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33. In terms of the Scheme of Arrangement and Restructuring
u/s 391-394 read with Sections 100-104 of the Companies
Act, 1956 between the Company and HT Music and
Entertainment Company Limited (Demerged Company) as
approved by the Hon’ble Delhi High Court, the assets and
liabilities of the radio business of the Demerged company
were taken over as at January 1, 2009. One Time Entry
Fees (OTEF) paid for acquiring license for Radio business
paid by the Demerged Company in earlier years which
was capitalized and amortized on straight line basis, is
now amortized against the credit balance of Securities
Premium Account over the useful life of the said licenses
or their unexpired period (whichever is lower) from date
of 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.
34. The Company has till date invested `5,500 lacs in Firefly
e-Ventures Limited through its wholly owned subsidiary
company HT Digital Media Holdings Limited (formerly
known as Hindustan Media Limited) by way of Equity
Share Capital. Firefly is engaged in the internet related
business like Job portals, Social Networking, etc. Firefly
is presently operating three websites [businesses] in the
name of Shine.com, HT Campus.com and Desimartini.
com.
Firefly has been presently incurring losses and the
accumulated losses as at March 31, 2012 are `12,122.81
lacs (Previous year `9,519.67 lacs). The Company,
however, is of the view that the nature of business of Firefly
being such, the losses were expected in the initial years
and that based on future projections prepared by Firefly for
next five years expects to generate sufficient income which
will enable it to offset the entire amount of accumulated
losses incurred up to date. In view of this, no impairment
provision is considered against this investment.
During the year a Scheme of Arrangement and
Restructuring u/s 391-394 read with Sections 100-104
of the Companies Act, 1956, between Firefly e-Ventures
Limited (Firefly), and parent company, has filed with
Hon’ble Delhi High Court which provides for demerger of
Job Portal undertaking of Firefly and transfer and vesting
thereof into the Parent Company w.e.f from the Appointed
Date i.e. April 1, 2012. The Scheme was approved by
Committee of Board of Directors of Parent Company on
19th March, 2012, subject to requisite approval(s) and
sanctioned by the Hon’ble Delhi High Court.
HT Media Limited
Since the Scheme is awaiting sanction by the Hon’ble
Delhi High Court, therefore the impact of the Scheme has
not been taken in the Standalone Financial Statements of
the Parent Company or Firefly for the year ended March
31, 2012.
In the past, a similar scheme was approved by the
requisite majority of shareholders and creditors of both the
Companies, which was withdrawn with the leave of the
Hon’ble Delhi High Court
35. Share Based Compensation
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 Extraordinary
General Meeting held on October 21, 2005,
during an earlier year, the Company has given interestfree
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 companies
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.
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