Your Directors present their Twenty Nineth Annual Report together with the Audited Financial Statements of
your Company for the year ended March 31,2025.

FINANCIAL SUMMARY AND HIGHLIGHTS

(Rs. in lakhs)

The financial statements of the Company have been prepared in accordance with the Companies (Accounting
Standards) Rules.

In terms of Section 129 of the Companies Act, 2013 read with Rules framed there under, Audited Financial
Statements of the Company along with the Auditors' Report shall be laid before the ensuing Annual General
Meeting of the Company for the Financial Year ended March 31,2025.

During the year under review, no revision was made in the previous financial statements of the Company.
DIVIDEND

The Board has not recommended any dividend for the current financial year in order to conserve its profits.
AMOUNT TRANSFERRED TO RESERVES

Pursuant to the provisions of Section 45IC (1) of the Reserve Bank of India Act, 1934, Rs. 62.30 lakhs have
been transferred to Statutory Reserve and Rs. 249.21 lakhs have been transferred to General Reserve.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no unpaid dividend
lying with the Company.

STATE OF COMPANY’S AFFAIRS, REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

Your Company is an RBI registered Non-Banking Finance Company, and it has achieved a net profit after tax
of Rs 311.51 lakhs against net profit after tax Rs. 479.48 lakhs in the previous year.

During the year under review, there has been no change in the nature of business of your Company.

MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL
STATEMENTS RELATE AND THE DATE OF THE REPORT

There were no material changes and commitments affecting the financial position of the Company which
occurred between the end of the financial year to which this financial statement relates and the date of the
report.

SHARE CAPITAL
Paid-up Capital

The Issued, Subscribed and Paid-up Share Capital of the Company stood at Rs. 5,01,00,000 as at March 31,
2025 comprising of 50,10,000 Ordinary Equity Shares of Rs. 10 each fully paid-up. There was no change in
Share Capital during the year under review.

Employee Stock Options Scheme

During the year under the review, the Company has not issued any Shares pursuant to the Employee Stock
Options Scheme.

Equity Shares with Differential Rights

During the year under the review, the Company has not issued any Shares with Differential Rights.

Sweat Equity Shares

During the year under the review, the Company has not issued any Sweat Equity Shares.

HOLDING COMPANY / SUBSIDIARY COMPANY

The Company does not have any Holding Company, Subsidiary, Associate or Joint Venture Company.
MANAGEMENT DISCUSSION AND ANALYSIS

In accordance with Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the Management Discussion and Analysis Report is appended to this Report as Annexure-I.

CORPORATE GOVERNANCE

Your Directors wish to reiterate your Company's commitment to the highest standards of corporate
governance to enhance trust of all its stakeholders. Strong & robust Corporate Governance practices have
facilitated your Company in standing up to the continued scrutiny of investors and that of various Regulatory
authorities. The report on Corporate Governance as stipulated under Regulation 34(3) read with Para C of
Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in
a separate section forming part of this Report. is appended to this Report as Annexure-II.

Further, a compliance certificate from M/s. Amit Sharma & Associates, Company Secretaries regarding
compliance of conditions of Corporate Governance is appended to this Report as Annexure-III.

CORPORATE SOCIAL RESPONSIBILITY

The provisions relating to Corporate Social Responsibility as enumerated in Section 135 of the Companies
Act, 2013 are not applicable to the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL
Directors

As on March 31, 2025, your Company had 4 (four) Directors. Mr. Danmal Porwal, Managing Director
designated as Chairman cum Managing Director, Mr. Rakesh Porwal, Non-Executive Director, Mr. Vijay
Kumar Jain and Mrs. Akansha Lunia as the Independent Directors of the Company. During the year under
review, following were the changes in the composition of Board of the Company:

Retirement by rotation

In terms of provisions of Section 152(6) of the Act, Mr. Danmal Porwal (DIN: 00581351) being longest in the
office, shall retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself for
reappointment.

Based on the written representations received, none of the Directors mentioned above are disqualified under
Section 164 of the Companies Act, 2013.

Key Managerial Personnel

As on March 31, 2025, Mr. Danmal Porwal, Managing Director, Mr. Sunny Jain, Chief Financial Officer and
Mr. Jainendra Kumar Jain, Company Secretary and Compliance Officer are the Key Managerial Personnel of
the Company.

During the year under review, there was no change in the Key Managerial Personnel of the Company.

RECEIPT OF ANY COMMISSION BY MANAGING DIRECTOR/ WHOLE-TIME DIRECTOR FROM
COMPANY OR FOR RECEIPT OF COMMISSION/REMUNERATION FROM ITS HOLDING OR
SUBSIDIARY COMPANY

During the year under review, the Company has not paid any commission to any of its Directors. The
Company does not have any Subsidiary / Holding Company.

BOARD EVALUATION

In terms of the provisions of Section 178(2) of the Companies Act, 2013, the Board has adopted a formal
mechanism for evaluating its performance as well as that of its Committees and individual directors, including
the Chairman of the Board and Independent Directors. For the said purpose, a structured questionnaire was
circulated to the Directors for each of the evaluations.

Performance of the Board was evaluated by each Director on the parameters such as Structure and
Composition of Board, Meetings of the Board, Functions of the Board, Board & Management etc.

Board Committees were evaluated on the parameters such as Mandate and Composition of Committee,
Effectiveness of the Committee, Structure of the Committee and meetings, Independence of the Committee
from the Board, Contribution to decisions of the Board etc.

Performance of the Chairman was evaluated by all other Directors (except the Director himself) on the
parameters such as Knowledge and Competency, Fulfilment of Functions, Ability to function as a team,
Initiative, Availability and attendance, Commitment, Contribution, Integrity, Impartiality, Commitment, Ability to
keep shareholders' interests in mind etc.

Performance of the Independent Directors was evaluated by the entire Board of Directors, excluding the
Director being evaluated.

Directors were also evaluated individually by all other Directors (except the Director himself) on parameters
such as Knowledge and Competency, Fulfilment of Functions, Ability to function as a team, Initiative,
Availability and attendance, Commitment, Contribution, Integrity etc.

Meeting of the Independent Directors without the attendance of Non-Independent Directors, Chief Financial
Officer or the members of the management of the Company was held on March 10, 2025. The Independent
Directors, inter-alia, evaluated the performance of non-Independent Directors, the Chairman of the Company
and the Board for the financial year 2024-25. They also assessed the quality, content and timeliness of flow of
information between Management and the Board that is necessary for the Board to effectively and reasonably
perform its duties.

The Directors expressed their satisfaction with the evaluation process.

DECLARATION OF INDEPENDENT DIRECTORS

In terms of Section 149 of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, Mr. Vijay Kumar Jain and Mrs. Akansha Lunia are the Independent
Directors of the Company as on the date of this report. All Independent Directors of the Company have given
requisite declarations under Section 149(7) of the Companies Act, 2013, that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, 2013 along with the rules framed
thereunder and that they have also complied with the Code of Conduct and Ethics of the Company as
applicable to the Board of Directors and Senior Management.

In the opinion of the Board, the Independent Directors possess core skills/expertise/competencies (including
the proficiency), identified by the Board, required in the context of Company's business(es) and sector(s) for
the Company to function effectively and are persons of high integrity and repute. They fulfill the conditions
specified in ‘the Act' as well as the Rules made thereunder and are independent of the management.

The terms and conditions of appointment of Independent Directors are as per Schedule IV of the Companies
Act, 2013.

During the year under review, the Independent Directors of the Company had no pecuniary relationship or
transaction with the Company, other than receiving the sitting fees, and reimbursement of expenses incurred
by them if any for the purpose of attending meetings of the Board/Committees of the Company.

In terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company have confirmed
that they have registered themselves with the databank maintained by The Indian Institute of Corporate
Affairs, Manesar ("IICA") and the said registration is active. Further, in terms of Rule 6(4) of the Companies

(Appointment and Qualifications of Directors) Rules, 2014, 1 (one) Independent Director has passed the
Online Proficiency Self-Assessment test conducted by IICA and the other Independent Director shall undergo
Online Proficiency Self-Assessment test.

FAMILIARIZATION PROGRAMMES FOR INDEPENDENT DIRECTORS

The Board members are provided with necessary documents, reports and internal policies to enable them to
familiarise with the Company's procedures and practices.

The details of programmes for familiarization of Independent Directors with the Company, their roles, rights,
responsibilities in the Company, nature of the industry in which the Company operates, business model of the
Company and related matters along with other details as required pursuant to the provisions of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 are available at

http://www.dynamicarchistructures.com/PDF/POLICY/Familiarisation%20programme%20for%20IDs.pdf

POLICIES ON APPOINTMENT AND REMUNERATION OF DIRECTORS, KEY MANAGERIAL
PERSONNEL AND EMPLOYEES

In accordance with the provisions of Section 134(3)(e) read with Section 178(2) of the Companies Act, 2013
and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your
Company has adopted a Policy on Appointment of Directors and Senior Management and succession
planning for orderly succession to the Board and the Senior Management, which inter alia, includes the
criteria for determining qualifications, positive attributes and independence of Directors. Your Company has
also adopted a Policy on Remuneration of Directors, Key Managerial Personnel and Employees of the
Company in accordance with the provisions of Section 178(4) of the Companies Act, 2013. The said policies
can be accessed on the website of the Company at http://www.dynamicarchistructures.com/

BOARD MEETINGS

During the year under review, the Board met 6 (six) times. The intervening gap between the Meetings was
within the period prescribed under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

The details of number of Board and Committee meetings of the Company are set out in the Corporate
Governance Report, which forms part of the Annual Report.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) of the Companies Act, 2013, the Directors, based on the representations
received from the operating management and after due enquiry, confirm that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed and
there are no material departures from the same;

(b) they had 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 ended March 31,2025 and of the profit of the Company for that
period;

(c) they had 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;

(d) they had prepared the annual accounts on a going concern basis; and

(e) they had laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and were operating effectively; and

(f) they had devised proper systems to ensure compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively.

SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of Secretarial Standards
on Meetings of the Board of Directors (SS-1) and Secretarial Standards on General Meetings (SS-2) and is in
compliance with the same.

INTERNAL FINANCIAL CONTROLS AND ADEQUACY

The Company has in place adequate internal financial controls with reference to the financial statements. The
Audit Committee of the Board periodically reviews the internal control systems with the management, Internal
Auditors and Statutory Auditors and the adequacy of internal audit function, significant internal audit findings
and follow-ups thereon.

Your Company has an adequate internal controls system, commensurate with the size and nature of its
business. The system is supported by documented policies, guidelines and procedures to monitor business
and operational performance which are aimed at ensuring business integrity and promoting operational
efficiency. Further details are provided in the Management Discussion and Analysis Report, which forms a
part of this Report.

AUDIT COMMITTEE

The Audit Committee of the Board of Directors of the Company is duly constituted pursuant to Section 177 of
the Companies Act, 2013 and Regulation 18 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. As on March 31, 2025, the Audit Committee comprises of Mr. Vijay Kumar Jain, Mrs.
Akansha Lunia and Mr. Rakesh Porwal. Mr. Vijay Kumar Jain is the Chairman of the Committee. Mrs. Padma
Paila ceased to be a member of the Audit Committee with effect from closure of the business hours on March
23, 2025 due to retirement as an Independent Director of the Company. Further details are provided in the
Corporate Governance Report, which forms part of the Annual Report. All the Members of the Committee are
adequately literate to understand the financial and other aspects. All the Members of the Committee are
adequately literate to understand the financial and other aspects.

The role, terms of reference and powers of the Audit Committee are in conformity with the requirements of the
Companies Act, 2013 and applicable regulations of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

During the year under review, the Board has accepted all recommendations of the Audit Committee made
from time to time.

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee of the Board of Directors of the Company is duly constituted
pursuant to Section 178(1) of the Companies Act, 2013 and Regulation 19 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. The Nomination and Remuneration Committee is responsible
for evaluating the balance of skills, experience, independence, diversity and knowledge on the Board and for
drawing up selection criteria.

As on March 31, 2025, the Nomination and Remuneration Committee comprises of Mr. Vijay Kumar Jain, Mrs.
Akansha Lunia and Mr. Rakesh Porwal. Mr. Vijay Kumar Jain is the Chairman of the Committee. Mrs. Padma
Paila ceased to be a member of the Nomination and Remuneration Committee with effect from closure of the
business hours on March 23, 2025 due to retirement as an Independent Director of the Company. Further
details are provided in the Corporate Governance Report, which forms part of the Annual Report. During the
year under review, the Board has accepted all recommendations of the Nomination and Remuneration
Committee made from time to time.

STAKEHOLDERS’ RELATIONSHIP COMMITTEE

The Stakeholders' Relationship Committee of the Board of Directors of the Company is duly constituted
pursuant to Section 178(5) of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

As on March 31, 2025, the Stakeholders' Relationship Committee comprises of Mr. Vijay Kumar Jain, Mrs.
Akansha Lunia and Mr. Rakesh Porwal. Mr. Vijay Kumar Jain is the Chairman of the Committee. Mrs. Padma
Paila ceased to be a member of the Stakeholders' Relationship Committee with effect from closure of the
business hours on March 23, 2025 due to retirement as an Independent Director of the Company. Further
details are provided in the Corporate Governance Report, which forms part of the Annual Report. During the
year under review, the Board has accepted all recommendations of the Stakeholders' Relationship Committee
made from time to time.

VIGIL MECHANISM / WHISTLE BLOWER MECHANISM

The Company has established a vigil mechanism by adopting a Whistle Blower Policy for Directors and
employees to report genuine concerns in the prescribed manner. The vigil mechanism is overseen by the
Audit Committee and provides adequate safeguards against victimization of employees and Directors. Whistle
Blower Policy is a mechanism to address any complaint(s) related to fraudulent transactions or reporting
intentional non-compliance with the Company's policies and procedures and any other questionable
accounting/operational process followed. It provides a mechanism for employees to approach the Chairman of
Audit Committee or Chairman of the Company. During the year, no such incidence was reported, and no
personnel were denied access to the Chairman of the Audit Committee or Chairman of the Company. The
Whistle Blower Policy of the Company can be accessed at:

http://www.dvnamicarchistructures.com/PDF/PQLICY/Whistle%20Blower%20Policv.pdf
RISK MANAGEMENT

Your Company has, in place, a Risk Management Policy which includes identification therein of the elements
of risk which in the opinion of Board may threaten the existence of the Company. Your Company's Risk
Management Policy sets out the objectives and elements of risk management within the organization and
helps to promote risk awareness amongst employees and to integrate risk management within the corporate
culture. The major risks identified by the businesses and functions are systematically addressed through
mitigating actions on a continuing basis.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, the Statutory Auditors have not reported any instances of frauds committed in
the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Companies
Act, 2013.

SECRETARIAL AUDITORS

Section 204 of the Companies Act, 2013, inter-alia, requires every Listed Company to annex with its Board's
report, a Secretarial Audit Report given by a Company Secretary in practice, in the prescribed form. The
Board of Directors appointed M/s. Amit Sharma & Associates, Company Secretaries as the Secretarial
Auditors to conduct the Secretarial Audit for the Financial year 2024-25. The Secretarial Audit Report is
annexed to this Board report as Annexure-IV.

The said Secretarial Audit Report for the financial year ended March 31, 2025 does not contain any
qualification, reservation or adverse remarks.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S OPERATIONS IN FUTURE

During the year under review, no significant or material orders were passed by the Regulators or Courts or
Tribunals which impact the going concern status and Company's operation in future.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE
FINANCIAL YEAR

During the year under review, the Company has not made any application and there are no proceedings
pending under the Insolvency and Bankruptcy Code, 2016.

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

Your Company is an RBI registered Non-Banking Finance Company and therefore the provisions of Section
186 are not applicable. There were no guarantees given or security provided by the Company under Section
186 of the Companies Act, 2013 during the year under review. Particulars of loans given, and investments
made by the Company are provided in the notes to the Financial Statements.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

As per the process, necessary details for each of the Related Party Transactions as applicable along with the
justification are provided to the Audit Committee in terms of the Company's Policy on Materiality and Dealing
with Related Party Transactions and applicable provisions of the SEBI Listing Regulations, if any, and the
Companies Act, 2013.

All contracts/transactions executed by the Company during the financial year with related parties were on an
arm's length basis and in the ordinary course of business. The particulars of such contracts or arrangements
made with related parties in e-Form AOC-2 pursuant to Section 188 of Companies Act, 2013 is annexed to
this Board report as Annexure V.

The Policy on Related Party Transactions as approved by the Audit Committee and the Board is available on
the website of the Company at http://www.dynamicarchistructures.com/PDF/POLICY/RPT%20Policy draft.pdf

In terms of Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 there were no transactions of the Company with any person or entity
belonging to the promoter/ promoter group which hold(s) 10% or more shareholding in the Company.

DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under review.

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

Since your Company is engaged in financial services activities, its operations are not energy intensive nor
does it require adoption of specific technology and hence information in terms of Section 134(3)(m) of the
Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 is not provided in this Board's Report.
Your Company is vigilant on the need for conservation of energy.

The Total Foreign Exchange Inflow and Outflow was Nil during the year under review.

PARTICULARS OF REMUNERATION TO EMPLOYEES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read
with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are
provided in Annexure-VI.

None of the employees draw remuneration in excess of the limits set out in the Rule 5(2)(i), Rule 5(2)(ii) and
Rule 5(2)(iii) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 during the
year under review.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 134(3)(a) and Section 92(3) of the Companies Act, 2013 read with Rule 12 of the
Companies (Management and Administration) Rules, 2014, a copy of the Annual Return is available on
http://www.dynamicarchistructures.com/.

MAINTENANCE OF COST RECORDS

The Company is not required to maintain cost records as specified by the Central Government under Section
148(1) of the Companies Act 2013.

SEXUAL HARASSMENT

Your Directors further state that during the year under review, there were no complaints filed pursuant to the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The
Company has complied with the provisions relating to the constitution of Internal Complaints Committee under
the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The details of the complaints are as follows:

STATEMENT WITH RESPECT TO THE COMPLIANCE WITH THE PROVISIONS RELATING TO THE
MATERNITY BENEFIT ACT 1961

The Company is compliant with the provisions relating to the Maternity Benefit Act 1961.

GENERAL

i. Company has prepared its financial statements as per Indian Accounting Standard (IND AS) and
previous year figures have been adjusted accordingly.

ii. The Company has not made any one-time settlement for loans taken from the Banks or Financial
Institutions, and hence 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 reasons thereof is not applicable.

CAUTIONARY STATEMENT

Certain statements in the Board's Report describing the Company's objectives, projections, estimates,
expectations or predictions may be forward-looking statements within the meaning of applicable securities
laws and regulations. Actual results could differ from those expressed or implied. Important factors that could
make a difference to the Company's operations include labour and material availability, and prices, cyclical
demand and pricing in the Company's principal markets, changes in government regulations, tax regimes,
economic development within India and other incidental factors.

APPRECIATION AND ACKNOWLEDGEMENT

The Directors take this opportunity to express their appreciation to all stakeholders of the Company including
the Reserve Bank of India, the Ministry of Corporate Affairs, the Securities and Exchange Board of India, the
Government of India and other Regulatory Authorities, the BSE Limited, Bankers, Financial Institutions,
Members, Customers and Employees of the Company for their continued support and trust. Your Directors
would like to express deep appreciation for the commitment shown by the employees in supporting the
Company in achieving continued robust performance on all fronts.

For and on behalf of the Board
Dynamic Archistructures Limited

Sd/- Sd/-

Danmal Porwal Rakesh Porwal

Managing Director Director

DIN:00581351 DIN:00495444

Date: September 03, 2025
Place: Kolkata