1. We have audited the accompanying financial statements of
Music Broadcast Limited ("the Company"), which comprise
the Balance Sheet as at March 31, 2025, and the Statement
of Profit and Loss (including Other Comprehensive loss),
the Statement of Changes in Equity and the Statement
of Cash Flows for the year then ended, and notes to the
financial statements, including material accounting policy
information and other explanatory information.
2. In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
financial statements give the information required by
the Companies Act, 2013 ("the Act") in the manner so
required and give a true and fair view in conformity with
the accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31, 2025,
and total comprehensive loss (comprising of loss and other
comprehensive loss), changes in equity and its cash flows
for the year then ended.
Basis for Opinion
3. We conducted our audit in accordance with the Standards
on Auditing (SAs) specified under Section 143(10) of the
Act. Our responsibilities under those Standards are further
described in the "Auditor's Responsibilities for the Audit
of the Financial Statements" section of our report. We are
independent of the Company in accordance with the Code
of Ethics issued by the Institute of Chartered Accountants
of India together with the ethical requirements that are
relevant to our audit of the financial statements under
the provisions of the Act and the Rules thereunder,
and we have fulfilled our other ethical responsibilities
in accordance with these requirements and the Code
of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis
for our opinion.
Emphasis of Matter
4. We draw your attention to Note 35 of the financial
statements, which describes a petition under Sections
241, 242 and 244 of the Companies Act, 2013 filed by
certain promoter and promoter group members against
the other promoters and promoter group members of
Jagran Prakashan Limited (the Holding Company), which
is pending with the National Company Law Tribunal
('NCLT'). As stated in the said note, the management at
present does not expect any impact of this matter on the
Company. Our opinion is not modified in respect of this
matter.
Key audit matters
5. Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the
financial statements of the current period. These matters
were addressed in the context of our audit of the financial
statements as a whole and in forming our opinion thereon,
and we do not provide a separate opinion on these
matters. We have determined the matters described
below to be the key audit matters to be communicated
in our report.
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Key audit matter
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How our audit addressed the key audit matter
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i) Assessment of carrying amount of deferred tax
balances
[Refer to the notes 12 and 20 to the financial statements]
Pursuant to the enactment of the Finance Act, 2019 and
the Taxation Laws (Amendment) Act, 2019, announcing
key changes to corporate tax rates in the Income-tax
Act, 1961, the management carried out an assessment
to consider the implications of the amendments
providing an option to pay tax at a concessional rate,
subject to compliance with conditions prescribed
therein, specifically surrender of specified deductions/
incentives. Based on the management's assessment,
projections of future taxable profits and the impact on
carrying amount of deferred tax balances, including
Minimum Alternate Tax (MAT) credit, the Company has
estimated to adopt the lower rate of tax in a future year
after utilising the available MAT credit balance.
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Our procedures in relation to the management's assessment of
carrying value of deferred tax balances included the following:
• Understanding and evaluation of the process and controls
designed and implemented by the management in relation to
'Income Taxes' and testing their operating effectiveness.
• Evaluating the Company's accounting policy in respect of
recognising deferred tax assets/ liabilities, including MAT credit.
• Evaluating the management's assessment of availing benefits and
exemptions under the Income-tax laws.
• Assessing appropriateness of the tax rate applied to future taxable
profits in light of current tax laws and substantively enacted tax
rates.
• With the involvement of our experts, evaluating the management's
assessment on the availability of future taxable profits to support
measurement of deferred tax balances as at the year-end.
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Key audit matter
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How our audit addressed the key audit matter
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The deferred tax balances have, accordingly, been
measured as at March 31, 2025. We considered this as a
key audit matter because of the significance of the amount
involved, significant judgments involved in estimation of
future taxable profits, the period over which MAT credit
would be utilised and the expected year of adoption of the
concessional tax rate.
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• Assessing the reasonableness of the assumptions underlying the
management's forecasts of future profits by comparing with the
historical results and the approved business plans in light of the
relevant economic and industry indicators.
• Performing sensitivity analyses on the projected taxable profits by
varying key assumptions, within reasonable range.
• Assessing the adequacy of disclosures [notes 12 and 20] in the
financial statements for deferred tax, MAT credit and the basis of
management estimates.
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ii) Assessment of recoverability of trade receivables
[Refer to the notes 5(b) and 22(A) to the financial
statements]
The Company recognises provision against trade
receivables based on expected credit loss (ECL) model
as per Ind AS 109 'Financial Instruments'.
The ECL is computed by the Company based on
historical credit loss experience, specific reviews of
customer accounts as well as experience with such
customers, current economic and business conditions.
The recoverability of trade receivables and the valuation
of the allowance for ECL against trade receivables
has been considered a key audit matter due to the
judgement involved in determining the provision
which requires evaluation of various factors such as the
financial condition of the counterparty, probability of
default, loss given default, expected future cash flows
and other related factors, and also considering the
significant balance of the trade receivables as at the
year-end.
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Our procedures in relation to the management's assessment of
recoverability of trade receivables included the following:
• Obtaining an understanding of the process and testing the
design, implementation and operating effectiveness of relevant
internal controls for evaluating the recoverability of trade
receivables including collection process and the methodology for
determining the allowance for impaired trade receivables.
• Evaluating reasonableness of the method and assumptions
and judgements used by the management with respect to
recoverability of trade receivables, including assessment of
the profile of trade receivables, financial condition of the
counterparty, probability of default, loss given default, expected
future cash flows and the economic environment applicable to
these debtors.
• Evaluating the simplified approach applied by the Company
to identify lifetime ECL. In doing so, obtained the schedule of
receivables aging, inquired into aged balances and assessed
management's explanation for collectability. Also tested the
management's computation of the provision for ECL.
• Comparing receipts subsequent to the financial year end relating
to trade receivable balances as at March 31, 2025 with bank
statements and relevant underlying documentation for selected
samples.
• Evaluating the presentation and disclosure of the trade receivable
balance and the related allowance in the financial statements.
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iii) Assessment of impairment of assets
[Refer to the note 29 to the financial statements]
The Company carries its Property, Plant and Equipment,
Right-of-use assets and Intangible assets (including
under development) at cost less accumulated
depreciation, amortization and impairment losses.
As at March 31, 2025, the market capitalisation was lower
than the carrying amount of net assets of the Company.
This reduction in market capitalisation triggered the
requirement for the Company to compute the value
in use of the Cash Generating Unit (CGU) to which the
aforesaid assets belong.
The management has used the discounted cash flow
model to assess the value in use of the CGU, which
requires judgement in respect of certain key inputs like
determining an appropriate discount rate, future cash
flows, etc. Based on the management's assessment
and forecast of business conditions, the value in use
of the CGU is lower than its carrying amount, and
accordingly the management has recorded a provision
for impairment.
We considered this as a key audit matter because of
the significant judgement and management estimates
involved around impairment assessment.
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Our procedures in relation to the management's assessment of
impairment of assets included the following:
• Understanding and evaluation of the process and controls
designed and implemented by the management to assess
the potential impairment of assets and testing the operating
effectiveness of the controls.
• Evaluating the appropriateness of the Company's accounting
policy in respect of impairment assessment of assets.
• Assessing appropriateness of determination of CGU in line with
the requirements of Ind AS 36 'Impairment of Assets' considering
the nature of the Company's operations.
• With the involvement of auditor's experts, evaluating the
appropriateness of key assumptions underlying the cash flow
projections including growth and discount rates used within
the discounted cash flow model with specific focus on forecast
revenue compared to readily available market information and
underlying macroeconomic factors.
• Performing sensitivity analysis on the projections by varying key
assumptions, within a reasonable range.
• Comparing the carrying amount of the net assets with the estimated
discounted cash flows determined by the management.
• Assessing the adequacy of disclosures made in the financial
statements.
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Other Information
6. The Company's Board of Directors is responsible for the
other information. The other information comprises the
information included in the annual report, but does not
include the financial statements and our auditor's report
thereon.
Our opinion on the financial statements does not cover
the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements,
our responsibility is to read the other information and,
in doing so, consider whether the other information
is materially inconsistent with the financial statements
or our knowledge obtained in the audit or otherwise
appears to be materially misstated. If, based on the work
we have performed, we conclude that there is a material
misstatement of this other information, we are required to
report that fact. We have nothing to report in this regard.
Responsibilities of management and those charged with
governance for the financial statements
7. The Company's Board of Directors is responsible for the
matters stated in Section 134(5) of the Act with respect
to the preparation of these financial statements that give
a true and fair view of the financial position, financial
performance, changes in equity and cash flows of the
Company in accordance with the accounting principles
generally accepted in India, including the Indian
Accounting Standards specified under Section 133 of
the Act. This responsibility also includes maintenance
of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of
the Company and for preventing and detecting frauds
and other irregularities; selection and application of
appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal
financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of
the financial statements that give a true and fair view and
are free from material misstatement, whether due to fraud
or error.
8. In preparing the financial statements, Board of Directors is
responsible for assessing the Company's ability to continue
as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern
basis of accounting unless Board of Directors either
intends to liquidate the Company or to cease operations,
or has no realistic alternative but to do so. Those Board
of Directors are also responsible for overseeing the
Company's financial reporting process.
Auditor's responsibilities for the audit of the financial
statements
9. Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error,
and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance but is
not a guarantee that an audit conducted in accordance
with SAs will always detect a material misstatement when
it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the
economic decisions of users taken on the basis of these
financial statements.
10. As part of an audit in accordance with SAs, we exercise
professional judgement and maintain professional
scepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement
of the financial statements, whether due to fraud
or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher
than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal
control.
• Obtain an understanding of internal control relevant
to the audit in order to design audit procedures that
are appropriate in the circumstances. Under Section
143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has
adequate internal financial controls with reference
to financial statements in place and the operating
effectiveness of such controls.
• Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
and related disclosures made by management.
• Conclude on the appropriateness of management's
use of the going concern basis of accounting and,
based on the audit evidence obtained, whether
a material uncertainty exists related to events or
conditions that may cast significant doubt on the
Company's ability to continue as a going concern.
If we conclude that a material uncertainty exists, we
are required to draw attention in our auditor's report
to the related disclosures in the financial statements
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor's
report. However, future events or conditions may
cause the Company to cease to continue as a going
concern.
• Evaluate the overall presentation, structure and
content of the financial statements, including the
disclosures, and whether the financial statements
represent the underlying transactions and events in
a manner that achieves fair presentation.
11. We communicate with those charged with governance
regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including
any significant deficiencies in internal control that we
identify during our audit.
12. We also provide those charged with governance
with a statement that we have complied with relevant
ethical requirements regarding independence, and
to communicate with them all relationships and other
matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
13. From the matters communicated with those charged with
governance, we determine those matters that were of
most significance in the audit of the financial statements of
the current period and are therefore the key audit matters.
We describe these matters in our auditor's report unless
law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in
our report because the adverse consequences of doing
so would reasonably be expected to outweigh the public
interest benefits of such communication.
Report on other legal and regulatory requirements
14. As required by the Companies (Auditor's Report) Order,
2020 ("the Order"), issued by the Central Government of
India in terms of sub-section (11) of Section 143 of the Act,
we give in the "Annexure B" a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent
applicable.
15. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and
explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required
by law have been kept by the Company so far as it
appears from our examination of those books, except
for the matters stated in paragraph 15(h)(vi) below on
reporting under Rule 11(g) of the Companies (Audit
and Auditors) Rules, 2014 (as amended).
(c) The Balance Sheet, the Statement of Profit and Loss
(including other comprehensive loss), the Statement
of Changes in Equity and the Statement of Cash Flows
dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the aforesaid financial statements
comply with the Indian Accounting Standards
specified under Section 133 of the Act.
(e) On the basis of the written representations received
from the directors as on March 31, 2025, taken on
record by the Board of Directors, none of the
directors is disqualified as on March 31, 2025, from
being appointed as a director in terms of Section
164(2) of the Act.
(f) With respect to the maintenance of accounts and
other matters connected therewith, reference is
made to our remarks in paragraph 15(h)(vi) below on
reporting under Rule 11(g) of the Companies (Audit
and Auditors) Rules, 2014 (as amended).
(g) With respect to the adequacy of the internal financial
controls with reference to financial statements of the
Company and the operating effectiveness of such
controls, refer to our separate Report in "Annexure
A".
(h) With respect to the other matters to be included
in the Auditor's Report in accordance with Rule 11
of the Companies (Audit and Auditors) Rules, 2014
(as amended), in our opinion and to the best of our
information and according to the explanations given
to us:
i. The Company has disclosed the impact of
pending litigations on its financial position in
its financial statements - Refer Note 25 to the
financial statements;
ii. The Company was not required to recognise
a provision as at March 31, 2025 under the
applicable law or Indian Accounting Standards
as it does not have any material foreseeable
losses on long-term contract. The Company did
not have any derivative contracts as at March 31,
2025.
iii. There were no amounts which were required
to be transferred to the Investor Education and
Protection Fund by the Company during the
year ended March 31, 2025.
iv. (a) The management has represented that,
to the best of its knowledge and belief,
as disclosed in Note 32(ii)(A) to the
financial statements, no funds 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(s)
or entity(ies), including foreign entities
("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
provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries;
(b) The management has represented that,
to the best of its knowledge and belief,
as disclosed in the Note 32(ii)(B) to the
financial statements, no funds have
been received by the Company from
any person(s) or entity(ies), including
foreign entities ("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 Party
("Ultimate Beneficiaries") or provide any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries; and
(c) Based on such audit procedures that we
considered reasonable and appropriate
in the circumstances, nothing has come to
our notice that has caused us to believe
that the representations under sub¬
clause (a) and (b) contain any material
misstatement.
v. The dividend declared and paid by the
Company during the year is in compliance with
Section 123 of the Act.
vi. Based on our examination, which included
test checks, the Company has used accounting
software for maintaining its books of account
which has a feature of recording audit trail (edit
log) facility. However, the audit trail feature did
not operate during the period April 01, 2024 to
April 29, 2024.
The database audit log of modification does
not contain the pre-modified values. During
the course of performing our procedures,
except for the aforesaid instances, we did
not notice any instance of audit trail feature
being tampered with, or not preserved by the
Company as per the statutory requirements for
record retention.
16. The Company has paid/ provided for managerial
remuneration in accordance with the requisite approvals
mandated by the provisions of Section 197 read with
Schedule V to the Act.
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Amit Peswani
Partner
Membership Number: 501213
UDIN: 25501213BMOURF8121
Place: Mumbai
Date: May 20, 2025
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