Your Directors have pleasure in presenting the Thirty Sixth (36^h) Annual Report on the business & operations of the
Company, together with the Audited Financial Statements for the financial year ended 31st March, 2025.

FINANCIAL PERFORMANCE

The financial performance of the Company for the financial year ended 31^st March, 2025 is summarised in the following table:

( ? in Lakhs except EPS)

OPERATIONS AND STATE OF COMPANY AFFAIRS

The total income of the Company during FY 2024-25 was ? 11429.86 Lakhs as against total income of ?8982.95 Lakhs in
previous FY.The total expenses was ?11047.96 Lakhs as against the total expenses of ?8523.27 Lakhs in previous FY. The
Profit after Tax was lower by ?55.36 Lakhs from ? 338.57 Lakhs in previous FY to ?283.21 Lakhs in the FY 24-25.

Your Company is one of India's leading importers and distributors of premium mother & baby care, skincare, food and related
consumer products. With a pan-India presence, Company operates through a robust network of dealers, distributors,
modern trade partners, e-commerce and quick-ecommerce partners, ensuring efficient market coverage and product
availability across urban and rural regions. The Company is backed by a professionally managed sales and marketing team
with extensive experience, dedicated to brand growth, customer satisfaction and sustained market expansion.

During the financial year 2024 - 25, your Company has successfully expanded its product portfolio by introducing a new
range of Eclairs and Lollipops under its own brand name MADDOX. Also added one (01) new brand for Pan-India distribution
namely, MR. RICE renowned Vietnamese brand recognized for its high-quality rice-based products. It offers an authentic
range of Asian food items, crafted to deliver traditional taste and superior quality. Your Company continued to focus on
expanding its manufacturing capabilities and product portfolio. In addition to its core operations, the Company also
undertook contract manufacturing of Wafer Stick Rolls for various reputed brands in the FMCG sector.This initiative has not
only contributed to operational efficiency and optimal capacity utilization but also strengthened the Company's position as a
trusted manufacturing partner in the industry. The contract manufacturing engagements are in line with the Company's long¬
term strategy to diversify revenue streams and build strategic alliances with leading brands. With a State-of-the-Art
manufacturing facility equipped with advanced European Technology Machinery Company ensures the highest standards
of quality and efficiency.

The Management remains highly optimistic about the Company's future performance and is proactively undertaking

strategic initiatives to expand its manufacturing and distribution footprint in response to growing consumer demand. Through
effective marketing strategies and adaptive measures in a dynamic market environment, the Company is making every effort
to transform itself into a profitable and sustainable organization.

CAPITAL STRUCTURE

Your Company's paid-up equity share capital stood at ?1042.63 Lakhs as on March 31,2025. During the year under review
the Company has not altered its share capital, consequently there has been no change in the capital structure since previous
year.

Your Company has not issued any equity shares with differential voting rights or sweat equity shares. Further, your Company
does not have any employee stock option scheme or employee stock purchase scheme.

DIVIDEND

In view of the need to conserve the financial resources of the Company, the Board of Directors has not recommended any
dividend on the equity shares for the financial year under review.

TRANSFER TO RESERVES

Your Company has not transferred any amount to general reserves and has decided to retain the entire amount of profit for
FY 2024-25 in the retained earnings.

SUBSIDIARY. JOINT VENTURES AND ASSOCIATE COMPANIES

During the year under review, your Company does not have any subsidiaries or joint ventures or associate companies as
defined under the Companies Act, 2013.

PUBLIC DEPOSITS

Your Company has neither invited nor accepted deposits from the public falling within the ambit of Section 73 of the
Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014. Further, there are no outstanding
and/or overdue deposits as at March 31,2025.

CHANGE IN NATURE OF BUSINESS. IF ANY

There was no change in the nature of business during the financial year ended March 31,2025.

MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no material changes and commitments affecting the financial position of the Company which have occurred
between the end of the financial year 2024-25 to which the financial statements relate and the date of this report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS/ COURTS

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

INTERNAL FINANCIAL CONTROLS SYSTEM

The Company has an internal financial control system, commensurate with the size, scale and complexity of its operation.
The Statutory Auditors also review the internal financial controls and issue report under Section 143 of the Companies Act,
2013 which forms part of their Report. The detail in respect of adequacy of internal financial controls with reference to the
financial statements is mentioned in the head Management Discussion and Analysis Report which forms part of this Board's
Report.

RISK MANAGEMENT

The Company has a Risk Management Committee comprising of senior executives, which has the responsibility to identify
the risk and suggest to the management the mitigation plan for the identified risks. The detail of risks and other concerns are
included in the Management Discussion and Analysis which is the part of this Board's Report.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34(2)(e) of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”) read with Schedule V of the Listing Regulations, the Management
Discussion and Analysis Report for FY 2024-25, forms part of this Board's Report as follows:

Overview of Industry Structure and Development
Global Economy

The year was marked by significant global and domestic challenges, including geopolitical tensions, persistent inflation,
volatile foreign exchange rates and elevated interest rates. Key developments such as the US Federal Reserve's rate cuts,
China's stimulus efforts, and uncertainties in US economic and trade policies (including tariffs) fueled market volatility. A
notable concern was the slowdown in global manufacturing, especially in Europe and parts of Asia. Supply chain disruptions
and weak external demand further strained global trade and production, exposing vulnerabilities in the global economic
landscape.

Indian Economy

India continues steady growth, with real GDP projected to rise by 6.4% in FY25, close to the decadal average.
Strong aggregate demand is driven by a 7.3% increase in private consumption, mainly from rural areas.

The agriculture sector is set to recover, with growth forecast at 3.8% in FY25. Despite strong growth, sluggish
manufacturing remains a challenge, impacting job creation and India's goal to become a global manufacturing hub.
Targeted policies are needed to leverage the demographic dividend for sustainable expansion. Unlike many developed
economies dependent on global trade, India's growth is driven largely by domestic consumption and strategic
government spending, providing resilience against external shocks. Headline inflationfell to a seven-month low of 3.6% in
February 2025, especially in essential food items, boosting consumerpurchasing power and supporting demand.

FMCG Sector

The FMCG sector is India's fourth-largest industry, contributing around 3% to GDP and employing 3 million people. In
2024, the sector faced inflationary pressures, which led to shifts in consumer behavior and spending patterns. Quick
commerce is transforming urban grocery shopping in India, with 31% of urban consumers relying on it for primary
purchases and 39% for top-ups, reflecting rising demandfor speed and convenience.

Outlook

For the FMCG Sector, 2025 presents significant growth opportunities, particularly in rural markets, where improving
agricultural output, government welfare schemes, and better connectivity are expected to drive demand. The rapid
adoption of e-commerce including Quick commerce is reshaping the sector, offering brands new ways to engage with
consumers. While input cost volatility and regulatory changes remain key challenges, the industry is expected to benefit
from stable demand, supply chain advancements, and innovation-driven growth. As a Company, we are well-positioned to
leverage India's economic momentum by expanding our market presence, strengthening our digital and omnichannel
strategies, and continuously innovating to meet evolving consumer needs. Witha sharp focus on sustainability, efficiency,
and consumer-centricity, we remainconfident in delivering strong growth and long-term value creation in years to come.

Opportunities and Strengths

To sustain growth, your company focusing on expanding distribution, innovating, premiumization and pursuing strategic
cost optimization. Company is leveraging its strengths in distribution, operational excellence, and customer engagement
to build a strong foundation for future growth.

Risks, Threats and Concerns

The Indian economy has shown resilience and maintained its strength despite challenging circumstances. It may,
however experience stress in the upcoming months due to geopolitical tensions and muted global financial forecasts.
Sustaining your Company's strong performance will be dependent on effective management of input prices andeconomic
downturns to achieve positive outcomes in terms of both value and volume. Further, the potential for growth may get
affected by increasing consumer sensitivity to pricing amidst intense competition and decline in purchasing power. Key
threats to our business include changing consumer preferences, volatility in commodity and currency, inflation, intense
competition & competitive brand rivalry, economic downturns, import restrictions and concentration of retailers in
developed markets.

We took strategic pricing interventions to mitigate some of the effects of input cost inflationwhile protecting the interests of
the consumers.

Company's Overview

Your Company is a diversified FMCG importer and distributor with a growing manufacturing arm. It holds exclusive rights
to global Mother & Baby Care and food brands and operates a modern wafer-stick production facility. With a robust
distribution network across retail and digital channels, the company is strategically positioned to expand both trading and
manufacturing operations in India.

Segment wise or Product wise performance

Your Companydeals in 02 (two) business segments namely:

I. Trading Segment

Your Company continue to serve niche and high-potential consumer categories with globally trusted brands. For mothers
and babies, we offer scientifically backed products that are guided by empathy and trusted by parents worldwide. In the
culinary space, we bring authentic global flavours to Indian households ranging from ready-to-cook meals and sauces to
indulgent snacks and confectioneries catering to evolving consumer tastesand preferences.

(a) Mother & Baby Care (Family Care)

PIGEON : A leadingJapanese Baby and Mother Care brand

MUSTELA : A worldwide renowned French Baby andMother Care brand

TRISA : Swiss brand fororal and personal care

(b) Food & Other Products

NONGSHIM : No. 1 leading Korean brand of high quality instant noodles

REAL THAI : The famous for its curry paste and saucesfrom Thailand

KAB'S JACKPOT : Brand of instant noodles & savory snacks originatingfrom Nepal
MADDOX : Cream-filled& Cream-sprayed Wafer Sticks, Eclairs and Lollipops

MR. RICE : Vietnam brandcarries products made from rice

II. Manufacturing Segment

As aware, Company operates a Wafer Sticks Processing Plant in Kashipur, Uttarakhand (Himalayan Mega Food Park) with
900 MT/yr. capacity producing its own Maddox confectionery brand, this plant is set up under Govt. of India Scheme of
Creation/ Expansion of Food Processing & Prevention Capacities (CEFPPC) of Pradhan Mantri Kisan Sampada Yojna
(PMKSY) and Grant-in-Aid Subsidy scheme.

During the FY 2024 - 25, Company has successfully expanded its product portfolio by introducing a new range of Eclairs and
Lollipops under its own brand name MADDOX. In addition, the Company also undertook contract manufacturing of Wafer
Stick Rolls for various reputed brands in the FMCG sector. This initiative has not only contributed to operational efficiency and
optimal capacity utilization but also strengthened the Company's position as a trusted manufacturing partner in the industry.

Segment wise performance

Over the years, Company transformed into a trusted import and distribution powerhouse, bringing top-tier Mother & Baby
Care and Food brands into Indian households. Nationwide presence across baby shops, pharmacies, supermarkets,
hypermarkets, food service & pharma channels, plus e-commerce platforms like Amazon, Flipkart, FirstCry Blinkit, and
Zepto, etc.

Internal Control Systems and their adequacy

A well-defined internal control framework backs your Company's operations. The foundations of efficient and effective
internal control systems are good governance, robust systems and processes, a vigilant finance function and an
independent internal audit function. The Company has an internal control system commensurate to the size and nature of its
operations. The system encompasses financial and operational controls and statutory compliances. There are appropriate
controls regarding policies and procedures, risk assessment, and ethics, which the Audit Committee periodically reviews.
The Audit Committee, consisting of three independent directors, monitors the performance of the internal audits. This is
conducted periodically through audit plans, findings, and the promptness of issue resolution through follow-ups. Thus, the
Company has established an effective internal control structure to enhance organizational performance and contribute to
accomplishing its objectives.

Financial Overview

Total revenue from operations at ?11387.08 Lakhs for the year ended Mar 31' 25 as against ? 8957.05 Lakhs for the
corresponding previous period, an increase of ? 2430.03 Lakhs implying a growth of 27.13%. The Profit after tax for the
financial year stood at ? 283.21 Lakhs as against ? 338.57 Lakhs in the corresponding previous year, reported a decline in
net profit by ? 55.36 Lakhs, due to increase by 50.44% in other expenses which includes travelling & conveyance, freight,
courier & forwarding expenses etc.

Details of significant changes (i.e. change of 25% or more as compared to the immediately previous financial year)
in key financial ratios, along with detailed explanations therefor, including:

Details of any change in Return on Net Worth as compared to the immediately previous financial year along with a
detailed explanation thereof:

Net worth increased by ?283.34 Lakhs.

Changed due to increase in total comprehensive income - ?283.34 Lakhs
Development in Human Resource

For Rama Vision Limited (RVL), progress with people is at the heart of our corporate ethos and human resource policies.
Over the years, the Company has been fostering a meritocratic, empowering and caring culture that encourages excellence.
The Company motto is that result, learning & development is a continuous process, and the HR function is committed to
achieved it.

RVL encourages innovation, lateral thinking and multiskilling, preparing its people for future leadership roles. In addition, the
Company endeavours to provide a safe, transparent, conducive and secure work environment that facilitates getting the best
out of its talent pool. The Company remains committed to ensuring zero harm to its employees by adopting the Company's
safety policies, standards and working procedures. Health and safety is a key performance indicator and one of the prime
drivers of the Company's corporate vision. At the same time, the Company expects its employees to honour and uphold its
values while serving the organisation with sincerity, integrity and commitment.

As of March 31'2025, the Company employed 165 employees across all locations.

Disclosure of accounting treatment in preparation of financial statements

The Company has followed accounting principles generally accepted in India, including the Indian Accounting Standards
(Ind AS) prescribed under the Section 133 of the Companies Act, 2013 read rules made thereunder and any other relevant
provisions of the Act. The Company has uniformly applied the accounting policies during the periods presented. Kindly refer
to note no. 2 of the financial statements for significant accounting policies adopted by the company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL
Status of Directors

As on March 31, 2025, the Board of the Company comprises of Six (6) Directors namely Mr. Satish Jain, Chairman &
Managing Director; Mr. Arhant Jain, Whole Time Director designated as Director (Marketing); Mr. Udit Jain, Whole Time
Director designated as Executive Director; Mr. Vimal Mehta, Mrs. Neelu Jain & Mrs. Deepali Gupta, are the Non- Executive
Independent Directors.

Appointment/ Re-appointment of Director(s) during FY 2024-25

a) Re-appointment of Director retired by rotation

Mr. Udit Jain (DIN: 08034841) Executive, Whole Time Director of the Company who retired by rotation in terms of
Section 152(6) of the Companies Act, 2013 was re-appointed by the Members at the 35th Annual General Meeting
(AGM) held on September 24, 2024.

b) Re-appointment of Mr. Udit Jain (DIN: 08034841), Whole Time Director designated as Executive Director

Based on the recommendation of the Nomination and Remuneration Committee, the Board approved the re¬
appointment of Mr. Udit Jain (DIN: 08034841), Whole Time Director designated as Executive Director of the Company
for a period of five years w.e.f July 01,2024 to June 30, 2029. At the 35^h Annual General Meeting (AGM) of the Company
held on September 24, 2024, his re-appointment was approved by the Shareholders of the Company.

c) Re-appointment of Mr. Satish Jain (DIN: 00052215), Chairman and Managing Director

Based on the recommendation of the Nomination and Remuneration Committee, the Board approved the
re-appointment of Mr. Satish Jain (DIN: 00052215), Chairman and Managing Director of the Company, who attained the
age of 70 years on November 11,2024, for a period of five years w.e.f October 01,2024 to September 30, 2029. At the
35 ^th AGM of the Company held on September 24, 2024, his re-appointment was approved by the Shareholders of the
Company.

d) Re-appointment of Mr. Arhant Jain (DIN: 00885159), Whole Time Director designated as Director (Marketing)

Based on the recommendation of the Nomination and Remuneration Committee, the Board approved the
re-appointment of Mr. Arhant Jain (DIN: 00885159), Whole Time Director designated as Director (Marketing) of the
Company for a period of five years w.e.f October 01,2024 to September 30, 2029. At the 35^th AGM of the Company held
on September 24, 2024, his re-appointment was approved by the Shareholders of the Company.

e) Appointment of Mrs. Neelu Jain (DIN: 00227058) & Mrs. Deepali Gupta (DIN: 10705479) as Non-Executive
Independent Director

Based on the recommendation of the Nomination and Remuneration Committee, the Board approved the appointment
of Mrs. Neelu Jain and Mrs. Deepali Gupta as an Additional Director(s) in the category of Non-Executive Independent
Director(s) of the Company with effect from August 09, 2024. At the 35^th AGM of the Company held on September 24,
2024, their appointment(s) were approved by the Shareholders of the Company as Directors in the category of Non¬
Executive Independent Director(s) of the Company, for the first term of 5 (five) consecutive years with effect fromAugust
09, 2024 to August 08, 2029.

f) Cessation of Mr. Shyam Sunder Lal Gupta (DIN: 00044635) & Mr. Govind Prasad Agrawal (DIN: 00008429)

Mr. Shyam Sunder Lal Gupta & Mr. Govind PrasadAgrawal ceased to be the Independent Director(s) of the Company on
completion of their second term of appointment ended on September 29, 2024.

g) Cessation of Mrs. Neera Bhargava (DIN: 07011735)

Mrs. Neera Bhargava ceased to be the Independent Director of the Company on completion of her second term of
appointment ended on February 12,2025.

Directors retiring by rotation

Pursuant to Section 152 of the Companies Act, 2013 Mr.Arhant Jain (DIN: 00885159), Whole Time Director designated as
Director (Marketing) is liable to retire by rotation at the ensuing AGM and being eligible, has offered himself for re¬
appointment. A resolution seeking his re-appointment, forms part of the Notice convening the ensuing Annual General
Meeting scheduled to be held on September 26, 2025. The profile along with other details of Mr. Arhant Jain are provided in
the annexure to the Notice of the AGM.

Key Managerial Personnel

The Key Managerial Personnel (KMP) namely, Mr. Satish Jain, Chairman and Managing Director, Mr. Raj Kumar Sehgal, GM
(Legal) and Company Secretary and Mr. Kamlesh Jain, Chief Financial Officer continues to hold office during the year under
review.

Statement on declaration given by Independent Directors

All the Independent Directors have furnished declarations that they meet the criteria of independence as laid down in Section
149(6) of the Companies Act, 2013 and Regulation 16 & 25 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The Independent Directors of the Company met once in FY 2024-25 on 31st March, 2025 and reviewed
the performance of Non-Independent Directors, the Chairman of the Company and the Board as a whole. The Independent
Directors also assessed the quality, quantity and timeliness of the flow of information between management and the Board
that is necessary to effectively and reasonably perform its duties. None of the Executive Directors and/or Management
Personnel attended the meeting.

Statement regarding Integrity, Expertise and Experience of Independent Directors

In the opinion of the Board, the Independent Directors possess clear sense of value and integrity and have requisite
expertise and experience in their respective fields. The online proficiency self-assessment test to be conducted by Indian
Institute of Corporate Affairs is exempted for such Independent Directors who have served a Company in the capacity of a
Director or Key Managerial Personnel of a listed public company for a total of not less than three years & professional practice
exemptions for atleast 10 years.The Company's Independent Directors need not to undergo the said test as they qualify said
criteria.

Familiarization of Independent Directors

All the Independent Director have been familiarized with the organization structure, our business module, board procedures
and management strategies particularly in the Independent Directors meeting. For any new Independent Director, as and
when inducted on the Board, they are introduced to our Company's culture through appropriate orientation session and they
are also introduced to our organization structure, our business, constitution, board procedures, our major risk and
management strategy. The details of such familiarization programs are also available on the website of the Company
https://www.ramavisionltd.com.

Declaration by the Company

None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section 164(2) of the
Act read with Rule 14 of Companies (Appointment and Qualifications of Directors) Rules, 2014.

NUMBER OF MEETINGS OF THE BOARD

The Board met 4 (Four) times during the financial year, the details of which are provided in the Corporate Governance Report
which forms part of this Annual Report. The intervening gap between any two meetings was within the period prescribed
under the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.

BOARD COMMITTEES

The Board has constituted various Committees in accordance with the provisions of the Companies Act, 2013 and SEBI
Listing Regulations. The details pertaining to composition, terms of reference, meetings held and attendance thereat of Audit
Committee, Stakeholders Relationship Committee, Nomination and Remuneration Committee, Borrowing Committee,
Committee for Preferential Issue for the year have been enumerated in Corporate Governance Report forming part of this
Annual Report.

AUDIT COMMITTEE RECOMMENDATIONS

All the recommendations made by the Audit Committee were accepted by the Board.

PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS, INCLUDING
INDEPENDENT DIRECTORS

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Board, in consultation with its Nomination & Remuneration Committee, has formulated a criteria for
performance evaluation of the entire Board of the Company, its Committees and individual directors, including Independent
Directors. The framework is monitored, reviewed and updated by the Board, in consultation with the Nomination &
Remuneration Committee.

Evaluation of the Board and its Committees is based on structured questionnaire prepared in accordance with the criteria for
performance evaluation as laid down in Nomination & Remuneration Policy, such as, adequacy of the composition of the
Board and its Committees, communication with the management team, shareholders and others quality and value of their
contributions at board meetings, directors participation in Board discussions, meeting attendance, willingness to devote time
and efforts to understand the Company etc. Similarly, for evaluation of individual director's performance, various parameters
like director's profile, contribution in Board and Committee meetings, execution and performance of specific duties,
obligations, regulatory compliances and governance, etc. are considered. Further, the performance of chairman, executive
directors and independent directors are evaluated on certain additional parameters depending upon their roles and
responsibilities. For the Chairman, the criteria include leadership, relationship with stakeholders etc., for the executive
directors the criteria includes positive attitude and promptness in making decision, contribution to improve financial and other
functions of the company, understanding of laws which has impact on the Company's business, efforts in promoting and
expanding the business, brand building. Similarly, criteria for evaluation of independent directors include effective
deployment of knowledge and expertise, commitment to his/her role towards the company and various stakeholders,
willingness to devote time and efforts towards his/her role, high ethical standards, adherence to applicable codes and
policies, effective participation and application of objective independent judgement during meetings, etc.

Accordingly, the annual performance evaluation of the Board, its Committees and each Director was carried out for the FY
2024-25 by the Board on structured questionnaire forms. This included performance evaluation of all the Independent
Directors by the entire Board of Directors excluding the Director being evaluated. On the basis of performance evaluation
done by the Board, it determines whether to extend or continue their term of appointment, whenever their respective term
expires.

The Independent Directors had met separately on March 31,2025 without the presence of Non-Independent Directors and
the Members of Management and discussed, interalia, the performance of Non-Independent Directors and Board as a whole
and the performance of the Chairman of the Company after taking into consideration the views of Executive and Non¬
Executive Directors.

The Directors expressed their satisfaction with the evaluation process.

VIGIL MECHANISM CUM WHISTLE BLOWER POLICY

The Company has in place Vigil Mechanism cum Whistle Blower Policy as per the provisions of Regulation 22 of SEBI
(Listing Obligations & Disclosure Requirements) Regulations, 2015 and Section 177(9) of the Companies Act, 2013. The
Policy deals with the instances of unethical behaviour-actual or suspected, fraud or violation of the Company's Code of
Conduct. It provides for a mechanism for safeguarding a Whistle Blower against the victimisation of Director(s)/ Employees
and allows to approach the Chairman of the Audit Committee of the Company with the protected disclosure. The Vigil
Mechanism cum Whistle Blower Policy of the Company is uploaded on the Company's website
https://www.ramavisionltd.com under the head Investors. During the year, the company has not received any complaint
through such mechanism.

NOMINATION AND REMUNERATION POLICY

The Policy of the Company for Nomination and Remuneration of Directors, Key Managerial Personnel and Senior
Managerial Personnel of the Company called as Nomination and Remuneration Policy specifies the criteria for determining
qualifications, positive attributes, independence of Director and other matters provided under sub-section (3) of section 178
of the Companies Act, 2013. The said policy has been adopted by the Board and is available on the website of the Company
at https://www.ramavisionltd.com under the head Investors.

The broad parameters covered under the Policy are - Policy Objective, Appointment of Directors, Key Managerial Personnel
and Senior Management, Tenure of Appointment, Remuneration of Directors, Key Managerial Personnel and Senior
Management, Performance Evaluation, etc.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) of the Companies Act, 2013, your Directors, to the best of their knowledge and belief and
according to the information and explanations obtained by them, make the following statements:

(a) that in the preparation of the annual accounts for the financial year ended 31^st March, 2025, the applicable
accounting standards have been followed along with proper explanation relating to material departures, if any;

(b) that the Directors have selected such accounting policies and applied them consistently and made judgments and
estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of your Company
as at 31^st March, 2025 and of the profit of your Company for year ended on that date;

(c) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;

(d) that the accounts for the financial year ended 31^st March, 2025 have been prepared on a 'going concern' basis;

(e) that internal financial controls were in place and that such internal financial controls were adequate and were
operating effectively; and

(f) that proper systems to ensure compliance with the provisions of all applicable laws were in place and were
adequate and operating effectively.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

No Loans, Guarantees and Investments covered under Section 185 and 186 of the Companies Act, 2013 has been given by
the Company.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

All related party transactions and material modification, if any, those were entered into during the financial year were on arm's
length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Companies Act,
2013 and the SEBI Regulations. There were no transactions during the year which would require to be reported in Form
AOC-2. The Policy on Related Party Transactions is uploaded on the Company's website i.e. https://wwwramavisionltd.com
under the head Investors.

Prior omnibus approval of the Audit Committee and Board were obtained for the transactions which are of foreseen and
repetitive nature. A statement of Related Party Transactions is placed before the Audit Committee/ Board for its review and
approval on a quarterly basis, specifying the nature, value and terms and conditions of the transactions.

Disclosure of Unsecured Loan from Director

During the year under review, the Company has received an unsecured loan of ?1.20 Cr. from Mr. Satish Jain, Chairman &
Managing Director of the Company, to support the day-to-day business operations. The said loan was provided out of the
director's own funds, and necessary declaration in this regard has been received. The entire loan amount has been repaid
with interest of ? 0.70 Lakhs during the year. The transaction is in compliance with the provisions of the CompaniesAct, 2013
and the applicable rules thereunder.

Detail of the transactions with Related Parties is disclosed in the notes to the Financial Statements forming part of the Annual
report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to the provisions of Section 135 of the Companies Act, 2013, Corporate Social Responsibility Policy is not
applicable to your Company.Accordingly, the CSR Committee was not constituted.

ANNUAL RETURN

As per the provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return of the Company is disclosed on the
website of the Company https://www.ramavisionltd.com under the head Investors.

AUDITORS AND AUDIT REPORTS
Statutory Auditors

M/s. Suresh Kumar Mittal & Co., Chartered Accountants (Firm Registration No. 500063N), were appointed as Statutory
Auditors of the Company at the 33 ^rd AGM held on September 28, 2022 to hold office from the conclusion of 33^rd Annual
General Meeting till the conclusion of the 38^th Annual General Meeting to be held in the year 2027.

Auditors' Report

The Auditor's Report read with notes to the accounts referred to in the Auditor Report are self- explanatory and therefore do
not call for any further comments. The Auditor's Report does not contain any qualification, reservation or adverse remark.
There is no offence of fraud reported by the Statutory Auditors under section 143(12) of the Companies Act, 2013.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, and Regulation 24A of the Securities Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as 'Listing Regulations'), the Board of
Directors has appointed M/s. Ashu Gupta & Co., Company Secretaries, to undertake SecretarialAudit of the Company for FY
2024-25. The Report of the Secretarial Audit is appended as Annexure A to the Board's Report and does not contain any
qualification, reservation, adverse remark or disclaimer.

In terms of Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board, based

on Audit Committee, recommends the appointment of M/s Ashu Gupta & Co., Company Secretaries as Secretarial Auditors
of the Company for a period of 5 years from FY 2025-26 to FY 2029-30. Ms. Ashu Gupta is an individual Peer reviewed
Company Secretary in practice, who do not incur any disqualification and thus eligible for appointment. A resolution for this
purpose is envisaged in the Notice Calling 36th Annual General Meeting.

Cost Auditors

Pursuant to the provisions of Section 148 of the Companies Act, 2013 and rules framed thereunder regarding appointment of
Cost Auditor and maintaining the Cost Audit record, the same are not applicable to your Company.

CONSERVATION OF ENERGY, TECHNOLOGYABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated
under section 134(3)(m) of the Companies Act, 2013 read with rule 8 of the Companies (Accounts) Rules, 2014 is appended
as Annexure B to the Board's Report.

DISCLOSURE RELATING TO REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND
PARTICULARS OF EMPLOYEES

The information as per Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is appended as Annexure C to the Board's Report.

In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names of employees and
other particulars of the top ten employees and employees drawing remuneration in excess of the limits as provided in the said
rules will be provided upon request. However, in terms of provisions of the first proviso to Section 136(1) of the Companies
Act, 2013, the Annual Report is being sent to the members of the Company excluding the aforesaid information. The said
information is available for inspection at the Registered Office of the Company during working hours and any member
interested in obtaining such information may write to the Company Secretary and the same will be furnished on request.
CODE FOR PREVENTION OF INSIDER TRADING PRACTICES

In accordance with the provisions of SEBI (Prohibition of Insider Trading) Regulations, 2015, your Company has formulated
and adopted “Code of Conduct for Regulating & Reporting Trading by Insiders and For Fair Disclosure”. The said Code of
Conduct is uploaded on the website of the Company at https://www.ramavisionltd.com.

CORPORATE GOVERNANCE

Your Company is in compliance with the requirements and disclosures with respect to the report of Corporate Governance as
required under Regulation 34 read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements), 2015.

As a listed company, necessary measures are taken to comply with the requirements of regulations of SEBI (LODR)
Regulations, 2015. A report on Corporate Governance as stated above, along with a certificate of compliance from the
Statutory Auditors, M/s Suresh Kumar Mittal & Co., Chartered Accountants, forms part of this Board's Report and is annexed
as Annexure D.

COMPLIANCE WITH SECRETARIAL STANDARDS ISSUED BY ICSI

The Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) have been duly complied with by the
Company.

THE DETAIL OF APPLICATION MADE/ PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016

The Company has not made any application during the year and no proceeding is pending under Insolvency & Bankruptcy
Code, 2016 (IBC).

THE DETAIL OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS

The Company has not carried out any valuation during the year and not settled any amount as one time settlement and
further not carried any valuation at the time of taking loan from the bank or financial institution.

SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

In compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
(PoSH Act) and the amended Companies (Accounts) Second Amendment Rules, 2025, your Company has constituted an
Internal Complaints Committee (ICC) to address complaints related to sexual harassment at the workplace. Your Company
has adopted a Policy on Prohibition, Prevention and Redressal of Sexual Harassment of Women at Workplace and matters
connected therewith or incidental thereto covering all the aspects as contained under 'The Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013'. The said policy is available on the website of the Company at
https://www.ramavisionltd.com.

During the financial year 2024-25, the Company reports the following :

Your Company remains committed to upholding the highest standards of workplace safety dignity, and equality and to taking
timely and effective action against any violation of the PoSH Act.

GENDER-WISE EMPLOYEE DEMOGRAPHIC DATA

As of March 31'2025, the Company employed 165 employees across all locations, the gender-wise employee strength of the
Company is as follows.

• Female employees : 13

• Male employees : 152

• Transgender employees : 0

COMPLIANCE WITH THE PROVISIONS OF THE MATERNITY BENEFITACT, 1961

The Company is committed to upholding the rights and welfare of its women employees and has complied with the provisions
of the Maternity Benefit Act, 1961, and the rules made thereunder, as amended from time to time. All eligible women
employees are provided maternity leave and other benefits in accordance with the applicable provisions of the Maternity
Benefit Act, 1961. The Company has also ensured a safe and supportive working environment, including provisions for
creche facilities where applicable, in line with statutory requirements.

The Company continues to remain in full compliance with the provisions of the Maternity Benefit Act, 1961, and confirms that
there have been no instances of non-compliance or adverse findings in this regard during the financial year under review.
ACKNOWLEDGEMENT

Your Directors are thankful to all stakeholders including Customers, Bankers, Suppliers, Channel Partners and Contractors
for their continued assistance, co-operation, and support. The Directors wish to place on record their sincere appreciation to
all employees for their commitment and continued contribution to the Company. The Directors are grateful for the confidence,
faith and trust reposed by the shareholders in the Company.

For and on behalf of the Board
For Rama Vision Limited

Satish Jain

Place : New Delhi (Chairman & Managing Director)

Dated : 12.08.2025 DIN: 00052215