We have audited the accompanying standalone financial statements of GV Films Limited ("the
Company"), which comprise the Balance Sheet as at 31st March, 2025, the Statement of Profit
and Loss (including other comprehensive income), the Statement of Changes in Equity and the
Statement of Cash Flows for the year then ended, and notes to the financial statements,
including a summary of the material accounting policy information and other explanatory
information.

In our opinion and to the best of our information and according to the explanations given to us,
except for the effect of matters described in the Basis for Qualified Opinion section of our
report, the aforesaid standalone financial statements give the information required by the
Companies Act, 2013 ("Act") in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India including Indian
Accounting Standards ('Ind AS') specified under Section 133 of the Act, of the state of affairs
of the Company as at 31st March 2025, and its loss, total comprehensive income, the changes
in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

Indian Accounting Standards (IND AS 19) on Employee Benefit:

The Company has gratuity liability which are in the form of defined benefits obligations. The
Company has not made any contributions to Pension and Gratuity Trusts or any other fund
based on the percentage of salary towards Gratuity and Pension Liabilities. The Company has
not recognized its defined benefit obligations based on the actuarial valuation as stated under
IND AS 19. On account of this, we are unable to comment on the correctness and the impact
of the cost of employee benefits charged to the Statement of Profit and Loss (including the
Other Comprehensive Income) and the disclosures as required by IND AS 19 in the financial
statements.

Balance Confirmations

We have not received confirmation of balances in respect of trade payables, trade receivables,
investments, loans and advances received by the Company, loans and advances made by the
Company, stock-in trade, and capital work in progress. The management represented that these
balances are realizable/settled in the ordinary course of business. In the absence of confirmation
of balances, we were unable to determine whether any adjustments by way of provision for
doubtful debts/write-off were necessary at the year end.

Further attention is drawn to the presence of several inoperative bank accounts held by the
Company. In the absence of confirmation of the balances of these account balances and the
other bank account balances, we are unable to form an opinion on the correctness of the
balances.

Foreign Currency Convertible Bonds:

Further, attention is drawn to the non-furnishing of, during our audit, the underlying Agreement
to the Foreign Currency Convertible Bonds (FCCBs) issued by the Company. The Management
has furnished us USD $65,250/-, the INR equivalent being Rs. 55,52,775. /- as the interest
payable on the FCCBs during the year under audit. In the absence of the production of the
original documents of the FCCBs, we are unable to form an opinion on the correctness of the
outstanding balance of the FCCBs and the interest payable thereon.

Indian Accounting Standards (IND AS 37) on Provisions, Contingent Liabilities &
Contingent Assets:

Reference is drawn to Note 10 of the financial statements, detailing the outstanding TDS
demand notice dated 22.05.2023. Following this, the Company paid Rs.0.68 Lakhs during FY
2023-24 Subsequently, the Company received a reminder for the outstanding TDS demand on
14.12.2024 for Rs 16.85 Lakhs. It is to be noted that no provision was made by the Company
against the said TDS demand during the year, Instead it has been disclosed as contingent
liability in the financial statements

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the standalone financial statements of the current period. These
matters were addressed in the context of our audit of the standalone financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.

We have determined the following to be the key audit matters to be communicated in our report.

Other Matters

Reference is drawn to Note No.28 of the Standalone Financial detailing the proceedings in the
case of SEBI, Enforcement Department & Income Tax.

Our audit opinion is not modified in respect of the above.

Information other than the financial statements and Auditors’ Report Thereon

The Company’s Board of Directors is responsible for the other information. The other
information comprises the information included in the Management Discussion and Analysis,
Board’s Report Including Annexures to Board’s Report, Business Responsibility Report,
Corporate Governance and Shareholder’s Information, but does not include the Standalone
financial statements and our Auditors’ report thereon.

Our opinion on the financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the standalone financial statements or our knowledge obtained during the course of our
audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this
regard.

Management’s Responsibility for the Standalone Financial Statements

The Company’s board of directors is responsible for the matters stated in section 134 (5) of the
Act with respect to the preparation of these financial statements that give a true and fair view
of the financial position, financial performance including other comprehensive income, cash
flows and changes in equity of the Company in accordance with the Indian Accounting
Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015 and Indian Accounting Standards Rules, 2016. As amended
from time to time, and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the standalone financial statements that give a
true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless management either
intends to liquidate the Company or to cease operations, or has no realistic alternative but to
do so.

The Board of Directors are responsible for overseeing the Company’s financial reporting
process.

Auditors’ Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial
statements as a whole are free from material misstatement, whether due to fraud or error, and
to issue an Auditors’ report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with Standards on
Auditing will always detect a material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these
standalone financial statements.

As part of an audit in accordance with Standards on Auditing, we exercise professional
judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financial
statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.

• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the
Act, we are also responsible for expressing our opinion on whether the Company has
adequate internal financial controls system in place and the operating effectiveness of
such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Company’s
ability to continue as a going concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our Auditors’ report to the related disclosures in the
standalone financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our
Auditors’ report. However, future events or conditions may cause the Company to cease
to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone financial
statements, including the disclosures, and whether the standalone financial statements
represent the underlying transactions and events in a manner that achieves fair
presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that,
individually or in aggregate, makes it probable that the economic decisions of a reasonably
knowledgeable user of the standalone financial statements may be influenced. We consider
quantitative materiality and qualitative factors in (i) planning the scope of our audit work and
in evaluating the results of our work; and (ii) to evaluate the effect of any identified
misstatements in the standalone financial statements.

We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence,
and where applicable, related safeguards. From the matters communicated with those charged
with governance, we determine those matters that were of most significance in the audit of the
standalone financial statements of the current period and are therefore the key audit matters.
We describe these matters in our Auditors’ report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse consequences of doing
so would reasonably be expected to outweigh the public interest benefits of such
communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 (the ‘Order’) issued by
the Central Government of India in terms of Section 143(11) of the Act, we give in the
Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143 (3) of the Act, based on our audit and subject to the
Qualified Opinion paragraph, we report that:

a) We have sought and obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our audit;

b) In our opinion, proper books of account as required by law have been kept by
the Company so far as it appears from our examination of those books, except
that reporting under Rule 11(g) is separately commented upon in paragraph (h)
^(v);

c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow
Statement dealt with by this report are in agreement with the books of account;

d) In our opinion, the aforesaid Standalone Financial Statements comply with the
Ind AS specified under Section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015.

e) On the basis of the written representations received from the directors and taken
on record by the Board of Directors, none of the directors is disqualified as on
31 March 2025 from being appointed as a director in terms of Section 164(2) of
the Act;

f) With respect to the adequacy of the internal financials controls over financial
reporting of the company and the operating effectiveness of such controls, refer
to our separate report in Annexure “B”. Our report expresses and unmodified
opinion on the adequacy and operating effectiveness of the company’s internal
financial controls over financial reporting; and

g) The modification relating to maintenance of accounts and other matters
connected therewith are as stated in paragraph (b) on reporting under Sec.
143(3)(b) and para (h)(v) below on reporting under Rule 11(g).

h) With respect to the other matters to be included in the Auditor’s Report in
accordance with the requirements of section 197(16) of the Act, as amended, in
our opinion and to the best of our information and according to the explanations
given to us, the remuneration paid by the Company to its directors during the
year is in accordance with the provisions of section 197 of the Act.

i) With respect to the other matters to be included in the Auditor’s Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014,
as amended, in our opinion and to the best of our information and according to
the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its
financial position in the standalone financial statements - refer Note 28
to the financial statements;

ii. The Company does not have any long-term contracts including
derivative contracts for which there are no material foreseeable losses.

iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company during the year ended 31 March 2025;

iv. (i) The management has represented that, to the best of its knowledge and
belief, no funds have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by
the Company to or in any other persons or entities, including foreign entities

(“Intermediaries”), with the understanding, whether recorded in writing or
otherwise, that the Intermediary shall:

(a) Directly or indirectly lend or invest in other persons or entities identified
in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf of
the Company or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries.

(ii) The management has represented that, to the best of its knowledge and
belief, no funds have been by the Company from any other persons or
entities, including foreign entities (“Funding Parties”), with the
understanding whether recorded in writing or otherwise, that the company
shall:

(a) Directly or indirectly lend or invest in other persons or entities identified
in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf of
the Funding party or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries.

(iii) Based on audit procedures which we considered reasonable and
appropriate in the circumstances, nothing has come to our notice that has
caused us to believe that the representations under sub clause (i) and (ii)
contain any material misstatement.

v. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable
from April 1, 2023, reporting under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014 on preservation of audit trail as per the statutory
requirements for record retention, based on our examination carried out which
included test checks, we report that the company has used an accounting software
for maintaining its books of account which has a feature of recording audit trail
(edit log) facility and the same has operated throughout the year for all relevant
transactions recorded in the software, including the capturing of database
Administrator Activities and disabling of the edit option for the audit logs by the
Database Administrator.

Further, during the course of our audit we did not come across any instance of audit
trail feature being tampered with in respect of accounting software.

Our examination of the audit trail was in the context of an audit of financial
statements carried out in accordance with the Standard of Auditing and only to the
extent required by Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.
We have not carried out any audit or examination of the audit trail beyond the

matters required by the aforesaid Rule 11(g) nor have we carried out any standalone
audit or examination of the audit trail.

j) The company has not declared or paid any dividend during the year.

For A.John Moris &Co,

Chartered Accountant
FRN No.007220S

-sd-

(CA S.Muralikannan)

Partner

M.no.211698

UDIN : 25211698BMIDCC5910

Date : 30^th May 2025
Place : Chennai