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Annual Report 2011-12
Merger of Radio business as per the approved Scheme. Consequently an amount of `767.52 lacs (Previous year `765.44 lacs)
has been debited to the Securities Premium Account in the current year.
39. One of the subsidiary, HT Burda Media Limited, has appointed independent consultants for conducting a Transfer pricing study
to determine whether the transactions with associated enterprises were undertaken at “arms length basis”. The management
confirms that all international transactions with associated enterprises are undertaken at negotiated contracted prices on usual
commercial terms. Further there has been no change in the terms of such international transactions till March 31, 2012
40. Share Based Payments
The Institute of Chartered Accountants of India has issued a Guidance Note on Accounting for ‘Employees Share-based
Payments’, which is applicable to employee share based payment plans. The scheme detailed below is managed and
administered, compensation benefits in respect of the scheme is assessed and accounted by the Group Company and parent
company, to have an understanding of the scheme, relevant disclosures are given below.
I. As approved by the shareholders at their Extra-ordinary General Meeting held on October 21, 2005, during an earlier year,
the Company has given interest-free loan of `2,174.28 lacs to HT Media Employee Welfare Trust which in turn purchased
468,044 Equity Shares of `10/- each of HT Media Limited (as on date equivalent to 2,340,220 Equity Shares of `2/- each)
from the open market [average cost per share – `92.91 based on Equity Share of `2/- each], for the purpose of granting
Options under the ‘HTML Employee Stock Option Scheme’ (the Scheme), to eligible employees.
During the financial year 2007-08, the Scheme was modified to the effect – (a) Options granted w.e.f. September 15, 2007
shall vest as per previous revised schedule of vesting period; and (b) to extend the coverage of the Scheme to the eligible
full-time employees of the subsidiary company.
The Options granted under the Scheme shall vest as per the Schedules of vesting period which are hereinafter referred to
as ‘Plan A’, ‘Plan B’ (applicable to Options granted w.e.f. September 15, 2007) and Plan C (applicable to Options granted
w.e.f. October 8, 2009). Options granted under both the plans are exercisable for a period of 10 years after the scheduled
vesting date of the last tranche of the Options as per the Scheme.
The relevant details of the Scheme are as under.
Particulars Plan A Plan B Plan C
Dates of Grant 09.01.2006 25.09.2007 08.10.2009
05.12.2006 20.05.2009
23.01.2007 31.05.2011
Date of Board approval 20.09.2005 12.10.2007 30.09.2009
Date of Shareholders’ approval 21.10.2005 30.11.2007 03.10.2009
Number of options granted 889,760* 773,765 486,932
99,980* 453,982
228,490 83,955
Method of Settlement Equity Equity Equity
Vesting Period (see table below) 12 to 48 months 12 to 48 months 12 to 48 months
Fair Value on the date of Grant 50.05 114.92 68.90
85.15 50.62
95.49 113.70
Exercise Period 10 years after the scheduled vesting date of the last
tranche of the Options, as per the Scheme
Vesting Conditions
* Adjusted for face value of `2/- after stock split
Employee remaining in the employment of the Company
during the vesting period
Note: Approvals obtained from the Board of Directors and Shareholders of the Company for the ‘Plan B’ were with
retrospective effect from 15.09.2007
Details of the vesting period are:
Vesting Period from the Grant date Vesting Schedule
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Plan A Plan B Plan C
On completion of 12 months 25% 25% 75%
On completion of 24 months 25% 25% 25%
On completion of 36 months 25% 25% -
On completion of 48 months 25% 25% -