The equity shares are entitled to dividend proposed by Board of Directors subject to approval of the share holders in the Annual General Meeting except in case of interim dividend. In the event of liquidation of the Company, holder of equity shares are entitled to receive remaining assets of the Company, after distribution of all preferential amounts in proportion to their share holding.

During the period of five years immediately preceeding the year March 31, 2024, the Company has not issued any bonus shares or shares for consideration other than cash and also the Company has not bought back any shares during this period.

The company has not reserved any shares for issue under options and contracts/ commitments for the sale of shares/ disinvestment as at March 31, 2024 and March 31, 2023.

As per the records of the Company, including its register of shareholders/ members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.

Nature and purpose

a. Capital Reserve

This represents profit earned by the Company before receipt of incorporation certificate.

b. Securities premium

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.

c. General reserve

General reserve represents the amount appropriated out of retained earnings pursuant to the earlier provisions of Companies Act, 1956.

d. Retained earnings

Retained earnings are the profits/ losses that Company has earned/ incurred till date, as reduced by transfer to reserves, dividend or other distribution paid to the share holders and transfer from/ to OCI.

14.2 Rights, preferences, restrictions of equity shares

The Company has only one class of equity shares having a face value of ' 10 per share. Each holder of equity share is entitled to one vote per share.

16.2 Amendment to Ind AS 7

Amendment to Ind AS 7 effective from April 1, 2017 require the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the Balance Sheet for liabilities arising from financing activities, to meet disclosure requirement. Accordingly, the Company has given the said disclosure as below

*The above matter is currently being considered by the tax authorities and the Company expects the outcome will be in its favour and has therefore, not recognised the provision in relation to aforesaid liabilities. Future cash outflow in respect of above will be determined only on receipt of judgement/ decision pending with tax authorities.

30. EMPLOYEE BENEFITS

Defined Benefit Plan

Group gratuity liability is recognised on the basis of gratuity report provided by Actuary.

The disclosures as required under the Indian Accounting Standard (Ind AS 19) in respect of gratuity, is as follows

Every employee is entitled to a benefit equivalent to 15 days salary drawn for each completed year of service in line with the Payment of Gratuity Act, 1972 or Company scheme, whichever is beneficial. The same is payable at the time of separation from the company or retirement, whichever is earlier. The benefits vest after five years of continuous service

The sensitivity analysis have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

The sensitivity analysis presented above may not be representative of the actual change in the projected benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the projected benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same method as applied in calculating the defined benefit obligation as recognised in the Balance Sheet.

Gratuity is payable as per entity’s scheme as detailed in the report.

Actuarial gains/ losses are recognized in the period of occurrence under Other Comprehensive Income (OCI). All above reported figures of OCI are gross of taxation.

Salary escalation and attrition rate are considered as advised by the entity; they appear to be in line with the industry practice considering promotion and demand and supply of the employees.

Maturity Analysis of Benefit Payments is undiscounted cashflows considering future salary, attrition and death in respective year for members as mentioned above.

Average Expected Future Service represents Estimated Term of Post - Employment Benefit Obligation.

Weighted Average Duration of the Defined Benefit Obligation is the weighted average of cashflow timing, where weights are derived from the present value of each cash flow to the total present value.

Any benefit payment and contribution to plan assets is considered to occur end of the year to depict liability and fund movement in the disclosures.

Value of asset provided by the entity is not audited by us and the same is considered as unaudited fair value of plan asset as on the reporting date.

In absence of specific communication as regards contribution by the entity, Expected Contribution in the Next Year is considered as the sum of net liability/assets at the end of the current year and current service cost for next year, subject to maximum allowable contribution to the Plan Assets over the next year as per the Income Tax Rules.

QUALITATIVE DISCLOSURE

Para 139 (a) Characteristics of defined benefit plan

The entity has a defined benefit gratuity plan in India (funded). The entity’s defined benefit gratuity plan is a final salary plan for employees, which requires contributions to be made to a separately administered fund.

The fund is managed by a trust which is governed by the Board of Trustees. The Board of Trustees are responsible for the administration of the plan assets and for the definition of the investment strategy.

Para 139 (b) Risks associated with defined benefit plan

Gratuity is a defined benefit plan and entity is exposed to the Following Risks

Interest rate risk: A fall in the discount rate which is linked to the Government Securities Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.

Salary Risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members. As such, an increase in the salary of the members more than assumed level will increase the plan’s liability.

Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.

Asset Liability Matching (ALM) Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.

Mortality risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.

Concentration Risk: Plan is having a concentration risk as all the assets are invested with the insurance company

Para 139 (c) Characteristics of defined benefit plans.

During the year, there were no plan amendments, curtailments and settlements.

Para 147 (a) Trust fund and contribution thereto

A separate trust fund is created to manage the Gratuity plan and the contributions towards the trust fund is done as guided by rule 103 of Income Tax Rules, 1962.

33. INVESTMENT IN SUBSIDIARIES

a. PNC Wellness Limited

The Company has impaired value of entire investment in equity shares of wholly owned subsidiary viz PNC Wellness Limited in earlier years. The net worth of this subsidiary is '12.96 lakh as on March 31, 2024. The Subsidiary has not earned any revenue during the year under review. The subsidiary however continues, intending to use the brand’s goodwill and reputation to build a digital opportunity.

b. PNC Digital Limited

The Company has an impaired investment of '19.26 lakh in equity shares of subsidiary viz PNC Digital Limited as at March 31, 2024. During the year this subsidiary has earned a nominal income from its non-operational activities. The net worth of this subsidiary is '19.33 lakh as on March 31, 2024.This subsidiary will continue its efforts in future. Although, this subsidiary has unfettered access to the film content of the holding company and requires no additional capital deployment to earn revenue, Company has impaired the value of its investment in this subsidiary by ' 33.39 lakh for the period under review, based on fair valuation report.

34. OPERATING LEASES (LESSEE)

a. The Company has elected not to recognize right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less. All leases of the Company are short-term in nature and therefore no additional disclosure is provided as per Ind AS - 116.

b. The total of future minimum sublease payment expected to be received under non - cancellable subleases at the end of reporting period is nil.

c. Lease payment is recognised as an expense in the period in which it is incurred.

35. LEGAL PROCEEDINGS

a. The Company has initiated proceedings for the recovery of an amount of '1.50 crore given to Saboo Films Pvt Ltd and Bharat film Works against film rights. Proceedings are ongoing before the City Civil Court and the management considers the same as fully recoverable and hence no provision is made. Legal opinion obtained by the Company supports this.

b. The Company had received an award of ' 3.52 crore plus interest of ' 35 lakh in its favour in the arbitration filed against White Feather Films (Proprietor Sanjay Gupta). White Feather Films has gone in appeal against the award and was directed to deposit an amount of ' 3 crore by the Bombay High Court, which they failed to do. The Company has filed a petition for execution of the arbitration award. The Bombay High Court has restrained Sanjay Gupta from disposing of, encumbering, alienating, transferring, and parting with the possession of or creating any third party rights or interest in his 3 properties in Pune and Khandala valued at '12 crore. The advance of ' 3.18 crore is therefore considered as fully recoverable.

36. Company carries out in-house content development projects, which includes costs for payments to writers, actors, pre shoot expenses, professional fees etc. These amounts have different ageing depending on the progress of each project. These costs are classified under a broad head as “Advance for Content”. The technical team has assessed its realizable value, its future viability and management contention to continue with the project including considerations for write off/ impairment based on future plans of the Company, considering trends in the country as well global trends. The Company has accordingly written off an amount of '13.42 lakh (PY '47.86 lakh) incurred on developing contents, which are no longer viable to take up in future.

37. INVENTORIES

a. The Company estimate the useful life of its audio-visual entertainment contents, which are intangible in nature as 40 years considering the following

i The economic useful life of content post digitisation.

ii. New avenues of content exploitation with the emergence of new technologies.

iii. Long tail realisations from the library of produced content.

iv Increased reach of Indian content in new and existing global markets.

v. Increased scope of content exploitation in many new ways and languages as well as through multiple exploitation of content IPRs.

vi The continuing exploitation of the PNC library on existing platforms.

News-based content as well as content being produced currently for international streaming platform on commissioned basis will continue to be 100% written off on exploitation as per the current practice.

During the year the Company has amortised '15.90 lakh against the revenue earned from exploitation of streaming rights of its existing library and unfinished content of '30 lakh used for production of web series.

There is no individual content that is material to the financial statements of the Company as a whole. There is no content whose title is restricted.

Based on a review of estimates of future realisations taken as a whole, the management is of the view that future recoverable amount from content rights is expected to be more than its carrying unamortised cost of content. Hence, no impairment/ write down is considered necessary on this account.

41. SEGMENT INFORMATION

The Company has presented data relating to it’s segments in it’s Consolidated Financial Statements. Accordingly, in term of paragraph 4 of the Indian Accounting Standard (Ind AS 108) “Operating Segments”, no disclosure related to it’s segments are presented in the standalone financial statements. The Company operates in only one segment i.e. content.

42. FINANCIAL INSTRUMENT

a. Methods and assumptions used to estimate the fair values

The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values

i. The carrying amounts of receivables and payables which are short term in nature such as trade receivables, other bank balances, deposits, loans to employees, trade payables, demand loans from banks and cash and cash equivalents are considered to be the same as their fair values.

ii. The fair values for long term security deposits given were calculated based on cash flows discounted using a current bank rate applicable to Company’s deposits with the bankers. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs.

Categories of financial instruments

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1 : unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 : directly or indirectly observable market inputs, other than Level 1 inputs; and Level 3 : inputs which are not based on observable market data

b. Financial risk management objective and policies

The Company’s principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations including acquiring of property, plant and equipment (PPE). The Company’s principal financial assets include investments, trade and other receivables, and cash and bank balances that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Board provides guidance for overall risk management. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below

i. Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings and other financial instruments.

Interest rate risk

The interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.

The Company borrows at variable as well as fixed interest rates and the same is managed by the Company by constantly monitoring the trends and expectations. In order to reduce the overall interest cost, the Company has borrowed in a mix of short term and long term loans.

As variations in interest rate are not expected to have a significant impact on the results of operations, a sensitivity analysis is not presented.

Currency risk

Currency risk is the risk that the fair value of future cash flows of financial instruments will fluctuate because of the change in foreign currency exchange rates.

The Majority of the Company’s revenue and expenses are in Indian Rupees. Company also operates internationally with miniscule business transacted in foreign currency namely US Dollar and Singapore Dollar. Management considers currency risk to be low and hence does not hedge its currency risk. As variations in foreign currency exchange rates are not expected to have a significant impact on the results of operations, a sensitivity analysis is not presented.

ii. Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers, deposits given, investments and balances at bank.

The Company has used expected credit loss (ECL) model for assessing the impairment loss. For the purpose, the Company uses a provision matrix to compute the expected credit loss amount. The provision matrix takes into account external and internal risk factors and historical data of credit losses from various customers.

Outstanding customer receivables are regularly monitored. The Company considers the concentration of risk with respect to trade receivables as low, as its customers are well established companies besides in few cases Company receives advances from customers.

The risk of default is assessed as low.

iii. Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at a reasonable price.

The Company actively monitors its cash flows to ensure there is sufficient cash available to meet its working capital requirements. Due to the dynamic nature of the underlying businesses, the Company maintains flexibility in funding by maintaining availability under committed credit lines. Management monitors rolling forecasts of the Company’s cash and cash equivalents on the basis of expected cash flow.

c. Capital risk management

The Board policy is to maintain a strong capital base so as to maintain shareholder, creditor and market confidence and to sustain the future development need of the business. The capital structure of the Company is based on Management’s judgement of the appropriate balance of key elements in order to meet its strategic and day to day needs. The Company considers the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. There were no changes to the Company’s approach to capital management during the year.

Total Equity includes Capital Reserve, Securities Premium, General Reserve, Retained Earnings and Share Capital. Total Debt includes current debt plus non-current debt.

44. OTHER STATUTORY INFORMATION

a. The Company have not given any loans or advances to its promoters, directors or KMPs in the nature of loans.

b. The Company does not have any benami property, where any proceeding has been initiated or pending against the Company for holding any benami property.

c. The Company has not been declared wilful defaulter by any bank or financial institution or other lender during the year.

d. The Company does not have any transactions or balances with companies struck off under Section 248 of the Companies Act, 2013 or under Section 560 of the Companies Act, 1956 during the year.

e. The Company does not have any charges which are yet to be registered or satisfied with ROC, Mumbai except in respect of certain Vehicle loans which are fully repaid and no amount is outstanding , the documentation for satisfaction of the aforesaid charges is in process.

f. The Company has complied with the number of layers prescribed under clause (87) of Section 2 of the Act read with the Companies (Restriction on number of Layers) Rules, 2017.

g. UTILISATION OF BORROWED FUNDS AND SHARE PREMIUM

i. The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (ultimate beneficiaries) or

b. drovide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

ii. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (funding party) with the understanding (whether recorded in writing or otherwise) that the Company shall

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the funding party (ultimate beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries.

h. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

i. The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.

j Since the Company have not taken any term loan or working capital facility from any bank or any financial institutions, have not filed any quarterly financial statements with them.

45. There are no subsequent events upto the date of issue of this financial statements.

46. Previous year figures have been regrouped/ recast/ rearranged wherever necessary in order to conform with the current year’s presentation.

47. Disclosures which are not given are either nil or not applicable.

48. The Company uses an accounting software for maintaining books of account which complies with audit trail requirements as specified under Rule 3(1) of Companies (Accounts) Rules, 2014 and Rule 11 of Companies (Audit & Auditors) Rules, 2014.