Your Director's have pleasure in presenting the 18^th Annual Report of B-Right Realestate Limited
(the Company) together with the Audited Statement of Accounts of your Company for the year ended
March 31, 2025.

DISCLOSURE OF FINANCIAL SUMMARY OR HIGHLIGHTS

(Amount in Lakhs)

STATE OF THE COMPANY'S AFFAIRS:

Your Company is primarily engaged in the business of Real Estate Development and Construction
Activities.

The Standalone Total Income of the Company stood at Rs. 773 Lakhs for the year ended March 31,
2025 as against Rs. 662.31 Lakhs in the previous year.

The Standalone Company made a Net Profit after tax of Rs. 59.30 Lakhs for the year ended March 31,
2025 as compared to Rs. 240.86 Lakhs in the previous year.

The Consolidated Total Income is Rs. 10,490.06 Lakhs for the financial year ended March 31, 2025 as
against Rs. 4,227.87 Lakhs during the previous financial year.

The Consolidated Net Profit is Rs. 169.21 Lakhs for the year ended March 31, 2025 as compared to
the Net Profit of Rs. 243.00 Lakhs in the previous year.

The management is of the opinion that in the coming future as the overall situation seems to be
improving and Directors are optimistic about Company's business and hopeful of better performance
with increased revenue in next year.

There has been no change in the business of the Company during the financial year ended March 31,
2025.

SHARE CAPITAL:

The Authorized Share Capital of the Company is Rs. 11,00,00,000/- (Rupees Eleven Crores Only)
divided into 1,10,00,000 (One Crores Ten Lacs) Equity Shares of Rs. 10/- each.

The Issued and Paid-up capital of the company consist of Rs. 10,33,12,000/- (Rupees Ten Crores
Thirty-Three Lakhs Twelve Thousand Only) divided into 1,03,31,200 Equity Shares of Rs. 10/- each.

A) ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

The Board of Directors has not made any issue of shares.

B) ISSUE OF SWEAT EQUITY SHARES:

No Sweat Equity Shares were issued in current financial year

C) ISSUE OF EMPLOYEE STOCK OPTIONS:

No Employee Stock Options were issued in current financial year.

D) PROVISION OF MONEY BY COMPANY FOR PURCHASE OF ITS OWN SHARES BY EMPLOYEES
OR BY TRUSTEES FOR THE BENEFIT OF EMPLOYEES:

No provision is made by Company for purchase of its own shares by employees or by trustees for the
benefit of employees.

ISSUANCE OF DEBENTURES:

The Company did not issue any debenture(s) during the year.

The Company has received approval from members by way of postal ballot to raise funds upto
Rs. 100 Crore through issuance of equity shares or other eligible securities or by way of borrowing
of funds (debt).

DEPOSITORY SYSTEM:

Your Company's Equity Shares are available for dematerialisation through National Securities
Depository Limited and Central Depository Services (India) Limited. As on March 31, 2025, 100% of
the Equity Shares of the Company were held in dematerialised form.

EXTRACT OF ANNUAL RETURN:

Pursuant to Section 92(3) and Section 134(3)(a) of the Act, read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, the extract of Annual Return for the Financial Year
ended March 31, 2025 has been hosted on the Company's website under the web link of https://b-
rightgroup.com.

DISCLOSURE OF CHANGE IN NATURE OF BUSINESS:

The Company is engaged in the business of Real-Estate Development and Construction Activities.
There has been no change in the business of the Company during the financial year ended 31st March,
2025.

DISCLOSURE RELATING TO AMOUNTS IF ANY, WHICH IS PROPOSED TO CARRY TO ANY
RESERVES:

For the financial year ended 31st March, 2025, your Company has not proposed to carry or transfer
any amount to any other specific reserve account.

DISCLOSURES RELATING TO AMOUNT TO BE RECOMMENDED TO BE PAID AS DIVIDEND:

The Board of Directors of your Company, after considering holistically the relevant circumstances
has decided that it would be prudent, not to recommend any Dividend for the year under review and
retain the profits of the Company for its future growth.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

Since there was no unpaid/unclaimed Dividend in the books or any Unpaid Dividend declared and
paid last year, the provisions of Section 125 of the Companies Act, 2013 do not apply to your
Company.

DETAILS RELATED TO DEPOSITS COVERED UNDER CHAPTER V OF COMPANIES ACT, 2013:

Under the Deposit Regulations as amended time to time, a Company is permitted to accept Deposits
subject to applicable provisions, to the extent of 10% of the aggregate of the paid-up share capital,
securities premium account and free reserves from its Members and 25% of the aggregate of the
paid- up share capital, securities premium account and free reserves from the public after prior
approval by way of special resolution passed by the members in this regard. Requisite approval was

obtained from the Members of the Company and was introduced to meet up the working capital of
the company in September 23, 2024 in compliance with the Deposit Regulation. The company has
also obtained credit rating from Infomerics Valuation and Rating Private Limited
(IVR BBB-/Stable (Triple B Minus with Stable Outlook).

The details relating to Deposits, covered under chapter V of the Act are as under.

a. Accepted during the Year: Rs. 1,09,87,180/-

b. Remained unpaid or unclaimed as at the end of the Year: Nil

c. Whether there has been any default in repayment of deposits or payment of interest thereon
during the year and if so, number of such cases and the total amount involved:

i. At the beginning of the year: Nil

ii. Maximum during the year: Nil

iii. At the end of the year: Nil

There are no deposits that have been accepted by the Company that are not in compliance with the
requirements of Chapter V of the Act.

PARTICULARS OF LOANS, GUARANTEES, INVESTMENT UNDER SECTION 186 OF THE
COMPANIES ACT. 2013:

Details of loans, guarantee and investments under the provisions of section 186 of the Companies
Act, 2013 read with the Companies (Meeting of Board and its powers) Rules, 2014 as on March 31,
2025 are set out in relevant notes to accounts of the Standalone Financial Statements of the Company.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. AND FOREIGN EXCHANGE OUTGO:
Details regarding Energy Conservation: Since the Company does not fall under the list of
industries, which should furnish this information, the question of furnishing the same does not arise.

Details regarding Technology Absorption: Company is not involved into any kind of
manufacturing activities. Therefore, no technology absorption is required.

Details regarding Foreign Exchange Earnings and Outgo: There have been neither any earnings
nor outgoing of foreign exchange during the year under review.

DISCLOSURES IN DIRECTOR RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company
confirms that:

a) In the preparation of the annual accounts the applicable accounting standards had been followed
along with proper explanation relating to material departures.

b) The Directors 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 financial year and of the profit and loss of the Company
for that period.

c) The Directors 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 the Company and
for preventing and detecting fraud and other irregularities.

d) The Directors have prepared the annual accounts on a 'going concern' basis.

e) That internal financial controls were in place and that the financial controls were adequate and
were operating effectively.

f) That the directors had devised proper systems to ensure compliance with the provisions of all
applicable laws were in place and were adequate and operating effectively.

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:

The Company has received approval of members by way of postal ballot to migrate Listing/Trading
of Equity Shares of the company from BSE SME Platform to the Main Board of BSE Limited,
National Stock Exchange of India Limited or any other recognized Stock Exchange.

Further, the members have also resolved by way of postal ballot to raise funds upto Rs. 100 Crore
through issuance of equity shares or other eligible securities or by way of borrowing of funds
(debt).

Except as disclosed above or elsewhere in this 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.

STATUTORY AUDITOR:

In terms of the first proviso to Section 139 of the Companies Act, 2013, at the Annual General Meeting
held on Monday, 23^rd September, 2024, M/s. JMMK & Co, Chartered Accountants (Firm
Registration Number: 120459W), who were reappointed as the Statutory Auditor of the Company
to hold office from the Conclusion of that Annual General Meeting till the conclusion of the Annual
General Meeting to be held for the Financial year 2028-2029 at a remuneration to be fixed by the
Board of Directors in consultation with the auditors, plus applicable GST and reimbursement of out
of pocket expenses incurred by them for the purpose of audit.

SECRETARIAL AUDITOR:

In terms of Section 204 of the Companies Act, 2013 and Rules made there under, M/s. Rinkesh Gala
& Associates, Practicing Company Secretaries (C.O.P. No.: 20128), Mumbai was appointed as the
Secretarial Auditor of the Company for the financial year 2024-2025.

The Secretarial Audit Report along with the Secretarial Compliance Report for the financial year
ended March 31, 2025 is set out in “Annexure I” to this Report.

Whereas, it is proposed in the Annual General Meeting of the Company to appoint M/s. DSM &
Associates, Practicing Company Secretary, as the Secretarial Auditor of the Company for the period
of 1 year i.e. for the Financial Year 2025-26.

INTERNAL AUDITOR:

Pursuant to section 138(1) of Companies Act, 2013 read with the Company (Accounts) Rules, 2014,
M/s. DMS & Co, Chartered Accountant Firm (Firm Registration Number: 001169C) was

appointed as an Internal Auditor for the financial year 2024-25. The Internal Auditor conducts the
internal audit of the functions and operations of the Company and reports to the Audit Committee
and Board quarterly.

BOARDS COMMENT ON AUDITORS REPORT:

The Statutory Auditors Report for Financial Statement on Standalone and Consolidated basis for the
Financial Year 2024-2025, when read together with the relevant notes to the accounts and
accounting policies was self-explanatory and do not call for any further comment.

MEETINGS OF BOARD OF DIRECTORS:

The Board met Six (6) times during the financial year ended March 31, 2025. The intervening gap
between the meetings was within the period prescribed under the Act and the Listing Regulations.

SEPARATE MEETING OF INDEPENDENT DIRECTOR:

In terms of requirement of Schedule IV of the Companies Act, 2013, Independent Director had a
separate meeting on March 26, 2025 without the attendance of Non-Independent Director and
Members of management. All the Independent Directors were present at the said meeting. The
activities prescribed in paragraph VII of Schedule IV to the Act were carried out at the said meeting.

DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

Pursuant to section 134(3)(d) of the Act, your Company confirm having received necessary
declarations from all the Independent Directors under section 149(7) of the Companies Act, 2013
and declaring that they meet the criteria of independence laid down under Section 149(6) of the
Companies Act, 2013 and Regulation 16(b) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

DETAILS OF THE DIRECTORS AND KEY MANAGERIAL PERSONNEL
Board Composition and Size:

An enlightened Board sets the tone for a positive leadership culture which is essential for the long¬
term success of the company. By prioritizing strategic decision-making and fostering a collaborative
environment, our Board members play a crucial role in achieving the organization's growth while
maintaining sustainable growth. Their vision and guidance empower the management and
employees at all levels to contribute effectively ultimately leading to a thriving company.

Our Board brings together a blend of unique skills, qualities, viewpoints, and expert knowledge in
key and technical areas concerning the field of business and are from a range of diverse backgrounds.
The Board as part of its succession planning exercise, periodically reviews its composition to ensure
that the same is closely aligned with the strategy and long-term needs of the Company.

The Board of Directors of the company has an optimum combination of Executive and Non-Executive
Independent Directors with rich professional experience and background. As on March 31, 2025, the
Company's Board Consists of 4 Directors as follows:

During the period under review, Mr. Paras Hansrajbhai Desai (DIN: 07302022) has retired from the
designation of Managing Director with effect from September 23, 2024.

During the period under review, Mrs. Amisha Sanjay Shah (DIN: 01534264) has resigned from the
designation of Non-Executive Director with effect from August 28, 2024.

Key Managerial Personnel (KMP):

As on the date of this report, the following are the Key Managerial Personnel (KMPs) of the Company
as per section 2(51) read with Section 203 of the Act:

During the year under review, Mr. Gaurav Anand, former Company Secretary and Compliance officer
of the Company tendered his resignation on March 29, 2025 from the said position and consequently,
the Board of Directors appointed Ms. Bhagyashree Mehadia as the Company Secretary and
Compliance Officer of the Company with effect from June 19, 2025.

During the year under review, Mrs. Jinal Mukeshkumar Mehta, former Chief Financial Officer
(CFO) of the Company tendered her resignation on October 14, 2024 from the said position and
consequently, the Board of Directors appointed Mr. Anand Mahesh Chirania as Chief Financial
Officer (CFO) with effect from October 14, 2024.

Further, Mr. Anand Mahesh Chirania has resigned from the said designation on January 09, 2025
and to fill the vacancy Mrs. Jinal Mukeshkumar Mehta was appointed as Chief Financial Officer
(CFO) of the Company with effect from March 26, 2025.

During the year under review, Mr. Nishikant Dhanraj Shimpi was appointed as Chief Executive
Officer of the Company on October 14, 2024 and he resigned from the said designation on January
09, 2025.

PERFORMANCE EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, board
committees and individual Directors pursuant to the provisions of the Companies Act, 2013.

The performance of the Board was evaluated by the board after seeking inputs from all the Directors
on the basis of the criteria such as the board composition and structure, effectiveness of board
process, information and functioning etc.

The Board was of the view that the performance of the Board as a whole was adequate and fulfilled
the parameters stipulated in the evaluation framework in its pro-growth activity. The Board also
ensured that the Committee functioned adequately and independently in terms of the requirements
of the Companies Act, 2013.

Further the individual Directors fulfilled their applicable responsibilities and duties laid down by the
Companies Act, 2013 and at the same time contributed with their valuable knowledge, experience
and expertise to grab the opportunity and counter the adverse challenges faced by the Company
during the year.

BOARD COMMITTEES:

The Company has constituted the following Statutory Committees of the Board of Directors. They
are:

A. Audit Committee

B. Nomination & Remuneration Committee

C. Shareholders & Investor's Grievance Committee

D. Finance Committee (Non-Mandatory Committee)

The composition of various committee is as follows:

A. AUDIT COMMITTEE:

During the period under review, the Audit Committee has been reconstituted due to completion of
tenure as Managing Director of Mr. Paras Hansrajbhai Desai (DIN: 07302022) former Member of the
Audit Committee and consequently, Mr. Anirudh Salla has been appointed as Member of the Audit
Committee.

The Company Secretary acts as the Secretary of the Audit Committee.
B. NOMINATION & REMUNERATION COMMITTEE:

During the period under review, the Nomination & Remuneration Committee has been reconstituted
due to completion of tenure as Managing Director of Mr. Paras Hansrajbhai Desai (DIN: 07302022)
former Member of the Nomination & Remuneration Committee and consequently, Mr. Anirudh Salla
has been appointed as Member of the Nomination & Remuneration Committee.

The Company Secretary acts as the Secretary of the Nomination & Remuneration Committee.

C. SHAREHOLDERS & INVESTOR'S GRIEVANCE COMMITTEE:

During the period under review, the Shareholders & Investor's Grievance Committee has been
reconstituted due to completion of tenure as Managing Director of Mr. Paras Hansrajbhai Desai (DIN:
07302022) former Member of the Shareholders & Investor's Grievance Committee and consequently,
Mr. Anirudh Salla has been appointed as Member of the Shareholders & Investor's Grievance
Committee.

The Company Secretary acts as the Secretary of the Shareholders & Investor's Grievance Committee.

D. FINANCE COMMITTEE: Non- Mandatory Committee

During the period under review, Mrs. Amisha Sanjay Shah (DIN: 01534264) former Member of the
Finance Committee has resigned from the said designation and consequently, Mr. Anirudh Salla has
been appointed as Member of the Finance Committee.

The Company Secretary acts as the Secretary of the Finance Committee.

COMMITTEE MEETINGS HELD DURING THE FY 2024-25:
Audit Committee Meeting:

Nomination & Remuneration Committee Meeting:

Shareholders & Investor's Grievance Committee Meeting:

Finance Committee: Non-Mandatory Committee Meeting:

CODE OF CONDUCT:

The Board has adopted the Code of Conduct for members of the Board and Senior Management
personnel of the Company. The Code lays down, in detail, the standards of business conduct, ethics
and governance. Code of Conduct has also been posted on the Company's website
https://b-rightgroup.com.

NOMINATION AND REMUNERATION POLICY:

The Company has adopted Nomination and Remuneration Policy in accordance with the provisions
of Companies Act, 2013 read with Rules issued there under and SEBI Listing Regulations.

The said Policy of the Company, inter alia, provides that the Nomination and Remuneration
Committee shall formulate the criteria for appointment of Executive, Non-Executive Director, and
Independent Directors on the Board of Directors of the Company and persons in Senior Management
of the Company, their remuneration including determination of qualifications, positive attributes,
independence of Directors and other matters as provided under subsection (3) of section 178 of
Companies Act, 2013 (including any statutory modification(s) or reenactment (s) thereof for time
being in force).

The Policy is also available on the website of the Company. Website Link: https://b-rightgroup.com.
VIGIL MECHANISM/WHISTLE BLOWER POLICY:

In line with the provisions of the Section 177(9) of the Companies Act, 2013 and the Regulation 22 of
the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, your Company has
adopted Whistle Blower Policy, as part of vigil mechanism to provide appropriate avenues to the
Directors and employees to bring to the attention of the management any issue which is perceived
to be in violation of or in conflict with the fundamental business principles of the Company.

This vigil mechanism provides for adequate safeguards against victimization of employees and
directors who avail of the vigil mechanism and also provide for direct access to the chairperson of
the Audit committee, in exceptional cases. The Company Secretary is the designated officer for
effective implementation of the policy and dealing with the complaints registered under the policy.

The Vigil mechanism / Whistle Blower Policy is available on the website of the Company at
https://b-rightgroup.com.

PARTICULARS OF THE EMPLOYEES AND REMUNERATION:

The remuneration paid to Directors is in accordance with Nomination and Remuneration Policy
formulated in accordance with Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015. The information required
under section 197 of the Companies Act, 2013 read with Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re¬
enactments) thereof for the time being in force) in respect of Directors /employees of the Company
is set out in the “Annexure-II” to this report.

RETIRE BY ROTATION:

Retire by Rotation- Mr. Anirudh Salla

In accordance with the provisions of the Companies Act, 2013 and Articles of Association of the
Company, Mr. Anirudh Salla (DIN: 10044437), Non-Executive, Non-Independent Director of the
Company is liable to retire by rotation in the forthcoming Annual General Meeting and being eligible,
he offers herself for re-appointment.

CORPORATE GOVERNANCE:

The Company being listed on the Small and Medium Enterprise Platform of Bombay Stock Exchange
Ltd (BSE) is exempted from provisions of Corporate Governance as per Regulation 15 of Securities

and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015.
Hence no Corporate Governance report is disclosed in this Annual Report. It is Pertinent to mention
that the Company follows Majority of the provisions of the Corporate Governance voluntarily.

DETAILS ON POLICY DEVELOPMENT AND IMPLEMENTATION BY COMPANY ON CORPORATE
SOCIAL RESPONSIBILITY INITIATIVES TAKEN DURING YEAR:

As the Company does not fall in the mandatory bracket for Corporate Social Responsibility pursuant
to Section 135 of the Companies Act, 2013 the Company did not adopt any activity pursuant to the
same for the financial year 2024-25.

During the year, the Company have made total donation of Rs. 12,57,843/- (Twelve Lacs Fifty-Seven
Thousand Eight Hundred and Forty-Three Only) out of which Rs. 10,00,000/ (Ten Lacs Only) has
been donated to the Shree Hirsurishwarji Sadharmik Foundation which has been used for providing
medical assistance to support financially weaker patients and providing essential food supplies to
vulnerable populations, ensuring that basic needs are met regardless of their circumstances and the
balance amount was donated in the form of charity.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNELS WHO WERE APPOINTED OR
RESIGNED DURING THE YEAR AND AFTER THE CLOSING OF FINANCIAL YEAR:

Following Directors and Key Managerial Personnel were appointed or resigned during the year and
after the closing of financial year.

None of the Directors of the Company is disqualified for being appointed / re-appointed as Directors
of the Company as per the provisions of Section 164 of the Companies Act, 2013.

DISCLOSURE OF COMPANIES WHICH ARE SUBSIDIARIES, IOINT VENTURE OR ASSOCIATE
COMPANIES DURING THE YEAR:

The Company does not have any Joint Venture or Associate Company and hence doesn't require any
reporting for the same, However, the Company has one LLP and two Private Limited Company as its
subsidiaries and the details of which is given in Annexure-III to this report.

In accordance with Section 136 of the Companies Act, 2013, the consolidated financial statements
along with the financial statements, other documents required to be attached and audited financial
statements of each of the subsidiary and associate companies are available for inspection by the
members at the registered office of the Company during business hours on all days except Saturdays,
Sundays and public holidays up to the date of the Annual General Meeting ('AGM').

EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:

Except as mentioned below, there are no significant events during the financial year after the date of
financial statement.

The Company has appointed Ms. Bhagyashree Mehadia Member of Institute of Companies Secretaries
of India (ACS: 77087) as a Company Secretary & Compliance Officer with effect from June 19, 2025.

Further, the Company has received approval of members by way of postal ballot to migrate
Listing/Trading of Equity Shares of the company from BSE SME Platform to the Main Board of
BSE Limited, National Stock Exchange of India Limited or any other recognized Stock Exchange.

Further, the members have also resolved by way of postal ballot to raise funds upto Rs. 100 Crore
through issuance of equity shares or other eligible securities or by way of borrowing of funds
(debt).

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES:

Details of contract and arrangements with related parties under the provisions of section 188 of the
Companies Act, 2013 as on March 31, 2025 are set out in relevant notes to accounts of the Standalone
Financial Statements of the Company.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

Your Company has zero tolerance towards any action on the part of any one which may fall under the
ambit of 'Sexual Harassment' at workplace and is fully committed to uphold and maintain the dignity
of every women working with the Company. The Company has constituted an Internal Complaint
Committee pursuant to the provisions of Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 for prevention, prohibition and redressal of
complaints/grievances on the sexual harassment of women at workplaces.

Your directors further states that during the year under review, following are the complaints
pursuant to the above Act:

Number of Sexual Harassment Complaints Received: Nil
Number of Complaints Disposed off: Nil

Number of Cases pending more than 90 days: Nil there were no complaints received pursuant to the
above Act.

The Company also has in place Policy on Prevention of Sexual Harassment at Workplace is in line
with the requirements of Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.

The Anti-Sexual Harassment Policy is available on the website of the Company at
https://b-rightgroup.com.

COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

In accordance with the provisions of the Maternity Benefit Act, 1961, as amended, and pursuant to
the disclosures required under Section 134 of the Companies Act, 2013, the Company affirms its
commitment to ensuring a safe, equitable, and supportive work environment for all women
employees.

The Company has implemented all necessary measures to comply with the provisions of the
Maternity Benefit (Amendment) Act, 2017, including:

(a) Extension of paid maternity leave to 26 weeks of which not more than 8 weeks shall precede the
date of her expected delivery for eligible women employees;

(b) Option for work-from-home post-maternity leave, where the nature of work permits for such
period and on such conditions as the employer and the woman may mutually agree;

(c) Establishment of a creche facility as per prescribed thresholds, or reimbursement for such
facilities as applicable.

MANAGEMENT DISCUSSION ANALYSIS:

Management Discussion and Analysis Report for the year under review, is presented in a separate
section forming part of the Annual Report and is annexed herewith as “Annexure IV”.

ENVIRONMENT AND SAFETY:

The Company is conscious of the importance of environmentally clean and sale operations. The
Company's policy requires the conduct of all operations in such manner so as to ensure safety of all
concerned, compliance of statutory and industrial requirements for environment protection and
conservation of natural resources to the extent possible.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

As per the provisions of Regulation 34(2) of the SEBI Listing Regulations, as amended, the Annual
Report of the top 1000 listed entities based on market capitalisation shall include a Business
Responsibility and Sustainability Report (“BRSR”). But, the Company, not being one of such top 1000
listed entities, is not required to annex any Business Responsibility and Sustainability Report.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your Company has an adequate Internal Control System, commensurate with the size, scale and
complexity of its operations, which are well supplemented by surveillance of Internal Auditor. The

scope of work includes review of process for safeguarding the assets of the Company, review of
operational efficiency effectiveness of systems and processes, and assessing the internal control
strengths in all areas. The details in respect of internal financial control and their adequacy are
included in management discussion and analysis report forming part of this report.

COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS:

The Company has complied with the provisions of Secretarial Standards on Meetings of the Board of
Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India
(“ICSI”) and approved by the Central Government under section 118(10) of the Companies Act, 2013.

Since the Company has not recommend any dividend during the year, the provisions of secretarial
standards III are not applicable to the Company.

MAINTENANCE OF COST RECORD:

Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and
Audit) Rules, 2014, the activity of your Company falls under Non-regulated sectors and hence,
maintenance of cost record is not applicable to the Company for the Financial Year 2024-25.

EXPLANATIONS OR COMMENTS BY BOARD ON EVERY QUALIFICATION. RESERVATION OR
ADVERSE REMARK OR DISCLAIMER MADE BY STATUTORY AUDITOR IN AUDIT REPORT AND
BY PRACTICING COMPANY SECRETARY IN SECRETARIAL AUDIT REPORT:

No such qualification, reservation or adverse remark or disclaimer made by statutory auditor in
statutory audit report.

Whereas there is one adverse remark in secretarial audit in secretarial audit report as per Annexure

I.

The Board of Director acknowledges that the Company has failed disclose the authorization of Key
Managerial Personnel (KMP) for determining materiality of events and the contact details of such
personnel on its website or to the stock exchange, as required under Regulation 30(5) of SEBI (LODR)
Regulations, 2015. The non-disclosure was inadvertent and resulted from an oversight during the
refresh of the Corporate Governance disclosures and the KMP. There was no intent to conceal
information or to circumvent regulatory requirements. Whereas company has disclosed all other
necessary disclosures for same event.

RISK MANAGEMENT:

In today's economic environment, Risk Management plays a very important part of business. The
main aim of risk management is to identify, assess, prioritize, monitor and take precautionary
measures in respect of the events that may pose risks to the business. The Company is not subject to
any specific risk except risks associated with the general business of the Company as applicable to
the industry as a whole.

At present the Company has not identified any element of risk which may threaten the existence of
the Company.

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, there were no significant and material order passed by the regulators, courts and
tribunals impacting the going concern status and Company's operations in future.

GENERAL DISCLOSURES:

1. During the year under review, statutory auditor has not reported any instances of Fraud committed
against the Company by its officers or employee, the details of which needs to be reported to the
Board under Section 143(12) of the Companies Act, 2013.

2. The Company has not made any application during the year under Insolvency and Bankruptcy
Code, 2016 and there is no proceeding pending under the said Code as at the end of the Financial
Year;

3. During the year, the Company has not undergone any one-time settlement and therefore the
disclosure in this regard is not applicable.

INVESTOR RELATIONS:

Your Company always endeavours to keep the time of response to shareholders' request /grievance
at the minimum. Priority is accorded to address all the issues raised by the shareholders and provide
them a satisfactory reply at the earliest possible time. The Stakeholders' Relationship Committee of
the Board meets periodically and reviews the status of the Shareholders' Grievances.

The shares of the Company continue to be traded in electronic forum and de-materialization exists
with both the depositories viz., National Securities Depository Limited and Central Depository
Services (India) Limited.

ACKNOWLEDGEMENT:

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

By Order of the Board of Directors
For, B-Right Realestate Limited,

Sd/- Sd/-

Sanjay Nathalal Shah Anirudh Salla

Whole Time Director Director

DIN:00003142 DIN:10044437

Place: Mumbai
Date: 29/08/2025