Network 18 Media & Investments Ltd Forensic Report - SOIC x StockScans Report

as of Aug 2026

Network18's audit record is clean on its face: seven consecutive years of unqualified opinions from Deloitte Haskins & Sells LLP, with no qualifications or disclaimers in any year. But the group has been radically reshaped through schemes and stake transfers that repeatedly move entities between subsidiary, associate and JV status, crystallising large exceptional gains while the parent retains economic interests without corresponding control. Cash flow has been persistently negative against reported profits, the entire debt sits in short-term capital markets, and the auditor has repeatedly carved out subsidiaries from its own audit while disclosing audit-trail deficiencies.

Key findings

  1. Group structure reshaped through schemes and stake transfers, crystallising ₹3,498 crore of gains Major - Viacom18 ceased to be a subsidiary and became an associate on 30 December 2024 when Reliance Industries converted compulsorily convertible preference shares, reducing Network18's stake to 13.54%. Standalone exceptional income of ₹3,498.21 crore was recognised in FY2024-25 as gain on sale of IndiaCast shares and excess of fair value of Viacom18 over historical cost. Eenadu Television (ETPL) ceased to be an associate on 7 July 2025, with a further ₹587.01 crore standalone exceptional gain, while the company continues to hold the economic interest in the 24.5% equity.
  2. Unqualified opinions for seven years, but the auditor carved out subsidiaries and flagged audit-trail gaps Major - Key Audit Matters were reported in the standalone and consolidated reports for FY2022-23 through FY2025-26, including valuation of investments, goodwill, and an associate. The FY2025-26 consolidated report disclosed that eight subsidiaries not audited by Deloitte had total assets of ₹225.00 crore, and the Group's share of net profit of ₹17.36 crore from two JVs, two associates and eleven subsidiaries of an associate was based solely on other auditors' reports. The FY2024-25 report disclosed audit-trail deficiencies in three group entities, and the FY2025-26 report stated books were kept "EXCEPT for compliance with audit-trail requirements".
  3. Operating cash flow has been negative against reported profits for years Major - Cumulative operating cash flow was ₹-9,270 crore against cumulative EBITDA of ₹1,758 crore, a ratio of -5.27x, across the 10 years to FY2025-26. CFO was ₹-28.10 crore in FY26 against PAT of ₹155 crore, and ₹-1,912 crore in FY25 against PAT of ₹-1,777 crore. Interest coverage was 0.8x in the latest period, and the auditor reported cash losses in every year from FY2019-20 through FY2025-26.
  4. Entire debt is short-term capital-market borrowing, with commercial paper at ₹2,728.94 crore Major - "All of the Company's debt consists of short-term debt raised from capital markets," as disclosed in FY2025-26. Maximum outstanding commercial paper during FY2025-26 was ₹2,728.94 crore, up from ₹2,081.46 crore in FY2023-24. Loans repayable on demand stood at ₹614.34 crore as at 31 March 2026, with no default in repayment or interest in any year.
  5. Goodwill held at ₹2,519.34 crore for four years, then written down by ₹1,049.82 crore Major - Consolidated goodwill remained unchanged at ₹2,519.34 crore from 31 March 2020 through 31 March 2023, allocated to a single "Media Operations" CGU, with no impairment in any year. It fell from ₹2,266.82 crore as at 31 March 2024 to ₹1,217.00 crore as at 31 March 2025, a reduction of ₹1,049.82 crore, alongside a consolidated exceptional loss of ₹1,435.8 crore on derecognition of net assets including goodwill. In each annual impairment test from FY2020-21 through FY2025-26, management stated that any reasonably possible change in assumptions would not cause the carrying amount to exceed the recoverable amount.
  6. Related-party commerce runs through Reliance-controlled entities, with loans renewed to a single party Major - Network18's ultimate control runs through Independent Media Trust, of which Reliance Industries is the sole beneficiary. Loans aggregating ₹37.26 crore fell due from one party during FY2025 and were renewed for one year. Material related-party transactions with JioStar India Private Limited were approved by shareholders on 4 July 2025 with 99.1154% in favour, with promoters excluded from voting as interested parties.
  7. Recurring exceptional gains on deconsolidation, with prior-year comparatives repeatedly non-comparable Major - Standalone exceptional income of ₹3,498.21 crore in FY2024-25 was recognised when Viacom18 ceased to be a subsidiary. Standalone exceptional income of ₹587.01 crore in FY2025-26 was recognised when ETPL ceased to be an associate. On desubsidiarisation/demerger in FY2024-25, total equity reduced by ₹21,327.18 crore.
  8. Company certifies no regulator penalties, while disclosing a settled SEBI matter and ongoing proceedings Major - The FY2025-26 Annual Report states "No instance of non-compliance by the Company on any matter related to capital markets during last three years; no penalty or stricture imposed by Stock Exchanges, SEBI or any other statutory authority". The FY2022-23 Annual Report discloses that SEBI approved settlement terms and disposed of a Show Cause Notice upon payment of ₹1,55,87,500 by the Company. SEBI, vide letter dated 22 April 2024, required the Company to disclose all details of ongoing adjudication and enforcement action against the Company, its promoters and directors.

What to watch

Bottom line: This is a disclosed and audited record with a clean opinion every year, but the substance is a group whose reported earnings have not converted to cash, whose debt is entirely short-term, and whose structure has been repeatedly rearranged through related-party schemes. The risk sits in the gap between the clean audit language and the recurring carve-outs, non-comparable figures, and exceptional gains booked on deconsolidation. Read the cash flow statement and the related-party note with that in mind, and watch the items above for how the structure and funding evolve.