INDUSTRIAL ASSIGNMENT (PGDM AICTE-HR)

ZEE ENTERTAINMENT ENTERPRISES (ZEE)

1. HISTORY AND ORIGIN 2. BOARD OF DIRECTORS AND SENIOR MANAGEMENT 3. PRODUCTS AND SERVICES 4. HR ACTIVITIES

SUBMITTED TO: Prof. Rutuja Jadhav

SUBMITTED BY:Kumar Ravi PGDM/AICTE-HR-14

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HISTORY AND ORIGIN

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COMPANY PROFILE Company Name and Introduction

TYPE INDUSTRY FOUNDED FOUNDER LOCATION

Public Mass Media Oct. 1992 Subhash Chandra CORPORATE OFFICE : Worli, Mumbai, India REGISTERED OFFICE : Worli, Mumbai, India REGIONAL OFFICES : New Delhi, Kolkata, Hyderabad, Pune, Chennai, Bangalore INTERNATIONAL OFFICES: United States of America, United Kingdom,South Africa, Mauritius, Malaysia, Singapore, China, Russia (M oscow), Dubai

KEY PEOPLE PRODUCTS EMPLOYEES PARENT WEBSITE

Subhash Chandra (Chairman), Punit Goenka (MD&CEO) Broadcasting, Publishing, Cable, Movie Production 2075 News Corporation (1991-1996), Essel Group (1991-Present) www.zeetelevision.com

MISSION "To become the world's leading global media company from the emerging markets. As a Corporation, we will be driven by innovation & creativity and would focus on growth while delivering exceptional value to our customers, our viewers and all our stakeholders." -ZEE

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Zee Entertainment Enterprises (ZEE) Limited is one of India's leading television, media and entertainment companies. It is amongst the largest producers and aggregators of Hindi programming in the world, with extensive library housing over 1 lac+ hours of television content. With rights to more than 3,000 movie titles from foremost studios and of iconic film stars, Zee houses the world's largest Hindi film library. Through its strong presence worldwide, Zee entertains over 670+ million viewers across 168 countries. HISTORY AND ORIGIN The year 1992 ushered in an upheaval of sorts in the country. With the political, social and economic landscape changing facades, an upsurge in the world of media and entertainment was waiting to burst open. An upsurge that would resculpt social drifts and impart new meaning to TV viewing in India. Subhash Chandra, one of India's leading entrepreneurs, who sought to create a revolution by facilitating the convergence of media and communication with a mirror into the common man's life and ways, created Zee Telefilms Limited in October 1992. This enterprise was to act as the chief content provider for Zee TV - India's first Hindi satellite channel. Zee Telefilms Limited (ZTL) is now known as Zee Entertainment Enterprises Limited (ZEE). Very early in the aftermath of launching ZTL, Subhash Chandra entered into a joint venture with the STAR group of companies. This pact was to augment television broadcasting in India and deliver higher quality of programming content. In another development around the same time, media mogul, Rupert Murdoch's News Corp Limited acquired the rights to distribute STAR's satellite TV content. This made News Corp a de facto partner of ZEE. To strengthen their network further, ZEE and News Corp co-founded Siticable, a leading cable MSO. In March 2000 however, ZEE bought News Corp's stake in both the broadcasting business and Siticable. ZEE, over the years has built a diverse portfolio of leading businesses and has driven initiatives that increase efficiency at every juncture of development. ZEE has established a very strong consumer connect and is governed by a set of values that holds them in good stead in the face of changing viewer environments.

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1992

Launches Zee TV Initial Public Offering of Zee Telefilms Limited

1995

Commences Siticable operations Joint Venture with News Corp. Launches Zee News and Zee Cinema. Zee TV goes global - launches Zee TV, UK

1996

Starts first cable channel in India - Siti Channel. Launches Zee TV, Africa. Launches Zee Music (originally called Music Asia). Launches Zee TV in the US. Institutes a prime award in the film segment called 'Zee Cine Awards'. Acquires News Corp's 50% stake in joint ventures of their television broadcasting business tie-up.

1997 1998

1999

Launches regional channels. Launches Internet over Cable services - Becomes first cable company in India to do so.

2000

Enters into content distribution joint ventures with MGM and Viacom. Launches pay bouquet of channels in the Asian region. Introduces Zee TV and Zee News as pay television offerings. 'Gadar - Ek Prem Katha' became highest grossing box office movie. Acquires controlling stakes in ETC Networks Limited and Padmalaya Telefilms Limited.

2001

2002

2003

Launches 5 new channels for the DTH market viz. Action cinema, Classic cinema, MX, Premier cinema and Smile TV.

Enters into a distribution tie-up with Rajshri Pictures for theatrical distribution of films in India.

Launches 'Trendz' - A premium fashion and style channel, targeted at the fashion conscious Indian consumer.

2006 2007

De-merger of Zee Telefilms Limited. Zee Entertainment Enterprises Limited (ZEE) gets listed as an independent company. Launches Zee Khana Khazana India's first 24-hour food channel. Launches Zee Salaam - India's first Urdu infotainment satellite television channel Acquires stake in Ten Sports.
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2010

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Launches Ten Cricket - a dedicated 24-hour Cricket Channel. Launches Ten Action+ - sports channel showcasing the best football action from around the world.

Launches India.com - Joint Venture between Zee Entertainment Enterprises Ltd. and Mail.com Media Corporation

2011

ZEE's distribution arm, Zee-Turner Ltd, enters into a 50:50 JV with Star Den Media Services Pvt. Ltd. to form MediaPro Enterprise India Pvt. Ltd.

Announces share buyback for an aggregate expendable amount not exceeding 7,000 million.

2012

Launches Ditto TV - India's first and only OTT (Over-The-Top TV) Distribution Platform Launches Ten Golf India's first and exclusive 24 hour Golf channel Launches ZeeQ - India's first Kids Edutainment Channel

ZEE is
The largest producer and aggregator of Hindi programming in the world, with more than 1 lac+ hours of original programming in its archives. One of the most popular entertainment brands in India; was ranked 9th most popular brand within a decade of its launch. One of the largest Indian programming content distributors with an estimated reach of more than 670+ million viewers in over 168 countries including USA, Canada, Europe, Africa, the Middle East, South East Asia, Australia and New Zealand.

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BOARD OF DIRECTORS & SENIOR MANAGEMENT

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COMPOSITION AND CATEGORY OF DIRECTORS ZEE has a balanced Board with combination of Executive and Non-Executive Directors, to ensure independent functioning and the composition of the Board is in conformity with Clause 49 (I)(A) of the Listing Agreements. Non-Executive Directors include independent professionals with experience in business, finance, technology and media. Independent Directors of the Company provide appropriate annual certifications to the Board confirming satisfaction of the conditions of their being independent as laid down in Clause 49. CATEGORY OF DIRECTORS NO. OF DIRECTORS Executive Directors(s) Non-Executive Independent Directors Other Non-Executive Directors Total 1 3 2 6 PERCENTAGE OF TOTAL NO. OF DIRECTORS 17% 50% 33% 100%

NON-EXECUTIVE DIRECTORS

Subhash Chandra, 61, is the Non-Executive Chairman of the Board and promoter of Essel Group of Companies. Apart from the Company Mr. Chandra holds directorship in seven (7) other Indian Public Limited Companies viz., Zee News Ltd., Dish TV India Ltd., Essel Propack Ltd., Wire and Wireless (India) Ltd., ETC Networks Ltd., Essel Infraprojects Ltd., and Agrani Satellite Services Ltd. Mr. Chandra who is referred to as the Media Moghul of India. Mr. Chandra does not hold any shares in the Company.

Ashok Kurien, 60, is a well known personality in the Advertising world. Mr. Kurien is the
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Managing Director of Ambience Publicis Advertising Private Limited, which is rated among the best Advertising Agencies of India. He is associated with the Company since its inception as its Promoter and Director. Apart from the Company, Mr. Kurien holds directorships in Dish TV India Ltd., and Asian Skyshop Ltd. Mr. Kurien holds 2,042,000 equity shares comprising of 0.47% of paid up capital in the Company. EXECUTIVE DIRECTOR

The Managing Director (MD) and Chief Executive Officer (CEO) of Zee Entertainment Enterprises Limited (formerly Zee Telefilms Ltd.), Mr. Punit Goenka is a dynamic leader whose actions speak louder than words. He has also served as Director of Dish TV India Ltd., (Jan 2007 April 2008). . In July 2008, soon after Punit took charge as the Chief Executive Officer (CEO) ZEEL. On the personal front, Mr. Punit Goenka is the eldest son of Mr. Subhash Chandra, Chairman, Essel Group.

NON-EXECUTIVE INDEPENDENT DIRECTORS

Lord Gulam Noon MBE, 74, a British National, is an accomplished entrepreneur, who founded Bombay Halwa Limited, a Company engaged in the business of manufacturing Indian confectionary, Indian savories and aviation catering. Currently, he is Chairman & Managing Director of Bombay Halwa Limited and Chairman of Noon Group of Companies. Lord Noon neither holds directorship in any other Indian Public Limited Company nor holds any shares in the Company.

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Dr. M. Y. Khan, 66, is a Science graduate from University of Kashmir and Doctorate of Philosophy in Business Management (PHD) from Burkes University in UK. Mr. Khan has been the Chairman of J&K Bank in the past, he was also a Director on the Board of Bharat Hotels, as well as Advisor for Berenson & Company, New York. Apart from the Company, Mr. Khan, holds directorships in Steel Authority of India Ltd. Mr. Khan does not hold any shares in the Company.

R. Vaidyanathan, 58, a graduate from Loyola College, Madras, holds a Masters from the Indian Statistical Institute, Calcutta and also a Fellow Member in Management (Doctorate) from the Indian Institute of Management, Calcutta, is the Professor of Finance and Control at the Indian Institute of Management, Bangalore and UTI Chair Professor in the area of Capital Markets. Apart from the Company, Prof Vaidyanathan holds directorship in Zee Turner Ltd., (a subsidiary of the Company), Vijaya Bank Ltd. and General Optics (Asia) Ltd. Prof. Vaidyanathan does not hold any shares in the Company.

SENIOR MANAGEMENT
Punit Goenka is currently the Managing Director (MD) and Chief Executive Officer (CEO) of Zee Entertainment Enterprises Ltd. Amitabh Kumar heads Technology at ZEE and is responsible for broadcasting operations of the Company. Atul Das is Chief Strategy Officer for Zee Entertainment Enterprises Limited (ZEE).
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Atul Pande is CEO of Sports Business supervising Ten Sports, Ten Cricket and Ten Action+. Bharat Ranga is the Chief Content and Creative Officer at ZEE, where he oversees Content Strategy. Hitesh Vakil, a qualified chartered Accountant with 28 years of experience, is the Chief Financial Officer (CFO) of Zee Entertainment Enterprises Limited (ZEE). M. Lakshminarayanan, Executive Vice-President & Company Secretary is an associate member of ICSI and heads secretarial and legal functions of the Company. Roland Landers is the head of Corporate Brand, where he is in charge of Brand and Communications for ZEE. Sharada Sunder is Executive Vice President, Regional Channels. In this role, she heads the business of regional channels in the Hindi speaking markets. Utpal Das is the Head of Commercial. He oversees the overall commercial functions of the Organisation, managing the companys Operational and Capital Expenditures. Rajendra Mehta is the Head Human Resources.

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PRODUCTS AND SERVICES

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The Zee stable owns an integrated range of businesses. All of these in singularity adhere to the content-to-consumer value chain model of media and entertainment business. Zee is a pioneer in every aspect of content aggregation and distribution through traditional media like satellite and cable and new media like the internet, in India.

BROADCASTING

CABLE

PRODUCT AND SERVICES

PUBLISHING

MOVIE PRODUCTION

Pioneer of television entertainment industry in India, Zee's well known brands include 9X, Zee TV, Zee Cinema, Zee Premier, Zee Action, Zee Classic, Ten Sports, Ten HD, Ten Golf, Ten Cricket, Ten Action+, Zee Smile, Zee Aflam, Zee Alwan, Zee Variasi, Zee Cafe, Zee Studio, Zee Trendz, Zee Khana Khazana, Zee Salaam, Zee Jagran, Zing, ETC Music and ETC Punjabi. The company also has a strong offering in the regional language domain with channels such as Zee Marathi, Zee Bangla, Zee Bangla Cinema, Zee Punjabi, Zee Tamil, Zee Telugu, Zee Kannada, Zee Talkies and Zee Q. Zee News Ltd (ZNL) is a media and entertainment company and a subsidiary of the Essel Group. The company was spun off from Zee Telefilms on 31 March 2006 and it currently operates the following news and regional entertainment channels: Zee News, Zee Business, Zee News UP/Utranchal, Zee 24 Ghantalu, Zee 24 Taas, 24 Ghanta, 24 Ghante Chattisgarh. Movie Production In 2008, Zee Networks launched Zee Motion Pictures, an independent subsidiary of Zee Entertainment Enterprises focusing on development, production, distribution and marketing of mainstream films in Hindi and five regional languages(Marathi, Bengali, Telugu, Kannada and Tamil). Zee Motion Pictures also operates Zee Limelight for modestly budgeted films targeted at niche audiences.

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Different Business of ZEE

Offerings,Music, AlternateLifestyle, Indian Filmed Entertainment, International Business and Edutainment.

ZEE Has Many 'Firsts' To Its Credit

First listed media company in India. First to launch a Hindi General Entertainment Channel in India - Zee TV. First to launch a Hindi Cinema Channel in India - Zee Cinema. First to corporatise the Hindi film industry with the costliest production and the highest grossing Hindi movie in its time - 'Gadar - Ek Prem Katha'.

First to launch a 24 hour Hindi News Channel in India - Zee News, now operating as a separate company called Zee News Limited (ZNL).

First to set up MSO operations at a national level - Siticable, now has transferred its business to a separate company called Wire and Wireless (India) Limited (WWIL).

First to launch a 24-hour Food Channel in India Zee Khana Khazana. First to launch India's Urdu infotainment channel Zee Salaam

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FUNCTIONING OF HR DEPARTMENT

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DIFFERENT HR ACTIVITIES Human Resource is a function in an organization which manages areas like: Recruitment and Selection Redundancy Industrial and Employee Relations Record keeping of all personal data Total Rewards: Employee benefits and compensation Career development Competency Mapping Performance Review / Appraisal Employees Motivation Programs

HR team help companies in maintaining their; Payroll Processing Employee Friendly Tax Planning Tax Bill Verification Staff Welfare Benefits Gratuity, Mediclaim, Group Insurance, EDLI Insurance, Superannuation Policy Quarterly / Yearly Processing Income Tax Declaration Form Roll Out Form 16 generation (In case of F & F, Immediate) Form 24Q generation Other Statutory Reports like PF, PT, ESI & Income Tax Following are the deliverables to the client;

Pay Slip - Monthly Salary Register - Monthly Disbursement Statements - Bank / Cheque / Cash Transfer Report - Monthly PF

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PF Challan Monthly ,FORM 5 Monthly, FORM 10 Monthly , FORM 12A Monthly, FORM 3A Annually, FORM 6A Annually. FORM 7 EPS Annually,FORM8-Annually

ESI ESI Summary ,FORM 3,FORM 6 (ESIC) - Half Yearly

Income Tax TDS Summary Monthly ,FORM 24Q Quarterly, FORM 24Q - 27BA - Challan for submitting the 24Q Report FORM 16 & 12 BA- Annually

Professional Tax State wise / Slab wise Statement - Monthly / Half-yearly FORM 5 - Annual Return

Rajendra Mehta is the Head Human Resources

REMUNERATION COMMITTEE AND POLICY Terms of reference The terms of reference of the Remuneration Committee, inter alia, consists of reviewing the overall compensation policy, service agreements, performance incentive and other employment conditions of Executive Director(s). The recommendations of the Remuneration Committee are considered and approved by the Board of Directors, subject to the approval of the shareholders, where necessary. Additionally the Remuneration Committee has been vested with the powers for administration and implementation of ZEEL Employees Stock Option Scheme 2009. The Company Secretary is the Secretary to the Committee.

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Constitution The Remuneration Committee currently comprises of three (3) Directors and is chaired by Dr. M.Y. Khan an Independent Director. During the year under review, three (3) Meetings of the Remuneration Committee were held on July 21, 2011, January 21, 2012 and March 23, 2012. Remuneration payable to Managing Director Mr. Punit Goenka, Managing Director & CEO of the Company has been appointed on a contractual basis in terms of resolution passed by the shareholders at the 28th AGM held on October 29, 2010 for tenor of 5 years with effect from January 1, 2010. The annual increments and performance incentive of the Managing Director & CEO are linked to his performance and are decided by the Remuneration Committee. Remuneration payable to Non-Executive Directors The Non-Executive Directors are paid sitting fee at the rate of ` 20,000 for attending each meeting(s) of the Board and Committees thereof, other than Share Transfer & Investors Grievances Committee. The Non-Executive Independent Directors of the Company do not have any other material pecuniary relationships or transactions with the Company or its directors, senior management, subsidiary or associate, other than in normal course of business. OTHER BOARD COMMITTEES Nomination Committee, ESOP Allotment Sub-Committee, Finance Sub-Committee, Corporate Management Committee Compliance with Non-Mandatory requirements Remuneration Committee, Whistle Blower Policy, Audit Qualification, Chairman's Office MEANS OF COMMUNICATION The Company has promptly reported all material information including declaration of quarterly financial results, press releases, etc. to all Stock Exchanges where the securities of the Company are listed. Such information is also simultaneously displayed immediately on the Company's corporate website, www.zeetelevision.com. The financial results quarterly,
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half yearly and annual results and other statutory information were communicated to the shareholders by way of an advertisement in a English newspaper viz. 'Daily News & Analysis (DNA)' and in a vernacular language newspaper viz. 'Punya Nagari (Marathi)' as per requirements of the Listing Agreements. The financial and other information filed by the Company with stock exchanges from time to time are also available on the Corporate Filing and Dissemination System maintained by BSE and NSE and can be accessed on www.corpfiling.co.in Official press releases and presentations made to institutional investors or to the analysts are displayed on Company's corporate website, www.zeetelevision.com. Management Discussions and Analysis Report forming part of annual report is annexed separately. CODE OF CONDUCT The Company has instituted a Code of Conduct for Members of the Board and Senior Management of the Company and the compliance of the same is affirmed by the Board and Senior Management personnel annually. The Code has also been posted on Company's corporate website viz. www.zeetelevision.com.

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