Dear Shareowners,
 
 The Directors present the 24th Annual Report and the audited accounts
 of the Company for the financial year (FY) ended March 31, 201 1.
 
 Financial Results
 
 The standalone performance of the Company for the financial year ended
 March 31, 2011 is summarised below:
 
                                                  (Rs. in million)
 
                                       Financial year  Financial year
 
 Particulars                              ended March     ended March
 
                                             31, 2011        31, 2010
 
 Gross income
 
 Film production services                    1,461.26        1,122.10
 
 Theatrical exhibition                       3,338.02        3,063.90
 
 Film production, distribution
 and related services                           67.64          369.20
 
 Other income                                  561.82          307.32
 
 Total                                       5,428.74        4,862.52
 
 Less: Expenditure                           5,492.60        4,002.76
 
 Profit before depreciation,
 
 interest & tax                                (63.86)         859.76
 
 Less: Interest                              1,824.57        1,302.47
 
 Less: Depreciation                            673.51          608.74
 
 (Loss) before tax                          (2,561.94)      (1,051.45)
 
 Tax expenses                                    0.16            7.75
 
 (Loss) after tax                           (2,562.10)      (1,043.70)
 
 Balance brought forward
 
 from previous year                         (1,287.35)        (243.65)
 
 Total                                      (3,849.45)      (1,287.35)
 
 Appropriations
 
 General reserve                                    -               -
 
 Proposed dividend                                  -               -
 
 Dividend tax                                       -               -
 
 Balance carried forward                    (3,849.45)      (1,287.35)
 
 Total                                      (3,849.45)      (1,287.35)
 
 Financial Performance
 
 During the year under review, your Company has earned income of Rs.
 5,428.74 million against Rs. 4,862.52 million in the previous year. The
 overall net loss of the Company was Rs. 2,562.10 million compared to
 Rs. 1 043.70 million in the previous year. The loss is primarily on
 account of expenses related to interest and finance charge, scaling up,
 expansion and stabilization of various businesses.
 
 Dividend
 
 Your Directors have not recommended any dividend on equity shares for
 the year under review.
 
 Review of Operations
 
 During the year under review, the Company has maintained to maintain
 its leadership position in the existing business segments, i.e.
 domestic exhibition, film processing, organized sector for equipment
 rental business & television content production.
 
 The Company has expanded the domestic cinema network by adding 5 new
 cinemas across 3 new cities, taking the total count to 1 04 cinemas
 across 80 cities.
 
 In the services segment, the Company has launched the 1st phase of the
 studio, located at Filmcity, Mumbai, with 3 sound stages, which will
 support Film, Television and Commercial production.
 
 During the year, the Company has also commenced its BPO operations &
 has expanded its services offerings for international clients to
 include VFX and 3D conversion.
 
 In exhibition business total admits have increased from 33.1 million
 last year to 36.3 million in FY 2011. Total prints processed in the
 processing lab have increased by 8 per cent to 27253 prints. Total
 number of movies processed in DI has increased from 46 in FY 201 0 to
 66 in FY 201 1.
 
 Backed by the Group strength, the Company has seen strong growth in
 terms of canvas and scale of operations.
 
 Redemption of Zero Coupon Foreign Currency Convertible Bonds (FCCBs)
 
 On January 25, 2011, the Company had redeemed all outstanding FCCBs as
 per the terms and conditions of the issue of 84,000 Zero Coupon Foriegn
 Currency Convertible Bonds on due date.
 
 Management Discussion and Analysis
 
 The Management Discussion and Analysis Report for the year under
 review, as stipulated under Clause 49 of the listing agreement with the
 Stock Exchanges in India is presented in a separate section forming
 part of the Annual Report.
 
 The Company has entered into various long term contracts for exhibition
 and film and media services. Some of these contracts have been
 completely serviced in FY 2011.  Others have been partially serviced in
 FY 2011 and would spill over in the next Financial Year also. While
 benifits from such contracts will accure in the future years, their
 progress is periodically reviewed.
 
 Subsidiary Companies
 
 During the year under review, Adlabs Digital Media USA LLC and Adlabs
 Heritage LLC, ceased to be the subsidiaries of the Company. Sri
 Ramakrishna Theatre Limited also ceased to be subsidiary of the Company
 w.e.f May 27, 2011.
 
 As per the approval granted by the Ministry of Corporate Affairs vide
 Circular No. 02/2011 dated February 8, 2011, copies of the Balance
 Sheet, Profit and Loss Account, Report of the Board of Directors and
 Auditors of the subsidiary companies are not being attached to the
 Balance Sheet of the Company. The financial information of the
 subsidiary companies as required by the above circular is disclosed
 under the heading ''Financial Information of Subsidiary Companies'',
 which forms part of the Annual Report.
 
 The Company will make available hard copies of Annual Accounts of the
 subsidiary companies and related detailed information to the members of
 the Company seeking the same.
 
 The annual accounts of the subsidiary companies will also be kept for
 inspection by any shareholders at the Registered Office of the Company
 and that of respective subsidiary companies.
 
 Further, pursuant to Accounting Standard (AS)-21 prescribed under
 Companies (Accounting Standards) Rules, 2006 and the Listing Agreement
 as prescribed by the Securities and Exchange Board of India,
 Consolidated Financial Statements presented by the Company include
 financial information of subsidiary companies, which forms part of the
 Annual Report.
 
 Directors
 
 In terms of the provisions of the Companies Act, 1 956, Shri SujalShah
 and Shri Amit Khanna, Directors of the Company, retire by rotation and
 being eligible, offer themselves for re-appointment at the ensuing
 Annual General Meeting.
 
 A brief resume of the Directors retiring by rotation at the ensuing
 Annual General Meeting, nature of their expertise in specific
 functional areas and names of Companies in which they hold directorship
 and / or membership / chairmanships of Committees of the Board, as
 stipulated under Clause 49 of the listing agreement with the Stock
 Exchanges in India, is given in the section of Corporate Governance
 forming part of this Annual Report.
 
 Directors'' Responsibility Statement
 
 Pursuant to the requirements under Section 217(2AA) of the Companies
 Act, 1956, with respect to the Directors'' Responsibility Statement, it
 is hereby confirmed that:
 
 i. in the preparation of the annual accounts for the financial year
 ended March 31, 2011, the applicable accounting standards have been
 followed along with proper explanation relating to material departures;
 
 ii. the Directors had 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, 2011 and of the loss of the Company for
 the year under review;
 
 iii. the Directors had 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
 
 iv. the Directors had prepared the accounts for the financial year
 ended March 31, 2011 on a going concern basis.
 
 Group
 
 Pursuant to an intimation received from the Promoters, the names of the
 Promoters and entities comprising ''Group'' as defined under the
 Monopolies and Restrictive Trade Practices Act, 1 969 are disclosed in
 the Annual Report for the purpose of the SEBI (Substantial Acquisition
 of Shares and Takeovers) Regulations, 1997.
 
 Consolidated Financial Statements
 
 The Audited Consolidated Financial Statements, based on the financial
 statements received from subsidiaries, joint venture and associates, as
 approved by their respective Board of Directors have been prepared in
 accordance with Accounting Standard (AS) - 21 on ''Consolidated
 Financial Statements'' read with Accounting Standard (AS) - 23 on
 ''Accounting for Investments in Associates'' and Accounting Standard (AS)
 - 27 on ''Financial Reporting for Interest in Joint Ventures'', notified
 under Section 21 1 (3C) of the Companies Act, 1 956 read with Companies
 (Accounting Standards) Rules, 2006, as applicable.
 
 Auditors and Auditors'' Report
 
 M/s. B S R & Co., Chartered Accountants and M/s.  Chaturvedi and Shah,
 Chartered Accountants, the Auditors of the Company hold office until
 the conclusion of the ensuing Annual General Meeting and are eligible
 for re-appointment.
 
 The Company has received letters from M/s. B S R & Co., Chartered
 Accountants and M/s. Chaturvedi & Shah, Chartered Accountants, to the
 effect that their appointment, if made, would be within the prescribed
 limits under Section 224(1 B) of the Companies Act, 1956 and that they
 are not disqualified for such appointment within the meaning of Section
 226 of the Companies Act, 1 956.
 
 The observations and comments given by Auditors in their report read
 together with notes to Accounts are self explanatory and hence do not
 call for any further comments under Section 21 7 of the Companies Act,
 1 956.
 
 Particulars of Employees
 
 In terms of the provisions of Section 217(2A) of the Companies Act, 1
 956 read with the Companies (Particulars of Employees) Rules, 1 975 and
 the Companies (Particular of Employees) Amendment Rules, 201 1, the
 names and other particulars of employees are set out in the Annexure to
 the Directors'' Report. However, having regard to the provisions of
 Section 219(1 )(b)(iv) of the Companies Act, 1956, the Annual Report
 excluding the aforesaid information is being sent to all the members of
 the Company and others entitled thereto. Any member interested in
 obtaining such particulars may write to the Company Secretary at the
 Registered Office of the Company.
 
 Conservation of Energy, Technology Absorption and Foreign Exchange
 Earnings and Outgo
 
 The particulars as required to be disclosed pursuant to Section 21 7(1
 )(e) of the Companies Act, 1 956, read with the Companies (Disclosures
 of Particulars in the Report of Board of Directors) Rules, 1 988, are
 given in the Annexure - A forming part of this Report.
 
 Corporate Governance
 
 The Company has adopted Reliance Group-Corporate Governance Policies
 and Code of Conduct which has set out the systems, process and
 policies conforming to international standards. The report on Corporate
 Governance as stipulated under Clause 49 of the listing agreement with
 the Stock Exchanges, forms part of the Annual Report.
 
 A Certificate from the Practicing Company Secretary, conforming
 compliance with conditions of Corporate Governance as stipulated under
 the aforesaid Clause 49, is attached to this Report.
 
 Acknowledgements
 
 Your Directors would like to express their sincere appreciation for the
 co-operation and assistance received from shareholders, bankers,
 regulatory bodies and other business constituents during the year under
 review. Your Directors also wish to place on record their deep sense of
 appreciation forthe commitment displayed by all executives, officers
 and staff, resulting in the successful performance of the Company
 during the year.
 
                           For and on behalf of the Board of Directors
 
                                   Amit Khanna              Sujal Shah
 
                                      Director                Director
 
 Mumbai
 
 July 11, 2011