Your Directors are pleased to present the 52^nd Annual Report of the Company along with the Company's Audited Financial Statements for the
Financial Year ended March 31, 2025.

1. FINANCIAL RESULTS

A brief summary of the audited financials of the Company for the Financial Year ended March 31, 2025 is given below:

During the Financial Year 2024-25, the revenue from operations
was Rs. 2443.67 Lakhs as compared to Rs. 4823.40 Lakhs in the
previous Financial Year 2023-24.

Profit before Tax (PBT) for the Financial Year 2024-25 stood at a
loss of Rs. 9.14 Lakhs, compared to a profit of Rs. 5,161.63 Lakhs
in the previous Financial Year 2023-24.

The Company reported a total comprehensive loss of Rs. 957.40
Lakhs for the Financial Year 2024-25, as against a total
comprehensive income of Rs. 20,512.17 Lakhs in the previous
Financial Year 2023-24.

2. DIVIDEND

Your Directors recommended and paid interim dividend of Rs. 5/
- per share for the Financial Year 2024-25 in the board meeting
held on February 04, 2025 after considering distributable profits
and the opportunities available for strengthening and growth of
its business.

The Board of Directors has proposed a Final Dividend to the
shareholders of the Company for FY 2024-25 at the rate of Rs. 5/
- per share. The said Final Dividend is subject to approval at the
ensuing Annual General Meeting to be held in the Calendar Year
2025.

3. TRANSFER TO GENERAL RESERVE

During the Financial Year 2024-25, the Company has not
transferred any amount to the general reserve.

4. CAPACITY UTILISATION & PLANT OPERATIONS

The company operates in facility management services, leasing
of owned property, purchase, acquire, build & construct any
property etc. The Commercial Office space business saw robust
growth last year, and so did the consequent facility management
business.

The Management looks at the future with optimism and hopes
to do better in year to come.

5. CHANGES IN SHARE CAPITAL

The Company has neither come up with any Right Issue/
Preferential Issue, nor issued any Sweat Equity Shares and not
provided any Stock Option Scheme to the employees during the
Financial Year 2024-25.

6. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
HOLDING COMPANY

The Holding Company, Anadi Investments Private Limited is
holding 77,57,687/- equity shares in the company of Rs. 10/- each
equivalent to 74.61% of the paid-up capital of the company as
on March 31, 2025.

SUBSIDIARY COMPANIES

The Company has following Subsidiaries:

i) Majestic IT Services Limited (MITSL) (wholly owned
subsidiary), engaged in the business of Facility Management
Services. The Subsidiary Company managed to achieve
revenue from operations of Rs. 396 Lakhs in FY 2024-25.

ii) Emirates Technologies Private Limited (ETPL), whose 80%
equity was acquired by the company in September 2015
has its operations in National Capital Region (Delhi NCR).
The main objective for the acquisition was to diversify
investments and operations of the company. The main
objects of ETPL are in the business of Office space leasing
and related services. The Subsidiary Company managed to

achieve revenue from operations of Rs. 3,987.76 Lakhs in
FY 2024-25.

A statement containing the salient features of the financial
statements of the Subsidiaries, Joint Ventures and Associates
of the Company in Form AOC-1, as required under the
Companies (Accounts) Rules, 2014, as amended, also forms
part of the Notes to the financial statements.

MATERIAL SUBSIDIARIES

The Board of Directors of your company has approved a policy
for determining material subsidiaries. At present, your company
has one material subsidiary named Emirates Technologies Private
Limited as per regulation 16(1)(c) of SEBI (Listing Obligations and
disclosure requirements) Regulations, 2015 ("SEBI LODR 2015").
The policy on Material Subsidiary can be viewed on company's
website http://maiesticauto.in/pdf/policy-determining-
material-subsidiary.pdf

7. MATERIAL CHANGES & COMMITMENTS

No material changes and commitments have occurred, which
can affect the financial position of the Company between the
end of the Financial Year and upto the date of this Report.

8. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS

No significant and material orders have been passed during the
Financial Year 2024-25 by the regulators or courts or tribunals
affecting the going concern status and Company's operations in
the future.

9. BOARD AND KEY MANAGERIAL PERSONNEL (KMP)

Following changes took place in the composition of the Board and Key Managerial Personnel during the Financial Year 2024-25.

Your Company in pursuance of Regulation 30 of SEBI (Listing
Obligations and disclosure requirements) Regulations, 2015 filed
the required intimations to the BSE w.r.t the above said
appointments and resignations.

None of the Directors is disqualified from being appointed as or
holding office of Directors as stipulated in Section 164 of the
Companies Act 2013.

The definition of "Independence" of Independent Directors has
been derived from Section 149(6) of the Companies Act, 2013.
Based on the confirmation/disclosures received, Mr. Anil Kumar
Sharma, Dr. Rajesh Kumar Yaduvanshi & Dr. Tripurari Pandey were
already holding the position of Independent Directors of the
company as per Section 149(6) of the Companies Act, 2013 and
other applicable provisions of the Companies Act, 2013 as on
March 31, 2025. In the opinion of the Board of Directors, all the
3 Independent Directors are people of integrity, expertise and
experience (including proficiency).

The Company had received declarations from all the Independent
Directors in accordance with Section 149 of the Companies Act,
2013 for the financial year 2024-25 that they meet the criteria
of independence as laid out in Sub-Section (6) of Section 149 of
the Act read with Regulation 16(1)(b) of SEBI LODR 2015. Further,
the Independent Directors have complied with the Code for
Independent Directors prescribed in Schedule IV to the Act and
the Independent directors, as per the provisions of Regulation
16(1)(b) of the Listing Regulations, also confirm that they are
not aware of any circumstance or situation, which exist or may
be reasonably anticipated, that could impair or impact their
ability to discharge their duties with an objective independent
judgment and without any external influence and that they are
independent of the management.

Retirement by rotation

In accordance with the provisions of Section 152 of the
Companies Act 2013 and the Articles of Association of the
Company, Ms. Ayushi Jain, Non-executive Director of the

Company retires by rotation at the ensuing Annual General
Meeting and being eligible has offered herself for reappointment.

Particulars of senior management including the changes therein
since the close of the previous financial year:

10. BOARD MEETINGS

During the Financial Year 2024-25, Five (5) Board Meetings were
held and details of Board and Committee meetings attended by
each Director are disclosed in the Corporate Governance Report
annexed as part of Annual Report (Annexure F).

11. COMMITTEES OF BOARD

i. Nomination & Remuneration Committee:

The Board has duly constituted the Nomination &
Remuneration Committee.

Nomination & Remuneration Committee constituted under
the provision of section 178 of Companies Act' 2013 consist
of below mentioned members as on March 31, 2025:

The details of the Committee meetings and members who
have attended the meetings are disclosed in the Corporate
Governance Report annexed as part of the Annual Report.

Remuneration Policy

The Board has adopted a policy for the selection and
appointment of Directors, Key Managerial Personnel, Senior
Management and their Remuneration.

The Nomination & Remuneration Policy of the Company
consists of the criteria for the appointment of Board
members, Key Managerial Personnel and Senior Management
of the Company and performance evaluation. Some of the
indicators for appointment of Directors, Key Managerial
Personnel and Senior Management includes criteria for
determining qualifications (educational, expertise etc.) and
remuneration, positive attributes (personal qualities &
characteristics, reputation etc.) with the object of attracting,
retaining and motivating talent which is required to run the
Company successfully. The same is available on the website
of the Company at https://www.majesticauto.in/pdf/
Nomination%20&%20Remuneration%20Policy.pdf

ii. Audit Committee:

The Board has duly constituted the Audit Committee.

Audit Committee constituted under the provisions of
Section 177 of the Companies Act, 2013 consist of below
mentioned members as on March 31, 2025:

The details of the Committee meetings and members who
have attended the meetings are disclosed in the Corporate
Governance Report annexed as part of Annual Report.

Further, there was no recommendation of Audit committee
which was not accepted by the board. Hence, disclosure of
the same is not required in this report.

iii. Corporate Social Responsibility:

The Board has duly constituted the Corporate Social
Responsibility Committee.

Corporate Social Responsibility Committee constituted
under the provisions of Section 135 of the Companies Act,
2013 consist of below mentioned members as on March
31, 2025:

The Annual Report on Corporate Social Responsibility
Activities set out in Annexure A of the Board's Report.

The details of the Committee meetings and members who
have attended the meetings are disclosed in the Corporate
Governance Report annexed as part of Annual Report.

The Corporate Social Responsibility (CSR) Committee has
been entrusted with the responsibility of formulating and
recommending CSR policy indicating the activities to be
undertaken by the Company, monitoring and
implementation of the framework of CSR policy and
recommending the amount to be spent on CSR activities.

iv. Stakeholder Relationship Committee:

The Board has duly constituted the Stakeholder Relationship
Committee.

The Stakeholder Relationship Committee consists of below
mentioned members as on March 31, 2025:

The details of the Committee meetings and members who
have attended the meetings are disclosed in the Corporate
Governance Report annexed as part of the Annual Report.

v. Vigil Mechanism Committee:

The Board has duly constituted the Vigil Mechanism
Committee November 9, 2020 (Whistle Blower) to deal with
concerns/complaints of directors and associates, if any.

The Vigil Mechanism Committee consists of below
mentioned members as on March 31, 2025:

The details of the Committee meetings and members who
have attended the meetings are disclosed in the Corporate
Governance Report annexed as part of Annual Report.

The details of constitution of committees are also provided
in the Corporate Governance Report is available at the
Investors Relations section on the Company's website at
www.majesticauto.in.

12. BOARD EVALUATION

Pursuant to the applicable provisions of the Act and Regulation
17(10) and other applicable regulations, if any, of the SEBI (Listing
Obligations and disclosure requirements) Regulations, 2015, the
performance of the Board and individual Directors was evaluated
by the Board seeking relevant inputs from all the Directors.

One separate meeting of Independent Directors was held during
the year on February 04, 2025, to review the performance of
Non - Independent Directors, performance of the Board as a
whole and performance of the Chairperson of the Company. The
way the evaluation has been carried out has been explained in
the Corporate Governance Report.

13. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

The Company has not granted any loans, guarantees within the
meaning of Section 186 of the Act during the Financial Year 2024¬
25.

14. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH
RELATED PARTIES

All related party transactions that were entered into during the
financial year were on arm's length basis and in the ordinary
course of the business. There are no materially significant related
party transactions, in terms of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, made by the
company with Promoters, Key Managerial Personnel or other
designated persons which may have potential conflict with
interest of the company at large. The particulars of contracts or
arrangements with related parties referred to in Section 188 (1)
of the Act read with Rule 8 (2) of the Companies (Accounts) Rules,
2014 in the prescribed Form AOC - 2 is annexed as Annexure B
to this Report.

15. LISTING

The shares of your Company are listed at BSE Limited, and
pursuant to Regulation 14 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Annual Listing
fees for the year 2025-26 have been paid. The Company has paid
the annual custodian fees for the year 2025-26 in respect of
shares held in dematerialized mode to NSDL & CDSL.

16. DEPOSITS

The Company has neither accepted nor renewed any deposits in
terms of Chapter V of the Act read with the Companies
(Acceptance of Deposits) Rules, 2014 during the Financial Year
2024-25.

17. INSURANCE

The Company's assets are adequately insured against multiple
risks from fire, riot, earthquake, terrorism and other risks which
are considered necessary by the management.

18. DIRECTORS' RESPONSIBILITY STATEMENT

In terms of Section 134 of the Companies Act, 2013 ("the Act"),
the Directors make the following statements that:

(i) In the preparation of the annual accounts, the applicable
Indian accounting standards (abbreviated Ind-AS) have been

followed for the year as prescribed under Section 133 of
Companies Act, 2013, as notified under the Companies
(Indian Accounting Standard) Rules, 2015, in a simple and
concise manner.

(ii) The directors had selected such accounting policies and
applied them consistently and made judgments and
estimates that were 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 or loss of the
Company for the year under review.

(iii) The directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
with the provisions of this Act for safeguarding the assets
of the Company and for preventing and detecting fraud and
other irregularities.

(iv) The directors have prepared the annual accounts on a going
concern basis.

(v) The directors have laid down internal financial controls to
be followed by the company and that such internal financial
controls are adequate and were operating effectively.

(vi) The directors had devised a proper system to ensure
compliance with the provisions of all applicable laws and
that such system were adequate and operating effectively.

19. FUTURE OUTLOOK

The details of Future Outlook of the Company are disclosed in
the Management Discussion and Analysis Report forming part
of this report.

20. INTERNAL FINANCIAL CONTROLS

The Corporate Governance Policy guides the conduct of the
affairs of your Company and clearly delineates the roles and
responsibilities at each level of its key functionaries involved in
governance. Your Company has in place adequate internal
financial controls with reference to the Financial Statements.
During the year under review, no reportable material weakness
in the operation was observed. Regular audit and review
processes ensure that such systems are reinforced on an ongoing
basis.

21. AUDITORS

(i) Statutory Auditors and their Report

M/s Hari S & Associates, Chartered Accountants (FRN:
007709N) were appointed in 2023 as the Statutory Auditors
of the Company for a period of 5 years, to hold office from
the conclusion of 50^th AGM to the conclusion of 55^th AGM
of the company to be held in Calendar Year 2028. They have
audited the Financial Statements of the company for the
Financial Year 2024-25.

There are no qualifications, reservations or adverse remarks
and disclaimers made by the Statutory Auditors, in their
Audit Report for the Financial Year 2024-25. Further, there
were no frauds reported by the Statutory Auditors to the
audit committee or the board under Section 143(12) of the
Act for the Financial Year 2024-25.

(ii) Secretarial Auditors and their Report

The Secretarial Audit Report issued for FY 2024-25 is
annexed herewith as Annexure C to this Report duly certified
by M/s VLA & Associates, Practicing Company Secretaries
(UCN- 12007DE587900), as Secretarial Auditor of the
Company.

The Secretarial Audit Reports of Emirates Technologies
Private Limited and Majestic IT Services Limited,
Subsidiaries, for Financial Year 2024-25 both issued by M/s
Neeta A & Associates, Practicing Company Secretaries are
also attached as Annexure C1 & Annexure C2 respectively.

Additionally, pursuant to provisions of Regulation 24A of
the Securities and exchange Board of India (Listing
obligations and disclosure requirements) Regulation, 2015,
Annexure 2, 3 of SEBI Circular- SEBI/HO/CFD/CFD-PoD-2/
CIR/P/2024/185 dated December 31, 2024 and Section 204
of the Companies Act, 2013 read with Rule 9 of Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014, the Company has appointed M/s. Neeta A &
Associates, Practicing Company Secretaries (UCN-
S2022DE852100) as Secretarial Auditor of the Company
subject to shareholders' approvals, to conduct the
secretarial audit of the Company for a period of 5 years from
FY 2025-26 to FY 2029-30.

Further, the secretarial auditor has confirmed her eligibility
and qualification required under the Act for holding the
office, as Secretarial Auditors of the Company.

(iii) Internal Auditor

In terms of section 138 of the Companies Act, 2013, the
Company has re-appointed S. Tandon & Associates,
Chartered Accountants as the Internal Auditors of the
Company on February 04, 2025 for the FY 2025-26.

The management has duly considered the Quarterly Internal
Audit Reports issued by them & placed the same periodically
before the Audit Committee & the Board for Financial Year
2024-25. The suggestions/observations of the Internal
Auditor have been replied and corrective steps have been
taken wherever possible.

(iv) Cost Auditor

Due to manufacturing operations being discontinued, cost
audit is not applicable on the Company.

22. ANNUAL RETURN

Pursuant to Section 92(3) and Section 134(3)(a) of the Act read
with rules made thereunder, the Annual Return of the Company
for the Financial Year ended on March 31, 2025 is available on
the Company's website at www.majesticauto.in.

23. PARTICULARS OF EMPLOYEES (SECTION 197 OF THE COMPANIES
ACT, 2013 READ WITH THE COMPANIES (APPOINTMENT AND
REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014)

The information required pursuant to Section 197 read with Rule
5 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is appended as an Annexure
D and forms an integral part of this report.

24. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In compliance with the applicable provisions of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, a
detailed Management Discussion & Analysis Report forming part
of the Annual Report is annexed as Annexure E to this Report.

25. CORPORATE GOVERNANCE

Pursuant to Regulation 34 read with Schedule V of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations,
2015, and other applicable provisions, adequate steps have been
taken to ensure that all the provisions relating to Corporate
Governance are duly complied with.

A report on Corporate Governance along with the Auditors'
Certificate as a part of this report is annexed hereto as Annexure
F.

26. CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to the provisions of Section 129(3) of the Act and the
Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, as amended ('SEBI
Listing Regulations'), the Consolidated Financial Statements of
the Company were prepared in accordance with the applicable
Ind AS and form part of the Annual Report www.majesticauto.in.
The financial statements have been consolidated with its 2
subsidiaries only i.e. Emirates Technologies Private Limited and
Majestic IT Services Limited.

Pursuant to the provisions of Section 136 of the Act, Audited
Financial Statements of the Company, including Consolidated
Financial Statements, other documents required to be attached
thereto and Audited Financial Statements of each of the
subsidiaries, are available on the website of the Company and
may be accessed at www.majesticauto.in.

27. RISK MANAGEMENT POLICY AND INTERNAL ADEQUACY

The Company has adequate risk management process to identify
and notify the Board of Directors about the risks or opportunities
that could have an adverse impact on the Company's operations
or could be exploited to maximize the gains. The processes and
procedures are in place to act in a time bound manner to manage
the risks or opportunities, and the same will be improved further
as suggested by the Audit Committee during the year.

The Company's internal control systems are commensurate with
the nature of its business and the size and complexity of its
operations.

28. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL)
ACT, 2013

The Company has placed a Policy to treat women employees
with dignity and no discrimination against them plus zero
tolerance toward any sexual abuse - to abide by letter and spirit
requirements of the Sexual Harassment of Women at the
Workplace (Prevention, Prohibition and Redressal) Act, 2013 and
Rules there under and redressal of complaints of sexual
harassment at work place. All employees (permanent,
contractual, temporary, trainees) are supposed to adhere to
conduct themselves as prescribed in this policy. During the year
under review no complaint of this nature was reported to the
Board.

29. HUMAN RESOURCES
Industrial Relations

Management is keen on following the best practices for
attracting, retaining and enhancing human resources of the
Company. Internal transfer, job rotation and training have been
inculcated at different levels of the organization hierarchy to
evolve team leaders and managers. The above-mentioned
measures will ensure a motivated workforce, promote the
ownership and sharing economic growth of the Company.

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

The particulars related to the conservation of energy, technology
absorption and foreign exchange earnings and outgo as required

under Section 134 of the Act read with Rule 8(3) of the Companies
(Accounts) Rules, 2014 is annexed as Annexure G to this Report.

31. OTHER INFORMATION

(i) Change in Nature of business, if any

There is no change in the nature of business of the Company
during the FY 2024-25.

(ii) Proceeding under Insolvency and Bankruptcy Code, 2016

The Company has not made any application or any
proceeding pending under the Insolvency and Bankruptcy
Code, 2016 ("IBC Code") during the Financial Year and does
not have any proceedings related to IBC Code. The Company
has not made any onetime settlement during the Financial
Year 2024-25 with Banks or Financial Institution.

(iii) 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

The Company has not done any one-time settlement with
the Banks or Financial Institutions during the financial year
2024-25.

(iv) Compliance with Secretarial Standards

The Company has complied with the provisions of
Secretarial Standard - 1 (Secretarial Standard on meetings
of Board of Directors) and Secretarial Standard - 2

(Secretarial Standard on General Meetings) issued by the
Institute of Company Secretaries of India.

32. ACKNOWLEDGEMENT

The Board of Directors expresses their sincere appreciation to
all the stakeholders of the Company for the trust, confidence
and support bestowed upon us. The Board of Directors is also
grateful to the holding company for their contribution towards
the growth and success of the Company.

The Board of Directors assures to uphold the Company's
commitment towards acting with honesty, integrity and respect
and to be responsible and accountable to all the stakeholders of
the Company.

The Board of Directors thanks all stakeholders for their
commitment and invaluable contributions toward helping our
business succeed and on course to deliver sustainable and
profitable growth.

Please do look after the health and safety of yourself and your
families.

On behalf of the Board of Directors
Majestic Auto Limited

Mahesh Munjal

Date: May 26, 2025 (Chairman & Managing Director)

Place: Delhi (DIN: 00002990)