Notes to Accounts of Interworld Digital Ltd.

Mar 31, 2015

1. Balance of Sundry Debtors, Sundry Creditors and Loans & Advances as shown in the accounts are subject to confirmation and reconciliation However, in the opinion of the Board of Directors, the current assets, loans & advances are fully realizable at the values stated, if realizable in the ordinary course of business. The provisions for depreciation and all other known liabilities are adequate in the opinion of the Board.

In accordance with AS 22 issued by ICAI, the company has provided for deferred tax during the year.

2. No provision for the payment of gratuity has been made as none of the employees has put the qualifying period of service for entitlement of gratuity.

3. Allocation of Development expenses is pending to fixed assets.

4. Contingent Liabilities not provided for Bank Guarantees.

5. The company had not paid service tax and filed returns from financial year 2011-12 to 2014-15.

6. The company had not appointed chief financial officer in the company.

7. Adoption of Accounting Standard 28 on impairment of assets does not have any impact either on the profit for the year or on the net assets of the company as at the year end.

8. The company has only one reportable segment.

9. Related Party Disclosures:

Related party disclosures as required under Accounting Standard (AS) - 18 " Relate Party Disclosure" A. Related parties and nature of related party relationships where control exists

Name of the party Description of relationship

Mr. Man Mohan Gupta Key Management Personal

Mr. Kamal Kishore Sharma Key Management Personal

Mr. Ajay Sharma Key Management Personal Mrs. Anita Devi Key Management Personal

Mr. Narender Kumar Baid Key Management Personal

M/s Digicine Manoranjan Pvt. Ltd. Group Company

B. Related parties and nature of related party relationship with whom transactions have been taken place

Name of the party Description of relationship

Mr. Man Mohan Gupta Key Management Personnel

Mr. Narender Kumar Baid Key Management Personal

M/s Digicine Manoranjan Pvt .Ltd. Group Company

10. Previous year figures have been regrouped / rearranged / reconsidered, wherever considered necessary.

11. As per information available with the company, there are no outstanding dues to Small Scale Ancillary Industrial Undertakings as at 31.03.2015.

12. The Company has not appointed Chief Financial Office (CFO) as per the requirement of section 203 of the Companies Act, 2013.

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Mar 31, 2014

1. Balance of Sundry Debtors, Sundry Creditors and Loans & Advances as shown in the accounts are subject to confirmation .and reconciliation However, in the opinion of the Board of Directors, the current assets, loans & advances are fully realizable at the values stated, if realizable in the ordinary course of business. The provisions for depreciation and all other known liabilities are adequate in the opinion of the Board.

2. No provision for the payment of gratuity has been made as none of the employees has put the qualifying period of service for entitlement of gratuity.

3. Allocation of Development expenses is pending to fixed assets.

4. Contingent Liabilities not provided for Bank Guarantees outstanding Rs. NIL (Rs. Nil).

5. Adoption of Accounting Standard 28 on impairment of assets does not have any impact either on the profit for the year or on the net assets of the company as at the year end.

6. Directors'' Remuneration Rs.30,00,000/- (Previous Year Rs. 30,00,000/-).

7. Segment Reporting: The company has only one reportable segment.

8. Related Party Disclosures:

Related party disclosures as required under Accounting Standard (AS) - 18 " Relate Party Disclosure"

A. Related parties and nature of related party relationships where control exists

Interworld Digital Limited 19th Annual General Meeting

Name of the party Description of relationship

Mr. Man Mohan Gupta Key Management Personal

Ms. Heena Jain Key Management Personal

B. Related parties and nature of related party relationship with whom transactions have been taken place

Name of the party Description of relationship Man Mohan Gupta Key Management Personnel Interworld Digital Cinema Pvt .Ltd. Enterprises over which Key Managerial Person are able to exercise significant influence

Transactions during the year with related parties:

Mr. Man Mohan Gupta Remuneration 30,00,000

Interworld Digital Cinema Pvt .Ltd Purchase/Services 2,71,62,955

B. Outstanding Balances with NIL NIL related parties

9. Previous year figures have been regrouped / rearranged / reconsidered, wherever considered necessary.

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Mar 31, 2013

1. Balance of Sundry Debtors, Sundry Creditors and Loans & Advances as shown in the accounts are subject to confirmation .and reconciliation However, in the opinion of the Board of Directors, the current assets, loans & advances are fully realizable at the values stated, if realizable in the ordinary course of business. The provisions for depreciation and all other known liabilities are adequate in the opinion of the Board.

2. No provision for the payment of gratuity has been made as none of the employees has put the qualifying period of service for entitlement of gratuity.

3. Preferential Allotment

During 2012-13, the Company has allotted 40,00,00,000 equity shares pursuant to conversion of equal number of convertible warrants issued at a premium of Rs. 1.55 per equity share (Face Value).

4. Allocation of Development expenses is pending to fixed assets.

5. Contingent Liabilities not provided for Bank Guarantees outstanding Rs. NIL (Rs. Nil).

6. Adoption of Accounting Standard 28 on impairment of assets does not have any impact either on the profit for the year or on the net assets of the company as at the year end.

7. Directors'' Remuneration Rs.30,00,000/- (Previous Year Rs. 15,20,000/-).

8. Segment Reporting: The company has only one reportable segment.

9. Related Party Disclosures:

A. List of related parties with whom the company has transacted:

i. Key Managerial Personnel

Mr. Man Mohan Gupta Mr. Peeyush Kumar Aggarwal Mr. S. N. Sharma Mr. Sanjay Gupta

10. Previous year figures have been regrouped / rearranged / reconsidered, wherever considered necessary.

11. As per information available with the company, there are no outstanding dues to Small Scale Ancillary Industrial Undertakings as at 31.03.2013.

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Mar 31, 2011

1. Balance of Sundry Debtors, Sundry Creditors and Loans & Advances as shown in the accounts are

subject to confirmation .and reconciliation However, in the opinion of the Board of Directors, the current assets, loans & advances are fully realizable at the values stated, if realizable in the ordinary course of business. The provisions for depreciation and all other known liabilities are adequate in the opinion of the Board.

In accordance with AS 22 issued by ICAI, the company has provided for deferred tax during the year.

2. No provision for the payment of gratuity has been made as none of the employees has put the qualifying period of service for entitlement of gratuity.

3. Preferential Allotment

(a) In terms of the resolution passed under section 81 (1A) of the Companies Act, 1956 at the Extra Ordinary General Meeting of the Company held on 07.09.2010 and the in-principle approval received from BSE, the Board has allotted 400000000 convertible warrants to be converted into equal number of equity shares of Re. 1/- each at a premium of Rs. 1.55/- per warrant, in the Board meeting held on 09.11.2010 on preferential basis to promoters and non-promoters category. Pursuant to allotment of Convertible warrants, the Company, during the financial year 2010-11, has received monies aggregating to Rs. 25.50 crores out of Rs. 102 Crores.

(b) The company has allotted 4,96,38,600 convertible warrants with an option to convert such warrants into equal number of equity shares of Re. 1/- each on preferential basis in 2009-10. Out of the total warrants so issued, 1,85,49,799 were converted into equal number of equity shares at a premium of Rs. 1.18/- per equity share as at March 31,2010. Further 34,00,000 convertible warrants were converted into equal number of equity shares at a premium of Rs. 0.66/ per equity shares (Face Value Re. 1/-) and 1450201 convertible share warrant were converted into equal number of equity share at a premium of Rs. 1.18/- per equity shares (F.V Re. 1/- per share) during the financial year 2010-2011.

4. Allocation of Development expenses is pending to fixed assets.

5. Contingent Liabilities not provided for Bank Guarantees outstanding Rs. NIL (Rs. Nil ).

6. Adoption of Accounting Standard 28 on impairment of assets does not have any impact either on the profit for the year or on the net assets of the company as at the year end.

7. Directors' Remuneration Rs. 7,80,000/- (Previous Year Rs. 3,00,000).

8. Segment Reporting: The company has only one reportable segment.

9. Related Party Disclosures: List of related parties with whom the company has transacted:

10. Previous year figures have been regrouped / rearranged / reconsidered, wherever considered necessary.

11. As per information available with the company, there are no outstanding dues to Small Scale Ancillary Industrial Undertakings as at 31.03.2011.

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Mar 31, 2010

1. Balance of Sundry Debtors, Sundry Creditors and Loans & Advances as shown in the accounts are subject to confirmation. However, in the opinion of the Board of Directors, the current assets, loans & advances are fully realisable at the values stated, if realisable in the ordinary course of business. The provisions for depreciation and all other known liabilities are adequate in the opinion of the Board.

2. No provision for the payment of gratuity has been made as none of the employees has put the qualifying period of service for entitlement of gratuity.

3. Allocation of Development expenses is pending to fixed assets.

4. Contingent Liabilities not provided for Bank Guarantees outstanding Rs. NIL (Rs. Nil ).

5. Adoption of Accounting Standard 28 on impairment of assets does not have any impact either on the profit for the year or on the net assets of the company as at the year end.

6. Directors Remuneration Rs. 3,00,000/- (Previous Year Rs. 3,00,000).

7. Segment Reporting: The company has only one reportable segment.

8. During the year the company has made reduction of capital by Rs. 2,00,00,000 (2,00,00,000 Equity shares of Re. 1 each) pursuant to orders of Hon’ble High Court at New Delhi dated 27th October, 2009. Further, during the year, the company has allotted 4,96,38,600 convertible warrants with an option to convert such warrants into equity number of equity shares of Re. 1/- each on preferential basis. Out of the total warrants so issued, 1,85,49,799 were converted into equal number of equity shares at a premium of Rs. 1.18/- per equity share. As at March 31, 2010, 1,30,90,380 warrants are yet to be converted into equal number of equity shares.

9. Previous year figures have been regrouped / rearranged / reconsidered, wherever considered necessary.

10. As per information available with the company, there are no outstanding dues to Small Scale Ancillary Industrial Undertakings as at 31.03.2010.

ADDITIONAL INFORMATION PURSUANT TO THE PROVISIONS OF PART – II OF SCHEDULE VI OF THE COMPANIES ACT, 1956

Being a Service Company Quantitative Information / Clause is not applicable.

1. Raw Materials Consumed : Nil

2. Value of imported and indigenous

Materials consumed : Nil

3. CIF value of imports : Nil

4. Expenditure in foreign currency : Nil

5. Earnings in foreign currency : Nil

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Mar 31, 2009

1. Balance of Sundry Debtors, Sundry Creditors and Loans & Advances as shown in the accounts are subject to confirmation. However, in the opinion of the Board of Directors, the current assets, loans & advances are fully realisable at the values stated, if realisable in the ordinary course of business. The provisions for depreciation and all other known liabilities are adequate in the opinion of the Board.

2. No provision for the payment of gratuity has been made as none of the employees has put the qualifying period of service for entitlement of gratuity.

3. Allocation of Development expenses is pending to fixed assets.

4. Contingent Liabilities not provided for Bank Guarantees outstanding Rs. NIL (Rs. Nil).

5. Adoption of Accounting Standard 28 on impairment of assets does not have any impact either on the profit for the year or on the net assets of the company as at the year end.

6. Directors Remuneration Rs. 3,00,000/-(Previous Year Rs. NIL).

7. The company had received an income tax demand of Rs. 13,353/- during March, 2000 in respect of assessment year 1997-98. However, the same has not been paid in view of the request made by the company to the Income tax Authorities for adjusting this demand against the refund due as per return of income for the assessment year 2001-02 & Income tax Rs. 791215/-& FBT Rs 5861II- related for the A.Y 2008-09 has not been paid by the company till date.

8. Segment Reporting: The company has only one reportable segment.

9. Related Party Disclosures:

List of related parties with whom the company has transacted:

a. Key Managerial Personnel

1. Mr. Man Mohan Gupta

2. Mr. Peeyush Kumar Aggarwal

3. Mr.S.N.Sharma

4. Mr. Sanjay Gupta

10. Previous year figures have been regrouped / rearranged / reconsidered, wherever considered necessary.