52 Weeks Entertainment Ltd Directors Report.

Dear Members,

Your Directors have pleasure in presenting the 25th Annual Report of the Company together with the Audited Financial Statements for the financial year ended 31st March, 2018.

FINANCIAL HIGHLIGHTS ,

(Rs in Lacs)

Standalone

Consolidated

Particulars

2017-18

2016-17

2017-18

2016-17

Total Income

470.02

180.60

7,417.27

4,728.95

Total Expenditure

308.23

28.42

6,983.32

4,399.62

Profit before exceptional and extraordinary items and tax

161.80

152.19

433.95

329.33

Less: Exceptional item

-

-

-

-

Profit before tax

161.80

152.19

433.95

329.33

Tax

2.79

15.23

2.04

Net Profit/(Loss) After Tax

161.80

149.40

418.72

327.29

PERFORMANCE OVERVIEW

The income from operations on standalone basis increased to Rs. 470.03 lacs from Rs. 180.60 lacs in the previous year (increased by 38.42%). Total expenditure of the Company increased from Rs. 28.42 lacs to Rs. 308.23 lacs. Profit aftertax in the current year stood at Rs. 161.80 lacs.

DIVIDEND

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

FIXED DEPOSIT

During the year under review the Company has not accepted any fixed deposit and as such, no amount of principal or interest was outstanding as on the balance sheet date.

CHANGES IN SHARE CAPITAL

During the year under review, there were no change in the issued, subscribed and paid-up share capital of the Company.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

No Loans, Guarantees, Investments made or Security provided by the Company which falls under section 186 of the Companies Act, 2013.

STATE OF AFFAIRS OF THE COMPANY

The main business activity of the company is of Films production and Distribution. The company runs through persons having relevant experience and expertise in the concerned area of operations of the company with motive to take the company at a new stage from where it currently stands.

MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments, affecting the financial position of the Company that have occurred between the close of the financial year ended 31 st March 2018 and the date of this Boards Report.

SUBSIDIARY COMPANIES AND CONSOLIDATED FINANCIAL STATEMENT

The Company has one subsidiary as on date namely Four Lions Films Private Limited. There are no associate companies or joint venture companies within the meaning of Section 2(6) of the Companies Act, 2013 (the Act). The Company have prepared a Consolidated Financial Statement of the Company and of its the subsidiary .The Consolidated Financial Statements for the year 2017-18 form a part of the Annual Report and shall be laid before the Members of the Company at the AGM while laying its financial statements under sub-section (2) of the said section. Pursuant to the provisions of Section 129(3) of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the Companys subsidiaries in Form AOC-1 is attached as Annexure -1 to the financial statements of the Company. Further, pursuant to the provisions of Section 136 of the Companies Act, 2013 as amended by the Companies Amendment Act, 2017, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited accounts in respect of subsidiaries are available on the website of the Company atwww.52weeksentertainment.com.

EXTRACT OF ANNUAL RETURN

The extract of Annual Return in Form MGT-9 as required under Section 92(3) of the Companies Act, 2013 read with Companies (Management & Administration) Rules, 2014 is annexed to this report as Annexure-ll.

CORPORATE SOCIAL RESPONSIBILITY

The aforesaid provisions were not applicable to the Company during the year under review.

CORPORATE GOVERNANCE

A separate Report on Corporate Governance as prescribed under the SEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015, together with a certificate from the Companys Auditors confirming compliance forms part of this Annual Report.

MANAGEMENT DISCUSSION ANDANALYSIS REPORT

Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015 forms part of this report.

RISK MANAGEMENT POLICY

Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure. This procedure is reviewed to ensure that the Executive Management controls risk through means of a properly defined framework.

WHISTLE BLOWER POLICY/ VIGIL MECHANISM

In compliance with the provisions of Section 177(9) of the Companies Act, 2013 and SEBI Listing Regulations, the Company has framed a Whistle Blower Policy / Vigil Mechanism for Directors, employees and stakeholders for reporting genuine concerns about any instance of any irregularity, unethical practice and/ or misconduct. The details of the Vigil Mechanism / Whistle Blower Policy are also posted on the Companys website and may be accessed atwww.52weeksentertainment.com.

INTERNAL CONTROL SYSTEMS

The company has in place adequate internal controls commensurate with the size, scale and complexity of its operations. To maintain its objectivity and independence the Internal Auditors report to the chairman of Audit committee of the Board. Internal Auditors monitor and evaluate the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies of the Company.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Companies Act, 2013 (the Act), in relation to the Annual Accounts for the Financial Year 2017-18, your Directors confirm that:

a. TheAnnualAccountsoftheCompany have been prepared on a going concern basis;

b. In the preparation of the Annual Accounts, the applicable accounting standards had been followed and there are no material departures;

c. The accounting policies selected were applied consistently and the judgments and estimates related to these annual accounts have been made on a prudent and reasonable basis, so as to give a true and fair view of the state of affairs of the Company as at March 31,2018, and of the profits of the Company for the year ended on that date;

d. Proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, to safeguard the assets of the Company and to prevent and detect any fraud and other irregularities;

e. Requisite internal financial controls to be followed by the Company were laid down and that such internal financial controls are adequate and operating effectively; and

f. Proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems are adequate and are operating effectively.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointed / Re-appointed

During the year under review Mrs. Dhrupa Thakkar (DIN: 05352292) was appointed as Independent Director of the Company w.e.f. 29th May, 2017.

Ms. Karishma Jain (DIN 03053010), Executive Director is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, has offered herself for re appointment. Your Board recommends her reappointment.

Number of meetings of Board of Directors

During the financial year under review, 5 (Five) meetings of the Board were held on May 29,2017, July 25, 2017, September 14,2017, December 12,2017, and February 14,2018. The details of number of meeting attended by each directors are given in corporate governance report.

Committees of Board

In compliance with the requirements of Companies Act, 2013 and SEBI(LODR)Regulations,2015 your Board had constituted various Board Committees including Audit Committee, Nomination & Remuneration Committee and Stakeholders Relationship Committee. Details of the constitution of these Committees, terms of reference, number of meetings held during the year under review along with attendance of Committee Members therein forms part of the Corporate Governance Report.

Meeting of Independent Directors

The Independent Directors of the Company at their meeting held on 14th February, 2018 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 and expressed satisfaction.

Declaration from Independent Directors

The Company has received the necessary declarations from each Independent Director under Section 149(7) of the Companies Act, 2013 that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulations 16(b) and 25 of the SEBI Listing Regulations.

Policy on DirectorsAppointment 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.

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.

STATUTORY AUDITORS AND HIS REPORT

Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 and pursuant to the recommendation made by the Audit Committee of the Board of Directors of the Company, M/s. Motilal & Associates, having Registration No. 106584W allotted by The Institute of Chartered Accountants of India (ICAI), was appointed as the Statutory Auditors of the Company from the conclusion of the 24th AGM of the Company held on 8th September 2017 till the conclusion of the 29th AGM to be held in the year 2022, subject to ratification of their appointment at every AGM. Accordingly, a Resolution seeking the ratification of the Members for their appointment is included at Item No. 3 of the Notice convening the AGM.

There is no qualification, reservation or adverse remark or disclaimer in audit report issued by the auditors of the Company.

SECRETARIAL AUDITOR AND HIS REPORT

The secretarial audit report on the compliance of the applicable Acts, Laws, Rules, Regulations, Guildelines, SEBI(LODR) etc. stipulated by the provisions of section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this report as Annexure - III. There is no qualification, reservation or adverse remark or disclaimer in audit report issued by the Secretarial Auditors of the Company.

RELATED PARTY TRANSACTIONS

All contracts/arrangements/ transactions entered by the Company during the financial year with related parties were on an arms length basis and in the ordinary course of business and in compliance with the applicable provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015. There are no materially significant Related Party Transactions by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large and accordingly no transactions are required to be reported in Form AOC-2 as per

Section 188 of the Companies Act, 2013 which is annexed as Annexure-IV.

SEXUAL HARASSMENT

The Companys Policy on Prevention of Sexual Harassment at workplace is in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder. During the financial year 2017-18, there were no complaints received under this category. Further, the Company is committed to provide a safe and helpful work environment to all employees.

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.

CONSERVATION OF ENERGY, TECHNOLOGY AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as prescribed under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of Companies (Accounts) Rules, 2014 are given in Annexure - V annexed hereto and forms part of this Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS IMPACTING GOING CONCERN STATUS AND COMPANYS STATUS IN FUTURE

No significant and material order has been passed by the Regulators, Courts and Tribunals impacting the going concern status and the Companys operations in future.

ACKNOWLEDGEMENTS

The Board wishes to place on record their deep sense of appreciation to the contribution made by employees at all levels and also extend special thanks to all the stakeholders and various Government agencies for their continued patronage and support.

For and on behalf of Board of Directors

Sd/-

Sd/-

ShantanuSheorey

Cyrus Bhot

Director

Director

DIN:00443703

DIN:00443874

Date: 14.08.2018 Place: Mumbai