Integrated Governance

BALAJI TELEFILMS LIMITED

General information about company

Scrip code	532382
NSE Symbol	BALAJITELE
MSEI Symbol	NA
ISIN	INE794B01026
Date of start of financial year	01-04-2024
Date of end of financial year	31-03-2025
Reporting Quarter Type	Yearly
Date of Quarter Ending	31-03-2025
Type of company	Equity
Whether Annexure I (Part A) of the SEBI Circular dated December 31, 2024 related to Compliance Report on Corporate Governance is applicable to the entity?	true
Whether Annexure I (Part B) of the SEBI Circular dated December 31, 2024 related to Investor Grievance Redressal Report is Applicable to the entity?	true
Whether Annexure I (Part C) of the SEBI Circular dated December 31, 2024 related to Disclosure of Acquisition of Shares or Voting Rights in Unlisted Companies is Applicable to the entity?	false	No such aquisition took place during the quarter ended March 31, 2025
Whether Annexure I (Part D) of the SEBI Circular dated December 31, 2024 related to Disclosure of Imposition of Fine or Penalty is Applicable to the entity?	false	No penalty was levied upon the Company during the quarter ended March 31, 2025
Whether Annexure I (Part E) of the SEBI Circular dated December 31, 2024 related to Disclosure of Updates to Ongoing Tax Litigations or Disputes is Applicable to the entity?	true
Risk management committee	false
Market Capitalisation as per immediate previous Financial Year	Top 2000 listed entities
Is SCORE ID Available ?	true
SCORE Registration ID	b00036
Reason For No SCORE ID
Type of Submission	Original
Remarks (website dissemination)

Annexure I

Annexure I to be submitted by listed entity on quarterly basis
I. Composition of Board of Directors
Disclosure of notes on composition of board of directors explanatory						Textual Information(1)
Whether the listed entity has a Regular Chairperson						true
Whether Chairperson is related to MD or CEO						true	Disqualification of Directors under section 164 of the Companies Act, 2013
Sr no.	Title(Mr/Ms)	Name of the Director	Category 1 of directors	Category 2 of directors	Category 3 of directors	Whether the director is disqualified?	Start Date of disqualification	End Date of disqualification	Details of disqualification	Current status	Whether special resolution passed? [Refer Reg. 17(1A) of Listing Regulations]	Date of passing special resolution	Initial Date of appointment	Date of Re-appointment	Date of cessation	Tenure of director(in months)	No of Directorship in listed entities including this listed entity(Refer Regulation 17A of Listing Regulations)	No of Independent Directorship in listed entities including this listed entity(Refer Regulation 17A(1) of Listing Regulations	Number of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations)	No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing Regulations)	Reason for Cessation	Notes for not providing PAN	Notes for not providing DIN
1	Mr	JEETENDRA ALIAS RAVI AMARNATH KAPOOR	Non-Executive - Non Independent Director	Chairperson		false				Active	Yes	31-08-2018	01-02-2000				1	0	2	1
2	Mrs	SHOBHA RAVI KAPOOR	Executive Director	Not Applicable	MD	false				Active	NA		10-11-1994				1	0	1	0
3	Ms	EKTA RAVI KAPOOR	Executive Director	Not Applicable	MD	false				Active	NA		10-11-1994				1	0	1	0
4	Mr	ARUN KUMAR PURWAR	Non-Executive - Independent Director	Not Applicable		false				Active	Yes	30-09-2020	20-05-2015	31-08-2020		115	3	2	3	1
5	Ms	ARCHANA NIRANJAN HINGORANI	Non-Executive - Independent Director	Not Applicable		false				Active	NA		28-08-2020	28-08-2020		55.04	6	6	5	3
6	Mr	ROHIT JAIN	Non-Executive - Independent Director	Not Applicable		false				Active	NA		28-05-2024	28-05-2024		10.04	1	1	1	0
7	Mr	AVIJIT MUKERJI	Non-Executive - Independent Director	Not Applicable		false				Active	NA		28-05-2024	28-05-2024		10.04	2	2	1	1
8	Mr	ASHUTOSH KHANNA	Non-Executive - Independent Director	Not Applicable		false				Active	NA		09-02-2024	09-02-2024		13.21	1	1	2	1
9	Ms	JYOTI DESHPANDE	Non-Executive - Non Independent Director	Not Applicable		false				Active	NA		23-03-2018				2	0	0	0
10	Ms	PRIYANKA CHAUDHARY	Non-Executive - Non Independent Director	Not Applicable		false				Active	NA		20-05-2022				1	0	0	0

Text Block

Textual Information(1)

Ms. Ekta Ravi Kapoor is designated as the Joint MD, however in the drop down, there is no option to select "Joint MD", hence MD is selected.

Annexure I

II. Composition of Committees
Disclosure of notes on composition of committees explanatory

Audit Committee Details

Whether the Audit Committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	ASHUTOSH KHANNA	Non-Executive - Independent Director	Chairperson	28-05-2024
2	JEETENDRA ALIAS RAVI AMARNATH KAPOOR	Non-Executive - Non Independent Director	Member	17-07-2000
3	ROHIT JAIN	Non-Executive - Independent Director	Member	28-05-2024

Nomination and remuneration committee

Whether the Nomination and remuneration committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	ASHUTOSH KHANNA	Non-Executive - Independent Director	Chairperson	01-04-2024
2	JEETENDRA ALIAS RAVI AMARNATH KAPOOR	Non-Executive - Non Independent Director	Member	30-01-2003
3	ROHIT JAIN	Non-Executive - Independent Director	Member	28-05-2024

Stakeholders Relationship Committee

Whether the Stakeholders Relationship Committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	JEETENDRA ALIAS RAVI AMARNATH KAPOOR	Non-Executive - Non Independent Director	Chairperson	12-12-2000
2	SHOBHA RAVI KAPOOR	Executive Director	Member	12-12-2000
3	EKTA RAVI KAPOOR	Executive Director	Member	12-12-2000
4	ASHUTOSH KHANNA	Non-Executive - Independent Director	Member	01-04-2024

Risk Management Committee

Whether the Risk Management Committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	SHOBHA RAVI KAPOOR	Executive Director	Chairperson	18-06-2021
2	JEETENDRA ALIAS RAVI AMARNATH KAPOOR	Non-Executive - Non Independent Director	Member	18-06-2021
3	ASHUTOSH KHANNA	Non-Executive - Independent Director	Member	01-04-2024

Corporate Social Responsibility Committee

Whether the Corporate Social Responsibility Committee has a Regular Chairperson						true
Sr	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	JEETENDRA ALIAS RAVI AMARNATH KAPOOR	Non-Executive - Non Independent Director	Chairperson	15-05-2014
2	SHOBHA RAVI KAPOOR	Executive Director	Member	15-05-2014
3	ASHUTOSH KHANNA	Non-Executive - Independent Director	Member	01-04-2024

Annexure I

III. Meeting of Board of Directors
Disclosure of notes on meeting of board of directors explanatory
Sr	Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order)	Maximum gap between any two consecutive (in number of days)	Notes for not providing Date	Whether requirement of Quorum met (Yes/No)	Total Number of Directors as on date of the meeting	Number of Directors present*(All directors including Independent Director)	No. of Independent Directors attending the meeting*
1	14-11-2024			true	10	8	4
2	19-12-2024	34		true	10	9	4
3	11-02-2025	53		true	10	9	5

Annexure I

IV. Meeting of Committees
Disclosure of notes on meeting of committees explanatory
Sr	Name of Committee	Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order)	Maximum gap between any two consecutive (in number of days)	Name of other committee	Reson for not providing date	Whether requirement of Quorum met (Yes/No)	Total Number of Directors in the Committee as on date of the meeting	Number of Directors Present (All Directors including Independent Director)	No. of Independent Directors attending the meeting*	No. of members attending the meeting (other than Board of Directors)
1	Audit Committee	14-11-2024				true	3	3	2	0
2	Audit Committee	19-12-2024	34			true	3	2	2	0
3	Audit Committee	11-02-2025	53			true	3	3	2	0
4	Nomination and remuneration committee	14-11-2024				true	3	3	2	0
5	Nomination and remuneration committee	11-02-2025	88			true	3	3	2	0
6	Stakeholders Relationship Committee	14-11-2024				true	4	3	0	0
7	Stakeholders Relationship Committee	11-02-2025	88			true	4	3	0	0
8	Risk Management Committee	11-02-2025				true	3	2	0	0
9	Corporate Social Responsibility Committee	14-11-2024				true	3	2	0	0
10	Corporate Social Responsibility Committee	11-02-2025	88			true	3	2	0	0

Annexure I

V. Affirmations
Sr	Subject	Compliance status (Yes/No)
1	The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015	true
2	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee	true
3	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee	true
4	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c.Stakeholders relationship committee	true
5	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable the top 1000 listed entities)	NA
6	The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.	true
7	The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.	true
8	This report and/or the report submitted in the previous quarter has been placed before Board of Directors.	true
9	Any comments/observations/advice of Board of Directors may be mentioned here:

Annexure I

Sr	Subject	Compliance status
1	Name of signatory	Tannu Sharma
2	Designation	Company Secretary and Compliance Officer

Details of Cyber security incidence

Whether as per Regulation 27(2)(ba) of SEBI (LODR) Regulations, 2015 there has been cyber security incidents or breaches or loss of data or documents during the quarter		false
Other details of cyber security incidence or breaches or loss of data event
Number of cyber security incidence or breaches or loss of data event occurred during the quarter

Annexure II

Annexure II to be submitted by listed entity at the end of the financial year (for the whole of financial year)
I. Disclosure on website in terms of Listing Regulations
Sr	Item	Compliance status (Yes/No/NA)	If status is “No” details of non-compliance may be given here.	Web address
1	Details of business	Yes		https://www.balajitelefilms.com/about-us.php
2	Terms and conditions of appointment of independent directors	Yes		https://www.balajitelefilms.com/pdf/Independent%20Director_Letter%20of%20Appointment.pdf
3	Composition of various committees of board of directors	Yes		https://www.balajitelefilms.com/pdf/otherdocuments/List%20of%20Committees-BTL.pdf
4	Code of conduct of board of directors and senior management personnel	Yes		https://www.balajitelefilms.com/code-of-conduct.php
5	Details of establishment of vigil mechanism/ Whistle Blower policy	Yes		https://www.balajitelefilms.com/pdf/Whistle_Blower_Policy_V3.pdf
6	Criteria of making payments to non-executive directors	Yes		https://www.balajitelefilms.com/pdf/NRC%20Policy%20last%20amended%20January%2017,%202023.pdf
7	Policy on dealing with related party transactions	Yes		https://www.balajitelefilms.com/pdf/RPT%20Policy%20last%20updated%20November%2014,%202024.pdf
8	Policy for determining ‘material’ subsidiaries	Yes		https://www.balajitelefilms.com/policy-determining-material-subsidiary.php
9	Details of familiarization programmes imparted to independent directors	Yes		https://www.balajitelefilms.com/pdf/Familiarization%20Programme_ID_17042025.pdf
10	Email address for grievance redressal and other relevant details	Yes		https://www.balajitelefilms.com/investor-info.php
11	Contact information of the designated officials of the listed entity who are responsible for assisting and handling investor grievances	Yes		https://www.balajitelefilms.com/contact-info.php
12	Financial results	Yes		https://www.balajitelefilms.com/outcome-board-meetings-agm-egm.php
13	Shareholding pattern	Yes		https://www.balajitelefilms.com/shareholding-pattern.php
14	Details of agreements entered into with the media companies and/or their associates	NA
15.1	Schedule of analyst or institutional investor meet and presentations made by the listed entity to analysts or institutional investors simultaneously with submission to stock exchange	Yes
15.2	Audio or video recordings and transcripts of post earnings/quarterly calls	NA
16	New name and the old name of the listed entity	NA
17	Advertisements as per regulation 47 (1)	Yes		https://www.balajitelefilms.com/outcome-board-meetings-agm-egm.php
18	Credit rating or revision in credit rating obtained	NA
19	Separate audited financial statements of each subsidiary of the listed entity in respect of a relevant financial year	Yes		https://www.balajitelefilms.com/subsidiary-financial-information.php
20	Secretarial Compliance Report	Yes		https://www.balajitelefilms.com/pdf/stock%20exchange%20filings/ASCRBTL2024.pdf
21	Materiality Policy as per Regulation 30 (4)	Yes		https://www.balajitelefilms.com/policy_on_determination_of_materiality_of_events.php
22	Disclosure of contact details of KMP who are authorized for the purpose of determining materiality as required under regulation 30(5)	Yes		https://www.balajitelefilms.com/contact-info-kmps.php
23	Disclosures under regulation 30(8)	Yes		https://www.balajitelefilms.com/lodr.php
24	Statements of deviation(s) or variations(s) as specified in regulation 32	Yes		https://www.balajitelefilms.com/lodr.php
25	Dividend Distribution policy as per Regulation 43A(1)	Yes		https://www.balajitelefilms.com/pdf/Dividend%20Distribution%20Policy.pdf
26	Annual return as provided under section 92 of the Companies Act, 2013	Yes		https://www.balajitelefilms.com/annual_return.php
27	Confirmation that the above disclosures are in a separate section as specified in regulation 46(2)	Yes		https://www.balajitelefilms.com/lodr.php
28	Compliance with regulation 46(3) with respect to accuracy of disclosures on the website and timely updating	Yes		https://www.balajitelefilms.com/lodr.php
29	Disclosure of notes on website in terms of Listing Regulations explanatory [Text Block]

Annexure II

II. Annual Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is “No” details of non-compliance may be given here.
1	Independent director(s) have been appointed in terms of specified criteria of 'independence' and/or 'eligibility'	16(1)(b) & 25(6)	Yes
2	Board composition	17(1), 17(1A) & 17(1C), 17(1D) & 17(1E)	Yes
3	Meeting of Board of directors	17(2)	Yes
4	Quorum of Board meeting	17(2A)	Yes
5	Review of Compliance Reports	17(3)	Yes
6	Plans for orderly succession for appointments	17(4)	Yes
7	Code of Conduct	17(5)	Yes
8	Fees/compensation	17(6)	Yes
9	Minimum Information	17(7)	Yes
10	Compliance Certificate	17(8)	Yes
11	Risk Assessment & Management	17(9)	Yes
12	Performance Evaluation of Independent Directors	17(10)	Yes
13	Recommendation of Board	17(11)	Yes
14	Maximum number of Directorships	17A	Yes
15	Composition of Audit Committee	18(1)	Yes
16	Meeting of Audit Committee	18(2)	Yes
17	Role of Audit Committee and information to be reviewed by the audit committee	18(3)	Yes
18	Composition of nomination & remuneration committee	19(1) & (2)	Yes
19	Quorum of Nomination and Remuneration Committee meeting	19(2A)	Yes
20	Meeting of Nomination and Remuneration Committee	19(3A)	Yes
21	Role of Nomination and Remuneration Committee	19(4)	Yes
22	Composition of Stakeholder Relationship Committee	20(1), 20(2) & 20(2A)	Yes
23	Meeting of Stakeholders Relationship Committee	20(3A)	Yes
24	Role of Stakeholders Relationship Committee	20(4)	Yes
25	Composition and role of risk management committee	21(1),(2),(3),(4)	Yes
26	Meeting of Risk Management Committee	21(3A)	Yes
27	Quorum of Risk Management Committee meeting	21(3B)	Yes
28	Gap between the meetings of the Risk Management Committee	21(3C)	Yes
29	Vigil Mechanism	22	Yes
30	Policy for related party Transaction	23(1), (1A), (5), (6), & (8)	Yes
31	Prior or Omnibus approval of Audit Committee for all related party transactions	23(2), (3)	Yes
32	Approval for material related party transactions	23(4)	Yes
33	Disclosure of related party transactions on consolidated basis	23(9)	Yes
34	Composition of Board of Directors of unlisted material Subsidiary	24(1)	Yes
35	Other Corporate Governance requirements with respect to subsidiary of listed entity	24(2),(3),(4),(5) & (6)	Yes
36	Alternate Director to Independent Director	25(1)	Yes
37	Maximum Tenure	25(2)	Yes
38	Appointment, Re-appointment or removal of an Independent Director through special resolution or the alternate mechanism	25(2A)	Yes
39	Meeting of independent directors	25(3) & (4)	Yes
40	Familiarization of independent directors	25(7)	Yes
41	Declaration from Independent Director	25(8) & (9)	Yes
42	Directors and Officers insurance	25(10)	Yes
43	Confirmation with respect to appointment of Independent Directors who resigned from the listed entity	25(11)	Yes
44	Memberships in Committees	26(1)	Yes
45	Affirmation with compliance to code of conduct from members of Board of Directors and Senior management personnel	26(3)	Yes
46	Disclosure of Shareholding by Non-Executive Directors	26(4)
47	Policy with respect to Obligations of directors and senior management	26(2) & 26(5)	Yes
48	Approval of the Board and shareholders for compensation or profit sharing in connection with dealings in the securities of the listed entity	26(6)	Yes
49	Vacancies in respect Key Managerial Personnel	26A(1) & 26A(2)	Yes
Any other information to be provided

Annexure II

1	Name of signatory	Tannu Sharma
2	Designation	Company Secretary and Compliance Officer

Annexure II

III. Affirmations
Sr	Particulars	Compliance status (Yes/No/NA)
1	The Listed Entity has approved Material Subsidiary Policy and the Corporate Governance requirements with respect to subsidiary of Listed Entity have been complied	Yes
Any other information to be provided

Annexure II

1	Name of signatory	Tannu Sharma
2	Designation	Company Secretary and Compliance Officer

Signatory Details

Name of signatory	Tannu Sharma
Designation of person	Company Secretary and Compliance Officer
Place	Mumbai
Date	28-04-2025

Investor Grievance Details

No. of investor complaints pending at the beginning of Quarter		0
No. of investor complaints received during the Quarter		1
No. of investor complaints disposed off during the Quarter		1
No. of investor complaints those remaining unresolved at the end of the Quarter		0

Disclosure of Updates to Ongoing Tax Litigations or Disputes The updates on tax litigations or disputes in terms of sub-para 8 of para B of Part A of Schedule III read with corresponding provisions of Annexure 18 of the Master Circular are given below:

Any Other Information for Disclosure of Updates to Ongoing Tax Litigations or Disputes
Sr.No.	Name of the opposing party	Date of initiation of the litigation / dispute	Status of the litigation / dispute as per last disclosure	Current status of the litigation / dispute
1	Commissioner of Service Tax	15-06-2009	The Company has received a Show Cause Notice (SCN) from the Service Tax Department for the period April 2006 to March 2008, amounting to ? 6,348 Lacs, related to exports made to one of its customers.The Service Tax Department adjudicated in the Company's favor and dropped the demand of ? 6,348 Lacs. The Department filed an appeal against this decision with the Customs, Excise & Service Tax Appellate Tribunal (CESTAT), which was dismissed by the Hon'ble CESTAT in their order dated March 9, 2016. Subsequently, the Department filed an appeal against this order with the High Court on October 19, 2016, which is currently pending adjudication	Pending with High Court of Judicature at Bombay
2	Commissioner of Service Tax	16-07-2010	The Company had received demand notices from the Office of the Commissioner of Service Tax, for the period April 2008 to March 2010 on exports made to one of the customers of the Company. The company had recived similar notice from the Office of the Commissioner of Service Tax, for the period April 2006 to March,2008. On appeal to the Commissioner of Service Tax, the matter pertaining to the period April 2006 to March 2008 was adjudicated in favor of the Company The department had further filed an appeal against the said order with the Customs, Excise & Service Tax Appellate Tribunal (CESTAT) which was dismissed by the Hon'ble CESTAT vide their order dated March 9, 2016. On the same matter as aforesaid, the Company had received a Show Cause Notice (SCN) for the period April 2008 to March 2010 amounting to Rs. 28,97 lacs. The Company, in earlier years, with respect to the SCN's, submitted the replies to the Commissioner of Service tax on the same lines of the matter which was adjudicated in the Company's favor. The copy of the favorable CESTAT order has been submitted with Commissioner and SCN's are pending for adjudication as at the year-end.	Pending with Commissioner of Service Tax
3	Commissioner of Service Tax	20-10-2014	The Company had received demand notices from the Office of the Commissioner of Service Tax, for the period April 2010 to March 2011 on exports made to one of the customers of the Company. The company had recived similar notice from the Office of the Commissioner of Service Tax, for the period April 2006 to March,2008. On appeal to the Commissioner of Service Tax, the matter pertaining to the period April 2006 to March 2008 was adjudicated in favor of the Company The department had further filed an appeal against the said order with the Customs, Excise & Service Tax Appellate Tribunal (CESTAT) which was dismissed by the Hon'ble CESTAT vide their order dated March 9, 2016. On the same matter as aforesaid, the Company had received a Show Cause Notice (SCN) for the period April 2010 to April 2011 amounting to Rs. 46 lacs. The Company, in earlier years, with respect to the SCN's, submitted the replies to the Commissioner of Service tax on the same lines of the matter which was adjudicated in the Company's favor. The copy of the favorable CESTAT order has been submitted with Commissioner and SCN's are pending for adjudication as at the year-end.	Pending with Commissioner of Service Tax
4	Income Tax Department	19-05-2015	With respect to Income Tax matters, a search was conducted on the Company's premises on 30 April 2013. Following this search, block assessments under section 153A of the Income-tax Act, 1961 (Act) were conducted for the Assessment Years 2007-08 to 2012-13. The Company did not appeal against the additions made in the assessment orders for these years. However, penalties were levied for these assessment years, which the Company challenged before the Income-tax Appellate Tribunal-Mumbai (ITAT). The Company accounted for the penalty amount as an exceptional item in the financial statements for the year ended March 31, 2018. Subsequently, the ITAT deleted the penalties levied, and the Income Tax Department refunded the penalties amounting to ?1,044.44 Lacs along with interest of ?138.33 Lacs under the Act to the Company. This was disclosed as an exceptional item in the financial statements for the year ended March 31, 2021 Following this, the Income Tax Department preferred an appeal before the Hon'ble High Court (HC) Bombay challenging the deletion of the penalties by the ITAT. This appeal is still in the pre-admission stage	Pending for pre-admission at High Court of Judicature at Bombay