Notes to Accounts of Baba Arts Ltd.

Mar 31, 2025

3. Provisions, Contingent Liabilities and Contingent Assets

Provisions are recognized when there is a present legal or constructive obligation as a result of a past event and it is
probable (i.e. more likely than not) that an outflow of resources embodying economic benefits will be required to
settle the obligation and a reliable estimate can be made of the amount of the obligation.

Contingent liabilities are disclosed on the basis of judgment of management / independent experts. These are
reviewed at each balance sheet date and are adjusted to reflect the current management estimate.

4. Cash Flows and Cash and Cash Equivalents

Statement of cash flows is prepared in accordance with the indirect method prescribed in the relevant IND AS. For
the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand,
cheques and drafts on hand, deposits held with Banks with original maturities of three months or less that are
readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

5. Revenue Recognition:

The Company derives revenue primarily from New Media & Digital Content Syndication across various Digital
Platforms, in addition traditionally the revenue source for the company have been Cinematic and Television
Content Production and Distribution, Trading in Intellectual Property Rights of Films.

For Revenue recognition the Company identifies and evaluates each performance obligation under the contract. It
is then based on the delivery of performance obligations and an assessment of when control is transferred to the
customer. Revenue is recognized either when the performance obligation in the contract has been performed
(“point in time” recognition) or ‘over time’ as control of the performance obligation is transferred to the
customer in an amount that reflects the consideration which the Company expects to receive in exchange for those
products or services.

Revenue generated from internet/ web series produced for the broadcasters is recognized over the period of the
contract.

Recorded Music Audio and Audio Video songs and or albums, mainly involves the Audio of the song is ready
depending on song the team would then shoot with a particular cast and get the song ready for their Audio and
Video Distribution along with marketing the same across various social media platforms. Any and all music
distributed is either produced internally and or acquired directly from other companies or independent artists or
music composers, etc. All revenues from recorded music are derived from licensing and self-exploiting the content
across various digital OTT platforms like Youtube, Facebook, Instagram, Spotify, Jio Saavan, and many such
audio and video platforms.

The recorded music rights may be licensed for a specific period to digital platforms or channels and OTT platforms
or assigned on perpetual basis. In the case of assignment on perpetual basis, the revenues are recognized when
the control is transferred to the customer. In case of licensing of recorded music rights, the digital platforms or
channels and OTT platforms, as per industrial practice, share the data/ reports of usage by subscribers or visitors
to their platforms and share the revenue with the Company at variable rates as most of the revenue is from AVOD
subscriptions and the company gets a part of the revenue from each platform from the ads services on the content
licensed and broadcasted therein. The Company, accordingly, recognizes the revenues based upon the usage
reports received from the digital platforms and channels or OTT platforms.

Revenue is measured based on the transaction price, which is the consideration, adjusted for volume discounts,
service level credits, performance bonuses, price concessions and incentives, if any, as specified in the contract
with the customer. Revenue also excludes taxes collected from customers.

Contract assets are recognized when there is an excess of revenue earned over billings on contracts. Contract
assets are classified as unbilled receivables (only act of invoicing is pending) when there is unconditional right to
receive cash, and only passage of time is required, as per contractual terms.

Interest income is recognized using the effective interest method.

Dividend income is recognized when the right to receive payment is established, it is probable that the economic
benefits associated with the dividend will flow to the Company, and the amount of the dividend can be measured
reliably.

6. Employee Benefits:

? Short term Employee Benefits:

All employee benefits payable wholly within twelve months of rendering services are classified as short-term
employee benefits. Benefits such as salaries, wages, short-term compensated absences and performance
incentives, are recognised during the period in which the employee renders related services and are
measured at undiscounted amount expected to be paid when the liabilities are settled.

? Long Term Employee Benefits:

The cost of providing long term employee benefit is measured as the present value of expected future
payments to be made in respect of services provided by employees upto the end of the reporting period. The
expected costs of the benefit is accrued over the period of employment using the same methodology as
used for defined benefits post-employment plans. Actuarial gains and losses arising from the experience
adjustments and changes in actuarial assumptions are charged or credited to profit or loss section of the
Statement of Profit or Loss in the period in which they arise except those included in cost of assets as
permitted. The benefit is measured annually by independent actuary.

? Post-Employment Benefits:

The Company provides the following post-employment benefits:
o Defined benefit plans such as gratuity; and
o Defined contribution plans such as provident fund

? Defined Benefits Plans:

The cost of providing benefits on account of gratuity are determined using the projected unit credit method
on the basis of actuarial valuation made at the end of each balance sheet date.

Re-measurements comprising of actuarial gains and losses arising from experience adjustments and
change in actuarial assumptions, the effect of change in assets ceiling (if applicable) and the return on plan
asset (excluding net interest) are recognised in other comprehensive income (OCI) except those included
in cost of assets as permitted in the period in which they occur. Re-measurements are not reclassified to the
Statement of Profit and Loss in subsequent periods.

? Defined Contribution Plans:

Payments to defined contribution retirement benefit plans, viz., Provident Fund for certain eligible
employees, Provident Fund are recognised as an expense when employees have rendered the service
entitling them to the contribution.

7. Taxes on Income

Income tax expense represents the sum of tax currently payable and deferred tax. Tax is recognised in the profit or
loss section of the Statement of Profit and Loss, except to the extent that it relates to items recognised directly in
equity or in other comprehensive income.

? Current Tax:

Current tax is the expected tax payable/ receivable on the taxable income/ loss for the year using applicable
tax rates for the relevant period, and any adjustment to taxes in respect of previous years. Interest expenses
and penalties, if any, related to income tax are included in finance cost and other expenses respectively.
Interest Income, if any, related to Income tax is included in Other Income.

? Deferred Tax:

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities
in the balance sheet and the corresponding tax bases used in the computation of taxable profit. Deferred tax
liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised for all

deductible temporary differences, unabsorbed losses and unabsorbed depreciation to the extent that it is
probable that future taxable profits will be available against which those deductible temporary differences,
unabsorbed losses and unabsorbed depreciation can be utilized.

8. Financial Instruments

? Financial assets other than investment in subsidiaries:

Financial assets of the Company comprise trade receivable, cash and cash equivalents, Bank balances,
Investments in equity shares of companies other than in subsidiaries, Investment in units of Mutual Funds,
loans/Debt instrument/advances to employee / related parties / others, security deposit, claims recoverable
etc.

? Initial recognition and measurement

All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair
value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset.
However, Trade receivables that do not contain a significant financing component are measured at
Transaction Price. Transaction costs of financial assets carried at fair value through profit or loss are
expensed in profit or loss.

? Subsequent measurement

For purposes of subsequent measurement financial assets are classified in three categories:
o Financial assets measured at amortized cost.
o Financial assets at fair value through OCI.
o Financial assets at fair value through profit or loss.

? Financial assets measured at amortized cost

Bank deposits are measured at amortized cost. Financial assets are measured at amortized cost if the
financial asset is held within a business model whose objective is to hold financial assets in order to collect
contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash
flows that are solely payments of principal and interest on the principal amount outstanding. These financials
assets are amortized using the effective interest rate (EIR) method, less impairment. Amortized cost is
calculated by taking into account any discount or premium on acquisition and fees or costs that are an
integral part of the EIR. The EIR amortization is included in finance income in the statement of profit and
loss.

? Financial assets at fair value through OCI (FVTOCI)

Investment in Debt instruments are measured at FVTOCI. Financial assets are mandatorily measured at
fair value through other comprehensive income if the financial asset is held within a business model whose
objective is achieved by both collecting contractual cash flows and selling financial assets and the
contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of
principal and interest on the principal amount outstanding.

At initial recognition, an irrevocable election is made (on an instrument-by-instrument basis) to designate
investments in equity instruments other than held for trading purpose at FVTOCI. Fair value changes
relating to financial assets measured at FVTOCI are recognised in the other comprehensive income (OCI).
On derecognition of the financial asset other than equity instruments, cumulative gain or loss previously
recognised in OCI is reclassified to Profit or Loss.

? Financial assets at fair value through profit or loss (FVTPL)

Any financial asset that does not meet the criteria for classification as at amortized cost or as financial assets
at fair value through other comprehensive income, is classified as financial assets at fair value through profit
or loss.

? Derecognition

The Company derecognises a financial asset only when the contractual rights to the cash flows from the
asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership
of the asset to another entity.

? Impairment of financial assets

The Company assesses impairment based on expected credit loss (ECL) model on the following:
o Financial assets that are measured at amortized cost.

o Financial assets (excluding equity instruments) measured at fair value through other comprehensive
income (FVTOCI).

ECL is measured through a loss allowance on a following basis after considering the value of recoverable
security:-

o The 12 month expected credit losses (expected credit losses that result from those default events on
the financial instruments that are possible within 12 months after the reporting date)

o Full life time expected credit losses (expected credit losses that result from all possible default events
over the life of financial instruments)

The Company follows 8simplified approach9 for recognition of impairment on trade receivables or contract
assets resulting from normal business transactions. The application of simplified approach does not require
the Company to track changes in credit risk. However, it recognises impairment loss allowance based on
lifetime ECLs at each reporting date, from the date of initial recognition.

For recognition of impairment loss on other financial assets, the Company determines whether there has
been a significant increase in the credit risk since initial recognition. If credit risk has increased significantly,
lifetime ECL is provided. For assessing increase in credit risk and impairment loss, the Company assesses
the credit risk characteristics on instrument-by-instrument basis.

Impairment loss allowance (or reversal) recognised during the period is recognised as expense/income in
profit and loss.

? Financial Liabilities

The Company’s financial liabilities includes, trade payable, accrued expenses and other payables.

? Initial recognition and measurement

All financial liabilities at initial recognition are classified as financial liabilities at amortized cost or financial
liabilities at fair value through profit or loss, as appropriate. All financial liabilities are recognised initially at
fair value and, in the case of payables, net of directly attributable transaction costs.

? Financial Liabilities classified as Amortised Cost:

All Financial Liabilities other than derivatives are measured at amortised cost. Interest expense that is not
capitalised as part of costs of assets is included as Finance costs in Profit or Loss.

? Derecognition

A financial liability is derecognised when the obligation under the liability is discharged / cancelled / expired.
When an existing financial liability is replaced by another from the same lender on substantially different
terms, or the terms of an existing liability are substantially modified, such an exchange or modification is
treated as the de recognition of the original liability and the recognition of a new liability. The difference in the
respective carrying amounts is recognised in profit or loss.

9. Segment Reporting

The Company identifies segments as operating segments whose operating results are regularly reviewed by the
Management to make decisions about resources to be allocated to the segment and assess its performance and
for which discrete financial information is available. The accounting policies adopted for segment reporting are in
line with the accounting policies of the Company. Segment assets include all operating assets used by the
business segments and consist of property plant and equipment, intangible assets, debtors and inventories.
Segment liabilities include the operating liabilities that result from operating activities of the business segment.
Assets and Liabilities that cannot be allocated between the segments are shown as part of unallocated corporate
assets and liabilities, respectively. Income / Expenses relating to the enterprise as a whole and not allocable on a
reasonable basis to business segments are reflected as unallocated corporate income / expenses.

10. Recent Accounting Pronouncements

Ministry of Corporate Affairs (‘MCA’) notifies new standards or amendments to the existing standards
under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended
31st March, 2025, MCA has not notified any new standards or amendments to the existing standards applicable to
the Company.

28. Contingent Liability

A. Maharashtra Value Added Tax:

Demand of Rs.2,853/- (including interest of Rs. 1,853/-) towards MVAT for the year 2013-14 raised by the Dy.
Commissioner of Sales Tax, Mumbai on account of disallowance of input tax credit of Rs. 23,21,351/-. As per VAT
return for the year 2013-14 filed by the Company there was a refund of Rs. 23,22,304/-, however due to
disallowance of input tax credit of Rs. 23,21,351/- by the Dy. Commissioner of Sales Tax an amount of Rs. 1,000/-
is determined as payable and with interest of Rs. 1853/- the total demand is of Rs. 2,853/-. The appeal filed by the
Company before the Commissioner of Sales Tax, Mumbai against the said order of Dy. Commissioner of Sales Tax
has been rejected by the Commissioner. The Company has now filed an appeal before the Sales Tax Appellate
T ribunal and the Company is confident that the demand of Rs. 2,853/- will be withdrawn and there will be no liability
towards the same. Further, the Company is confident of receiving refund against input tax credit of Rs. 23,21,351/-
with interest thereon. In the mean time the Company has paid full amount of Rs. 2,853/- to the Sales Tax
Department.

B. Service Tax

The Company had received show cause cum demand notice in respect of FY 2011-12 to 2014-15 for an amount of
Rs. 7,64,70,058/- plus appropriate interest and penalty from Dy. Commissioner of Service Tax, Mumbai VI. The
Company had replied to the said show cause cum demand notice and contested the said demand before the
Commissioner of Service Tax, Mumbai VI. The Commissioner of Service Tax Mumbai VI has confirmed the said
demand vide his order dated 28/02/2018 issued on 14/03/2018 and the Company has filed an appeal before
CESTAT, Mumbai against the said order of the Commissioner of Service Tax and is confident that the said demand
will be withdrawn as such the Company does not expect any liability on this account. The Company has deposited
an amount of Rs. 57,35,255/- with the Service Tax Department at the time of filing the appeal before CESTAT.

Note: Considering the nature of disputes and dependency on decisions pending with various forums, it is not
practicable for the Company to estimate the timing of cash outflows at this stage with respect to the above
contingent liabilities.

Footnotes:

1. The transactions with related parties are made on terms equivalent to those that prevail in arm’s length
transactions. There have been no guarantees provided or received for any related party receivables or payables.
For the year ended 31st March 2025, the Company has not recorded any impairment of receivables relating to
amounts owed by related parties (31st March 2024: Rs. Nil). This assessment is undertaken in each financial year
through examining the financial position of the related party and the market in which the related party operates.

2. Figures in brackets are as at 31st March, 2024.

33. Disclosure required by the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015; and section 186(4) of the Companies Act, 2013:

a) Amount of Loans and advances in the nature of loans outstanding from subsidiaries Rs. Nil
(Previous Year Rs. Nil)

b) Investment by Loanee in the shares of the Company- Not applicable (Previous Year Not applicable)

34. Disclosures as per IND AS-19 Employee Benefits

(a) Defined Contribution Plan

The contributions to the Provident Fund of certain employees are made to a Government administered Provident
Fund and there are no further obligations beyond making such contribution. The Company recognized Rs. 0.51
Lakhs for year ended 31st March, 2025. (Rs. 0.70 Lakhs for 31st March, 2024) contributions in the Statement of
Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the
schemes.

(b) Defined Benefit Plans

The Company provides for gratuity payable to qualifying employees as per the Payment of Gratuity Act, 1972. The
benefit vests upon completion of five years of continuous service and once vested it is payable to employees on
retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of
vesting. The liability towards Gratuity is not funded.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date in the principal or, in its absence, in the most advantageous
market to which the Company has access at that date. The fair value of a liability reflects its non-performance risk.
The best evidence of the fair value of a financial instrument on initial recognition is normally the transaction price
i.e. fair value of the consideration given or received.

Accounting classification and fair values

Carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value
hierarchy, are presented below. It does not include the fair value information for financial assets and financial
liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

Note: Previous Year figures are given in brackets.

The carrying value of trade receivables, cash and cash equivalents, other bank balances, current loans, trade payables and
other financial assets and liabilities are considered to be the same as their fair values due to their short-term nature. The fair
value of non-current financial assets is not materially different than its carrying value.

The fair value of financial instruments as referred to in note above have been classified into three categories depending on the
inputs used in valuation technique. The hierarchy gives highest priority to quoted prices in active market for identical assets or
liabilities (Level 1 measurement) and lowest priority to unobservable inputs (Level 3 measurement). The categories used are
as follows:

Level - 1: Hierarchy includes financial instruments measured using quoted price. Mutual funds are valued at the closing NAV.

Level - 2: The fair value of financial instruments that are not traded in an active market is determined using valuation technique
which maximize the use of observable market data and rely as little as possible on entity - specific estimates. If all significant
inputs required to fair value an instrument are observable, the instrument is included in Level - 2.

Level - 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in Level - 3.

The Company’s business activities expose it to various risks viz: market risk, credit risk, liquidity risk. The Board of
Directors of the Company has approved a risk management policy to address and mitigate the risks associated with the
business of the Company. The Board of Directors of the Company regularly monitors and reviews the risks and takes
actions to respond to and mitigate the risks.

Various sources of risks and their management in the financial statements is given below:

Credit Risks

Credit risk arises on account of credit exposure to customers, loans given to parties, security deposits given, deposits
with banks and financial institution. The credit risk is assessed and managed on an ongoing basis. The Company uses its
internal market intelligence while dealing with the customers and parties to whom loans are given. The Company
manages the credit risk based on internal rating system. The Company has dealings only with nationalized and high
rated private banks and financial institutions for its banking transactions and placement of deposits.

Default of a financial asset occurs when the counterparty fails to make contractual payment within 365 days of due date of
payment. This definition of default is determined by considering the business environment in which the entity operates,
ongoing business relationship with the counterpart and other macro - economic factors.

Liquidity Risk Management

Liquidity risk management involves management of the Company’s short-, medium- and long-term fund requirement
efficiently by maintaining sufficient cash and cash equivalent and availability of funding through adequate amount of
committed credit facilities to meet the obligations when due. The management of the Company manages the liquidity risk
by maintaining adequate surplus cash in short term deposits. The management regularly monitors the forecast of
liquidity position and cash and cash equivalents on the basis of expected cash flows.

Market Risk

Market risk can arise on account of fluctuation in future market prices which will impact the fair value or future cash flows of
financial instruments. The fluctuation in market price can be in the form of Currency Risk, Interest Rate Risk or other price risk
such as Equity Price Risk. The Company does not have any equity price risk as it does not have any material investment in
equity shares nor does the Company trade in any investment. The Company manages Interest Rate Risk on its loan
exposures by controlling the exposure within acceptable parameters and at the same time getting optimum returns on its
surplus funds.

Foreign Currency Risk

The fluctuation in foreign currency exchange rates may have potential impact on the income statement and equity, where
transaction references more than one currency or where assets/liabilities are denominated in currency other than functional
currency of the entity. Considering the countries and economic development in which Company operates, its operations are
subject to risks arising from fluctuations in exchange rate in those countries. The Company primarily is working in the local
environment hence it is not exposed to major foreign currency risks.

37. Capital Management

The objectives of capital management are:

• Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders
and benefits for the other stakeholders and

• Maintain an optimal capital structure to reduce the cost of capital.

The Company does not have any exposure towards debt. In order to maintain or adjust the capital structure, the
Company may adjust the amount of dividend paid to shareholders, return capital to shareholders, issue new shares or
sell assets to reduce debt.

38. Segment Information

The Company’s Managing Director is the Chief Operating Decision Maker (CODM). Based on his examination of
Company’s performance from a product and geographical perspective he has identified following three business
segments of the Company:

(a) Trading IPR of Film Rights

(b) Production & Distribution of Films & TV Serials

(c) Digital Media Content

The CODM uses a measure of profit & loss before tax to assess the performance of the operating segments. He also
reviews the information about the segment revenue and assets on quarterly basis.

Information of major customers

During the year there were three customers (P.Y.-Three Customers) with whom the company has earned turnover of more
than 10% of its revenue aggregating to Rs.454.79 Lakhs (P.Y. Rs. 1024.06 Lakhs).

39. Additional regulatory information as required under Schedule III to the Companies Act, 2013

• The Company has not received any disclosure from vendors regarding their status under the Micro, Small and
Medium Enterprises Development Act, 2006 and hence disclosures relating to amount unpaid as at year end
together with interest paid or payable under this act are not stated in these financials.

• The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post¬
employment benefits received Presidential assent In September 2020. The Code has been published In the
Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company
will assess the impact of the Code when it comes into effect and will record any related Impact In the period the
Code becomes effective.

• As per the MCA notification dated August 05, 2022, the Central Government has notified the Companies
(Accounts) Fourth Amendment Rules, 2022. As per the amended rules, the Companies are required to maintain
back-up of the books of account and other relevant books and papers in electronic mode that should be accessible
in India at all the time. Also, the Companies are required to create backup of accounts on servers physically located
in India on a daily basis.

• The books of account along with other relevant records and papers of the Company are maintained in electronic
mode. These are readily accessible in India at all times and a backup is maintained on server physically located in
India for back-up of books of account and other relevant books and papers, on a daily basis, pursuant to the
amendment.

40. Corporate Social Responsibility (CSR)

The Company does not meet the applicability threshold limit as prescribed under Section 135 of the Companies Act,
2013 and as such the Company was not required to spend any amount towards CSR.

41. Other Statutory Information

• The Company does not have any benami property, where any proceeding has been initiated or pending against
the Company for holding any Benami property.

• The Company does not have any transactions with Companies struck off.

• The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period

• The Company has not traded or invested in crypto currency or virtual currency during the respective financial
years/period.

• The has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities
(intermediaries) with the understanding that the intermediary shall:

> Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Company (Ultimate Beneficiaries) or

> Provide any guarantee, security or like to or on behalf of the Ultimate Beneficiaries

• The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding
Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

> Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the funding party (Ultimate Beneficiaries)

> Provide any guarantee, security or the like on the behalf of the Ultimate Beneficiaries,

• The Company does not have any transaction which is not recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessments under Income Tax Act, 1961 (such as,
search or survey or any other relevant pro Income Tax Act, 1961).

• The Company has not been declared wilful defaulter by any bank or financial institution or other lender.

• The Company does not have any scheme of arrangements which have been approved by the Competent Authority
in terms of Section 230 to 237 of the Act.

• The Company does not have any subsidiary and therefore provision regarding the number of layers prescribed
under Section of Section 2 (87) of the Act read with the Companies (Restriction on number of layers) Rules, 2017 is
not applicable to the Company.

42. Previous year’s figures have been regrouped/ rearranged wherever considered necessary.

43. The Notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

As per our report of even date attached

For M M Nissim & Co LLP For and on behalf of Board of Directors

Chartered Accountants

Firm Regn. No.107122W/W100672 Nikhil G. Tanwani

[Chairman & Managing Director]

[DIN 01995127]

Hiren P. Muni Hasmukh Shah Shekhar Mennon Hemraj Chheda Malavika Acharya

[Partner] [Director] [Director] [Director] [Director]

Membership No.142067 [DIN 00150891] [DIN 02262964] [DIN 00113766] [DIN 07007469]

Ajay Acharya Naishadh Mankad

Place: Mumbai [Chief Financial Officer [Company Secretary &

Date:21st May, 2025 Compliance Officer]

---

Mar 31, 2024

Contingent Liability

A. Maharashtra Value Added Tax:

Demand of Rs.2,853/- (including interest of Rs. 1,853/-) towards MVAT for the year 2013-14 raised by the Dy. Commissioner of Sales Tax, Mumbai on account of disallowance of input tax credit of Rs. 23,21,351/-. As per VAT return for the year 2013-14 filed by the Company there was a refund of Rs. 23,22,304/-, however due to disallowance of input tax credit of Rs. 23,21,351/- by the Dy. Commissioner of Sales Tax an amount of Rs. 1,000/- is determined as payable and with interest of Rs. 1853/- the total demand is of Rs. 2,853/-. The appeal filed by the Company before the Commissioner of Sales Tax, Mumbai against the said order of Dy. Commissioner of Sales Tax has been rejected by the Commissioner. The Company has now filed an appeal before the Sales Tax Appellate Tribunal and the Company is confident that the demand of Rs. 2,853/- will be withdrawn and there will be no liability towards the same. Further, the Company is confident of receiving refund against input tax credit of Rs. 23,21,351/- with interest thereon. In the mean time the Company has paid full amount of Rs. 2,853/- to the Sales Tax Department.

B. Service Tax

The Company had received show cause cum demand notice in respect of FY 2011-12 to 2014-15 for an amount of Rs. 7,64,70,058/- plus appropriate interest and penalty from Dy. Commissioner of Service Tax, Mumbai VI. The Company had replied to the said show cause cum demand notice and contested the said demand before the Commissioner of Service Tax, Mumbai VI. The Commissioner of Service Tax Mumbai VI has confirmed the said demand vide his order dated 28/02/2018 issued on 14/03/2018 and the Company has filed an appeal before CESTAT, Mumbai against the said order of the Commissioner of Service Tax and is confident that the said demand will be withdrawn as such the Company does not expect any liability on this account. The Company has deposited an amount of Rs. 57,35,255/- with the Service Tax Department at the time of filing the appeal before CESTAT.

Note: Considering the nature of disputes and dependency on decisions pending with various forums, it is not practicable for the Company to estimate the timing of cash outflows at this stage with respect to the above contingent liabilities.

26. Remuneration to Directors

Remuneration paid during the year ended 31^st March, 2024 to Chairman & Managing Director Rs. Nil (P.Y.- Nil). Remuneration paid to Whole Time Director during the year ended 31^st March, 2024 Rs. 6.00 Lakhs (P.Y. - Rs. 5.00 Lakhs)

28. In the opinion of the Board and to the best of their knowledge and belief, the value on realization of the Current Assets, Loans & Advances in the ordinary course of the business will not be less than the value stated in the Balance Sheet and provision for all known liabilities are adequate and not in excess of the amount reasonably required to be provided.

Footnotes :

1) The transactions with related parties are made on terms equivalent to those that prevail in arm''s length transactions. There have been no guarantees provided or received for any related party receivables or payables. For the year ended 31 March 2024, the Company has not recorded any impairment of receivables relating to amounts owed by related parties (31 March 2023: Rs. Nil). This assessment is undertaken in each financial year through examining the financial position of the related party and the market in which the related party operates.

2) Above amounts are excluding GST wherever applicable.

3) Figures in brackets are as at March 31,2023.

30. Disclosure as per Regulation 34 (3) and 53 (f) read with Schedule V of SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015 and Section 186 (4) of the Companies Act, 2013.

a) Amount of Loans and advances in the nature of loans outstanding from subsidiaries and Associat Companies Rs. Nil (Previous Year Rs. Nil)

b) Investment by Loanee in the shares of the Company- Not applicable (Previous Year Not applicable)

c) Loans and Advances to Associate Companies/ firms in which Directors are Interested (excluding Subsidiary and Associate Companies): Rs Nil.

31. Disclosures as per IND AS-19 Employee Benefits

(a) Defined Contribution Plan

The contributions to the Provident Fund of certain employees are made to a Government administered Provident Fund and there are no further obligations beyond making such contribution. The Company recognized Rs. 0.70 Lakhs for year ended March 31, 2024. (Rs. 0.72 Lakhs for March 31, 2023) contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

(b) Defined Benefit Plans

The Company provides for gratuity payable to qualifying employees as per the Payment of Gratuity Act, 1972. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting. The liability towards Gratuity is not funded.

32. Leases

A contract is, or contains a lease, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a Lessee

The Company does not have any contract where the Company is a lessee of any asset.

Company as a Lessor

As on the date of these financial statements, the Company does not have any contract where the Company is a Lessor.

33. Financial Instruments and Risk Factors (A) Fair Value Measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or, in its absence, in the most advantageous market to which the Company has access at that date. The fair value of a liability reflects its non-performance risk. The best evidence of the fair value of a financial instrument on initial recognition is normally the transaction price i.e. fair value of the consideration given or received.

Accounting classification and fair values

Carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy, are presented below. It does not include the fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

Previous Year figures are given in brackets.

The carrying value of trade receivables, cash and cash equivalents, other bank balances, current loans, trade payables and other financial assets and liabilities are considered to be the same as their fair values due to their short-term nature. The fair value of non-current financial assets is not materially different than its carrying value.

The fair value of financial instruments as referred to in note above have been classified into three categories depending on the inputs used in valuation technique. The hierarchy gives highest priority to quoted prices in active market for identical assets or liabilities (Level 1 measurement) and lowest priority to unobservable inputs (Level 3 measurement). The categories used are as follows:

Level - 1: Hierarchy includes financial instruments measured using quoted price. Mutual funds are valued at the closing NAV.

Level - 2: The fair value of financial instruments that are not traded in an active market is determined using valuation technique which maximize the use of observable market data and rely as little as possible on entity - specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level - 2.

Level - 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in Level - 3.

(B) Financial Risk Management

The Company''s business activities expose it to various risks viz: market risk, credit risk, liquidity risk. The Board of Directors of the Company has approved a risk management policy to address and mitigate the risks associated with the business of the Company. The Board of Directors of the Company regularly monitors and reviews the risks and takes actions to respond to and mitigate the risks.

Various sources of risks and their management in the financial statements is given below:

Credit Risks

Credit risk arises on account of credit exposure to customers, loans given to parties, security deposits given, deposits with banks and financial institution. The credit risk is assessed and managed on an ongoing basis. The Company uses its internal market intelligence while dealing with the customers and parties to whom loans are given. The Company manages the credit risk based on internal rating system. The Company has dealings only with nationalized and high rated private banks and financial institutions for its banking transactions and placement of deposits.

Default of a financial asset occurs when the counterparty fails to make contractual payment within 365 days of due date of payment. This definition of default is determined by considering the business environment in which the entity operates, ongoing business relationship with the counterpart and other macro - economic factors.

Liquidity Risk Management

Liquidity risk management involves management of the Company''s short-, medium- and long-term fund requirement efficiently by maintaining sufficient cash and cash equivalent and availability of funding through adequate amount of committed credit facilities to meet the obligations when due. The management of the Company manages the liquidity risk by maintaining adequate surplus cash in short term deposits. The management regularly monitors the forecast of liquidity position and cash and cash equivalents on the basis of expected cash flows.

Market Risk

Market risk can arise on account of fluctuation in future market prices which will impact the fair value or future cash flows of financial instruments. The fluctuation in market price can be in the form of Currency Risk, Interest Rate Risk or other price risk such as Equity Price Risk. The Company is not exposed to Currency Risk as it does not have any foreign exchange exposure. Similarly the Company does not have any equity price risk as it does not have any material investment in equity shares nor does the Company trade in any investment. The Company manages Interest Rate Risk on its loan exposures by controlling the exposure within acceptable parameters and at the same time getting optimum returns on its surplus funds.

Foreign Currency Risk

The fluctuation in foreign currency exchange rates may have potential impact on the income statement and equity, where transaction references more than one currency or where assets/liabilities are denominated in currency other than functional currency of the entity. Considering the countries and economic development in which Company operates, its operations are subject to risks arising from fluctuations in exchange rate in those countries. The Company primarily is working in the local environment hence it is not exposed to major foreign currency risks.

34. Capital Management

The objectives of capital management are:

• Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for the other stakeholders and

• Maintain an optimal capital structure to reduce the cost of capital.

The Company does not have any exposure towards debt. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividend paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

35. Segment Information

The Company’s Managing Director is the Chief Operating Decision Maker (CODM). Based on his examination of Company’s performance from a product and geographical perspective he has identified following three business segments of the Company:

(a) Trading IPR of Film Rights

(b) Production & Distribution of Films & TV Serials

(c) Digital Media Content (P. Y.-Post Production Services)

The CODM uses a measure of profit & loss before tax to assess the performance of the operating segments. He also reviews the information about the segment revenue and assets on quarterly basis.

Information of major customers

During the year as well as previous year, there were three customers with whom the company has earned turnover of more than 10% of its revenue (aggregating to Rs. 1,024.06 lakhs during CY and Rs. 164.04 Lakhs in PY).

36. Additional regulatory information as required under Schedule III to the Companies Act, 2013

• The Company has not received any disclosure from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amount unpaid as at year end together with interest paid or payable under this act are not stated in these financials.

• The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and post- employment benefits received Presidential assent In September 2020. The Code has been published In the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related Impact In the period the Code becomes effective.

• As per the MCA notification dated August 05, 2022, the Central Government has notified the Companies (Accounts) Fourth Amendment Rules, 2022. As per the amended rules, the Companies are required to maintain back-up of the books of account and other relevant books and papers in electronic mode that should be accessible in India at all the time. Also, the Companies are required to create backup of accounts on servers physically located in India on a daily basis.

The books of account along with other relevant records and papers of the Company are maintained in electronic mode. These are readily accessible in India at all times and a backup is maintained on server physically located in India for back-up of books of account and other relevant books and papers, on a daily basis, pursuant to the amendment.

37. Corporate Social Responsibility (CSR)

The Company does not meet the applicability threshold limit as prescribed under Section 135 of the Companies Act, 2013and as such the Company was not required to spend any amount towards CSR.

38. Other Statutory Information

• The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

• The Company did not have any transactions with Companies struck off.

• The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period

• The Company has not traded or invested in crypto currency or virtual currency during the respective financial years/period.

• The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (intermediaries) with the understanding that the intermediary shall:

? Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

? Provide any guarantee, security or like to or on behalf of the Ultimate Beneficiaries

• The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

? Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (Ultimate Beneficiaries)

? Provide any guarantee, security or the like on the behalf of the Ultimate Beneficiaries,

• The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under Income Tax Act, 1961 (such as, search or survey or any other relevant provision of Income Tax Act, 1961).

• The Company has not been declared willful defaulter by any bank or financial institution or other lender.

• The Company does not have any scheme of arrangements which have been approved by the Competent Authority in terms of Section 230 to 237 of the Act.

• The Company does not have any subsidiary and therefore provision regarding the number of layers prescribed under Section 2 (87) of the Act read with the Companies (Restriction on number of layers) Rules, 2017 is not applicable to the Company.

39. Previous year’s figures have been regrouped/ rearranged wherever considered necessary.

40. The Notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

---

Mar 31, 2023

(a) Of the above, trade receivable due from related party is Rs. 23.74 Lakhs (Previous Year Rs. 13.64 Lakhs) (refer note no. 28)

(b) The company has used a practical expedient for computing expected credit loss allowance for trade receivables, taking into account historical credit loss experience and future foreseeable credit loss and accordingly, provisions are made for expected credit loss for amounts due from customers where necessary

24. Contingent Liability -A. Maharashtra Value Added Tax:

i) Demand of Rs. 2,853/- (including interest of Rs. 1,853/-) towards MVAT for the year 2013-14 raised by the Dy. Commissioner of Sales Tax, Mumbai on account of disallowance of input tax credit of Rs. 23,21,351/-. As per VAT return for the year 2013-14 filed by the Company there was a refund of Rs. 23,22,304/-, however due to disallowance of input tax credit of Rs. 23,21,351/- by the Dy. Commissioner of Sales Tax an amount of Rs. 1,000/- is determined as payable and with interest of Rs. 1853/- the total demand is of Rs. 2,853/-. The Company has filed an appeal before the Commissioner of Sales Tax, Mumbai against the said order of Dy. Commissioner of Sales Tax and the Company is confident that the demand of Rs. 2,853/- will be withdrawn and there will be no liability towards the same. In the meantime after the date of these financial statements the Company has paid full amount of Rs. 2,853/- to the Sales Tax Department.

B. Service Tax

The Company had received show cause cum demand notice in respect of FY 2011-12 to 2014-15 for an amount of Rs. 7,64,70,058/- plus appropriate interest and penalty from Dy. Commissioner of Service Tax, Mumbai VI. The Company had replied to the said show cause cum demand notice and contested the said demand before the Commissioner of Service Tax, Mumbai VI. The Commissioner of Service Tax Mumbai VI has confirmed the said demand vide his order dated 28/02/2018 issued on 14/03/2018 and the Company has filed an appeal before CESTAT, Mumbai against the said order of the Commissioner of Service Tax and is confident that the said demand will be withdrawn as such the Company does not expect any liability on this account.

Note: Considering the nature of disputes and dependency on decisions pending with various forums, it is not practicable for the Company to estimate the timing of cash outflows at this stage with respect to the above contingent liabilities.

29. Disclosure as per Regulation 34 (3) and 53 (f) read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

a) Loans and Advances to Subsidiary Companies: Rs Nil

b) Loans and Advances to Associate Companies: Rs Nil

c) Loans and Advances to Associate Companies/ firms in which Directors are Interested (excluding Subsidiary and Associate Companies): Rs Nil.

30. Details of Loan given, Investments made, Guarantees given and Securities provided during the year covered under Section 186 (4) of the Companies Act, 2013.31. Disclosures as per IND AS - 19 - Employee BenefitsA) Defined Contribution Plan

The contributions to the Provident Fund of certain employees are made to a Government administered Provident Fund and there are no further obligations beyond making such contribution.The Company recognized Rs. 0.72 Lacs for year ended March 31,2023. (Rs. 0.27 Lakhs for March 31,2022) contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the schemes.

B) Defined Benefit Plans

The Company operates a gratuity plan covering qualifying employees. The benefit payable is as per the Payment of Gratuity Act, 1972. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting. The Company makes annual contribution to the group gratuity scheme administered by the Life Insurance Corporation of India through its Gratuity Trust Fund.

32. Leases

A contract is, or contains a lease, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a Lessee

The Company does not have any contract where the Company is a lessee of any asset.

33. Financial Instruments and Risk Factors A. Fair Value Measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or, in its absence, in the most advantageous market to which the Company has access at that date. The fair value of a liability reflects its non-performance risk. The best evidence of the fair value of a financial instrument on initial recognition is normally the transaction price i.e. fair value of the consideration given or received.

Previous Year figures are given in brackets.

The carrying value of trade receivables, cash and cash equivalents, other bank balances, current loans, trade payables and other financial assets and liabilities are considered to be the same as their fair values due to their short-term nature. The fair value of non-current financial assets is not materially different than its carrying value.

The fair value of financial instruments as referred to in note above have been classified into three categories depending on the inputs used in valuation technique. The hierarchy gives highest priority to quoted prices in active market for identical assets or liabilities (Level 1 measurement) and lowest priority to unobservable inputs (Level 3 measurement). The categories used are as follows:

Level - 1: Hierarchy includes financial instruments measured using quoted price. Mutual funds are valued at the closing NAV.

Level - 2: The fair value of financial instruments that are not traded in an active market is determined using valuation technique which maximize the use of observable market data and rely as little as possible on entity - specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in Level - 2.

Level - 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in Level - 3.

B. Financial Risk Management

The Company’s business activities expose it to various risks viz: market risk, credit risk, liquidity risk. The Board of Directors of the Company has approved a risk management policy to address and mitigate the risks associated with the business of the Company. The Board of Directors of the Company regularly monitors and reviews the risks and takes actions to respond to and mitigate the risks.

Various sources of risks and their management in the financial statements is given below:

Credit Risks

Credit risk arises on account of credit exposure to customers, loans given to parties, security deposits given, deposits with banks and financial institution. The credit risk is assessed and managed on an ongoing basis. The Company uses its internal market intelligence while dealing with the customers and parties to whom loans are given. The Company manages the credit risk based on internal rating system. The Company has dealings only with nationalized and high rated private banks and financial institutions for its banking transactions and placement of deposits.

Default of a financial asset occurs when the counterparty fails to make contractual payment within 365 days of due date of payment. This definition of default is determined by considering the business environment in which the entity operates, ongoing business relationship with the counterpart and other macro - economic factors.

Liquidity Risk Management

Liquidity risk management involves management of the Company’s short-, medium- and long-term fund requirement efficiently by maintaining sufficient cash and cash equivalent and availability of funding through adequate amount of committed credit facilities to meet the obligations when due. The management of the Company manages the liquidity risk by maintaining adequate surplus cash in short term deposits. The management regularly monitors the forecast of liquidity position and cash and cash equivalents on the basis of expected cash flows.

Market Risk

Market risk can arise on account of fluctuation in future market prices which will impact the fair value or future cash flows of financial instruments. The fluctuation in market price can be in the form of Currency Risk, Interest Rate Risk or other price risk such as Equity Price Risk. The Company is not exposed to Currency Risk as it does not have any foreign exchange exposure. Similarly the Company does not have any equity price risk as it does not have any material investment in equity shares nor does the Company trade in any investment. The Company manages Interest Rate Risk on its loan exposures by controlling the exposure within acceptable parameters and at the same time getting optimum returns on its surplus funds.

Foreign Currency Risk

The fluctuation in foreign currency exchange rates may have potential impact on the income statement and equity, where transaction references more than one currency or where assets/liabilities are denominated in currency other than functional currency of the entity. Considering the countries and economic development in which Company operates, its operations are subject to risks arising from fluctuations in exchange rate in those countries. The Company primarily is working in the local environment hence it is not exposed to major foreign currency risks.

34. Capital Management

The objectives of capital management are:

a. Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for the other stakeholders and

b. Maintain an optimal capital structure to reduce the cost of capital.

The Company does not have any exposure towards debt. In order to maintain or adjust the capital structure, the Company may adjust the amount of dividend paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

35. Segment Information

The Company’s Managing Director is the Chief Operating Decision Maker (CODM). Based on his examination of Company’s performance from a product and geographical perspective he has identified following three business segments of the Company:

(a) Trading in IPR of Films Rights

(b) Production & Distribution of Films & TV Serials

(c) Digital Media Content (Previous Year - Post Production Services)

The CODM uses a measure of profit & loss before tax to assess the performance of the operating segments. He also reviews the information about the segment revenue and assets on quarterly basis. (Refer annexure 1)

Geographical Revenue is allocated based on location of customer

Information of major customers

Revenue from three customers individually accounted for more than 10% of the total revenue for the year ended 31st March 2023 (31st March 2022: One Customer more than 10%)

37. The Company has not received any disclosure from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amount unpaid as at year end together with interest paid or payable under this act are not stated in these financials.

38. The Code on Social Security, 2020 (‘Code’) relating to employee benefits during employment and post- employment benefits received Presidential assent In September 2020. The Code has been published In the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related Impact In the period the Code becomes effective.

39. As per the MCA notification dated August 05, 2022, the Central Government has notified the Companies (Accounts) Fourth Amendment Rules, 2022. As per the amended rules, the Companies are required to maintain back-up of the books of account and other relevant books and papers in electronic mode that should be accessible in India at all the time. Also, the Companies are required to create backup of accounts on servers physically located in India on a daily basis.

The books of account along with other relevant records and papers of the Company are maintained in electronic mode. These are readily accessible in India at all times and a backup is maintained on server physically located in India for back-up of books of account and other relevant books and papers, on a daily basis, pursuant to the amendment.

40. Corporate Social Responsibility (CSR)

The Company does not meet the applicability threshold limit as prescribed under Section 135 of the Companies Act, 2013and as such the Company was not required to spend any amount towards CSR.

41. Other Statutory Information

• The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

• The Company did not have any transactions with Companies struck off.

• The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period

• The has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (intermediaries) with the understanding that the intermediary shall:

> Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

> Provide any guarantee, security or like to or on behalf of the Ultimate Beneficiaries

• The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

> Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (Ultimate Beneficiaries)

> Provide any guarantee, security or the like on the behalf of the Ultimate Beneficiaries,

• The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under Income Tax Act, 1961 (such as, search or survey or any other relevant pro Income Tax Act, 1961).

• The Company has not been declared willful defaulter by any bank or financial institution or other lender.

• The Company does not have any scheme of arrangements which have been approved by the Competent Authority in terms of Section 230 to 237 of the Act.

• The Company does not have any subsidiary and therefore provision regarding the number of layers prescribed under Section of Section 2 (87) of the Act read with the Companies(Restriction on number of layers) Rules, 2017 is not applicable to the Company.

42. There are no material transactions with respect to struck off companies as mentioned under section 248 of the Companies Act, 2013 or section 560 of the Companies Act, 1956.

43. Previous year’s figures have been regrouped/ rearranged wherever considered necessary.

44. The Notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

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Mar 31, 2015

1. Term Loan facility is secured by

a. exclusive first charge on all tangible and intangible assests, including film negative rights, IPR, and film exploitation rights present and future of the film "Action Jackson".(The Film)

b. Exclusive First Charge on all revenues / receivables of the film.

c. First Charge on IPR of various films.

2. Cash Credit facility is secured by way of hypothecation of book debts and receivables, satellite rights/ IPR of various films and TV Serials.

3. Term Loan and Cash Credit both facilities are further secured by:

a. Equitable Mortgage of Immovable Property belonging to the Company situated at Mumbai.

b. Pledge of Three Crore Shares of the Company held by the Managing Director of the Company constituting 49.85% of his shareholding in the Company.

c. Hypothecation of Plant & Machinery of the Company

d. Personal Guarantee of the Managing Director of the Company

4. Contingent Liability -

A. Income Tax:

i) Penalty of Rs. 542,540/- levied U/s 271(1 )(c) of the Income Tax Act, 1961 by Dy. Commissioner of Income Tax - 8(1) in respect of alleged concealment of income for the A.Y 2011-12.

The Company has preferred an appeal against the said demand before the Commissioner of Income Tax and the Company is confident that the said demand will be dropped and no liability will arise against the Company.

ii) Demand of Rs. 1,754,329/- (which includes Tax of Rs. 212,437/- and interest of Rs. 1,541,982) in respect of alleged bogus purchase raised by Asstt. Commissioner of Income Tax -9(2)(1) for the A.Y 2009-10.

The Company has filed a letter for rectification of the said order as the Asstt. Commissioner of Income Tax has not given credit towards TDS for an amount of Rs.1,101,082/-.The Company has already provided for the tax demand of Rs. 212,437/- and does not expect any further liability.

B. Maharashtra Value Added Tax:

i) Demand of Rs. 16,781,560/- towards MVAT and Rs. 61,256/- towards CST for the year 2010-11 raised by Dy. Commissioner of Sales Tax, Mumbai towards alleged excess Set Off Claimed by the Company.

The Company has filed an appeal against the said order before the Joint Commissioner of Sales Tax (Appeals), Mumbai and is confident that the said demand will be withdrawn as such the Company does not expect any liability on this account.

5. Related Party Disclosure as per Accounting Standard (AS) 18 A. List of related parties.

a. Key Management Personnel

(i) Shri Gordhan P. Tanwani - Chairman & Managing Director.

b. Relatives of Key Management Personnel:

(i) Smt. Jyoti G. Tanwani - Wife

(ii) Shri Nikhil G. Tanwani - Son

(iii) Shri Rahul G. Tanwani - Son

(iv) Gordhan P Tanwani (HUF)

(v) Shri Raju P Tanwani - Brother

c. Other related parties (Companies in which director or their relatives have significant influence)

(i) Bhagwati Media Pvt. Ltd.

(ii) Larry's Electronics Pvt Ltd.

(iii) Bhagwati Holdings Pvt. Ltd.

(iv) M/s. Baba Developers

(v) M/s. Super Plast

(vi) M/s. Baba Digital

(vii) M/s. Om Enterprises

6. Disclosure as per clause 32 of The Listing Agreement

a) Loans and Advances to subsidiary companies: Rs. Nil

b) Loans and Advances to associate companies: Rs. Nil

c) Loans and Advances to associate companies/ firms in which directors are interested (excluding subsidiary and associate companies): Rs. Nil

7. Previous year's figures have been regrouped/ rearranged wherever considered necessary.

8. The Notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

---

Mar 31, 2014

1. CASH FLOW FROM FINANCIAL ACTIVITIES:

1 The above cash flow statement has been prepared under the indirect method as set out in Accounting Standard - 3 issued by the Institute of Chartered Accountants of India.

2 Cash and cash equivalents consists of Cash on hand and Balance with banks including Fixed Deposits with Bank.

3 Previous year''s figures have been regrouped/rearranged wherever necessary.

2.SHARE CAPITAL

(a) Authorised Share Capital

Notes:

1) 5,16,00,000 equity shares of Re. 1/- each fully paid issued by way of Bonus Shares by utilisation of Securities Premium and Reserves.

2) 1,29,00,000 equity shares of Rs. 4/- each were subdivided into 5,16,00,000 equity shares of Re. 1/- each pursuant to the special resolution passed at the AGM held on 29th September, 2009.

3) 28,49,530 equity shares issued on conversion of Optionally Fully Convertible Warrants.

3. SHORT TERM BORROWINGS

Notes:

1. Term Loan facility is secured by

a. exclusive first charge on all tangible and intangible assests, including film negative rights, IPR, and film exploitation rights present and future of the film"Action Jackson".(The Film)

b. Exclusive First Charge on all revenues / receivables of the film.

c. First Charge on IPR of various films.

2. Cash Credit facility is secured by way of hypothecation of book debts and receivables, satellite rights/ IPRs of various films and TV Serials.

3. Term Loan and Cash Credit both facilities are further secured by:

a. Equitable Mortgage of Immovable Property belonging to the Company situated at Mumbai.

b. Pledge of Three Crore Shares of the Company hled by the Managing Director of the Company constituting 46.55% of his shareholding in the Company.

c. Hypothecation of Plant & Machinery of the Company

d. Personal Guarantee of the Managing Director of the Company

4. TRADE PAYABLES

Note: Based on information of status of suppliers to the extent received by the Company,there are no micro and small enterprises included in trade payables to whom the payments are outstanding for a period of more than 45 days.Further, the Company has not received any Memorandum (as required to be filed by the suppliers with the suppliers with notified authority under Micro,Small and Medium Enterprises Development Act,2006) claiming thier status. Consequently, the amount paid/payable to these during the year is Rs. Nil,(Previous Year Rs. Nil)

6. Contingent Liability -

A. Service Tax:

i) Penalty for Non Filing of Service Tax Return for the period from October, 2008 to March, 2011 - Rs. 25,000/- The Company has filed appeal against the levy of penalty before the Dy. Commissioner of Service Tax, Div IV, Mumbai II. The Company is confident that no liability will arise against the demand.

ii) Show Cause cum Demand Notice issued by Assistant Commissioner (Audit) Service Tax, Mumbai - II for Rs. 497,409/- towards alleged wrong Cenvat Credit taken and utilized including Education Cess and Higher Secondary Education Cess, plus Interest and Penalty (amount unascertainable at present).

The Company has filed its reply to the said show cause cum demand notice and the matter is currently pending with Assistant Commissioner (Audit), Service Tax, Mumbai - II for further hearing. Based on the documents and other information furnished, the Company is confident that the said demand will be dropped.

B. Income Tax:

iii) Demand of Rs. 18,625,199/- (including interest of Rs. 4,930,200) towards short payment of Tax Deducted at Source under Section 194J of the Income Tax Act for A.Y. 2012-13 raised by Dy. Commissioner of Income Tax (TDS) - 1 (1), Mumbai.

Actual liability towards payment of TDS under Section 194J for the A.Y. 2012-13 for the year was Rs. 6,406,683/- and not Rs. 13,694,999/- as assessed by the Dy. Commissioner of Income Tax - TDS. The Company had already paid the said amount of TDS of Rs. 6,406,683/- within the stipulated time and as such the above demand for Rs. 18,625,199/- (including interest of Rs. 4,930,200/-) is wrongly raised against the Company.

The Company has filed an application for rectification of the said order Under Section 154 of the Income Tax Act, 1961. Further by way of abundant caution the Company has also filed an appeal against the said order before Commissioner of Income Tax (Appeals), Mumbai and the company is confident that the said wrongful demand will be withdrawn and no liability will arise in respect of the said demand.

C. Maharashtra Value Added Tax:

iv) Demand of Rs. 28,114,579/- (including interest of Rs. 6,383,503 and Penalty of Rs. 10,865,538/-) in respect of short payment of Maharashtra Value Added Tax (MVAT) for the Financial Year 2009-10 raised by the Dy. Commissioner of Sales Tax, Mumbai.

The Company has field an appeal against the said demand before the Joint Commissioner of Sales Tax (Appeal) -I and the Company is confident that the said demand will be dropped and no liability will arise against the company.

8. In the opinion of the Board and to the best of their knowledge and belief, the value on realization of the Current Assets, Loans & Advances in the ordinary course of the business will not be less than the value stated in the Balance Sheet and provision for all known liabilities are adequate and not in excess of the amount reasonably required to be provided.

9. Related Party Disclosure as per Accounting Standard (AS) 18

A. List of related parties.

a. Key Management Personnel

(i) Shri Gordhan P. Tanwani - Chairman & Managing Director.

b. Relatives of Key Management Personnel:

(i) Smt Jyoti G. Tanwani - Wife

(ii) Shri Nikhil G. Tanwani - Son

(iii) Shri Rahul G. Tanwani - Son

(iv) Gordhan P. Tanwani (HUF)

(v) Shri Raju P. Tanwani - Brother

c. Other related parties (Companies in which director or their relatives have significant influence)

a. Bhagwati Media Pvt. Ltd.

b. Larry''s Electronics Pvt Ltd.

c. Bhagwati Holdings Pvt. Ltd.

d. M/s. Baba Developers

e. M/s. Super Plast

f. M/s. Baba Digital

g. M/s. Om Enterprises

10. Disclosure as per clause 32 of The Listing Agreement

a) Loans and Advances to Subsidiary Companies: Rs Nil

b) Loans and Advances to Associate Companies: Rs Nil

c) Loans and Advances to Associate Companies/ firms in which directors are interested (excluding Subsidiary and Associate Companies): Rs Nil

11. Segment Information

The Company is at present engaged in main business segments of Trading in IPR of Films & Film and TV Serial Production.

These Business Segments have been identified in line with Accounting Standard (AS) - 17"Segment Reporting"

Segment revenue results include amounts identifiable to each segment. Other unallocable expenditure includes revenues and expenditure, which are not directly identifiable to the individual segment as well as expenses, which relate to the Company as a whole.

12. Previous year''s figures have been regrouped/ rearranged wherever considered necessary.

13. The Notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

---

Mar 31, 2013

1 Contingent Liability-

a. Show Cause cum Demand notice for Short Payment of Service Tax for the year 2007-08 - Rs. 67158/- plus interest.

b. Show Cause cum Demand notice towards Penalty for Non Filing of Service Tax Return for the period from October, 2008 to March, 2011 - Rs. 100,000/-

The Company has contested both the demands before the Dy Commissioner of Service Tax, Div IV, Mumbai II. The Company is confident that no liability will arise against both the demands except for Rs. 3541/- which has already been paid by the company.

2. Remuneration to Directors:

Remuneration paid during the year ended 31st March, 2013 to Chairman & Managing Director Rs. Nil (P.Y. Nil). Sitting Fees paid to Non- Executive/ Independent Directors -

3. In the opinion of the Board and to the best of their knowledge and belief, the value on realization of the Current Assets, Loans & Advances in the ordinary course of the business will not be less than the value stated in the Balance Sheet and provision for all known liabilities are adequate and not in excess of the amount reasonably required to be provided.

4. Balances in respect of the Debtors, Creditors, Advances and Deposits are subject to confirmation.

5. Related Party Disclosure as per Accounting Standard (AS) 18 A List of related parties.

a. Key Management Personnel

(i) Shri Gordhan P. Tanwani - Chairman & Managing Director.

b. Other related parties (companies in which director or their relatives have significant influence)

a. Bhagwati Media Pvt. Ltd. (Formerly-Baba Entertainments Pvt. Ltd.)

b. Larry''s Electronics Pvt Ltd.

c. Silgate Solutions Ltd.

d. Bhagwati Holdings Pvt. Ltd.

e. M/s. Baba Developers

f. M/s. Super Plast

g. M/s. Baba Digital

h. M/s. Om Enterprises

6. Disclosure as per clause 32 of The Lisiting Agreement

a) Loans and Advances to subsidiary companies: Rs Nil

b) Loans and Advances to associate companies: Rs Nil

c) Loans and Advances to associate companies/ firms in which directors are interested (excluding subsidiary and associate companies): Rs Nil

7. Segment Information

The Company is at present engaged in main business segments of Trading in IPR of Films & Film Production in Hindi

These Business Segments have been identified in line with Accounting Standard (AS) - 17 "Segment Reporting"

Segment revenue results include amounts identifiable to each segment. Other unallocable expenditure includes revenues and expenditure, which are not directly identifiable to the individual segment as well as expenses, which relate to the Company as a whole.

8. Previous year''s figures have been regrouped/ rearranged wherever considered necessary.

9. The Notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

---

Mar 31, 2012

Notes:

1. 5,16,00,000 equity shares of Re. 1/- each fully paid issued by way of Bonus Shares by utilisation of Securities Premium and Reserves

2. 1,29,00,000 equity shares of Rs. 4/- each were subdivided into 5,16,00,000 equity shares of Re. 1/- each pursuant to the special resolution passed at the AGM held on 29th September, 2009.

3. 28,49,530 equity shares issued on conversion of Optionally Fully Convertible Warrants

Note: 1. The Cash Credit Facility is secured by Hypothecation of Book Debts / Receivables arising out of trading in Satellite Rights / IPR, Ownership Rights of various Films and T.V. Serials, Hypothecation of Plant & Machinery, Equitable Mortgage of Office Premises at Mumbai, Pledge of Three Crore Equity Shares of Re. 1/- each of Promoters constituting 51.18% of their holding and Personal Guarantee of the Managing Director of the Company.

1 Contingent Liability - Nil

2. Remuneration to Directors:

Remuneration paid during the year ended 31st March, 2012 to Chairman & Managing Director Rs. Nil (P.Y. Rs.26,99,970).

3. The Company has sent memorandum to suppliers covered under The Micro, Small and Medium Enterprises Development Act, 2006; no replies have been received from them till date.

4. In the opinion of the Board and to the best of their knowledge and belief, the value on realization of the Current Assets, Loans & Advances in the ordinary course of the business will not be less than the value stated in the Balance Sheet and provision for all known liabilities are adequate and not in excess of the amount reasonably required to be provided.

5. Balances in respect of the Debtors, Creditors, Advances and Deposits are subject to confirmation.

6. Related Party Disclosure as per Accounting Standard (AS) 18 A List of related parties.

a. Key Management Personnel

(i) Shri Gordhan P. Tanwani - Chairman & Managing Director.

b. Other related parties (companies in which director or their relatives have significant influence)

a. Bhagwati Media Pvt. Ltd. (Formerly-Baba Entertainments Pvt. Ltd.)

b. Larry's Electronics Pvt Ltd.

c. Silgate Solutions Ltd.

d. Bhagwati Holdings Pvt. Ltd.

e. M/s. Baba Developers

f. M/s. Super Plast

g. M/s. Baba Digital

h. M/s. Om Enterprises

7. Segment Information

The Company is at present engaged in main business segments of Trading in IPR of Films & Film Production in Hindi

These Business Segments have been identified in line with Accounting Standard (AS) - 17 "Segment Reporting"

Segment revenue results include amounts identifiable to each segment. Other unallocable expenditure includes revenues and expenditure, which are not directly identifiable to the individual segment as well as expenses, which relate to the Company as a whole.

8. Previous year's figures have been regrouped/ rearranged wherever considered necessary.

9. The Schedules and the notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

---

Mar 31, 2011

1. Contingent Liability – Nil

2. Remuneration to Directors:

Remuneration paid during the year ended 31st March, 2011 to Chairman & Managing Director Rs.26,99,970 (P.Y. Rs. Nil), which is within the limits permissible under The Companies Act, 1956.

3. The company has sent memorandum to suppliers covered under The Micro, Small and Medium Enterprises Development Act, 2006; no replies have been received from them till date.

4. In the opinion of the Board and to the best of its knowledge and belief, the value on realization of the Current Assets, Loans & Advances in the ordinary course of the business will not be less than the value stated in the Balance Sheet and provision for all known liabilities are adequate and not in excess of the amount reasonably required to be provided.

5. Other requirements of Para 3 & 4 of Part II of Schedule VI to the Companies Act, 1956 are not applicable to the Company.

6. The company does not have policy of leave encashment. The provision for gratuity has been made on the basis of actuarial report received.

Amounts for the current and previous year are as follows:

B) Reconciliation of opening and closing balances of fair value of Plan Assets is Nil

7 Related Party Disclosure as per Accounting Standard (AS) 18 A. List of related parties.

a. Key Management Personnel

(i) Shri Gordhan P. Tanwani – Chairman & Managing Director

b. Subsidiary Companies :

(i) Mahadev Production Pvt. Ltd.

c. Other related parties (companies in which director or their relatives have significant influence)

a. Bhagwati Media Pvt. Ltd. (Formerly–Baba Entertainments Pvt. Ltd.)

b. Larry's Electronics Pvt Ltd.

c. Silgate Solutions Ltd.

d. Bhagwati Holdings Pvt. Ltd.

e. M/s. Baba Developers

f. M/s. Super Plast

g. M/s. Baba Digital

h. M/s. Om Enterprises

8. Segment Information

The Company is at present engaged in main business segments of Trading in IPR of Films & Film Production in Hindi

These Business Segments have been identified in line with Accounting Standard (AS) – 17 "Segment Reporting"

Segment revenue results include amounts identifiable to each segment. Other unallocable expenditure includes revenues and expenditure, which are not directly identifiable to the individual segment as well as expenses, which relate to the company as a whole.

9. Previous year's figures have been regrouped/ rearranged wherever considered necessary.

10. The Schedules and the notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.

---

Mar 31, 2010

1. Contingent Liability - Rs. Nil

2. Remuneration to Chairman, Managing Director & Executive Director:

No remuneration was paid during the year ended 31st March,2010 ( Rs. Nil paid during FY 2008-09).

3. The Company has sent memorandum to suppliers covered under The Micro, Small and Medium Enterprises Development Act,2006, no replies have been received from them till date.

4. In the opinion of the Board and to the best of their knowledge and belief, the value on realization of the Current Assets, Loans & Advances in the ordinary course of the business will not be less than the value stated in the Balance Sheet and provision for all known liabilities are adequate and not in excess of the amount reasonably required to be provided.

5. Balances in respect of the Debtors, Creditors, Advances and Deposits are subject to confirmation.

6. Other requirements of Para 3 & 4 of Part II of Schedule VI to the Companies Act, 1956 are not applicable to the Company.

7. The company does not have policy of leave encashment. The provision for gratuity has been made on the basis of acturial report received.

8 Related Party Disclosure as per Accounting Standard (AS) 18 A List of related parties.

a. Key Management Personnel

(i) Shri. Gordhan P. Tanwani - Chairman & Managing Director.

b. Subsidiary Companies :

(i) Mahadev Production Pvt. Ltd.

c. Other related parties (companies in which director or their relatives have significant influence)

(i) Bhagwati Media Pvt. Ltd. (Formerly - Baba Entertainments Pvt. Ltd.)

(ii) Larrys Electronics Pvt Ltd.

(iii) Silgate Solutions Ltd.

(iv) Bhagwati Holdings Pvt. Ltd.

(v) M/s. Baba Developers

(vi) M/s. Super Plast

(vii) M/s. Baba Digital

(viii) M/s. Om Enterprises

9. Segment Information

The Company is at present engaged in main business segments of Post Production, Trading in IPR of Films & Film Production.

These Business Segments have been identified in line with Accounting Standard (AS) - 17 "Segment Reporting"

Segment revenue results include amounts identifiable to each segment. Other unallocable expenditure includes revenues and expenditure, which are not directly identifiable to the individual segment as well as expenses, which relate to the Company as a whole.

10. Previous years figures have been regrouped/ rearranged wherever considered necessary.

11. The Schedules and the notes referred to above form an integral part of Balance Sheet and Profit & Loss Account.