Dear Member,
The Directors have pleasure in presenting the 10th Annual Report and
the Audited Accounts for the year ended 31st March, 2011.
FINANCIAL RESULTS
The highlights of the financial results are as under:
(Amount in Rs.)
Year ended Year ended
(6 Months ended (18 Months ended
31.3.2011 ) 30.9.2010 )
Particulars 2010-2011 2009-2010
Income from Operations 820557399 3372334278
Profit Before Depreciation & Tax (129047800) 556801154
Less: Depreciation 5017836 14545455
Profit Before Tax (134065636) 542255699
Less: Provision for Tax &
adjustment earlier (46928788) 179214480
Profit After Tax (87136848) 363041219
Surplus B/ F from Previous Year 773196248 429451767
Total profit available for distribution 686059400 792492986
Balance in Profit & Loss Account 686059400 773196248
OPERATIONS
The Current Accounting Year comprising of 6 months period commencing
from 1st October 2010 to 31.03.2011.
During the year the company has released home production films titled
Golmaal 3 on 5th November 2010, directed by Rohit Shetty starring
Ajay Devgan, Tusshar Kapoor, Kareena Kapoor, Arshad Warsi etc.,
The operations for the year are adversely affected due to increase in
Direct Operational Expenses, as a result of which the Company has
suffered a loss during the year.
The Company has successfully completed production of RUN BHOLA RUN,
the genre of which is comedy, directed by Neeraj Vora starring Govinda,
Ameesha Patel, Celina Jaitley, Tusshar Kapoor etc. and ROCKSTAR, the
genre of which is musical romantic drama film, directed by Imtiaz Ali
starring Ranbir Kapoor, Nargis Fakhri & others. These films are ready
for release during this year and are expected to lure the entire
audiences spread across the globe.
Your Company continues to pursue the completion of ongoing projects to
achieve sustainable and a balanced profitable growth.
DIVIDEND
In view of losses the Board of Directors has not recommended dividend
for the year ended 31st March, 2011.
DEPOSITS
Your Company has not accepted any Deposits within the meaning of
Section 58A of Companies Act, 1956 and Rules made there under from the
public or it employees during the year under review.
FINANCE
The Secured Loan has reduced during the year from Rs.146.96 Crores to
Rs. 115.90 Crores mainly on account of reduction in film project loans
availed for the film already released, as the loan for film projects
are self liquidating in nature.
The Unsecured Loan has increased during the year from Rs.167.68 Crores
to Rs. 193.57 Crores as the Promoters of the Company have infused money
into the Company in the form of Unsecured Loan.
The loan amount due but not paid for an amount of Rs. 7.77 Crores as on
the date of Balance Sheet of March 31, 2011 will be paid in full during
the month of June 2011.
The Other Income for the year for an amount of Rs. 17.18 Crores mainly
comprising of Interest charged to the subsidiary Company.
INSURANCE
All the properties of your Company like Fixed Assets, including Office
Premises, Furniture & Fixtures are adequately insured. In addition to
the Company properties, the Company has insured its Key Managerial
Personnel.
All film productions on hand are also adequately insured.
DIRECTORS
In accordance with the requirements of the Companies Act, 1956, Mr.
Dhilin H. Mehta, Mr. Dhaval V. Jatania and Mr. Chandrakant K. Sachde,
liable to retire by rotation at the conclusion of the forthcoming
Annual General Meeting and, being eligible, offered themselves for
re-appointment.
AUDITORS
The present Auditors of the Company M/s. Shah Shah & Shah, Chartered
Accountants, Mumbai, will retire at the conclusion of ensuing Annual
General Meeting and being eligible; offer, themselves for re-
appointment to hold the office till the conclusion of next Annual
General Meeting.
They have submitted certificate for their eligibility for reappointment
under section 224(1B) of the Companies Act, 1956.
The Auditors have confirmed that they have subjected themselves to the
peer review process of the institute of Chartered Accountants of India
(ICAI) and holds a valid certificate issued by the Peer Review Board of
the ICAI.
EMPLOYEES
None of the employees of the Company was paid remuneration of
Rs.60,00,000/- p.a. or more for the year or Rs. 5,00,000/- p.m. or more
and hence the information required under section 217 (2-A) of the
Companies (Particulars of Employees) Rules, 1975 is not required to be
given.
CONSOLIDATION OF ACCOUNTS:
The Company has four non material Wholly Owned Subsidiaries in India
and one Wholly Owned Subsidiary abroad.
The audited Consolidated Accounts and Cash Flow Statements, comprising
of the Company and its all subsidiary Companies appear in this Annual
Report together with the Auditors'' Report on the consolidated Accounts.
The Consolidated Accounts have been prepared in accordance with the
Accounting Standard prescribed by the Institute of Chartered Accountant
of India.
Pursuant to General Circular No 2/2011 file no 51/12/2007-CL-III dated
February 8, 2011, issued by the Ministry of Company Affairs giving
directions under section 212(8) of the Companies Act, 1956 granting
general exemption from attaching the financials along with the
Directors Report and Auditors Report of the Subsidiary Companies to the
financials of the holding Company on fulfillment of certain conditions.
In compliance with the said Circular of the Ministry of Company
Affairs, the Company has attached a summary of the Financial Statements
of each of the Subsidiary Companies.
As per Clause 32 of the Listing Agreement the Consolidated Financial
Statements of the Company with its Subsidiaries form part of the Annual
Report. The Copies of the Audited Annual Accounts of the Company''s
Subsidiaries and other related documents can also be sought by any
members of the Company or its Subsidiaries on making a written request
to the Company Secretary in this regard. The Annual Accounts of the
Subsidiary Companies are also available for inspection by any member at
the Company''s and/or the concerned Subsidiaries'' registered office
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to Section 217 (2AA) of the Companies Act, 1956 your Directors
confirm that:
I. In the preparation of annual accounts, the applicable accounting
standards have been followed.
II. That they 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 at the end of the financial year and of the profit or loss
of the company for that year (6 months).
III. Proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provision of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.
IV. The annual accounts have been prepared on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE
EARNING AND OUT GO
Information as per Section 217(1)(e) read with Companies (Disclosure of
Particulars in the Report of Board of Directors) Rules, 1988 are not
applicable to the Company.
FOREIGN EXCHANGE EARNING & OUTGO Rs.
Current Year (6 months) Previous Year (18 Months)
1.10.10 to 31.03.11 01.04.09 to 30.09.10
Earnings 0.00 29,64,505.00
44,65,312.00 8,57,13,380.00
Outgoings
CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORTS
As required by the Clause 49 of the Listing Agreement entered into with
the Stock Exchanges, a detailed Report on Corporate Governance, along
with the certificate of the Statutory Auditor, of the Company, is
attached elsewhere in this Annual Report.
The Company is in full compliance with the requirements and disclosures
that have to be made in this regard.
The Management Discussion and Analysis Report also appears elsewhere in
this Annual Report, and both the aforesaid Reports are incorporated for
reference herein.
The Board of Directors of the Company has adopted a Code of Conduct and
posted the same on the Web site. The Directors and Senior Management
Personnel have affirmed their compliance with the said code.
AUDIT COMMITTEE
The Audit Committee has been constituted by the Company pursuant to
Section 292(A) of the Companies Act, 1956 and under Clause 49 of the
Listing Agreement.
APPRECIATION
The Board of Directors wishes to place on record their sincere
appreciation of the continued support and confidence in the Company
from its Shareholders, FCCB Holders Suppliers, Bankers to the Company
and financial institutions, and all other business associates, for
their support and confidence reposed in the Company.
The Management takes this opportunity to express its special gratitude
and appreciation to all Actors and Actresses, Directors and other
Associates involved in film production and releases of the same.
For and on behalf of the Board
Sd/-
Place : Mumbai
Dhilin H Mehta
Dated :- 27.05.2011 (Chairman)
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