Your Directors have pleasure in presenting the 17th Annual Report of Emami Realty Limited along with the financial
statements for the financial year ended March 31,2025.

1. OPERATING RESULTS:

Certain key aspects of the Company's performance (on a standalone basis) during the financial year ended March 31,
2025, as compared to the previous financial year are summarized below:

Your Company reported a total revenue of '12,949
Lakhs in 2024-25 against '7,914 Lakhs in 2023-24. The
Company incurred loss after tax of '12,516 Lakhs in the
current year as compared to a loss of '14,041 Lakhs in
the previous year.

Your Company's consolidated revenues stood at '13,516
Lakhs for the year under review against '9,932 Lakhs in
the previous year. The Company incurred a consolidated
loss of '12,624 Lakhs in 2024-25 as compared to a loss of
'12,293 Lakhs in the previous year.

We are delighted to announce the successful launch of
our luxury Project, Emami Aamod, in November 2024
situated in the prestigious locale of New Alipore in
Kolkata. Spread across 4 acres (approx.), Emami Aamod
features four multi-storied towers housing a total of 223
luxury residences comprising spacious 3 BHK and 4 BHK
apartments, each with a servant room. We are happy
to share that about 30% of the total units have already
been booked. This encouraging response reflects strong
market acceptance and reinforces our confidence in the
project's long-term value and positioning.

Your Company's Projects - "Emami Business Bay', Sector
V, Kolkata and "Emami Aastha", Joka, Kolkata, continued
to witness good response from the market. As on 31st
March, 2025, the Company achieved a total booking of
97% in Emami Business Bay and 80% in Emami Aastha.
The construction of both the projects is in full swing.

During the year, total bookings across all projects
achieved a sales value of '245 Crores.

Your directors would like to update on the new launches
which are progressing as per plan and the Company
subject to approvals, plans to launch - Emami Tejomaya
II, Chennai having saleable area of 13 Lakhs sq.ft,
Emami Miraai in SIPCOT, Chennai having saleable area
of 15 Lakhs sq.ft and Emami Budha in Jhansi, having
saleable area of 56 Lakhs sq.ft. There are other multiple
projects which shall be launched in the next financial
year and presently, are at various stages of design and
development.

2. DIVIDEND:

Your Directors have not recommended any dividend for
the year ended March 31, 2025.

3. TRANSFER TO RESERVES:

The Company do not propose to transfer any amount to
the Reserves for the year under review.

4. SHARE CAPITAL AS ON 31ST MARCH, 2025:

As on March 31, 2025, the issued, subscribed and
paid-up equity share capital of the Company stands at
'756.88 Lakhs comprising 3,78,43,889 equity shares of '
2/- each fully paid-up. The Company has neither issued
shares with differential rights as to dividend, voting or
otherwise nor issued shares (including sweat equity
shares) to the employees or Directors of the Company
under any Scheme.

5. PREFERENTIAL ISSUE

Issue of equity shares on preferential basis for
consideration other than cash

Pursuant to the approval of the Board at its meeting held
on 26th February, 2025 and approval of the Members
of the Company obtained via special resolution passed
in their extra-ordinary general meeting held on 21st
March, 2025, the Company, on 16th April, 2025 had
allotted 59,90,000 equity shares of the Company having
face value of '2/- each, at a price of '128.50 per equity
share (including a premium of '126.50) per equity
share on a preferential basis by way of conversion of
Unsecured Loan to the promoter group entities.

Issue of convertible warrants on a preferential basis

Pursuant to the approval of the Board at its meeting held
on 26th February, 2025 and approval of the Members
of the Company obtained via special resolution passed
in their extra-ordinary general meeting held on 21st
March, 2025, upon conversion of Unsecured Loan to
the extent of 25% of the issue price per warrant (i.e.
'32.125 per warrant) as upfront payment ("Warrant
Subscription Price"), the Company, on 16th April, 2025
had allotted, 82,00,000 warrants, on preferential basis
to the Promoter group entities of the Company, at a
price of '128.50 each payable by way of conversion of
Unsecured Loan. ("Warrant Issue Price").

Each warrant, so allotted, is convertible into one fully
paid-up equity share of the Company having face
value of '2/- each in accordance with the provisions of
Securities and Exchange Board of India (Issue of Capital
and Disclosure Requirements) Regulations, 2018, within
18 months from the date of allotment of warrants.

Therefore, as on 16th April, 2025 after considering
the abovesaid allotment, the issued, subscribed and
paid-up equity share capital of the Company stands at
'876.68 Lakhs divided into 4,38,33,889 equity shares of
'2/- each.

6. CREDIT RATING

India Ratings and Research Private Limited (Ind-Ra)
has assigned/ affirmed Credit Rating of Emami Realty
Limited's Long-Term Bank Facilities at "IND A-/Stable
('IND A-'; Outlook Stable)".

7. AWARDS & ACCOLADES

Our Company continues to make a significant mark
in the Indian real estate landscape with a series of
prestigious recognitions across renowned industry
platforms. In 2024-2025, the Company garnered
accolades for innovation, sustainability, leadership,
and design, reflecting its commitment to quality and
excellence.

• At the 3rd Realty Marketing Minds Awards
2024, Emami Aastha was honored with the Best
Outdoor Marketing Campaign, recognizing its
impactful and creative outreach strategies

• At the Realty Harit Bharat Leadership Summit
& Awards 2024, our Project - Emami Aastha was
awarded - "Harit Bharat Projects - Residential"
highlighting its dedication to sustainable and
eco-conscious development.

• Emami Realty was named the Trusted
Developer of the Year at the Times Business
Awards West Bengal 2024, reaffirming the
company's credibility and customer trust in the
region.

• The Company's commitment to excellence in
project development was acknowledged at
the Economic Times Real Estate Awards 2025,
where Emami Business Bay secured the award
for Commercial Project - Office Building, and
Emami Aastha was recognized for Residential
Project - Villa.

• At the 17th Realty Conclave & Excellence
Awards 2025 (East), Emami Aamod received
dual recognition for Design Project of the Year
and Most Popular Project of the Year, while
Emami Aastha was celebrated as the Themed
Project of the Year. Our Managing Director &
CEO, Dr. Nitesh Kumar Gupta was lauded as the
Iconic Leader of the Year, honoring his visionary
leadership in steering the brand forward.

8. CHANGE IN NATURE OF BUSINESS, IF ANY

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

9. MATERIAL CHANGES AND COMMITMENTS AFTER
THE BALANCE SHEET DATE

There have been no material changes and commitments,
affecting the financial position of the Company which
have occurred between March 31,2025 and the date of
this Report, other than those disclosed in this Report.

10. SUBSIDIARY AND ASSOCIATE COMPANIES

As of March 31, 2025, the Company had 3 unlisted
subsidiaries, namely, Sneha Ashiana Private Limited,
Delta PV Private Limited and New Age Realty Private
Limited and 4 associates, namely, Roseview Developers
Private Limited, Bengal Emami Housing Limited, Prajay
Urban Private Limited and Swanhousing & Infra Private
Limited. The Company is a 10% profit partner in Lohitka
Properties LLP, as on March 31, 2025.

In compliance with the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015

("SEBI Listing Regulations") and Section 129(3) of
the Companies Act, 2013 ("the Act"), your Company
has prepared Consolidated Financial Statements in
accordance with the applicable Ind AS, which forms
part of this Annual Report. A statement containing
the salient features of the Financial Statements of the
subsidiaries & associates in Form AOC-1 as required
under Rule 5 of the Companies (Accounts) Rules, 2014
form part of this Annual Report. The highlights of the
performance of subsidiaries & associate companies
and their contribution to the overall performance
of the Company are given in Consolidated Financial
Statements. The Company does not have any joint
venture.

The audited financial statements of the Company
along with separate audited financial statements of the
subsidiaries are available on the Company's website
www.emamirealty.com. The Company will make these
documents available to Members upon request made
by them.

Sneha Ashiana Private Limited, Delta PV Private Limited
and New Age Realty Private Limited are considered as
material unlisted Indian subsidiaries under Regulation
24 of SEBI Listing Regulations. A Policy has been
formulated for determining the Material Subsidiaries
of the Company in compliance with the SEBI Listing
Regulations, as amended. The said Policy is available
at the Company's website at the weblink: https://www.
emamirealty.com/investors/.

11. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

The provisions of Section 186 of the Act in relation to
loans or guarantees or securities or investments are
not applicable to the Company, being an infrastructure
company as defined under Schedule VI to the Act. The
details of loans given, investments made, guarantees
given and securities provided have been disclosed in
the Notes to the Audited Financial Statements.

12. PARTICULARS OF CONTRACTS OR

ARRANGEMENTS WITH RELATED PARTIES

During the financial year, the Company has not entered
into transactions with Related Parties referred to in
Section 188(1) of the Act, which could be considered
material. Accordingly, the disclosure of Related Party
Transactions as required under Section 134(3) of the
Act in Form AOC-2 is not applicable. All transactions
entered into during the financial year 2024-25 with
Related Parties as defined under the Act and SEBI Listing
Regulations were in the ordinary course of business and
at arm's length basis.

The attention of Members is drawn to the disclosures
of transactions with related parties set out in Notes to
Accounts (Note No. 42) forming part of the standalone
financial statements. The transactions with persons or
entities belonging to the promoter/ promoter group
which holds 10% or more shareholding in the Company
as required under Schedule V, Part A (2A) of SEBI Listing
Regulations are given as Note No. 42 (on Related Party
Transaction) forms part of the standalone financial
statements.

A policy on 'Materiality of and Dealing with Related
Party Transactions' has been devised by the Board
of Directors and the same may be referred to, at the
Company's website at the weblink: https://www.
emamirealty.com/investors/.

13. PUBLIC DEPOSITS

During the financial year, the Company has neither
invited nor accepted / renewed any deposits from the
public covered under Section 73 and 74 of the Act read
with The Companies (Acceptance of Deposits) Rules,
2014, as amended.

14. AUDITORS & AUDITORS' REPORT

The members at the Annual General Meeting held on
September 27, 2024 had re-appointed M/S Agarwal
Tondon & Co., Chartered Accountants, (Firm Registration
No. 329088E) as the Statutory Auditors for second term
of five consecutive years from the conclusion of 16th
Annual General Meeting till the conclusion of the 21st
Annual General Meeting of the Company.

The Auditors' Report to the shareholders for the year
under review does not contain any qualification,
reservation or adverse remark.

15. SECRETARIAL AUDIT REPORT

The Board of Directors have appointed M/S MKB &
Associates, Practising Company Secretaries as Secretarial
Auditor of the Company to conduct Secretarial Audit
and their Report is annexed as Annexure 1. The said
report does not contain any qualifications, reservations,
adverse remarks or disclaimers.

The Company's unlisted material subsidiary companies
- Sneha Ashiana Private Limited, Delta PV Private
Limited and New Age Realty Private Limited have also
undergone Secretarial Audit as per Section 204 of the
Act and Regulation 24A of the SEBI Listing Regulations.
A copy of the Secretarial Audit Reports of Sneha Ashiana
Private Limited, Delta PV Private Limited and New Age
Realty Private Limited are also annexed as Annexure
1 . The said reports do not contain any qualifications,
reservations, adverse remarks or disclaimers.

The Annual Secretarial Compliance Report as required
under Regulation 24A of SEBI LODR Regulations has
been submitted to the stock exchanges within 60 days
of the end of the financial year.

16. COST RECORDS AND COST AUDITORS

As required under Rule 8(5)(ix) of the Companies
(Accounts) Rules, 2014, the Company confirms that it
has prepared and maintained cost records as specified
by the Central Government under sub-section (1) of
Section 148 of the Act for the financial year ended
March 31, 2025.

In terms of Section 148 of the Act read with the
Companies (Cost Records and Audit) Rules, 2014,
the Board of Directors of the Company has, on
recommendation of the Audit Committee, appointed
M/s V.K. Jain & Co., as Cost Auditors for the financial
year 2025-26, and fixed their remuneration subject
to ratification by the members in the ensuing Annual
General Meeting. The Company has received written
consent that their appointment is in accordance with
the applicable provisions of the Act and rules framed
thereunder. The Cost Auditors have confirmed that they
are not disqualified to be appointed as Cost Auditors of
the Company for the financial year 2025- 26.

As required, a resolution seeking members' ratification
for the remuneration payable to the Cost Auditors is
included in the Notice convening the Annual General
Meeting. The Board recommends the same for approval
by members.

M/s V.K. Jain & Co. have confirmed that the cost records
for the financial year ended March 31,2025 are free from
any disqualification.

17. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Completion of tenure of Independent Director

Mrs. Karabi Sengupta (DIN: 02534951), completed
her second term as an Independent Director of the
Company on March 30, 2025. Accordingly, she ceased to
be the Director of the Company with effect from March
31, 2025. Consequently, Mrs. Sengupta also ceased to be
the Chairperson of the Corporate Social Responsibility
Committee and Stakeholder's Relationship Committee
and Member of the Nomination and Remuneration
Committee of the Board. The Board places on record its
gratitude for the valuable contribution made by Mrs.
Sengupta during her tenure as an Independent Director

Appointment of Woman Independent Director

The Board of Directors, upon recommendation of the
Nomination and Remuneration Committee, appointed
Ms. Ishani Ray (DIN: 08800793) as an Additional
Independent Director on the Board of the Company

with effect from March 29, 2025 for a term of 5 (Five)
consecutive years, not liable to retire by rotation, which
was approved by the Members of the Company by
postal ballot on May 24, 2025.

Re-appointment of Whole-time Director

Mr. Rajesh Bansal (DIN: 00645035) was re-appointed as
the Whole-time Director of the Company, for another
term of 3 years with effect from August 10, 2024 and
the members, by way of postal ballot, on December 21,
2024, have approved his re-appointment.

Re-appointment of Managing Director

Dr. Nitesh Kumar Gupta (DIN: 08756907) was re¬
appointed as the Managing Director, designated as the
Managing Director & CEO of the Company, for another
term of 5 years with effect from June 30, 2025 which
is subject to approval of shareholders in the ensuing
Annual General Meeting. The Board of Directors of
your Company has recommended his re-appointment
at the ensuing AGM. The resolution seeking Member's
approval for his re-appointment forms part of the
Notice of Annual General Meeting.

Retirement by Rotation

In accordance with the Articles of Association of the
Company and the provisions of Section 152(6)(c) of
the Act, Mr. Basant Kumar Parakh (DIN: 00103176)
will retire by rotation at the ensuing Annual General
Meeting and being eligible, has offered himself for re¬
appointment. The Board of Directors of your Company
has recommended his re-appointment at the ensuing
AGM. The resolution seeking Member's approval for his
re-appointment forms part of the AGM Notice.

Key Managerial Personnel

Pursuant to Section 203 of the Companies Act, Dr. Nitesh
Kumar Gupta (DIN: 08756907) - Managing Director &
CEO, Mr. Rajesh Bansal (DIN: 00645035) - Whole-time
Director, Mr. Rajendra Agarwal - CFO and Mrs. Payel
Agarwal - Company Secretary & Compliance Officer are
the Key Managerial Personnel of the Company as at the
date of this Report.

Save and except for the above, there were no changes
in the Directors or Key Managerial Personnel of the
Company during the year under review.

18. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the
Independent Directors of the Company confirming
that they meet the criteria of independence as laid
down under Section 149(6) of the Act and Regulation
16 of the SEBI Listing Regulations, as amended. In the
opinion of the Board, the Independent Directors fulfill

the conditions specified in these regulations and are
independent of the management. There has been no
change in the circumstances affecting their status as
Independent Directors of the Company.

The Board is also of the opinion that the Independent
Directors of the Company possess requisite
qualifications, experience and expertise in relevant
fields and they hold the highest standards of integrity.

In compliance with rule 6(1) of the Companies
(Appointment and Qualification of Directors) Rules,
2014, all the Independent Directors have registered
themselves with the Indian Institute of Corporate
Affairs (IICA). Since all the Independent Directors of the
Company have served as directors in listed companies
for a period not less than three years, they are not
required to undertake the proficiency test as per rule
6(4) of the Companies (Appointment and Qualification
of Directors) Rules, 2014.

Certification from Company Secretary in Practice

A certificate has been received from MKB & Associates,
Company Secretaries in practice, pursuant to Regulation
34(3) and Clause 10(i) of Para C of Schedule V of the SEBI
Listing Regulations, certifying that none of the Directors
on the Board of the Company had been debarred or
disqualified from being appointed or continuing as
Directors of companies by SEBI, Ministry of Corporate
Affairs or any such Statutory Authority and forms part of
the Corporate Governance Report.

19. POLICY ON DIRECTORS' AND KEY MANAGERIAL
PERSONNEL'S APPOINTMENT AND REMUNERATION

Your Company's Remuneration Policy enumerates the
criteria for appointment and remuneration of Directors,
Key Managerial Personnel and Senior Management
Personnel on the basis of their qualifications, positive
attributes and independence of a Director and other
matters as required under Section 178(3) of the
Companies Act, 2013. The Policy is available on the
website of the Company at https://www.emamirealty.
com/investors/. The salient features of the policy are
provided in the Corporate Governance Report forming
part of the Annual Report.

20. BOARD EVALUATION

Pursuant to the provisions of the Act and the SEBI
Listing Regulations read with Guidance Note issued by
SEBI, the Nomination and Remuneration Committee
evaluated the performance of all Directors on criteria
such as qualification, level of governance in meetings,
preparedness for the meeting, experience, knowledge
and competence, fulfilment of functions, ability to
function as a team, initiative, availability and attendance,
integrity, dherence to the code of conduct, etc.

Independent Directors were additionally evaluated on
criteria like independence of views and judgement and
the Chairman of the Board was additionally evaluated
on criteria like effectiveness of leadership and ability to
steer the meeting, impartiality, commitment and ability
to keep shareholders'interest in mind. The Independent
Directors of the Company, in their separate meeting,
reviewed the performance of Non-Independent
Directors, the Board as a whole and of the Chairperson
of the Company.

The Board, after taking into consideration the
evaluation exercise carried out by the Nomination and
Remuneration Committee and by the Independent
Directors, carried out an evaluation of its own
performance and that of its committees. The evaluation
of individual performance of all Directors (including
the Independent Directors) was also carried out by the
entire Board (excluding the director being evaluated).

The Directors expressed their satisfaction with the
evaluation process and results thereof.

21. NUMBER OF MEETINGS OF BOARD OF
DIRECTORS

During the financial year ended March 31, 2025, the
Board met 6 (Six) times, on May 30, 2024, August 13,
2024, November 12, 2024, February 14, 2025, February
26, 2025 and March 29, 2025. The details of the
meetings of the Board of Directors held and attended
by the Directors during the financial year 2024-25 are
given in the Corporate Governance Report.

22. MEETING OF INDEPENDENT DIRECTORS

During the year under review, a meeting of Independent
Directors was held on February 14, 2025 wherein the
performance of the non-independent directors and
the Board as a whole was reviewed. The Independent
Directors at their meeting also assessed the quality,
quantity and timeliness of flow of information between
the Company management and the Board of Directors
of the Company.

23. PARTICULARS OF 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 attached as Annexure 2.

In terms of the provisions of Section 197(12) of the
Act read with Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, a statement showing the
names and other particulars of the employees drawing
remuneration in excess of the limits set out in the said

rules is provided in the Annual Report, which forms part
of this Report. As per the second proviso to Section
136(1) of the Act, the Annual Report (excluding the
aforesaid information) is sent to the members of the
Company. If any member is interested in obtaining a
copy thereof, such a member may write to the Company
Secretary, whereupon a copy would be sent to such a
member.

24. CORPORATE SOCIAL RESPONSIBILITY

The Corporate Social Responsibility ('CSR') Committee
of your Company comprises Mrs. Karabi Sengupta as
the Chairperson, upto March 30, 2025 and Mr. Amit
Kiran Deb as the Chairperson of the Committee, w.e.f
March 31, 2025 and Mr. Debasish Bhaumik and Dr.
Nitesh Kumar Gupta, as members. The details required
under the Companies (Corporate Social Responsibility
Policy) Rules, 2014, as amended, are given in Annual
Report on CSR activities appended as Annexure 3 to
this Report. The CSR Policy is available on the website of
the Company at the weblink: https://www.emamirealty.
com/investors/

25. DIRECTORS' RESPONSIBILITY STATEMENT

In terms of the provisions of Section 134(5) of the Act,
your Directors hereby confirm that:-

(i) in the preparation of the annual financial statements
for the financial year ended March 31, 2025,
the applicable accounting standards have been
followed along 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 as at the end of the financial year
and of the 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 Companies
Act and rules made thereunder, for safeguarding
the assets of the Company and for preventing and
detecting fraud and other irregularities;

(iv) they have prepared the annual financial statements
for the financial year ended March 31, 2025 on a
'going concern' basis;

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

(vi) they have devised proper systems to ensure
compliance with the provisions of all applicable

laws and that such systems were adequate and
operating effectively.

26. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report for the
year under review, as stipulated under Regulation 34(2)
of SEBI Listing Regulations, is appended to this Report.

27. CORPORATE GOVERNANCE

The Company is committed to maintaining the highest
standards of Corporate Governance and adhering to
the Corporate Governance requirements as set out
by the SEBI. The Report on Corporate Governance as
stipulated under SEBI Listing Regulations forms part
of this Report. A certificate from M/s. Agrawal Tondon
& Co., Chartered Accountants, confirming compliance
with the conditions of Corporate Governance as
stipulated under Schedule V to SEBI Listing Regulations
and applicable provisions of the Act forms part of the
Corporate Governance Report.

28. CEO & CFO CERTIFICATION

As required by Regulation 17(8) of the SEBI Listing
Regulations, the CEO & CFO certification has been
submitted to the Board and a copy thereof is contained
elsewhere in this Annual Report.

29. INTERNAL FINANCIAL CONTROL SYSTEM

The Company has an internal financial control system,
commensurate with its size, scale and complexity of its
operations. The Company's system of internal control has
been designed to provide a reasonable assurance with
regard to maintenance of proper accounting controls,
monitoring of operations, protecting assets from
unauthorized use or losses, compliance with regulations
and for ensuring reliability of financial reporting. The
internal controls over financial reporting have been
identified by the management and are checked for
effectiveness across all locations and functions by the
management and tested by the Auditors on sample
basis. The controls are reviewed by the management
periodically and deviations, if any, are reported to the
Audit Committee periodically.

30. AUDIT COMMITTEE

The composition and terms of reference of the Audit
Committee has been furnished in the Corporate
Governance Report forming a part of this Annual
Report. During the Financial Year under review, the
recommendations made by the Audit Committee were
accepted by the Board.

31. NOMINATION AND REMUNERATION COMMITTEE

The composition and terms of reference of the
Nomination and Remuneration Committee has been

furnished in the Corporate Governance Report forming
a part of this Annual Report.

32. STAKEHOLDERS' RELATIONSHIP COMMITTEE

The composition and terms of reference of the
Stakeholders Relationship Committee has been
furnished in the Corporate Governance Report forming
a part of this Annual Report.

33. VIGIL MECHANISM

The Company has established a vigil mechanism as
required under Section 177 of the Act and Regulation
22 of the SEBI Listing Regulations, to report to the
management, concerns about unethical behavior,
actual or suspected fraud or violation of the Codes
of Conduct or policy. The mechanism provides for
adequate safeguards against victimization of employees
and Directors who avail of the mechanism and also
provide for direct access to the Chairman of the Audit
Committee in exceptional cases. The said policy may be
referred to, at the Company's website at the weblink:
https://www.emamirealty.com/investors/

34. RISK MANAGEMENT

The Company has a defined Risk Management framework
to identify, assess, monitor and mitigate various risks to
key business objectives. Major risks identified by the
businesses and functions are systematically addressed
through mitigating actions on a continuing basis. It
provides for identification of risk, its assessment and
procedures to minimize risk and is being periodically
reviewed to ensure that the executive management
controls the risk as per decided policy.

35. COMPLIANCE WITH SECRETARIAL STANDARDS

During the Financial Year, your Company has complied
with applicable Secretarial Standards i.e. SS-1 and SS-
2, relating to "Meetings of the Board of Directors" and
"General Meetings'; respectively.

36. PREVENTION OF SEXUAL HARASSMENT AT
WORKPLACE

Your Company is committed to provide a work
environment which ensures that every woman
employee is treated with dignity, respect and equality.
There is zero-tolerance towards sexual harassment and
any act of sexual harassment invites serious disciplinary
action.

The Company has established a policy against Sexual
Harassment for its employees. The policy allows every
employee to freely report any such act and prompt
action will be taken thereon. The Policy lays down

severe punishment for any such act. The Company has
complied with provisions relating to the constitution of
Internal Complaints Committee. Further, your directors
state that during the year under review, there was no
case / complaints of sexual harassment reported to the
Company pursuant to the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal)
Act, 2013.

37. COMPLIANCE WITH THE MATERNITY BENEFIT
ACT, 1961

The Company has duly complied with the provisions
of the Maternity Benefit Act, 1961, including the
amendments made thereto. Necessary facilities and
benefits, as mandated under the Act, have been
provided to eligible women employees.

38. ANNUAL RETURN

As required under Section 92(3) of the Act read with
Section 134(3)(a), the Annual Return for the financial
year ended March 31,2025 is available on the Company's
website at the weblink: https://www.emamirealty.com/
investors/

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

There are no significant material orders passed by the
Regulators / Courts/ Tribunals which would impact the
going concern status of the Company and its future
operations.

40. PARTICULARS OF CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNING & OUTGO

The particulars regarding conservation of energy,
technology absorption, foreign exchange earnings
and outgo as stipulated under Section 134(3)(m) of the
Companies Act read with Rule 8(3) of the Companies
(Accounts) Rules, 2014 are appended as Annexure 4 to
this Report.

41. REPORTING OF FRAUDS BY AUDITORS

During the financial year under review, the Statutory
Auditors, Cost Auditors and Secretarial Auditors have
not reported any instances of fraud committed in the
Company by its officers or employees to the Audit
Committee or to the Central Government under
section 143(12) of the Act, details of which need to be
mentioned in this Report.

42. STATEMENT ON INVESTOR EDUCATION AND
PROTECTION FUND

There is no amount lying unpaid/ unclaimed with the
Company.

43. DETAILS OF APPLICATION MADE OR ANY
PROCEEDING PENDING UNDER THE INSOLVENCY
AND BANKRUPTCY CODE, 2016

There are no applications made or any proceeding
pending against the Company under Insolvency and
Bankruptcy Code, 2016 (31 of 2016) during the financial
year.

44. 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

There are no instances of one-time settlement during
the financial year.

45. ACKNOWLEDGEMENTS

TheDirectors wish to extendtheir thanks and appreciation
for the valuable and continued support received from
the Customers, Shareholders, Company's Bankers,
financial institutions, Central and State Government
Authorities, Stock Exchange(s), Depositories and
all other business associates for the growth of the
organization. The Directors also acknowledge the hard
work, dedication and commitment of the employees for
the growth of the Company and look forward to their
continued involvement and support.

For and on behalf of the Board of Directors

Amit Kiran Deb

Kolkata Chairman

August 12, 2025 (DIN: 02107792)