UFO MOVIEZ INDIA LTD.

UFO Moviez India Limited (UFO) was originally incorporated as a Private Limited Company as 'Valuable Media Private Limited' and received a Certificate of Incorporation dated June 14, 2004 from the Registrar of Companies, Maharashtra at Mumbai. Thereafter, the name of the Company changed to 'UFO India Private Limited' and a fresh Certificate of Incorporation was issued by the Registrar of Companies, Maharashtra at Mumbai on August 31, 2006. The Company converted into a Public Company and its name was changed to 'UFO India Limited' vide certified issued by the Registrar of Companies, Maharashtra at Mumbai on November 10, 2006. Further, pursuant to the scheme of amalgamation approved by the Delhi High CThet through its order dated May 19, 2008, UFO Moviez Limited, the erstwhile holding company, was amalgamated with and into UFO India Limited and subsequently, the name of Company was changed to UFO Moviez India Limited on June 12, 2008. The Company is into the business of providing digital cinema services. Incorporated in 2004, the company in 2005 entered into the first agreement for appointment of an exhibition franchisee in connection with the installation of E-Cinema digital cinema system and launch of digital cinema business of the Company in India. In 2006, Edridge Limited (a subsidiary of UFO Moviez Limited (formerly known as Zefaan Media Private Limited) acquired a 51% stake in UFO International Private Limited, the entity holding software and intellectual property related to UFO-M4 technology, from DG2L Technologies Pte. Ltd., Singapore. In 2008, the company launched its in-cinema advertising platform. The company also signed agreement with Southern Digital Screenz India Pri vate Limited ('SDS') for installation of UFO-M4 digital cinema systems in southern India. In 2010, the company got First non-film application of UFO M4 technology in which the Company acted as the technology service provider for enabling exhibition of live cricket matches in theatres across the country in 2D and 3D formats. In 2011, the company made Investment in SDS and DCI solution provider Scrabble Entertainment Limited ('Scrabble') and also launched operations in U.A.E., Bahrain, Kuwait, Qatar, Lebanon, Oman and Jordan through the Subsidiary, SEJLT. In 2013, the company incorporated SVLLC and SVM, the Associates, to launch operations in North America (USA and Mexico). In 2014, the company entered into an agreement for acquisition of VDSPL and in 2015 the company completed acquisition of 80% interest of VDSPL. Post listing of UFO's equity shares on the stock exchanges with effect from May 14, 2015 it ceased to be a foreign owned and controlled company in terms of the provisions of Foreign Exchange Management Act (FEMA). In April 2015, the Company came up with an IPO of 9,600,000 Equity Shares by raising equity funds from public aggregating to Rs 600 Cr, through Offer for Sale. During the financial year ended 31 March 2016, UFO digitally delivered 1,738 movies in 25 languages to 5,034 screens with an aggregate seating capacity of approximately 2.15 million viewers spread across 30 States and Union territories in India and in Nepal. During the year, UFO's in-cinema Advertisement platform delivered an estimated viewership of over 10 million on a monthly basis. During the year under review, as many as 2,556 advertisers, both from the private and government sector, advertised on UFO's network, compared with 1,724 advertisers in the previous fiscal. During the year under review, Caravan Talkies added 90 vans taking the total count to 114 vans out of which 91 vans became operational. During the year under review, UFO also launched a Franchise brand - NOVA CINEMAS under VDSPL for creating new growth lever for the company, which is also the company's long-term vision. Through NOVA CINEMAS, UFO focuses on creating additional UFO customer base in India by providing end-to-end consulting services to local entrepreneur to develop new exhibition centers. UFO made an investment of Rs. 140 million in Southern Digital Screenz India Private Limited (SDS), a subsidiary company of the company, by purchasing 680,117 (representing 15.82% of equity share capital of SDS) equity shares from existing shareholders of SDS on June 20, 2016. Post this acquisition, SDS became a wholly owned subsidiary of the Company. In July 2016, the Scheme of Arrangement for the Amalgamation of Company's wholly owned subsidiaries including step down subsidiaries namely Southern Digital Screenz India Private Limited, V. N. Films Private Limited, Edridge Limited and UFO International Limited were merged with the Company and the Scheme was made effective June 29, 2018. During the financial year ended 31 March 2017, UFO digitally delivered 1,790 movies in 25 languages to 5,105 screens with aggregate seating capacity of approximately 2.1 million viewers per show spread across 30 States and Union territories in India and Nepal. During the year, UFO's in-cinema Advertisement platform delivered an estimated viewership of over 100 million eyeballs on a monthly basis. During the year, 2,824 advertisers from the private and Government sector advertised on UFO's network compared with 2,556 advertisers in the previous fiscal year 2016. During the year, Caravan Talkies which operates in rural areas was adversely impacted due to demonetization of high currency notes During the year ended 31 March 2018, UFO made an investment of Rs. 1 Lac in PJSA Technosoft Private Limited (PJSA) by purchasing 10,000 (representing 100% of equity share capital of PJSA) equity shares from existing shareholders of PJSA. Post this acquisition, PJSA became a wholly owned subsidiary of the Company. In 2018-19, the Company made an investment of Rs 60 lacs in Valuable Digital Screens Private Limited (VDSPL), a subsidiary company of the Company, by purchasing remaining 2,895 equity shares (representing 20% of equity share capital of VDSPL) from the existing shareholder of VDSPL. Post this acquisition, VDSPL became a wholly owned subsidiary of the Company. Further, Scrabble Entertainment Limited (SEL), wholly owned subsidiary of the Company made an investment of Rs 2,400 lacs in Scrabble Digital Limited (SDL), associate company of SEL, by purchasing 3,95,428 equity shares (representing 66.67% of equity share capital of SDL) from existing shareholders of SDL. Post this acquisition, SDL became a wholly owned subsidiary of the SEL and thereby became step-down wholly owned subsidiary of the Company. Also, Scrabble Audio Visual Equipment Trading LLC - Dubai, an associate company, was incorporated by one of the step-down subsidiary of the Company i.e. Scrabble Entertainment DMCC, with holding of 49% partner's share capital through total investment of Rs 28.27 lacs (AED 1,47,000). In 2019, the Caravan Division of Valuable Digital Screens Private Limited (VDSPL), the wholly owned subsidiary company of the Company was demerged into the Company effective from April 1, 2019. During the year 2023-24, the Company had incorporated two Joint Venture Companies in India with Qube Cinema Technologies Private Limited, namely Upmarch Media Network Private Limited and X86 Media Artists Private Limited. Accordingly, the Company had acquired entire stake of Qube in Upmarch, whereby it became wholly owned subsidiary and divested its entire stake in X86 to Qube, whereby it ceased to be its associate. In 2023-24, the Scheme of Amalgamation amongst wholly owned subsidiaries: Scrabble Entertainment Limited, Plexigo Entertainment Private Limited, Zinglin Media Private Limited and Scrabble Entertainment (Mauritius) Limited with the Company and its respective shareholders was sanctioned via certified copy of NCLT order received on February 1, 2024. The Scheme became operative on February 21, 2024 and the four aforementioned Companies got amalgamated with the Company effective from the said Date.