Share Capital:
 
 1. 1,725,000 Equity Shares were issued as fully paid bonus shares by
 capitalisation of Share Premium Rs. 140.65 Lakhs and General Reserve
 Rs. 31.85 Lakhs.
 
 2. During the year, Kodak Limited, U. K. (the holding company) and its
 parent company, Eastman Kodak Company, U. S. A., a person acting in
 concert, made an open offer to purchase all the equity shares of the
 Company held by the public, at a price of Rs. 350 per equity share.
 Consequently 2,147,462 Equity Shares were transferred in the name of
 Kodak Limited, U.K., on November 29, 2002. As at December 31, 2002,
 10,510,293 (Previous Year 8,362,831) Equity Shares of Rs. 10 each are
 held by Kodak Limited, U.K.
 
 Fixed Assets:
 
 1. Includes Land at Bangalore costing Rs. 10.52 Lakhs (Previous Year
 Rs. 10.52 Lakhs) pending registration in favour of Kodak India Limited.
 
 2. Include Machinery costing Rs. 436.54 Lakhs (Previous Year Rs.
 225.07 Lakhs) and Accumulated Depreciation of Rs. 64.61 Lakhs (Previous
 Year Rs. 21.53 Lakhs) towards assets given on lease.
 
 3. The Management has reviewed and revised downwards the estimated
 useful lives of certain items of Machinery and Equipment based on
 technical evaluation. Consequently, additional depreciation of Rs.
 133.91 Lakhs has been provided during the year.
 
 Other Notes:
 
                                             31.12.2002       31.12.2001
                                           Rs. in Lakhs     Rs. in Lakhs
 
 1. Estimated amount of contracts
 remaining to be executed on Capital account
 and not provided for (net of advances)           71.96            48.14
 
 2. Contingent Liabilities not provided for:
 
 (a) Claims against the Company not acknowledged
 as debts                                        134.12            29.44
 
 (b) In respect of Income-tax demands against
 which the Company has preferred appeals         481.76           706.43
 
 (c) In respect of Income-tax appellate
 orders against which the Income-tax
 Department has preferred appeals                  6.83             1.31
 
 (d) In respect of Sales Tax matters             265.23           373.28
 
 (e) In respect of Excise and Customs matters    157.33           107.77
 
 (f) In respect of Bank Guarantees               277.77           136.30
 
 (g) Guarantees extended on behalf of third
 parties                                         155.86            75.00
 
 3. Operating Leases
 
 (a) As Lessor
 
 (I) The Company has given on operating lease certain assets of
 Machinery and Equipment. The lease has a primary period which is fixed
 and non-cancellable. There are no exceptional/restrictive covenants in
 the lease agreement.
 
 (II) Future minimum lease payments receivable as on 31st December 2002
 are as under:
 
 Particulars                                                Rs. in Lakhs
 
 i. Receivable not later than 1 year                               60.90
 
 ii. Receivable later than 1 year and not later than 5 years      167.91
 
 iii. Receivable later than 5 years                                    -
 
 Future Minimum Lease Receivable                                  228.81
 
 (III) Contingent rents recognised in the Profit and Loss Account is Rs.
 Nil.
 
 (b) As Lessee
 
 The Company has entered into cancellable leasing arrangements for
 Office, Warehouses and Residential Premises. The Lease rental of Rs.
 258.97 Lakhs has been included under the head `Manufacturing, Selling
 and Administration Expenses - Rent under Schedule `Q in the Profit
 and Loss Account.
 
                                                   2002            2001
                                           Rs. in Lakhs    Rs. in Lakhs
 
 4. (a) Managerial Remuneration:
 
 (I) Whole-time Directors (Not exceeding 5% of the net profits)
 
 Salary                                           66.89            20.98
 
 Contribution to Provident and Other Funds        34.17             8.50
 
 Perquisites                                      19.67             9.74
 
 Commission                                       32.16            10.49
 
                                                 152.89            49.71
 
 (II) Other than Whole-time Directors
 
 Commission                                        4.50             4.50
 
 Sitting Fees                                      1.54             1.39
 
                                                   6.04             5.89
 
 (b) Computation of Net Profits in accordance with Section 198 of
 
 The Act, and calculation of commission payable to Directors:
 
 Profit Before Exceptional Item and Taxation
 (as per Profit and Loss Account)              4,425.24         3,665.80
 
 Add: Managerial Remuneration                    152.89            49.71
 
 Commission to other than Whole-time Directors     4.50             4.50
 
 Directors Sitting Fees                           1.54             1.39
 
 Loss on Fixed Assets Disposed/Scrapped (Net)     19.19             6.01
 
 Depreciation as per Accounts                  1,223.01           886.37
 
 Provision for Doubtful Debts (Net)                   -           146.53
 
 Provision for Doubtful Advances (Net)            83.17            33.87
 
 Profit on Sale of Assets as per Section
 349 of the Act                                       -            11.03
 
                                               5,909.54         4,805.21
 
 Less: Depreciation under Section 350
 of the Act                                      870.63           695.58
 
 Profit on Sale of Investments                   122.85            24.88
 
 Loss on Sale of Assets as per Section
 349 of the Act                                  117.29                -
 
 Bad Debts written off against Provision         692.04           113.29
 
                                               1,802.81           833.75
 
 Net Profit                                    4,106.73         3,971.46
 
 Commission at 1%                                 41.07            39.71
 
 Commission sanctioned by the Board of Directors:-
 
 Whole-time Directors (restricted to)             32.16            10.49
 
 Other than Whole-time Directors (restricted to)   4.50             4.50
 
 5. There are no common units in respect of turnover, purchases, stocks
 etc. for most of the Companys products; therefore, no quantitative
 information has been given.
 
 6. Turnover by Class of Goods:
 
 Films                                        40,953.68        38,575.72
 
 Paper and Plates                             23,140.01        19,209.75
 
 Chemicals                                     3,624.68         2,897.34
 
 Photographic Instruments, Apparatus,
 Appliances, Cameras, etc.                    13,406.12        12,547.07
 
 Processing and Other Services                   964.48           120.09
 
                                              82,088.97        73,349.97
                                                   2002             2001
                                           Rs. in Lakhs     Rs. in Lakhs
 
 7. Details of Goods Purchased:
 
 Films (Rs. 7,105.18 Lakhs; Previous Year
 Rs. 2,728.29 Lakhs)                          19,610.66        16,960.31
 
 Paper and Plates (Rs. 12,502.42 Lakhs
 Previous Year  Rs. 9,572.30 Lakhs)           12,502.42         9,572.30
 
 Chemicals                                     1,004.16           791.49
 
 Photographic Instruments, Apparatus,
 Appliances, Cameras, etc. (Rs. 2,952.18
 Lakhs; Previous Year Rs. 4,023.67 Lakhs)      6,296.07         6,748.05
 
 Customs Duty and Other Import Expenses       20,284.12        18,680.54
 (Rs. 14,600.61 Lakhs; Previous Year
 Rs. 13,513.67 Lakhs)                              7.43        52,752.69
 
 (Figure in brackets indicate purchase/expenses for resale)
 
                                             31.12.2002       31.12.2001
                                              Rs. Lakhs     Rs. in Lakhs
 
 8. Opening and Closing Stocks held in hand and in-transit:
 
 Films
 
 Opening Stock                                 7,100.44         8,702.43
 
 Closing Stock                                 7,083.64         7,100.44
 
 Paper and Plates
 
 Opening Stock                                 3,333.32         3,895.47
 
 Closing Stock                                 2,693.44         3,333.32
 
 Chemicals
 
 Opening Stock                                   402.29           620.20
 
 Closing Stock                                   539.31           402.29
 
 Photographic Instruments, Apparatus, Appliances, Cameras, etc.
 
 Opening Stock                                 4,126.02         3,642.99
 
 Closing Stock                                 4,095.08         4,126.02
 
 Total Opening Stock                          14,962.07        16,861.09
 
 Total Closing Stock                          14,411.47        14,962.07
 
                                                   2002             2001
                                           Rs. in Lakhs     Rs. in Lakhs
 
 9. Value of Raw Material Consumption
 Jumbo Rolls of Films                         15,970.78        14,716.21
 
 Chemicals                                     1,485.02         1,181.66
 
 Camera Components                             4,928.75         3,350.54
 
                                              22,384.55        19,248.41
 
 10. Value of Imports calculated on C. I. F basis:
 
 Processing Materials, Chemicals and
 Spare Parts                                  12,877.08        11,480.18
 
 Capital Goods                                   281.07           603.88
 
 Finished Goods                               25,414.50        22,040.07
 
 Camera Components                             1,660.08         1,610.58
 
                                              40,232.73        35,734.71
 
 11. Expenditure in Foreign Currency:
 
 Subscription                                         -             0.19
 
 Travel                                           50.26            28.62
 
 Technical Fee                                    30.55            60.43
 
 12. Earnings in Foreign Exchange:
 
 F. O. B. Value of Exports                     2,449.73         1,440.18
 
 Commission                                           -             1.29
 
 Miscellaneous Income                              9.48                -
 
 13. Details of Dividend remitted during the year, to one non-resident
 shareholder are as follows:
 
 Dividend in respect of
 the year ended          No. of  Shares
 
 31.12.2001 (Net of Tax
 ded. Source)                 8,362,831          426.50                -
 
 31.12.2000 (Final)           8,362,831               -           585.40
 
 14. Subsequent to the year-end, on January 16, 2003, the Company has
 received an approval from the Government of Nepal to dissolve Kodak
 Nepal Private Limited (KNPL) and hence KNPL has been dissolved in
 January 2003. Further, the Company is in the process of making an
 application to the Reserve Bank of India to write off the Investment of
 Rs. 250 Lakhs.
 
 15. Provision for tax on dividend on the proposed dividend has been
 made at the rate of 12.81% of the proposed dividend amount, on the
 assumption that the applied rate of tax would be effective on the date
 of the ensuing annual general meeting of the shareholders.
 
 16. Total Outstanding Dues of Small Scale Industrial Undertaking.
 
 The names of the Small Scale Industrial Undertakings to whom the
 Company owes a sum which is outstanding for more than 30 days.
 
 No. Vendor Name                                31.12.2002    31.12.2001
                                              Rs. in Lakhs  Rs. in Lakhs
 
 1. Associated Corrugated Packs                       2.05          1.40
 
 2. Dayal Traders                                     5.05          1.93
 
 3. Decal Print (India) Private Limited               0.13             -
 
 4. Great Eastern                                     0.51             -
 
 5. Herald Publications                               0.72             -
 
 6. Intek Tapes                                       0.36             -
 
 7. New Alliance Dye Chemical Private Limited        19.32         10.21
 
 8. Paras Intermediates Private Limited                  -          4.89
 
 7. Pavnai Woodpacks                                  0.56             -
 
 8. Primex Plastics                                   0.35             -
 
 9. Shakti Chemicals                                     -          3.56
 
 10. Technopack                                       1.23             -
 
 11. S. P. Chemicals                                     -          0.87
 
 12. VFC Private Limited                              0.44             -
 
 TOTAL                                               30.72         22.86
 
 OTHERS                                             120.02         66.29
 
 TOTAL DUE TO SMALL SCALE INDUSTRIAL UNDERTAKING    150.74         89.15
 
 17. Segmental Reporting Primary Segment Business segments have been
 considered as primary segment for disclosure. The categories included
 in each of the reported business segments are as follows:
 
 (a) Consumer Imaging which includes the manufacture/trading of Films,
 Paper, Cameras, Chemicals and other ancillary products for the use
 of/service to the amateur photographic market.
 
 (b) Commercial Imaging which includes the manufacture/trading of
 Films, Paper, Cameras, Chemicals, Equipment and other products required
 by health care institutions, movie production houses, professional
 laboratories and other commercial/industrial consumers.
 
 The above business segments have been identified considering:
 
 (a) The nature of the product
 
 (b) The differing risk and returns
 
 (c) The internal financial reporting system
 
 Revenue/Expenses, Assets/Liabilities have been accounted for based on
 the basis of their relationship to the operating activities of the
 segment.
 
 Revenue which relate to the enterprise as a whole and are not allocable
 to segments on a reasonable basis have been included under Other
 Income.
 
 Expenses which relate to the enterprise as a whole and are not
 allocable to segments on a reasonable basis have been included under
 Unallocated Expenses and Interest Expense.
 
 Assets and Liabilities which relate to the enterprise as a whole and
 are not allocable to segments on a reasonable basis have been included
 under Unallocated Assets and Unallocated Liability.
 
 Secondary Segment
 
 The performance of the Company is mainly driven by sales made locally
 and hence, no separate geographical segment is identified. Accordingly,
 revenue from external customers, carrying amount of segment assets and
 liabilities and addition to fixed assets during the year are all as
 reflected in the Balance Sheet and Profit and Loss Account as of and
 for the year ended 31st December 2002.
 
 18. Related Party Disclosures:
 
 (a) Parties where control exists Kodak Limited, United Kingdom Eastman
 Kodak Company, U. S. A.
 
 (b) Parties under common control Kodak (Australasia) Proprietary
 Limited, Australia Kodak Canada Inc., Canada
 
 Kodak Shanghai International Trading Company Limited, China Kodak
 (China) Company Limited, China Kodak Electronic Products (Shanghai) Co.
 Ltd., China Kodak (HongKong) Limited, China Kodak Korea Limited, Korea
 Kodak (Singapore) Pte. Ltd., Singapore Kodak (South Africa) Pty.
 Limited, South Africa Eastman Kodak SA, Geneva Kodak Export Limited,
 United Kingdom Kodak GmbH, Germany Kodak Pathe SAS, France
 
 Kodak Brasileira Comercio e Industria Ltda., Brazil Kodak Philippines,
 Ltd., Philippines Kodak Nepal Private Limited, Nepal Kodak (Thailand)
 Limited, Thailand Encad Inc., U.S.A.
 
 (c) Key Management Personnel
 
 (I) Directors Mr. R. S. Mani, Managing Director
 
 Mr. Felix Fernandes, Executive Director and Chief Financial Officer
 
 (II) Relative of Key Management Personnel
 
 Ms. Geeta Mani, wife of Mr. R. S. Mani Ms. Bernadette Fernandes, wife
 of Mr. Felix Fernandes
 
 19. The Tamil Nadu General Sales Tax Department raised a demand for
 taxes and penalties amounting to Rs. 1,194.81 Lakhs (Previous Year Rs.
 1,194.81 Lakhs) in respect of assessment years 1992-93, 1993-94 and
 1994-95. The Company has obtained a stay order from the Supreme Court
 in respect of these assessment years. The Company has been legally
 advised that the claim is not tenable and no provision or disclosure as
 contingent liability needs to be made in the Accounts.