Directors Report of IDream Film Infrastructure Company Ltd.

Mar 31, 2024

The Directors have pleasure in presenting the Forty Third (43^rd) Annual Report of the Company together with the Audited
Financial Statements for the year ended 31“ March, 2024.

1. FINANCIAL STATEMENTS & RESULTS

a. FINANCIAL RESULTS :

The Company''s performance during the year ended 31^st March, 2024 as compared to the previous financial year, is
^{summarized below:} (Amount in Lacs)

Particulars	For the Financial Year	For the Financial Year
	ended 31“ March 2024	ended 31“ March 2023
Total Income	4.37	0.43
Less: Expenses	20.15	25.73
Loss before Exceptional and Extra-Ordinary items and tax	(15.78)	(25.30)
Profit / (Loss) Before Tax	(15.78)	(25.30)
Less: Provision for Tax	-	-
Income Tax of earlier years w/off	-	-
Profit / (Loss) After Tax	(15.78)	(25.30)

b. OPERATIONS:

During the year under review, the Company did not undertake any business operations. The Company incurred a Net Loss
of INR (15.78) Lacs due to administrative and other fixed expenses

c. CHANGE IN NATURE OF BUSINESS:

During the year under review, there was no change in the nature of business of the Company.

d. REPORT ON PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE
COMPANIES:

The Company has one Wholly-owned Subsidiary Company viz. AHA Parks Limited which is an unlisted Public Company.
The performance and financial position of the subsidiary Company for the year ended 31“ March, 2024 is attached and
marked as Annexure I and forms part of this Report.

During the year under review, our Company did not have any Associate or Joint Venture Company.

No company has become or ceased as subsidiary, associate and joint venture, during the year under review.

e. DIVIDEND :

Considering the loss incurred in the current financial year and accumulated losses, our Directors have not recommended
any dividend for the financial year under review.

f. TRANSFER TO RESERVES:

In view of loss incurred during the year under review, our Directors have not recommended transfer of any amount to
reserves.

g. REVISION OF FINANCIAL STATEMENT:

During the year under review, there was no revision of the financial statements pertaining to previous financial years.

h. DEPOSITS:

The Company has not accepted or renewed any amount falling within the purview of provisions of Sections 73 and 74 of
the Companies Act, 2013 (''the Act'') read with the Companies (Acceptance of Deposits) Rules, 2014 during the year under
review. Hence, the requirement for furnishing of details of deposits which are not in compliance with Chapter V of the Act
is not applicable.

i. DISCLOSURES UNDER SECTIONS 134(3)(1) OF THE COMPANIES ACT, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company''s
financial position have occurred between the end of the financial year of the Company and date of this Report.

j. DISCLOSURES OF INTERNAL FINANCIAL CONTROLS:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are
adequate. During the year under review, no material or serious observation has been received from the Internal Auditors of
the Company for inefficiency or inadequacy of such controls.

k. DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL:

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have impact on the
going concern status and the Company''s operations in future.

l. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There were transactions entered by the Company which are falling under Section 188 of the Companies Act, 2013, with
related party(ies) as defined under Section 2(76) of the Companies Act, 2013 during the financial year under review. The
particulars of transactions entered by the Company with the related parties in Form AOC-2 is attached as Annexure II.
The Company has not entered in any contracts or arrangements with the related parties.

m. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS AND SECURITIES:

The particulars of loans given during the financial year under review along with the purposes for which such loans to be
utilized by the recipients thereof, has been furnished in Note No. 19 (b) and (c) of the financial statement.

The Company did not given guarantee, made investment or provided security during the financial year under review.

n. SHARE CAPITAL:

During the year under review, the Company has not issue any shares and hence, disclosures under Section 43(a)(ii),
Section 54(1)(d) and Section 62(1)(b) of the Companies Act, 2013 read with relevant rules are not required to be furnished.

n. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, the Company did not issue any shares and hence, disclosures under Section 43(a)(ii), Section
54(1)(d) and Section 62(1)(b) of the Companies Act, 2013 read with relevant rules are not required to be furnished.

o. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased
directly by employees under a scheme pursuant to Section 67(3) of the Companies Act, 2013read with Rule 16(4) of
Companies (Share Capital and Debentures) Rules, 2014 and hence no details w.r.t. the same are furnished.

2. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

a) BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL:

The Board of the Company is duly constituted in accordance with the requirements of Section 149 of the Act. During the
year under review there were no changes in Board of Directors & Key Managerial Personnel except as mentioned below: -

1. Ms. Nirali Mehta was appointed as a Company Secretary & Compliance Officer with effect from August 07, 2023.

b) DECLARATIONS BY INDEPENDENT DIRECTORS:

The Company has received declarations from Independent Directors under Section 149(7) of the Companies Act, 2013
confirming their independence vis-a-vis the Company as provided under Section 149(6)of the Companies Act, 2013.

3. DISCLOSURES RELATED TO BOARD, COMMITTEES AND ITS POLICIES:

a. BOARD MEETINGS:

The Board of Directors met 5 (Five) times during the financial year ended 31^st March, 2024 in accordance with the

provisions of the Companies Act, 2013 and rules made there under.

b. DIRECTORS’ RESPONSIBILITY STATEMENT:

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for

the year ended 31“ March, 2024, the Board of Directors hereby confirms that:

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper
explanation relating to material departures, wherever applicable;

b. such accounting policies have been selected and applied consistently and the Directors made judgments and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 “ March,
2024 and of the loss of the Company for the year ended on that date;

c. proper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities;

d. the annual accounts of the Company have been prepared on a going concern basis;

e. internal financial controls have been laid down to be followed by the Company and that such internal financial controls
are adequate and were operating effectively; and

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.

c. AUDIT COMMITTEE:

The composition of the Audit Committee is in conformity with the provisions of the Section 177 of the Companies Act,

2013 as amended from time time.

The composition of the audit committee as on 31^st March, 2024 was as under:

Sr. No.	Name	Category	Chairperson / Member
1.	Mrs. Amola Patel	Independent Director	Chairperson
2.	Mr. Rahul Kate	Independent Director	Member
3.	Mrs. Kalpana Morakhia	Executive Director	Member

During the year under review, the Board of Directors of the Company had accepted all the recommendations of the
Committee.

d. NOMINATION AND REMUNERATION COMMITTEE:

The composition of the committee as on 31^st March, 2024 was as under:

Sr. No.	Name	Category	Chairperson / Member
1.	Mrs. Amola Patel	Independent Director	Chairperson
2.	Mr. Rahul Kate	Independent Director	Member
3.	Mrs. Kalpana Morakhia	Executive Director	Member

The Board has in accordance with the provisions of Section 178(3) of the Companies Act, 2013, formulated the policy
setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to
remuneration for Directors, Key Managerial Personnel and other employees. The extract of the Policy approved and
adopted by the Board is appended as Annexure III to this Report.

e. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES:

The Board of Directors of the Company have pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read

with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, framed a ''Vigil Mechanism Policy'' for
Directors and employees of the Company to provide a mechanism which ensures adequate safeguards to employees and
Directors from any victimization on raising of concerns of any violations of legal or regulatory requirements, incorrect or
misrepresentation of any, financial statements and reports, etc.

The employees of the Company have the right/option to report their concern/grievance to the Chairmperson of the Audit
Committee.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations.

f. RISK MANAGEMENT POLICY:

The development and implementation of risk management policy has been covered in the management discussion and
analysis, which forms part of this Report.

g. ANNUAL EVALUATION OF DIRECTORS / COMMITTEE AND BOARD:

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual
directors pursuant to the provisions of the Companies Act, 2013.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the
criteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the Committees was evaluated by the Board after seeking inputs from the committee members on the
basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee reviewed the performance of the individual directors on the
basis of the criteria as laid down by the Nomination and Remuneration Committee.

In a separate meeting of the Independent Directors, the performance of Non-Independent Directors, the Board as a whole
and of the Chairman was evaluated, taking into account the views of Executive Director and Non-Executive Directors.

Performance evaluation of both the Independent Directors was carried out by the entire Board, excluding the Independent
Director being evaluated.

h. INTERNAL CONTROL SYSTEMS:

Adequate internal control systems commensurate with the nature of the Company''s business and size and complexity of its
operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and
procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and
strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and resources are
acquired economically, used efficiently and adequately protected.

i. DISCLOSURE UNDER SECTION 197(12) OF THE COMPANIES ACT, 2013 AND OTHER
DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION OF

. MANAGERIAL PERSONNEL) RULES, 2014:

During the year under review, Directors and Key Managerial Personnel were not paid any remuneration and hence no
details are required to be furnished in accordance with the provisions of Section 197(12) of the Companies Act, 2013 read
with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

j. PAYMENT OF REMUNERATION / COMMISSION TO DIRECTORS FROM HOLDING OR

. SUBSIDIARY COMPANIES:

Mrs. Kalpana Morakhia who was designated as the Managing Director w.e.f September 29, 2021 is in receipt of
remuneration from the Holding Company.

4. AUDITORS AND REPORTS:

The matters related to Auditors and their Reports are as under:

a. STATUTORY AUDITORS:

Pursuant to the provisions of Section 139 of the Companies Act, 2013, the shareholders of the Company at the 41st Annual
General Meeting appointed M/s. Kanu Doshi & Associates LLP, Chartered Accountants, (Firm Registration No.
104746W/W100096) as the Statutory Auditors of the Company to hold office for a period of five years commencing from
the conclusion of 41st Annual General Meeting up-to the conclusion of 46th Annual General Meeting of the Company.

They have confirmed that they are not disqualified from continuing as Auditors of the Company.

b. OBSERVATIONS OF STATUTORY AUDITORS ON ACCOUNTS FOR THE YEAR ENDED MARCH 31,

. 2024:

The observations / emphasis of matter made by the Statutory Auditors in their report for the financial year ended March 31,
2024 read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or
comments from the Board under Section 134(3) of the Companies Act, 2013.

c. SECRETARIAL AUDIT REPORT FOR THE YEAR ENDED 31^st MARCH, 2024:

M/s. Rai Parihar & Co., Company Secretaries were appointed as the Secretarial Auditors of the Company for the
FY 2023 - 24. However, M/s. Rai Parihar & Co., Company Secretaries tendered their resignation as the Secretarial Auditors
of the Company. The Board, appointed M/s. Prateek Maheshwari & Associates, Practicing Company Secretary as the
Secretarial Auditors of the Company to conduct the secretarial audit for the FY 2023-24.

Secretarial Audit Report issued by M/s. Prateek Maheshwari & Associates, Company Secretaries, in Form MR-3 for the
financial year 2023-24 is marked as Annexure IV and forms part of this Report.

The observations made by the Secretarial Auditors in their report for the Financial Year ended March 31,2024 read with the
explanatory notes therein are as follows:

a) The Company has not complied with Regulation 46 of LODR with respect to the maintenance of a functional website.
Management reply

The Company has initiated the steps to comply with the applicable provisions.

b) The Company has defaulted in SDD Compliances under SEBI (Prohibition of Insider Trading Regulations), 2015.
Management reply

The Company has installed necessary software as per the requirements and update the records in the said system

d. FRAUD REPORTING:

During the year under review, there were no instances of material or serious fraud falling under Rule 13(1) of the
Companies (Audit and Auditors) Rules, 2014, by officers or employees reported by the Statutory Auditors or Secretarial
Auditors of the Company during the course of the audit.

5. OTHER DISCLOSURES:

Other disclosures as per provisions of Section 134 of the Companies Act, 2013 read with rule 8 of the Companies
(Accounts) Rules, 2014 are furnished as under:

a. EXTRACT OF ANNUAL RETURN:

The Annual Return in Form MGT-7 for the financial year ended 31“ March, 2024 made under the provisions of Section
92(3) of the act read with Companies (Management and Administration) Rules, 2014 is available on Company''s website at
www.idreamfilminfra.com

b. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
. EARNINGS AND OUTGO:

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the
Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have not been
furnished considering the nature of activities undertaken by the Company during the year under review.

During the year under review, the Company has neither earned nor used any foreign exchange.

c. STAKEHOLDERS’ RELATIONSHIP COMMITTEE:

The Company was not required to separately constitute a Stakeholders'' Relationship Committee.

d. CORPORATE SOCIAL RESPONSIBILITY POLICY:

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social responsibility
policy) Rules, 2014 were not applicable to the Company during the Financial Year 2023-24 and accordingly compliances

with respect to the same were not applicable to the Company during the year under review.

e. COST AUDITORS:

The Central Government of India has not specified the maintenance of Cost Records under Section 148(1) of the
Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014.

f. DISCLOSURES UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace and has also
established an Internal Complaints Committee, as stipulated by The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and Rules thereunder. During the year under review, no complaints in
relation to such harassment at workplace have been reported.

g. CORPORATE GOVERNANCE:

The Company has not paid any remuneration to its managerial personnel as per Section II of Schedule V of the Companies
Act, 2013.

h. MANAGEMENT DISCUSSION AND ANALYSIS:

Pursuant to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015,
Management Discussion and Analysis Report is marked as Annexure V and forms part of this Report.

I. SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards
issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

j. GENERAL:

The Directors states that, no disclosure or reporting is required in respect of the following items as there were no
transactions pertaining to the same during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise;

2. Issue of shares (including sweat equity shares) to employees of the Company under any scheme;

3. Neither the Managing Director nor the Whole-time Director of the Company received any remuneration or commission
from any of its subsidiaries.

4. Application made or proceeding pending under the Insolvency and Bankruptcy Code, 2016.

5. Difference between amount of valuation done at the time of one-time settlement and the valuation done while taking
loan from the Banks or Financial Institutions.

6. ACKNOWLEDGMENTS AND APPRECIATION:

Your Directors take this opportunity to thank the customers, shareholders, suppliers, bankers, business partners/associates,
financial institutions and Central and State Governments for their consistent support and encouragement to the Company.

In addition, your Directors also placed on record their sincere appreciation of the commitment and hard work put in by the
Registrar & Share Transfer Agent, all the suppliers, sub-contractors, consultants, clients and employees of the Company.

For and on behalf of the Board

Kalpana Morakhia Amola Paresh Patel

Managing Director Director

DIN: 00336451 DIN: 06963695

Date : September 4, 2024
Place: Mumbai

Registered Office:

Flat No B-4501 & B-4601, Lodha Bellissimo,

Lodha Pavilion, Apollo Mill Compound,

Mahalaxmi, Mumbai 400 011
CIN: L51900MH1981PLC025354
Tel.: [phone] Fax: [phone]
Email: [e-mail]
Website: www.idreamfilminfra.com

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Mar 31, 2014

Dear Members,

The Directors of IDream Film Infrastructure Company Limited (formerly known as Softbpo Global Services Limited) present the Thirty Third Annual Report on the operations of the Company, together with the Audited Accounts for the year ended 31st March, 2014.

Financial Results:

The Financial Results of the Company for the year ended 31st March 2014 are as under: (Amount in Rupees)

Particulars For the Year ended For the Year ended 31st March 2014 31st March 2013

Total Income - -

Profit / (Loss) before Tax (25,787,795) (2,804,766)

Provision for Tax - -

Profit / (Loss) after Tax (25,787,795) (2,804,766)

Add.:Balance brought forward (6,337,825) (3,533,059)

Balance carried to Balance Sheet (32,125,620) (6,337,825)

Year and Period Under Review:

During the year under review, the Company did not undertake any business operations. The Company has incurred a Net loss of Rs. 25,787,795/- due to administrative and other expenses.

Dividend:

In view of the losses incurred, your Directors regret their inability to recommend any dividend for the financial year under review.

Directors:

In accordance with the provisions of Companies Act, 2013, and Articles of Association of the Company, Mr. Vidhyut Jain, Director of the Company, shall retire by rotation at the ensuing Annual General Meeting and being eligible offer himself for re-appointment. The Board of Directors recommends his re-appointment.

It is proposed to appoint Mr.Vinod Kumar Jain and Ms. Amola Patel as Independent Directors under the provisions of revised clause 49 of Listing Agreement and they also meet the criteria of independence as provided under Section 149(6) of the Companies Act, 2013. It is proposed to appoint them, in the ensuing Annual General Meeting, as Independent Director in terms of Section 150(2) of the Companies Act, 2013 for a term of five consecutive years as stated in Section 149(10) of the Companies Act, 2013 and respective resolutions for the appointment of independent director to this effect are incorporated in the Notice of the ensuing Annual General Meeting. Pursuant to the provisions of Section 160 of the Companies Act, 2013, the Company has received a Notice in writing from one of the members of the Company, signifying his intention to propose the candidatures of the said two Directors for the offices of Independent Directors of the Company, respectively. In terms of Section 149 (13) of the Companies Act, 2013, the provisions of Section 152(6) and (7) of the said Act in respect of retirement of director by rotation shall not be applicable to appointment of Independent Directors.

Directors'' Resnonsibilitv Statement:

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors to the best of their knowledge and belief confirm that

1. The applicable accounting standards have been followed in the preparation of the annual accounts and there are no material departure;

2. Such accounting policies have been selected and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2014 and the loss of the Company for the year ended on that date;

3. Proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

4. The annual accounts have been prepared on a going concern basis.

Compliance Certificate:

Pursuant to the proviso to Section 383A (1) of the Companies Act, 1956 read with the Companies (Compliance Certificate) Rules 2001, Secretarial Compliance Certificate obtained from M/s. Rathi & Associates, Company Secretaries in Whole Time Practice, is attached and forms part of the Report.

Fixed Deposits:

During the year under review, the Company has neither accepted nor renewed any fixed deposits within the meaning of Section 58A of the Companies Act, 1956 and rules made there under.

Subsidiary Company:

A statement under 212(8) of the Companies Act, 1956 in respect of AHA Parks Limited, a Subsidiary Company is attached as an Annexure to this Report and forms a part of the Report.

Auditors:

M/s. Kanu Doshi Associates, the Statutory Auditors of the Company retire at the ensuing Annual General Meeting and are eligible for re-appointment. The retiring Auditors have furnished a certificate of their eligibility for re-appointment under third proviso of sub section (l)of Section 139 of the Companies Act, 2013 and have indicated their willingness to continue in the said office.

Auditors'' Comments:

Members'' attention is invited to the observations made by the Auditors in the point ''Emphasis of Matter'' of their Report for the year ended 31st March, 2014, in this regard your Directors state as under:

* As per the observation made by the Auditors in their report, your Company has incurred losses in the current as well as previous years. The Company''s accumulated losses exceed its net worth at the balance sheet date resulting in negative net worth. However the Company''s accounts are maintained on a going concern basis in view of the undertaking from its Holding Company for continuous financial support. The Company''s ability to continue as a going concern.

Other observations, if any, made by the Auditors in their Report read with relevant notes as given in the Notes on Accounts annexed to the Accounts, are self explanatory and therefore do not call for any further comments under Section 217(3) of the Companies Act, 1956.

Conservation of Energy. Research & Development. Technology absorption, Foreign exchange Earnings and Outgo:

(A) Conservation of Energy and Technology Absorption

Considering the Company''s business activities, the Directors have nothing to state in connection with Conservation of Energy and Technology Absorption.

(B) Foreign Exchange Earnings And Outgo

The Company has neither earned nor expended any amount in foreign exchange during the year under review.

Particulars as per section 217(2A) of Companies Act, 1956

The Company has no employees. Hence, provisions of the Companies (Particulars of Employees) Rules, 1975, as amended from time to time are not applicable to the Company.

Acknowledgments:

The Directors place on record its deep appreciation for the dedicated services of the executives and staff of the Company and also to Shareholders, Bankers, Statutory Authorities, its patrons and all organizations connected with the Company for their continuous support.

For and on behalf of the Board

Samir Patil Vidhyut Jain Director Director (DIN: 01905667) (DIN: 00480231) Place: Mumbai Date: 2nd September, 2014

Registered Office: Flat No B-4501 & B-4601, Lodha Bellissimo, Lodha Pavilion, Apollo Mill Compound, Mahalaxmi,Mumbai 400 011 Tel.: [phone] Fax: [phone] Email: [e-mail] Website: www.idreamfilminfra.com

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Mar 31, 2012

The Directors of IDream Film Infrastructure Company Limited present the Thirty First Annual Report on the operations of the Company, together with the Audited Accounts for the year ended 31st March, 2012.

Financial Results:

The Financial Results of the Company for the year ended 31st March 2012 are as under:

(Amount in Rupees)

Particulars For the Year ended For the Year ended 31.03.2012 31.03.2011

Total Income - -

Profit / (Loss) before Tax (664,984) (399,912)

Provision for Tax - -

Profit / (Loss) after Tax (664,984) (399,912)

Add.:Balance brought forward (2,868,075) (2,468,163)

Balance carried to Balance Sheet (3,533,059) (2,868,075)

Year Under Review:

During the year under review, the Company did not undertake any business operations. The Company has incurred a Net loss of Rs. 664,984/- due to administrative and other expenses.

Dividend

In view of the losses incurred, your Directors regret their inability to declare any dividend.

Status of Rights Issue

The Company's application under SEBI (Issue of Capital and Disclosure Requirements), 2009 for proposed Issue for 37,50,000 (Thirty Seven Lacs Fifty Thousand) Equity Shares on Right Basis has been under consideration of Securities and Exchange Board of India for a considerable time and approval is awaited.

Directors

During the period under review, Mr. Pramod Krishna, Director resigned from the Board of Directors of the Company on IS"1 February, 2012. The Board places on record its deep appreciation for services rendered by Mr. Pramod Krishna during his tenure on the Board.

Mr. Samir Patil was appointed as a Director in casual vacancy caused due to resignation of Mr. Ashish Bhatnagar to hold office upto which the Original Director would have held office. Accordingly, Mr. Samir Patil shall vacate his office as a Director of the Company at the ensuing Annual General Meeting. The Company has received notice proposing appointment of Mr. Samir Patil as a Director of the Company and accordingly, the resolution for his appointment is incorporated in the Notice of the ensuing Annual General Meeting. The Board recommends his appointment as a Director of the Company.

In accordance with the provisions of Companies Act, 1956 and Articles of Association of the Company, Mr. Atul Doshi, Director of the Company, shall retire by rotation at the ensuing Annual General Meting and being eligible offer himself for re-appointment. The Board of Directors recommends his re-appointment.

Directors' Responsibility Statement:

Pursuant to Section 217(2AA) of the Companies Act, 1956, the Directors to the best of their knowledge and belief confirm that:

1. The applicable standards have been followed in the preparation of the annual accounts and there are no material departure;

2. The Board of Directors of the Company have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the company as at 31st March, 2012 and the loss of the Company for the year ended on that date;

3. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and

4. The annual accounts have been prepared on a going concern basis.

Compliance Certificate

Pursuant to the proviso to Section 383A (1) of the Companies Act, 1956 read with the Companies (Compliance Certificate) Rules 2001, Secretarial Compliance Certificate obtained from M/s. Rathi & Associates, Company Secretaries in Whole Time Practice, is attached and forms part of the Report.

Fixed Deposits

During the year under review, the Company has neither accepted nor renewed any fixed deposits within the meaning of Section 58A of the Companies Act, 1956 and rules made there under.

Subsidiary Company

A statement under 212(8) of the Companies Act, 1956 in respect of AHA Parks Limited, a Subsidiary Company is attached as an Annexure to this Report and forms a part of the Report.

Auditors

M/s. Kanu Doshi Associates, the Statutory Auditors of the Company retire at the ensuing Annual General Meeting and are eligible for re-appointment. The retiring Auditors have furnished a certificate of their eligibility for re-appointment under Section 224(1B) of the Companies Act, 1956 and have indicated their willingness to continue in the said office.

Auditors' Comments

Members' attention is invited to the observations made by the Auditors in Clauses (vi) and (vii) of their Report for the year ended 31st March, 2012, in this regard your Directors state as under:

With respect to the observation made by the Auditors in Clause (vi) of their Report for non-provision for dimunition in the value of investments, it may be noted that the investments made are pertaining to the wholly owned subsidiary which is long term in nature. The Company is exploring all possible alternatives to increase the net worth of its wholly owned subsidiary.

With respect to the observation made by the Auditors in Clause (vii) of their report for the negative net worth, your Directors state that the Company is in process of raising additional funds through issue of shares on right basis. The proceeds of the said issue would be utilized by the Company for its proposed project which is expected to generate revenue to the Company. Hence, it is expected that that there would be improvement in the financial position and net worth of the Company in the coming years.

Other observations, if any, made by the Auditors in their Report read with relevant notes as given in the Notes on Accounts annexed to the Accounts, are self explanatory and therefore do not call for any further comments under Section 217(3)of the Companies Act, 1956.

Conservation of Energy, Research & Development, Technology absorption, Foreign exchange Earnings and Outgo:

(A) Conservation of Energy and Technology Absorption

Considering the Company's business activities, the Directors have nothing to state in connection with Conservation of Energy and Technology Absorption.

(B) Foreign Exchange Earnings And Outgo

The Company has neither earned nor expended any amount in foreign exchange during the year under review.

Group:

The details of persons constituting "Group" (within the meaning as defined under the Monopolies and Restrictive Trade Practices Act, 1969) are disclosed herewith:

Sr. No. Particulars

1. Companies

AHA Holdings Private Limited

Palm Springs Estate Private Limited

2. Individuals

Shripal S. Morakhia

Kalpana S. Morakhia

Ami A. Jhaveri

3. Trust

Shripal Family Trust

Particulars as per section 217(2A) of Companies Act, 1956

None of the employees of the Company were in receipt of remuneration equals to or in excess of limit specified under Section217 (2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975, as amended from time to time.

Acknowledgments

The Directors place on record its deep appreciation for the dedicated services of the executives and staff of the Company and also to Shareholders, Bankers, Statutory Authorities, its patrons and all organizations connected with the Company for their continuous support.

For and on behalf of the Board

Atul Doshi Vidhyut Jain

Director Director

Place: Mumbai

Date: 9th August, 2012

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Mar 31, 2010

The Directors of IDream Film Infrastructure Company Limited take pleasure in presenting the Annual Report on the operations of the company,together with the audited accounts for the year ended March 31,2010.

Financial Results (Amount in Rupees)

Particulars Year ended Previous Year ended

31.03.2010 31.03.2009

Total Income 10 -

Profit/(Loss) before Tax (5,15,120) (4,65,916)

Provision for Tax - -

Less: Prior period expenses - -

Profit/(Loss) after Tax (5,15,120) (4,65,916)

Add.: Balance brought forward (19,53,043) (14,87,127)

Balance carried to Balance Sheet (24,68,163) (19,53,043)



Year and Period Under Review:

During theperiodunderreview,theCompanydid not undertake any business operations.The Company has registered a Net loss of Rs.5,15,120/-due to administrative and other expenses.

Barring unforeseen circumstances, your Directors are optimistic of reporting better results in the currentyear.

Dividend

In view of the losses incurred, your Directors regret their inability to declare any dividend.

Change of Name of the Company

With a view to reflect the holding-subsidiary relationship and also the actual nature of business in which the company is engaged, has been changed the name of the Company from "Softbpo Global Services Limited" to "IDream Film Infrastructure Company Limited". The Company has received the fresh certificate consequent to change of name of the Company dated 17th December 2009 from the Registrar of Companies, Maharashtra.

Status of Rights Issue

Fresh consent of the members was sought at the Extra-Ordinary General Meeting held 3rd November, 2009 for issue of further shares on Rights Issue Basis. Your Company had also appointed Merchant Bankers in this regard. However considering the turmoil witnessed in capital market, the Company had not filed Draft letter of Offer with the office of Securities and Exchange Board of lndia

Directors

In accordance with the provisions of Companies Act, 1956 and Articles of Association of the Company, Mr. Atul Doshi, Director of the Company, shall retire by rotation at the ensuing Annual General Meeting and being eligible offer himself forre- appointment. The Board of Directors recommends his re- appointment.

Responsibility Statement:

Pursuantto Section 217(2AA) of the Companies Act, 1956, the Directors to the best of their knowledge and belief confirm that:

- The applicable standards have been followed in the preparation of the annual accounts and there are no material departure;

- The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2010 and the loss of the company for the year ended on that date.

- The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; and

- The Directors have prepared the Annual Accounts of the Company on a going concern basis.

Compliance Certificate

Pursuant to the proviso to Section 383A (1) of the Companies Act, 1956 read with the Companies (Compliance Certificate) Rules 2001, Secretarial Compliance Certificate from M/s. Rathi & Associates, Company Secretaries in Whole Time Practice, is attached to the Report.

Fixed Deposits

During theyearunderreview,thecompanyhasneither accepted nor renewed any fixed deposits within the meaning of Section 58AoftheCompaniesAct,1956andrulesmade thereunder.

Subsidiary Company

Statement pursuantto Section212 of the Companies Act, 1956 together with the audited financial statements for the year ended March 31, 2010 and the Reports of the Directors and Auditors thereon of Companys Subsidiary viz. AHA Parks Limited (Formerly: Valuable Advisors Limited) is attached herewith and forms a part of this report.

Auditors

M/s. Kanu Doshi Associates, Chartered Accountants, the Statutory Auditors of the Company retire at the ensuing Annual General Meeting and are eligible for re-appointment. The retiring Auditors have furnished a certificate of their eligibility for re-appointment under Section 224(1B) of the Companies Act,1956andhaveindicated their willingness to continue in the said office.

Auditors Comments

With respect to the observation made by the Auditors in their Report for non-provision for diminution in the value of investments, it may be noted that the investments made are pertaining to wholly owned subsidiary which is under the management of the Company. The Company is exploring all possible alternatives to increase the Networth of the wholly owned subsidiary.

Other Observations,ifany,madebytheAuditors in their Report read with relevant notes as given in the Notes on Accounts annexed to the Accounts, are self explanatory and therefore do not call for any further comments under Section 217 (3) of the CompaniesAct,1956.

Conservation of Energy, Research & Development, Technology absorption, Foreign exchange Earnings and Outgo:

(A) Conservation of Energy and Technology Absorption

Considering the nature of Companys business activities and since no business operations were carried on during the fiscal year 2009-10 the Directors have nothing to state in connection with Conservation of Energy and Technology Absorption.

(B) Foreign Exchange Earnings And Outgo

The Company has not earned or used any foreign exchange during the year under review.

Group

"As required under Regulation 3(l)(e)(i) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997, persons constituting "Group" (within the meaning as defined in the Monopolies and Restrictive Trade Policies Act, 1969)forthepurposeofavailing exemption from the applicability of the provisions of Regulations 10 to 12 of the aforesaid SEBI Regulations are given as under:

Sr.No. Particulars

1. Companies

IDream Holdings Private Limited

Amar Chitra Katha Private Limited

Palm Springs Estate Private Limited

2. Individuals

Shripal S.Morakhia

Kalpana S. Morakhia

Ami A Javeri

3 Trust

Shripal Family Trust

Particulars as per section 217(2A) of Companies Act, 1956

Statement containing particulars of employees as required underSection217(2A)oftheCompaniesAct,1956,isnotgiven as none of the employees of the Company is covered under the provisions of the said section.

Acknowledgments

The Directors place on record its deep appreciation to Companys Bankers, Statutory Authorities, its patrons and all organizations connected with the Company. Shareholders appreciation of the managements efforts at the General Meetings of the Company and otherwise, is a great fillip to strive for better performance year after year

For and on behalf of the Board

Ashish Bhatnagar

Director

Aral Doshi

Director

Place: Mumbai

Date: July 31, 2010