Your Directors have pleasure in presenting the 6^th Director's Report of your
Company together with the Audited Financial Statements along with
Auditors' Report for the Financial Year ended 31^st March, 2024.

1. FINANCIAL HIGHLIGHTS AND STATE OF COMPANY'S
AFFAIRS

(a) Financial Highlights and Operational Overview

(Amount in Lakhs)

During the year, your Company recorded Total Income of Rs.
171.57 Lakhs (previous year Rs. 7.29 Lakhs). After all the financial
adjustments, the company has earned a net profit after tax of Rs.
111.22 Lakhs.

In accordance with Section 136 of the Companies Act, 2013, the
audited financial statements are available on the website of the
company i.e, www.ganeshfilms.com. These documents are
available for inspection during working hours at the registered
office of your Company. Any member interested in obtaining such
document may write to the Company Secretary and the same shall
be furnished on request.

(b) Capital Structure

The Authorized Share Capital as at 31^st March, 2024 stood at '

7.00. 00.000/- (Rupees Seven Crore only) divided into 7000000
(Seventy Lakh) equity shares of Rs. 10/- (Rupees Ten Only) each
and the paid-up Equity Share Capital as at March 31,2024 stood at
' 3,00,76,840/- (Rupees Three Crore Seventy-Six Thousand Eight
Hundred Forty Only) divided into 3007684 (Thirty Lakh Seven
Thousand Six Hundred Eighty Four) equity shares of Rs. 10/-
(Rupees Ten Only) each.

During the year under review, the company in its Extra Ordinary
General Meeting held on 29^th March, 2024 has:

• Increased the Authorized Capital of the Company from Rs.

3.50.00. 000/- (Rupees Three Crore Fifty Lakh Only) divided into
3500000 (Thirty Five Lakh) Equity Shares of Rs. 10/- (Rupees Ten
Only) each to Rs. 7,00,00,000/- (Rupees Seven Crore Only)
divided into 7000000 (Seventy Lakh) Equity Shares of Rs.10/-
(Rupees Ten Only) each, by way of creation of additional 3500000
(Thirty Five Lakh) Equity Shares of Rs. 10/- (Rupees Ten Only)
each aggregating to Rs. 3,50,00,000 (Rupees Three Crore Fifty
Lakh Only).

• Approved the increase in paid up share capital of the company by
issuing 3382346 Equity Shares of the company. After closure of the
financial year ended on 31^st March, 2024, the Board in its meeting
held on 8^th May, 2024 has allotted 2205877 Equity Shares to 8
allottees via cash consideration and by the way of conversion of
loan.

• Therefore, the company's paid up share capital after the closure of
the financial year ended on 31^st March, 2024 stands at Rs.
5,21,35,610/- (Five Crore Twenty One Lakh Thirty Five Thousand
Six Hundred Ten Only).

(c) Transfer to Reserves in Terms of Section 134 (3) (J) of the
Companies Act, 2013

For the Financial Year ended 31^st March, 2024, the Company has
not proposed to carry any amount to the General Reserve Account.

(d) Dividend

In view of the planned business growth, your directors deem it
proper to preserve the resources of the Company for its activities
and therefore, do not propose any dividend for the Financial Year
ended 31^st March, 2024.

(e) Loans

As on 31^st March, 2024 the company have NIL Secured Loans. The
details of the unsecured loans taken by the company are
elaborated under Note No. 4 in the financial statements for the
financial year ended on 31^st March, 2024.

(f) Material changes and commitments, if any, affecting the
financial position of the company which have occurred
between the end of the financial year of the company to which
the financial statements relate and the date of the report

No Material changes and commitments affecting the financial
position of the company which have occurred between the end of
the financial year of the company to which the financial statements
relate and the date of the report except the following:

a. Allotment of 2205877 Equity Shares to 8 allottees via cash

consideration and by the way of conversion of loan.

Further during the financial year ended on 31^st March, 2024 the
company has initiated the following via conducting Postal Ballot:

a. The company has changed its name from “Ganesh Films
India Limited” to “Raconteur Global Resources Limited”
and the fresh certificate of incorporation has been issued
by RoC dated 18^th December, 2023.

b. The company has altered its object clause to:

1. To establish and carry on directly or indirectly all or any
industry, trade or business of preparing, mining, quarrying,

boring, digging of stones, sand, iron ore, all types of major
and minor minerals.

2. To engage in the business of cutting, polishing,
processing, treating, importing, exporting of all types of
stones including but not limited to marble, granite, late rite,
lime stone, sand stone, slabs, tiles and other building
material and color stones of every description and type,
including setting, processing, trading or dealing into waste
and by products arising from the mining or processing of
stones of all types.

3. To engage in all types of business of import/ export/trading
of stone, mines, minerals, metals etc.

2. PUBLIC DEPOSITS

During the year under review, your Company did not accept any
deposits from the public in terms of the provisions of Chapter V of
the Companies Act, 2013.

3. CHANGE IN THE NATURE OF THE BUSINESS

The Company has altered its Object Clause and the new altered
objects of the company are as follows:

1. To establish and carry on directly or indirectly all or any
industry, trade or business of preparing, mining, quarrying,
boring, digging of stones, sand, iron ore, all types of major
and minor minerals.

2. To engage in the business of cutting, polishing, processing,
treating, importing, exporting of all types of stones
including but not limited to marble, granite, late rite, lime
stone, sand stone, slabs, tiles and other building material
and color stones of every description and type, including
setting, processing, trading or dealing into waste and by
products arising from the mining or processing of stones of
all types.

3. To engage in all types of business of import/ export/trading
of stone, mines, minerals, metals etc.

4. REGULATORY STATEMENT

In conformity with the provision of Regulation 34 of SEBI (Listing
Obligations Disclosure Requirements), Regulations, 2015, the
required disclosures for the year ended 31^st March, 2024 are
annexed hereto.

5. DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. CHANGES IN BOARD OF DIRECTORS AND KEY

MANAGERIAL PERSONNEL

CHANGES IN BOARD OF DIRECTORS

• During the Financial Year ended 31^st March, 2024, the following
changes were made in the Board of Directors of the Company:

0 Mr. Iqbal Singh (DIN: 02776893) was appointed as Additional and
Non-Executive Non-Independent Director of the Company w.e.f.
17^th April, 2023.

0 Mr. Krishna Kumar Kulshrestha (DIN: 09719927) has resigned
from the position of Independent Director of the Company w.e.f 1^st
August 2023 due to his other assignments and pre-occupations.
Further he also confirmed that there was no material reasons for his
resignation other than those mentioned in his resignation letter.

0 Mr. Sunil Bansal (DIN: 06523066) and Mr. Tushar Bansal (DIN:
08192636) were appointed as Additional Directors (Non¬
Executive Non-Independent) at Board Meeting held on 9^th August
2023.

0 Mr. Deepak Sinha (DIN: 09726154) has resigned from the position
of Independent Director of the Company w.e.f. 11^th August 2023 due
to his other assignments and pre-occupations. Further he also
confirmed that there was no material reasons for his resignation
other than those mentioned in his resignation letter.

0 Mr. Rajan Singla (DIN: 09188786) and Ms. Bhawna Malhan (DIN:
10275579) were appointed as Additional and Non-Executive
Independent Directors of the Company w.e.f. 31^st August 2023

0 Mr. Iqbal Singh (DIN: 02776893), Mr. Sunil Bansal (DIN:
06523066), Mr. Tushar Bansal (DIN: 08192636), Mr. Rajan Singla
(DIN: 09188786) and Ms. Bhawna Malhan (DIN: 10275579) were
regularized as Directors of the Company at 5^th Annual General
Meeting held on 29^th September 2023.

0 Mr. Sunil Bansal (DIN: 06523066) and Mr. Tushar Bansal (DIN:
08192636) has resigned from directorship w.e.f. 7^th December
2023.

0 Mr. Rajan Singla (DIN: 09188786) and Ms. Bhawna Malhan (DIN:
10275579) have resigned from the office of Independent Directors
w.e.f. 26^th December 2023 due to other assignments and
preoccupations. Further, they have also confirmed that there are no
other material reason for their reason other than those mentioned
in the resignation letter.

0 Mr. Gaurav Kumar (DIN: 06717452) resigned from the office of
director w.e.f. 28^th February 2024.

0 Mr. Tushar Virendra Pratap Singh (DIN: 10388960) and Mr. Asdulla
Mehfuzali Khan (DIN: 10388973) were appointed as Additional
Director (Non-Executive Independent) at Board Meeting held on
28^th February 2024.

0 Mr. Asdulla Mehfuzali Khan (DIN: 10388973) and Mr.Tuhsar
Virendra Pratap Singh (DIN: 10388960) were regularized as Non¬
Executive Independent Director of the Company at Extra Ordinary
General Meeting held on 29^th March 2024.

B. CHANGES IN KEY MANAGERIAL PERSONNEL

The following changes were made in the Key Managerial
Personnel of the Company during the Financial Year ended 31^st
March, 2024;

• Ms. Harleen Kaur (Mem. No.50513) resigned from office of
Company Secretary and Compliance Officer and Key Managerial
Personnel of the Company w.e.f.19¹¹ October, 2023.

C. RETIREMENT BY ROTATION

Pursuant to Section 152 of the Companies Act, 2013 and the
Articles of Association of the Company, Ms. Sahara Sharma (DIN:
07682859) is liable to retire by rotation at the ensuing Annual
General Meeting and being eligible offers herself for re¬
appointment.

D. MEETING OF INDEPENDENT DIRECTORS

The Independent Directors of the Company met one time during
the year where all the independent directors were present under
the requirement of Regulation 25 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

E. DECLARATION OF INDEPENDENCE BY THE INDEPENDENT
DIRECTORS AND STATEMENT ON COMPLIANCE OF CODE
OFCONDUCT

The Company has received necessary declarations from each
Independent Director of the Company confirming that he met with
the criteria of independence as laid down in sub-section (6) of
Section 149 of the Companies Act, 2013 and under Regulation
16(1 )(b) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

The Independent Directors have complied with the Code for
Independent Directors prescribed in Schedule IV to the Act.

F. FAMILIARIZATION PROGRAMME FOR INDEPENDENT
DIRECTORS

A policy on familiarization program for independent directors has
also been adopted by the Company. All new Independent Directors
inducted to the Board are presented with an overview of the
Company's business operations, products, organization structures
and about the Board Constitutions and its procedures.

Framework for Familiarization Programme for the Independent
Directors and the details of Familiarization Programme imparted to
Independent Directors are made available on the website of the
Company at

https://ganeshfilms.com/wp-content/uploads/2023/02/Policy-on-

Familiarization-Programmes.pdf

G. KEY MANAGERIAL PERSONNEL OF THE COMPANY

Pursuant to the provisions of Section 203 of the Act, the Key
Managerial Personnel of the Company as on the date of this report
are Mr. Rajiv Vashisht (DIN: 02985977), Managing Director, Ms.
Navkiran Kaur (M. No. A69879) Company Secretary & Compliance
Officer and Mr. Ravi Sharma (PAN: BLDPS4509R), Chief Financial
Officer.

H. ATTRIBUTES, QUALIFICATIONS AND APPOINTMENT OF
DIRECTORS

The Nomination and Remuneration Committee has adopted the
attributes and qualifications as provided in Section 149(6) of the Act
and Rule 5 of the Companies (Appointment and Qualification of
Directors) Rules, 2014, in respect of Independent Directors. The

Committee has also adopted the same attributes and
qualifications, to the extent applicable, in respect of Non¬
Independent Directors.

All the Non-Executive Directors of the Company fulfil the fit and
proper criteria for appointment as Directors. Further, all Directors of
the Company, other than Independent Directors are liable to retire
by rotation. One-third of the Directors who are liable to retire by
rotation, retire every year and are eligible for re-election.

I. REMUNERATION POLICY

The Board, on the recommendation of the Nomination and
Remuneration Committee, approved the Remuneration Policy for
the Directors, Key Managerial Personnel and other employees of
the Company, a copy of which is enclosed as ANNEXURE-I to this
Report.

J. BOARD EVALUATION

The Board carried out formal annual evaluation of its own
performance and that of the individual Directors as also functioning
of the Board Committees pursuant to the provisions of Companies
Act, 2013, SEBI ((Listing Obligations and Disclosures
Requirements) Regulations, 2015) and the Guidance Note on
Board Evaluation issued by the Securities and Exchange Board of
India on January 5, 2017, as required in terms of Section 134 (3) (p)
of the Act. The performance evaluation of the Board, its committees
and individual Directors was based on criteria approved by the
Nomination and Remuneration Committee. The Directors
expressed their satisfaction with the overall evaluation process.

In the separate meeting of Independent directors, performance of
non-independent directors, the Chairman of the Board and the
board as a whole was evaluated, taking into account the views of
executive directors and non-executive directors.

6. NUMBER OF BOARD MEETINGS

During the year ended 31^st March, 2024, the Board met 10 (Ten)
times. The Intervening gap between the Meetings was within the
period prescribed under the Companies Act, 2013 (the “Act”).
Required quorum was present throughout each meeting as per the
requirement of the said Act, the dates of Board Meetings are: 17^th
April, 2023, 29^th May, 2023, 4^th August, 2023, 9^th August, 2023, 31^th
August, 2023, 9^th November, 2023, 9^th December, 2023, 26^th
December, 2023, 28^th February 2024 and 15^th March, 2024.

7. BOARD COMMITTEES AND MEETINGS

Presently, the Company has 3 (Three) Board Committees with the
following members:

During the year ended 31st March, 2024, 7 (Seven) meetings of the
Committee were held on 29^th May, 2023, 31^st August 2023, 9^th
November 2023, 7^th December 2023, 23^rd February 2024, 28^th
February 2024 and 15^th March, 2024.

THE DETAILS OF THE NOMINATION AND REMUNERATION
COMMITTEE MEETING HELD DURING THE YEAR ARE AS
FOLLOWS:

During the year ended 31^st March, 2024, 6 (Six) meetings of the
Nomination and Remuneration Committee were held on: 17^th April,
2023, 1^st August 2023, 9^th August 2023, 11^th August 2023, 31^st
August 2023 and 28^th February, 2024.

THE DETAILS OF THE STAKEHOLDERS RELATIONSHIP
COMMITTEE MEETING HELD DURING THE YEAR ARE AS
FOLLOWS:

During the year ended 31^st March, 2024, 4 (Four) meetings of
Stakeholder's Relationship Committee were held on: 10^th April,
2023, 11^th July, 2023, 6^th October, 2023 and 18^th January, 2024.

DETAILS OF COMMITTEE MEETINGS HELD DURING THE FY 2023-24

The committees has also conducted the circular resolutions for re-constitutions
and appointment on Board.

8. DIRECTORS' RESPONSIBILITY STATEMENT

As required under Section 134(5) of the Act, your Board of Directors
to the best of their knowledge and ability confirm that: -

i) in the preparation of the Annual Accounts, the applicable
Accounting Standards had been followed with proper explanation
relating to material departures, if any;

ii) they have selected such accounting policies and applied them
consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and of
the profit and loss of the Company for that period;

iii) they have taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of
the Act for safeguarding the assets of your Company and for
preventing and detecting fraud and other irregularities;

iv) they have prepared the Annual Accounts on a going concern basis;

v) they have laid down internal financial controls to be followed by the
Company and such internal financial controls are adequate and
were operating effectively;

vi) proper systems have been devised to ensure compliance with the
provisions of all applicable laws and such systems are adequate
and operating effectively.

9. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

As at 31^st March, 2024 the Company does not have any subsidiary,
associate or joint venture. Hence, Form AOC-1 is Not Applicable

10. LISTING INFORMATION

The Equity Shares of the Company are presently listed on SME
Platform of BSE Limited and Annual listing fee for the financial year
2023-24 has been duly paid.

11. DEMATERIALIZATION OF SHARES

'The securities of the Company are admitted with NSDL and CDSL,
the ISIN allotted to the Company is INE00WY01013

12. DETAILS OF INVESTOR'S GRIEVANCES/ COMPLAINTS

There were NIL Investor complaints received and resolved during
the year. The pending Complaints of the Shareholders/ Investors'
registered with SEBI at the end of the current financial year ended
on 31^st March, 2024 are NIL.

There were no pending requests for share transfer/
dematerialization of shares as of 31^st March, 2024.

13. REPORT ON CORPORATE GOVERNANCE

SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 exempts companies which have listed their
specified securities on SME Exchange from compliance with
corporate governance provisions.

Since the equity share capital of your Company is listed exclusively
on the SME Platform of BSE, the Company is exempted from
compliance with Corporate Governance requirements, and
accordingly the reporting requirements, like Corporate
Governance Report, Business Responsibility Report etc. are not
applicable to the Company. However, the Company is in
compliance to the extent of applicable sections of Companies Act
2013 with regard to Corporate Governance.

14. CORPORATE SOCIAL RESPONSIBILITY

As the Company's Net Worth, Turnover or Net Profit is below the
limit prescribed under Section 135 of the Companies Act, 2013 and
hence CSR is not applicable to your Company.

15. PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES

The Company provides a gender friendly workplace, during the
year under review, there were no cases filed pursuant to Sexual
Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.

The company has complied with provisions relating to the
constitution of Internal Complaints Committee under the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013

Disclosure on remuneration pursuant to Section 197 of the
Companies Act, 2013 read with Rule 5 (1) of the Companies
(Appointment & Remuneration of Managerial Personnel)
Rules, 2014

The Managing Director of the company has drawn the
remuneration in excess of the limits as prescribed under Section
197 of Companies Act, 2013. Disclosures pertaining to
remuneration and other details as required under Section 197(12)
of the Companies Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules,
2014 are as follows:

The Ratio of the remuneration of each director and key
managerial personnel to the median remuneration of the
employees of the Company for the financial year 2023-24:

* Mr. Gaurav Kumar (DIN: 06717452) resigned from the office of
director w.e.f. 28^th February 2024.

** Mr. Krishna Kumar Kulshrestha (DIN: 09719927) has resigned
from the position of Independent Director of the Company w.e.f 1^st
August 2023 due to his other assignments and pre-occupations.
Further he also confirmed that there was no material reasons for his
resignation other than those mentioned in his resignation letter.

*** Mr. Deepak Sinha (DIN: 09726154) has resigned from the position
of Independent Director of the Company w.e.f. 11^th August 2023
due to his other assignments and pre-occupations. Further he also
confirmed that there was no material reasons for his resignation
other than those mentioned in his resignation letter.

**** Mr. Iqbal Singh (DIN: 02776893) was appointed as Additional and
Non-Executive Non-Independent Director of the Company w.e.f.
17^th April, 2023.

***** Mr. Sunil Bansal (DIN: 06523066) and Mr. Tushar Bansal (DIN:
08192636) were appointed as Additional Directors (Non¬
Executive Non-Independent) at Board Meeting held on 9^th August
2023 and thereafter their appointments were regularized by the
shareholders in their 5^th AGM held on 29^th September, 2023. Mr.
Sunil Bansal (DIN: 06523066) and Mr. Tushar Bansal (DIN:
08192636) has resigned from directorship w.e.f. 7^th December
2023.

****** Mr. Rajan Singla (DIN: 09188786) and Ms. Bhawna Malhan (DIN:
10275579) were appointed as Additional and Non-Executive
Independent Directors of the Company w.e.f. 31^st August 2023. Mr.
Rajan Singla (DIN: 09188786) and Ms. Bhawna Malhan (DIN:

10275579) have resigned from the office of Independent Directors
w.e.f. 26^th December 2023.

******* Mr. Tushar Virendra Pratap Singh (DIN: 10388960) and Mr. Asdulla
Mehfuzali Khan (DIN: 10388973) were appointed as Additional
Director at Board Meeting held on 28^th February 2024. Mr. Asdulla
Mehfuzali Khan (DIN: 10388973) and Mr. Tushar Virendra Pratap
Singh (DIN: 10388960) were regularized as Non-Executive
Independent Director of the Company at 29^th March 2024.

# Ms. Harleen Kaur (Mem. No.50513) resigned from office of
Company Secretary and Compliance Officer and Key Managerial
Personnel of the Company w.e.f. 19^th October, 2023.

## Ms. Navkiran Kaur (M. No. A69879) was appointed as Company
Secretary and Compliance Officer and KMP of the Company w.e.f.
28th February 2024.

Percentage increase in remuneration of each director, Chief
Financial Officer, Chief Executive Director & Company
Secretary or Manager in the financial year 2023-24:

Percentage increase in Median remuneration of employees in
financial year 2023-24: There was 100% increase in the
remuneration paid/payable to the employees (including Directors)
of the company as the company during FY 2022-23 has not
provided any remuneration to its employees (including Directors).

Number of permanent employees on rolls of the Company as
on 31^st March, 2024: 3 (Three)

Average percentile increase already made in the salaries of
employees other than the Managerial Personnel in the last

financial year and its comparison with the percentile increase
in the managerial remuneration and justification thereof: NIL

Average remuneration increase for Non-Managerial
Personnel of the Company during the financial year was NIL.

The Company affirms that the remuneration is as per the
Remuneration Policy of the Company.

16. MAINTENANCE OF COST RECORDS AS SPECIFIED UNDER
SECTION 148 OF THE COMPANIES ACT, 2013

The provisions of maintenance of cost records as specified under
sub-Section (1) of Section 148 of the Companies Act, 2013 is not
applicable to the company and accordingly accounts and records
are not maintained as per the provisions of this Section.

17. RISK MANAGEMENT

The Board has approved the Risk Management Policy of the
Company. The Company's risk management framework is
designed to address risks intrinsic to operations, financials and
compliances arising out of the overall strategy of the Company. The
Company manages monitors and reports on the principal risks and
uncertainties that can impact its ability to achieve its objectives.
The responsibility for management of risks vests with the
Managers/ officers responsible for the day-to-day conduct of the
affairs of the Company which lead to identification of areas where
risk management processes need to be strengthened. Annual
update is provided to the Board on the effectiveness of the
Company's risk management systems and policies.

18. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR
EDUCATION AND PROTECTION FUND

Since, there was no unpaid/unclaimed dividend declared and paid
last year, the provision of section 125 of the companies act, 2013 do
not apply.

19. CLASS OF SHARES

As on date, the company has only class of share capital i.e. Equity
shares of face value INR 10/- each

20. INTERNAL FINANCIAL CONTROLS AND INTERNAL AUDIT

The Company has adequate internal financial controls with respect
to the financial statements, commensurate with the size and scale
of the operations of the Company. During the year such controls
were tested and no reportable material weakness in operation has
been observed. Internal audit of the Company has been carried out
during the year. The Audit Committee reviews the internal audit
findings, provides guidance on internal controls and ensures that
the internal audit recommendations are implemented.

21. PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

The company has not provided any guarantee in respect of the
loan, any loan or haven't made any investment in the securities of
the other body corporate.

22. RELATED PARTY TRANSACTIONS

During the year ended 31st March, 2024, the Company has not
entered into any Related Party Transactions. Hence Form AOC-2 is
not applicable.

The Policy on materiality of related party transactions and dealing
with related party transactions as approved by the Board is
available on the website of the Company at
https://ganeshfilms.com/wp-content/uploads/2023/02/Policy-on-
Related-Party-Transaction.pdf

23. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS/ COURTS / TRIBUNALS

During the year under review, no significant and material orders
were passed by any Regulators/ Courts/ Tribunals impacting the
going concern status and your Company's operations in future.

24. SUMS DUE TO MICRO, SMALL & MEDIUM ENTERPRISES

As on 31^st March, 2024, no dues were pending towards micro, small
and medium enterprises.

25. STATUTORY AUDITORS AND AUDIT REPORT

M/s JMR & Associates LLP, Chartered Accountants, Mumbai (Firm
Registration No. 106912W/W100300) an Auditors firm was
appointed as Statutory Auditors of the Company, for a term of five
consecutive years, at the Annual General Meeting held on 30^th
September, 2019.

On 11^th November, 2023, M/s JMR & Associates LLP, Chartered
Accountants, Mumbai (Firm Registration No. 106912W/W100300)
resigned from their position. On 9th December, 2023 M/s Kapil
Sandeep & Associates, Chartered Accountants, FRN: 016244N
were appointed as the Statutory Auditors of the company to fill the
casual vacancy so arised due to the resignation of the previous
auditor.

The audit report contains some qualification or reverse remark on
the financial statements of the company for the financial year
ended on 31st March, 2024.

The Board's comment on the remarks reported by the Auditor is as
follows:

26. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management's Discussion and Analysis Report for the year under
review, as stipulated under Regulation 34(2) read with Schedule V
of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, is enclosed herewith and marked as
ANNEXURE-II forming a part of the Annual Report.

27. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION-
FOREIGN EXCHANGE EARNINGS AND OUTGO

I. CONSERVATION OF ENERGY:

Steps taken on conservation of energy and impact thereof:

Efforts to conserve electricity by operating only necessary lights,

fittings and fixtures were made during the financial year 2023-24.

Steps taken by the company for utilizing alternate sources of
energy: Nil

Capital investment on energy conservation equipment: Nil

II. TECHNOLOGY ABSORPTION:

Efforts, in brief, made towards technology absorption and benefits
derived as a result of the above efforts, e.g. product improvement,
cost reduction, product development, import substitution, etc: NIL

No technology was/were imported during the last 3 years reckoned
from the beginning of the financial year.

Expenditure incurred on research and development - Nil

III. FOREIGN EXCHANGE EARNINGS AND OUTGO

There were no foreign exchange earnings or outflow during the
financial year.

28. HEALTH, SAFETY AND ENVIRONMENT:

Safety and occupational health responsibilities are integral to your
company's business process. Safety is a key performance
indicator and your company is committed to ensuring zero harm to
its employees, to any person in the company premises and to the
community. The company is continuously focusing on improved
training, new initiatives, your company is also focusing on
environment protection policy.

29. SECRETARIAL AUDITOR & AND SECRETARIAL AUDIT
REPORT

In terms of Section 204 of the Companies Act, 2013, the Company
has appointed Ms. Anuradha Malik (M.No: A60626; CoP: 27205),
Practicing Company Secretary as the Secretarial Auditor of the
Company for the Financial Year 2023-2024. The Secretarial Audit
Report issued by Ms. Anuradha Malik (M.No: A60626; CoP:
27205), Practicing Company Secretary is provided under
ANNEXURE-III to this Report.

The Board's comment on the remarks reported by the Auditor is as
follows:

30. COMPLIANCE WITH SECRETARIAL STANDARD

The Board of Directors states that the company has complied with
the provisions of the applicable Secretarial standards issued by the
Institute of Company Secretaries of India, as amended from time to
time.

31. EXTRACTS OF ANNUAL RETURN

The Annual Return of the Company for the financial year ended 31^st
March, 2023 is available on the website of the Company which can
be accessed at https://ganeshflms.com/investor-relations/

32. ESTABLISHMENT OF VIGIL MECHANISM

The Vigil Mechanism Policy of the Company is formulated in terms
of Section 177 (9) of the Companies Act, 2013 read with the
provisions of the Listing Agreement with the Stock Exchange(s)
and thereby also incorporates Whistle Blower Policy. That as per
the said policy protected disclosures can be made by the Whistle
Blower to the dedicated e-mail / telephone line/ letter to Chairman
of Audit Committee.

The Policy on Vigil Mechanism and Whistle Blower Policy as
approved by the Board is available on the website of the Company
at web link:

https://ganeshfilms.com/wp-content/uploads/2023/02/Policv-on-

Vigil-Mechanism-Whistle-Blower.pdf

33. PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of
Insider Trading with a view to regulate in securities by the Directors
and designated employees of the Company. The Code requires
pre-clearance for dealing in the Company's shares and prohibits
the purchase or sale of Company shares by the Directors and the
designated employees while in possession of unpublished price
sensitive information in relation to the Company and during the
period when the Trading Window is closed. The Board is
responsible for implementation of the Code.

All Board of Directors and the designated employees have
confirmed compliance with the code.

34. CODE OF CONDUCT

The Board of Directors has approved a Code of Conduct which is
applicable to the Members of the Board and all employees in the
course of day to day business operations of the Company. The
Company believes in “Zero Tolerance” against bribery, corruption
and unethical dealings/ behaviours of any form and the Board has
laid down the directives to counter such acts. The code laid down
by the Board is known as “code of business conduct” which forms
an Appendix to the Code. A declaration signed by the Company's
Managing Director for the Compliance of these requirements is
furnished in ANNEXURE-V forming part of the Annual Report.

35. MANAGING DIRECTOR & CFO CERTIFICATION

The Managing Director and/or CFO of the company are required to
give an Annual Certificate on compliance with Financial Reporting
and internal controls to the board in terms of Regulation 17(8) of
SEBI (LODR) Regulations, 2015 and Certificate On Financial
Results while placing the Annual financial results before the board
in terms of Regulation 33 of SEBI (LODR) Regulations, 2015 of and
same is published in this report as ANNEXURE-V

36. INDUSTRIAL RELATIONS:

During the year under review, your Company enjoyed cordial
relationship with employees at all level.

37. FRAUD REPORTED UNDER SECTION 143 OF THE
COMPANIES ACT, 2013

No frauds were reported under Section 143 of the Companies Act,
2013 during the financial year 2023-24.

38. GENERAL DISCLOSURES:

Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on
these items during the year under review:-

a) Issue of equity shares and differential rights as to dividend, voting or
otherwise.

b) Issue of Shares (including sweat equity shares) to employees of
the Company under any scheme.

c) No significant or material orders were passed by the Regulators or
Courts or Tribunals which impact the going concern status and
Company's operations in future.

39. CORPORATE INSOLVENCY RESOLUTION PROCESS
INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016 (IBC):

No CIRP process is initiated against the company under IBC 2016.

40. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE
VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT
AND THE VALUATION DONE WHILE TAKING LOAN FROM
THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE
REASONSTHEREOF

No such settlement took place during the year

41. ACKNOWLEDGEMENT

Your directors would like to express their sincere appreciation for
the assistance and corporation received from the financial
institutions, banks, Government authorities, customers, vendors
and members during the year under review. Your directors also
wish to place on record their deep sense of appreciation for the
committed services by the Company's executives, staff and
workers.

For and on Behalf of the Board of Directors
For Raconteur Global Resources Limited
(Formerly Known as Ganesh Films India Limited)

Sd/- Sd/-

Rajiv Vashisht Sahara Sharma

^{Date: 15th July}, ²⁰²⁴ Managing Director Director

Place: Punjab DIN:02985977 DIN: 07682859

Raconteur Global Resources Limited
(Formerly known as Ganesh Films India Limited)

Regd. Off.: 503, Floor-5, Plot-461D,

A Wing Parshvanath Gardens,

Bhaudaji Rd, Kings Circle,

Matunga Mumbai City-400019

CIN: L07100MH2018PLC307613

Email ID: ganeshfilm.compliance@gmail.com

1

Ms. Navkiran Kaur (M. No. A69879) was appointed as Company
Secretary and Compliance Officer and KMP of the Company w.e.f.
28th February 2024.