Your Directors' take pleasure in submitting 20^th Annual
Report on the business and operations of your Company
together with the Audited Financial Accounts for the financial
year ended March 31, 2025.

1. FINANCIAL RESULTS

(' in Lakhs)

2. OVERVIEW OF COMPANY’S FINANCIAL
PERFORMANCE

During the year under review, Standalone Revenue from
Operations & Other Income has decreased to ' 65,985
Lakhs as against ' 68,189 Lakhs in the previous year
and Consolidated Revenue from Operations & Other
Income has decreased to ' 69,354 Lakhs as compared
to ' 71,208 Lakhs in the previous year.

Your Company had a standalone Net loss of ' 8,750
Lakhs as compared to Net loss of ' 4,263 in the
previous financial year and a consolidated net loss
' 8,496 Lakhs as compared to Net loss of ' 4067 Lakhs
in the previous financial year.

There have been no material changes and commitments,
affecting the financial position of the Company which
have occurred between the end of the financial year of
the Company to which the financial statements relate
and up-to the date of this Report.

3. SUBSIDIARIES AND ASSOCIATE COMPANIES

During the year under review, the Company has 4
subsidiaries.

Under the year of review, Shemaroo Think Tank
Entertainment LLP (‘the LLP'), wherein the Company
was in possession of 99.999% share of partnership,
has applied for closure of LLP and strike off the name
of the LLP under Rule 37 (1) (b) of the Limited Liability
Partnership Rule, 2009 on the basis of de-functioning
of the said LLP.

Further, the application was made vide LLP Form 24 vide
SRN M29448177 dated 27/11/2024 for striking off the
name of ‘SHEMAROO THINK TANK ENTERTAINMENT
LLP' (‘the LLP') and the same was approved by the
Ministry of Corporate Affairs vide its email dated
March 07, 2025.

Also, ShemarooVerse Digital Limited, a Wholly Owned
Foreign Subsidiary, was incorporated as a Private
Company under the Companies Law, DIFC Law No. 5
of 2018 and Companies Regulations 2018 on February
04,2025 with registered number 9893 in Dubai.

The said Wholly Owned Foreign Subsidiary was
incorporated with the following objects:

1. To innovate and staying ahead in the evolving
digital entertainment landscape.

2. Focus on creating immersive engagements and
leveraging blockchain technology to redefine
ownership and interaction in the entertainment
ecosystem.

3. Establish a dedicated entity in Dubai, as Dubai offers
a Web3 friendly regulatory environment, which is
critical for seamless token-based transactions and
blockchain integration. The region also provides
access to world-class partnerships, a robust talent
pool, and cutting-edge infrastructure to support
the development of a globally competitive product.

4. To position Shemaroo as a leader in the Web3 and
Metaverse space, ensuring scalability, innovation,
and long-term growth. It aligns with Shemaroo's
vision of creating transformative consumer
experiences and strengthening Shemaroo's
position in the next era of entertainment.

Hence, the number of subsidiaries of the company at
the end of March 31, 2025 is 4 (Four).

There has been no change in nature of business of the
subsidiaries / associate.

Pursuant to Section 129(3) of the Act, a statement in
Form AOC-1 containing salient features of financial
positions of the subsidiaries / associate company is
provided as ‘Annexure A’ in this Report.

Further, pursuant to the provisions of Section 136
of the Act, financial statements of the Company,
consolidated financial statements along with relevant
documents, and separate audited accounts in respect
of subsidiaries, are available at Company's website
www.shemarooent.com under Investors section.

During the year ended March 31, 2025, the Company
does not have any material subsidiary companies
as defined in the SEBI Listing Regulations. The Policy
for determining Material Subsidiaries of the Company
is available on the Company's website at
www.shemarooent.com under Investors section.

. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report is
presented in a separate section, which forms part of this
Report.

5. DIVIDEND

With a view to conserve the resources, your Directors
have not recommended any dividend for the year ended
March 31, 2025.

6. TRANSFER TO RESERVE

The Company does not propose to transfer any amount
to General Reserve.

7. PUBLIC DEPOSITS

During the Financial Year under review, your Company
has not accepted any deposits within the meaning of
Section 73 of the Act read with Companies (Acceptance
of Deposits) Rules, 2014.

8. ANNUAL RETURN

Pursuant to provisions of Section 92 of the Act read
with Rule 12 of the Companies (Management and
administration) Rules, 2014, Annual Return in Form
MGT 7 will be available on the website of the Company
at General Meeting Corner https://www.shemarooent.
com/investors/

9. EMPLOYEES STOCK OPTION

The Company had launched UDAAN - an Employees
Stock Option Scheme in 2021 to reward employees
based on their long-term association, performance and
to further motivate them to contribute towards growth
and profitability of the Company.

A Certificate from Secretarial Auditor on implementation
of the scheme in accordance with the Securities and
Exchange Board of India (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021 (including
any statutory modification(s) and/or re-enactment(s)
thereof) is given as ‘Annexure B’ to this report.

No employees were issued stock options during the
year equal to or exceeding 1% of the issued share capital
of the Company at the time of grant.

10. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

Particulars of loans, guarantees given and investments
made during the year as required under Section 186 and
any other provisions of the Act and Schedule V of the
SEBI Listing Regulations are provided in Notes 5a and
8d of the Standalone Financial Statements.

11. CREDIT RATING

During the year under review, CARE Ratings revised
their rating as below:

(1) “CARE BB; Stable” revised from “CARE BB ; Stable”
for Long Term Bank Facilities of ' 215 Crores.

12. SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS / COURTS

During the year under review, Order from Office of the
Principal Commissioner of CGST & CX, Mumbai - East,
dated February 05, 2025, received on February 05,

2025 passed on reply to Show Cause Notice dated
August 02, 2024.

The said Order was in respect of demand and order
recovery of inadmissible Input Tax Credit (ITC) allegedly
amounting to ' 70.26 crores, along with the alleged
interest at the applicable rate and penalty equal to
aforementioned tax amount under Section 74 (1) of
CGST Act, 2017 read with Section 20 of the IGST Act,
2017.

Penalty allegedly amounting to ' 63.35 crores under
Section 122(1)(ii) & (x) & Section 122 (2) (b) of CGST Act,
2017 read with Section 20 of the IGST Act, 2017.

The above has been taken as contingent liability in
Notes 33.4 and 34.4 of Standalone and consolidated
Financial Statements respectively.

Penalty allegedly amounting to ' 133.61 crores each on
Joint Managing Director, Chief Executive Officer and
Chief Financial Officer of the Company under Section
122(1A) of the CGST Act, 2017 and MGST Act, 2017.

Based on the Company's assessment, the alleged
demand set out under the said Order is not maintainable
in law. Further, the Company has adopted the necessary
legal remedies to challenge the said Order including
filing necessary appeal proceedings against the same.

13. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134(5)
of the Act, the Board of Directors to the best of their
knowledge and ability confirm that:

1. in preparation of Annual Accounts for the year
ended March 31, 2025, applicable Accounting
Standards have been followed along with proper
explanation relating to material departures;

2. 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 at the financial year ended March
31, 2025 and of the profit of the Company for that
period;

3. proper and sufficient care for maintenance of
adequate accounting records in accordance
with the provisions of the Companies Act, 2013
for safeguarding assets of the Company and
for preventing and detecting fraud and other
irregularities;

4. Annual Accounts for the year ended March 31,
2025 have been prepared on a going concern
basis;

5. proper internal financial controls to be followed
by the Company has been laid down and that such

internal controls are adequate and were operating
effectively; and

6. proper systems to ensure compliance with the
provisions of all applicable laws has been devised
and that such systems were adequate and
operating effectively.

14. BOARD OF DIRECTORS & KEY MANAGERIAL
PERSONNEL

a. Directors

The second tenure of Mr. Vasanji Mamania (DIN:
00013071) and Mr. Gnanesh Gala (DIN: 00093008)
as the Independent Directors of the Company was
completed on May 25, 2024.

Mr. Rajen Gada (DIN: 01642360) was appointed as
an Additional Independent Director by the Board of
Directors on May 24, 2024 which was regularized
by the Shareholders via Postal Ballot in July 2024.

Mr. Abbas Contractor (DIN: 00637326) was
appointed as an Additional Independent Director
by the Board of Directors on May 24, 2024 which
was regularized by the Shareholders via Postal
Ballot in July 2024.

Mr. Jai Buddhichand Maroo (DIN: 00169399) was
re-appointed as the Executive Director of the
Company with effect from May 13, 2024 which was
approved by the Shareholders via Postal Ballot in
July 2024.

The second tenure of Dr. CA Reeta Shah (DIN:
07141304) as the Independent Directors of the
Company was completed on March 27, 2025.

Mrs. Kashmira Nilesh Dedhia (DIN: 00914691) has
been appointed as an Additional Independent
Director by the Board of Directors on March 24,
2025 subject to approval of the Shareholders.

Mr. Jai Buddhichand Maroo (DIN: 00169399),
Executive Director is liable to retire by rotation at
the 20^th Annual General Meeting (AGM) and being
eligible, offers himself for re-appointment.

The Company has received declarations from all
Independent Directors of the Company confirming
that they meet the criteria of independence as
prescribed under the Companies Act, 2013 and
SEBI Listing Regulations. Further, in opinion of the
Board, all Independent Directors possess integrity,
expertise and experience including the proficiency
required to be Independent Directors of the
Company, fulfil all the conditions of independence
as specified in the Act and SEBI Listing Regulations.

b. Key Managerial Personnel

During this financial year there were no change in
Key Managerial Personnel of the Company.

Pursuant to Section 203 of the Companies Act,
2013; Key Managerial Personnel of the Company
as on March 31, 2025 are:

i. Mr. Raman Maroo - Chairman & Managing
Director

ii. Mr. Atul Maru - Jt. Managing Director

iii. Mr. Hiren Gada - Chief Executive Officer &
Whole Time Director

iv. Mr. Amit Haria - Chief Financial Officer

v. Ms. Pooja Sutradhar - Company Secretary &
Compliance Officer

c. Meetings of Board of Directors:

During the year under review, the Board met
6 (Six) times. Details of the Board meetings and
attendance of the Directors is provided in the
Corporate Governance Report, which forms part of
this report.

d. Audit Committee

The Audit Committee comprises of four members.
The Chairman of the Committee is an Independent
Director. The Committee met 4 (four) times during
the year. Details pertaining to composition of Audit
Committee and terms of reference are included in
the Corporate Governance Report, which forms
part of this Report.

e. Performance Evaluation of the Board

As per provision of the Act and Regulation 17 of
SEBI Listing Regulations, the Board has carried
out an annual performance evaluation of its own
performance and that of its Committees as well as
performance of all the Directors individually, was
carried out internally. The performance evaluation
of Chairman was carried out by the Independent
Directors in their separate meeting without the
attendance of the Executive Directors.

Feedback was sought by way of a structured
questionnaire, based on the criteria approved by
the Nomination and Remuneration Committee, for
evaluation of performance of Board, Committees
of Board and Individual Directors. The outcome of
evaluation was shared with the Nomination and
Remuneration Committee, Board and the Directors
expressed their satisfaction with the evaluation
process.

f. Familiarisation Programme of Independent
Directors

The Company undertook familiarization
programme for familiarizing Director's with
the Company's operations and other relevant
information, which would enable them to take well

informed decisions to discharge the responsibilities
and functions conferred on them. Details of
familiarization programme imparted are placed
on Company's website at www.shemarooent.com
under Investors section.

g. Policy on Appointment and Remuneration

In accordance with provisions of the Act and SEBI
Listing Regulations, the Company has formulated
a Policy on Nomination & Remuneration of
Directors and Senior Management Employees
on recommendation of the Nomination &
Remuneration Committee. The main objective
of the said policy is to identify individuals
for appointment on the Board and at senior
management level of the Company, designation
and composition of remuneration is reasonable
and sufficient to attract, retain and motivate.
Details of the said Policy is given in the Corporate
Governance Report.

15. AUDITORS AND AUDITORS REPORT

a. Statutory Auditors

M/s Mukund M. Chitale & Co., Chartered
Accountants, (ICAI Firm Registration Number
106655W) were appointed as Statutory Auditors of
the Company for a period of five consecutive years
from conclusion of 16^th Annual General Meeting
held in the year 2021, till conclusion of 21^st Annual
General Meeting to be held in the calendar year
2026.

The Report given by the Auditors on the
financial statements of the Company is part of
Annual Report. There has been no qualification,
reservation, adverse remark or disclaimer given
by Auditors in their Report. Further, Statutory
Auditors have not reported any incident of fraud
to the Audit Committee of the Company during the
year under review.

b. Secretarial Auditors

The Board of Directors of the Company in their
meeting dated February 07, 2024 has appointed
M/s. Dilip Bharadiya & Associates, Company
Secretaries in Practice (Membership no. FCS
7956 and Certificate of Practice no. 6740) as
the Secretarial Auditors of the Company for the
financial year ended March 31, 2025.

In terms of Regulation 24A read with other
applicable provisions of the SEBI Listing
Regulations and applicable provisions of the
Companies Act, 2013, the Company is required
to appoint Secretarial Auditors for a period of
5 years commencing FY2025-26, to conduct
the secretarial audit of the Company in terms of
Section 204 and other applicable provisions of the

Companies Act, 2013 read with Regulation 24A
and other applicable provisions of the SEBI Listing
Regulations.

The Audit Committee considered the findings
of the Management and recommended to the
Board, the appointment of M/s Dilip Bharadiya
& Associates as the secretarial auditors of the
Company for a period of five years commencing
from the conclusion of the this 20^th Annual General
Meeting till the conclusion of 25^th Annual General
Meeting of the Company to be held in the year
2030, for conducting secretarial audit of the
Company for the period beginning from FY2025-
26 through the FY2029-30.

The Board considered the recommendation
of the Audit Committee with respect to the
appointment of M/s Dilip Bharadiya & Associates
as the Secretarial Auditors of the Company. Based
on due consideration, the Board approved the
appointment of M/s Dilip Bharadiya & Associates
for a period of 5 years commencing from the
conclusion of the ensuing 20^th Annual General
Meeting till the conclusion of 25^th Annual General
Meeting of the Company to be held in the year
2030, for conducting secretarial audit of the
Company for the period beginning from FY2025-
26 through the FY2029-30 in it's meeting held on
May 13, 2025, subject to approval of shareholders
in this 20^th AGM.

The above proposal and related information forms
part of the Notice of the AGM and is placed for your
approval.

The Secretarial Audit Report is given as an

‘Annexure C’ to this report.

The Secretarial Compliance Report for the
financial year ended March 31, 2025, in relation
to compliance of all applicable SEBI Regulations/
circulars/ guidelines issued thereunder, pursuant
to requirement of Regulation 24A of Listing

Regulations, was submitted to Stock Exchange(s).

There are no qualifications, reservations, or
adverse remarks in the Secretarial Audit and
Secretarial Compliance Report issued by them for
the financial year 2024-25.

16. RELATED PARTY CONTRACTS OR ARRANGEMENTS

All Related Party Transactions executed in financial
year 2024-25 were on arms' length basis and in

the ordinary course of business. All related party

transactions are placed before the Audit Committee
for their prior approval and details of the related party
transactions undertaken during a particular quarter are
placed at the meeting of the Audit Committee held in
the succeeding quarter.

During the year, there were no related party transactions
which were materially significant and that could have a
potential conflict with the interests of the Company at
large. Accordingly, there are no transactions that are
required to be reported in Form AOC 2. All related party
transactions are mentioned in notes to the accounts.

The policy on Related Party Transactions as approved
by the Board is placed on the Company's website at
www.shemarooent.com under Investors section.

17. INTERNAL CONTROL SYSTEM AND COMPLIANCE
FRAMEWORK

The Company's Internal Control Systems are
commensurate with nature of its business, size, scale
and complexity of its operations. Internal auditing,
of the Company, involves utilisation of a systematic
methodology for analysing business processes or
organisational problems and recommending solutions
to add value and improve the processes. The audit
approach verifies compliance with regulatory,
operational and system related procedures and
controls. It includes control processes both on manual
and IT applications including application wherein the
transactions are approved and recorded. Such controls
have been assessed during the year under review taking
into consideration the essential components of internal
controls.

The Company has appointed M/s. VVMP & Co.,
Chartered Accountants as the Internal Auditors of
the Company. Internal Auditors formulates the audit
plan, scope, functioning and methodology, which are
reviewed every year, in a manner that they cover all
areas of operations. The Audit Committee periodically
deliberates on operations of the Company with the
Members of the Management. Reports of the internal
auditors are regularly reviewed by the management and
corrective action is initiated to strengthen the controls
and enhance the effectiveness of the existing systems.
Significant audit observations and follow up actions
thereon are reported to the Audit Committee.

18. RISK MANAGEMENT

The Company has in place a Risk Management Policy,
pursuant to provisions of Section 134 of the Act and
Regulation 17 of SEBI Listing Regulations. The Company
has a robust organisational structure for managing and
reporting on risks.

The Senior Management periodically reviews the
risk management framework to keep updated and
address emerging challenges. Risk assessment and
management procedures and status are discussed at
the meetings of the Audit Committee and the Board of
Directors of the Company.

In terms of Regulation 21 of SEBI Listing Regulations,
the Constitution of Risk Management Committee was
not applicable during the financial year 2024-2025.

19. WHISTLE BLOWER POLICY / VIGIL MECHANISM

The Vigil Mechanism as envisaged in the Act and
SEBI Listing Regulations is implemented through the
Company's Whistle Blower Policy. This policy provides
formal vigil mechanism to the Directors and employees
to report their concerns about unethical behaviour,
actual / suspected fraud or wrongful conduct within the
Company. The Policy provides for adequate safeguards
against victimization of employees who avail of the
mechanism and also provides for direct access to the
Chairman of the Audit Committee. It is affirmed that no
personnel of the Company has been denied access to
the Audit Committee.

Your Company hereby confirms that no complaints
were received during the year under review.

The details of the Whistle Blower Policy are available on
the website of the Company at www.shemarooent.com
under Investors section.

20. TRANSFER OF UNCLAIMED DIVIDEND / UNPAID
SHARES/ SHARE APPLICATION MONEY DUE FOR
REFUND TO IEPF

Pursuant to applicable provisions of Section 124 and 125
of the Act read with Investor Education and Protection
Fund Authority (Accounting, Audit, Transfer and Refund)
Rules, 2016, all unpaid or unclaimed dividends are
required to be transferred by the Company to Investor
Education and Protection Fund (IEPF) established by
the Central Government, after completion of seven
years. Further, according to the Rules, the shares in
respect of which dividend has not been paid or claimed
by the Members for seven consecutive years or more
shall also be transferred to the demat account created
by IEPF Authority.

Shareholders who have not claimed their dividend
warrants or share application money due for refund are
requested to immediately send their request for issue of
duplicate warrants.

The details of unclaimed dividend as on March 31, 2025
are as follows:

Pursuant to section 125 of the Companies Act, 2013
read with Investor Education and Protection Fund
(Accounting, Audit, Transfer and Refund) Rules,
2016 as amended, (‘the Rules'), the Company has
remitted unclaimed Dividend of ' 10,770/- being

amount remaining unpaid relating to the financial year
2016-17 to ‘Investor Education and Protection Fund
(IEPF) Authority established by the Central Government.

The Company has placed on its website
www.shemarooent.com. information on dividends and
application money which remain unclaimed with the
Company. The information is also available on website
of Ministry of Corporate Affairs i.e. www.mca.gov.in.

21. ISSUE OF EQUITY SHARES WITH DIFFERENTIAL
RIGHTS

During the year under review. the Company has not
issued equity shares with differential rights as to
dividend. voting or otherwise.

22. SHARE CAPITAL

As on March 31. 2025. authorized share capital of the
Company was ' 60.00.00.000/- (Sixty Crores) and
issued and paid-up equity share capital as on March 31.
2025. was ' 27.32.02.990/- comprising of 2.73.20.299
equity shares of ' 10 each.

23. CORPORATE GOVERNANCE

The Company has complied with corporate governance
requirements as stipulated under SEBI Listing
Regulations. The Report on Corporate Governance.
alongwith Certificate from Auditors of the Company
confirming compliance with conditions of Corporate
Governance. as stipulated under SEBI Listing
Regulations is annexed as ‘Annexure D’ and forms part
of this Report.

24. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has complied with all applicable
Secretarial Standards issued by the Institute of
Company Secretaries of India.

25. CONSERVATION OF ENERGY AND TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE

The information relating to Conservation of Energy and
Technology Absorption required under Rule 8(3)(A)
and 8(3)(B) of Companies (Accounts) Rules. 2014 is not
applicable to the Company due to the very nature of the
industry in which it operates. However. we endeavour
to support the environment by adopting environment
friendly practices in our office premises.

In view of the nature of activities which are being carried
on by the Company. information in connection with
technology absorption is Nil.

Particulars regarding foreign exchange earnings
and outgo during the year are given in Note 28.2 of
Standalone Financial Statements forming part of this
Report.

26. HUMAN RESOURCES

At Shemaroo. we believe that our employees are
valuable resources working to drive the organization's
growth. The strategic alignment of Human Resource
department to our business priorities is therefore
critical. The Company takes pride in commitment.
competence. and dedication of its employees in all areas
of the business. Attracting. developing. and retaining
the right talent will continue to be a key strategic
imperative. and the organization continues to maintain
a steady focus towards that.

Your Company has well laid down. objective and
transparent processes for Recruitment. Selection.
Performance Management and Talent Management.
To maintain its competitive edge in a highly dynamic
industry. it recognizes the importance of having a
workforce which is consumer-focused. performance-
driven. and future-capable. The Company is committed
to nurturing. enhancing. and retaining its top talent
through superior learning and organizational
development. and by shaping a performance culture
that brings out the best in our people.

The total employee strength at the end of financial year
2024-25 is 620.

27. MANAGERIAL REMUNERATION AND PARTICULARS
OF EMPLOYEES

Disclosure with respect to remuneration as required
under Section 197(12) of the Act read with Rule 5(1)
of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules. 2014. is appended as
‘Annexure E’ to the Board's Report.

The information as per Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules. 2014. forms part of this Report.
However. as per Section 136(1) of the Act. the Annual
Report and Financial Statements are being sent to the
shareholders of the Company excluding the aforesaid
information. The said information is available for
inspection by shareholders at the Registered Office
of the Company during working hours for a period of
21 days before the ensuing Annual General Meeting and
shall be made available to any shareholder on request.

28. SEXUAL HARASSMENT

The Company has in place. policy for prevention of
sexual harassment at workplaces in line with the
requirements of The Sexual Harassment of Women
at Workplace (Prevention. Prohibition & Redressal)
Act. 2013 and Rules made thereunder and conducted
sessions for employees across the organization to
sensitise employees and build awareness on Prevention
of Sexual Harassment at workplace. Internal Complaints
Committee (ICC) has been set up to redress complaints
received regarding sexual harassment.

During the year under review, there were no complaints
received regarding sexual harassment which was
referred to the ICC.

29. CORPORATE SOCIAL RESPONSIBILITY

The Company has constituted a Corporate Social
Responsibility (CSR) Committee in accordance with
Section 135 of the Companies Act, 2013. The role of the
Committee is to review CSR Policy, indicate activities
to be undertaken by the Company towards CSR and
formulate a transparent monitoring mechanism to
ensure implementation of projects and activities
undertaken by the Company towards CSR.

A brief outline of the CSR Policy of the Company, CSR
initiatives undertaken during the financial year 2024¬
25 together with progress thereon and report on CSR
activities as required by the Companies (Corporate
Social Responsibility Policy) Rules, 2014, are set out in
‘Annexure F’ to this Report.

The CSR policy is available on our website at
www.shemarooent.com under Investors section.

30. CAUTIONARY STATEMENT

Statements in the Annual Report, particularly those
which relate to Management Discussion and Analysis,
describing the Company's objectives, projections,
estimates and expectations, may constitute ‘forward
looking statements' within the meaning of applicable
laws and regulations. Although expectations are based
on reasonable assumptions, actual results might differ
substantially or materially from those expressed or
implied. Important developments that could affect
the Company's operations including but not limited
to changes in exchange rate fluctuations, tax laws,
litigation, labour relations, interest costs, political and
economic environment.

31. ACKNOWLEDGEMENT

As Shemaroo steps into a new era, the Company is geared
towards tapping into endless possibilities, business
opportunities and new avenues; thereby continuing
to create the magic of entertainment. In the process,
the Company strongly believes it will contribute to the
progress of all its stakeholders by delivering long term
and sustainable business growth that creates value for
one and all.

Your Directors take this opportunity to express their
sincere appreciation for the support and co-operation
extended by shareholders, customers, bankers, financial
institutions, government authorities and other business
associates.

The Board also gratefully acknowledges for the
exemplary contribution made by the employees of the
Company at all levels for achieving business goals.
Their dedicated efforts and enthusiasm have been
pivotal to enable the Company to navigate this period
with confidence. The Board of Directors would also like
to thank all stakeholders for their continued confidence
and trust placed by them with the Company. We look
forward to continued support of all these partners in
progress.

For and on behalf of the Board of Directors

Sd/- Sd/-

Raman Maroo Atul Maru

Chairman & Managing Director Jt. Managing Director

DIN: 00169152 DIN: 00169264

Mumbai

May 13, 2025