and ATL also not settling the amount called by the bank, under the Put Option, subsequent to the year-end, the bank filed a complaint in the honorable High Court of Bombay on the grounds, among other matters, seeking ad-interim application with the main player that the aforesaid LOC is a guarantee given by the company. The honorable high court has refused the ad-interim relief sought by the bank. The bank has preferred an appeal against the order, and the company is contesting the bank's claim in the honorable high court. Consequently, the management has not considered the LOC as a financial guarantee, and since the matter is sub-judice, has not accounted for any liability in respect of the LOC and the aforesaid contention of the bank. In view of the confirmation given by the company and the LOC issued to the bank to fund ATL through debt or equity, such LOC partakes the character of an executive contract under the Ind AS 37 on Provisions, Contingent Liabilities and Contingent Assets, which needs to be assessed for any onerous commitment. In the absence of sufficient appropriate audit evidence, we are unable to determine if the LOC is an onerous commitment and whether any adjustment is required to be made in this regard in the books of account and on compliances required with the provisions of the Companies Act, 2013, Foreign Exchange Management Act, SEBI Listing Obligations and Disclosure Requirements Regulation 2015 in relation to the issue of LOC and its consequential impact on our reporting responsibilities under the Companies Act, 2013. Auditors qualification on consolidated financial is as follows: We draw attention to Note 36 to the consolidated financial statement, where the company has explained the reasons for not recognizing the liability against the Put Option agreement, which was initially entered on 20 January, 2016, and which was renewed on 29 July, 2019, to be valid until 30 December, 2026, to purchase 64.38% of the issued share capital held by Living Entertainment Limited, a related party of Veria International Limited, another related party of the group, having total value of the Put Option $52.50 million as at 31st March, 2020, entered into by ATL Media Limited, a wholly owned subsidiary of the parent. In order to secure a borrowing from Yes Bank Limited, Living Entertainment had assigned all its rights, title, benefit and interest under the set Put Option agreement in favor of the bank. As explained in the note, the Put Option matter is sub-judice in the honorable Supreme Court of Mauritius. In view of the above, the auditors of ATL have been unable to determine whether any adjustments are required to be made in respect of the Put Option in the financial statements of ATL that have been provided for inclusion in the consolidated financial statements of the parent. Further, the auditors of ATL have been unable to comment on the management's statement in the said note that based on valuation reports provided by Living Entertainment annually for subsequent periods, that is from the year ended 31 March, 2017 to 31 March, 2019. They had concluded that the value of the underlying shares in Veria was higher than exercise price. Since they have not been able to obtain appropriate evidence to audit the cash flow projections of Veria, including in such valuation reports, in the absence of appropriate audit evidences to support the valuation of the Put Option in the prior periods, the auditors of ATL have been unable to comment if any adjustments are required in the financial statements of ATL provided for inclusion in the consolidated financial statements of the parent for the prior periods when the Put Option was in existence. Consequently, we are unable to comment if any adjustments are required to these consolidated financial statements in respect of the said Put Option, including in respect of the comparative or corresponding amounts for the prior periods presented in these consolidated financial statements and to the opening balances considered in respect of the previous year ended 31 March, 2019. In continuation to the modification described above, we draw attention to Note 36 to the consolidated financial statements regarding the Letter of Comfort issued in an earlier year by the parent to the aforesaid bank in connection with the said borrowing by Living Entertainment from the bank confirming, among other matters, to support ATL by way of infusion of equity or debt for meeting various requirements of ATL, including honoring the aforesaid Put Option entered into by ATL with Living Entertainment. Management response: I would like to draw your attention on the Page numbers 155 and 218 of the annual report with respect to the directors' explanations, comments on the above mentioned auditors' qualifications. Thank you. I now request the Chairman to address the shareholders.

Thank you, Mr. Agarwal. Dear shareholders, it's my honor to address you today as Chairman of this creative content company, which was founded almost 3 decades ago and has entertained over 1 billion hearts across the world since its inception. With this rich legacy and pioneering initiatives, ZEE has contributed to the nation's liberalization journey and has been an integral part of building the creative ecosystem across the media and entertainment landscape. To be a part of this journey and witness the company achieve new milestones is indeed a privilege for me. As we interact in this new normal with the technological innovations drawing the new principles of communication, it's only right that the company adopts a new framework that leads the way in building the next level of competitive advantage. Furthermore, I'm pleased to be leading a Board that has got very strong blend of members with diverse experience. And collectively, we look forward to providing immense value and guidance to ZEE. I'm glad to note that the professional team of ZEE, under the able leadership of Mr. Punit Goenka, is taking the required steps to chart a new growth trajectory to propel the company as a stronger force to reckon with in the future. The 5 pillars of growth indicated by Mr. Punit Goenka in his Open Letter addressed to all of you are a reflection of this new journey that we have commenced on as a company, in line with the changing realities around us. We started the new financial year, giving all the stakeholders a peek into this new version of ZEE and the key steps that are being taken to further strengthen the business fundamentals of the company. As you would have noted, the key disclosures and future-ready initiatives shared during the quarterly earnings update were highly appreciated by all stakeholders. We are cognizant of the change being brought about by the pandemic that has entangled us. This unparalleled and unprecedented event has irrevocably caused disruption, not only to the media and entertainment industry, but also to the economy at large. In these challenging times, I am glad to note the swift measures taken by the company in maintaining business continuity and above all, safeguarding the health of its people. It further gives me immense pleasure to note that even as we continue to build value for our reviewers, partners and shareholders, we are mindful of our responsibility towards the society at large, and the company has been taking the right steps to support the nation in its fight against the COVID-19 pandemic. The media and entertainment industry is witnessing a convergence on many fronts, consumption patterns are changing, coupled with immersive technology-led solutions that are rerating the rules of entertainment. Even as the industry is at the cusp of change, ZEE is poised at an interesting juncture as it moves towards a strategic vision set for future growth. We continue to take strong steps for the future with a sharp focus on profitability. We believe these steps will propel the company forward to continue posting positive growth in the years to come. I would like to express my gratitude to everyone who has been an integral part of this extraordinary journey. I would also like to thank all the shareholders for their continued trust bestowed upon the company, which continues to drive us forward. As we move into a new era, I hope and pray for a better tomorrow and a much more harmonious world. I urge you all to stay safe, and wish you the very best for the times to come. Now I request Mr. Punit Goenka, Managing Director and Chief Executive Officer, to address the shareholders and conduct the balance proceedings of the meeting. Thank you.

Thank you, Chairman. Dear shareholders, ZEE in its illustrative history of 27 years has not only created a multifaceted entertainment content company, but has also played a pivotal role in shaping India's media and entertainment industry. Today, ZEE stands on the threshold of a new beginning to create a stronger version of itself and define the future of the media and entertainment landscape in the country. The last financial year has been a year of transformation, a year of leaving behind our old selves, creating a newer version and taking a lead to create a legacy that will elevate the company to greater heights. The new beginning, which I term as ZEE 4.0, will be the harbinger of enhanced consumer focus, further innovation in content creation and leveraging technology to deliver a heightened entertainment experience to all our consumers across multiple consumption platforms. The mantra at ZEE has always been to lead by example, and we have demonstrated that effectively through our success across markets and businesses. Every challenge we faced on this path was met with an equal determination to overcome and forge ahead. Though we cannot go back and alter our decisions, no one can stop us from creating a brand-new future. I have shared my vision for ZEE 4.0 in my Open Letter, harboring a sharper, leaner and greener version of the company. The 5 pillars of the new ZEE 4.0 or the 5G approach, as I have termed it, will encompass a robust focus on Governance, Granularity, Growth, Goodwill and Gusto. As a first step in this direction, the Board of the company has been reconstituted with new members who bring in the required blend of experience and expertise. I am confident that our Board with the majority independent directors will be instrumental in setting the standards for corporate governance going forward. We have also adopted a more granular and transparent for business reporting, which will help all stakeholders make well-informed decisions. We will be rolling out detailed disclosures of business KPIs, segmental reporting, a refreshed Corporate Social Responsibility policy and measurable ESG goals to achieve the same. Over the years, we have grown vertically and horizontally, becoming one of the most loved content brands in India and around the world. Going forward, we will continue to maintain a sharp focus on growth as we invest our time and energy in maximizing our core, expanding into adjacent spaces and exploring new areas of business. We have initiated a strategy exercise within the company to carve a 5-year road map to transform the organization and its strategic approach with consumer centricity and profitable growth as the 2 cornerstones. All our plans and strategies would not fructify unless we nurture our most important asset, our people. I truly believe that one does not build a business but builds people who then build the business. ZEE is extremely fortunate to have a strong professional leadership team at the helm to drive this new strategy forward with renewed energy and gusto. The unprecedented times brought upon us by the COVID-19 pandemic are leaving us with a lot of food for thought. Businesses across the globe have suffered unprecedented losses, and some are going through extremely difficult situations. We have been more than fortunate. And I believe the primary reason for that has been our unrelenting focus on consumer centricity. The speed and agility with which our teams adapted to the situation have been instrumental in maintaining business continuity. And ensuring undisrupted entertainment to our viewers. We believe that in this rapidly evolving media and entertainment landscape, only the ones who adapt to change will survive in the future. These will be the companies which succeed in adapting themselves best to the environment while ensuring a stronghold on the pulse of their consumers and a keen eye on growth and profitability. The year gone by, FY 2020, was a year of highs and lows for our business. While we reported a decline in our advertising revenue for only the second time in more than a decade, on the operating front, we achieved new feats. Our broadcast business now has the widest language footprint in the country, making it a truly pan-India network for consumers. New Tariff Order upset the equilibrium in the distribution space with the slew of changes it introduced. However, the network not only withstood the challenges of the transition, it emerged much stronger post implementation, expanding its reach and revenue in most markets. ZEE5 took giant leaps towards becoming India's leading digital entertainment platform. Over a short period, ZEE5 has become the biggest producer of digital exclusive content in the country. It is also gradually strengthening its presence outside India, which will help us remain relevant in markets which are transitioning to digital. ZEE Music Company continues to grow, and I'm happy to report that it turned profitable last year, validating our decision to venture into the music publishing business 5 years ago. ZEE Studios fell short of our expectations for the in-house production business, but the distribution segment delivered a string of successful films. Despite a decline in advertising revenues, the top line of the company grew by 2.5%. This domestic subscription-led growth is a reflection of the increasing balance of our revenue portfolio. The macroeconomic slowdown experienced last year, coupled with the fall in consumer demand, led us to a decline in advertising. In India, brands still look at advertising as a cost to be incurred in good times and not as a lever for building resilient consumer connect. As we move into an extremely cluttered world, we will see a gradual change towards a more holistic approach, which has advertising as an integral part of the brand. Meanwhile, our aim is to insulate the growth of the company from the macroeconomic cycles as far as possible by offering holistic solutions to our partners. Despite the slowdown, we continue to invest in growth opportunities, which will enable us to grow ahead of the industry once the economy recovers. Continued investments coupled with the fall in advertisements' revenue led to a decline in EBITDA margin to 27.5%. Next fiscal is also going to be challenging as advertising revenue will decline further in the first half due to the impact of COVID-19. However, I believe that this phase is just a blip in India's long-term growth story, and the economy will bounce back with vigor once the impact of the pandemic subsides. The pandemic left many vulnerable to its harsh impact. And in such time, we focus on the need to come together and support each other. Acknowledging the work done by the frontline workers, we stepped up our efforts in all directions to support the nation in strengthening its medical infrastructure, providing essential equipments like ambulances, personal protective equipment kits, oxygen humidifiers and daily meals to families affected by the pandemic. As a responsible player in the media and entertainment sector, we also ensured that the lives and livelihoods of the daily wage earners in our content production ecosystem were least impacted by supporting them financially during the lockdown. The company also used the massive reach of its network to increase awareness about the pandemic. I would like to thank all the shareholders for their contributions and trust in the company. It is your undying faith that enables us to strive towards the -- achieving greater heights, growing at a faster clip than the industry and generate higher value year-on-year. I would also like to thank all our partners who help us in creating content, ensuring its delivery to the consumers and most importantly, monetizing it. And lastly, I would like to convey my gratitude to all our people who relentlessly work towards turning our vision into reality. It is the confidence in their collective ability that enables me to say with conviction that we are on our way to successfully build a new version of ZEE. Until then, celebrate endings, for they precede new beginnings. For us at ZEE, a new and exciting journey has just begun. Thank you.

Thank you, Mr. Goenka. I would now like to invite the members to express their views or comments, if any, relating to the financial statements and operations of the company. A list of speaker shareholders who have expressed their desire to speak is available with Mr. Goenka. He will call the members one by one, and on their turn, the speaker shareholders will be unmuted by the host. Speaker shareholders are requested to click the video button appearing in the bottom of their screen before they start speaking. If a speaker shareholder's unable to join video mode for any reason, then he or she can speak through audio mode. Speaker shareholders are requested to use air phone, minimize any noise in the backdrop ensure that the Wi-Fi is properly connected. No other applications are running in the backdrop and there is proper lighting to have a good video and audio experience. If there is a connectivity problem at the speaker shareholders end then we would ask the next speaker shareholder to join. Once the connectivity improves, the set speaker shareholder will be called again to speak after all the other registered speaker shareholders complete their turn. [Operator Instructions] Over to you, Mr. Goenka. Sir, may I ask you to unmute yourself?

Yes. Thank you, [ Swati ]. Sorry about that. Let us begin the question-and-answer round. May I request Mr. [ A. P. Mascarenhas ] and [ Mrs. C.E. Mascarenhas ] to speak now?

Hello? Hello? Can you hear me? Yes. No. Thank you. First of all, respected Chairman Emeritus, Mr. Subhash Ji Chandra, I'm very happy, I could see your picture and your statement. Very nice. After a long time, we could see you. Thank you so much, Mr. Subhas Chandra. Chairman, Mr. R. Gopalan; MD and CEO, Punit Goenka; other very important independent directors; and especially, I greet a woman director, [indiscernible], Madam Yi. My greetings to all of you all. I am [ Mrs. C.E. Mascarenhas ] from Mumbai. Now I have to show my appreciation to the works of our Company Secretary, Mr. Ashish Agarwal and his team who would always attend to whatever queries and also making our entry here easy because this is the first e-meeting, and we are not so conversant with it, and being elders about 65, we are getting a hell of problem. But even then, our team is so good, they even assisted us. Thank you so much. Now coming about the annual report. I really missed the physical copy because ZEE's balance sheet, annual report was really, of course, on the PC, it also looks very nice, but I cannot carry it over because I have to carry that PC and go. So if I want to show my superior, so somebody like that, it's okay. It is -- this balance sheet is very colorful, informative and self-explanatory. Now coming to the working. Our revenue is up, no doubt. PBT, PAT, down due to operational expenditures. Even depreciation and amortization expenses are up. But even then in so much of course, now our position is much better, we have received a dividend of INR 0.30 per share of INR 1 is a very good gesture, especially in the days of COVID, especially to senior citizens, who -- we depend on this sort of dividend income because interest rates have started just falling. But -- and compared to the other whom I -- where I've got a media stock, especially, I can name it also TV18, Network18, for ages, I do not get any dividend. Therefore, I am really happy with the ZEE with all the problems and therefore -- and there also market cap has gone, but it will definitely take a U-turn. And once our financial pressures will be all over, we will definitely see our company in great glory because ZEE has always worked for that sort of success. Maybe some years, we get bad years, they say Sade Sati, like that, it may be. Now, but my inner self says, "This is the best time to invest in ZEE because you will not get this time again." Now I congratulate the ZEE and the entire team for all the awards. And at last, I don't want to name it, as listed on Page 27, I also appreciate the social work done under the CSR. Especially in the days of COVID, our company has done lots of work which is -- it is there on the balance sheet and which we really experienced it through the various media reports. Now I will ask very few questions because most of the questions, formal questions, are answered on Page 20 by our CFO, Mr. Rohit Gupta in Q&A. However, I have just few questions. Now we have grown vertically and horizontally. We have 4 verticals, namely a, broadcast business India and international, international is in 11 foreign lands, including 18 channels in America; b, we have digital business, ZEE5, India and international; c, movies and music, ZEE Studios; d, live events, ZEE LIVE and ZEE Theatre. Now my question is, which is our most profitable also most revenue earning and the future with COVID and post COVID? Why I say with COVID? The second wave is coming. That is what news reports say may come. So I say with COVID and post COVID. Number two. How many staff working from home, and how many are from the offices or studio? You can give me in percentage. Sir, how many affected by COVID? Any fatalities? Any COVID care fund created for the benefit of the employees? As it is, we have 23% employees below 30, young employees; and 52% from 30 to 40; and just 3% is above -- sort of above 50. So that is sort of a good mix. Now my third question is, how -- in the COVID lockdown, most of the people, we also, we glued to TV, how much our advertisement revenue has increased? Because more and more ads because you could get to people more by TV ads, our market share is 18.4%. What is it now? Number four, what is our competition or any -- I mean, tie up anything from -- of Netflix. Will you tie up or can you throw some little light on that? Because like a lot of Netflix comes on our YouTube and everything. So if we could hear from you. Lastly, but not the least, I support all the resolutions. I wish our company, ZEE, all the best. May it come stronger and meet all the past glory. I feel the best is yet to come, brand-new future. Thank you so much for giving me a patient hearing. Now [ Mr. Mascarenhas ] will speak.

Ma'am, the time is about 3 minutes. Can I respect -- can you please respect that?

I will not take that much because -- respected Chairman sir, I will not take much time because most of the questions which I could have asked has already been covered by my wife. So I'll be brief.

[indiscernible]

So respected Mr. Chairman sir, very distinguished members of the Board and my fellow shareholders, good evening to you all. My name is [ Alosh Mascarenhas ]. At the outset, I thank the management, our company secretary and the team for giving such a beautiful balance sheet, which I saw virtually on my laptop. It is informative, illustrative, adhering -- transparent and adhering to all the parameters required for a good corporate governance. Our results are not so good compared to last year. Our EBITDA has gone down. But remarkably, you have given a handsome dividend of 30% (sic) [ INR 0.30 ], which is really praiseworthy, as the competitors have not given. Now, sir, we are doing very well in all the fronts. We have multi channels. We are seen in the world. Our channels around the world is really worth seeing, especially the WION, World is One, which is the best channel I've ever seen. Compared to BBC and CNN, our WION is the best. It covers the whole world, all the events, so beautifully given by anchor like [indiscernible], beautifully summarizes all the events in a nutshell, in a brief time, really worth seeing that channel, sir. I'm proud of the channel. I see every day. Really good. And now I would like to know, a few questions. Going forward, what is our future plan? How many more channels we are going to have in the different parts of the world and in India? Sir, many questions have been already asked. As I said, I will be brief. So I end up my speech, wishing, especially Mr. Subhash Chandra and other Board of Directors and more importantly, all the employees, all the very best in the days and years to come. We are in the midst of a festive season, so I wish each one of you a happy festive season and a bright future. We pray to God Almightily that this COVID, which has ruined the world -- India and the world, will go away by the end of this year. With this hope, I pray and take leave. Thank you very much for patient hearing. Thank you very much, sir.

Thank you, [ Mrs. and Mr. Mascarenhas ]. May I now request [ Mr. Anil C Shah ] to speak?

Hello. Am I audible?

Yes, [ Anil ], please go ahead.

Yes. Respected Chairman, managing directors, directors and my fellow shareholders, good afternoon. My name is [ Anil Shah ]. I thank the company and particularly Mr. Ashish Agarwal for registering me as a speaker shareholder and giving me a chance to speak at the AGM. First of all, I welcome Mr. R. Gopalan, Mr. Piyush Pandey; and Ms. Alicia Yi as new Board members of the company. When I was going through the annual report, I realized that all these new directors possessed expertise in relevant fields. And I'm quite confident that the company will touch greater heights under their able guidance. Mr. Punit Goenka, who is steering the company from many years, and now, he has more responsibility and challenges, but knowing his business acumen of the leadership, I'm sure that he will take the company on a newer heights. I also congratulate your [indiscernible] team for providing a just even complete information of the company in the annual report of the company. The new beginning, which is termed as ZEE 4.0, will enhance consumer focus, further innovation in content creation and leveraging technology to deliver a heightened entrainment. Our company will create a strong version of itself and define the future of the media entertainment [indiscernible] in the country. ZEE5 monthly [indiscernible], so a modest growth year-to-year. However, this was accomplished with lesser marketing expense on user acquisitions, highlighting the growth in organic user base. ZEE5 also reported a global daily active user base of 6 million with a watch time 136 minutes per viewer during the month. ZEE5 established itself as the biggest producer of digital original content in India with 80-plus show, movies released during the year. ZEE Studio co-produced, distributed 14 movies during the year across Hindi, Marathi, Tamil and Punjabi language. Sir, I have a few questions for you. First question, I am interested in knowing that which one of the business is the most profitable of the company and which is most loss-making. Second question. I would like to know why the current rating of the company has gone down? What are the actions management team is taking to resume their old ratings? Third. I would like to know that with the new invent of NTO 2.0, will there be any impact on the business of the company. And how will the same be addressed by the management? Is there any impact for the consumer at large? And the last question. I would like to know how many channels are owned by the company. And whether all these channels are occurring from India? With this, I support all the resolutions placed at the meeting. And once again, I thank you for giving me a chance to speak. Thank you, Chairman.

Thank you, [ Mr. Shah ]. May I now request [ Smt. Asha Lata Maheshwari Ji ] to speak?

Thank you, sir. [Foreign Language]

[Foreign Language]

[Foreign Language] you have created a multifaceted entertainment content company that has also played a pivotal role in shaping India's media and entertainment industry. [Foreign Language] revenue 10.7% [Foreign Language] EBITDA 12.3% decline [Foreign Language] dividend [Foreign Language] INR 0.30 per share [Foreign Language] revenue breakup, 58% advertising [Foreign Language] 35%, subscription; 7% other sales [Foreign Language]

[Foreign Language] Now can I request [ Mrs. [indiscernible] and Mr. [indiscernible] to speak?

Our respected Chairman, Mr. Gopalan; and Managing Director, Mr. Punit Goenka, can you hear me? I'm [indiscernible] speaking.

Yes, sir.

Sir, at the outset we are very happy with our company because it has declared dividend in spite of the pandemic, and we are very happy with the Company Secretary, Ashish Agarwal, who has taken the trouble of getting us linked with this platform. Even our Vinod Desai, who is a very senior manager personnel, who is always managing the show. He's always very helpful and very dedicated to all the shareholders, and he is a very cooperative and very helpful in all respects. I really salute Mr. Vinod Desai. Sir, even I salute Mr. Subhash Chandra, our Chairman Emeritus, because he is the person who has brought ZEE TV to such a level. I really appreciate all the staff. I support all your resolutions. And I am handing over the mic to Madam [indiscernible]. Thank you very much.

Hello, sir.

Hello, Madam.

Sir, yes, sir, thank you. I'm the next speaker. So today, we are really missing our physical AGMs. Sir, we used to meet you personally. We never thought such a situation will arise. Anyway, we are happy to have seen you at least in a video conferencing. Sir now, just a few things we, of course, saw in detail your speech, speeches, your presentation, we heard in great detail. Sir now, just a few questions I want to ask. Sir, we are not affected by lockdown as being the media. Sir, but then shootings cannot take place. In that way, we are affected. Now have the shootings started, sir? Because somewhere, we read in the paper, they have started. But sir, have they started in full swing as usual? Sir, that means the lockdown has affected our business. Sir, what has been the losses incurred on account of the lockdown being declared? Sir, we want to know. Sir, on the -- have any of our staff contacted COVID? Sir, because in [indiscernible] it was announced that 75 staff members have contacted COVID. Sir, you should know about it. Sir, it should be common knowledge how the staff are struggling. Sir, we want to know. Sir and -- we are missing our company secretaries also, like, Mr. Lakshmi Narayan. We are missing all of them. Sir -- but of course, as we said before, and Mr. [indiscernible] also we are missing. Sir, but -- as we said before, Mr. Vinod Desai and the secretary team have done great hard work to bring us into the speakers' forum. It is not just 1-day job. It's a continuous procedure, one after another, till the link is sent and till we finally come in the platform. Sir, now I want to -- sir, I just want to say, we are supporting all your resolutions. It is good you have been able to declare dividend in spite of the situation we know the company has been facing. We hope now all that is the past, our company will rise again, the pandemic will get over and we will again look to a very bright future where we, shareholders, are rewarded. Sir, I'm supporting all your resolutions. Thank you very much.

Thank you, Ms. [indiscernible] and Mr. [indiscernible]. Can I request Mr. -- [ Mrs. Smitha Shah ] and [ Mr. Bharath Shah ] to speak now?

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[Foreign Language] Can I request Mr. [indiscernible] to speak now?

May I request all the shareholders to please keep the time of 3 minutes in respect of everyone's time. It will be most appreciated. Thank you.

Hello. Am I Audible?

Yes, you are audible.

Mr. Chairman sir, member of the Board and my fellow shareholder, I am [indiscernible] from Kolkata. I'm extremely grateful to the Chairman for giving me the opportunity to interact in the proceeding of the AGM and share our views and suggestion. Sir, I am also thankful to my fellow shareholders, who has taken their time out and actively participated in the AGM. Sir, I am a shareholder since the IPO days, and I could not attend the meeting. This COVID-19 has shown up this great opportunity to join the meeting. And I'm also thankful to Mr. Agarwal, who helped me to be a speaker in the AGM. Sir, I have a few queries. Number one, I have disturbed being an auditor myself to have the qualification from your auditor in the report. And I hope -- and you will appraise me when you think this qualification will not be there in the auditor's report from next year. Number two, the dividend as compared to the other year is very poor, and I hope under your able guidance, the company will prosper and you will also try and give an interim dividend. In respect of dividend, I have 1 observation that due to the [indiscernible] law of 2013, if the shareholders do not claim their dividends for 7 years, their shares are also liable to be forfeited. So I request the management and the secretarial department to take a proactive action in this regard so that the shareholders do not get into the clutches of this clause. Sir, another point is what is your dividend policy if you can spill out? And what is your total CapEx for the current fiscal? Do you think you will be able to recover from the post-COVID period to the normal in the working of the company in the current year or you will be able to do it from '21 if you kindly enlighten us? Sir, with this, I would like to conclude. And thank you very much for giving me this opportunity. Thank you.

Thank you, Mr. Sewel. May I request Mr. Deepak Kayal to speak now? Mr. Deepak Kayal?

My name is Deepak Kayal. Thanks for accepting my request to speak at AGM. I've gone through the annual report and came across that ZEE5, the digital platform of the company has witnessed significant growth across various parameters. I would like to congratulate the team for the same and for winning various awards. I have few questions in relation to ZEE5. Like, is ZEE5 available in the international market? And is there any plan of the company to explore international market? What would be the expected revenue from the business in the next fiscal year? And my third and the last question is, what is the of USP of ZEE5? And how it is different and competitive from other OTT platforms, who have much deeper pockets? Further, at this point, I would also like to suggest that if ZEE5 operating team can explore the possibilities of putting content relating to children education and knowledge on the platform? With this, I'm concluding my speech.

Thank you, Mr. Kayal. May I request Mr. Dinesh Gopaldas Bhatia to speak now?

[Foreign Language] Hello?

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Thank you, Mr. Bhatia. May I request Mr. Dipankar to speak now?

Hello. Yes. Good afternoon. My first question is addressed to the auditors, the statutory auditors of the company. And this is regarding the issuance and existence of the letter of comfort in May 2016. This existence of this letter of comfort was never pointed out in the audit reports in the last 3 or 4 years. And the auditors this year have cited that there is a material weakness in the internal controls as a result of which the issuance of such letters of comfort could not be detected. So my question is, why was this material weakness in the internal controls not detected in all these 3 or 4 years? It is only because Yes Bank attempted to enforce this letter of comfort that the matter has come to light. So what -- why was the material weakness not identified in all these years before? It is now -- if you raised this issue now after the incident has happened, it is like pointing out that after a safe has been robbed, that the safe was not locked. So I would like the specific comments of the statutory auditors on this. Now regarding this letter of comfort, I would also like to know whether this letter of comfort's issuance was approved by the Board or by a competent authority to whom the Board had delegated this authority? And the other question for the management is that since the statuary auditors have identified a material weakness, which facilitated such events. What has the steps being taken to tighten or to review the internal controls? Because in your corporate governance 4.0, you have reviewed investment policies, you have reviewed treasury policies, you have reviewed the policies for the advanced purchase of content and also related party transactions. But I don't find anything about reviewing the internal controls or tightening the internal controls, which led to the issuance of such a letter of comfort. The next issue is the related party transactions. You have 1 related party customer for whom a provision INR 118 crores has been made on account of doubtful recovery of receivables. So my question is, have we stopped supplying content to this party? And if not, why not? Because I understand that you have entered into a repayment program with this party, which is fine. So let them adhere to that repayment program. And after they have completely liquidated, that you -- we can start supplying. Otherwise, it is like a bank giving fresh loans to a party, whose account has been declared an NPA. My next question is regarding the investments in overseas mutual funds, which have been sold at a loss of INR 385 crores to the shareholders. So first point is have the funds on account of this year, I think, it was around INR 224 crores have been received, because I understand that they were supposed to have been received in September. We are now on the 18th of September. So would just like to know whether these funds have been received. And the second issue on this is that you have done a lot of -- I mean, the new Board has done a lot of investigations of the advanced purchase of content. You have also done an investigation of the related party transactions. So why was an investigation not done of these investments because these seem to be very doubtful in your...

Would you please conclude your question?

Pardon?

Would you please conclude your question? The time is already up.

Yes. So this was the question on investments. And I've got 2 observations to make on the running of the business. First is the -- Hindi General Entertainment Channel has been underperforming for the last 2 years. And every quarter, we are told that you are reviewing the content, but nothing happens. So I would suggest that you please start exploring, replacing the people who run this business. And the last and final question is that this company has very hard fixed costs, especially employee fixed costs and this hits the company when the revenues are down. So please explore the possibility of converting some of these employees into variable consultants and freelancer on a contract basis?

Thank you, sir. May I now request Mrs. Gauri Ashis Goenka to speak?

Audible?

Yes, ma'am. Please go ahead. Mrs. Goenka, please go ahead.

Yes. Am I audible?

Yes, ma'am. Please go ahead.

Yes. Respected Chairman and the other members. Thanks for inviting for this AGM. My name is Gauri Goenka, and I must appreciate the efforts that are put in by the newly appointed the Company Secretary, Mr. Ashish Agarwal for reaching out to speaker shareholders and guiding them in nicely manner to attend the meeting. Sir, the Board of Directors have recommended only INR 0.30 for equity shares, which is very less, but we are happy as something is better than nothing. I'm the shareholder of many companies, which have not declared the dividend, giving the excuse of COVID pandemic. Although they have huge reserves from which they can easily pay the token dividend like you have declared. Sir, I support you as a shareholder for this decision. My question to the management is that do they have -- do you all have any plans to pay interim dividend during this financial to compensate the shareholders of the company? Second, as shareholders of the company, I suggest that the company should give us some discount in the subscription of ZEE5 as this will help in increase the subscription base taking into consideration the existing competition the platform is facing. And lastly, do you promise any discount to your employees for the subscription of ZEE5?

Mr. Goenka, you're on mute, please.

Thank you, Swathi. Thank you, Mrs. Goenka. May I request Mr. Gautam Tiwari to speak now? Mr. Tiwari?

Okay. Okay. Mr. Goenka, you may proceed further. We'll try and connect with Mr. Gautam Tiwari later.

May I request Mr. Hari Ram Choudhury to speak now?

Now I'm starting my video. Now my video has started. I believe that you can hear my voice also, Mr. Chairman. So can you hear my voice, please?

Yes. I can.

Can I continue to speak? Sri Gopalan ji and Chairman and Subash Chandra ji Goyal and Managing Director Goenka ji. And we are proud that we are proud that our Subhash Chandra Goyal is a member of [indiscernible], he's amongst us. And I'm specifically proud because I'm a member of [indiscernible]. So Subhash Chandra ji, my best complements to you. Now Mr. Chairman, the -- we have so many reporters and Cameramen. And they cover the reports risking their life. Here's to them. So we appreciate very much that they are bringing the news to us, risking their life. And Mr. Chairman, in the earlier stage, earlier few minutes, technically, it was very wrong. We could not have the big photographs of the directors. And even now also very small photographs of the directors are seen. In their cases he [indiscernible] has also photographs. Even that in the list of panelists also, we don't see the name of the directors. Why it is so change in so many other companies, it is not so. And Mr. Chairman, you are hearing me? My voice is coming?

Yes, sir. Please continue.