k Provisions, contingent liabilities and contingent
assets

The Company recognizes provisions when a present
obligation (legal or constructive) as a result of a
past event exists and it is probable that an outflow
of resources embodying economic benefits will be
required to settle such obligation and the amount of
such obligation can be reliably estimated. Provisions
are not recognised for future operating losses.

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

A disclosure for a contingent liability is made when
there is a possible obligation or a present obligation
that may, but probably will not require an outflow
of resources embodying economic benefits or the
amount of such obligation cannot be measured
reliably. When there is a possible obligation or a
present obligation in respect of which likelihood of
outflow of resources embodying economic benefits
is remote, no provision or disclosure is made.

Contingent assets are not recognised in the
standalone financial statements, however they are

disclosed where the inflow of economic benefits
is probable. When the realization of income is
virtually certain, then the related asset is no longer
a contingent asset and is recognised as an asset.

l Revenue recognition

(i) Revenue from contract with customers

Revenue from contract with customers is
recognised when control of the goods or services
is transferred to the customer at an amount that
reflects the consideration to which the Company
expects to be entitled in exchange for those
goods or services. When the Company acts in the
capacity of an agent rather than as the principal
in a transaction, the revenue recognised is the net
amount of commission earned by the Company.

Revenue from advertisement

Revenue from advertisement is recognized
when advertising benefits are transferred to the
customer i.e. when each advertisement is aired
as per the contract terms.

Revenue is measured based on the transaction
price, which is the consideration, adjusted for
discounts and incentives if any, as specified in
the contract with the customer. Revenue also
excludes taxes collected from the customers.

Revenue from subscription

Revenue from subscription is recognized over
time on performance of television broadcasting
service to subscribers as per the terms of the
contract.

Revenue from sale of television programs
and content including program feeds is
recognized at a point in time, when the control
of television programs and content is transferred
to the customer involving single performance
obligation, which is generally at the point of
delivery as per the terms of the contract. Revenue
from sale of content is recognized over time,
where the customer simultaneously receives and

consumes the benefits provided by the entity's
performance as the entity performs.

Revenue from channel management fee is

recognized over a period of time on performance
of obligation as per the terms of the contract.

Variable consideration

If the consideration promised in a contract includes
a variable amount, the Company estimates the
amount of consideration to which the Company
will be entitled in exchange for transferring the
promised goods or services to the customer.
Where customers are provided with discounts,
rebates etc., such discounts and rebates will
give rise to variable consideration. The Company
follows the 'most likely amount' method in
estimating the amount of variable consideration.

Contract balances

Contract assets

Contract asset is recognised where there is
excess of revenue earned over billing done.
Contract asset is classified as unbilled revenue
where there is unconditional right to receive
cash and only passage of time is required as per
contractual terms.

Contract liabilities

A contract liability is the obligation to transfer
goods or services to a customer for which the
Company has received consideration from the
customer. If a customer pays consideration
before the Company transfers goods or services
to the customer, a contract liability is recognised.
Contract liabilities are recognised as revenue
when the Company performs under the contract.

Trade receivables

A receivable represents the Company's right to
an amount of consideration under the contract
with a customer that is unconditional and
realizable on the due date.

Arrangements with Multiple Performance
Obligations

The Company's contracts with customers may
include multiple performance obligations. For
such arrangements, the Company allocates
revenue to each performance obligation based
on its relative standalone selling price, which
is generally determined based on the price
charged to customers.

(ii) Interest income is recognized using the effective
interest rate (EIR) method, which is the rate
that exactly discounts the estimated future
cash receipts through the expected life of the
financial assets.

m Retirement and other employee benefits

(i) The Company operates both defined benefit and
defined contribution schemes for its employees.

For defined contribution schemes the amount
charged as expense is equal to the contributions
paid or payable when employees have rendered
services entitling them to the contributions.

For defined benefit plans, actuarial valuations
are carried out at each balance sheet date using
the Projected Unit Credit Method. All such plans
are unfunded.

All expenses represented by current service cost,
past service cost, if any, and net interest on the
defined benefit liability/ (asset) are recognized
in the standalone statement of profit and loss.
Remeasurements of the net defined benefit liability/
(asset) comprising actuarial gains and losses
(excluding interest on the net defined benefit liability/
asset)) are recognised in Other Comprehensive
Income (OCI). Such remeasurements are not
reclassified to the standalone statement of profit
and loss, in the subsequent periods.

(ii) Other long-term employee benefits: The Company
has a policy on compensated absences which
are both accumulated and non-accumulated.
The expected cost of accumulated compensated
absences is determined by actuarial valuation

performed by an independent actuary at each
balance sheet date using projected unit credit
method on the additional amount expected to be
paid/availed as a result of the unused entitlement
that has accumulated at the balance sheet date.
Expense on non-accumulated compensated
absences is recognized in the period in which the
absences occur.

The Company presents the leave as a current
liability in the balance sheet, to the extent it
does not have an unconditional right to defer its
settlement for twelve months after the reporting
date. Where Company has the unconditional
legal and contractual right to defer the
settlement for a period beyond twelve months,
the same is presented as non-current liability.

(iii) Short-term employee benefits: All employee
benefits payable wholly within twelve months
of rendering the service are classified as short
term employee benefits and they are recognized
in the period in which the employee renders the
related service. The Company recognizes the
undiscounted amount of short-term employee
benefits expected to be paid in exchange for
services rendered as a liability.

n Transactions in foreign currency

The functional currency of the Company is Indian

Rupee (?) which is also the presentation currency. All

other currencies are accounted as foreign currency.

(i) Foreign currency transactions are accounted at
the exchange rates prevalent on the date of such
transactions.

(ii) Foreign currency monetary items are translated
using the exchange rate prevalent at the
reporting date. Exchange differences arising on
settlement of monetary items or on reporting
such monetary items at rates different from
those at which they were initially recorded during
the year, or reported in previous standalone
financial statements are recognised as income
or as expense in the period in which they arise.

(iii) Non-monetary foreign currency items are carried
at historical cost and translated at the exchange
rate prevalent at the date of transaction.

o Income taxes

Tax expense comprises of current and deferred tax.

(i) Current tax

Current tax is the amount of income taxes payable
in respect of taxable profit for a period. Current tax
for current and prior periods is recognized at the
amount expected to be paid to or recovered from
the tax authorities, using the tax rates and tax laws
that have been enacted or substantively enacted by
the balance sheet date. Management periodically
evaluates positions taken in the tax returns with
respect to situations in which applicable tax
regulations are subject to interpretation and
establishes provisions where appropriate.

(ii) Deferred tax

Deferred tax assets and liabilities are recognized
for all temporary differences arising between
the tax bases of assets and liabilities and their
carrying amounts in the standalone financial
statements except when the deferred tax arises
from the initial recognition of an asset or liability
that effects neither accounting nor taxable profit
or loss at the time of transition. Deferred tax
assets are reviewed at each reporting date and are
reduced to the extent that it is no longer probable
that the related tax benefit will be realized.

Deferred tax assets and liabilities are measured
using tax rates and tax laws that have been enacted
or substantively enacted by the balance sheet date
and are expected to apply to taxable income in the
years in which those temporary differences are
expected to be recovered or settled.

Deferred tax assets and liabilities are offset
when there is a legally enforceable right to
offset current tax assets and liabilities and

when the deferred tax balances relate to the
same taxation authority. Current tax assets and
tax liabilities are offset where the entity has a
legally enforceable right to offset and intends
either to settle on a net basis, or to realise the
asset and settle the liability simultaneously.

(iii) Presentation of current and deferred tax

Current and deferred tax is recognised in the
standalone statement of profit and loss, except
to the extent that it relates to items recognised
in other comprehensive income or directly in
equity. In this case, the tax is also recognised
in other comprehensive income or directly in
equity, respectively.

p Earnings per share

Basic earnings per share is calculated by dividing
the net profit or loss (excluding other comprehensive
income) for the year attributable to equity shareholders
by the weighted average number of equity shares
outstanding during the year. The weighted average
number of equity shares outstanding during the year
is adjusted for events such as bonus issue, bonus
element in a right issue, shares split and reserve
share splits (consolidation of shares) that have
changed the number of equity shares outstanding,
without a corresponding change in resources. For the
purpose of calculating diluted earnings per share,
the net profit or loss (excluding other comprehensive
income) for the year attributable to equity share
holders and the weighted average number of shares
outstanding during the year are adjusted for the
effects of all dilutive potential equity shares.

q Exceptional items

Certain occasions, the size, type, or incidences of the
item of income or expenses pertaining to the ordinary
activities of the Company is such that its disclosure
improves the understanding of the performance of
the Company, such income or expenses is classified
as an exceptional item and accordingly, disclosed in
the standalone financial statements.

r Non-current assets held for sale

Non-current assets and disposal groups classified
as held for sale are measured at the lower of their
carrying value and fair value less costs to sell.

Assets and disposal groups are classified as held for
sale if their carrying value will be recovered through
a sale transaction rather than through continuing
use. This condition is only met when the sale is
highly probable and the asset, or disposal group, is
available for immediate sale in its present condition
and is marketed for sale at a price that is reasonable
in relation to its current fair value. The Company
must also be committed to the sale, which should be
expected to qualify for recognition as a completed
sale within one year from the date of classification.

2.3 Recent Indian Accounting Standards (Ind AS)

Ministry of Corporate Affairs ("MCA") notifies new
standards or amendments to the existing standards under
Companies (Indian Accounting Standards) Rules as issued
from time to time. For the year ended 31 March 2025,
MCA has notified Ind AS - 117 Insurance Contracts and
amendments to Ind AS 116 - Leases, relating to sale and
leaseback transactions w.e.f. April 1, 2024. The Company
has reviewed the new pronouncements and based on
its evaluation has determined that it does not have any
significant impact in its standalone financial statements.

3 Critical accounting judgment and estimates

The preparation of standalone financial statements in
conformity with Ind AS requires the management to make
estimates, assumptions and exercise judgement in applying
the accounting policies that affect the reported amount of
assets, liabilities and disclosure of contingent liabilities
at the date of standalone financial statements and the
reported amounts of income and expenses during the year.

The Management believes that these estimates are prudent
and reasonable and are based on the Management's best
knowledge of current events and actions. Actual results
could differ from these estimates and differences between
actual results and estimates are recognised in the periods

in which the results are known or materialized.

This note provides an overview of the areas that involves
a higher degree of judgement or complexity, and of items
which are more likely to be materially adjusted due to
estimates and assumptions turning out to be different
than those originally assessed.

a Contingencies

In the normal course of business, contingent
liabilities may arise from litigation and other claims
against the Company. Potential liabilities that have a
low probability of crystallizing or are very difficult to
quantify reliably, are treated as contingent liabilities.
Such liabilities are disclosed in the notes but are not
recognized.

b Useful lives and residual values

The Company reviews the useful lives and residual
values of property, plant and equipment, ROU assets
and intangible assets at each financial year end. The
lives are based on historical experience with similar
assets as well as anticipation of future events which
may impact their life.

c Impairment testing

(i) Impairment of financial assets

The impairment provisions for financial assets
disclosed are based on assumptions about risk
of default and expected loss rates. The Company
uses judgement in making these assumptions and
selecting the inputs to the impairment calculation,
based on the Company's past history, existing
market conditions as well as forward looking
estimates at the end of each reporting period.

(ii) Impairment of non-financial assets

Impairment exists when the carrying value of an
asset or cash generating unit (CGU) exceeds its
recoverable amount, which is the higher of its fair
value less costs of disposal and its value in use.
The fair value less costs of disposal calculation

is based on available data from binding sales
transactions, conducted at arm's length, for
similar assets or observable market prices less
incremental costs for disposing of the asset. The
value in use calculation is based on a DCF model.
The cash flows are derived from the budget for
the future years and do not include restructuring
activities that the Company is not yet committed
to or significant future investments that will
enhance the asset's performance of the CGU
being tested. The recoverable amount is sensitive
to the discount rate used for the DCF model as
well as the expected future cash-inflows and the
growth rate.

d Income taxes

(i) The Company's tax charge is the sum of the
total current and deferred tax charges. The
calculation of the Company's total tax charge
necessarily involves a degree of estimation and
judgment in respect of certain items whose tax
treatment cannot be finally determined until
resolution has been reached with the relevant
tax authority or, as appropriate, through a
formal legal process.

(ii) Accruals for tax contingencies require
management to make judgments and estimates
in relation to tax related issues and exposures.

(iii) The recognition of deferred tax assets is based
upon whether it is more likely than not that
sufficient and suitable taxable profits will be
available in the future against which the reversal
of temporary differences can be deducted.
Recognition therefore involves judgment regarding
the future financial performance of the Company.

e Fair value of financial instruments

The fair value of financial instruments that are not
traded in an active market is determined using
valuation techniques. In applying the valuation
techniques, management makes maximum use of
market inputs and uses estimates and assumptions

that are, as far as possible, consistent with
observable data that market participants would use
in pricing the instrument. Where applicable data is
not observable, management uses its best estimate
about the assumptions that market participants
would make. These estimates may vary from the
actual prices that would be achieved in an arm's
length transaction at the reporting date. For details
of the key assumptions used and the impact of
changes to these assumptions refer note 45.

f Defined benefit obligation

The cost of post-employment and other long term
benefits is determined using actuarial valuations.
An actuarial valuation involves making various
assumptions that may differ from actual developments
in the future. These include determination of discount
rates, expected rate of return on assets, future salary
increases and mortality rates. Due to the complexities
involved in the valuation and its long term nature,
a defined benefit obligation is highly sensitive to
changes in these assumptions. All assumptions are
reviewed at each reporting date. The assumptions
used are disclosed in note 46.

g Leases

Ind AS 116 requires lessees to determine the lease
term as the non-cancellable period of a lease
adjusted with any option to extend or terminate
the lease, if the use of such option is reasonably
certain. The Company makes an assessment on the
expected lease term on a lease-by-lease basis and
thereby assesses whether it is reasonably certain
that any options to extend or terminate the contract
will be exercised. In evaluating the lease term, the
Company considers factors such as any significant
leasehold improvements undertaken over the
lease term, costs relating to the termination of the
lease and the importance of the underlying asset
to the Company's operations and the availability
of suitable alternatives. The lease term in future
periods is reassessed to ensure that the lease term
reflects the current economic circumstances.

a) Unsecured Redeemable Non-Convertible Debentures (NCD) carry coupon of 10% per annum, payable quarterly and are
redeemable at par, at the end of eight years from the date of allotment, with early redemption option to both, the Company
and the Issuer.

b) Compulsorily Convertible Debentures (CCD) have a tenure of eighteen years from the date of allotment i.e. 29 June 2036. The
Company has an option to convert the CCD into equity shares of ' 10 each in the ratio of 1:1 at any time after initial period of
eighteen months, but within eighteen years from the date of allotment.

c) Impairment assessment

In accordance with Ind AS 36 "Impairment of Assets", management tested investments made in equity shares and Compulsorily
Convertible Debentures (CCDs) of its associates for impairment. During the previous year, based on the valuation of investment
in associates carried out by an independent valuer, the company had provided ' 109.60 million and ' Nil towards impairment
in the value of investment in Today Merchandise Private Limited (TMPL) and Today Retail Network Private Limited (TRNPL) in
addition to ' 404.80 million and ' 29.02 million provided in earlier years towards impairment in value of investment in TMPL
and TRNPL respectively.

The recoverable amount of investments in TMPL and TRNPL for impairment testing was determined using the fair value
approach wherein the fair value had been derived using the Net Asset Value (NAV) method. Based on the NAV method, the fair
market value of the investments in TMPL and TRNPL was determined to be Nil. The NAV approach calculates the value of the
investment by considering the net assets of the company, which includes its assets and liabilities.

d) Optionally convertible debentures (OCDs) have a tenure of 9 years from the date of allotment. The OCDs are convertible
into equity shares of ' 10 each in the ratio of 1:1,000,000 within 9 years from the date of allotment or at the option of the
issuer, whichever is earlier. These OCDs were issued to the Company upon conversion of unsecured loan given to and trade
receivables from Indiadotcom Digital Private Limited (formerly Rapidcube Technologies Private Limited).

As per the records of the Company, including its register of shareholders/ members and other declaration received
from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial
ownership of shares.

iv) The Company has not issued any bonus shares or bought back any shares or issued shares for consideration other
than cash during five years preceding 31 March 2025. However, the Company during the financial year ended 31
March 2022, had converted 154,639,175 Compulsorily Convertible Preference Shares (issued for consideration other
than cash during the year ended 31 March 2021) into equivalent number of equity shares.

v) The Company had instituted an Employee Stock Option Plan (ZNL ESOP 2009) as approved by the Board of Directors and
Shareholders of the Company in 2009 and amended from time to time for issuance of stock options convertible into equity
shares not exceeding in the aggregate 5% of the issued and paid up capital of the Company as at 31 March 2009 i.e. up
to 11,988,000 equity shares of ' 1 each, to the employees of the Company as well as that of its subsidiaries and also to
the directors (excluding independent director) of the Company at the market price determined as per the Securities and

Nature of security and terms of repayment for borrowings:

i) 2300 Unrated, unlisted, secured, redeemable Non Convertible Debentures (NCDs) of ' 1,000,000 each were issued at par
carrying coupon @ 9% per annum payable on a half-yearly basis, commencing from 1 July 2021 and carried Call / Put Option
during exercise period by issuing a notification of such exercise pursuant to which the Company will redeem all the NCDs in
full at their outstanding amount (including all accrued but unpaid interest) on the Call Option Date. NCDs were secured by
way of second charge on the entire movable fixed assets and immovable assets, current assets including receivables (present
and future) and first exclusive charge over the designated account (in which the amounts due and payable to the debenture
holder's are to be deposited) of the Company (other than debenture accounts) and were repayable in half-yearly instalments
commencing from July 2021 and ending in July 2025 with each such payment reducing the face value of the NCDs by the
amount paid. The final principal repayment schedule to ensure Yield to Maturity of 12.26% per annum on XIRR basis on the
face value of each Debenture. However, the Company and the Debenture Trustee have entered into supplemental debenture
trust deeds and accordingly these NCDs have been redeemed during the year.

(e) The Company has recognised deferred tax asset on unused tax loss to the extent it is probable that taxable profits will
be available against which such deferred tax assets can be utilized. The recognition of deferred tax assets is based on
projected-revenue estimates and management believes that these assets would be fully recovered within statutory
time limits.

Further, the Company has not recognized deferred tax asset of ' 926.67 million (31 March 2024: ' 699.44 million)
on carried forward business losses, including unabsorbed depreciation of ' 793.57 million (31 March 2024 : Nil) and
long-term capital loss of ' 3,177.22 million (31 March 2024: ' 3,057.01 million) which are available for set off against
future taxable income.

#Income tax demands mainly include appeals filed by the Company before various appellate authorities against the disallowance
of expenses / claims and demand related to non-deduction / short deduction of tax at source etc. The management is of the
opinion that its tax cases will be decided in its favour and hence no provision is considered necessary at this stage. Further the
Company is in process of rectification of demands related to non-deduction / short deduction of tax at source and post rectification
there will not be any demands related to non-deduction / short deduction of tax at source hence no provision is required.

^AThe Company has received legal notices of claims/law suits filed against it relating to infringement of copyrights, defamation
suits etc. in relation to programs telecasted / other matters. The claim amount is based on best possible estimate arrived at
on the basis of available information. The Company has engaged reputed advocates to protect its interest and has been advised
that it has strong legal position against such disputes. In the opinion of the management, no material liability is likely to arise
on account of such claims / law suits.

^AASecured against subservient charge by way of hypothecation of the Company's entire inventories if any, other movable
assets and entire movable fixed assets (excluding investment).

37. Micro, Small and Medium Enterprises

On the basis of information provided by the parties and available on record, the Company has no dues/payables to
micro and small enterprises as at 31 March 2025 and 31 March 2024 under the Micro, Small and Medium Enterprises
Development Act, 2006 ("the Act”). Further, there is no interest paid / payable to micro and small enterprises as at 31
March 2025 and 31 March 2024.

38. Information required under Section 186(4) of the Companies Act, 2013

During the year, the Company has not given any loans, provided security or guarantee to any body corporate. Further
there are no investments made by the Company other than those disclosed in Note 7 of the standalone financial
statements.

39. The Management is of the opinion that its international transactions for the current as well as previous year are at
arm's length and that the transfer pricing legislation will not have any impact on these standalone financial statements,
particularly on amount of tax expense and that of provision for taxation.

40. Disclosure as required by Schedule V(A) (2) of the SEBI (Listing Obligation and Disclosure Requirements)
Regulations, 2015

During the year, no loans and advances were given to subsidiaries, associates or firm / company in which directors are
interested.

42. Corporate Social Responsibility (CSR)

In accordance with the provisions of Section 135 of the Companies Act, 2013, the Company has a Corporate Social
Responsibility ('CSR') Committee. CSR spend is charged to the standalone statement of profit and loss under "Other
expenses" in line with ICAI Guidance Note issued in May 2015.

43. Segment information

The Company has only one identifiable business segment viz. News Publishing and Broadcasting Business.

44. Dividend paid and proposed

No dividend on equity shares is paid or proposed by the Board of Directors for the year ended 31 March 2025 and
31 March 2024.

45. Financial instruments

A Financial risk management objective and policies

The Company's principal financial liabilities comprise borrowings, lease liabilities, trade and other payables. The main
purpose of these financial liabilities is to finance the Company's operations. The Company's principal financial assets
include investments, trade and other receivables and cash and bank balances.

The Company is exposed to market risk, credit risk and liquidity risk. The Board provides guidance for overall risk-
management, as well as policies covering specific areas such as credit risk, liquidity risk and investment of excess liquidity.

(i) Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Company's income or the value of its holdings of financial instruments. The objective
of market risk management is to manage and control market risk exposures within acceptable parameters,
while optimizing the return. The sensitivity analysis excludes the impact of movements in market variables on
the carrying value of post-employment benefit obligations and on the non-financial assets and liabilities. The
sensitivity of the relevant profit and loss item is the effect of the assumed changes in respective market risks.
Financial instruments affected by market risk includes borrowings, deposits and other financial instruments.

1 Interest rate risk

This refers to risk to Company's cash flow and profits on account of movement in market interest rates.

For the Company the interest risk arises mainly from interest bearing borrowings which are at floating
interest rates. To mitigate interest rate risk, the Company closely monitors market interest and as appropriate
makes use of optimized borrowing mix / composition. Non-convertible debentures and vehicle loans carry
fixed coupon rate and hence not considered for calculation of interest rate sensitivity of the Company.

2 Foreign currency risk

Currency risk is the risk that the fair value or future cash flows fluctuate because of changes in market
prices. The Company is exposed to foreign exchange risk on their receivables and payables which are mainly
held in the United State Dollar ("USD"), the Euro ("EUR"), and the Great Britain Pound ("GBP"). Consequently,
the Company is exposed primarily to the risk that the exchange rate of the Indian Rupees ("INR") relative to
the USD, the EUR, GBP may change in a manner that has an effect on the reported values of the Company's
assets and liabilities that are denominated in these foreign currencies. Exchange rate exposures are not
hedged considering the insignificant impact and period involved on such exposure.

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to
meet its contractual obligations and arises principally from the Company's receivables from customers, deposits
given, investments and balances at bank. The Company measures the expected credit loss of trade receivables
based on financial conditions / market practices, credit track record in the market, analysis of historical bad
debts and past dealings for extension of credit to customers. Individual credit limits are set accordingly. The
Company monitors the payment track record of the customers and ageing of receivables. Outstanding customer
receivables are regularly monitored. The Company considers the concentration of risk with respect to trade
receivables as low, as its customers are located in several jurisdictions and industries and operate in largely
independent markets. The Company has also taken advances from some of its customers, which mitigate the
credit risk to an extent.

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or
at a reasonable price. For the Company, liquidity risk arises from obligations on account of financial liabilities -
borrowings, lease liability, trade payables and other financial liabilities. The Company's approach to managing
liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when
due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the
Company's reputation. The Company manages liquidity risk by maintaining adequate reserves, by continuously
monitoring forecast and actual cash flows and matching the maturity profiles of the financial assets and liabilities.
It maintains adequate sources of financing including loans, debt and overdraft from banks. It also enjoys strong
access to domestic capital markets across various debt instruments.

(ii) Fair value hierarchy

The fair values of the financial assets and liabilities are the amount that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market participants at the measurement date.

This section explains the judgements and estimates made in determining the fair values of the financial
instruments that are (a) recognized and measured at fair value and (b) measured at amortized cost and for which
fair values are disclosed in the standalone financial statements. To provide an indication about the reliability of
the inputs used in determining fair value, the Company has classified its financial instruments into three levels
prescribed under the Indian Accounting Standards. An explanation for each level is given below.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation
techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates.
If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included
in this level.

(b) The fair values of non-current financial assets and liabilities and long term borrowings are based on
discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair
value hierarchy due to the use of unobservable inputs.

(c) The carrying amounts of trade receivables, cash and bank balances, current borrowings, trade payables and
other financial liabilities are considered to be approximately equal to the fair value due to the short-term
maturities of these financial assets / liabilities.

(d) There have been no transfers between level 1, level 2 and level 3 for the years ended 31 March 2025 and 31
March 2024.

46. Gratuity and other long-term benefit plans

The disclosures of employee benefits as defined in the Ind AS 19 - "Employee Benefits” are given below:

(a) Defined contribution plan:

"Contribution to provident and other funds" is recognized as an expense in note 26 "Employee benefits expense" of
the standalone financial statements.

(b) The present value of obligation is determined based on actuarial valuation using the projected unit credit method,
which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures
each unit separately to build up the final obligation. The obligation for gratuity is non funded.

Notes:

(a) The amount recognized as expenses and included in the note 26 'Employee benefits expense' are gratuity
' 30.50 million (31 March 2024: ' 30.32 million) and leave encashment ' 25.36 million (31 March 2024:
' 29.77 million). Net interest cost on defined benefit obligation recognized in note 27 'Finance costs' is ' 15.65
million (31 March 2024: ' 14.17 million). The remeasurement of the net defined benefit liability is included in
other comprehensive income.

(b) The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation,
seniority, promotion, past experience and other relevant factors including demand and supply in the
employment market.

VIII. The Company is exposed to various actuarial risks which are as follows:

(a) Interest rate risk - The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates
will result in an increase in the ultimate cost of providing the defined benefit and will thus result in an
increase in the value of the liability.

(b) Liquidity risk - This is the risk that the Company is not able to meet the short-term benefit payouts. This
may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid
assets not being sold in time.

(c) Salary escalation risk - The present value of the defined benefit plan is calculated with the assumption of
salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan
participants from the rate of increase in salary used to determine the present value of obligation will have a
bearing on the plan's liability.

(d) Demographic risk - The Company has used certain mortality and attrition assumptions in valuation of the
liability. The Company is exposed to the risk of actual experience turning out to be worse as compared to the
assumptions.

(c) Other long term benefits

The obligation for leave benefits (non funded) is also recognized using the projected unit credit method and accordingly
the long term paid absences have been valued.

47. Collateral / security pledged / hypothecated

The carrying amount of assets pledged / hypothecated as security for current and non-current borrowings of the Company
are as under:

48. Related party disclosures
(A) List of parties:

(i) Wholly owned subsidiaries

- Zee Akaash News Private Limited

- Indiadotcom Digital Private Limited (formerly Rapidcube Technologies Private Limited)

- Zee Media Inc#

- Pinews Digital Private Limited#

# The Company has incorporated two Wholly Owned Subsidiary Companies viz. ‘Zee Media Inc' on April 4, 2024,
in the State of Delaware, United States of America and Pinews Digital Private Limited on July 03, 2024 in India.
Further, due to pending approvals for Overseas Direct Investment (ODI), no investment has been made by the
Company in Zee Media Inc till 31 March 2025.

(ii) Associates

- Today Merchandise Private Limited (extent of holding 49%)

- Today Retail Network Private Limited (extent of holding 49%)

(iii) Key Management Personnel / Directors

a) Executive director and Chief Financial Officer - Dinesh Kumar Garg

b) Non-executive directors - Amitabh Kumar, Raj Kumar Gupta, Surender Singh, Susanta Kumar Panda,
Swetha Gopalan, Purushottam Vaishnava (ceased w.e.f. 25 November 2024), Vikas Garg ( Appointed w.e.f. 26
October 2024)

c) Other Key Management Personnel - Ranjit Srivastava (Company Secretary), Abhay Ojha (Chief Executive
Officer) (Appointed w.e.f. 02 May 2023 and ceased w.e.f 04 May 2024), Karan Abhishek Singh (Chief Executive
Officer ) (Appointed w.e.f 10 July 2024)

(iv) Other related parties with whom transactions have taken place during the year and balance outstanding as at
year end:

Creantum Security Solutions Private Limited, Digital Subscriber Management and Consultancy Services Private
Limited, Diligent Media Corporation Limited, Subhash Chandra Foundation, Essel Corporate LLP, Ez-Mall Online
Limited, Pan India Network Limited, EZ- Buy Private Limited, Omnitrade Marketing Services Private Limited,
Altilis Technologies Private Limited

50. Going Concern

The Company has incurred a loss of ' 1,003.46 million for the year ended 31 March, 2025, and the Working Capital stands
negative as at that date. To address the same, the Company has been taking various steps including cost rationalization
measures and has obtained credit period extension to discharge some of its contractual obligations. Further, the Company
has met all its debt and interest obligations payable to its lenders / banks and financial institutions and has a healthy net
worth as at 31 March, 2025. As mentioned in note 52(a), the Company has received warrant subscription price against
allotment of fully convertible warrants. Additionally, the Board of the Company has also approved raising funds by issuance
of 5% coupon, unsecured, unlisted, FCCBs up to USD 46,590,000, with a maturity of 10 years on a private placement basis,
as mentioned in note 52(c). Further, as mentioned in note 52(b), subject to Order of the Hon'ble DRT and other courts,
the Company expects receiving the balance monies towards 135,000,000 share warrants issued to a Promoter Group
entity. The Company's business plan for the next financial year, as approved by the Board of Directors, exhibits plans to
secure higher revenues thereby improving operational cash flows. The Company believes that the above capital infusion in
addition to the cost rationalisation measures along with business plan will enable it to settle its liabilities as they fall due,
and accordingly, these standalone financial statements have been prepared on a going concern basis.

51. Consequent to the invocation of the Corporate Guarantee issued by the Company in relation to the Non-Convertible
debentures of Diligent Media Corporation Limited ("DMCL") and subsequent to the discharge of the liability by the
Company under the said Corporate Guarantee, an amount of ' 2,900.00 million was recoverable by the Company from
DMCL, in addition to other receivables of ' 193.03 million. Post discussions, the Company and DMCL proposed to settle
the entire outstanding amount of ' 3,093.03 million, by - transfer / assignment of Identified Trademarks of DMCL valued
at ' 1,700 million, cash payment of ' 120 million, and writing off of the balance amount of ' 1,273.31 million. The Board
of Directors of both the companies had approved the draft Settlement Agreement inter-alia containing the detailed terms
of Settlement. The said settlement terms were approved by the shareholders of the Company and were also approved by
the shareholders of DMCL on 30 September, 2022. Upon receipt of the requisite approvals, the Company, during the year
ended 31 March, 2023, had entered into the said settlement agreement with DMCL, which was subject to transfer of all
rights, clear title and interest in the identified trademarks of DMCL to the Company. As per the said settlement agreement,
the Company had received the payment of ' 120.00 million from DMCL, written off receivables (against provision made
during the financial year 2021-22) of ' 1,273.31 million during the year ended 31 March, 2023.

Subsequently, the Companies executed addendums / documents with respect to the settlement agreement, affirming
that the Company will have exclusive rights over the Identified Trademarks and DMCL shall take all steps to transfer the
clear title pertaining to the Identified Trademarks to the Company. Basis the execution of aforementioned documents, the
Company had recognised the Identified Trademarks as an intangible asset during the year ended 31 March, 2024.

52. a) The Board of Directors of the Company, at its meeting held on 27 September, 2024, approved issuance of fully

convertible Warrants on preferential basis for an amount not exceeding ' 2,000 million. Upon receipt of requisite
approvals and receipt of 25% of the Warrant Issue Price ('Warrant Subscription Price'), aggregating to ' 500 million,
the Company allotted 133,333,333 (Thirteen Crores Thirty-Three Lakhs Thirty Three Thousand Three Hundred and
Thirty Three Only) fully convertible warrants on a preferential basis to three Foreign Portfolio Investors ('FPIs')
(forming part of the Non-Promoter / Non-Promoter Group category) on 7 November, 2024. The allotment of these
Warrants entitles the Allottees to seek conversion of the Warrants in one or more tranches, within a maximum period
of 18 months from the date of allotment of the Warrants, upon payment of Warrant Exercise Price of ' 11.25/- per
Warrant (which is 75% of the Warrant Issue Price) into fully paid-up Equity Share of the Company on a 1:1 basis, at a
price of ' 15/- per share (including a premium of ' 14/- per share), against each Warrant.

b) The Company had allotted 135,000,000 warrants on 5 January, 2022 to Asian Satellite Broadcast Private Limited,
a Promoter Group entity, on a preferential basis, at an issue price of ' 12.20 per warrant (including premium of '
11.20), in terms of applicable provisions. The said Warrants were inter-se transferred to Elitecast Media Limited
('Elitecast'), another promoter group entity. Subsequently, Elitecast informed that pursuant to the Order(s) passed
by Hon'ble Delhi High Court, Debt Recovery Tribunal (DRT) and other courts, Elitecast had been directed to maintain
status quo in respect of the said Warrants and accordingly upon advise of the Board, the Company filed appropriate
application with SEBI to seek relaxation / extension for receiving the Warrant Exercise Price from Elitecast. SEBI vide
its communication dated 24 August, 2023 had advised the Company that it may seek the said relaxation/extension
post final Order of Hon'ble DRT in the said matter and the Company to abide by directions of Hon'ble DRT in this
regard.

c) The Board of Directors of the Company, at its meeting held on 08 April, 2025, inter-alia approved raising funds by
issuance of 5% coupon, unsecured, unlisted, Foreign Currency Convertible Bonds ('FCCBs') up to USD 46,590,000, with
a maturity of 10 years on a private placement basis to certain Proposed Investors, on terms and conditions as decided
between the Company and the Proposed Investors, subject to requisite approvals, as per the applicable External

Commercial Borrowing guidelines set forth by the Reserve Bank of India and opened the issuance of FCCBs on the
same date. Further, the conversion price was fixed at ' 13.50/- per equity share of the Company (including equity
premium of ' 12.50/-) based on the pricing formula as prescribed under the Issue of Foreign Currency Convertible
Bonds and Ordinary Shares (Through Depository Receipt Mechanism) Scheme 1993.

53. To the best of information of management of the Company, the disclosure requirements to be given pursuant to Gazette
notification for amendments in Schedule III to the Companies Act, 2013 dated 24 March 2021 effective from 01 April 2021
pertaining to following matters are either disclosed or not applicable to the Company.

(i) The Company has following transactions with struck off companies under Section 248 of the Companies Act, 2013 or
Section 560 of Companies Act, 1956

0.00 million represents amount less than ' 5000

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

(iii) The Company has not been declared a wilful defaulter by any bank or financial institution or other lender.

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

(v) There are no transactions related to previously unrecorded income that have been surrendered or disclosed as
Income during the year in the tax assessments under the Income Tax Act,1961.

(vi) The Company has not traded or invested in Crypto currency or virtual currency during the financial year.

(vii) As per Clause (87) of section 2 and section 186(1) of the Companies Act, 2013 and Rules made thereunder, the
company is in compliance with the number of layers as permitted under the said provisions.

(viii) Utilization of borrowed funds and share premium

(a) No funds (which are material either individually or in the aggregate) have been advanced or loaned or invested
(either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any
other person or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall, whether , directly or indirectly lend or invest in other persons
or entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or
provided any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(b) No funds (which are material either individually or in the aggregate) have been received by the Company from
any person or entity, including foreign entity ("funding parties"), with the understanding, whether recorded in
writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the funding parties ("Ultimate Beneficiaries") or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

55. Non-current assets held for sale

As at 31 March 2025, the Company reclassified portion of its ROU assets comprising of two flats (Carrying value ' 20.08
million as at 31 March 2025), as non-current assets held for sale since it is expected that the recovery of this value will
primarily occur through a sale transaction, rather than through continued use.

56. The accounting software used by the Company to maintain its Books of account have a feature of recording audit trail
(edit log) facility and the same has been operated throughout the year for all transactions recorded in the software.
The Company has an established process of regularly identifying the shortcomings, if any, and updating technological
advancements and features including audit trail. The shortcomings identified during the course of audit are being
reviewed and corrective action is being taken, wherever required. Additionally, the audit trail has been preserved as per
the statutory requirements for record retention.

57. During the year ended 31 March 2025, the managerial remuneration paid by the Company is in excess of the limits
prescribed under section 197 (read with Schedule V) of the Companies Act, 2013 by ' 1.11 million. The said excess amount
is refundable to the company as at 31 March 2025 and the same is shown as recoverable from the director (held in trust
by the said director) as at that date.

58. Previous year's figures have been regrouped / rearranged wherever necessary to correspond with current year's
classifications / disclosures.

As per our attached report of even date For and on behalf of the Board

For Ford Rhodes Parks & Co. LLP Susanta Kumar Panda Dinesh Kumar Garg

Chartered Accountants Non-Executive Chairman Executive Director - Finance and CFO

Firm Registration No. 102860W/W100089 DIN: 07917003 DIN: 02048097

Nitin Jain Karan Abhishek Singh Ranjit Srivastava

Partner Chief Executive Officer Company Secretary

Membership No. 215336 Membership No: A18577

Noida, 05 May 2025 Noida, 05 May 2025