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Last Mile Enterprises Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 355.69 Cr. P/BV 0.94 Book Value (Rs.) 10.76
52 Week High/Low (Rs.) 43/10 FV/ML 1/1 P/E(X) 23.04
Bookclosure 23/09/2025 EPS (Rs.) 0.44 Div Yield (%) 0.20
Year End :2025-03 

Your Directors have pleasure in presenting their 30th Annual Report on the business and
operations of the Company and the accounts for the Financial Year ended March 31, 2025.

1. FINANCIAL HIGHLIGHTS:

The summarized Consolidated and standalone Financial Performance of your Company
for the Financial Year 2024-25 and the previous Financial Year 2023-24 is tabled
below:

(Rs. in lakhs)

PARTICULARS

Standalone

Consolidated

2024-25

2023-24

2024-25

2023-24

Revenue from Operations

3021.18

22.96

38515.83

13102.44

Other income

1455.17

349.87

1861.68

827.04

Total Income

4476.35

372.83

40377.51

13929.48

Profit/loss before
Depreciation, Finance
Costs, Exceptional items
and Tax Expense

1550.24

184.38

2630.46

585.01

Less: Depreciation

47.04

22.12

80.36

43.37

Profit/loss before Finance
Costs, Exceptional items
and Tax Expense

1503.2

162.26

2550.1

541.64

Less: Finance Cost

104.10

20.97

245.03

200.87

Profit/loss before
Exceptional items and Tax
Expense

1399.10

141.29

2305.07

340.77

Less: Exceptional Items

0

0

0

0

Profit / (Loss) Before Tax

1399.10

141.29

2305.07

340.77

Provision for Tax &

340.35

38.20

509.64

40.36

Deferred Tax

Profit / (Loss) After Tax

1058.76

103.09

1795.43

300.41

Other Comprehensive
income (net of tax effect)

0

0

0

0

Total Comprehensive
income

1058.76

103.09

1795.43

300.41

Further, the Audited Financial Statements for the Financial Year 2024-25, forming part of
this Annual Report, have been prepared in accordance with the Schedule III and Indian
Accounting Standards (Ind-AS) as notified by the Ministry of Corporate Affairs(MCA) and
The Securities Exchange Board of India (SEBI) read with the provisions of Section 133 of
the Companies Act, 2013 and Companies (Indian Accounting Standard) Rules, 2015.

2. BUSINESS PERFORMANCE:

STANDALONE:

During the current period, your company has total revenue of Rs. 3021.18 Lakhs as against
Rs. 22.96 Lakhs in the previous year. The Company has profit of Rs.1058.76 Lakhs as
compared to the profit of Rs. 103.09 Lakhs in the previous year. The company is expecting
more revenue and sure to grow in terms of net profit in the upcoming years. The company
will strive to improve its performance in long term prospects based on actual pace of global
economy.

CONSOLIDATED:

During the current period, your company has total revenue of Rs. 38515.83 Lakhs as
against Rs. 13102.44 Lakhs in the previous year. The Company has profit of Rs. 1795.43
Lakhs as compared to the profit of Rs. 300.41 Lakhs in the previous year. The company is
expecting more revenue and sure to grow in terms of net profit in the upcoming years. The
company will strive to improve its performance in long term prospects based on actual
pace of global economy.

3. STATE OF AFFAIRS OF THE COMPANY:

Last Mile Enterprises Limited (LMEL) continues to strengthen its reputation as a multi¬
sectoral leader, delivering progress across coatings, consumer electronics, and real estate.
The fiscal year 2024-25 has been a period of purposeful expansion, global recognition, and
forward-looking investments.

At the heart of our journey is a philosophy that combines sustainability with
profitability. This belief drives each of our businesses, ensuring that the value we create
is long-lasting, socially responsible, and beneficial to all stakeholders.

I. SunBless Coatings Division

SunBless has rapidly become a trusted name in India’s advanced coatings sector. With
patented Japanese technology at its core, it is designed not just to beautify surfaces but
to transform them into stronger, energy-saving, and more sustainable assets.

Highlights of FY 2024-25:

• Comprehensive Validation: SunBless underwent more than seventy independent tests
across India’s most reputed NABL-certified laboratories and the Japan Paint Inspection
and Testing Association. These tests covered safety, corrosion resistance, gloss,
waterproofing, and thermal insulation, proving its reliability across diverse Indian
climates.

• Prestigious Projects: Our solutions were chosen for some of India’s most respected
institutions, including World Trade Center (Mumbai), TATA projects, Kokilaben
Hospital, Piramal Pharma in Ahmedabad, and Amity University. These projects highlight
the trust placed in SunBless and the proven benefits of reducing energy use, extending
infrastructure life, and lowering maintenance costs.

• International Recognition: SunBless has received approval from the Dubai
Municipality, paving the way for our entry into the UAE market. Beyond iconic
structures, SunBless is also poised to play a role in critical sectors such as grain storage
warehouses, cold storage facilities, and industrial sheds, where it can prevent material
losses and deliver energy efficiency at scale.

The Bigger Picture:

SunBless is no longer just a coating. It is a sustainable building technology that is
helping to redefine how India and the world think about infrastructure protection.
From hospitals to industries, from universities to cold storage units, SunBless is
delivering a measurable impact — in energy saved, in costs reduced, and in

sustainability achieved.

II. Consumer Electronics - Just Corseca and Damson Technologies

Our consumer electronics vertical, anchored by Damson Technologies and our flagship
brand Just Corseca, has consolidated its position as a serious global player. Known for
design, innovation, and functionality, Just Corseca products — from smartwatches and
speakers to headphones, mobile accessories, and smart eyewear — have reached over a
million customers worldwide.

Highlights of FY 2024-25:

• Make in India Expansion: A new state-of-the-art facility in Changodar, Ahmedabad has
begun operations. The plant started with six assembly lines and is capable of expanding
to twenty, reaching a production capacity of one million units per month. This phased
expansion strategy ensures readiness to serve both the Indian market and international
demand.

• Strategic Partnerships:To establish a footprint across the APAC region, We have
already dispatched products to Thakral Group of Singapore for market trials, marking
an important step toward broader regional acceptance.

• Expanding Exports: LMEL has already started supplying to the United States, marking
the beginning of our journey into one of the world’s largest and most competitive
markets. Simultaneously, we are actively exploring opportunities in UAE and Africa to
diversify and strengthen our global presence.

• Innovation Leadership: With design teams based in Spain, we continue to deliver
premium sound solutions and patented product designs that combine style and
performance. Beyond branded products, we are also in advanced discussions with
global and domestic companies for white-labelling partnerships, which will provide
steady high-volume exports and establish Damson as a trusted global OEM partner.

The Bigger Picture:

The electronics division is more than a consumer brand — it is building India’s
reputation as a global hub for high-quality, innovative electronics manufacturing. By
combining design excellence, global distribution, and local manufacturing under the
Make in India initiative, this division is set to be one of LMEL’s strongest growth
engines in the years ahead.

III. Fairlane Realty (Real Estate Division)

LMEL’s real estate arm, Fairlane Realty, continues to redefine urban living in Mumbai
by delivering sustainable, luxury-driven projects in prime locations. Our approach goes
beyond construction. We focus on building communities that are future-ready,

environmentally conscious, and designed for long-term value creation.

Highlights of FY 2024-25:

• Upcoming Developments:

• Trio Balaji (Matunga): A mixed-use development offering both residential and

commercial spaces, strategically designed for high-end urban demand.

• Jaiaditya Lalji Nathu (Matunga): A premium residential development crafted for

modern urban lifestyles, combining elegance with sustainable design.

The Bigger Picture:

Fairlane Realty is not only reshaping Mumbai’s skyline but also setting benchmarks in
sustainable urban development. Each project we deliver is a promise of comfort, design,
and long-term community value. With multiple projects underway and more in the
pipeline, Fairlane is poised to become a key driver of LMEL’s growth in the real estate
sector.

IV. Group Outlook

With consolidated revenues, LMEL has once again demonstrated its resilience and
growth. More importantly, our diversified presence across coatings, electronics, and
real estate has laid a strong foundation for leadership in the years to come.

Looking forward, we will continue to invest in sustainability, expand our reach into
global markets, and innovate across every vertical. For our stakeholders, LMEL is not
just a company — it is a forward-moving enterprise that is building sustainable
businesses, creating jobs, and delivering long-term value in every sphere we touch.

4. DIVIDEND:

The Board of Directors are pleased to recommend payment of Dividend at 2% on equity
shares of Rs. 1/- each, amounting to Rs. 0.02 per share on post enhanced paid up equity
capital of the company to those shareholders whose names appear on the Register of
Member on Record date. With a view to share the profits of the company with its
shareholders, directors feel that recommendation of dividend is a way of appreciation to
them.

5. THE AMOUNTS. IF ANY. WHICH IT PROPOSES TO CARRY TO ANY RESERVES;

The company has not transferred any amount to reserves during the financial year 2024¬
25.

6. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Your Company is having dynamic, qualified, experienced, committed and versatile
professionals in the Management of the Company. In pursuance to provisions of

Section 203 of the Companies Act, 2013 (“the Act”) read with relevant Rules thereunder,
the personnel of the Company who acted as “Key Managerial Personnel” during the year
under review are as appended below:

Name of Key Managerial Personnel

Designation

Mr. HARISHKUMAR B RAJPUT

Managing Director

Mr. HARISHKUMAR B RAJPUT

Chief Financial Officer

Ms. NIDHI BANSAL

Company Secretary& Compliance Officer

Mrs. BHARTI HASMUKHBHAI SHARMA

Independent Director

Mr HEMRAJSINH VAGHELA

Non-Executive non-Independent Director

Mr AMIT GULATI

Independent Director

Mr DHARMENDRA NARANBHAI GOHIL

Non-Executive non-Independent Director

Mr SURENDRASINH BAHADURSINH JHALA

Independent Director

Mr BRIJENDRA MARKANDEY PANDEY

Non-Executive non-Independent Director

In accordance with the provisions of Section 152(6) of the Companies Act, 2013 and in
terms of the Memorandum and Articles of Association of the Company,
Mr. Dharmendra
Gohil, (DIN: 10041074),
Director of the Company retires by rotation at this ensuing
Annual General Meeting and has offered himself for reappointment.

The Board of Directors of your Company are fully committed to steering the organization
for long-term success through setting of strategies, delegating responsibilities and
providing an overall direction to the business, while effectively managing risks and
ensuring high quality of governance by keeping the Company on the path of Sustainable
growth and development.

The details of size and composition of the Board is provided in Corporate Governance
Report, which forms part of this Annual Report.

Further, all the Directors of the Company have confirmed that they are not disqualified
from being appointed as Directors in terms of Section 164 of the Companies Act, 2013.

Also, pursuant to Schedule V of the(10)(i) of SEBI (LODR) Regulation, 2015 ; the Company
has received a certificate from Practicing Company Secretary stating that the Directors of
the Company are not debarred or disqualified by the SEBI / Ministry of Corporate Affairs or
any such statutory authority.

During the year under review, the non-executive directors of the Company had no
pecuniary relationship or transactions with the Company, other than sitting fees,
commission and reimbursement of expenses incurred by them for the purpose of attending
meetings of the Board/Committee of the Company.

The Company has received declarations from all the Independent Directors of the Company
confirming that they meet with the criteria of independence as prescribed under sub¬
section 6 of Section 149 of the Companies Act, 2013 and under Regulation 16 (b) of SEBI
(Listing Obligation and Disclosure Requirements) Regulation, 2015.

7. MEETINGS:

During the Financial Year under review, the Board of Directors of the Company met for 15
(Fifteen) times for various agenda items of the Company, the same which were circulated
well in advance to the Board. The details of the meetings are duly mentioned in the
Corporate Governance Report, which forms part of this Annual Report.

The following are the dates on which the Board Meetings and Committee Meeting held
during the year under review:

Sr.

No.

Board

Meeting

Audit

Committee

Meeting

Stakeholder

Committee

Meeting

NRC Committee
Meeting

ID MEETING

1.

03.04.2024

28.05.2024

29.06.2024

15.02.2025

10.03.2025

2.

08.04.2024

06.08.2024

30.09.2024

-

3.

29.04.2024

14.08.2024

31.12.2024

-

-

4.

30.04.2024

31.10.2024

31.03.2025

-

-

5.

04.05.2024

15.11.2024

-

-

-

6.

06.05.2024

16.01.2025

-

-

-

7.

28.05.2024

14.02.2025

-

-

-

8.

10.06.2024

-

-

-

-

9.

12.06.2024

-

-

-

-

10.

06.08.2024

-

-

-

-

11.

31.08.2024

-

-

-

-

12.

01.10.2024

-

-

-

-

13.

31.10.2024

-

-

-

-

14.

05.12.2024

-

-

-

-

15.

28.12.2024

-

-

-

-

16.

16.01.2025

The intervening gap between the Meetings was within the period prescribed under the
Companies Act, 2013.The necessary quorum was present at the meetings.

8. BOARD DIVERSITY

The Company recognizes and embraces the importance of a diverse board in its success.
The Company believes that a truly diverse board will leverage differences in thought
perspective, knowledge, skill, regional and industry experience, cultural and geographical
background, age, ethnicity, race and gender, which will help the Company to retain its
competitive advantage. The Board has adopted the Board Diversity Policy which sets out
the approach to diversity of the Board of Directors. The policy is available on our website
at
https://lastmileenterprisesltd.com/

9. COMMITTEES OF BOARD:

The company has several committees which have been established as a part of best
corporate governance practices and are in compliance with the requirements of the
relevant provisions of applicable laws and statues.

The Board has constituted following Committees.

> Audit Committee

> Nomination and Remuneration Committee

> Stakeholder’s Relationship Committee

> Independent Director Committee

The details with respect to the compositions, powers, roles, terms of reference etc. of
relevant committees are given in detail in the 'Report on Corporate Governance’ of the
company which forms part of this Annual Report.

10. ANNUAL RETURN:

The Annual Return of the Company as on March 31, 2025 is available on the Company’s
website and can be accessed at (
www.lastmileenterprisesltd.com).

11. STATUTORY AUDITORS & AUDIT REPORT:

The Company had appointed M/S. PRAKASH TEKWANI & ASSOCIATES.. Chartered
Accountants, (F.R.NO.120253W) as Statutory Auditors of the company for the term of five
consecutive financial year i.e. to hold the office till the conclusion of Annual General
Meeting for the Financial year 2024-25 at such remuneration as may be mutually agreed
between both the parties whose term is expiring at the conclusion of ensuing AGM.

The Company proposes to appoint M/s H S K & CO LLP, Chartered Accountants (Firm
Registration No. 117014W/W100685), as its Statutory Auditors for a term of five years,
commencing from the conclusion of the ensuing Annual General Meeting (AGM) until the
conclusion of the AGM to be held in the financial year 2029-30, in place of M/s Prakash
Tekwani & Associates, whose term has been completed.

The Auditors comments on your company’s accounts for year ended March 31, 2025 are
self-explanatory in nature and do not require any explanation as per provisions of Section
134 (3) (f) of the Companies Act, 2013.

12. DISCLOSURE OF REPORTING OF FRAUD BY AUDITORS UNDER SECTION 143(12):

During the financial year 2024-25, the Statutory Auditor has not reported to the audit
committee any instance of fraud committed against the Company by its employees or
officers under section 143(12), the details of which need to be reported in Board’s Report.

13.INTERNAL AUDIT AND FINANCIAL CONTROL:

The Company has appointed CA M G L & ASSOCIATES. (FRN: 154063W), CHARTERED
ACCOUNTANTS, as an Internal Auditor of the Company. The Board has adopted the policies
and procedures for ensuring the orderly and efficient conduct of its business, including
adherence to the Company’s policies, safeguarding of its assets, prevention and detection of
frauds and errors, the accuracy and completeness of the accounting records and the timely
preparation of reliable financial disclosures. The reports of Internal Audit are reviewed by
the Audit Committee of the Board.

14. COST RECORDS:

Pursuant to Section-148 (1) of the Companies Act, 2013 read with Rule 3 of Companies

(Cost Records and Audit) Rules, 2014, Company does not fall under the criteria for
maintaining cost record for the financial year 2024-25.

15. SECRETARIAL AUDIT:

Pursuant to Section 204 of the Companies Act, 2013, your company had appointed M/s. A.
Shah & Associates, Practicing Company Secretaries, to undertake the Secretarial Audit of
the Company. The Secretarial Audit Report is enclosed as
Annexure -I to the Board’s
Report.

The Board of Directors of the Company has discussed the remarks as mentioned in
Secretarial Audit Report at arm’s length and also undertaken to take care of such
qualification and to comply with the same in future.

As per the Regulation 24A of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015,the listed entity has to
disclose secretarial audit report for its material unlisted public company and hence here
with find enclosed Secretarial Audit Report in
Annexure II for 'Damson Technologies
Private Limited’ and in
Annexure III for 'Fair lane Realty Limited’ .

16. NOMINATION AND REMUNERATION POLICY

The Board has on the recommendation of Nomination and Remuneration / Compensation
Committee framed a policy on directors’ appointment and remuneration of Directors
including criteria for determining qualification, positive attributes, independence of
directors and remuneration for Directors, Key Managerial Personnel and other employees.
The policy is annexed to this report as “
Annexure IV”.

17. BOARD 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
and the corporate governance requirements as prescribed by Securities and Exchange
Board of India (“SEBI”) under Regulation 17 to 27 and clauses (b) to (i) of sub-regulation
(2) of regulation 46 and para C, D and E of Schedule V of SEBI (Listing Obligation and
Disclosure Requirement) Regulation 2015.

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 processes, information and functioning, etc. The performance of the
committees was evaluated by the board after seeking inputs from the committee members
on the basis of the criteria such as the composition of committees, effectiveness of
committee meetings, etc.

The Board and the Nomination and Remuneration Committee ("NRC") reviewed the
performance of the individual directors on the basis of the criteria such as the contribution
of the individual director to the Board and committee meetings like preparedness on the
issues to be discussed, meaningful and constructive contribution and inputs in meetings,
etc. In addition, the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of independent Directors, performance of non-independent
directors, performance of the board as a whole and performance of the Chairman was
evaluated, taking into account the views of executive directors and non-executive directors.
The same was discussed in the board meeting that followed the meeting of the independent
Directors, at which the performance of the Board, its committees and individual directors
was also discussed.

18. DEPOSITS:

Your company has not accepted any fixed deposits from the public within the provisions of
Section 73 to 76 of the Companies Act, 2013. The company has not accepted inter corporate
borrowings during the financial year 2023-24 which is exempted from the deposits.
However the outstanding unsecured loan as on 31st March 2025 is
Rs. 838.04(In Lakhs)

Hence, the disclosures required as per Rule 8(5)(v)&(vi) of the Companies (Accounts)
Rules, 2014, read with Section 73 to 76 of the Companies Act, 2013 are not applicable to
your Company.

19. CORPORATE GOVERNANCE:

The Company believes that good Corporate Governance is a continuous process and it is
our continuous endeavor to achieve good governance, by way of a conscious and
conscientious effort whereby ensuring the truth, transparency, accountability and
responsibility in all our dealings with all our stakeholders.

A separate section on Corporate Governance Standards followed by your Company, as
stipulated under Regulation 34(3) read with Schedule V of SEBI (Listing Obligation and
Disclosure Requirement) Regulation 2015 is enclosed as Annexure to this Report The
Report on Corporate Governance also contains certain disclosures required under
Companies Act, 2013.

A certificate from M/S. A. SHAH & ASSOCIATES., Practicing Company Secretaries,

conforming compliance to the conditions of Corporate Governance as stipulated under
Regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C,
D and E of Schedule V of SEBI (Listing Obligation and Disclosure Requirement) Regulation
2015, is annexed to this Report.

20. VIGIL MECHANISM

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, and
Regulation 22 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations,
2015, your Company believes in conducting business affairs in a fair and transparent
manner to foster professionalism, honesty, integrity and ethical behavior via Vigil
Mechanism/Whistle Blower Policy. Through this Policy, the Company seeks to provide a
procedure for all the employees, Directors and other stakeholders of the Company to
report concerns about unethical behavior, misconduct, violation of Company’s Code of
Conduct and implementation of improper practices taking place in the Company and
provide for adequate safeguards in that regard and also provide for direct access to the
Chairman of the Audit Committee, in exceptional cases

The Vigil Mechanism Policy has been uploaded on the website of the Company at
www.lastmileenterprisesltd.com under investors/others/Whistle blower Policy link.

21. CONSERVATION OF ENERGY. ABSORPTION OF TECHNOLOGY

Pursuant to Sub-section 3(m) of the Section 134 of Companies Act, 2013, read with
Rule 8(3) of the companies (Accounts) Rules, 2014. Every company is required to
disclose about the steps taken for conservation of energy & Technology Absorption
during the year in the board report of the company.

fal Conservation of energy

(i)

the steps taken or impact on conservation of energy

N.A

(ii)

the steps taken by the company for utilizing alternate sources of energy

N.A

(iii)

the capital investment on energy conservation equipment’s

N.A

iil

the efforts made towards technology absorption

N.A

(ii)

the benefits derived like product improvement, cost reduction, product
development or import substitution

N.A

(iii)

in case of imported technology (imported during the last three years
reckoned from the beginning of the financial year)-

N.A

(a) the details of technology imported

N.A

(b) the year of import;

N.A

(c) whether the technology been fully absorbed

N.A

(d) if not fully absorbed, areas where absorption has not taken place, and
the reasons thereof

N.A

(iv)

the expenditure incurred on Research and Development

N.A.

22. FOREIGN EXCHANGE EARNINGS / OUTGO: -

Particulars regarding the foreign exchange earnings and outgo during the year 2024-25 is
as Annexed hereto as
“ANNEXURE VIII".

23. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All Related Party Transactions those were entered during the financial year were in
ordinary course of the business of the company and were on arm’s length basis. There were
no materially significant related party transactions entered by the Company with
Promoters, Directors, Key Managerial Personnel or other persons which may have a
potential conflict with the interest of the company.

All such Related Party Transactions have been placed before the Audit Committee for
approval.

The policy on materiality of Related Party Transactions and also on dealing with Related
Party Transactions as approved by the Audit Committee and the Board of Directors is has
been uploaded on the website of the Company at
www.lastmileenternrisesltd.com under
investors/policy documents/Related Party Transaction Policy.

The particulars of every contract or arrangements entered into by the Company with
related parties referred to the sub-section (1) of section 188 of the Companies Act, 2013,

are disclosed in Form No. AOC-2 'Annexure: V' the same forms part of this report,
pursuant to Section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts)
Rules, 2014.

24. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186:

During the year under review there were loans, guarantees or investments under section
186 made by the company. Hence , in terms of provisions of Section 134(3)(g) of the
Companies Act 2013, the Particulars of Loans, Guarantees or Investments under Section
186, is annexed hereto as
'Annexure: IV' and forms part of this Report.

25. PARTICULARS OF EMPLOYEES REMUNERATION:

A. The ratio of the remuneration of each director to the median employee’s

remuneration and other details in terms of sub-section 12 of Section 197, of the
Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, are forming part of this report
as “
Annexure V" to the Directors’ Report.

B. The statement containing particulars of employees as required under Section
197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not
provided as no employees is paid remuneration of Rs. 8.5 Lac Per month if employed
for part of the year and Rs. 1.02 Cr. Per Annum if employed for the whole year.

26. HUMAN RESOURCES

Your Company treats its “Human Resources” as one of its most significant assets. The
Company continues its focus on retention through employee engagement initiatives and
provides a holistic environment where employees get opportunities to realize their
potential. A number of programs that provide focused people attention are currently
underway. Your Company thrust is on the promotion of talent internally through job
rotation and job enlargement. The Company’s Health and Safety Policy commits to provide
a healthy and safe work environment to all employees.

27. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Corporate Social Responsibility Committee (CSR Committee) has formulated and
recommended to the Board, a Corporate Social Responsibility Policy (CSR Policy) indicating
the activities to be undertaken by the company which has been approved by the Board.

The CSR Policy can be accessed from the investors section on the company’s website at the
link
https://lastmileenterprisesltd.com/ .

The Company is not required to incur any CSR expenditure for the financial year 2024-25,
as the profit of the preceding financial years is ^1,41,29,000, which is below the threshold
limit prescribed under Section 135 of the Companies Act, 2013 for mandatory CSR
contributions.

28. SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION
AND REDRESSAL) ACT. 2013:

Pursuant to Section 22 of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 the company has setup the Internal complaints
committee and the said committee has framed the policy “Prevention of Sexual
Harassment” on prevention, prohibition and Redressal of complaints related to sexual
harassment of women at the workplace. All women employees whether permanent,
temporary or contractual are covered under the above policy.

Disclosure of complaints during the year:

(a) Number complaints of sexual harassment received in the year: Nil

(b) Number of complaints disposed off during the year: Nil

(c) Number of cases pending for more than ninety days: Nil

However, during the year no complaints were received by the Internal Complaints
committee for sexual harassment from any of the women employees of the company.

29. MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT
ACT 1961:

The Company declares that it has duly complied with the provisions of the Maternity
Benefit Act, 1961. All eligible women employees have been extended the statutory benefits
prescribed under the Act, including paid maternity leave, continuity of salary and service
during the leave period, and post-maternity support such as nursing breaks and flexible
return-to-work options, as applicable. The Company remains committed to fostering an
inclusive and supportive work environment that upholds the rights and welfare of its
women employees in accordance with applicable laws.

30. CHANGE IN NATURE OF THE BUSINESS:

There has been no change in the nature of business of the company during the year under

review.

31. MANAGEMENT DISCUSSION AND ANALYSIS:

As per corporate governance norms, a separate section on Management Discussion and

Analysis outlining the business of the Company is set out in Annexure forming part of this

Report.

32. SIGNIFICANT OR MATERIAL EVENTS OCCURRED DURING THE YEAR:

During the year following Material Events took place which is as follows:

• The company has increased the authorised capital of the company for the purpose of
Preferential issue from Rs. 35,50,00,000/-(Rupees Thirty Five Crore and Fifty Lakhs
Only) divided into 3,55,00,000 (Three Crore and Fifty five Lakhs) Equity Shares of
Rs.10 each to Rs. 40,00,00,000/-(Rupees Forty Crore Only) divided into 4,00,00,000
(Four Crore) Equity Shares of Rs.10 each
on 21st April,2024 through Postal Ballot.

• The company has issued 36,50,467 shares and 10,21,500 warrants on Preferential
basis as the company requires additional funds to carry out its business activity for
long term working capital requirements and general corporate purpose to augment
the growth and improve the financial performance of the company. The Listing
approval was granted on 27th May, 2024 and trading approval for the same was
granted on 20th June, 2024.

• 30,000 warrants allotted on 22nd January,2024 has been converted into Shares on
8th April,2024. The Listing approval was granted on 2nd May, 2024 and trading
approval for the same was granted on 7th May, 2024.

• 2,00,000 warrants allotted on 22nd January,2024 has converted into Shares on 10th
June,2024
. The Listing approval was granted on 15th July, 2024 and trading
approval for the same was granted on 24th July, 2024.

• 24,70,000 warrants allotted on 03rd april,2023 and 06th Aril,2023 has converted into
Shares on
12th June,2024. The Listing approval was granted on 23rd July, 2024 and
trading approval for the same was granted on 31st July, 2024.

• The company has acquired 51% stake in Fair lane Realty Limited which is in the
business of the vehicle for future real estate projects it is contemplating to develop.

• 30,000 warrants allotted on 22nd January,2024 has been converted into Shares on
28th December,2024. The Listing approval was granted on 20th March, 2025 and
trading approval for the same was granted on 01st April, 2025.

• 41,32,500 warrants allotted on 03rd april,2023 and 06th Aril,2023 has been
converted into Shares on
31st August,2024. The Listing approval was granted on 6th
December, 2024 and trading approval for the same was granted on 9th January,
2025.

• 76,67,500 warrants allotted on 03rd april,2023 and 06th Aril,2023 has been
converted into Shares on
13th February,2025. The Listing approval was granted on
13th February,2025 and trading approval for the same was granted on 27th
February, 2025.

• The Company proposed a subdivision of equity shares from ^10 each to ^1 each,
approved by the Board on January 16, 2025. Shareholders approved the proposal
via postal ballot on February 22, 2025, and the record date for the subdivision was
fixed as March 21, 2025.

• During the year the company has also subscribed 51% share in the Last mile
strategies Private Limited on 20th December,2024.

33. SIGNIFICANT OR MATERIAL ORDERS AGAINST COMPANY:

No significant and material orders were passed by the regulators or courts or tribunals

impacting the going concern status and Company’s operation in future.

34. RISK MANAGEMENT

Your Company has developed and implemented a Risk Management Policy which includes
identification of elements of risk, if any, which in the opinion of the Board, may threaten the
existence of the Company. Your Company has a risk identification and management
framework appropriate to the size of your Company and the environment under which it
operates. The process involves identifying both external and internal risks and the
readiness to respond to extreme risks like calamities and disasters. Risks are being
continuously identified in relation to business strategy, business continuity/contingency
plans, operations and transactions, statutory / legal compliance, financial reporting,
information technology system, cyber security and overall internal control framework.

35. DETAILS OF SUBSIDIARY JOINT VENTURE AND ASSOCIATES COMPANY:

The company has two subsidiary companies as mentioned below and all the other details
as per attached in AOC-1.

i. Damson Technologies Private Limited

ii. Fair Lane Realty Limited

iii. Last Mile Strategies Private Limited

36. DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to requirement under 134(3)(c) and Section 134(5) of the Companies Act, 2013
(Act), Directors, confirm that:

(a) in the preparation of the annual accounts for the year ended on 31st March, 2025,
the applicable accounting standards read with requirement set out under Schedule
III to the Act, have been followed and there are no material departures from the
same;

(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 as at March 31, 2025 and of
the profit of the company for the year ended on that date;

(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 had prepared the annual accounts on a going concern basis;

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

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

37. ACKNOWLEDGEMENT:

Your Directors wish to place on record their gratitude and sincere appreciation for the
assistance and co-operation received from the financial institutions, banks, Government
authorities, customers, vendors and members during the year under review.

Your Directors would like to express a profound sense of appreciation for the
commitment shown by the employees in supporting the Company in its continued
robust performance on all fronts.

Place: AHMEDABAD BY ORDER OF THE BOARD OF DIRECTORS,

Date: 11/08/2025 FOR, LAST MILE ENTERPRISES LIMITED

(Formerly Known as Trans Financial Resources Limited)

_Sd/_

MR. HEMRAJSINH VAGHELA

DIRECTOR
(DIN- 00287055)


 
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