Dated: 29th September, 2018

1. To, BSE Limited Phirozefeef eebhoy Towers, Dalal Street, Fort, Mumbai -400001.

Thrnuah: BSE Li.r;tina r.1mtre

2.

.. POOJA ~ F" T F RTA I" \fF'\ T

To, Central Depository Services India Ltd., E-Voting Division Marathon Futurex, A-wing, 25th Floor, NM Joshi Marg, Lower Parel (East), Mumbai - 400 013

EVSN: 180825022

SUB: DISCLOSURE OF VOTING RESULTS OF 31ST ANNUAL GENERAL MEETING HELD ON 28.09.2018.

REF: SECURITY ID: POOJAENT. SECURITY CODE:532011. ISIN: INE147C01017

Dear Sir/ Ma'am,

Pursuant to provisions of Section 108 of the Companies Act, 2013, read with Companies (Management and Administration) Rules, 2014, as amended, Regulation 44 of the SEBI (LODR) Regulations, 2015, and Secretarial Standard-2 issued by the Institute of Company Secretaries of India, the Company had provided remote e-voting facility and physical voting through physical ballot on resolutions to its members on the business transacted at the 31st Annual General Meeting of the Members of the Company ("AGM") held on Friday, the 28th day of September, 2018 at 11:15 a .m. at Pinnacle Business Park, CTC 252, 93PT, 94PT, Shanti Nagar, Next to Ahura Center, Mahakali Caves Road, Andheri (East), Mumbai - 400093.

Company had appointed Mr. Balkrishan Pradhan, Practicing Company Secretary as the scrutinizer for the remote e-voting from 25.09.2018 to 27.09.2018 and physical voting through physical ballot on resolutions at the 31st AGM. The Scrutinizer has submitted his Consolidated Report of the total votes cast in favour or against during the remote e-voting and physical voting, a copy of which is attached hereto.

Accordingly, I, Poonam Pokiya, Company Secretary of the Company, on the basis of Consolidated Scrutinizer's Report and on being authorized by Mrs. Deepshikha Deshmukh (Chairman of 31st AGM) in writing in this behalf, hereby declare that all the 4 (Four) resolutions, as set out in the Notice of the 31st AGM of the Company, have been passed with requisite majority by the Members of the Company.

This is for the information of the Exchange and members thereof. You are requested to take same on record.

POOJA ENTERTAINMENT AND FILMS LTD.

Email info@poojaentertainmentandfilms.in

investor@poojaentertainmentandfilms.in

Website poojaentertainmentandfilms.in

Tel. : 022 -2612 1613 / 14 Fax : 022 - 2663 1275

REGO. Orr. : POOJA HOU SE. 5 TH FLOOR , CTS No. 892·893. JUHU TARA ROAD, OPP. J. w. MARRIOTT H OTEL. JUHU, MUMBAI. 400 049. CIN No. L99999M H 1986PLC040559

+91 7666614411 B. K. Pradhan & Associates

28t1'1 September, 2018

The Chairperson, Pooja Entertainment & Filma Limite d, Pooja House, 1st Floor, Cta No. 892-893, Juhu Tara Road, Opp. J. W. Marriott Hotel, Juhu, Mumbai -400049

Company Secretaries M.Com1 L.1 .. R, FCS

Sub: Scrutinher's Repprt on the voting procesa conducted for 3tat Annual General Meeting of Shareholders of Pooja Entertainment & Films Limited held on 28th September , 2018.

Dear Sir,

Pooja Entertainment & Film• Limited ("the Company"), has, vide resolution of its meeting of the Board of Directors dated Q6th August, 2018, appointed the undersigned as the Scrutini7..cr to ensure that the process of remote e-voting and physical voting through ballot on the resolutions contained in the notice dated Uoth August, 2018 (".Notice") at the Jlat Annual General Meeting held on 28111 8~pl ~mh~r1 2018 (AGM), as required under Section 108 rP.ad with Rule 20 & 21 of U1e Companies (Management and Administration) Rules, 2014 of the Companies Act, 2013 ("the Act") as amended from time to time Regulation 44 of SEBJ (Listing Obligations and Disclosure Requirements), Regulations, 2015, he carri(."C) ou 1 in I he~

fair and tranAparent manner.

The managemcul uf Lhe Company i::t rc~puu~iule:: Lu t:JH:n.l1e Uu; compliance whh U1e

requirements of Companies Act, 2013 and Rules, made there under and the applicable provisions of the SEBT (Listing Obligations and Disclosure Requfremenl~), Regulations, 2015 relating to remote e-voting and physical voting through ba11ot on the resolutions contained in the aforesaid Notice of the 31 111 Annual General Meeting (AGM) of the members of the Company. My responsibility Rs a s(;rutinizer is to scrutinize a nd ensure that the voting done is done in a fair and transparent manner and to make a Consolidated Scrutinizer's Report on the vote cast "in favour" or "against" the resolutions, based on the reports generated from thee-voting system of Central Depository Services (India) Limited (CDSL) and of voting thro~ ·

::l~:~::o::r :.:~::~::: :: :~~:~::o::n:•:~:: ?l ~~:5~ l under Section 102 of the Act was sent to Members (i.e by courier,~S- ed Po . l/J Registered Post or through e-mail) for seeking approval of members bu fo owing resolutions:

Unit No. 9, 3rd Floor, Jndumati Apt., Opp.Gokhale School, Shimpoli Road, Borivali West, Mumbai - 400 092. Ph: +91 7666614411 • Email: bkpradhan21@gmall.com I balkrfshant!bkpgroup.co.ln • Website: www.bkpgroup.in

+91 7666614411 B. K. Pradhan & Associates Compally Secrch1rics

M.Com, L.LB, FCS

1. Resolution No. 1 as an Ordinary Resolution to consider and adopt the Audited Financial Statement for the year ended 31sL March, 2018 together with Report of the Board of Director's and the Auditor's thereon.

2. Rc~iolution No. 2 aa l\11 Ordinal)' Re~vlu.Liuu Lu ttytJu.i.ul a Dir't!clor in place of Mr. Vashu Bhagnani (DIN: 0004348 l), who retires by rotation and, being eligible, offers himself for re-appointment.

3 . Resolution No. 3 as an Special R~solution to appoint Mrs. Puja Bhagnani as the Managing Direct.or or the company.

4. Resolution No. 4 as an Special Resolution to make lnveslmcnt(s), Loan Gaurantee and security in excess of limits specified under section 186 of Companies Act,2013.

The Company pmviclt:<l the remote e-Voting facility offered by CDSL to cai:Jt votes on aforesaid resolutions through e-Voting by the members of the Company punluant to the provisions of Clause 44 of the SEBI (LODR) Regulations, 2015. The Company also made available the physical ballots at the 3lal AGM to the Shareholder to enable them to vote through physic.al ballots on the aforesaid resolutions. }{emote c­voting facilities were mad~ uvailnble to shSJ'Chol<fora of the Company to exerciar. their voting rights from 9.00 a .m. of 251

" September) 2018 and ends on 5.00 p.m. on ~71h

September. 2018. Accordin~ly t:-votcs casted uplo 5.00 p .m. on 27tl1 Septe1nher1

2018 have been con~idered for my scrutiny. Further, the votes casted at the 31?:t AGM throu~h physical ballots have also been considered for my Ar.rt1itiny.

After the conclusion of the AnrntaJ General Meeting, first thP. votinr, conducted through physkiil ballot at the meeting was unblocked in the presence of two witnesses not in employment of the Company, namely Ms. Kavita Ashok Jain and Ms. Nandini Gupta and thereafter vote casted through remote e-voting had been

unblocked in the presence of two witnesses not in employment of the Company, namely Ms. Kavita Ashok Jain and Ms. Nandini Gupta. A summary of the votes cast by shareholder through remote e-voting and physical ballot (i.nclu<ling ballots received through post) at the 31 at Annual General Meeting with their pattern of voting is as per Annexure annexed to th is Report.

Unit No. 9, 3rd Floor, lndumati Apt., Opp.Gokhale School, Shimpoli Ro.id, 8ori~li We5t, Mumbai • 400 09Z. Ph: •91 76666144ll• fmail: bkp@dhan'1tft?email.com I balkris;han@bkpgroup.co.in • Web51tc: www.bkpgroup.in

+91 7666614411 B. K. Pradhan & Associates Company Secretaries

l\LCom, L.L.B, FCS authorized by the Chairperson in \Vriting) and who hAA al!W countersigned here under in token Lhcrcof.

Thanking yout Yours sincerely,

For B.K. Pradhan & Associates Company Seotet~ries

.... . ' t~

We U1e undersigned witne::>:)es that reports were unblocked from e-voting website of CDSL (https://'-vww.evotingindia.com) in our presence at 28th September, 20 18 .

. '{J.r

(N~upta) (Kavita Ashok Jain)

Unit No. 9, 3rd Floor, lndumatl Apt., Opp.Gokhate Schoo~ ~him poll Road, Borivali West, Mumbai - 400 092. Ph: +91 7666614411 • Em<1il: J2!pradhan21@gma1f.com I balkrishan@bkpgroup.co.i!J • Website: www.bkpgroup.in

~------- - - - - - - - - - - - - - - - -- - - - - - - - -

+91 7666614411 B. K. Pradhan & Associates Company Secrel11rics

M.Com, L.L.B, 1•cs

The s ummary of the votes cast through e-Voting confinnations and Physical Ballot received for each of the resolutions is given below:

For Resolution 1: As an Ordinary Resolution to com>ider and adopt the Audited Financial Statement for the year ended 3181 March, 2018 togP.thP.r with Report of the Doard of Director's and the Auditor's thereon. Sr. No . 1. 2.

3.

-4.

Particulars

Vol~~ r:a~I lhro ugh physical hAllot nfirn'lations received e-Voling Co

Total Less: Invalid Ballot/e-Voling confirmations Net Valid Physical Ballot Forms' e -Voti ng ___ _ _

(i)

(ii)

Phy8ic· Voting Resolu

al Ballot Forms/ e· with a~~ent for the Lion

0/u of As sent

Physic Voting the Re.·

al Ballot ~"orms/ e wilh disHt!nt for

solution {Y.1 of ni sscnt

- ---Resolution No. 1

o . of Ballots/ No. of E-Vottng Shares vot ed

15 2951 2S 4378680 40 4381631 0 0

40 43816~1

40 4381631

- 100°/., 1 ~

- 0

- QO/o

For Resolution 2 : As an Ordinruy Resolution to appoint a Director in place of Mr. Vashu Ohagnani (DIN: 00043481), who retires by rotation and, being eligible, offers him self for re-appointment.

Sr. I Partlculara No . 1. Votes cast through ph_ysical ballot 2 . e-Voting Confirmations receive<l - Total -3. Less: Invalid Ballot/e-Voting

confi rmations 4 . Net Valid Physical Ballot

Forms/ e-Votlng (i) Physical Ballot Forms/ e-

Voting with assent for the Resolution % of Assent

(ii) Physical Ballot Forms/ c-Voting with dissent for the Resolution % of0issent

Resolution No. 2 No. of Ballots/

it.Voting 15 25 40 0

-40 -, 40

-,_ -

-

No. Shares

of vot ed 1 2QS

43786 43816

0

43816

43816

80 31

31

100° Vo

0

0%

Untt No. 9, 3rd Floor, lnd umatl Apt., Opp.Golthale School, Shim poll Road, Borivah West, Mumbai - 400 092. Ph'. +91 7666614411• Email: bkpradhan2l tmma1I com I batknsh~n@bkpgroup.co.in • Website· www bkpgroup.m

+91 7666614411 B. K. Pradhan & Associates Company Secretaries

M.Com, L.L.B, FCS

For Resolution 3: As an Special Resolution to appoint Mrs. Puja Bhagnani as the Managing Director of the company. Sr. Part ioulars No

.~ cast through physical ballot 1. Vot~

?. . c-Vo Tota

Lin~ Cunfll'lilations r~c:dvr:ci 1

Invalid Ha11ot/ e-Voting 3 . Less confi irmations

4 . Net Funn

(i)

{ii )

Valid Physical Ballot s 119-Votlng

Physical Da.llot. f<'onns/ e Voting with assent for the Resolution 0/c, of Assent

Physical Ballot Forms/ c-Voting with dissent for tht' Resolution 0/n or Di~~cnt

-

Reaolution No. 3 No. of Ballots/ I No. of

E-Votlng Shares voted -15 2951 -?!i 4::\7A6RO

40 4381631 0 0

- . 40 4381631

40 4381631

- 100% --- 0

-- 0%

For Resolution 4 : As an Special Resolution to make lnvestmcnt(s). Loan Gauranlee and security in excess of limits specified under section 186 of Companie8 Act,2013. Sr. Particulars Resolution No. 4 -No. No. of Ballot•/ No.of

E-VotJng Shares voted 1. Votes cai:;l lhrough physica1 ballot 15 2951 2. e-Voting Confirmations received 25 4378680 -- Total 40 4381631 3. Les~: Tnvalid Hallot/ e-Vot.ing 0 0

confirmations . 4. Net Valid Physical Ballot 40 4381631

i---Form~/ a-Voting .

(i) Physical Ballot Forms/ e- 40 43816~1

Voting with assent for the Resolution % of Assent - 100%

(ii) Physical Ballot Forms/ e- - 0 Voting with dissent for the Resolution % of Dissent - 0%

-

Unit No. 9, 3rd Floor, lndumat1 Apt., Opp.Gokhale S<.huul, Shimpoll Road, Bortvall West, Mumbai · 400 092. Ph: +91 7666614411• Email: bkproidhan21@gmail.90m I balkdsh!n@bkpgroup.co in • Website: www.bkpgroup.ln