Directors Report of Bombay Talkies Ltd.

Mar 31, 2014

Dear Members,

The Directors have Pleasure in Presenting the Annual Report together with audited statement of accounts for the year ended 31st March, 31st March 2014

WORKIING RESULTS (Amount in Rs)

Particulars 31.03.2014 31.03.2013

Total Income 880,700.00 1,601,000.00

Depriciation 4,013,728.08 3,815,557.00

Profit (Loss) Before Tax 174,645.30 53,487.44

Provision for Tax-FBT - -

Profit (Loss) after Tax 174,645.30 53,487.44

Prior Period Adjustment - -

Balance bought forward 1.371.113.73 1,317,626.29

Balance carried to Balance Sheet 1.545.759.03 1.371.113.73

DIVIDEND:

In View of the inadequate Profit, your directors do not Proposed any dividend for the year.

DIRECTORS

Mr. Kishore Patil and Mr. Shailesh Parab were retires by rotation and being eligible, offer them

selves for re-election.

Mrs. Rajashree Patil was appointed as an additional Director of the Company and Mr.Rajesh

Kothari was resigned from the office Directors of the Company

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors State:

i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departure;

ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that ate 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 the loss of the Company for the period;

iii) That 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.

iv) That the Directors had prepared the annual accounts o a going concern basis.

FIXED DEPOSITS

Your company has neither invited nor accepted any Fixed Deposits from the public during the financial year under review.

CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:

Separate notes on Corporate Governance and Management Discussion and Analysis Report are set out as Annexure "A" and "B" respectively. A Certificate from the Auditor of the Company certifying compliance conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is attached to this report.

LISTING AGREEMENTS REQUIREMENTS:

The securities of your company are listed at BSE Ltd., Mumbai. Trading in company''s securities remain suspended at BSE Ltd. for various reasons including non-submission of documents and all possible steps are being taken by the management to get shares traded at the floor of the BSE Ltd.

BUY-BACK OF SHARES

There was no buy-back of shares during the year under review.

PARTICULARS OF THE EMPLOYEES:

None of the employees employed during the year was in receipt of remuneration in excess of the Prescribed limit specified in section 217 (2A) of the Companies Act, 1956 Hence, furnishing of particulars under the Companies ( Particulars of Employees) 1975 does not arise.

AUDITORS & AUDITORS REPORT

The Auditors of the Company M/s. H. T. Merchant & Company, Chartered Accountants, Mumbai, hold office until the conclusion of the forthcoming Annual General Meeting of the company and being eligible offers themselves for appointment.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

During the year under review, there were no activities, which required heavy consumption of energy. However adequate measures have been taken to make sure that there is no wastage of energy. Since the requisite information with regard to the conservation of energy, technology absorption (Disclosures of Particulars in the report of Board of Directors) Rules is irrelevant/not applicable to the company during the year under review, the same are not reported.

FOREIGN EXCHANGE EARNINGS AND OUTGO:

Foreign Exchange earnings and Outgo is not Applicable to the Company.

ACKNOWLDGEMENTS

The Board of Directors wish to place on record their appreciation for the co-operation and support of the Company''s Bankers, its valued customers, employees and all other intermediaries concerned with the company''s business.

Your directors sincerely thank all members for supporting us during the difficult days. We look forward to your continued support and reiterate that we are determined to ensure that the plans are successfully implemented.

By Order of the Board of

Place : Mumbai Kishor Patil Dated : 23rd August 2014 Director

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Mar 31, 2013

Dear Members,

The Directors have Pleasure in Presenting the Annual Report together with audited statement of accounts for the year ended 31st March, 31st March 2013

WORKIING RESULTS (Amount in Rs) Particulars 31.03.2013 31.03.2012

Total Income 1,601,000.00 2,026,750.00

Depriciation 3,815,557.00 3,548,909.00

Profit (Loss) Before Tax 53,487.44 109,071.01

Provision for Tax-FBT Profit (Loss) after Tax 53,487.44 109,071.01

Prior Period Adjustment - -

Balance bought forward 1,317,626.29 1,208,555.28

Balance carried to Balance Sheet 1,371,113.73 1,317,626.29

DIVIDEND:

In View of the inadequate Profit, your directors do not Proposed any dividend for the year.

DIRECTORS

Mr. Rajesh Kothari and Mr. Kishor Patil were retires by rotation and being eligible, offer them

selves for re-election.

Mr. Shailesh Parab was appointed as an additional Director of the Company and Mr.Vinod

Verma was resigned from the office Directors of the Company

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors State:

i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departure;

ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that ate 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 the loss of the Company for the period;

iii) That 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.

iv) That the Directors had prepared the annual accounts o a going concern basis.

FIXED DEPOSITS

Your company has neither invited nor accepted any Fixed Deposits from the public during the financial year under review.

CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:

Separate notes on Corporate Governance and Management Discussion and Analysis Report are set out as Annexure "A" and "B" respectively. A Certificate from the Auditor of the Company certifying compliance conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is attached to this report.

LISTING AGREEMENTS REQUIREMENTS:

The securities of your company are listed at BSE Ltd., Mumbai. Trading in company''s securities remain suspended at BSE Ltd. for various reasons including non-submission of documents and all possible steps are being taken by the management to get shares traded at the floor of the BSE Ltd.

BUY-BACK OF SHARES

There was no buy-back of shares during the year under review.

PARTICULARS OF THE EMPLOYEES:

None of the employees employed during the year was in receipt of remuneration in excess of the Prescribed limit specified in section 217 (2A) of the Companies Act, 1956 Hence, furnishing of particulars under the Companies ( Particulars of Employees) 1975 does not arise.

AUDITORS & AUDITORS REPORT

The Auditors of the Company M/s. H. T. Merchant & Company, Chartered Accountants, Mumbai, hold office until the conclusion of the forthcoming Annual General Meeting of the company and being eligible offers themselves for appointment.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

During the year under review, there were no activities, which required heavy consumption of energy. However adequate measures have been taken to make sure that there is no wastage of energy. Since the requisite information with regard to the conservation of energy, technology absorption (Disclosures of Particulars in the report of Board of Directors) Rules is irrelevant/not applicable to the company during the year under review, the same are not reported.

FOREIGN EXCHANGE EARNINGS AND OUTGO:

Foreign Exchange earnings and Outgo is not Applicable to the Company.

ACKNOWLDGEMENTS

The Board of Directors wish to place on record their appreciation for the co-operation and support of the Company''s Bankers, its valued customers, employees and all other intermediaries concerned with the company''s business.

Your directors sincerely thank all members for supporting us during the difficult days. We look forward to your continued support and reiterate that we are determined to ensure that the plans are successfully implemented.

By Order of the Board of

Place : Mumbai Kishor Patil Dated : 28th August 2013 Director

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Mar 31, 2012

The Directors have Pleasure in Presenting the Annual Report together with audited statement of accounts for the year ended 31st March, 31st March 2012

WORKIING RESULTS (Ammnt in Rs)

Particulars 31.03.2012 31.03.2011

Total Income 2,026,750.00 4,892,780.00

Depreciation 3,548,909.00 3,286,801.00

Profit (Loss) Before Tax 109,071.01 71,272.12

Provision for Tax-FBT - -

Profit (Loss) after Tax 109,071.01 71,272.12

Prior Period Adjustment - -

Balance bought forward 1,208,555.28 1,137,283.00

Balance carried to Balance Sheet 1,317,626.29 1,208,555 .28

DIVIDEND:

In View of the inadequate Profit, your directors do not Proposed any dividend for the year.

DIRECTORS

Mr. Kishor Patil was appointed as an additional Director of the Company.

Miss Mamata Chopra was resigned from the office Directors of the Company

DIRECTORS'' RESPONSIBILITY STATEMENT

Your Directors State:

i) that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departure;

ii) that the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that ate reasoned)le 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 the loss of the Company for the period;

iii) That 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 6r preventing and detecting fraud and other irregularities.

iv) That the Directors had prepared the annual accounts o a going concern basis.

FIXED DEPOSITS

Your company has neither invited nor accepted any Fixed Deposits from the public during the financial year under review.

CORPORATE GOVERNANCE AND COMPLIANCE CERTIFICATE:

Separate notes on Corporate Governance and Management Discussion and Analysis Report are set out as Annexure "A" and "B" respectively. A Certificate from the Auditor of the Company certifying compliance conditions of Corporate Governance as stipulated under Clause 49 of the Listing Agreement is attached to this report.

LISTING AGREEMENTS REQUIREMENTS:

The securities of your company are listed at BSE Ltd., Mumbai. Trading in company''s securities remain suspended at BSE Ltd. for various reasons inducing non-submission of documents and all possible steps are being admen by the management to get shares traded at the floor of the BSE Ltd.

BUY-BACK OF SHARES

There was no buy-back of shares during the year under review.

PARTICULARS OFTHE EMPLOYEES:

None of the employees employed during the year was in receipt of remuneration in excess of the Prescribed limit specified in section 217 (2A) of the Companies Act, 1956 Hence, furnishing of particulars under the Companies ( Particulars of Employees) 1975 does not arise.

AUDITORS & AUDITORS REPORT

The Auditors of the Company M/s. Rishi Sekhri & Associates,. Chartered Accountants, Mumbai, hold office until the conclusion of the forthcoming Annual General Meeting of the company and being eligible offers themselves for appointment.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION

During the year under review, there were no activities, which required heavy consumption of energy. However adequate measures have been taken to made sure that there is no wastage of energy. Since the requisite information with regard to the conservation of energy, technology desorption (Disclosures of Particulars in the report of Board of Directors) Rules is irrelevant/not applicable to the company during the year under review, the same are not reported.

ACKNOWLDGEMENTS

The Board of Directors wish to place on record their appreciation for the co-operation and support of the Company''s Bankers, its valued customers, employees and dill other intermediaries concerned with the company''s business.

Your directors sincerely thank all members for supporting us during the difficult days. We look forward to your continued support and reiterate that we are determined to ensure that the plans are successfully implemented.

By Order of the Board of

Place : Mumbai Kishor Patil

Dated : 29th August 2012 Director

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Mar 31, 2011

The Directors have pleasure in presenting the 27th Annual Report together with the audited accounts for the year ended 31st March 2011 for your perusal consideration and adoption.

Financial Result :

Current Year Previous Year (Rs. In Lakhs) (Rs. In Lakhs)

Income from operations 48.92 116.84

Net Profit /(Loss)(before depreciation) 3.40 2.51

Less : Depreciation 2.68 2.68

Profit/(Loss)before tax 0.17 (0.17)

Less : Taxation NIL NIL

Profit/(Loss)after tax 0.17 0.17

Dividend:

In view of inadequate Profit, your directors express their inability to declare any dividend during the year

Auditor Report :

Observations made by the Auditors have been explained in the notes on account. These are self explanatory.

Performance in retrospect & Future outlook :

The Company explored various opportunities for development of business. Funds available were lent out as short term loan.

Personal :

No employee draw remuneration of 12,00,000/- (1,00,000/-) per month during the year under review. As such no information as per Section 217(2A) of Employees rules, 1975 is required to be given.

Directors

Mr. Vinod Verma & Rajesh Kothari Shah retires by rotation and being eligible, offer themselves for re-election

Fixed Deposits

During the year under the review, the Company has not accepted or invited any deposits under the provision of section 58A of the Companies Act, 1956 and the rules made there under and therefore the unclaimed deposits are "Nil".

Directors' Responsibility Statement

In accordance with the requirements of Section 217 (2AA) of the Companies Act, 1956, your Board of Directors wish to confirm the following:

i) that the applicable accounting standards have been followed in the preparation of the annual accounts;

ii) that the Directors have 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 for that period;

iii) that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) that the Directors have prepared the annual accounts on a 'going concern' basis

Other Aspects

Provisions relating to Conservation of Energy, Technology Absorption, Foreign Exchange

Earnings and Outgo are not applicable to the Company.

Auditors :

Auditors of the Company M/s. J.K.Shah & Associates , Chartered Accountants, Mumbai, will retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment

Acknowledgment:

Your directors place on record their sincere appreciation for the support from members, and staff for the success and progress of the Company at all fronts. Members are requested to appoint auditors for the period viz. from the conclusion of the Annual General Meeting till the close of the next Annual General Meeting and to fix their remuneration.

By order of the Board

Sd/

Rajesh Kothari

Director Place : Mumbai

Date : 18.08.2011

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Mar 31, 2010

The Directors have pleasure in presenting the 26th Annual Report together with the audited accounts for the year ended 31st March 2010 for your perusal consideration and adoption.

Financial Result :

Current Year Previous Year (Rs. In Lakhs) (Rs. In Lakhs)

Income from operations 116.84 105.48

Net Profit /(Loss)(before depreciation) 2.51 3.17

Less: Depreciation 2.68 2.53

Profit/(Loss)before tax (0.17) 0.63

Less: Taxation NIL NIL

Profit/(Loss)after tax (0.17) 0.63

Dividend:

In view of inadequate Profit your directors express their inability to declare any dividend during the year

Auditor Report :

Observations made by the Auditors have been explained in the notes on account These are self explanatory.

Performance in retrospect & Future outlook:

The Company explored various opportunities for development of business. Funds available were lent out as short term loan.

Personal :

No employee draw remuneration of 12,00,000/- (1,00,000/-) per month during the year under review. As such no information as per Section 217(2A) of Employees rules, 1975 is required to be given.

Directors

Mr. Vinod Verma & Rajesh Kothari Shah retires by rotation and being eligible, offer themselves for re-election

Fixed Deposits

During the year under the review, the Company has not accepted or invited any deposits under the provision of section 58A of the Companies Act, 1956 and the rules made there under and therefore the unclaimed deposits are "Nil".

Directors Responsibility Statement

In accordance with the requirements of Section 217 (2AA) of the Companies Act, 1956, your Board of Directors wish to confirm the following:

i) that the applicable accounting standards have been followed in the preparation of the annual accounts;

ii) that the Directors have 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 for that period;

iii) that the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) that the Directors have prepared the annual accounts on a going concern basis

Other Aspects

Provisions relating to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are not applicable to the Company.

Auditors :

Auditors of the Company M/s. J.K.Shah & Associates , Chartered Accountants, Mumbai, will retire at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

Acknowledgment:

Your directors place on record their sincere appreciation for the support from members, and staff for the success and progress of the Company at all fronts. Members are requested to appoint auditors for the period viz. from the conclusion of the Annual General Meeting till the close of the next Annual General Meeting and to fix their remuneration.

By order of the Board

Sd/ Rajesh Kothari Director

Place : Mumbai Date : 14.08.2010

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Mar 31, 2009

The Directors have pleasure in presenting the Twenty Fifth Annual Report on the business and operations of your Company and the Audited Financial Results for the year ended 31st March, 2009

Financial Results Y.E. 31.03.2009 Y.E. 31.03.2008

(Rs. In lakhs) (Rs. In lakhs)

Income from operations 105.48 147.66

Net Profit/(Loss)(before depreciation) 3.17 4.28

Less: Depreciation 2.53 2.50

Profit/(Loss) before tax 0.63 1.78

Less: Taxation Nil NIL

Profit/(Loss) after Tax 0.63 1.78

Dividend

In view of in adequate of profits for the year under review your Directors do not recommend any dividend.

Fixed Deposits

During the year under the review, the Company did not accept or invite any deposit from the public under the provisions of section 58A of the Companies Act, 1956 and the rules made thereunder and therefore the question of compliance or otherwise does not arise.

Directors

Ms. Mamta Shashi Chopra & Mr. Rajesh Kothari retires by rotation and being eligible offer themselves for re-election

Directors Responsibility Statement

In accordance with the requirements of Section 217 (2AA) of the Companies Act, 1956, your Board of Directors wish to confirm the following:

i) that the applicable accounting standards have been followed in the preparation of the annual accounts;

ii) that the Directors have 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 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, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) that the Directors have prepared the annual accounts on a going concern basis

Other Aspects

Provisions relating to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are not applicable to your Company.

Particulars of Employees

The particulars as required u/s. 217(2A) of the Companies Act, 1956, read with the Companies (Particulars of Employees) Rules, 1975, do not apply to your company as there was no employee drawing remuneration in excess of the amount prescribed under Section 217(2A) of the Companies Act, 1956 during the year ended 31st March, 2008.

Auditors & Auditors Report

The statutory Auditors of the Company M/s. J. K .Shah & Associates Chartered Accountants, Mumbai, hold office until the conclusion of the forthcoming Annual General Meeting of the company and being eligible offer themselves for reappointment.

Corporate Governance

The Auditors M/s. J. K .Shah & Associates have certified the Companys compliance of the requirements of Corporate Governance in terms of clause 49 of the Listing Agreement. The said certificate together with the managements discussion and analysis report, is attached which forms part of this report.

Acknowledgement

Your Directors wish to place on record their appreciation for the support of members of your company, the customers, clients and constituents and the staff members of your company at all levels.



By order of the Board

Sd/

(Vinod Verma)

Director

Place: Mumbai Date : 24th August, 2009