Vels Film International has approved the audited standalone and consolidated financial results for the half year and financial year ended March 31, 2026. The Board of Directors, meeting on May 30, 2026, also sanctioned the acquisition of a 60% stake in KL Software Technologies Private Limited for ₹60,000. This strategic move aims to expand the company's capabilities in computer graphics technology and other technology-driven solutions for film production and allied media businesses.

The Statutory Auditors, M/s. S R B R and Associates LLP, issued an unmodified opinion on the financial results. The results were reviewed by the Audit Committee prior to Board approval. In a parallel development, the Board approved the purchase of 6,000 equity shares of ₹10 each in KL Software Technologies Private Limited. Consequently, the target entity will become a subsidiary of Vels Film International.

The acquisition is classified as a related party transaction. Dr. Ishari K Ganesh, Managing Director and Promoter of Vels Film International, serves as a Director in the target entity. The transaction was conducted at arm's length, with shares acquired at their face value of ₹10 each. The consideration of ₹60,000 will be paid in cash.

KL Software Technologies Private Limited is engaged in providing end-to-end Microsoft technology-based solutions, including hardware, software, and customized services. Its operations encompass virtualization, private cloud solutions, and unified communication services. The entity reported a turnover of NIL and a net loss of ₹1,16,660 for the financial year ended March 31, 2025.

The acquisition is expected to be completed within one month from the date of Board approval. No governmental or regulatory approvals are required for the transaction. The target entity, incorporated on April 11, 2011, has a presence in India and reported a turnover of ₹15,39,540 in the financial year ended March 31, 2023.

Financial Parameters of KL Software Technologies Private Limited

Vels Film International Limited has filed a regulatory disclosure under Regulation 31(4) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ("SEBI SAST Regulations"), declaring that no encumbrance has been created on any equity shares held by the promoter and promoter group during the financial year ended March 31, 2026. The declaration was submitted to the National Stock Exchange of India Limited on April 03, 2026, and was signed by Dr. Ishari K Ganesh on behalf of the promoter and promoter group.

Key Declarations Under SEBI SAST Regulations

The filing contains two specific declarations made by the promoter and promoter group of Vels Film International:

• No encumbrance, direct or indirect, was created on any equity shares of the company held by the promoter group at any time during the financial year ended March 31, 2026.
• No encumbrance of any nature whatsoever exists on the equity shares held by the promoter group, either directly or indirectly, as on the date of the declaration, i.e., April 03, 2026.

Promoter and Promoter Group Composition

The declaration covers the following individuals, as defined under Regulation 2(1)(g) of the SEBI SAST Regulations:

Regulatory Context

This disclosure is made pursuant to Regulation 31(4) of the SEBI SAST Regulations, which requires promoters and members of the promoter group of listed companies to submit an annual declaration confirming the encumbrance status of their shareholding. The filing was addressed to the National Stock Exchange of India Limited and to the Members of the Audit Committee of Vels Film International Limited at its registered office in Chennai.