Your Board of Directors takes pleasure in presenting this Thirty First (31st) Annual Report

covering the highlights of the finances, business, and operations of your Company along with the
Audited Financial Statements and Report of Auditors thereon for the Financial Year ended 31st
March, 2024.

1. COMPANY’S FINANCIAL HIGHLIGHTS

The highlights of the Company’s financial results for the Financial Year 2023-24 are
as under:

(Amount in Lakhs)

2. OPERATIONS PERFORMANCE:

During the financial year no income from the business of the Company, only Subsidy
Income of Rs. 28.32 Lakhs. Total expenditure of the company is Rs. 11.32 lakhs as
compared to Rs. 11.29 lakhs in the previous year. Profit during the financial year is
Rs. 17.00 lakhs as compared to loss is Rs. 15.99 lakhs in the previous year.

3. TRANSFER TO RESERVES:

No amount is proposed to be transferred to reserves during the Financial Year 2023-2024.

4. DIVIDEND

Your directors do not recommend any dividend during the year under review.

5. SHARE CAPITAL

As on 31 March 2024, paid-up share capital of the company stood at Rs. 34,88,00,000,
Consisting of 3,48,80,000 equity shares of face value of Rs. 10 each fully paid-up.

6. MATERIAL CHANGES AND COMMITMENTS AFTER THE END OF THE FINANCIAL
YEAR

No material changes or commitments affecting the financial position of the Company have
occurred between the end of the financial year to which financial statements in this report
relate and the date of this report.

7. DEPOSIT

The company has not accepted any public deposits under the provisions of the Companies
Act, 2013 ('Act').

8. SUBSIDIARIES/JOINT VENTURE/ASSOCIATE COMPANY

Your company does not have any Subsidiary/ Joint Venture and Associate Companies.

9. SECRETARIAL STANDARDS OF ICSI

The company has complied with the requirements prescribed under the Secretarial
Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2).

10. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There was no change in the nature of business of the Company during the year.

11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The company has not given any loans or guarantees or made any investments in
Contravention of the provisions of the Section 186 of the Companies Act, 2013. The details
of the loans and guarantees given and investments made by the Company are provided in
the notes to the financial statements, if any.

12. STATE OF AFFAIRS OF THE COMPANY

The main business activity of the company is of Films Production and Distribution. Your
directors carry out the operations with active care and precaution thereby enhancing
stakeholder’s values.

13. EXTRACTOF ANNUAL RETURN

In accordance with the requirements of Section 92 (3) read with Section 134(3)(a) of the
Companies Act, 2013 the Annual Return as on 31st March, 2024 is available on the
Company's website https://www.52weeksentertainment.com/annual-retum.html.

14. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of section 135 of the Companies Act, 2013 are not applicable to the
company.

15. CORPORATEGOVERNANCE

As per the requirement of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Company has complied with the requirements of Corporate
Governance in all material aspects. A report on Corporate Governance together
with a certificate of its compliance from a Practising Company Secretary, forms part of this
report.

16. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review, as stipulated under
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of
this report in Annexure - A.

17. RISK MANAGEMENT POLICY

The Board of Directors have adopted a risk management policy for the Company which
provides for identification, assessment and control of risks which in the opinion of the Board
may pose significant loss or threat to the Company. The Management identifies and
controls risks through a defined framework in terms of the aforesaid policy.

18. WHISTLE BLOWER POLICY/VIGIL MECHANISM

There is a Whistle Blower Policy in the Company and no personnel have been denied
access to the Chairman of the Audit Committee. The policy provides for adequate
safeguards against victimization of persons who use vigil mechanism. The Whistle Blower
Policy is posted on the website of the Company https://www.52weeksentertainment.com/
miscellaneous.html.

19. INTERNAL CONTROL SYSTEMS

The internal financial controls of the Company are commensurate with its size, scale and
complexity of operations. The company has policies and procedures which inter alia ensure
integrity in conducting business, timely preparation of reliable information, accuracy and
completeness in maintaining accounting records and prevention and detection of frauds
and errors. The Audit Committee actively reviews the adequacy and effectiveness of the
internal financial control systems and suggests improvements if any to strengthen the
same.

20. DIRECTORS’ RESPONSIBILITY STATEMENT:

To the best of knowledge and belief and according to the information and explanations
obtained by them, your Directors make the following statement in terms of Section 134(3)
(c) of the Act:

(I) That in the preparation of the accounts for the financial year ended 31 stMarch, 2024,
the applicable accounting standards have been followed along with proper
explanation relating to material departures;

(ii) That the Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that were 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 and loss of the Company for the year under review;

(iii) That the Directors have taken proper and sufficient care 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;

(iv) That the Directors have prepared the accounts for the financial year ended 31st
March 2024 on a 'going concern¹ basis.

(v) The internal financial controls are laid and have been followed by the company and
that such controls are adequate and are operating effectively. Such controls means
controls and policies and procedures adopted and adhered by the company for
orderly and efficient conduct of the business for safeguarding assets, prevention and
detection of frauds and errors and maintenance of accounting records and timely
preparation of financial statements and review its efficiency.

(vi) The Directors had devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.

21. DIRECTORS & KEY MANAGERIAL PERSONNEL

(I) Appointment/Reappointment

There is no Appointment/Reappointment during the year.

(ii) Change in Directorate

During the year under review there was no change in the Board of Directors of the
Company.

(iii) Directors liable to retire by rotation

Shri Cyrus Bhot (DIN : 00443874) retires by rotation at the ensuing AGM, being
eligible, offers himself for reappointment. Necessary details for re-appointment as
required under the Act and the SEBI Listing Regulations is given in the notice of 31 st
AGM.

(iv) Key Managerial Personnel

There is no change in Company Secretary and Chief Financial Officer of the
Company.

(v) Number of meetings of Board of Directors

This information has been furnished under Report on Corporate Governance which
forms part of this report.

(vi) Committees of Board

This information has been furnished under Report on Corporate Governance which
forms part of this report.

(vii) Meeting of Independent Directors

The Independent Directors of the company at their meeting held on 22nd March,
2024 reviewed the performance of non-independent directors and the Board as a
whole including the chairman of the company by taking into consideration views
expressed by the executive directors and non-executive directors at various level
pertaining to the quality, quantity and timeliness of flow of information between the
company, management and the board have expressed their satisfaction.

(viii) Declaration from Independent Directors

The independent directors have submitted a declaration of independence, stating
that they meet the criteria of independence provided under section 149(6) of the Act,
as amended, and regulation 16 of the SEBI Listing Regulations. The independent
directors have also confirmed compliance with the provisions of rule 6 of Companies
(Appointment and Qualifications of Directors) Rules, 2014, as amended, relating to
inclusion of their name in the databank of independent directors. The Board took on
record the declaration and confirmation submitted by the independent directors
regarding meeting the prescribed criteria of independence, after undertaking due
assessment of the veracity of the same in terms of the requirements of regulation 25
of the SEBI Listing Regulations.

(ix) Policyon Directors’Appointment and Remuneration

The Board has on the recommendation of the Nomination and Remuneration
Committee, framed a policy for the selection and appointment of Directors, Senior
Management and their remuneration. The Remuneration Policy and the details
pertaining to the remuneration paid during the year are furnished in the Corporate
Governance Report which forms part of this report.

(x) Performance Evaluation

Pursuant to the provisions of the Companies Act, 2013, SEBI Listing Regulations and
Circulars and Guidance Notes issued by SEBI in this regard, the Board has carried
out an annual performance evaluation of its own performance, the Directors
individually as well as the evaluation of the working of its Audit, Nomination and
Remuneration and other Committees.

22. STATUTORY AUDITORS AND HIS REPORT

M/s. B. M. Gattani &Co., Chartered Accountants (Firm Reg. No. 113536W), were appointed
as Statutory Auditors of the Company from 29th Annual General Meeting till the conclusion

of the 34th Annual General Meeting. As per the provisions of Section 139 of the Act, they
have confirmed that they are not disqualified from continuing as Auditors of the Company.

The Audit Report of M/s. B. M. Gattani & Co, Chartered Accountants on the Financial
Statements of the Company for the Financial Year 2023-24 forms part of this Annual Report.
The report does not contain any qualification, reservation, adverse remark or disclaimer.

23. SECRETARIAL AUDITOR AND HIS REPORT

Pursuant to the provisions of section 204 of the Act, the Board has appointed Mr. Suprabhat
Chakraborty, Practising Company Secretary (C.P. No. 15878), to undertake secretarial
audit of the Company. A report from the secretarial auditor in the prescribed Form MR-3 is
annexed as “Annexure B” to this Report.

The following observation given in the Secretarial Compliance Report:

1. 1.‘‘As per Regulation 31(2) of the SEBI (Listing Obligations And Disclosure
Requirements) Regulations, 2015, shareholding of promoter(s) and promoter group
is not in dematerialized form".

In this regard we have to inform you that the management has applied for
exemption from provisions of 100% shareholding of the promoters/ promoters
group in dematerialized form.

2. Independent directors of the Company have not clear online self-assessment
proficiency test as per the Companies (Appointment and Qualification of Directors)
Rules, 2014.

Independent Directors are in process to complete online self-assessment proficiency
test as per the Companies (Appointment and Qualification of Directors) Rules, 2014

In addition to the above and pursuant to SEBI circular dated 8 February 2019, a
report on secretarial compliance by Mr. Suprabhat Chakraborty for FY 2022-23
has been submitted with stock exchange.

24. COST AUDITOR AND COST AUDIT REPORT

Appointment of Cost Auditor is not applicable to your Company.

25. INTERNALAUDITOR

M/s Abhishek R Jain & Co., Chartered Accountant (FRN. 148930WN) were appointed as
Internal Auditor for the financial year 2023-24. They have submitted their report based on
the internal audit conducted during the year under review.

26. CORPORATE WEBSITE

The Company's web address is www.52weeksentertainment.com. The website contains a
complete overview of the Company. The Company's Annual Report, financial results,
details of its business, shareholding pattern, compliance with Corporate Governance,
contact information of the designated officials of the Company who are responsible for
assisting and handling investor grievances, the distribution schedule, and Code of Conduct
are uploaded on the website.

27. RELATED PARTY TRANSACTIONS

All Related Party Transactions that were entered into during the financial year were on an
arm's length basis, in the ordinary course of business and were in compliance with the
applicable provisions of the Act and the Listing Regulations. There were no materially
significant Related Party Transactions made by the Company with Promoters,
Directors, Key Managerial Personnel which may have a potential conflict with the interest of
the Company at large. Hence there does not exists any details to be mentioned in Form
AOC-2 which is attached as “Annexure C”.

All Related Party Transactions are placed before the Audit Committee for approval. The
Company has adopted a Related Party Transactions Policy. The policy as approved by the
board is uploaded on the Company's website at https://www.52weeksentertainment.com/
miscellaneous.html.

28. SEXUAL HARASSMENT

The Company has adopted a policy in line with the requirements of Prevention of Sexual
Harassment of Women at the Workplace. No complaint was received during the year under
the said policy.

29. PARTICULAR OF EMPLOYEES

Considering the provisions of Section 197(12) of the Act read with the relevant rules and
having referred to provisions of the First Proviso to Section 136(1) of the Act, the Annual
Report is being sent to the members of the Company, excluding details of particulars of
employees and related disclosures. The said information/ details are available for

inspection at the Registered Office of the Company during working hours, on any working
day. Any member interested in obtaining this information may write to the Company
Secretary and this information would be provided on request.

30. CONSERVATION OF ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE
EARNINGS ANDOUTGO

The company is not engaged in manufacturing activities and as such the particulars relating
to conservation of energy and technology absorption are not applicable. The company
makes every effort to conserve energy as far as possible etc. Particulars regarding Foreign
Exchange Earnings and Outgo required under the provisions of Section 134(3)(m) of the
Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 are given
in the notes forming part of accounts which forms part of the Annual Report.

31. HEALTH, SAFETY AND ENVIRONMENT

The company considers safety, environment and health as the management responsibility
and therefore being constantly aware of its obligation towards maintaining and improving
the environment across various spheres of its business activities.

32. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS IMPACTING
GOING CONCERN STATUS AND COMPANY’S STATUS IN FUTURE

During year no significant and material orders were passed by any regulator or court or
tribunal impacting the going concern status and Company's operations in future.

33. ACKNOWLEDGMENTS

Your Directors place on record their appreciation for the continued co-operation and
support extended to the company by the bankers ,media professionals, customers and
regulatory authorities. Your Directors also place on record sincere appreciation of the
continued hard work put in by employees at all levels.

For and on behalf of Board of Directors

Sd/- Sd/-

(Shantanu Sheorey) (Cyrus Bhot)
Whole Time Director Directors CFO
DIN-00443703 DIN-00443874

Date : 12.08.2024
Place: Mumbai