SANSCO SERVICES - Annual Reports Library Services - www.sansco.net MUKTA ARTS LIMITED ENTERTAINING • EDUCATING • EVOLVING ANNUAL REPORT for the year ending March 2008 www.reportjunction.com SANSCO SERVICES - Annual Reports Library Services - www.sansco.net Anil Kapoor, Salman Khan, Katrina Kaif, Mithun Chakraborty, Zayed Khan & Others in Subhash Ghai's "Yuvraaj" Artistic View of Communication Centre, Goregaon (E) www.reportjunction.com SANSCO SERVICES - Annual Reports Library Services - www.sansco.net mUKTA ARTS LimiTED Registered Office: 6, Bashiron, 28th Road, IPS - III, Bandra (W), Mumbai - 400 050 ATTENDANCE SLIP I hereby record my presence aHhe 26th Annual General Meeting of the Company at Whistling Woods Institute Auditorium, Dada Saheb Phaike Chitranagari, Goregaon (East), Mumbai- 400065 on Saturday, the 20th of September, 2008 at 4.00 p.m. Member's / Beneficial Owner's Name (In block letters): Folio No. / Beneficiary Account No.: Signature of the Member/ Beneficial Owner: Proxy / Authorised Representative Note: Shareholder/Proxy holder wishing to attend the Meeting must bring the Attendance Slip to the Meeting and hand it over at the entrance of the Meeting venue duly signed. I- mUKTA ARTS LIHIITED Registered Office: 6, Bashiron, 28th Road, IPS - III, Bandra (W), Mumbai - 400 050 PROXY FORM I/We of being a Member(s)/ Beneficial Owner(s) of the above named Company hereby appoint of or failing whom_ of as my /our Proxy to attend and vote for me/us and on my/our behalf at the 26th Annual General Meeting of Mukta Arts Limited to be held on Saturday, the 20th September, 2008 at 4.00 p.m. at Whistling Woods Institute Auditorium, Dada Saheb Phaike Chitranagari, Goregaon (East), Mumbai- 400065 and at any adjournment(s) thereof. Signed this day 2008 Folio No. / Beneficiary Account No. : Signature of the Member / Beneficial Owner: Note: This Proxy form must reach the Registered Office of the Company not less than 48 hours before the time of holding the meeting. www.reportjunction.com SANSCO SERVICES - Annual Reports Library Services - www.sansco.net BOARD OF DIRECTORS Mr. Subhash Ghai, Chairman & Managing Director Mr. Parvez A. Farooqui, Executive Director Mr. Rahul Puri, Executive Director Mr. Anil Harish Mr. Vijay Choraria Mr. Pradeep Guha Company Secretary & Compliance Officer Mr. Ravi B Poplai Auditors M/s Shamit Majmudar Associates Internal Auditors M/s Haribhakti & Co. Bankers Punjab National Bank Limited HDFC Bank Limited IDBI Bank Limited Registrar & Transfer Agents Intime Spectrum Registry Limited C-13, Pannalal Silk Mills Compound L.B.S. Marg, Bhandup (W) Mumbai - 400 078 Registered Office 6, Bashiron, 28th Road IPS - III, Bandra (W) Mumbai - 400 050 CONTENTS Financial Highlights 2 Chairman's Statement 3 Management Discussion & Analysis 5 Notice 7 Directors' Report 11 Corporate Governance 15 FINANCIALS Mukta Arts Limited 23 Consolidated Financial of Mukta Arts Limited & 41 it's Subsidiaries Whistling Woods International Limited 54 Connect. 1 Limited (Formerly known as 75 Mukta Art International Limited) Mukta Tele Media Limited 84 Red Carpet Films Limited 94 www.reportjunction.com SANSCO SERVICES - Annual Reports Library Services - www.sansco.net PERFORMANCE Performance at a glance Rupees in millions Year Year Year T3 '—-' Year ended ended ended eneiecI , ended 31st March 31st March 31st March 31st Mafcr 31st March 2008 2007 2006 2<|05» 2004 Realisation from productions, 1,094.66 965.21 374.80 451 44 187.00 distribution & exhibition Equipment Hire Income 12.07 2.22 25.09 28 5C) 29.84 Other Income 24.93 49.12 36,12 31, 5£1 •. 96.89 TOTAL INCOME 1,131.66 1,016.55 436.01 511. 53 313.72 Profit/(Loss) before Interest, Depreciation and Tax 166.41 167.04 (27.15) (134.J 6 88.36 Depreciation 17.64 22.64 29.98 32.J4I 29.61 Interest 0.43 0.63 0.60 o.se» ; 0.30 Profit/(Loss) before Tax 148.34 143.77 (57.73) (167.5F 58.45 Profit/(Loss) after Tax 130.30 137.16 (56.46) (169.6^ 33.93 Dividend 45.16 45.16 - 22.58 Dividend Rate 40% 40% - 20% Gross Fixed Assets 334.60 313.31 369.84 361 .££! 343.82 Net Fixed Assets 187.10 157.09 184.06 204.7J;! , 216.14 Total Assets 1,402.21 1,279.66 1,195.53 1,144.6 1,314.89 Equity Share Capital 112.92 112.92 112.92 112.91! 112.92 Reserves and Surplus 1,138.38 1,060.92 975.25 1,029.® ) . 1,199.55 Net Worth 1,251,30 1,173.83 1,088.17 1,142.5! 1,312,47 Earnings per Share (EPS) In Rupees • j *;«-* '•'', , /• " ''<\,\>'' "" _ "• ": 4-< 50 EPS Basic 5.77 6.07 — EPS Adjusted to Rs. 5 5.77 6.07 - - ^%. www.reportjunction.com SANSCO SERVICES - Annual Reports Library Services - www.sansco.net Chairman's Statement It has been a busy year for me. In the past I have generally focused on one movie at a time. In the year under review I not only had to work on two movies at the same time but also oversee several other productions, not to mention the running of Whistling Woods International. During the year we have had a much higher level of activity with six movies on the floor and several more in pre-production. This has been a result of the enhanced bandwidth created, systems put in place, and additional trained management skills brought in. In fact the Company's focus on talent has increased and our investment in Whistling Woods International, which is expected to be a fountainhead of talent for the Company, is likely to start yielding results soon. The first batch of students has already entered the industry. Last year when we had declared a turnover exceeding Rs.1 Billion and a healthy bottom line, many cynics had pointed out that this was possible primarily owing to the one-off block deal with a TV channel for Satellite re-issue rights of a part of the Company's library. I had then explained that this was not the case and the Company's consistent policy of amortizing 100% of investment in a film in the year of release is capable of consistently providing profit year after year and this has been proved right in the current year when there have been no significant library sales. The Company has been able to show Profit Before Tax, exceeding Rs.140 millions and a turnover of over Rs.1.13 Billion. The healthy profits persuaded the Board to declare an interim dividend of 40% reflecting the Board's and Management's confidence in the continued strength of the Company. In the year under review the Company released four movies "Good Boy Bad Boy" directed by Ashwini Chaudhary starring Tushaar Kapoor, Emraan Hashmi, Isha Shravani, Tanushree Dutta and others "Bombay to Bangkok" directed by Nagesh Kuknoor, starring Shreyas Talpade and others, "Black & White" directed by me starring Anurag Sinha, Anil Kapoor, Shefali Shah and others and the Company's first Marathi movie "Valu- The Wild Bull" directed by Umesh Kulkarni starring Atul Kulkarni, Dr. Mohan Agashe, Bharti Achrekar, Girish Kulkarni and others. "Black & White" received rave reviews and was highly appreciated by critics and viewers. It also threw up decent profits for the Company and is an asset for the library. "Valu- the Wild Bull" turned out to be a Blockbuster and celebrated a 25 week run in the theatres. The Movie was also invited to several film festivals including the Rotterdam Film Festival, Warsaw Film Festival, Pune International Film Festival (PIFF), Indian Film Festival in Germany etc. This has inspired the Company to venture into more Marathi movies and we already have two more Marathi movies including the recently released "Sana! Choughade" directed by Rajeev Patil starring Shreyas Talpade, Tushar Dalvi, Shipa Tulaskar, Subhodh Bhave, Bharti Achrekar and also have financed "Prarambh" directed by Vasant Purohit starring Suhas Joshi, Dr. Vilas Ujawane and others. Additionally in the pipeline and due to be released during the Financial Year 2008-09 are Hindi movies "Yuvraaj" directed by me starring Salman Khan, Anil Kapoor, Katrina Kaif, Zayed Khan and others which should be releasing later this year. "Right Yaaa Wrong" directed by Neeraj Pathak, starring Sunny Deol, Irfan Khan, Konkona Sen Sharma, Isha Koppikar and others, also scheduled for release during the Financial Year 2008-09. "Hello Darling" directed by Manoj Tiwari starring Javed Jaffrey, Celina Jaitley, Gul Panag, Isha Koppikar, Chunky Pandey and "Paying Guest" directed by Paristosh Painter starring Shreyas Talpade, Ashish Choudhary, Vatsal Seth, Javed Jaffrey, Celina Jaitley, Riya Sen, Neha Dhupia, Sayali Bhagat. During the year the Company expanded its exhibition business and took on additional theatres for programming including PVR theatres in Mumbai. Whistling Woods International has grown in strength and it is already accepted as a reputed International Film School and has become a must visit for media professionals from around the world. Among the key events of Whistling Woods International institute during the year were the visit of the Mayor of London Mr. Ken Livingston along with Amitabh Bachchan when an Agreement between Film London and Film & Television Producers Guild was signed at the Whistling Woods International campus. A visit by the Brookings Institute led by former US Deputy Secretary of State, Mr. Strobe Talbott and Ms. Brooke Shearer who had an interactive session with leading panelists including Ms. Shabana Azmi, Dr. Jabbar Patel, Ms. Anupama Chopra among others. The Brookings delegates included Chairmen and CEO's of many leading American companies. www.reportjunction.com SANSCO SERVICES - Annual Reports Library Services - www.sansco.net Whistling Woods International also participated in and assisted in the French Film Festival - Rendezvous in Mumbai coinciding with the visit of the French President to India.