Auditor Report of Bombay Talkies Ltd.

Mar 31, 2024

We have audited the accompanying standalone financial statements of BOMBAY TALKIES LIMITED (“the Company”), which comprises of the Balance Sheet as at March 31, 2024, the Statement of Profit and Loss, Statement of changes in equity, and Statement of Cash Flows for the year then ended, and notes to the Financial Statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matters described in the basis for qualified opinion paragraph of our report the aforesaid standalone financial statements give the information required by the Act, in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribe under section 133 of the Act read with the Companies (Indian Accounting Standard) Rules 2015 as amended (Ind AS) with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024, and Loss, changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

We draw attention to the matters described in the “Basis for Qualified Opinion” paragraph of the audit report on Standalone Financial Statements of the company audited by us. These matters in so far as it relates to the amounts and disclosures included in respect of the company are included in “Annexure-1”which forms an integral part of our report the effects of which are not ascertainable on the financial statements that constituted the basis for modifying our opinion. Our opinion on the Standalone Financial Statements is qualified in respect of the matters referred to in “Annexure-1” to this report, to the extent applicable.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143 (10) of the Companies Act, 2013. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters except for the matters described in basis for qualified opinion section.

Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for the safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent and design, implementation, and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statement that gives a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assura nce but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit.

We also:

a) Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

b) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has an adequate internal financial controls system in place and the operating effectiveness of such controls.

c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

d) Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

e) Evaluate the overall presentation, structure, and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Information other than the financial statements and Auditors’ report thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises the Board’s Report (including annexures thereto), Management Discussion and Analysis and Report on Corporate Governance (collectively referred to as ''other information'') but does not include the standalone financial statements, and our auditors’ report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 issued by the Central

Government of India in terms of sub-section (11) of Section 143 of the Act, we give in

“Annexure A” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the

extent applicable.

2. As required by Section 143 (3) of the Act, we report that:

a. Except for the matters described in the “Basis for Qualified Opinion” paragraph we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b. In our opinion and except for the matters described in the “Basis for Qualified Opinion” paragraph, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

c. The Balance Sheet, Statement of Profit and Loss, Statement of changes in equity, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d. Except for the matters described in the “Basis for Qualified Opinion” paragraph in our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act.

e. On the basis of written representations received from the Directors as on March 31, 2024, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024, from being appointed as a director in terms of Section 164(2) of the Act.

f. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”.

g. With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

h. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 as amended, in our opinion and to the best of our information and according to the explanations given to us:

(i) Except for the effects described in the “Basis for Qualified Opinion” the Company does not have any pending litigations which would impact its financial position.

(ii) In our opinion and as per the information and explanations provided to us, the Company has not entered into any long-term contracts including derivative contracts, requiring provision under applicable laws or accounting standards, for material foreseeable losses.

(iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

(iv) a. The company has not advanced any funds to or in any other persons or entities,

including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, 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 the like on behalf of the Ultimate Beneficiaries.

b. The company has not received any funds from any persons or entities, including foreign entities (“Funding Parties”) with the understanding, whether recorded in writing or otherwise, that the company shall, whether, 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”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

c. Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

(v) The company has not declared or paid any dividend during the year.

(As referred to in “Basis for Qualified Opinion” paragraph of our audit report of even date to the members of Bombay Talkies Limited for the year ended 31^st March, 2024)

Bases on our audit on the consideration of our report of the company, we report that :

1. Trade Receivable (Note: 7), Other Current Assets (Note: 9) have been classified as current assets includes balance which are outstanding for realization/settlement since previous several years and in the absence of adequate information/explanations regarding the realization settlement of such amounts within twelve months after the year and reasons for not classifying then as noncurrent asset is inconsistent with IND AS-1 “Presentation of Financial Statement.” This has resulted in over statement of respective current assets and under statement of the corresponding non-current assets.

2. Assessment of Impairment of Assets has not been done by the Company which is inconsistent with IND AS-36 “Impairment of Assets.”

3. Trade Receivable (Note: 7), Other Current Assets (Note: 9), Other Non-Current Assets (Note: 5) are subject to confirmation.

4. The Financial Assets, Other Current Assets (Note: 9) has not been measured at fair value as required by IND AS-109 “Financial Instruments” and proper disclosures as required in IND AS 107 “Financial Statements Disclosures” has not been done for the same.

5. As per IND AS-12 “Income Taxes” the recognition of deferred tax assets arising from unused tax losses and unused tax credits vis a vis deferred Tax liabilities the presentation of income taxes in the financial statements and the disclosure of information relating to income taxes. The Company has not provided for deferred tax liability/ created deferred tax asset which is inconsistent with the material accounting policy of the Company.

For want of complete information on the cumulative impact of our observations in para 1 to 5 above to this report on assets, liabilities, income and expenditure is not ascertained.

For Rajesh U Shah & Associates.

Chartered Accountants Firm Regn.No.: 327799E

Place : Kolkata

Dated : 30/05/2024 SD/-

Rajesh Shah (Proprietor)

Membership No : 056550 UDIN: 24056550BJZZAZ6977

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Mar 31, 2014

We have audited the accompanying financial statements of Bombay Talkies Limited ("the Company"), which comprise the Balance Sheet as at 31st March 2014 and the Statement of Profit and Loss for the year ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014 and,

b) in the case of the Statement of Profit and Loss, of the Profit of the Company for the year ended on that date

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

(a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet and Statement of Profit and Loss dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet and Statement of Profit and Loss comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Act.

(e) On the basis of the written representations received from the directors as on 31st March, 2014 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2014 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act.

ANNEXURE REFERRED TO THE AUDITORS'' REPORT (Referred to in our report of even date)

(i) In respect of fixed assets -

The Company doesn''t have any fixed assets during the reporting period and accordingly the sub clause (a), (b) & (c) of the order are not applicable.

(ii) As no Inventories have been maintained by the company at the end of the year, in our opinion, clause (ii) (a) (b) (c) of paragraph 4 of the order is not applicable to the companies.

(iii) In respect of loans, secured or unsecured to/ from companies, firms or other parties covered in the register maintained under section 301 of the Act.

a. The company has not accepted / granted any loans, during the year from the parties covered in the register maintained under section 301 of the companies Act, 1956

b. In our opinion and according to the information and explanations given to us the rate of interest wherever applicable and other terms and conditions are not prima facie prejudicial to the interest of the company;

c. The loan granted by the company is repayable on demand. Accordingly the regularity of repayment is not applicable. The payments of the interest are regular.

d. The company has not taken loans, secured or unsecured, from companies, firms or other

parties covered in the register maintained under section 301 of the Companies Act, 1956 the clause (iii) (e) (f) (g) of the order are not applicable.

(iv) In our opinion and according to the information and explanations given to us there are adequate internal control systems commensurate with the size of the company and the nature of its business, for the purchase of fixed assets and for sale of goods and services. During the course of our audit we have not observed any major weaknesses in internal control.

(v) In respect of transactions entered in the register maintained in pursuance of section 301 of the Companies Act, 1956:

a. In our opinion and according to the information and explanations given to us the particulars of contracts or arrangements referred to in section 301 of the Act have been entered.

b. According to the information and explanations given to us, transactions made in pursuance of such contracts or arrangements have been made at prices which are prima facie, reasonable having regard to the prevailing market prices at the relevant time.

(vi) As per the information and explanations given to us the company has not accepted any deposits within the meaning of Section 58A and 58AA of The Companies Act, 1956 and the rules framed there under.

(vii) In our opinion, the internal audit system of the company commensurate with its size and nature of its business.

(viii) The Central Govt. has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Act for the business of the company.

(ix) In respect of statutory dues:

a. According to the information and explanations given to us the company is regular in depositing undisputed statutory dues including, Income tax, Wealth Tax, and any other statutory dues to the extent applicable to the company with the appropriate authorities. The provisions of Provident Fund, Employees State Insurance, Sales tax, Custom Duty, Excise Duty, Cess is not applicable to the company. According to information and explanation given to us, no undisputed

amount payable were outstanding as on 31-03-2014 for a period of more than six months from the date they become payable. b. According to the information and explanations given to us the company does not have any disputed dues of Income tax/ Service Tax/ Wealth tax/ Investor Education and Protection Fund and any other statutory due.

(x) The company has neither accumulated losses nor has incurred cash losses in the financial year or in the immediately preceding financial year.

(xi) The company has not defaulted in the repayment of dues to a Bank or Financial institution, nor debenture holders.

(xii) According to the information and explanations given to us the company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or nidhi mutual benefit fund / society. Therefore, the provision of clause 4 (xiii) of the Companies (Auditor''s Report) Order 2003 are not applicable to the Company.

(xiv) In respect of shares, securities and other investments dealt or traded by the Company, proper records have been maintained in respect of the transactions and contracts and timely entries have been made therein. All the investments are held by the Company in its own name.

(xv) According to the information and explanations given to us the company has not given any guarantee for loans taken by others from bank or financial institutions.

(xvi) The company has not raised any term loan during the year.

(xvii) According to the information and explanation given to us and overall examination of the Balance Sheet of the Company, we report that the no funds raised on the short term basis have been used for long term investment and vice versa.

(xviii) According to the information and explanations given to us the company has not made any preferential allotment of shares to parties and companies listed in the Register maintained under section 301 of the Act.

(xix) According to the information and explanations given to us the company has not issued secured debentures.

(xx) According to the information and explanations given to us the company has not raised money by public issues.

(xxi) In our opinion and according to the information and explanations given to us no fraud on or by the company has been noticed or reported during the year.

For H. T. Merchant & Company (Chartered Accountants)

H. T. Merchant Proprietor Membership No. 033805 Firm Regn. No. 033805/10929/1

Place: Mumbai Date: 23rd August 2014.

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Mar 31, 2013

We have audited the accompanying financial statements of Bombay Talkies Limited ("the Company"), which comprise the Balance Sheet as at 31st March 2013 and the Statement of Profit and Loss for the year ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2013 and,

b) in the case of the Statement of Profit and Loss, of the Profit of the Company for the year ended on that date

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by Section 227(3) of the Act, we report that:

(a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet and Statement of Profit and Loss dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet and Statement of Profit and Loss comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Act.

(e) On the basis of the written representations received from the directors as on 31st March, 2013 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2013 from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Act.

(Referred to in our report of even date) (i) In respect of fixed assets -

The Company doesn''t have any fixed assets during the reporting period and accordingly the sub clause (a), (b) & (c) of the order are not applicable.

(ii) As no Inventories have been maintained by the company at the end of the year, in our opinion, clause (ii) (a) (b) (c) of paragraph 4 of the order is not applicable to the companies.

(iii) In respect of loans, secured or unsecured to/ from companies, firms or other parties covered in the register maintained under section 301 of the Act.

a. The company has not accepted / granted any loans, during the year from the parties covered in the register maintained under section 301 of the companies Act, 1956

b. In our opinion and according to the information and explanations given to us the rate of interest wherever applicable and other terms and conditions are not prima facie prejudicial to the interest of the company;

c. The loan granted by the company is repayable on demand. Accordingly the regularity of repayment is not applicable. The payments of the interest are regular.

d. The company has not taken loans, secured or unsecured, from companies, firms or other

parties covered in the register maintained under section 301 of the Companies Act, 1956 the clause (iii) (e) (f) (g) of the order are not applicable.

(iv) In our opinion and according to the information and explanations given to us there are adequate internal control systems commensurate with the size of the company and the nature of its business, for the purchase of fixed assets and for sale of goods and services. During the course of our audit we have not observed any major weaknesses in internal control.

(v) In respect of transactions entered in the register maintained in pursuance of section 301 of the Companies Act, 1956:

a. In our opinion and according to the information and explanations given to us the particulars of contracts or arrangements referred to in section 301 of the Act have been entered.

b. According to the information and explanations given to us, transactions made in pursuance of such contracts or arrangements have been made at prices which are prima facie, reasonable having regard to the prevailing market prices at the relevant time.

(vi) As per the information and explanations given to us the company has not accepted any deposits within the meaning of Section 58A and 58AA of The Companies Act, 1956 and the rules framed there under.

(vii) In our opinion, the internal audit system of the company commensurate with its size and nature of its business.

(viii) The Central Govt. has not prescribed maintenance of cost records under clause (d) of sub-section (1) of section 209 of the Act for the business of the company.

(ix) In respect of statutory dues:

a. According to the information and explanations given to us the company is regular in depositing undisputed statutory dues including, Income tax, Wealth Tax, and any other statutory dues to the extent applicable to the company with the appropriate authorities. The provisions of Provident Fund, Employees State Insurance, Sales tax, Custom Duty, Excise Duty, Cess is not applicable to the company. According to information and explanation given to us, no undisputed amount payable were outstanding as on 31-03-2013 for a period of more than six months from the date they become payable.

b. According to the information and explanations given to us the company does not have any disputed dues of Income tax/ Service Tax/ Wealth tax/ Investor Education and Protection Fund and any other statutory due.

(x) The company has neither accumulated losses nor has incurred cash losses in the financial year or in the immediately preceding financial year.

(xi) The company has not defaulted in the repayment of dues to a Bank or Financial institution, nor debenture holders.

(xii) According to the information and explanations given to us the company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

(xiii) In our opinion, the company is not a chit fund or nidhi mutual benefit fund / society. Therefore, the provision of clause 4 (xiii) of the Companies (Auditor''s Report) Order 2003 are not applicable to the Company.

(xiv) In respect of shares, securities and other investments dealt or traded by the Company, proper records have been maintained in respect of the transactions and contracts and timely entries have been made therein. All the investments are held by the Company in its own name.

(xv) According to the information and explanations given to us the company has not given any guarantee for loans taken by others from bank or financial institutions.

(xvi) The company has not raised any term loan during the year.

(xvii) According to the information and explanation given to us and overall examination of the Balance Sheet of the Company, we report that the no funds raised on the short term basis have been used for long term investment and vice versa.

(xviii) According to the information and explanations given to us the company has not made any preferential allotment of shares to parties and companies listed in the Register maintained under section 301 of the Act.

(xix) According to the information and explanations given to us the company has not issued secured debentures.

(xx) According to the information and explanations given to us the company has not raised money by public issues.

(xxi) In our opinion and according to the information and explanations given to us no fraud on or by the company has been noticed or reported during the year.

For H. T. Merchant & Company (Chartered Accountants)

H. T. Merchant Proprietor Membership No. 033805 Firm Regn. No. 033805/10929/1

Place: Mumbai Date: 28th August 2013.

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Mar 31, 2010

We have audited Balance Sheet of M/s. BOMBAY TALKIES LIMITED as at March 31,2010 and also the Profit and Loss Account for the period ended on that date and the Cash Flow Statement annexed there to. These financial statements are the responsibility of the company management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall finanacial statement presentataion. We believe that cur audit provides a reasonable basis for our opinion.

1. As required by the Companies (Auditors Report) Order, 2003, issued by the Central Government of India terms of Section (4A) of the Companies Act, 1956, we enclose, in the annexure, a statement on the matters specified in paragraphs 4 and 5 of the said order.

2. Further to our comments in the Annexure referred to in paragraph 3 above, we state that:

a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit.

b) In our opinion proper books of account as required by Law have been kept by the Company so far as appears from our examination of the books;

c) The Balance Sheet and the Profit and Loss Account dealt with by this report are in Agreement with the books of accounts;

d) In our opinion Profit and Loss Account & the Balance Sheet comply with the mandatory Accounting Standards referred to in sub- section (3C) of Section 211 of the Companies act, 1956.

e) On the basis of the written representations received from the Directors as on March 31, 2010, and taken record by the Board of Directors, we report that none of them is disqualified as on March 31,2010 from being appointed as a Director in terms of clause (g) of sub-section 274 of the Companies Act, 1956.

f) In our opinion; and to the best of our information and according to the explanation given to us, the said accounts, and read together with other notes there on give the information required by the Companies Act, 1956 in manner so requires and give a true and fair view in Conformity with the accounting principles generally accepted in India:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as on, March, 31st 2010.

(ii) In the case of the Profit and Loss Account, of the profit of the Company for the period ended on that date.

ANNEXURE REFERRED TO IN PARAGRAPH 4 OF THE AUDITORS REPORT TO THE MEMBERS OF M/s. BOMBAY TALKIES LIMITED FOR THE YEAR ENDED 31st MARCH 2010

i). In respect of fixed assets:

a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

b) The Fixed assets of the company have been physically verified by the management at the end of the year and we are informed that no discrepancies between book records and the physical Inventory has been noticed.

c) In our opinion, and according to the information and explanation given to us, the Company has not made any substantial disposals during the year Concern assumption.

ii). (a), Inventories have been physically verified during the year by the management and in our opinion, the frequency of verification is reasonable.

(b). The Procedure of physical verification of stock followed by the management are adequate in relation to the size of the company and the nature of its business.

(c). The company is maintaining proper record of inventory. The discrepancies noticed on verification between the physical stocks and book records were not material and have been properly dealt with in the books of Recount

iii). (a). The company has not accepted / granted any loans, during the year from the parties covered in the register maintained under section 301 of the companies Act, 1956.

(b). It is not prejudicial to the interest of the Company.

(c). There is regularity in the terms of payment of interest and principals.

iv.) In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

v.) As the information received from management, there are no transactions with the parties covered under section 301 of the companies Act 1956.

vi.) In our opinion as per the explanation given to us the Company has not complied with the provisions of section 58A and 58AA of the companies Act, 1956 and The Companies (Acceptance of deposits) rules, 1975 with regards to the deposits accepted from the shareholders, friends, relatives of directors and business associates.

vii.) In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

viii.) As inform to us no cost audit under section 209(1) (d) of the companies Act, 1956 have been prescribed.

ix.) The company is regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax, wealth tax, custom duty, excise duty, cess and other statutory dues with the appropriate authorities if any

x.) The company has not incurred cash loss in the current year and in the immediately preceding financial year and there are accumulated losses in the balance sheet as on 31st March 2010, but net worth of the company has not been eroded by more than 50%.

xi.) The company has not defaulted during the year in repayment of dues to any financial institutions, banks.

xii.) No loans and advances given against pledge of share, debenture and other securities.

xiii.) As the company in not a chit fund, nidhi, mutual benefit fund or society the provisions of clause 4(xiii) of the companies (Auditors report) order, 2003 is not applicable to the company.

xiv.) Adequate documents are maintained for transaction and contracts in shares / securities and shares and securities are held by the company in its own name unless exempted under section 49 of the companies Act

xv.) The company has not given any guarantee for loans to others

xvi.) According to the information and explanations received, the company has not applied short terms borrowings for long term use and vice versa.

xvii.) The company has not made any preferential allotment of shares during the year.

xviii.) The company has not issued any debentures during the year.

xix.) The company has not raised any money by way of public issue during the year.

xx.) As per the information and explanation given to us, no material fraud on or by the company has been noticed during the year

For J.K.Shah & Associates

Chartered Accountants

Jaykumar K.Shah

(Proprietor) Membership No.42545

Place: Mumbai Date: 10.08.2010

---

Mar 31, 2009

We have audited Balance Sheet of M/s. BOMBAY TALKIES LIMITED as at March 31,2009 and also the Profit and Loss Account for the period ended on that date and the Cash Flow Statement annexed there to. These financial statements are the responsibility of the company management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

1. As required by the Companies (Auditors Report) Order, 2003, issued by the Central Government of India terms of Section (4A) of the Companies Act, 1956, we enclose, in the annexure, a statement on the matters specified in paragraphs 4 and 5 of the said order.

2. Further to our comments in the Annexure referred to in paragraph 3 above, we state that:

a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit.

b) In our opinion proper books of account as required by Law have been kept by the Company so far as appears from our examination of the books;

c) The Balance Sheet and the Profit and Loss Account dealt with by this report are in Agreement with the books of accounts;

d) In our opinion Profit and Loss Account & the Balance Sheet comply with the mandatory Accounting Standards referred to in sub- section (3C) of Section 211 of the Companies act, 1956.

e) On the basis of the written representations received from the Directors as on March 31, 2009, and taken record by the Board of Directors, we report that none of them is disqualified as on March 31, 2009 from being appointed as a Director in terms of clause (g) of sub-section 274 of the Companies Act, 1956.

f) In our opinion; and to the best of our information and according to the explanation given to us, the said accounts, and read together with other notes there on give the information required by the Companies Act, 1956 in manner so requires and give a true and fair view in Conformity with the accounting principles generally accepted in India:

(i) In the case of the Balance Sheet, of the state of affairs of the Company as on, March, 31st 2009.

(ii) In the case of the Profit and Loss Account, of the profit of the Company for the period ended on that date.



ANNEXURE REFERRED TO IN PARAGRAPH 4 OF THE AUDITORS REPORT TO THE MEMBERS OF M/s. BOMBAY TALKIES LIMITED FOR THE YEAR ENDED 31st MARCH 2009



i). In respect of fixed assets:

a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

b) The Fixed assets of the company have been physically verified by the management at the end of the year and we are informed that no discrepancies between book records and the physical Inventory has been noticed.

c) In our opinion, and according to the information and explanation given to us, the Company has not made any substantial disposals during the year Concern assumption.

ii). (a). Inventories have been physically verified during the year by the management and in our opinion, the frequency of verification is reasonable.

(b). The Procedure of physical verification of stock followed, by the management are adequate in relation to the size of the company and the nature of its business.

(c). The company is maintaining proper record of inventory. The discrepancies noticed on verification between the physical stocks and book records were not material and have been properly dealt with in the books of account

iii). (a). The company has not accepted / granted any loans, during the year from the parties covered in the register maintained under section 301 of the companies Act, 1956.

(b). It is not prejudicial to the interest of the Company.

(c). There is regularity in the terms of payment of interest and principals.

iv.) In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

v.) As the information received from management, there are no transactions with the parties covered under section 301 of the companies Act 1956.

vi.) In our opinion as per the explanation given to us the Company has not complied with the provisions of section 58A and 58AA of the companies Act, 1956 and The Companies (Acceptance of deposits) rules, 1975 with regards to the deposits accepted from the shareholders, friends, relatives of directors and business associates.

vii.) In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

viii.) As inform to us no cost audit under section 209(1) (d) of the companies Act, 1956 have been prescribed.

ix.) The company is regular in depositing undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax, wealth tax, custom duty, excise duty, cess and other statutory dues with the appropriate authorities if any

x.) The company has not incurred cash loss in the current year and in the immediately preceding financial year and there are accumulated losses in the balance sheet as on 31st March 2008, but net worth of the company has not been eroded by more than 50%.

xi.) The company has not defaulted during the year in repayment of dues to any financial institutions, banks.

xii.) No loans and advances given against pledge of share, debenture and other securities.

xiii.) As the company in not a chit fund, nidhi, mutual benefit fund or society the provisions of clause 4(xiii) of the companies (Auditors report) order, 2003 is not applicable to the company.

xiv.) Adequate documents are maintained for transaction and contracts in shares / securities and shares and securities are held by the company in its own name unless exempted under section 49 of the companies Act

xv.) The company has not given any guarantee for loans to others

xvi.) According to the information and explanations received, the company has not applied short terms borrowings for long term use and vice versa.

xvii.) The company has not made any preferential allotment of shares during the year.

xviii.) The company has not issued any debentures during the year.

xix.) The company has not raised any money by way of public issue during the year.

xx.) As per the information and explanation given to us, no material fraud on or by the company has been noticed during the year

For J.K.Shah & Associates

Chartered Accountants

Jaykumar K.Shali

Place: Mumbai (Proprietor)

Date: 08.08.2009 Membership No.42545