GV Films has scheduled a Board of Directors meeting for September 24, 2026, to address regulatory compliance regarding its upcoming Annual General Meeting.

The company intends to seek approval from the Registrar of Companies (ROC), Mumbai, to conduct the AGM for the fiscal year ended March 31, 2026, beyond the statutory due date of September 30, 2026. This request is necessary as the standard timeline for holding the annual meeting expires shortly after the proposed board gathering.

Corporate Governance Update

The board meeting is scheduled to commence at 4:00 pm at the company’s registered office in Mumbai. The primary agenda item involves discussing and securing the requisite permission from the ROC to extend the deadline for the FY26 AGM.

In addition to the AGM delay request, the board will address any other business with the permission of the chairperson. The intimation was issued pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, ensuring timely disclosure to stakeholders and exchanges.

Balagiri Vethagiri, CEO and Managing Director, signed the communication dated September 19, 2026. The company did not disclose specific reasons for the delay in this filing, nor did it provide updated financial results or operational metrics alongside the corporate action notice.

GV Films Limited reported a standalone net profit of ₹21.72 lakh for the financial year ended March 31, 2026, reversing the net loss of ₹11.94 lakh recorded in the previous year. The company filed revised audited financials with the exchange to correct discrepancies identified by the exchange. The statutory auditors, A. John Morris & Co., issued a qualified opinion on the standalone and consolidated financial results, citing significant gaps in accounting records and compliance.

Audit Qualifications and Financial Gaps

The qualification stems from the company's failure to recognise defined benefit obligations for gratuity and pension liabilities in accordance with Ind AS 19. Consequently, the auditors stated they were unable to comment on the correctness of employee benefit costs charged to the Statement of Profit and Loss. The audit report further highlighted that the auditors did not receive balance confirmations for trade payables, trade receivables, investments, loans, advances, and capital work in progress. While management represented that these balances are realisable or settleable in the ordinary course of business, the absence of confirmations prevented the auditors from determining if provisions for doubtful debts or write-offs were necessary. Additionally, the auditors noted the presence of several inoperative bank accounts and were unable to form an opinion on the correctness of their balances due to missing confirmations.

Attention was also drawn to the non-furnishing of the underlying agreement for Foreign Currency Convertible Bonds (FCCBs) issued by the company. While management provided details of interest payable amounting to ₹61.49 lakh, the lack of original documentation meant the auditors could not verify the outstanding balance of the FCCBs or the accuracy of the interest liability. The auditors also flagged a material departure from Ind AS 37 regarding a TDS demand of ₹16.96 lakh, which was disclosed as a contingent liability rather than being provided for.

Financial Performance and Liabilities

For the year ended March 31, 2026, the company reported total income of ₹521.07 lakh, an increase from ₹420.15 lakh in the previous year. This rise was primarily driven by other income, which stood at ₹297.82 lakh. Finance costs for the period increased to ₹394.45 lakh from ₹319.86 lakh in the prior year. On the balance sheet, total assets increased to ₹1,736.17 crore as of March 31, 2026, up from ₹1,701.93 crore a year earlier.

The financial statements disclose several contingent liabilities and ongoing legal proceedings. These include a tax demand of ₹1,213 lakh for Assessment Year 2016-17, against which the company has filed an appeal, and a Goods and Services Tax demand of ₹341.80 lakh. The company also faces a show cause notice from the Commissioner of Customs Appeals under FEMA, with proceedings currently pending adjudication.

Regulatory and Governance Issues

The company received a notice from the Bombay Stock Exchange (BSE) directing the suspension of trading in its equity securities effective March 2, 2026, due to non-compliance with Regulation 17(1) of the SEBI LODR Regulations regarding board composition. Consequently, the promoter group's shareholding has been frozen. To address this, the company reconstituted its board by appointing new independent and non-executive directors. The board also approved availing secured financial assistance of up to ₹95 crore from M/s Sanctum Trading Corporation Private Limited and evaluated a proposal for issuing Redeemable Preference Shares up to ₹50 crore.

Key Financial Metrics

Source: https://lodr-files.dhan.co/lodr-inputs/Company/INE395B01048/ad8cfb8f-f7fa-4438-a8c1-b5413b14cfb0.pdf