Pyramid Saimira Theatre Ltd. के अकाउंट के लिये नोट

Jun 30, 2009

1. Share Warrants

In terms of the approval of the Shareholders of the Company and as per the applicable statutory provisions including the Securities and Exchange Board of India (Disclosure & Investor Protection) Guidelines 2000, the Company has issued and allotted on 22nd October,2007, 36,40,000 Warrants to one of the Promoters entitling him to apply for equivalent number of fully paid up equity shares of Rs. 10/each of the Company at a price of Rs.310/ per equity share. The Company also received 10% of the total amount payable from the promoter. The Warrant Holder has a right to apply for Equity Shares within 18 months from the Date of Allotment of the Warrants. During the period the Warrant holder exercised option to convert 1485000 warrants into Shares @ Rs.310/ per share.And the application money received towards the balance Share Warrants, which was not converted, is being forfeited and the amount received for the same amounting to Rs. 6,98,34,668 is shown under miscellaneous Income.

2. Secured Loans include

Cash credit limits from Consortium of Bankers sanctioned against pari passu charge on Current Assets and personally guaranteed by the Promoter Directors.

Term loans are secured against the assets purchased in question and personally guaranteed by the promoter Directors.

Vehicle loans from Banks have been secured against the specific asset.

3. During the year under period there is no outstanding entertainment tax payable as of 30th June 2009. In Tamil Nadu, there is no tax for Tamil titled films and in Karnataka there is no tax on Kannada titled film. Hence general impact on entertainment tax during the year under review is negligible.

4. Figures relating to previous year have been re-grouped wherever found necessary to confirm to Current Periods classification and figures for the current period is for 15 months from 1-4-2008 to 30-6-2009 and hence previous period figures are not comparable.

5. a) Income Tax Assessments are completed upto the accounting year (Previous year) ending 31s1 March 2006.

b) For the Asst. Year 2008-09 the company originally filed a return of income admitting a tax liability of around Rs.26.59 crores. Subsequently, the company filed a revised return in 9th March 2009 and the tax refundable as per the revised return is Rs.2.16 Lacs. However, the Income Tax department based on the Original return and without considering the valid revised return initiated recovery proceedings and attached all the bank accounts and receivables of the company. The company has objected to the said action and however the company has already provided the maximum sought tax by the department and hence no further provisioning is necessary.

6. Additional Information pursuant to the provisions of Schedule VI of the Companies Act, 1956.

b, Furnishing of Quantitative details of Sales, Production, Stocks and Raw Materials, value of Imports, Consumption and Sales does not arise. As regards the furnishing of quantitative details regarding Food & Beverages, due to the diverse nature, in the opinion of the company it is not practicable to give the quantitative details. Allitems of food & beverages are indigenously procured.

7. In the opinion of the Board of Directors, the Current Assets, Loans and Advances have a value on realization in the ordinary course of business at least to the amount at which they are stated.

8. Based on the information available regarding the status of suppliers, there were no amounts outstanding to Micro, Small & Medium Enterprises and no amounts outstanding for a period exceeding 30 days to any Small Scale and/or ancillary Industrial Suppliers on account of Principal and/or Interest as at the close of the year.

9. Confirmation of balance from debtors, creditors, other parties and some of the banks as on 30-6-2009 were not obtained and consequently adjustment required on reconciliations, if any, will be carried out subsequently as and when reconciled/confirmed.

10. During the 15 months under review the company underwent a lot of externa! and internal turbulences and further due to the Income Tax Attachment has resulted in total break down of systems. The accounting and the internal control systems suffered serious erosion during the period under review. Due to lack of adequate staff and due to break down of systems and process machinery, the Daily collection Reports (DCRs) from Theatres from some of the locations are not received regularly on a day to day basis and in the absence of the said records the Income and Expenses were accounted on the basis of Memorandum Reports received from various regions and the company is in the process of collecting the DCRs from all regions.

11. The Audit of Subsidiary companies are in the process and not yet over and hence the Annual Accounts of the Subsidiaries are not available for attachment with the Companys Accounts and hence the Consolidated Financial Statements could not be prepared.

12. During the period under review the company made the following write offs:

a) Rs. 13.65 crores representing the companys Investment exposure in the Gaming subsidiary Aurona Technologies Inc was written off as the said subsidiary company underwent serious liquidity crisis and loss partially due to depreciation of pounds as compared to other currency, making operating losses.

b) Rs. 8.5 crores out of the Proposed Investments made in the Subsidiary PSEL, USA, representing investment made in a DTH company through Pyramid Saimira Entertainment Ltd USA, was written off on account of losses incurred by the said DTH company.

13. As per Accounting Standard 11 the company has provided for a sum of Rs.71.10 Crores representing the notional Foreign Exchange Fluctuation Loss towards increase in liability of FCCB bonds represented in dollars.

14. Prior period item represents the loss on account of write off of reductions value of content invested during the prior period 2007-08 through the subsidiary companies, which in the opinion of the company is not recoverable and hence written off during this period as prior period items.

15. Sundry Debtors includes a sum of Rs 38,05,26,614/-evenfhough considered doubtful, the company is hopeful of recovering the same and hence no provision is made in the accounts

16, Deferred Revenue Expenditures

The company made an Initial Public Offering(IPO) during December,2006 And listed its shares in Bombay Stock Exchange and National Stock Exchange on 5th January,2007.The share issue expenses incurred during the earlier years are written off over a period of five years, and in respect of FCCB Issue expenses it is amortised over the period of Bond.

17. PSTL Canteen Rights Charges

The current assets include amounts paid for canteen rights in the theatres which is being amortized over the agreement period.

18. Managerial Remuneration

Managerial Remuneration under Section 198 of the Companies Act 1956 to the Managing & whole time Directors.

The actuarial valuation report for the period, disclosing the various details as required under AS 15 is not available

ii) Gratuity is administered through Group Gratuity Scheme with Life Insurance Corporation of India. The expected return on plan assets is based on market expectation at the beginning of the year, for the returns over the entire life of the related obligation.

iii) During the year the Company has recognized the following amounts in the Profit & Loss

19 Disclosure of interest of related parties pursuant to Accounting-Standard 18

a) Name of the Related Parties:

i) Key Management-Personnel:

Mr.V.Natarajan - Chairman Emirtus

Mr. P.S. Saminathan - Managing Director

Mr. N. Narayanan - Chairman & Whole Time Director

ii) Enterprise owned or significantly influenced by Key management personnel or their relatives

a, Bharat digitals Limited

b, Saimira Access Technologies Limited

c, Saimira Realty Private Limited

d, Saimira Premier Theatre Private Limited

e, Saimira Holdings & Services Private Limited

f, Pyramid Saimira Productions

g, Pyramid Saimira Content Fund Management P Ltd h. Blend Saimira Financial Services P Ltd

iii) Joint Ventures Overseas - Pyramid Saimira Theatre Chain Sdn Bhd, Malaysia iv) Subsidiaries:

a) Pyramid Saimira Entertainment Limited

b) Pyramid Saimira Entertainment America Inc.

c) Pyramid Saimira Productions International Limited

d) Pyramid Saimira Production Services Limited

e) Pyramid Saimira Content Distribution Private Limited

f) Dimple Cine Advertising Private Limited

20. Estimated amount of Contracts remaining to be executed on

a) Capital Account and are not provided for (net of advances) Rs NIL

b) Contingent Liabilities not provided for in respect of:

21. Lease payments for the current period under cancelable operating Leases amounting to Rs.1,83,30,460/- (Previous Year Rs. 46,67,611) have been recognized as an expense in the Profit & Loss Account. The Company has not entered into any non-cancelable leases and finance leases.

22. Disclosure in respect of provisions pursuant to Accounting Standard Rs. NIL