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Photon Kathaas Productions (PKP) is a South Indian motion picture company which invests in the
creation, production and exploitation of media content through a diverse portfolio of South Indian
language films across different genres and budgets
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TABLE OF CONTENTS
HIGHLIGHTS .......................................................................................................................................... 4
CHAIRMAN’S STATEMENT ................................................................................................................... 5
STRATEGIC OVERVIEW ........................................................................................................................ 7
OPERATING REVIEW ............................................................................................................................ 8
BOARD OF DIRECTORS...................................................................................................................... 10
DIRECTOR’S REPORT ......................................................................................................................... 12
STATEMENT OF DIRECTORS’ RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS............... 15
REMUNERATION REPORT .................................................................................................................. 16
INDEPENDENT AUDITOR’S REPORT TO THE DIRECTORS OF PHOTON KATHAAS PRODUCTIONS
LIMITED................................................................................................................................................ 18
CONSOLIDATED STATEMENT OF FINANCIAL POSITION................................................................. 19
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME........................................................ 20
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY .................................. 21
CONSOLIDATED STATEMENT OF CASHFLOWS .............................................................................. 22
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ........................................................... 23
COMPANY INFORMATION .................................................................................................................. 42
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HIGHLIGHTS
Admitted to AIM market on 4 November 2010 raising approximately US$ 2.4 m.
Financial highlights
. Revenues (US $) 200,176
. Loss before tax (US $) (304,450)
Operating highlights
• One film which was under production at the reporting date, “Nadunisi Naaygal”, was released on
18 February 2011 and has to date secured significant contracted revenues.
• Four more films in production.
• Photon Kathaas Music label launched on 8 December 2010 - to capitalise on the popularity of
soundtracks and ring tones amongst Indian film audiences.
2011 is set to become a successful year with a number of new productions under discussion
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CHAIRMAN’S STATEMENT
PKP was incorporated on 17 November 2009, as a Singapore registered company to produce and co-
produce South Indian films primarily targeting South Indian audiences.
It is the first South Indian film company specifically created to produce and co-produce South Indian
language films with its shares traded on a major international stock exchange. It produces films
predominantly in the South Indian languages of Telugu, Tamil, Kannada and Malayalam.
For the majority of 2010, PKP was an unlisted company. It was admitted to AIM on 4 November 2010,
having raised approximately US$ 2.4m. The financial results for the year 2010, therefore, reflect in the
main the costs of the listing process with relatively small revenues arising from the production of films.
Administration expenses have been deliberately kept at a very low level, a policy which will continue
through 2011.
Despite the considerable management time invested in the listing process, the Company successfully
initiated a number of projects and had a number of films in pre-production prior to the year end. The full
impact of those productions will be realised during the financial year ending 2011.
The Accounts for the year, show revenues of US$ 200,176, cost of sales of US$ 166,670 and
administrative costs of US$ 337,956 resulting in a loss of US$ 304,450.
Production Schedule
At the time of listing PKP had five films under production. The first one of these, “Nadunisi Naaygal”,
which is a small budget Tamil film, with total production costs of approximately US$ 0.9m and directed by
Gautham Vasudev Menon, was released on 18 February 2011.
The TV rights for this project were sold prior to release at a price of approximately $422,000. The other
four films (“Veppam”, “Azhagar Samiyin Kuthirai”, “Thanga Meengal” and the Hindi remake of “Vinnay
Thaandi Vaarivaya”) are in various stages of production, all are expected to be released in the first half of
this financial year.
Launch of Photon Kathaas Music
During the year, PKP also launched its own music label “Photon Kathaas Music” (“PKM”) primarily to
promote its own movies’ soundtracks and associated products (such as ring tones), but also to acquire
and market music properties from other productions. The creation of PKM is in line with the Company’s
strategy of capturing revenue opportunities at multiple points across the entire value chain associated
with film production, from the box office to music rights and merchandising.
It enables PKP to capitalise on the popularity of soundtracks and ring tones amongst Indian film
audiences and also to have much greater involvement in the music marketing process which is a key
component in the commercial success of PKP’s films.
Industry outlook
In 2009, 60% of the total films produced in India were in the South Indian languages and about half of the
country’s cinema screens were located in South India. The Directors believe that, even though the South
Indian Film Industry was valued at approximately US$ 374m (INR 17.3bn) in 2009, the South Indian Film
Industry remains fragmented with inefficient processes and less than effective exploitation of Intellectual
Property Rights.
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Between 2009 and 2013, the total Indian film industry is expected to grow at a CAGR of 11.6% to US$
4.0bn (INR 185bn) by 2013. The Directors believe that growth in the South Indian Film Industry will follow
similar patterns over the same period.
By launching South India’s first studio-led Corporate Model, the Board believes the Company is well
positioned to become a market leader in the South Indian Film Industry. PKP will not only benefit from
the expected growth in the South Indian Film Industry, but by creating a brand synonymous with high
quality film content it will act as a “magnet” for consolidating and attracting talent across the industry,
which will lead to the better exploitation of its films’ Intellectual Property Rights.
The Company is extremely active and has a number of other projects at various stages of discussion.
This should ensure that 2011 is a positive year and one which will create a sound platform for future
expansion.
I would like to thank the management team for their extreme hard work during 2010 which led to the
Company succeeding in its objective, both in obtaining a listing on the London Stock Exchange and
creating the foundations for a successful film production company which is positioned in one of the most
vibrant cinema-going countries in the world.
Michael Rosenberg
Chairman
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STRATEGIC OVERVIEW
First mover advantage in a fragmented but large and growing market
South Indian films play a significant role in the Indian film industry, accounting for 60% of the total 1,300
films produced in India in 2009, with South India accounting for around 50% of the total number of cinema
screens in the country.
The size of the South Indian Film Industry was approximately US$ 374m (INR 17.3bn) in 2009 and its
growth is expected to mirror, if not exceed, the Indian film industry as a whole (CAGR of 11.6% from
2009-2013). The South Indian Film Industry is currently fragmented with numerous individual and small
production houses.
PKP is the first South Indian film company specifically created to produce and co-produce South Indian
language films to be traded on a major international stock exchange. It is also the first South Indian film
company to adopt a studio-led corporate model, which provides the Company with significant first mover
advantage which will enable PKP to become a market leader. The business aims to use this studio
approach to consolidate and capture the growth of the fragmented South Indian Film Industry, to attract
industry talent and to create a brand synonymous with high quality content.
Focus on content production and ownership
By producing a diverse portfolio of movies across different genres, languages and budgets, PKP will build
a proprietary library of film content based on a diverse portfolio of movies of different languages, genres
and budgets.
As the Group possesses its own content library, PKP will be able to secure more favorable marketing and
distribution arrangements and to have greater control over exploitation of its Intellectual Property Rights.
This will provide PKP with more constant returns and improved margins on second window sales i.e.
subsequent revenues after the initial release of a film.
Scope for efficiency gains and intellectual property profit opportunities
PKP expects to achieve operational efficiencies as a result of the simultaneous production of bilingual
films (and resultant economies of scale), through entering partnership agreements with distributors and
equipment providers, and by securing talent agreements with key members of cast and crew and through
obtaining competitive terms from service providers.
The management will seek to exploit the Intellectual Property Rights of its movie portfolio across a wide
range of revenue streams including mobile ringtones, ring-back tones, wallpapers, clips, trailers, SMS-
based interactivity, pay-per-view, video on demand and film merchandise. A strategy evidenced with the
launch of PKP’s own music label Photon Kathaas Music in December 2010.
Strong track record of the Directors and senior management
PKP benefits from the collective experience of its Board and senior management. The Board comprises
respected and influential media specialists, who have considerable experience in the Indian film industry
as well as in wider film, television and media markets.
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OPERATING REVIEW
Films released since the reporting date
“NADUNISI NAAYGAL”
This is a small budget Tamil film directed by Gautham Vasudev Menon and co-produced by PKP together
with R. S. Infotainment and Escape Artistes. It is a psychological thriller film and stars Sameera Reddy.
The film was released on 18 February 2011, at a total cost of approximately US$ 900,000 and has
already recouped a significant percentage of its cost from sales to date.
TV rights have been sold for approximately US$ 422,000, international theatrical rights for US$ 60,000
and dubbing rights (in other Indian languages) for a further US$ 70,000.
Films under production
“VEPPAM”
A small budget Tamil film with a total cost of the film was approximately US$ 600,000 directed by Anjana
Ali Khan and co-produced by PKP together with R. S. Infotainment and Escape Artistes. This film is now
complete, and its release is scheduled for early May 2011.
In advance of the release of Veppam, PKP has invested in a major promotional campaign which included
the launch of an official trailer, soundtrack and a music video directed by Gautham on 31 December
2010. This was followed up with a preview of the music video being shown at leading multiplexes in
Chennai during the Tamil holiday week of 14–21 January 2011.
TV rights for Veppam have already been sold for US$ 180,000 and Telugu dubbing rights for US$ 55,000.
“AZHAGAR SAMIYIN KUTHIRAI”
A small budget Tamil film directed by Susindran in co-production with Escape Artistes. The film is nearing
completion and is expected to be released mid-April with a total production cost of approximately
US$ 1.0 m. PKP is a minority investor in this project.
“THANGA MEENGAL”
This is a small budget Tamil film directed by Ram and is a solo production of PKP with a total production
cost of US$ 520,000. The first schedule of the production is complete with the movie expected to be
ready for release by June/July 2011.
“VINNAI THAANDI VAUUVAAYAA (Hindi)”
Pre-production of this co-production together with Fox Star India is complete and three songs have been
composed by A. R. Rahman. Production is to commence from 4 April 2011. This is a remake in Hindi of a
Tamil / Telugu film (directed by Gautham Vasudev Menon) and is expected to be ready for release in
September 2011. This will be a larger production with total production cost of this film expected to be
approximately US$ 4.0 m.
Future pipeline
A number of other projects are at various stages of discussion including a Tamil/Telugu bilingual film to
be directed by Gautham Vasudev Menon, a small budget Tamil film by Priva V and a medium budget
Tamil/Telugu bilingual (director to be decided).
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Music Label
In December 2010, PKP launched its own music label – Photon Kathaas Music – to capitalise on the
popularity of soundtracks and ring tones amongst Indian film audiences.
Soundtracks and their associated specially-made videos are an important ingredient in the marketing and
commercial success of Indian films. Apart from soundtrack sales on CDs, new audio products such as
downloads, caller tunes and ring tones can generate substantial revenues for producers.
PKP’s chief creative officer, the film director Gautham Vasudev Menon, is noted for his use of high-quality
music across his films. PKP’s creative adviser, A.R. Rahman, is the double-Oscar winning composer of
the Slumdog Millionaire soundtrack.
Through PKM, PKP aims to widen the scope of its pioneering studio model devoted to the commercial
and critical success of South Indian language films and their associated revenue lines.
PKP has acquired the music rights of a Tamil film titled Kandhein and has tied up with Hungama – the
leading mobile content delivery platform – to deliver its music across new media and mobile delivery
channels.
The soundtrack for Veppam, composed by Joshua Sridhar, is being distributed by PKM in association
with Sony Music. PKP has launched a campaign to promote both the soundtrack and the movie, including
screening of the trailer and audio promos across theatres, radio campaigns, and appearances by the cast
and musicians at leading music stores and joint promotion along with Nadunisi Naigal.
OUTLOOK
PKP with its first mover advantage of a Studio-Led Corporate Model is well positioned to become a
market leader in the South Indian Film Industry.
Projects that were in production as at the reporting date are being completed and released with significant
sales traction. The Company has a number of new projects at various stages of pre-production which
should ensure that 2011 be a year of growth for the Company.
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BOARD OF DIRECTORS
Michael Rosenberg OBE, aged 71, Non-executive Chairman
Michael started his career at Samuel Montagu & Co. Limited, the London merchant bank, in 1957. He
was a member of the main board of directors from 1972 to 1974 with specific responsibilities for corporate
finance. In 1973 Michael joined the board of Allied Investments Limited, which later became the UK's
largest manager of hospitals overseas. In 1974 Michael became a director and shareholder of David
Paradine Limited, the holding company for the business interests of Sir David Frost, the international
broadcaster. Michael has been involved in film and TV production over many years. In 1982 he was a
founding shareholder and director of TV-am, the first commercial breakfast TV station in the UK. Between
1989 and 1999, Michael was a director, and later chairman, of Raphael Zorn Hemsley plc (now Numis
Corporation plc), a London firm of stockbrokers. For several years he was chairman of the DTI’s
committee (as it was then called) on trade with Hong Kong and a director of the China Britain Business
Council. He is the chairman of Pilat Global Media plc, a leading international broadcast media software
company and the chairman of Catalyst Media plc, both listed on AIM. He is also a director of Amiad
Filtration Services Ltd and Dori Media Group Limited, both listed on AIM. He is chairman of Boomerang
Media Ltd, a private company. He was awarded the OBE for services to exports in 1996. Michael is also a
published author of children’s books and mentor to the Prince’s Trust.
Venkat Somasundaram, aged 40, Chief Executive Officer
Venkat is an experienced entrepreneur, with over 14 years of experience in identifying emerging
opportunities, establishing processes and expanding organisations. He has international experience in
business development and general management, having been the co-founder and CEO of EAP Global –
an information risk management consulting company with operations in India, the UK, the USA and the
Middle East. In his most recent position as Head of Asset Management at Spark Capital Advisors in India,
Venkat was responsible for setting up its private equity practice. Venkat is also the co-founder of
Quadrant Risk Management India Solutions Private Limited and Tesser Technology Consulting Private
Limited. Venkat holds a Bachelor of Technology from the Indian Institute of Technology, Madras (India)
and an MBA from the Indian Institute of Management, Bangalore (India).
Gautham Vasudev Menon, aged 39, Executive Director and Chief Creative Officer
Gautham is a Tamil film director based in Chennai, in Tamil Nadu, India. He started his film career as a
director of film advertisements, shooting various commercials after an apprenticeship under noted film
maker, Rajiv Menon. He then worked as an assistant director for Minsaara Kanavu before becoming an
independent director. The majority of his movies have won critical acclaim and many have gone on to
become the biggest box office hits in South India of the year of their release. He has made four of the
biggest hits of the Tamil film industry. He has worked with leading artists in South India including Dr.
Kamal Hassan, Suriya, Jyothika, Venkatesh, Asin, A. R. Rahman and Harris Jeyraj. He has been involved
in nine films to date, not only as a director but also as a screenplay writer, an executive producer and a
producer. His earlier films include: Minnale (2000), Rehna He Tera Dile Mein (2001), Kaaka Kaaka
(2003), Gharshana (2004), Vettaiyadu Vellaiyadi (2006), Pachaikili Muthucharam (2007) and Vaaranam
Aayiram (2008). The Directors believe that these seven films have together been estimated by the South
Indian film trade to have achieved total gross sales of US$14.6m. More recently, Gautham worked with A.
R. Rahman on his latest bilingual film, Vinnaithaandi Varuvaaya (in Tamil) / Ye Maaya Chesave (in
Telugu), which was released in February 2010. It has received positive reviews from Indian film critics and
together have been estimated by the South Indian film trade to have achieved gross sales of US$8.8
million (as at 30 April 2010).
Gautham won the Star Vijay TV award for ‘Best Director’ in 2009. He was also selected by India Today (a
leading Indian publication) as one of the top five South Indian film directors. His recent movie, Vaaranam
Aayiram (2008), won the Indian National Award for ‘Best Tamil Film’ in 2008 and six Filmfare awards in
2009. Gautham is one of the few Indian directors to use focus test groups to solicit early feedback (and
make changes if required) on his productions.
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Ramanujam TST, aged 46, Chief Financial Officer
Ramanujam has over 21 years experience working in finance across a variety of industry sectors ranging
from consulting, IT hardware and solutions, business process outsourcing and software, and the liquor
and spirits industry. Since 2008, and prior to joining the Company, he ran a financial advisory company
specialising in advising small to mid-sized businesses in establishing financial systems and processes
and on both debt and equity structuring. Before 2008, Ramanujam was the Chief Financial Officer for a
software services company in the contact centre management space, headquartered in Chennai, India
and with global operations across the United States, Singapore, Malaysia, Australia, the UK and Dubai.
During his tenure, Ramanujam was responsible for capital restructuring, acquisitons and assisting in
raising both debt and equity financing. Ramanujam is a chartered accountant and a cost accountant with
a bachelor’s degree in mathematics.
Nathalie Schwarz, aged 41, Non-executive Director
Nathalie was formerly the Group Commercial and Corporate Development Director at Channel 4 where
she was responsible for new business across all platforms: television, online, mobile, consumer products
and rights exploitation. She managed the 4 Rights and Ventures business and had overall responsibility
for new revenue streams and commercial development at Channel 4, including business development,
joint ventures, partnerships, brand extensions across multiple platforms, interactive revenues, content
exploitation and new business models. Nathalie was also Chairman of the Box TV business, the music
television portfolio jointly owned by Bauer and Channel including the newly-launched 4 Music channel.
Nathalie joined Channel 4 in 2005, originally as Director of Radio, to set up the launch and operation of
the new Channel 4 Radio division. Nathalie led the formation of a multi-media consortium which was
successful in winning the competitive bid for the second national commercial digital radio multiplex
awarded by OFCOM in 2007. Prior to joining Channel 4, Nathalie was Capital Radio’s Strategy and
Development Director and an Executive Director on the plc Board (1998 – 2005). She played an
Instrumental role leading Capital’s £710 million merger with GWR to form GCap Media. In her time at
Capital Radio, Nathalie played a leading role in the rapid expansion of the business through a series of
acquisitions. She also had management responsibility for the company’s digital media strategy alongside
commercial development, regulatory and public affairs and market research. Nathalie started her career
at global law firm, Clifford Chance, qualifying as a corporate finance lawyer specialising in mergers and
acquisitions. Nathalie studied law at the University of Manchester (Law LLB Hons) and subsequently
graduated from the College of Law London.
Sasi Kala Devi, aged 59, Non-executive Director
Sasi Kala Devi is a practicing Public Accountant domiciled in Singapore. Following her graduation from
Chennai University she qualified as a Chartered Accountant in the UK and is a non-practicing member of
ICAEW. Immediately after qualifying she started her own accountancy firm in Singapore. She advises a
broad range of industries in relation to statutory and management audits and implementing financial
reporting standards. She also advises foreign companies looking to set up business in Singapore. In
addition to her Chartered Accountancy qualification, she is a Fellow Member of the Institute of Certified
Public Accountants (Australia) (non-practising), a Fellow Member of The Association of Chartered
Certified Accountants (UK) (non-practising) and a Fellow Member of the Institute of Certified Public
Accountants (Singapore).
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DIRECTOR’S REPORT
Principal activity
Photon Kathaas Productions Limited (“PKP” or “the Company”) is a Singapore registered company. The
principal activities of the Company and its subsidiaries are those relating to the business of production
and co-production of films primarily targeted at the South Indian audience of varying genre, language and
budget.
Business review and future developments
A review of the business is contained within the Strategic Overview and Operating Review Statements.
Placing of shares
On 4 November 2010 the Company’s shares were admitted into the Alternative Investment market (AIM)
of the London Stock Exchange. A total of 4,894,301 shares at a price per share of US$ 0.49 totaling to
about US$ 2.40 million, were offered to the public constituting 23% of the enhanced the capital base. Out
of this the promoters contributed to about 1% thus making the balance 22% as held by the public.
Key performance indicators
A review of the key performance indicators is contained within the Highlights section.
Directors
The Directors of the Company during the year and their interests in the shares of the Company as at 31
December 2010 and 31 December 2009 were as follows:
31 December 2010 31 December 2009 Percentage
shareholding at
31 December 2010
Michael Rosenberg * ** 32,245 - 0.2
Venkat Somasundaram 4,825,464 5,000 22.6
Gautham Vasudev Menon 4,825,463 5,000 22.6
Ramanujam T S T ** - - -
Nathalie Schwarz ** - - -
Sashikala Devi - - -
* The interest of Michael Rosenberg in 32,245 ordinary shares are held in the name of Pershing
Securities Limited as nominee for Savoy Investment Management Limited, the managers of Michael
Rosenberg’s personal pension fund.
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** Pursuant to the Company’s listing arrangements and as stated in the Admission Document dated 3
November 2010 a total of 68,071 new Ordinary Shares were issued on 17 February 2011 by the
Company to Michael Rosenberg, Non-executive Chairman, Ramanujam TST, Executive Director &
Chief Financial Officer and Nathalie Schwarz, Non-executive Director. In accordance with the terms
of their service contracts, Michael Rosenberg, Ramanujam TST and Nathalie Schwarz have agreed
to take new Ordinary Shares in the Company in lieu of cash against Directors’ fees payable to them,
as set out in the Admission Document. These Ordinary Shares have been allotted to them at an issue
price of US$ 0.49 per share. Following the above issue of shares, Michael Rosenberg was allotted a
total of 24,257 Ordinary Shares, Ramanujam TST was allotted a total of 34,920 Ordinary Shares and
Nathalie Schwarz was allotted a total of 8,894 Ordinary Shares. Post the issues, the Company has a
total of 21,363,462 (31 December 2010 – 21,295,391) Ordinary Shares in issue.
Following the above issue of shares, Michael Rosenberg is now interested in a total of 56,502
Ordinary Shares in the Company, representing approximately 0.26% of the enlarged issued share
capital of the Company.
Directors’ remuneration
The details of the Directors remuneration are set out in the Remuneration Report.
Financial risk management
The financial risks faced by the Group, together with how they are managed, are dealt with within the
notes (note 19) to the consolidated financial statements.
Health and safety
The Group takes all reasonable and practicable steps to safeguard the health, safety and welfare of its
employees and recognizes its responsibilities for the health and safety of others who may be affected by
its activities.
Diversity in the workplace
The Group is committed to providing a working environment in which its employees are able to realise
their potential and to contribute to business success irrespective of gender, marital status, ethnic origin,
nationality, religion, disability, sexual orientation or age.
Insurance of Company officers
The Company has maintained insurance throughout the year for its Directors and officers against the
consequences of actions brought against them in relation to their duties for the Group.
Going concern
Having made enquiries the Directors have a reasonable expectation that the Company has sufficient
resources to continue in operational existence for the foreseeable future. For this reason, they continue to
adopt the going concern basis in preparing the accounts.
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Auditors:
Mazars LLP, UK and M/s Natarajan & Swaminathan, Singapore were appointed as group auditors and
Singapore auditors respectively. A resolution to reappoint them as auditors will be put to the members at
the annual general meeting.
On behalf of the Board of Directors
Venkat Somasundaram Ramanujam T S T
Director Director
1 April 2011
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STATEMENT OF DIRECTORS’ RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS
The Directors are responsible for preparing the Directors’ Report and the financial statements in
accordance with applicable law and regulations. In addition the directors have elected to prepare the
financial statements in accordance with International Financial Reporting Standards as issued by the
International Accounting Standards Board. The financial statements are prepared so as to give a true and
fair view of the state of affairs of the Group and of the profit or loss of the Group for that period.
In preparing these financial statements, the directors are required to:
a. select suitable accounting policies and then apply them consistently;
b. make judgements and estimates that are reasonable and prudent;
c. state whether the International Financial Reporting Standards have been followed, subject to any
material departures disclosed and explained in the financial statements; and
d. prepare the financial statements on the going concern basis unless it is inappropriate to presume
that the Group will continue in business. The directors are responsible for keeping proper
accounting records that disclose with reasonable accuracy at any time the financial position of the
Group. They have general responsibility for taking such steps as are reasonable to safeguard the
assets of the Group and to prevent and detect fraud and other irregularities.
Further, we, Mr. Venkat Somasundaram and Mr. Ramanujam TST, being two of the directors of Photon
Kathaas Productions Limited, do hereby state that, in the opinion of the directors,
(i) the accompanying Consolidated Statement of Financial Position, Consolidated Statement of
Comprehensive Income, Consolidated Statement of Changes in Shareholder’s Equity, and
Consolidated Statement of Cashflows together with notes thereto are drawn up as to give a true
and fair view of the state of affairs of the Group as at 31 December 2010 and the results of the
business, changes in equity and cash flows of the Group for the year ended on that date, and
(ii) at the date of this statement, there are reasonable grounds to believe that the Group will be able
to pay its debts as and when they fall due.
On behalf of the Board of Directors
Venkat Somasundaram Ramanujam T S T
Director Director
1 April 2011
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REMUNERATION REPORT
The Remuneration Committee established by the Board comprises two Non-Executive Directors, Michael
Rosenberg and Nathalie Schwarz. The Remuneration Committee reviews the performance of Executive
Directors and senior executives and sets the scale and structure of their remuneration and the basis of
their service agreements with due regard to the interests of shareholders.
Remuneration to Directors and key management personnel
(a) Salary – Executive Directors
Two of the Executive Directors of the Company, Venkat Somasundaram and Gautham Vasudev Menon
have agreed that their right to receive salary and other benefits for the period 1 January 2010 through 31
October 2010 be deferred until the Board approves the payment of remuneration pursuant to a review of
the Company’s financial condition and results of operation. Accordingly no salary has been accrued to
these two directors for the above period. With effect from 1 November 2010 both of them have agreed to
take a lower salary and accordingly their annual salary with effect from 1 November 2010 would be US$
33,932 (GBP 21,000) to Venkat Somasundaram and US$29,085 (GBP 18,000) to Gautham Vasudev
Menon.
Ramanujam T S T, Executive Director of the company has agreed that in lieu of the salary payable for the
period 1 January 2010 till 31 March 2010, he is entitled to receive such number of ordinary shares of
Photon Kathaas Productions Limited as may aggregate to the amount payable during that period at US$
0.49 per ordinary share, such shares being allotted during the first quarter of the calendar year 2011. He
has agreed that his employee’s right to receive salary and other benefits for the period 1 April 2010 till 31
October 2010 be deferred until the Board approving the payment of remuneration pursuant to a review of
the Company’s financial condition and results of operation. Accordingly no salary has been accrued to
this director for the above period. With effect from 1 November 2010, Ramanujam has agreed to take a
lower salary and accordingly his annual salary with effect from 1 November 2010 would be US$ 50,494
(GBP 31,250).
(b) Salary – Key Management Personnel
Reshma Ghatala, promoter and Head of marketing has agreed that her right to receive salary and other
benefits for the period 1 January 2010 till 31 October 2010 be deferred until the Board approving the
payment of remuneration pursuant to a review of the Company’s financial condition and results of
operation. Accordingly no salary has been accrued to her for the above period. With effect from 1
November 2010 she has agreed to take a lower salary and accordingly her annual salary with effect from
1 November 2010 would be US$ 19,996 (GBP 12,375).
(c) Salary – Non-Executive Directors
Michael Rosenberg’s services as a non-executive Director and as the non-executive Chairman of the
Company will be provided by Eastkings Limited on terms that Michael’s appointment may be terminated
by either Eastkings Limited or the Company giving to the other not less than 12 month’s notice in writing.
Eastkings Limited will be paid fees at the rate of US$ 60,593 (GBP 37,500) per annum for the first two
years of Michael Rosenberg’s appointment and fees at the rate of US$ 64,632 (GBP 40,000) per annum
for the third and each subsequent year of his appointment. Michael Rosenberg has agreed that the fees
of US$ 60,593 (GBP 37,500) due to him in the first year of his appointment will be satisfied, in lieu of
cash, by the allotment and issue to Eastkings Limited of Ordinary Shares quarterly in arrears, based on
the Placing Price of US$ 0.49. If any regulatory or legal provision restricts dealings by Directors at the
relevant date of allotment, the relevant number of Ordinary Shares will be allotted by the Company
16
immediately after such restrictions have ceased to be applicable. In addition, the Company will reimburse
all business expenses incurred by Michael Rosenberg in connection with the Company’s business. As
Michael Rosenberg is over 70 years of age his appointment as a Director is subject to shareholders re-
electing him at the next and each subsequent Annual General Meeting of the Company.
Nathalie Schwarz has entered into a letter of appointment under which she is appointed as a non-
executive Director of the Company. The appointment may be terminated by either party giving to the
other not less than 12 months’ notice in writing. Nathalie is entitled to directors fees at the rate of US$
44,435 (GBP 27,500) per annum for the first two years of her appointment and US$ 48,474 (GBP 30,000)
per annum for the third and each subsequent year of her appointment. Natalie Schwarz has agreed that
50 per cent of the fees of US$ 44,435 (GBP 27,500) due to her in the first year of her appointment US$
22,217 (GBP 13,750) will be satisfied, in lieu of cash, by the allotment and issue to her of Ordinary
Shares quarterly in arrears based on the Placing Price of US$0.49. If any regulatory or legal provision
restricts dealings by Directors at the relevant date of allotment, the relevant number of Ordinary Shares
will be allotted by the Company immediately after such restrictions have ceased to be applicable. In
addition, the Company will reimburse all business expenses reasonably incurred by Nathalie Schwarz in
connection with the Company’s business.
Sasi Kala Devi has entered into a letter of appointment under which she is appointed as a non-executive
Director of the Company. The appointment may be terminated by either party giving to the other not less
than 6 months’ notice in writing. Sasi Kala Devi is entitled to a director’s fee of US$ 4,850 (GBP 3,000)
per annum. In addition, the Company will reimburse all business expenses reasonably incurred by Sasi
Kala Devi in connection with the Company’s business.
(d) Share based - ESOP
Michael Rosenberg was granted an option to acquire 117,124 Ordinary Shares (representing 0.55 per
cent of the Ordinary Share capital of 21,295,391 ordinary shares of the Company on admission) and
Nathalie Schwarz was granted an option to acquire 53,238 Ordinary Shares (representing 0.25 per cent
of the Ordinary Share capital of 21,295,391 ordinary shares of the Company on admission), in each case,
at the Placing Price of US$ 0.49 per share under the terms of the Share Option Scheme. Save for these
options, none of the other Directors had been granted options under the Share Option Scheme.
Directors Service contracts
All of the Executive Directors have letters of appointment with the Company and subsidiary company
service agreements which were entered into on 1 January 2010. Under the terms of the letters of
appointment, each Director receives a fee per annum as provided above. The service agreements with
Executive Directors provide for the contract to be terminable by either party on 12 months’ prior notice.
The Non-Executive Directors have entered into letters of appointment with the Company, which provide
them with annual fees as set out above. The appointments are for an initial period of three years and
thereafter are terminable on three months’ notice.
The remuneration of each of the Directors for the year ended 31 December 2010 is set out below:
31 December 2010 31 December 2009
US$ US$
Michael Rosenberg 9,875 -
Venkat Somasundaram 5,547 -
Gautham Vasudev Menon 4,670 -
Ramanujam T S T 33,353 -
Nathalie Schwarz 7,242 -
Sashikala Devi 4,037 -
64,724 -
17
INDEPENDENT AUDITOR’S REPORT TO THE DIRECTORS OF PHOTON KATHAAS PRODUCTIONS
LIMITED
We have audited the group financial statements of Photon Kathaas Productions Limited (the Group) for
the year ended 31 December 2010 which comprise the Group Statement of Financial Position, the Group
Statement of Comprehensive Income, the Group Statement of Changes in Equity, the Group Statement
of Cash Flow and the related notes. The financial reporting framework that has been applied in their
preparation is International Financial Reporting Standards (IFRSs) as issued by the International
Accounting Standards Board.
Respective responsibilities of directors and auditors
As explained more fully in the Directors’ Responsibilities Statement set out on page 14, the directors are
responsible for the preparation of the financial statements and for being satisfied that they give a true and
fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance
with International Standards on Auditing (UK and Ireland). Those standards require us to comply with the
Auditing Practices Board’s (APB’s) Ethical Standards for Auditors. This report is made solely to the
company’s directors. Our audit work has been undertaken so that we might state to the company’s
directors those matters we are required to state to them in an auditor’s report and for no other purpose.
To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the
company and the company’s directors for our audit work, for this report, or for the opinions we have
formed.
Scope of the audit of the financial statements
An audit involves obtaining evidence about the amounts and disclosures in the financial statements
sufficient to give reasonable assurance that the financial statements are free from material misstatement,
whether caused by fraud or error. This includes an assessment of: whether the accounting policies are
appropriate to the group’s circumstances and have been consistently applied and adequately disclosed;
the reasonableness of significant accounting estimates made by the directors; and the overall
presentation of the financial statements. In addition, we read all the financial information and non-financial
information in the group financial statements to identify material inconsistencies with the audited financial
statements. If we become aware of any apparent material misstatements or inconsistencies we consider
the implications for our report.
Opinion on the financial statements
In our opinion:
• The group financial statements give a true and fair view of the state of the group’s affairs as at 31
December 2010 and of the group’s loss for the year then ended; and
• the group financial statements have been properly prepared in accordance with IFRSs as issued by
the International Accounting Standards Board.
Mazars LLP
Chartered Accountants and Registered Auditor
Tower Bridge House
St Katharine’s Way
London
E1W 1DD
Date 1 April 2011
18
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 DECEMBER 2010
Notes 31 December 2010 31 December 2009
US $ US $
ASSETS
Non-current assets
Property, plant and equipment 4 2,608 -
Intangible assets 5 11,655 -
Other non-current assets 6 22,897 -
Total non-current assets 37,160 -
Current assets
Trade receivables 7 38,512 -
Other current assets 8 16,350 -
Inventories 9 473,948 -
Cash and cash equivalents 10 1,116,254 100
Total current assets 1,645,064 100
Total Assets 1,682,224 100
LIABILITIES AND EQUITY
SHAREHOLDERS' EQUITY
Share capital 11,12 1,345,306 100
Retained earnings (306,657) (1,981)
Foreign exchange reserve (39,419) -
Other reserves 2,632 -
Total Shareholders’ equity 1,001,862 (1,881)
LIABILITIES
Non-current liabilities
Deferred tax liability 226 -
226 -
Current liabilities
Trade and other payables 13 680,136 1,981
680,136 1,981
Total Liabilities 680,362 1,981
Total Equity and Liabilities 1,682,224 100
The accompanying accounting policies and notes form an integral part of these financial statements.
19
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2010
Notes For the period
ended
31 December 2010 31 December 2009
US $ US $
CONTINUING OPERATIONS
Revenue 200,176 -
-
Cost of sales (166,670)
-
Gross profit 33,506
Administrative expenses (337,956) (1,981)
Loss before tax 14 (304,450) (1,981)
Income tax expense 16 (226)
Loss for the period attributable to the
owners of the parent (304,676) (1,981)
Other comprehensive income
Foreign exchange translation differences (39,419) -
Total comprehensive loss for the period
attributable to the owners of the parent (344,095) (1,981)
Loss per share
(a) Basic 17 (0.031) (0.020)
(b) Diluted 17 (0.031) (0.020)
The accompanying accounting policies and notes form an integral part of these financial statements.
20
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2010
Foreign Total
Share Retained exchange Other Shareholders'
capital earnings reserve reserves equity
US $ US$ US$ US$ US$
Date of incorporation
17 November 2009 - - - - -
Loss for the period - (1,981) - - (1,981)
Other comprehensive income
for the period - - - - -
Total comprehensive income
for the period - (1,981) - - (1,981)
Initial issue of share capital 100 - - - 100
Balance at 1 January 2010 100 (1,981) - - (1,881)
Loss for the year - (304,676) - - (304,676)
Other comprehensive income
for the year - - (39,419) - (39,419)
Total comprehensive income
for the year - (304,676) (39,419) - (344,095)
Issue of share capital 2,414,509 - - - 2,414,509
Share issue expenses (1,069,303) - - - (1,069,303)
Share based payments –
options - - - 2,632 2,632
Balance at 31 December 2010 1,345,306 (306,657) (39,419) 2,632 1,001,862
The accompanying accounting policies and notes form an integral part of these financial statements.
21
CONSOLIDATED STATEMENT OF CASHFLOWS
FOR THE YEAR ENDED 31 DECEMBER 2010
For the period
ended
31 December 2010 31 December 2009
US $ US $
Cashflows from operating activities
Loss before tax (304,450) (1,981)
Adjustments for:
Foreign exchange gain (20,673)
Depreciation of property, plant and equipment 75 -
Amortisation of intangible assets 1,655 -
Share based payment expense 2,632 -
Increase in receivables (39,870) -
Increase in inventory (501,160) -
Increase in trade and other payables 702,450 1,981
Increase in prepayments and advances (16,350) -
Increase in other non-current assets (24,468) -
Net cash used in operating activities (200,159) -
Cash flow from investing activities
Purchase of Intangible assets (13,310) -
Purchase of property, plant and equipment (2,683) -
Net cash used in investing activities (15,993) -
Cash flow from financing activities
Proceeds from issue of capital 2,414,509 100
Share issue expenses (1,069,303) -
Net proceeds from financing activities 1,345,206 100
Net increase in cash and cash equivalents 1,129,054 100
Cash and cash equivalents at the beginning of the period 100 -
Effect of foreign exchange rate changes (12,900) -
Cash and cash equivalents at the end of the period 1,116,254 100
The accompanying accounting policies and notes form an integral part of these financial statements.
22
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2010
1. PROFILE AND BASIS OF PREPARATION
Photon Kathaas Productions Limited (“PKP” or “the Company”) is a Singapore registered company.
The Company’s registered office is situated at 31, Cantonment Road, Singapore 089747.
The principal activities of the Company and its subsidiaries (the “Group”) are those relating to the
business of production and co-production of films primarily targeted at the South Indian audience of
varying genre, language and budget.
On 4 November 2010, the shares of the company were listed on the Alternative Investment Market
(AIM) of the London Stock Exchange. The listing price was at US$ 0.49 per share. A total of
4,894,301 shares were offered to the public comprising of 23% of the extended equity base. Out of
this, the promoters also contributed to 207,640 shares constituting 1% of the extended equity base.
The financial information for the periods ended 31 December 2010 and 31 December 2009 have
been prepared in accordance with International Financial Reporting Standards (IFRS) and relevant
Singapore company law. The financial information set out herein is based on the transactions of the
Group which consists of the Company and its subsidiaries, Photon Kathaas Production Private
Limited, India and Photon Kathaas International Productions Limited, Singapore.
The consolidated financial statements have been prepared on the historical cost basis and going
concern basis of accounting which assumes adequate financial resources are available to the
company for the period of twelve months from the date of the signing of these financial statements.
During the FY 2010, the productions of movies were all under work in progress and all of these
movies are due to be released in FY 2011 only. The Directors have considered the impact of the
various risks (covered in the risk section note 19 below) and other uncertainties and factored them
into their financial forecasts. The Group’s forecasts and projections show that the Group will be able
to operate within the existing cash available and generated through the release of movies. Should
the forecasts not be achieved, if necessary, the Promoters (the founding shareholders) have
agreed to provide sufficient financial support to the Group for the foreseeable future. On account of
this, the Directors continue to adopt the going concern basis in preparing the financial statements.
The financial statements were approved by the board of directors and authorised for issue on
1 April 2011 and are authorised to be signed on its behalf.
The accounting policies set out in Note 2 have been applied in preparing the financial statements
for the year ended 31 December 2010 and the comparative information presented in these financial
statements for the period ended 31 December 2009.
2. SUMMARY OF ACCOUNTING POLICIES
a. BASIS OF CONSOLIDATION
These financial statements consolidate the financial information of the Company and its
subsidiaries and the results of the companies drawn up for the year ended 31 December 2010. The
transactions and balances between the entities have been eliminated in the preparation of the
consolidated financial statements.
The consolidated financial statements incorporate the financial information of the Company and
entities controlled by the company (its subsidiaries). Control is achieved where the Company has
the power to govern the financial and operating policies of an investee entity so as to obtain the
benefits for its activities.
23
The Company and its subsidiaries (the “Group”) comprise the following companies:
1. Photon Kathaas Productions Limited, a company incorporated in Singapore and operating
under the laws of Singapore, is the parent company.
2. Photon Kathaas International Productions Limited, a company incorporated in Singapore
and operating under the laws of Singapore, is a 100 percent subsidiary of the parent.
3. Photon Kathaas Production Private Limited, a company incorporated in India and operating
under the laws of India. This is a 100 percent subsidiary of the Singapore parent with the
parent holding 99.99 percent and Photon Kathaas International Productions Limited holding
the balance of 0.01 percent with effect from 25 April 2010.
The results of subsidiaries acquired during the year are included in the consolidated statement of
comprehensive income from the effective date of acquisition.
As the company’s subsidiaries were newly incorporated in the year, no disclosure of business
combinations is required.
b. FOREIGN CURRENCY
i. Functional and presentation currency
Items included in the financial statements of each entity in the Group are measured using
the currency that best reflects the economics substance of the underlying events and
circumstances relevant in that entity (the “functional currency”). The consolidated
financial statements of the Group are presented in US dollars, which is the Group’s
functional and presentational currency.
ii. Foreign currency transactions
Transactions in foreign currencies are measured and recorded in US dollars using the
exchange rate in effect at the date of transactions. At each balance sheet date, recorded
monetary balances that are denominated in foreign currency are adjusted to reflect the
rate at the balance sheet date. All exchange adjustments are taken to the Statement of
Comprehensive Income.
iii. Foreign operation currency translation
The results of operations and financial position are translated into US dollars using the
following procedures:
assets and liabilities for each balance sheet presented are translated at the closing
rate at the date of balance sheet;
income and expenses for each income statement are translated at the average
exchange rate (unless this average is not a reasonable approximation of the
cumulative effect of the rate prevailing on the transaction dates, in which case
income and expenses are translated using the exchange rates at the date of the
transactions); and
all resulting exchange differences are recognised in other comprehensive income.
24
c. REVENUE RECOGNITION
Revenue is measured at fair value of the consideration received or receivable and represents
amounts receivable for goods and services provided in the normal course of business, net of
discounts and sales related taxes.
Revenue represents sale of film rights, which include: (i) Theatrical rights, (ii) Music rights (iii)
Satellite and Cable TV rights (iv) Pay TV rights, (v) Home Video rights etc. The revenue is
recognised on the basis of assignment of the rights to the purchaser of the rights, and on the basis
of a contract with the purchaser.
When the outcome of a project involving the rendering of services can be estimated reliably,
revenue associated with the project is recognised by reference to the stage of completion of the
project at the balance sheet date. The outcome of a project can be estimated reliably when all of
the following conditions are satisfied:
i. the amount of revenue can be measured reliably;
ii. it is probable that the economic benefits associated with the project will flow to the
enterprise;
iii. the stage of completion of the project at the balance sheet date can be measured
reliably; and
iv. the costs incurred for the project and the costs to complete the project can be measured
reliably.
d. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment are stated at historical cost less accumulated depreciation and
impairment. Depreciation is provided to write off the cost of all plant and equipment, which primarily
consists of IT equipment to their residual value over their expected useful lives calculated on the
historical cost of the assets at the rate of 33.33% per annum on a straight line basis.
e. INTANGIBLE ASSETS
Intangible assets arising out of the acquisition of certain talent agreements, insignia and remake
rights of certain movies are shown at historical cost. Intangible assets acquired in a business
combination are stated at fair value at the date of acquisition. These intangible assets have a finite
useful life and are carried at cost less accumulated amortisation and accumulated impairment
losses. Amortisation is calculated using the straight-line method to allocate the cost of the intangible
assets over their estimated useful lives, which range from one to fifteen years.
f. TRADE RECEIVABLES
Trade receivables are measured at initial recognition at fair value. Appropriate allowances for
estimated irrecoverable amounts are recognised in the income statement when there is objective
evidence that the asset is impaired. The allowance recognised is measured as the difference
between the asset’s carrying amount and the present value of estimated future cash flows expected
to be received from the asset.
25
g. INVENTORIES
Inventories consist of work in progress of movies under production. Work in progress is stated at
the lower of cost and net realisable value. Cost comprises direct costs. Net realisable value
represents the estimated selling price less all estimated costs of completion.
Work in progress is the cost of production and development of movies. The production costs are
accumulated as work in progress and will be charged to the income statement as and when the
revenues are recognisable and sale takes place.
h. CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash in hand and at bank in demand.
i. TRADE PAYABLES
Trade payables are initially measured at fair value, and are subsequently measured at amortised
cost using the effective interest rate method.
j. FINANCIAL ASSETS
Financial assets are assigned to the different categories by management on initial recognition,
depending on the purpose for which they were acquired. The designation of financial assets is re-
evaluated at every reporting date at which a choice of classification or accounting treatment is
available.
All financial assets are recognised when the Group becomes a party to the contractual provisions of
the instrument. Financial assets are initially recognised at fair value plus transaction costs. Where
the range of values arrived at do not allow a fair value to be stated with reasonable certainty the
financial assets were stated at cost.
A financial asset is derecognised only where the contractual rights to the cash flows from the asset
expire or the financial asset is transferred and that transfer qualifies for de-recognition. A financial
asset is transferred if the contractual rights to receive the cash flows of the asset have been
transferred or the Group retains the contractual rights to receive the cash flows of the asset but
assumes a contractual obligation to pay the cash flows to one or more recipients. A financial asset
that is transferred qualifies for de-recognition if the Group transfers substantially all the risks and
rewards of ownership of the asset, or if the Group neither retains nor transfers substantially all the
risks and rewards of ownership but does transfer control of that asset.
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that
are not quoted in an active market. Trade receivables are classified as loans and receivables.
Loans and receivables are measured subsequent to initial recognition at amortised cost using the
effective interest method, less provision for impairment. Any change in their value through
impairment or reversal of impairment is recognised in the Statement of Comprehensive Income.
Provision against trade receivables is made when there is objective evidence that the Group will not
be able to collect all amounts due to it in accordance with the original terms of those receivables.
The amount of the write-down is determined as the difference between the asset’s carrying amount
and the present value of estimated future cash flows.
26
k. FINANCIAL LIABILITIES
Financial liabilities are obligations to pay cash or other financial assets and are recognised when
the Group becomes a party to the contractual provisions of the instrument. Financial liabilities are
recorded initially at fair value, net of direct issue costs.
A financial liability is derecognised only when the obligation is extinguished, that is, when the
obligation is discharged or cancelled or expires.
Changes in liabilities’ fair value that are reported in profit and loss are included in the Consolidated
Statement of Comprehensive Income within finance costs or finance income.
l. LEASES
Rentals under operating leases are charged to the income statement on a straight line basis over
the lease term.
m. ACCOUNTING FOR INCOME TAXES
Current income taxes and / or liabilities comprise those obligations to, or claims from, fiscal
authorities relating to the current or prior reporting period that are unpaid / un-recovered at the
balance sheet date. They are calculated according to the tax rates and tax laws applicable to the
fiscal periods to which they relate, based on the taxable profit for the year. All changes to current
tax assets or liabilities are recognised as a component of tax expense in the income statement.
Deferred income taxes are calculated using the liability method on temporary differences. This
involves the comparison of the carrying amounts of assets and liabilities in the financial statements
with the tax base. Deferred tax, is however, neither provided on the initial recognition of goodwill,
nor in the initial recognition of the asset or liability unless the related transaction is a business
combination or affects tax or accounting period. Tax losses available to be carried forward as well
as other income tax credits to the Group are assessed for recognition as deferred tax assets.
Deferred tax liabilities are always provided for in full. Deferred tax assets are recognised to the
extent that it is probable that they will be offset against future taxable income. Deferred tax assets
and liabilities are calculated, without discounting, at tax rates that are expected to apply to their
respective period of realization, provided they are enacted or substantively enacted at the balance
sheet date.
Changes in deferred tax assets or liabilities are recognised as a component of tax expense in the
income statement, except where they relate to items that are charged or credited directly to equity
in which case the related deferred tax is also charged or credited directly to equity.
n. SEGMENTAL REPORTING
Operating segments are reported in a manner consistent with the internal reporting provided to the
board of directors. The board of directors is responsible for allocating resources and assessing
performance of the operating segments and makes strategic decisions for the Group.
The Group’s identified operating segments are two geographic areas consisting of India and the
rest of the world.
27
o. EQUITY-SETTLED SHARE BASED PAYMENTS
Equity-settled share-based payment, the Group reflects the economic cost of awarding shares and
share options to employees by recording an expense in the income statement equal to the fair
value of the benefit awarded, fair value being determined by reference to option pricing models.
The expense is recognised in the income statement over the vesting period of the award. Refer to
note 23 for details.
p. NEW STANDARDS AND INTERPRETATIONS ISSUED BY IASB BUT NOT APPLIED EARLY
BY THE GROUP
The following standards and interpretations which have not been applied in this consolidated
financial information were in issue but not yet effective:
Number of Effective date
Name of the standard
the standard
First-time Adoption of International Financial Reporting on or after
IFRS 1 Standards - Amendments resulting from May 2010 Annual 1 January
Improvements to IFRSs 2011
First-time Adoption of International Financial Reporting on or after
IFRS 1 Standards - Replacement of 'fixed dates' for certain 1 July 2011
exceptions with 'the date of transition to IFRSs'
First-time Adoption of International Financial Reporting on or after
IFRS 1 Standards -Additional exemption for entities ceasing to suffer 1 July 2011
from severe hyperinflation
on or after
Financial Instruments - Disclosures - Amendments resulting
IFRS 7 1 January
from May 2010 Annual Improvements to IFRSs
2011
Financial Instruments - Disclosures - Amendments enhancing on or after
IFRS 7
disclosures about transfers of financial assets 1 July 2011
on or after
IFRS 9 Financial Instruments - Classification and measurement 1 January
2013
on or after
Presentation of Financial Statements – Amendments
IAS 1 1 January
resulting from May 2010 Annual improvements to IFRSs
2011
on or after
Income Taxes - Limited scope amendment (recovery of
IAS 12 1 January
underlying assets)
2012
on or after
Related Party Disclosures - Revised definition of related
IAS 24 1 January
parties
2011
on or after
Interim Financial Reporting – Amendments resulting from
IAS 34 1 January
May 2010 Annual improvements to IFRSs
2011
on or after
Customer Loyalty Programmes - Amendments resulting from
IFRIC 13 1 January
May 2010 Annual Improvements to IFRSs
2011
IAS 19 – The Limit on a Defined Benefit Asset, Minimum on or after
IFRIC 14 Funding Requirements and their Interaction - November 2009 1 January
Amendments with respect to voluntary prepaid contributions 2011
28
Based on the Group’s current business model and accounting policies, management does not
expect material changes to the recognition and measurement principles applied in the Group’s
financial statements when these Standards / Interpretations become effective. However, the
Directors are aware that the application of the above standards and interpretations will significantly
alter the amount and complexity of the disclosures contained in the Group’s subsequent financial
statements.
3. ACCOUNTING FOR ESTIMATES AND JUDGEMENTS
The preparation of the historical financial statements requires management to make estimates and
assumptions, which may differ from actual results in the future. Management is also required to use
its discretion as to the application of the accounting principles used to prepare the financial
statements.
Inventory – Work in progress:
The carrying amount of work in progress is recognised at the lower of cost or net realisable value.
Net realisable value is determined by using valuation techniques. The Group uses its judgement to
select a variety of methods and make assumptions that are mainly based on market conditions
existing at the end of each reporting period.
Intangible assets:
In determining the economic useful lives and residual value of intangible assets, management takes
into account the current market prices, technological changes and other related aspects at the
times the estimates are made.
Share based payments:
Share based payments are of two types – (1) shares towards services rendered and (2) options
under ESOP.
(a) Shares towards services – the value is determined based on the value of services rendered
and at an agreed share price, the numbers of shares to be allotted is arrived at.
(b) Share-based payments - the fair value of shares or options granted is recognised as personnel
costs with a corresponding increase in equity. The fair value is measured at the grant date and
spread over the period during which the recipient becomes unconditionally entitled to payment
unless forfeited or surrendered. The fair value is determined by principally using the Black-
Scholes model which requires assumptions regarding interest free rates, share price volatility
and the expected life of an employee equity instrument. The basis and assumptions used in
these calculations are disclosed within note 23.
29
4. PROPERTY, PLANT AND EQUIPMENT
Group Group
31 December 2010 31 December 2009
US$ US$
Balance at beginning of year:
At cost - -
Additions 2,683 -
Balance at end of year 2,683 -
Accumulated depreciation and impairment
Balance at beginning of year - -
Charge for current year (75) -
Balance at end of year (75) -
Net book value at the end of the year 2,608 -
5. INTANGIBLE ASSETS
Group Group
31 December 2010 31 December 2009
US$ US$
Balance at beginning of year:
At cost - -
Additions 13,310 -
Balance at end of year 13,310 -
Accumulated amortisation
Balance at beginning of year - -
Charge for current year (1,655) -
Balance at end of year (1,655) -
Net book value at the end of the year 11,655
6. OTHER NON-CURRENT ASSETS
Group Group
31 December 2010 31 December 2009
US$ US$
Prepaid expenses 22,897 -
22,897 -
7. TRADE RECEIVABLES
Group Group
31 December 2010 31 December 2009
US$ US$
Trade receivables 38,512 -
38,512 -
30
Trade receivables include the following balances which are past due as at the reporting date for
which no impairment has been made:
Group Group
31 December 2010 31 December 2009
US$ US$
Not more than three months 33,098
More than six months but not more than one year 5,414 -
38,512 -
8. OTHER CURRENT ASSETS
Group Group
31 December 2010 31 December 2009
US$ US$
Advance to movie directors 2,206 -
Prepaid expenses 12,820 -
Rent advance 1,324 -
16,350 -
9. INVENTORIES
Work in Progress Group Group
31 December 2010 31 December 2009
US$ US$
Co-production 459,969 -
Own production 13,979 -
473,948 -
10. CASH AND CASH EQUIVALENTS
Cash and cash equivalents consist of cash on hand and balance with banks. Cash and cash
equivalents included in the cash flow statement comprise the following balance sheet amounts:
Group Group
31 December 2010 31 December 2009
US$ US$
Cash on hand 646 100
Cash at bank 1,115,608 -
1,116,254 100
11. SHARE CAPITAL
PKP which is incorporated in Singapore is not required to have authorised share capital under the
national jurisdiction. There is also no concept of a par value for the shares. For all matters
submitted to vote in the shareholders meeting, every holder of the equity shares, as reflected in the
records of the company on the date of the shareholders meeting has one vote in respect of each
share held. All shares are equally eligible to receive dividends and the repayment of capital in the
event of liquidation of companies.
31
On 4 November 2010, the shares of the company were listed on the AIM market of the London
Stock Exchange. The listing price was at US$ 0.49 per share. A total of 4,894,301 shares were
offered to public comprising of 23% of the extended equity base. Out of this, the promoters also
contributed to 207,640 shares constituting 1% of the extended equity base.
Issued, paid up and allotted Share Capital:
Issued, allotted and fully paid Number of shares US $
Subscribers shares 10,000 100
Allotment of shares on 26 April 2010 1,088,900 10,889
Allotment of shares on 17 September 2010 401,800 4,018
Allotment of shares on 17 September 2010 139,409 1,394
1,640,109 16,401
Split ratio of 10:1 on 17 September 2010 16,401,090 16,401
Allotment of shares on 4 November 2010 4,894,301 2,398,208
As at 31 December 2010 21,295,391 2,414,609
The Company on 2 November 2010 approved an Employee Stock Option Plan (ESOP). The
scheme is monitored by the company based on the recommendations of the Remuneration
Committee. The ESOP pool is 10% of the enhanced share capital post the listing. Accordingly, the
total number of options under the pool is 2,129,539.
12. SHARE ISSUE EXPENSES
Share issue expenses amounting to US$ 1,069,303 were incurred in respect of the placing of the
ordinary shares of the company on the Alternative Investment Market (AIM) and include
professional advisors fees and other costs. This includes US$ 74,931 payable towards commission
on the funds raised, against which US$ 35,431 is settled against issue of ordinary shares at the IPO
listing price of US$ 0.49 per share (72,308 ordinary shares) and the balance US$ 39,500 is paid by
cash.
13. TRADE AND OTHER PAYABLES
Group Group
31 December 2010 31 December 2009
US$ US$
Trade payables 641,532 1,981
Owed to Directors 35,969 -
Director’s loan 2,635 -
680,136 1,981
The average credit period taken on trade payables is 332 days (31 December 2009 is 102 days).
No interest has been charged on the payable balances.
The amounts owed to Directors relate to unpaid salaries and expenses (US$ 30,331), and
Gautham’s annual fee towards insignia (US$ 5,638 – refer note 18).
32
The short term director’s loan is an amount due to a director against loans given by him to the
Company. The total amount of loan provided by him was US$ 37,236 and the balance as on 31
December 2010 is US$ 2,635.
14. LOSS BEFORE TAX
Loss before tax for the period has been arrived at after charging / (crediting):
Group Group
31 December 2010 31 December 2009
US$ US$
Depreciation of property, plant and equipment 75 -
Amortisation of intangible assets 1,655 -
Net foreign exchange losses / (gains) (20,673) -
15. DIRECTORS’ SALARY
Group Group
31 December 2010 31 December 2009
US$ US$
Directors’ emoluments
Emoluments 64,724 -
Share based payments – options granted 2,632 -
67,356 -
Included within emoluments are amounts which shall be settled by the issue of shares in the
company on or after 31 January 2011 in lieu of cash settlement for salary in arrears. The details of
these arrangements are as follows:
(a) Pursuant to an amendment to the service agreement dated 2 November 2010, it is agreed that in
lieu of Ramanujam TST’s salary accrued, but not paid, for the period from 1 January 2010 until 31
March 2010, he shall be entitled to receive such number of ordinary shares of the Company in
lieu of fees totalling US$ 25,194 (£15,625). Such ordinary shares shall be issued quarterly in
arrears on the Placing Price of US$0.49.
(b) Michael Rosenberg was appointed as a non-executive Director on 1 September 2010. Michael
Rosenberg’s services as a non-executive Director and as the non-executive Chairman of the
Company will be provided by Eastkings Limited on terms that Michael’s appointment may be
terminated by either Eastkings Limited or the Company giving to the other not less than 12
months’ notice in writing. Starting 1 November 2010, Eastkings Limited will be paid fees at the
rate of US$ 60,593 (£37,500) per annum for the first two years of Michael Rosenberg’s
appointment and fees at the rate of US$ 64,632 (£40,000) per annum for the third and each
subsequent year of his appointment. Michael Rosenberg has agreed that the fees of US$ 60,593
(£37,500) due to him in the first year of his appointment will be satisfied, in lieu of cash, by the
allotment and issue to Eastkings Limited of Ordinary Shares quarterly in arrears, based on the
Placing Price of US$0.49.
(c) Nathalie Schwarz has entered into a letter of appointment under which she is appointed as a non-
executive Director of the Company with effect from 1 November 2010. The appointment may be
terminated by either party giving to the other not less than 12 months’ notice in writing. Nathalie is
entitled to director’s fees at the rate of US$ 44,435 (£27,500) per annum for the first two years of
her appointment and US$ 48,474 (£30,000) per annum for the third and each subsequent year of
her appointment. Natalie Schwarz has agreed that 50 per cent of the fees of US$ 44,435
(£27,500) due to her in the first year of her appointment US$ 22,217 (£13,750) will be satisfied, in
33
lieu of cash, by the allotment and issue to her of Ordinary Shares quarterly in arrears based on
the Placing Price of US$0.49.
Please refer to note 23 for the share based compensation plan (ESOP)
16. INCOME TAX
Income tax expense comprise mainly of:
a. Tax on Income
b. Deferred tax
Income tax expense for the year is nil on account of the loss.
The deferred tax liability is on account of:
Group Group
31 December 2010 31 December 2009
US$ US$
Liability
Difference between tax and book written (226) -
down value of tangible assets
Deferred Tax Liability (226) -
The deferred tax asset not recognised comprises of US$ 16,384 relating to the Singapore entities
and US$ 62,975 relating to the India entity. The Singapore entities have an indefinite period of carry
forward benefit of the losses and the India entity has a carry forward benefit of eight years.
The tax expense on the results of the financial year varies from the amount of income tax
determined by applying the India statutory rate of income tax as a result of the following:
Group Group
31 December 2010 31 December 2009
US$ US$
Loss before tax (304,450) (1,981)
Tax at statutory rate (80,679) (337)
Tax effect on non-deductible expenses 1,095 -
Deferred tax asset not recognised 79,358 337
(226) -
Income tax is based on tax rate applicable on Statement of Comprehensive Income in various
jurisdictions in which the Group operates. The effective tax at the domestic rates applicable to
profits in the country concerned as shown in the reconciliation below have been computed by
multiplying the accounting profits with effective tax rate in each jurisdiction in which the group
operates. The individual entity amounts have then been aggregated for the consolidated financial
statements. The effective tax rate applied in each individual entity has not been disclosed in the tax
reconciliation above as the amounts aggregated for individual group entities would not be a
meaningful number.
34
17. LOSS PER SHARE
(a) Basic
Basic loss per share is calculated by dividing the profit attributable to equity holders of the
company by the weighted average number of ordinary shares in issue during the year.
31 December 2010 31 December 2009
US$ US$
Loss attributable to equity holders of the
company (304,676) (1,981)
Weighted average number of 9,907,674 100,000
ordinary shares in issue
(b) Diluted
Diluted loss earnings per share is calculated by adjusting the weighted average number of
ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The
company has dilutive potential ordinary shares in the form of stock options.
31 December 2010 31 December 2009
US$ US$
Loss attributable to equity holders of the
company (304,676) (1,981)
Weighted average number of ordinary 9,907,674 100,000
shares in issue
The 2009 weighted average number of ordinary shares in issue has been retrospectively stated
for the share split in 2010 (note 11).
The Group has made a loss in the year, so the share options outstanding are anti-dilutive. As a
result, the Group’s dilutive Loss per Share (LPS) is the same as the basic LPS.
Post the balance sheet date, the company has issued ordinary shares to three of the Directors
(refer note 15 and note 24) totalling 68,071 ordinary shares. These shares were issued on 17
February 2011, as part of the agreement with the Directors that they would take shares in lieu of
cash for their pending salaries. Assuming that these shares would get diluted on the balance
sheet date, the LPS considering this dilution also is US$ (0.031).
18. RELATED PARTY TRANSACTIONS
Transactions between PKP and its subsidiaries which are related parties of the Company have
been eliminated on consolidation and are not disclosed in this note. Details of transactions between
the Group and the other related parties are disclosed below:
The Indian subsidiary of the company, M/s Photon Kathaas Production Private Limited occupies
premises owned by Mr.Javeed Ghatala, a relative of one of the key management employees of the
company. Rent of US$ 3,641 (31 December 2009 – nil) was paid to Mr.Javeed Ghatala during the
period. The amount outstanding at the end of the year is nil.
The Company and Photon Kathaas Production Private Limited have entered into an agreement with
its executive director and Chief Creative Officer, Mr Gautham Vasudev Menon, for the exclusive
35
use of his insignia for an annual fee of US$ 5,638 (31 December 2009 – nil) payable in December
every year. The amount outstanding at the end of the year is US$ 5,638.
The Company has bought the 50 per cent remake rights in three movies, held by Mr. Gautham
Vasudev Menon for a consideration of US$10,000 (31 December 2009 – nil). The amount
outstanding at the end of the year is nil.
The remuneration of the Directors who are key management personnel of the Group for the year
ended 31 December 2010 and period ended 31 December 2009 is set out in note 15.
Two Directors of the Company have extended loans amounting to US $ 46,531. As at the end of
the period, an amount of US$ 2,635 (31 December 2009 – nil) is outstanding to one of the
Directors. These loans are non-interest bearing.
19. FINANCIAL INSTRUMENTS AND RISKS
Categories of financial instruments
The Group has the following categories of financial instruments at the balance sheet date:
31 December 2010 31 December 2009
US$ US$
Loans & Receivables Loans & Receivables
Financial assets
Other current assets 16,350 -
Trade receivables 38,512 -
Cash and cash equivalents 1,116,254 100
1,171,116 100
31 December 2010 31 December 2009
US$ US$
Other financial liabilities Other financial liabilities
at amortised cost at amortised cost
Financial liabilities
Trade and other payables 680,136 1,981
680,136 1,981
Risk management objectives
The Group has exposure to credit risk, liquidity risk, interest rate risk and foreign currency risk as
a result of its operations. The Board of Directors has overall responsibility for establishing and
monitoring the Group’s risk management policies and processes. The Group’s risk management
policies are established to identify and analyse the risks faced by the Group, to set appropriate
risk limits and controls, and to monitor risks and adherence to limits.
All treasury transactions are reported to and approved by the Board. The Group does not enter
into or trade financial instruments for speculative purposes.
The principal risks to which the Group is exposed are market risk including currency risk, credit
risk, liquidity risk and interest rate risk.
Market risk
Market risk is the risk that the fair value or the future cash flows of a financial instrument will
fluctuate because of changes in market prices. The principal ways in which the Group is exposed
to such fluctuations are through currency risk and interest rate risk.
36
Currency risk management
The Group is exposed to currency risk on financial assets of US$ 859,694 and financial liabilities
of US$ 663,498 that are denominated in currencies other than US Dollars. The group’s exposure
to foreign currencies at 31 December 2010 is shown in the table below:
Financial assets Financial liabilities
US$ US$
Currency – INR 859,694 88,271
Currency – GBP -- 508,667
Currency - SGD -- 20,603
859,694 617,541
The Group operates mainly out of India and its operations are denominated in Indian rupees and
a majority of the assets and liabilities are in that currency. The only fluctuation to the reporting
currency of US$ would be in relation to the translation at the year end to the reporting currency.
The Group has used a sensitivity analysis technique that measures the estimated change to the
income statement and equity of a 10% strengthening and weakening in US$ against all other
currencies, with all other variables remaining constant. The sensitivity analysis includes only
outstanding foreign currency denominated assets and liabilities and adjusts their translation at the
balance sheet date for a 10% change in the applicable currency rate.
Under this assumption, with a 10% strengthening or weakening of US$ against all exchange
rates, profit before tax would have decreased by US$ 61,754 or increased by US$ 85,969 and
equity would have decreased by US$ 61,754 or increased by US$ 85,969.
Interest rate risk
The Group is exposed to interest rate risk on cash and cash equivalents. Assuming that all other
variables remain constant, an increase of 100 basis points in interest rates would have increased
equity and profit and loss by US$ 11,162. A corresponding decrease would have an equal but
opposite effect.
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty fails to meet its
contractual obligations and is primarily attributable to its trade receivables. The amounts
presented in the balance sheet are net of allowances for impairment of doubtful receivables,
estimated by the Group’s management based on prior experience and the current economic
environment. The carrying amount of financial assets represents the maximum credit exposure.
The maximum exposure to credit risk at the reporting date was:
31 December 2010
US$
Trade receivables 38,512
Cash and cash equivalents 1,116,254
1,154,766
The credit risk on liquid funds is limited because the counterparties are banks with high credit-
ratings assigned by international credit rating agencies.
The Group has no significant concentration of credit risk.
37
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall
due. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will
always have sufficient liquidity to meet its liabilities when due, under both normal and stressed
conditions, without incurring unacceptable losses or risking damage to the Group’s reputation.
The contractual cash flows of financial liabilities are considered to be equal to their carrying
amount in the balance sheet, and the maturities are all expected to be within nine months.
20. CAPITAL MANAGEMENT
The Board’s policy is to manage its overall capital so as to ensure that companies within the Group
continue to operate as going concerns and to maintain sufficient financial flexibility to undertake
planned productions and investments.
The Groups’ capital structure currently represents the equity attributable to the shareholders
together with the cash and cash equivalents. The structure is reviewed on a quarterly basis to
ensure that an appropriate level of gearing is being used. The Group currently does not have any
external borrowings.
21. SEGMENT INFORMATION
Management has determined the operating segments based on the reports reviewed by the board
of directors that is charged with the strategic decision making process for the Group. Management
has considered the basis of reports that are expected to be reviewed by the board when the
business enters the revenue earning stage of its business cycle.
The board of directors considers the business to be made up of only one segment, being revenues
from films and film production and therefore business segmental reporting is not considered
necessary.
In addition to this, the board also considers segmental information from a geographic perspective.
Geographically, the vast majority of the Group’s operations up to the date of the statement of
financial position have been located in India, with one purchase and sale of US theatrical rights.
When the business enters the revenue earning stage from its film releases, management expect to
consider the performance of the business by reviewing its performance in India and Rest of the
World (‘RoW’).
The segment information based on geography for the year ended 31 December 2010 is as follows:
India ROW Total
US$ US$ US$
Revenue 100,176 100,000 200,176
Direct expenses (71,670) (95,000) (166,670)
Gross Profit 28,506 5,000 33,506
Indirect expenses (235,455) (102,501) (337,956)
Loss before tax (206,949) (97,501) (304,450)
Deferred tax (226) - (226)
Loss for the period (207,175) (97,501) (304,676)
Other comprehensive income (39,419) - (39,419)
Total comprehensive loss (246,594) (97,501) (344,095)
38
India ROW Total
US$ US$ US$
Cash and cash equivalents 314,366 801,888 1,116,254
Non-current assets 4,263 32,897 37,160
Current assets 510,576 18,234 528,810
829,205 853,019 1,682,224
Trade and other payables (88,045) (592,091) (680,136)
Deferred tax liability (226) - (226)
740,934 260,928 1,001,862
The segment information based on geography for the period ended 31 December 2009 is as
follows:
India ROW Total
US$ US$ US$
Segment revenue - - -
Direct expenses - - -
Gross Profit - - -
Indirect expenses (1,981) (1,981)
Loss before tax - (1,981) (1,981)
Deferred tax - - -
Loss for the period - (1,981) (1,981)
India ROW Total
US$ US$ US$
Cash and cash equivalents - 100 100
Non-current assets - - -
Current assets - - -
- 100 100
Trade and other payables - (1,981) (1,981)
Deferred tax liability - - -
- (1,881) (1,881)
22. OPERATING LEASE
On 16 December 2009 Photon Kathaas Production Private Limited entered into a twelve month
operating lease for the office premises at No. 19, Avenue Road, Ghatala Towers, Nungambakkam,
Chennai. The agreement has been renewed for a further period of twelve months. The lease is
cancellable at thirty days’ notice by either party. During the year ended 31 December 2010, the total
amount of lease payments recognised as an expense under this agreement is US$ 3,641. There
was no lease expense during the period 31 December 2009 and the amount of lease payable for
the next twelve months would be US$ 3,972.
23. SHARE BASED COMPENSATION – ESOP
In accordance with IFRS 2 Share-based Payments, the fair value of shares or options granted is
recognised as personnel costs with a corresponding increase in equity. The fair value is measured
at the grant date and spread over the period during which the recipient becomes unconditionally
entitled to payment unless forfeited or surrendered. The fair value of share options granted is
measured using the Black-Scholes model, each taking into account the terms and conditions upon
which the grants are made. The amount recognised as an expense is adjusted to reflect the best
39
available estimate of the number of options that are expected to become exercisable. None of the
Group plans feature any options for cash settlements.
Share options have been granted to two directors of the company. The exercise price of the
granted options is at the listing price of US$ 0.49 per share on AIM. Options are conditional on the
employee completing three years’ service (the vesting period). The options are exercisable starting
three years from the grant date, with no conditions attached. The options have a contractual option
term of ten years. No options have been granted to employees.
Movements in the number of share options outstanding and their related exercise prices are as
follows:
31 December 2010
Number of Average exercise
options price
US$
Outstanding at 2 November 2010 - -
Granted 170,362 0.49
Lapsed - -
Forfeited by option holder - -
Outstanding at 31 December 2010 170,362 0.49
Exercisable at 31 December 2010 - -
It is expected that the outstanding options will vest on 2 November 2013.
The compensation cost recognised with respect to the outstanding plan, which are equity settled
instruments, is as follows:
31 December 2010 31 December 2009
US$ US$
ESOP Plan - 2010 2,632 -
2,632 -
This charge has been included in administrative costs in the income statement.
The fair value per share for each grant of options and the assumptions used in the calculation are
as follows:
Grant date 2 November 2010
Options granted 170,362
Option price - US $ 0.49
Maturity (in years) 10
Expected term (in years) 3
Expected dividend yield 0%
Expected volatility 61.42%
Risk free interest rate 1.51%
Fair value of the granted option - US$ 0.29
40
24. EVENTS AFTER THE REPORTING PERIOD DATE
Pursuant to the Company’s listing arrangements and as stated in the Admission Document dated
3 November 2010 a total of 68,071 new Ordinary Shares were issued on 17 February 2011 by
the Company to Michael Rosenberg, Non-executive Chairman, Ramanujam TST, Chief Financial
Officer and Nathalie Schwarz, Non-executive Director. In accordance with the terms of their
service contracts, Michael Rosenberg, Ramanujam TST and Nathalie Schwarz have agreed to
take new Ordinary Shares in the Company in lieu of cash against Director’s fees payable to them,
as set out in the Admission Document. These Ordinary Shares have been allotted to them at an
issue price of US$0.49 per share. Following the above issue of shares, Michael Rosenberg was
allotted a total of 24,257 Ordinary Shares, Ramanujam TST was allotted a total of 34,920
Ordinary Shares and Nathalie Schwarz was allotted a total of 8,894 Ordinary Shares. Post the
issues, the Company has a total of 21,363,462 (31 December 2010 – 21,295,391) Ordinary
Shares in issue.
41
COMPANY INFORMATION
Company registration number 200921501G
Registered office India office
19, Avenue Road,
31, Cantonment Road, Nungambakkam,
Singapore 089747. Chennai 600 034
India.
Bankers:
Singapore India
Standard Chartered Bank
Standard Chartered Bank
Battery Road Branch,
1, Haddows Road,
6, Battery Road,
Chennai 600 006
Singapore 049909.
India
Auditors:
Group Singapore India
Mazars LLP Natarajan & Swaminathan K Ramkrish & Co
Tower Bridge House 1, North Bridge Road 19, Bagavantham Street,
St Katharine’s Way High Street Centre, T’Nagar,
London E1W 1DD #19-04/05, Chennai 600 017.
United Kingdom Singapore 179094. India.
Nomad & Registrar:
Nominated Adviser Registrars
Seymour Pierce Limited Computershare Investor Services (Jersey)
20 Old Bailey Ltd
London 31 Pier Road
EC4M 7EN St Helier
United Kingdom Jersey, Channel Islands
JE4 8PW
Legal Advisers:
United kingdom India Singapore
Clyde & Co LLP ALMT Legal Ramdas & Wong
51, Eastcheap Advocates & Solicitors Advocates & Solicitors
London 2, Lavelle Road, 36, Robinson Road
EC3M 1JP Bangalore 560 001 10-01, City House
United Kingdom India Singapore 068877
42