Pyramid Saimira postal ballot

1. Increased in the Authorised Share Capital of the Company from Rs 33,00,00,000/- (Rupees Thirty Three Crores Only) divided into 3,30,00,000 Equity Shares of Rs 10/- each to Rs 50,00,00,000/- (Rupees Fifty Crores Only) divided into 5,00,00,000 Equity Shares of Rs 10/- each & consequential amendments in the Memorandum & Articles of Association of the Company.

2. Alteration in the existing Article 32(a) of the Articles of Association of the Company by substituting the following Articles:

"32.(a) The Board of Directors may, from time to time, decide to pay to Director out of the funds of the Company, by way of Sitting Fees, an amount not exceeding the maximum amount as may be prescribed by the Central Government under Rule 108 of the Companies (Central Government's) General Rules and Forms, 1956 read with Section 310 of the Companies Act, 1956 or any amendment mode thereunder, from time to time, for each such meeting of the Board or any Committee or Sub-committee thereof attended by him"

3. The following article shall be inserted in the Articles of Association of the Company as Article No. 44-f.

"44-f: The Company shall have the power to hold Board or Committee meetings through the means of video or tele-conferencing and also allow Directors to participate in the Board or Committee meetings through the means of video tele-conferencing, subject to the applicable provision, if any, of the Companies Act, 1956 and other regulatory provisions, if any, and all relevant articles with Board or Committee meetings shall be read mutatis mutandis."

4. Authority to Board to make any loan to the following bodies corporate, give any guarantee or provide security in connection with a loan made by any other person to the following bodies corporate, invest in the securities of the following bodies corporate up to overall limit of Rs 2,500 Crores (Rupees Two Thousand Five Hundred Crores only) not withstanding the fact that such amount is in excess of 60% of the paid up share capital and free reserves or 100% of the free reserves whichever is more:

1. Name of the Company: Pyramid Saimira Theatre Chain (M) Sdn, Bhd. Malaysia
- Investment: Rs 200 Crores
- Guarantee: Rs 500 Crores
- Source: Internal accruals, debts, funds raised through private / public offering of securities.

2. Name of the Company: Mallplex Pvt Ltd, India
- Investment: Rs 100 Crores
- Guarantee: Rs 100 Crores
- Source: Internal accruals, debts, funds raised through private / public offering of securities.

3. Name of the Company: Baderawals Pyramid Development Pvt Ltd, India
- Investment: Rs 100 Crores
- Guarantee: Rs 100 Crores
- Source: Internal accruals, debts, funds raised through private / public offering of securities.

4. Name of the Company: Pyramid Saimira Productions Ltd, India
- Investment: Rs 100 Crores
- Guarantee: Rs 200 Crores
- Source: Internal accruals, debts, funds raised through private / public offering of securities.

5. Name of the Company: Pyramid Saimira Content Fund Management Company Pvt Ltd, India
- Investment: Rs 100 Crores
- Guarantee: Rs 500 Crores
- Source: Internal accruals, debts, funds raised through private / public offering of securities.

6. Name of the Company: Pyramid Saimira Entertainment Ltd, Singapore
- Investment: Rs 200 Crores
- Guarantee: Rs 100 Crores
Source: Internal accruals, debts, funds raised through private / public offering of securities.

6. Name of the Company: Pyramid Saimira Entertainment America, Inc., USA
- Investment: Rs 100 Crores
- Guarantee: Rs 100 Crores
Source: Internal accruals, debts, funds raised through private / public offering of securities.

The Board of Directors of the Company at its meeting held on November 10, 2007 has appointed Mrs. Kalyani Srinivasan, Practicing Company Secretary in as the Scrutinizer for conducting the Postal Ballot voting process in a fair and transparent manner.

The Postal Ballot form duly completed should reach the scrutinizer on or before December 22, 2007. The scrutinizer will submit his report to the Chairman after completion of the scrutiny and the results of the postal ballot will be announced by the Chairman on December 24, 2007.