BODHI TREE MULTIMEDIA LIMITED — AGM Information 2021

Sep 7, 2021

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Date: 07.09.2021

To,

The Listing Compliance National Stock Exchange of India Ltd. Exchange Plaza, C-1, Block G, Bandra Kurla Complex, Bandra (E) Mumbai – 400 051

SYMBOL: BTML

Sub: Outcome of the Meeting of Board of Directors held on Tuesday, 7[th] September, 2021 at 02:30 pm.

Dear Sir/Madam,

Pursuant to Regulations 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule III of the said Regulations, we inform you that the Board of Directors of the Company at its meeting held today, i.e. Tuesday, September 7, 2021, inter alia, has approved the following items:

1. Fixed the Date, Time and Venue of 8[th ] Annual General Meeting (AGM) as Thursday, 30[th] September, 2021 at 11:30 A.M. at the Registered Office of the Company situated at 507, Reliable Business Centre Jogeshwari (West) Mumbai 400102.

2. Considered and Approved the Director’s Report for the Financial Year ended 31st March, 2021 and Draft Notice of 8[th ] Annual General Meeting of the Company.

3. Considered and Approved the Appointment of M/S Jaymin Modi & Co as the Scrutinizer of the 8[th] Annual General Meeting of the Company to be held on 30[th] September, 2021.

4. In Compliance with the provisions of Regulation 42 of the listing regulations, we hereby inform you that Board of Directors in their meeting held on Tuesday, September 7, 2021 has decided that the Register of Members & share Transfer Books of the Company will remain closed from Friday, 24[th] September 2021 to Thursday, 30[th] September 2021 (both days inclusive) for the purpose of Annual General Meeting (AGM) of the Company to be held on 30[th] September, 2021.

5. Considered and Approved the Appointment of M/S S Khasgiwala & Co., Chartered Accountants as the Internal Auditor of the Company for the Financial Year 2021-22 pursuant to the provisions of Section 138 of the Companies Act, 2013.

6. Considered and Approved the Calendar of Events for 8[th] Annual General Meeting of the Company.

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Encl:

• I. Notice of 8[th ] Annual General Meeting of the Company to be held on Thursday, 30[th] September, 2021.

• II. Firm Profile of M/S S Khasgiwala & Co

We further inform you that the Board Meeting commenced at 02:30 pm today and concluded at 03:00 pm.

Kindly take same on your records.

Thanking You,

For BODHI TREE MULTIMEDIA LIMITED

MAUTI Digitally signed by MAUTIK TOLIA Date: 2021.09.07 K TOLIA 15:03:31 +05'30' MAUTIK AJIT TOLIA MANAGING DIRECTOR DIN: 06586383

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NOTICE

NOTICE IS HEREBY GIVEN THAT THE 8[TH] ANNUAL GENERAL MEETING OF THE MEMBERS OF BODHI TREE MULTIMEDIA LIMITED WILL BE HELD ON THURSDAY 30[TH] SEPTEMBER 2021 AT 11.30 AM AT THE REGISTERED OFFICE OF THE COMPANY SITUATED AT 507, RELIABLE BUSINESS CENTRE JOGESHWARI (WEST) MUMBAI 400102 TO TRANSACT THE FOLLOWING BUSINESS:

ORDINARY BUSINESS:

Item No. 1Adoption of financial statements:

To receive, consider and adopt the audited financial statements (including audited consolidated financial statements) for the financial year ended on that date and the Reports of the Directors and the Auditors thereon

Item No. 2 To confirm the payment of Interim Dividends on Equity Shares for the financial year 2020-21 .

Item No. 3 (i) To re-appoint Mr. Mautik Ajit Tolia (DIN: 06586383) who retires by rotation & being eligible offers himself for re-appointment as Director:

To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

“ RESOLVED THAT , pursuant to the provisions of Section 152 (6) and other applicable provisions of the Companies Act, 2013 Mr. Mautik Ajit Tolia (DIN: 06586383) who retires by rotation& being eligible offers himself for re-appointment as Director, be and is hereby re- appointed as a Director liable to retire by rotation.”

Item No. 3 (ii) To re-appoint Mr. Sukesh Devdas Motwani (DIN: 06586400) who retires by rotation & being eligible offers himself for re-appointment as Director:

To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

“ RESOLVED THAT , pursuant to the provisions of Section 152 (6) and other applicable provisions of the Companies Act, 2013 Mr. Sukesh Devdas Motwani (DIN: 06586400) who retires by rotation& being eligible offers himself for re-appointment as Director, be and is hereby reappointed as a Director liable to retire by rotation.”

Date: 07th September 2021 Place: Mumbai

By order of the Board For Bodhi Tree Multimedia Limited Sd/Mr. Mautik Ajit Tolia Chairman & Managing Director DIN 06586383

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NOTES: -

1. A shareholder entitled to attend and vote at the Annual General Meeting (AGM) is entitled to appoint a proxy to attend and vote on poll on behalf of him and the proxy need not be a member of the Company. The instrument of proxy in order to be effective, must be deposited at the Corporate Office of the Company, duly completed and signed, not less than 48 hours before the commencement of meeting. A person can act as proxy on behalf of shareholders not exceeding fifty (50) in number and holding in aggregate not more than 10% of the total share capital of the company.

2. Corporate shareholders intending to send their authorized representatives to attend the AGM are requested to send a certified copy of the board resolution authorizing their representative to attend and vote on their behalf at the AGM.

3. During the period beginning 24 hours before the time fixed for the commencement of the meeting and ending with the conclusion of the meeting, a member would be entitled to inspect the proxies lodged with the Company, at any time during the business hours of the Company, provided that not less than three days of notice in writing is given to the Company.

4. The register of directors and key managerial personnel and their shareholding maintained under Section 170 of the Companies Act, 2013, and the register of contracts or arrangements in which directors are interested, maintained under Section 189 of the Companies Act, 2013, will be available for inspection by the members at the AGM.

5. In terms of the provisions of section 152 of the Companies Act, 2013, Mr. Mautik Ajit Tolia, Managing Director & Mr. Sukesh Devdas Motwani Wholetime Director retires by rotation & being eligible offers herself for re-appointment as Director at the AGM. Nomination and Remuneration Committee and the Board of Directors of the Company recommend their re-appointment. Details of the Directors retiring by rotation/ seeking re-appointment at the ensuing meeting are provided in the Notice.

6. The cutoff date for dispatch of Annual Reports to shareholders is 08th September 2021 .

7. The Register of Members and the Share Transfer Books of the Company will remain closed from, Friday, 24[th] September 2021 to Thursday, 30th September 2021 (both days inclusive). For the purpose of Annual General Meeting for the financial year ended 31st March 2021.

8. Notice of the AGM along with the Annual Report 2020-2021 is also being sent through electronic mode to those Members whose email address is registered with the Company/ Depositories. Members may note that the Notice and Annual Report 2020-2021 will also be available on the Company’s website www.bodhitreemultimedia.com website of the Stock Exchange, i.e. on NSE - National Stock Exchange of India Ltd at www.nseindia.com. For receiving all communication (including Annual Report) from the Company electronically members are requested to register/update their email addresses with the relevant Depository Participant.

9. Shareholders/proxies are requested to bring their copies of the Annual Report to the AGM and the attendance slip duly filled in for attending the AGM.

10. Shareholders are requested to intimate, immediately, any change in their address or bank mandates to their depository participants with whom they are maintaining their demat accounts.

11. SEBI has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit their PAN to their depository participants with whom they are maintaining their demat accounts.

12. Pursuant to section 72 of the Companies Act, 2013, members are entitled to make a nomination in respect of shares held by them. Members desirous of making a nomination, pursuant to the Rule 19(1) of the Companies (Share Capital and Debentures) Rules, 2014 are requested to send their requests in Form No. SH-13 to the Registrar and Transfer Agent of the Company. Further, members desirous of cancelling / varying nomination pursuant to the Rule

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19(9) of the Companies (Share Capital and Debentures) Rules, 2014, are requested to send their requests in Form No. SH- 14, to the Registrar and Transfer Agent of the Company.

1. All documents referred to in the accompanying notice will be available for inspection at the corporate office of the company during business hours on all working days up to the date of declaration of the result of the 08th AGM of the Company.

2. In case of joint holders attending the AGM, the shareholder whose name appears as the first holder in the order of name appears as per the Register of Members of the Company will be entitled to vote.

3. The Route map to the venue of the AGM is published in the Annual Report.

Additional Information on Directors recommended for appointment/re-appointment as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Name of the Director	Mautik Ajit Tolia	Sukesh Devdas Motwani
Date of Birth	07/08/1978	21/11/1974
Date of appointment	04/07/2013	04/07/2013
Expertise in specific functional area	He has more than 20 years of vast and varied experiencein media and entertainment sector	He has rich experience of 20 years in the media and Entertainmentfield.
Qualifications	BA in Economics, Mumbai MA in Media Communication Studies, UK Msc Econ – International Politics, UK PLAM (Program on Leading And Managing),IIM Kolkata	Bachelor of Engineering (Electronics)
Other Companies in which Directorship is held as on March 31, 2021	Sumukha Bodhitree Entertainment Private Limited	Nil
Chairman of Committees formed by Board of Other Companies on which he is a Director as on March 31, 2021	Nil	Nil
Members of Committees formed by Board of Other Companies on which he is a Director as on March 31, 2021	2	1
Shareholding in the Company as on March 31, 2021	854995 Equity Shares	5000 Equity Shares

By order of the Board For Bodhi Tree Multimedia Limited Sd/Mr. Mautik Ajit Tolia Date: 07th September 2021 Chairman & Managing Director Place: Mumbai DIN 06586383

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BODHI TREE MULTIMEDIA LIMITED

CIN:U22211MH2013PLC245208

Registered Address: 507, Reliable Business Centre Jogeshwari (West) Mumbai 400102. Tel: +91-22-40101293 Website:www.bodhitreemultimedia.com Email: info@bodhiTreemultimedia.com

Attendance Slip

To be completed and handed over at the entrance of the meeting. Name and Address of Shareholder Folio No. No. of Shares Client ID

I hereby record my presence at the 8th Annual General Meeting of the Company held on Thursday 30th September 2021 at 11.30 am at the registered office of the Company situated at 507, Reliable Business Centre Jogeshwari (west) Mumbai 400102.

_______ Signature of the Shareholder or Proxy Note: Please fill up this attendance slip and hand it over at the entrance of the meeting hall. Members are requested to bring their copies of the Annual Report at the meeting.

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BODHI TREE MULTIMEDIA LIMITED

CIN:U22211MH2013PLC245208

Registered Address: 507, Reliable Business Centre Jogeshwari (West) Mumbai 400102. Tel: +91-22-40101293 Website:www.bodhitreemultimedia.com Email: info@bodhiTreemultimedia.com

PROXY FORM Name of the Member(S): Registered Address: Email –id: Folio No. Client ID: DP ID: I/We being the member (s) of __shares of the above-named Company hereby appoint 1. Name: __________ Address: __________ Email-id: __________ Signature: __________or failing him 2. Name: ____________ Address: __________ Email-id: __________ Signature: __________or failing him 3. Name: ___________ Address: __________ Email-id: __________ Signature: ______________or failing him

As my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 9th Annual General Meeting of Bodhi Tree Multimedia Limited to be held on the Thursday 30th September 2021 At 11.30 am at the registered office of the Company situated at 507, Reliable Business Centre Jogeshwari (West) Mumbai 400102 and at any adjournment thereof in respect of such Resolutions as are indicated below:

Item No.	Resolutions		Optional
		For	Against
OrdinaryBusiness
1	Adoption of financial statements:
2	To confirm the payment of Interim Dividends on Equity Shares for the financialyear2020-21.
3 (i)	To re-appoint Mr. Mautik Ajit Tolia (DIN: 06586383) who retires by rotation & being eligible offers himself for re-appointment as Director:
3 (ii)	To re-appoint Mr. Sukesh Devdas Motwani (DIN: 06586400) who retires by rotation & being eligible offers himself for re-appointment as Director:
Signed this….................................… day of…..................…….............2021 Signature of shareholder ................................................................... Signature of Proxy holder(s) ...........................................................
			Affix Revenue Stamp

Note:

(i)This form of proxy in order to be effective should be duly completed and deposited at the registered office of the company not less than 48 hours before the commencement of the meeting.

(ii)For the resolutions explanatory statements and notes please refer to the notice of Annual General Meeting.

(iii)It is Optional to put ‘X’ in the appropriate column against the Resolutions indicated in the Box. If you leave the ‘For’ or ‘Against’ column blank against any or all resolution your proxy will be entitled to vote in the manner as he / she thinks appropriate.

(iv)Please complete all details including details of member(s) in the above box before submission.

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BODHI TREE MULTIMEDIA LIMITED

CIN:U22211MH2013PLC245208

Registered Address: 507, Reliable Business Centre Jogeshwari (West) Mumbai 400102. Tel: +91-22-40101293 Website:www.bodhitreemultimedia.com Email: info@bodhiTreemultimedia.com

Assent/Dissent Form for Votingon AGM Resolutions	Assent/Dissent Form for Votingon AGM Resolutions
1.Name(s) & Registered Address of the sole/first named member
2.Name(s) of the Joint-Holder(s): (if any)
3. i)Registered Folio No: ii)DPID No & Client ID No. (Applicable to members holding shares dematerialized form)
4. Number of Shares(s)held

I/ We hereby exercise my/our vote in respect of the following resolutions to be passed for the business stated in the Notice of the Annual General Meeting held on Thursday 30th September 2021 At 11.30 am at the registered office of the Company situated at 507, Reliable Business Centre Jogeshwari (West) Mumbai 400102 by conveying my/ our assent or dissent to the resolutions by placing tick (√) mark in the appropriate box below:

Item No.	Resolutions	Optional	Optional
		For	Against
OrdinaryBusiness
1	Adoption of financial statements:
2	To confirm the payment of Interim Dividends on Equity Shares for the financialyear2020-21.
3 (i)	To re-appoint Mr. Mautik Ajit Tolia (DIN: 06586383) who retires by rotation & being eligible offers himself for re-appointment as Director:
3 (ii)	To re-appoint Mr. Sukesh Devdas Motwani (DIN: 06586400) who retires by rotation & being eligible offers himself for re-appointment as Director:
Place Date Notes:	Signature of the Shareholder Authorized Representative

• i) Last date for receipt of Assent/ Dissent Form is 29th September 2021 (5.00 pm IST)

ii) Please read the instructions printed overleaf carefully before exercising your vote.

Instructions for voting physically on Assent / Dissent Form :

1. A member desiring to exercise vote by Assent/Dissent should complete this Form (no other form or photocopy thereof is permitted) and send it to the Scrutinizer at their cost to reach the Scrutinizer at the registered office of the Company on or before the close of working hours i.e. 5.00 pm on 29[th] September 2021. All Forms received after this date will be strictly treated as if the reply from such Member has not been received.

2. This Form should be completed and signed by the Shareholder (as per the specimen signature registered with the Company/ Depository Participants). In case of joint holding this Form should be completed and signed by the first named Share holder and in his absence by the next named Shareholder.

3. In respect of shares held by corporate and institutional shareholders (companies trusts societies etc.) the completed Assent/ Dissent Form should be accompanied by a certified copy of the relevant Board Resolution/ appropriate authorization with the specimen signature(s) of the authorized signatory (ies) duly attested.

4. The consent must be accorded by recording the assent in the column “FOR” or dissent in the column “AGAINST” by placing a tick mark (√) in the appropriate column in the Form. The assent or dissent received in any other form shall not be considered valid.

5. Members are requested to fill the Form in indelible ink and avoid filling it by using erasable writing medium(s) like pencil.

6. There will be one Assent/ Dissent Form for every folio / Client id irrespective of the number of joint holders.

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1. A member may request for a duplicate Assent/ Dissent Form if so required and the same duly completed should reach the Scrutinizer not later than the specified under instruction No.1 above.

2. Members are requested not to send any other paper along with the Assent / Dissent Form. They are also requested not to write anything in the Assent/ Dissent form except giving their assent or dissent and putting their signature. If any such other paper is sent the same will be destroyed by the Scrutinizer.

3. The Scrutinizers decision on the validity of the Assent/ Dissent Form will be final and binding. Incomplete unsigned or incorrectly ticked Assent/ Dissent Forms will be rejected.

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ROUTE MAP OF THE AGM VENUE

Venue: 507, Reliable Business Centre Jogeshwari (West) Mumbai 400102.

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1 Firm Profile

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S Khasgiwala & Co. Chartered Accountants

Office :

B-715, Jaswanti Allied Business Centre, Ramchandra Lane, Kanchpada, Malad West, Mumbai – 400 064

Contact information. Office : +91-22-2888 8442 Mobile : +91- 98925 28442

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~~Profile~~

S. Khasgiwala & Co, Mumbai

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2 Firm Profile

Introduction

CA Sumit Khasgiwala is proprietor of the firm S Khasgiwala & Co established in the year 2010 has post qualification experience of more than 12+ years. The firm has extensive experience in Accounting, Statutory Audit, Internal Audits, Taxation, Company Law matters, Income tax representations, Advisory services, Management Consultancy and other financial consultancy services.

We are successfully handling the service solutions that assist us in providing complete guidance to our clients at every stage as desired by them, thus helping us achieve high satisfaction levels. The firm’s growth is attributable to our unwavering attention on quality of service we offer and emphasis we put on constant up gradation of our technical and professional capabilities.

Our Vision

Our vision is to be the pioneer to deliver professional excellence by providing value addition that result in maximizing the customer satisfaction with utmost ethics, integrity & professional standards laid by ICAI.

Our Services

1. Accounting Services & MIS Reporting

We offer highly efficient accounting services which are provided by us for all our clients. We also offer design, implementation and review of accounting model. Apart from that we also serve MIS reports to our clients periodically as per their need.

2. Auditing & Assurance Services

We are competent professionals in our team who are efficient in auditing and assurance services. Our wide range of services is aimed for financial stability of the clients and takes care of the decision making abilities. Our emphasis is on ensuring strong internal control systems to minimize the risk of accidental or deliberate errors and omissions. Safeguarding of assets, adequate division of authority over key control areas and compliance with internal operating policies and guidelines are other focus areas of our procedures. Our objective is to ensure that resources of the organization are optimized to deliver maximum possible value

• Statutory audit

• Internal audit & concurrent audit

• Compliance with management controls

• Systems and process improvements

• Management audit

• Income & Expenditure audit

• Bank & Stock audit

• Due Diligence

S. Khasgiwala & Co, Mumbai

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3 Firm Profile  Certification work.

3. Company Law Matters Consultancy

Every company according to the laws of the land need to register with the registrar of companies and it is also necessary with documents for various statutory requirements. We have experts having experience in offering our clients with consultancy on company law matters. Our wide range of products includes reformation, maintenance and compliance of statutory records etc.

• Formation of company in India, viz, Private Limited, Public Limited, Subsidiary Co. Government Co., Joint Venture Co., Holding Co., Foreign Co., etc.

• All matters related with Registrar of Companies & Company Law Board

• Maintenance & compliance of Statutory Record

• Consultancy in above matters

4. Income Tax Services

We specialize in providing Income tax services to individuals, small scale and medium scale businesses which are highly effective and efficient. Our range of services include preparation of returns, getting assessment done, TDS and withholding tax compliance, fringe benefit tax compliance and income tax appeals before CIT and ITAT. We assist companies in preparing a defence against possible future inquiries from revenue authorities by assessing the current transfer pricing policies. The potential risks can then be evaluated and if required, appropriate corrective actions can be implemented.

• Preparation of return

• Getting assessment done

• Consultancy in tax matters & tax planning

• TDS & Withholding tax compliance

• Income tax Appeals before CIT (Appeals) and ITAT

5. VAT & GST Matters Consultancy

We advise on GST matters which has become extremely vital in present day scenario and has proved to be highly beneficial for them. We provide pin to plane services under GST that includes registration, filing of periodicals returns, assessment, issue of necessary forms and appeals

• Registration

• Filing of periodicals returns

• Assessment

• Issue of necessary forms

• Audit

• Appeals

6. Management Consultancy and other ad-hoc Management Support

The Firm provide management support, in case of start-ups and also facilitate their finance requirements. We have expertise in the team that supports the management to streamline derailed activity and once streamlined transfer back to management for ongoing routine

S. Khasgiwala & Co, Mumbai

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4 Firm Profile

business functions. We carefully manage the work provided to us completed within provided time frame and with utmost management satisfaction.

• Work is to be performed by experienced professionals

• Cost is known and fixed

• A long-term commitment is not required

• Expectations and deadlines are mutually agreed and consistently met

• Experts are always available for special projects

• A logical, orderly, and neat filing system is established and maintained

• If full-time staff is eventually required, we can help with recruiting and training

• After our assignment is completed, we are always available for special projects

Human Capital

CA Sumit Khasgiwala, both are is qualified Fellow Chartered Accountant and has the expertise in dealing with various business issues for more than 12 years. We have well qualified trained and strongly motivated team of over 12 personnel professionally qualified, semi qualified and experienced paid personnel who have expertise in the aforesaid fields. We keep ourselves abreast of all changes and development in the fields in which we deal.

The Firm has alliance with experienced and trained personnel whose services are availed on need base which includes Legal Advisors, Income Tax Officials, Bankers, Valuers, Company Secretaries and also Chartered Accountants on our list having expertise in different fields.

Clientele

The services that we provide are based upon knowledge and understanding of the local and international market conditions at the macro and micro levels. In particular our office is staffed by people who understand the business culture, management requirements and multiple laws and possess the professional expertise that the market demands. Our aim is to build a niche for ourselves as a single window access professional concern. Our philosophy is based upon building deep and long lasting relationships rather than to seek profit exclusively from short-term opportunities.

Key Industries served:

• Manufacturing

• FMCG Retailers/ Distributors

• Stock Brokers & Financial Consultancy Services

• Medical and Health Care

• Food Processing

• Real Estate & Construction

• Hotels, Travel, Tourism & Leisure

• Artists, Media and Entertainment

• Law Firms

S. Khasgiwala & Co, Mumbai

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