Annual Reports Overview

Directors Report

The Directors have pleasure in presenting their 29th Annual Report together with the Audited Statement of Accounts of the Company for the year ended 31st March, 2012.


M/s. Jayesh R. Shah & Associates, Chartered Accountants, Mumbai were appointed as auditors of the Company in July 2012 in the casual vacancy caused by the resignation of the previous auditors. They retire at the forthcoming Annual General Meeting and are eligible for re-appointment.


The other comments made by the auditors in their report are self-explanatory and have been covered in Notes to Accounts.


In view of the carry forward losses and also in order to conserve the resources for its future expansion, the directors of your company have not proposed any dividend for the year under review.


Consequent to the merger of Esha News Monitoring Services Pvt. Ltd. into your company, the shareholders of Esha News Monitoring Services Pvt. Ltd. were issued 59,84,000 equity shares of the company.


The Board of Directors of the Company confirms:
i) that in the preparation of the annual accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departure, if any;

ii) that the selected accounting policies were applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2012 and of the financial results of the company for the year ended on that date;

iii) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

iv) that the Annual accounts have been prepared on a going concern basis.


Ms. Sakshi Samir Parab and Ms. Shilpa Vinod Pawar, Directors of the erstwhile Esha News Monitoring Services Private Limited were inducted in the Board as Directors.
Mr. K. Vaidyanathan who was one of the promoter directors of the Company resigned from the Board and the Board places on record its appreciation for his services and support to the Company during his tenure as Director of the Company.
Mr. P. Raghava Raju relinquished his post as Managing Director of the Company and agreed to continue as Director. He has been elected as Chairman of the Company in terms of Article 63 of the Articles of Association of the Company.
These changes were made with effect from 28th April 2012. Mr. R. S. Iyer, Director was appointed as Managing Director with effect from 1st May 2012. A suitable resolution is being placed before the shareholders for their approval of his appointment and remuneration.
The Directors, Mr. P. Raghava Raju and Ms. Jyoti M. Babar retire by rotation in the ensuing Annual General Meeting in accordance with the Articles of Association and, being eligible, offer themselves for re-appointment.


There were no employees drawing salary exceeding the limits prescribed under Section 217(2A) of the Companies Act 1956.
Information pursuant to the provisions of Section 217(1)(e) of the Companies Act, 1956, read with Companies (Disclosures of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption and foreign exchange earnings and outgo is given hereunder:
a) Conservation of Energy:
Your Company is not an energy intensive unit, however regular efforts are made to conserve the energy.
b) Research and Development
The Company continuously makes efforts towards research and developmental activities whereby it can improve the quality and productivity of its programmers.
c) Foreign Exchange Earnings and Outgo:-
The foreign exchange earnings and outgo for the company during the year is nil.
The equity shares of the company are listed in Bombay Stock Exchange and are admitted for dematerialization facility with CDSL.


The financial statements have been prepared in compliance with the requirements of the Companies Act, 1956, guidelines issued by the Securities and Exchange Board of India (SEBI) and the Generally Accepted Accounting Principles (GAAP) in India. Management accepts responsibility for the integrity and fairness of these financial statements, as well as for the various judgments used therein. The estimates and judgments relating to the financial statements have been made on a prudent and reasonable basis, so that the financial statements reflect in a true and fair manner the form and substance of transactions, and reasonably present our state of affairs, profits and cash flows for the year.

During 2011-12, in spite of the challenges posed by a global economic downturn, the company continued to increase revenues in our growth businesses, increase free cash flow, and make strategic investments in new online media transcription, sports monitoring etc.

Profitability Improvement - Our goal is to increase operating income and margins. Strong transcription and sports monitoring revenue growth continue to positively impact operating results. In addition, while revenues in the business continue to be affected by market macro-economic pressures, we are seeing some signs of stability. If there is a sustained economic recovery, it should positively impact our revenue and profitability in future quarters. However, we remain focused on cost controls with the objective of driving efficiencies to offset business volume declines.

Revenue Growth - To generate revenue growth we are devoting our resources to higher growth markets, such as the on line media research and data markets, the Television Rating points, print media, social media, and the provision of strategic services to business markets, rather than to the traditional advertisement houses. During 2011-12, revenue increased 25.24% compared to 2010-11 primarily due to the new products launched. We anticipate that the efforts of new verticals will help the company in its revenue growth vis-a-vis profitability.


The Board wishes to place on record its appreciation for the support and co-operation given by the company's bankers, the customers, suppliers, shareholders and the employees of the company.


financial performance

EMR recorded a turnover of 2139.56 lakhs during the year under review as against 1115.73 lakhs in the previous year.


corporate governance

EMR has always been to adhere to the statutes and its compliances and we have been practicing the principles of good Corporate Governance from the inception.


press release

India's First Public Limited Media Monitoring Company - Esha Media Research Limited (EMRL)


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