Market
BSE Prices delayed by 5 minutes... << Prices as on May 07, 2026 - 3:59PM >>  ABB India  7211.8 [ 0.43% ] ACC  1418.3 [ 0.21% ] Ambuja Cements  452 [ 1.21% ] Asian Paints  2529.45 [ 0.42% ] Axis Bank  1292.35 [ -0.29% ] Bajaj Auto  10606.75 [ 2.83% ] Bank of Baroda  270.35 [ -0.17% ] Bharti Airtel  1826.45 [ -0.38% ] Bharat Heavy  406.3 [ 5.26% ] Bharat Petroleum  307.6 [ -2.08% ] Britannia Industries  5810.75 [ 0.50% ] Cipla  1361 [ -0.31% ] Coal India  466.4 [ -0.71% ] Colgate Palm  2167.6 [ 0.49% ] Dabur India  470.05 [ 0.79% ] DLF  619 [ 1.63% ] Dr. Reddy's Lab.  1307 [ -0.27% ] GAIL (India)  167.45 [ 1.09% ] Grasim Industries  2963 [ 1.76% ] HCL Technologies  1183.45 [ -0.46% ] HDFC Bank  795.85 [ -0.09% ] Hero MotoCorp  5350 [ 3.49% ] Hindustan Unilever  2272.8 [ -1.95% ] Hindalco Industries  1055.55 [ 0.88% ] ICICI Bank  1278.85 [ -0.05% ] Indian Hotels Co.  669.9 [ 0.58% ] IndusInd Bank  949 [ 0.26% ] Infosys  1162.5 [ -0.41% ] ITC  307.65 [ -0.95% ] Jindal Steel  1255 [ -0.74% ] Kotak Mahindra Bank  380.65 [ 1.18% ] L&T  4022.5 [ 0.35% ] Lupin  2460.5 [ 0.74% ] Mahi. & Mahi  3367.35 [ 2.04% ] Maruti Suzuki India  13766.95 [ 0.34% ] MTNL  32.32 [ 1.44% ] Nestle India  1476.05 [ -0.70% ] NIIT  74 [ 0.11% ] NMDC  90.2 [ 1.12% ] NTPC  400.45 [ 1.46% ] ONGC  283.95 [ 1.16% ] Punj. NationlBak  109.15 [ -0.91% ] Power Grid Corpn.  313.6 [ -0.68% ] Reliance Industries  1435.7 [ -0.15% ] SBI  1091.8 [ -0.35% ] Vedanta  305.35 [ -3.49% ] Shipping Corpn.  319.7 [ 2.25% ] Sun Pharmaceutical  1831.3 [ -1.03% ] Tata Chemicals  803 [ -1.67% ] Tata Consumer  1160 [ 0.66% ] Tata Motors Passenge  359.25 [ 0.35% ] Tata Steel  217.05 [ 0.70% ] Tata Power Co.  439.2 [ -0.86% ] Tata Consult. Serv.  2401.75 [ -1.38% ] Tech Mahindra  1448 [ -1.29% ] UltraTech Cement  12144.45 [ 0.42% ] United Spirits  1280 [ -0.96% ] Wipro  197.35 [ -0.88% ] Zee Entertainment  94.54 [ 0.01% ] 
Nouveau Global Ventures Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 9.09 Cr. P/BV 0.00 Book Value (Rs.) 0.01
52 Week High/Low (Rs.) 1/0 FV/ML 1/1 P/E(X) 15.91
Bookclosure 30/09/2024 EPS (Rs.) 0.03 Div Yield (%) 0.00
Year End :2025-03 

Your Directors are presenting herewith the Thirty Seventh Annual Report together with the Audited
Financial statements for the Financial Year ended 31st March, 2025.

1. FINANCIAL SUMMARY/ HIGHLIGHTS OF THE COMPANY

Particulars

Standalone

2024-25

2023-24

Profit/(Loss) before interest, depreciation, tax and Extra Ordinary
Items

78.311

(31.311)

Less: Depreciation/amortization

2.353

2.249

Profit/ (Loss) before interest, tax and Extra Ordinary Items

75.958

(29.062)

Less: Finance Costs

12.305

7.693

Profit/ (Loss) before tax and Extra Ordinary Items

63.653

(21.369)

Less: Provision for taxes on income

- Current tax

5.600

-

- MAT Credit Entitlement

-Deferred tax liability / (asset)

0.381

0.479

- Short/ Excess Provision

0.495

0.160

Profit/(Loss) after tax before Extra-Ordinary Items

57.178

(22)

Extra Ordinary Items (Net of Tax)

-

-

Profit/ (Loss) for the year

57.178

(22.008)

Add/(Less): Other Comprehensive Income /(Loss)

(627.554)

6.50

Total Comprehensive Income / (Expenses) for the year

(570.376)

(15.50)

2. PERFORMANCE OF THE COMPANY

The Company has four reportable business segments, namely Multimedia, Financial Consultancy, Dealing
in Securities, and Trading Division. The operating environment during the year under review continued to
remain volatile and challenging. However, your Directors are pleased to report that the Company has earned
a profit of Rs. 57.178 lakhs during the financial year under review as compared to a loss of Rs. 22.008 lakhs
incurred in the previous financial year. The Directors are committed to maintaining this growth trajectory
and are making all efforts to further strengthen the financial position of the Company in the coming years.

3. CHANGE IN NATURE OF BUSINESS

There has been no change in nature of business of the Company during the financial year.

4. DIVIDEND & RESERVES

Your Directors, after considering the overall financial position of the Company, have decided to retain the
profits generated during the year under review to strengthen the financial base of the Company and to
support its future business operations. Accordingly, the Board of Directors has not recommended any
dividend for the financial year ended 31st March, 2025.

Further, in line with the Company’s objective of conserving resources for business growth and expansion,
no amount has been transferred to any reserve during the year under review. The entire profit of Rs. 57.178
lakhs has been retained in the Profit & Loss Account of the Company.

5. SHARE CAPITAL

During the financial year under review, there has been no change in the authorised, issued, subscribed and
paid-up share capital of the Company.

The paid-up Equity Share Capital as on 31st March, 2025 is Rs.18,55,30,000/- (Rs. Eighteen Crores Fifty-
Five Lakhs Thirty Thousand only) divided into 18,55,30,00 (Eighteen Crores Fifty-Five Lakhs Thirty
Thousand Only) Equity Shares of the face value of Rs. 1/- each.

Further, the Company has not issued any shares with or without differential voting rights during the year
under review. It has neither granted any employee stock options nor issued any Sweat Equity Shares to its
Directors or employees and does not have any scheme to fund its employees to purchase the shares of the
Company. As on 31st March, 2025, none of the Directors of the Company hold any instruments convertible
into equity shares of the Company. The Company has also not bought back any of its securities, nor issued
any Bonus Shares or Stock Option Schemes to its employees during the year under review.

6. DIRECTORS

Appointment and cessation of Directors during the year:

Based on the recommendations / approvals by the Nomination and Remuneration Committee and the Board
of Directors at their meeting held on 2nd September, 2024 the following were the changes made to the
Board and Key Managerial Personnel:

> Appointment of Mr. Himanshu Agarwal (DIN: 09569882) as an Independent Director of the Company
for 5 years w.e.f. 2nd September, 2024.

> Appointment of Mr. Manaklal Agrawal (DIN: 10214780) as an Independent Director of the Company
for 5 years w.e.f. 2nd September, 2024.

Appointment of Directors as mentioned above were approved by the shareholders at the 36th Annual General
Meeting (AGM) held on 30th September, 2024.

Ratification of Resolution for Appointment of Independent Director:

The Members of the Company at their 35th Annual General Meeting held on 29th September, 2023 had
approved the appointment of Mr. Nikhil Kumar Rungta (DIN: 08789354) as an Independent Director of the
Company for a term of five consecutive years from 10th August, 2023 to 9th August, 2028.

The said resolution was inadvertently passed as an Ordinary Resolution instead of a Special Resolution, as
required under Regulation 25 (2A) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The resolution had, however, received an overwhelming majority of over 99% votes in
favour, satisfying the threshold required for a Special Resolution.

To ensure compliance with applicable provisions and to align records with regulatory requirements, the
Board has recommended that the Members ratify and approve the appointment of Mr. Rungta by passing a
Special Resolution at the ensuing 37th Annual General Meeting. There is no change in the terms, tenure, or
conditions of his appointment.

Director retiring by rotation:

Mr. Mohit Khadaria, Director retires by rotation at the forthcoming Annual General Meeting (AGM) and
being eligible, offers himself for re-appointment. The resolution seeking approval of the Members for his re¬
appointment has been incorporated in the Notice convening the AGM of the Company along with brief details
about him.

Declaration by Independent Directors:

The Company has received declarations from all the Independent Directors of the Company, confirming that
they meet with the criteria of independence as prescribed both under sub-section (6) of Section 149 of the
Companies Act, 2013 read with schedules & rules issued thereunder as well as SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s)
thereof for the time being in force) in respect of the financial year ended 31st March, 2025. In the opinion of
the Board, the Independent Directors fulfil the said conditions of independence.

In terms of requirements of the Listing Regulations, the Board has identified core skills, expertise and
competencies of the Directors in the context of the Company’s businesses for effective functioning, which
are detailed in the Corporate Governance Report.

The Company have also received a declaration from all the Independent Directors under Rule 6 sub-rule (3)
of The Companies (Appointment and Qualifications of Directors) Rules, 2014, regarding inclusion of their
name in Data Bank of Independent Director maintained by the Indian Institute of Corporate Affairs at
Manesar.

The terms and conditions of appointment of the Independent Directors are placed on the website of the
Company
http: / /www.nouveauglobal.com/investors.html .

The Company has also disclosed the Director’s familiarization programme on its website
http: / /www.nouveauglobal.com/investors.html.

During the year, the Non-Executive Directors of the Company had no pecuniary relationship or transactions
with the Company.

The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications,
experience and expertise and they hold highest standards of integrity and skills as stated above.

7. KEY MANAGERIAL PERSONNEL

During the financial year 2024-25, Ms. Pallavi Bohra (Membership No. A60849) was appointed as Company
Secretary and Compliance Officer with effect from 1st August, 2024, to fill the casual vacancy caused by
the resignation of Ms. Sunita Sharma (Membership No.A49683) w.e.f. 5th July, 2024.

Subsequently, Ms. Pallavi Bohra resigned from the posotion with effect from 18th March, 2025, and to fill
the said casual vacancy, Mr. Aashish Garg (Membership No. A19991) was appointed as Company Secretary
and Compliance Officer w.e.f. 18th June, 2025.

Key Managerial Personnel’s (KMP’s) of the Company under Section 203 of the Companies Act, 2013 as on
31st March, 2025, are as follows:

Sr. No.

Name

Designation

1

Mr. Krishan Khadaria

Managing Director

2

Mr. Rajesh Agrawal

Chief Financial Officer

3

*Ms. Pallavi Bohra

Company Secretary & Co

mpliance Officer

Note: *Ms. Pallavi Bohra ceased to be the Company secretary & Compliance Officer of the Company w.e.f. 18th March,
2025.

8. MEETINGS OF THE BOARD

There were total 7 (Seven) Board Meetings held during the FY 2024-2025 for consideration and approval of
the various agenda items which were circulated well in advance to the Board of Directors. The details of the
meetings viz. dates, number of meetings held, attendance details etc. are mentioned in the Corporate
Governance Report, which forms an integral part of the Annual Report.

The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013,
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (subject to relaxation
provided by MCA21 and SEBI through there Circulars) and Secretarial Standards on Meeting of the Board
of Directors as issued by The Institute of Company Secretaries of India.

9. COMMITTEES OF THE BOARD

In accordance with the applicable provisions of Companies Act, 2013 & SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 the Board has constituted the following Committees:

Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

The details with respect to the composition, powers, roles, terms of reference, number of meetings held,
attendance at the meetings etc. of the said committees are given in detail in the Corporate Governance
Report, which forms an integral part of this Report.

Further, in terms of Section 177(8) of the Companies Act, 2013, it is confirmed that the Board of Directors
has accepted all recommendations made by the Audit Committee during the year under review.

10. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Act the Board of Directors, to the best of their knowledge
and ability, confirm:

a) That in the preparation of the annual financial statements for the year ended 31st March, 2025, the
applicable Accounting Standards had been followed along with proper explanation relating to material
departures;

b) That for the financial year ended 31st March 31, 2025, such accounting policies as mentioned in the
Notes to the financial statements have been applied consistently and judgments and estimates that are
reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the
Company as at 31st March, 2025 and of the loss of the Company for the year ended 31stMarch, 2025;

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 annual financial statements have been prepared on a going concern basis;

e) That the Directors, have laid down internal financial controls to be followed by the company and that
such internal financial controls are adequate and were operating effectively;

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

11. SUBSIDIARIES/JOINT VENTURES/ ASSOCIATE COMPANIES

During the year under review, the Company didn’t have any Subsidiaries/Joint Ventures/ Associate
Companies.

12. COMPLIANCE WITH SECRETARIAL STANDARDS

The Board confirms compliance of the provisions of the Secretarial Standards notified by the Institute of
Company Secretaries of India (ICSI).

13. DEPOSITS

During the year under review, your Company has not accepted any fixed deposits from the public falling
under Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 (including any
statutory modification(s) or re-enactment(s) thereof for the time being in force).

14. ANNUAL RETURN

Pursuant to the provisions of Section 92(3) and Section 134(3) of the Companies Act, 2013, read with the
relevant rules made thereunder, the draft Annual Return of the Company as on 31st March, 2025, is placed
on the website of the Company at:
http: / /www.nouveauglobal.com/investors.html

The said Annual Return is subject to such changes, alterations, or modifications as may be required after
the adoption of this Directors’ Report by the Shareholders at the 37th Annual General Meeting and upon
receipt of the Certificate from the Practicing Company Secretary (PCS). The final Annual Return, as filed
with the Ministry of Corporate Affairs, will also be made available on the said website.

15. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report on the operations of the Company, as required under the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is provided in a separate section
marked as
“Annexure I” and forms an integral part of this Report.

16. STATUTORY AUDITORS & AUDITORS’ REPORT

Ashok Shetty & Co., Chartered Accountants, (Firms Registration No. 117134W) were appointed as the
Statutory Auditors of the Company at the 35th Annual General Meeting (AGM) held on 29 th September,
2023, for a period of five years, from the conclusion of the 35th AGM till the conclusion of the 40th AGM of
the Company to be held in the year 2028.

In accordance with section 40 of the Companies (Amendment) Act, 2017, the appointment of Statutory
Auditors is not required to be ratified at every AGM. Thus, M/s. Ashok Shetty & Co., Chartered Accountants
will continue to hold office till the conclusion of 40th AGM.

The Auditor’s Report on financial statements is a forming part of this Annual Report. The Notes on financial
statement referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.

There has been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their
Report. During the year, the Statutory & Internal Auditors had not reported any matter under Section
143(12) of the Companies Act, 2013, therefore no detail is required to be disclosed under Section 134(3)(ca)
of the Companies Act, 2013.

17. SECRETARIAL AUDITORS & AUDITORS REPORT

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, read with Regulation 24A of the Listing Regulations, the Board of
Directors of the Company has re-appointed M/s. Ritika Agrawal & Associates, Practicing Company Secretary
as Secretarial Auditors to undertake the secretarial audit of the Company for the financial year 2024-25.

The Secretarial Audit Report for the financial year ended 31st March, 2025 is set out in the ANNEXURE II,
which forms an integral part of this report.

During the year, the Secretarial Auditors had not reported any matter under Section 143(12) of the Act,
therefore no detail is required to be disclosed under Section 134(3) (ca) of the Act.

The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

In addition to the above and pursuant to SEBI Circular dated February 8, 2019, a Report on annual
secretarial compliances by M/s. Ritika Agrawal & Associates, Practicing Company Secretaries for the year
ended 31st March, 2025 is submitted to stock exchange.

Further, pursuant to the amended provisions of Regulation 24A of the SEBI Listing Regulations and Section
204 of the Act read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014 and based on the recommendation of the Audit Committee, the Board of Directors at its meeting
held on May 13, 2025, approved and recommended the appointment of M/s. Ritika Agrawal & Associates,
Practicing Company Secretaries, Peer Reviewed Company Secretary (bearing Unique Identification No.
3975/2023) as Secretarial Auditors of the Company for a term of 5 (Five) consecutive years from FY 2025¬
26 till FY 2029-30, subject to approval of the Members at this 37th AGM of the Company.

Accordingly, an Ordinary Resolution, proposing appointment of M/s. Ritika Agrawal & Associates, Practicing
Company Secretaries, Peer Reviewed Company Secretary (bearing Unique Identification No. 3975/2023), as
the Secretarial Auditors of the Company for a term of five consecutive years, forms part of the Notice of the
37th AGM of the Company. M/s. Ritika Agrawal & Associates, Practicing Company Secretaries have given
her written consent and confirmed her eligibility and qualification required under the Act and the SEBI
Listing Regulations for holding the office as Secretarial Auditors of the Company.

18. CORPORATE GOVERNANCE

The Company believes in adopting best practices of corporate governance. As per Regulation 34 read with
Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate
report on corporate governance practices followed by the Company is annexed to this Report as
ANNEXURE
III
, together with a certificate from the Company’s Statutory Auditors confirming compliance forms an
integral part of this Report.

19. PERFORMANCE EVALUATION OF THE BOARD

Pursuant to applicable provisions of the Companies Act, 2013 and the Listing Regulations, the Board, in
consultation with its Nomination & Remuneration Committee, has formulated a framework containing,
inter-alia, the process, attributes and 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 and Remuneration
Committee, based on need and new compliance requirements.

Accordingly, the annual performance evaluation of the Board, its Committees and each Director was
conducted based on the criteria and framework adopted by Nomination & Remuneration Committee for the
financial year 2024-25 by way of oral evaluation through personal interaction, the details of which are
provided in the Corporate Governance Report.

The Independent Directors had met separately during the year without the presence of Non-Independent
Directors and the Members of Management and discussed, inter-alia, the performance of Non-Independent
Directors and Board as a whole.

The Nomination and Remuneration Committee has also carried out evaluation of every Director's
performance. The performance evaluation of all the Independent Directors have been done by the entire
Board, 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.

20. PARTICULARS OF EMPLOYEES AND REMUNERATION:

The information pursuant to Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is not given as no employee, employed throughout the financial year
2024-25, was in receipt of the remuneration of Rs. 102 Lakhs or more and no employee, employed for the
part of the financial year 2024-25 was in receipt of remuneration of Rs. 8.50 Lakhs or more per month.
However, as per first proviso to Section 136(1) of the Act and second proviso of Rule 5(2) of the Rules, the
Report and Financial Statements are being sent to the Members of the Company excluding the statement
of particulars of employees under Rule 5(2) and 5(3) of the Rules. Any Member interested in obtaining a
copy of the said statement may write to the Company Secretary at the Registered Office of the Company.

The statement of Disclosure of Remuneration under Section 197(12) of the Act read with the Rule 5 (1) of
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (“Rules”) is mentioned
below.

Statement of Disclosure of Remuneration under Section 197 of Companies Act, 2013 and Rule 5(1)
of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

a) The ratio of remuneration of each Director to the median remuneration of the employees for the FY 2024¬
25 are:

Name of Director

Amount
Remuneration
Annum (in Rs.)

of

Per

Ratio of Remuneration of each Director to
median remuneration of employees for the
FY

Mr. Krishan Khadaria
(Managing Director)

6,00,000/-*

1.34 times'

#Median Remuneration of Employee during the financial year 2024-25: Rs. 4,48,783.50 p.a.

*Except for Mr. Krishan Khadaria, no other Director received remuneration during the fnancial year 2024-25.

b) Percentage increase in remuneration of each Director, CFO and Company secretary, in the financial year
2024-25:

Name

Designation

Percentage increase in remuneration

Mr. Krishan Khadaria

Managing Director

NIL

Mr. Rajesh Agrawal

Chief Financial Officer

6.44

*Ms. Parul Gupta

Company Secretary

NA((Appointed during the Financial Year))

**Ms. Sunita Sharma

Company Secretary

#NA

* ceassed with effect from 18th March, 2025
**Ceased with effect from 5th July, 2024

# Percentage increase not computed for Ms. Sunita Sharma as remuneration in both financial years relates to partial
periods of service and is therefore not comparable.

c) The percentage increase in the median remuneration of employees in the Financial Year 2024-25:
26.68%.

d) There were 3 (Three) permanent employees on the rolls of Company during the year.

e) Average percentile increases already made in the salaries of employees other than the managerial
personnel in the last financial year and its comparison with the percentile increase in the managerial
remuneration and justification thereof and point out if there are any exceptional circumstances for
increase in the managerial remuneration:

The average percentile increase in remuneration of employees other than managerial personnel in FY
2024-25 has not been computed as there were no comparable permanent non-managerial employees who
were on the rolls for both FY 2023-24 and FY 2024-25. For managerial personnel who served in both
years, the average increase in remuneration was approximately 3.22% (MD: 0.00%; CFO: 6.44%).

No exceptional circum.stan.ces were observed that warranted an unusually high increase in managerial
remuneration during the year.

f) The other details pertaining to the remuneration of the KMP’s have been provided in the Annual Return
for the F.Y ended 31st March, 2025, available at Company’s website at
www.nouveauglobal.com

g) It is hereby affirmed that the remuneration paid is as per the Nomination & Remuneration policy of the
Company.

21. RELATED PARTY TRANSACTIONS

During the year under review, the Company entered into transactions with its related parties primarily in
the nature of inter-corporate loans/borrowings and payment of managerial remuneration.

Pursuant to Section 188 of the Companies Act, 2013 and the rules made thereunder, loans or borrowings
do not fall within the purview of “related party transactions” requiring approval or disclosure in Form AOC-
2. The Company has, however, complied with the provisions of Sections 185 and 186 of the Companies Act,
2013, wherever applicable.

Further, in terms of Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the said loans/borrowings constitute related party transactions as they involve transfer
of resources between related parties, irrespective of price. All such transactions were approved by the Audit
Committee, reviewed by the Board, entered into in the ordinary course of business and on an arm’s length
basis, and disclosed in the quarterly submissions made to the Stock Exchange(s) pursuant to Regulation
23(9) of the Listing Regulations.

The Company has also adopted a Policy on Related Party Transactions, which is available on its website at:
https: / /www.nouveauglobal.com/pdf/PolicyOnRelatedPartyTransaction.pdf.

The particulars of related party transactions, as required under the applicable accounting standards, are
set out in the Notes to the Financial Statements forming part of this Annual Report.

22. CORPORATE SOCIAL RESPONSIBILITIES INITIATIVES

The provisions of Section 135 of the Companies Act, 2013, relating to the constitution of a CSR Committee,
formulation of a CSR Policy, and expenditure on CSR activities, are not applicable to the Company as it
does not meet the prescribed financial thresholds under the Act.

23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The particulars of loans, guarantees and investments under Section 186 of the Act read with the Companies
(Meetings of Board and its Powers) Rules, 2014, for the financial year 2024-25 are given in Notes to the
financial statements forming part of this Report.

24. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE
REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors, Internal Auditor or Secretarial Auditor of the Company have not reported any frauds
to the Audit Committee or to the Board of Directors under Section 143(12) of the Companies Act, 2013
including rules made thereunder.

25. NOMINATION & REMUNERATION POLICY

The Company has formulated and adopted the Nomination & Remuneration Policy in compliance with
section 178(3) of the Companies Act, 2013 read along with the applicable rules thereto and Part D of
Schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The objective of
this policy is to ensure:

• Remuneration is reasonable and sufficient to attract, retain and motivate the excellence to run
Company successfully.

• Suitable selection and appointment criteria of Directors, KMPs and other Senior Executives including
criteria for determining qualifications, positive attributes, independence of a Director and other related
matters.

• Formulation of criteria for evaluation of performance of Independent Directors and the Board of
Directors.

This policy is being governed by the Nomination & Remuneration Committee. The Policy is available on the
website of the Company
http: / /www.nouveauglobal.com/investors.html.

26. COST RECORDS AND COST AUDIT

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section
148( 1) of the Companies Act, 2013 are not applicable for the business activities carried out by the Company.

27. PREVENTION OF SEXUAL HARASSMENT POLICY

The Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment /Anti
Sexual Harassment policy at the Workplace in line with the requirements of the Sexual Harassment of
Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under, if
any.

The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of
sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe
working environment, where employees feel secure.

Disclosure in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 (POSH) is mentioned below:

a. Number of 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 90 days: Nil

28. INTERNAL COMPLAINTS COMMITTEE

The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“POSH
Act’) requires an employer to set up an ‘internal committee’ (“IC”) at each office or branch, of an organization
employing 10 or more employees, to hear and redress grievances pertaining to sexual harassment. As the
number of employees working in the Company is less than 10, the requirement to form an Internal
Complaints Committee does not arise.

29. INTERNAL CONTROL SYSTEMS

The Company has adequate system of internal control to safeguard and protect from loss, unauthorized use
or disposition of its assets. All the transactions are properly authorized, recorded and reported to the
Management. Internal Audit is carried out in a programmed way and follow up actions were taken for all
audit observations. Your Company’s Statutory Auditors have, in their report, confirmed the adequacy of the
internal control procedures.

30. LISTING

The shares of your Company continued to be listed at BSE Limited. The Annual Listing fees for the FY 2024¬
25 was duly paid to the stock Exchange, i.e., BSE limited.

31. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a vigil mechanism called “Whistle Blower Policy” with a view to provide a mechanism for
Directors and employees of the Company to raise concerns of any violations of any legal or regulatory
requirement, incorrect or misrepresentation of any financial statement and reports etc. The Policy provides
adequate safeguards against victimization of Director(s)/ employee(s) and direct access to the Chairman of
the Audit Committee in exceptional cases.

No Director/ employee have been denied access to the Chairman of the Audit Committee and that no
complaints were received during the year. The details of the Policy have been posted on the Company’s
website
www.nouveauglobal.com.

32. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS/OUT-
GO

Since the Company is neither engaged in any manufacturing activity nor the Company has any
manufacturing unit, therefore the prescribed particulars with regards to compliance of rules relating to
conservation of Energy and Technology absorption pursuant to Section 134 (3) (m) of the Companies Act,
2013, read with Rule - 8 (3) of the Companies (Accounts) Rules, 2014 are not applicable on your Company.

During the year under review there has been no foreign exchange outflow/inflow.

33. MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments, affecting the financial position of the Company, between
the end of the financial year i.e. 31st March, 2025, and the date of this Report.

34. RISK MANAGEMENT

The Board of Directors of the Company has made a Risk Management Policy which require them to aware
the shareholders of Company regarding development and implementation of risk management plan for the
Company, including identification therein of elements of risks, if any, which in their opinion might threaten
the existence of the Company, the management plan to mitigate the same and ensuring its effectiveness.
The Audit Committee has additional oversight in the area of financial risks and controls. The major risks
identified by the businesses and functions are systematically addressed through mitigating actions on a
continuing basis. The details of the Policy have been posted on the Company’s website
www.nouveauglobal.com.

35. INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate
trading in securities by the Directors and designated employees of the Company. The Code requires pre¬
clearance for dealing in the Company's shares and prohibits the purchase or sale of Company shares by the
Directors and the designated employees while in possession of unpublished price sensitive information in
relation to the Company and during the period when the Trading Window is closed. The Board is responsible
for implementation of the Code. Further the Directors and all the designated persons have confirmed that
they have adhere to the code.

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

During the financial year 2024-25, there were no significant and material orders passed by the regulators
or courts or tribunals impacting the going concern status and company's operations in future.

37. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE
END OF THE FINANCIAL YEAR

During the year under review, there was no application made before National Company Law Tribunal for
initiation of insolvency proceeding against the Company nor any proceeding were pending under the
insolvency and bankruptcy code, 2016 (31 of 2016).

38. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE
TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR
FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

During the year, there are no such instances and no settlements have been done with banks or financial
institutions.

39. GREEN INITIATIVES

The Company supports and pursues the ‘’Green Initiative” of the Ministry of Corporate Affairs, Government
of India. Members are requested to support green initiative by registering their e-mail id (a) in case of
electronic / demat holding with their respective Depository Participant and (b) in case of physical holding
either with the RTA by sending e-mail to
info@bigshareonline.com or with the Company by sending e-mail
to nouveauglobal@gmail.com by quoting name and folio number.

This initiative would enable the members to receive communication promptly besides paving way for
reduction in paper consumption and wastage. You would appreciate this initiative taken by the Ministry of
Corporate Affairs and your Company’s desire to participate in the initiative. If there is any change in e-mail
id, shareholder can update his / her e-mail id in same manner as mentioned above.

Further, the Notice of the 36th AGM and the Annual Report for the financial year 2024-25, are being sent
only by email to the Members. Members may note that this Notice and Annual Report 2024-25 will be
available on the Company’s website
www.nouveauglobal.com. websites of the Stock Exchanges i.e. BSE
Limited at www.bseindia.com.

Your Directors are thankful to the Members for actively participating in the Green Initiative and seek your
continued support for implementation of the green initiative.

40. GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following items as there
were no transactions on these items during the year under review:

i) The Company does not have any scheme or provision of money for the purchase of its own shares
by employees/ Directors or by trustees for the benefit of employees/ Directors

ii) it has not raised any funds through qualified institutions placement as per Regulation 32(7A) of the
SEBI Listing Regulations;

iii) it did not engage in commodity hedging activities;

41. ACKNOWLEDGEMENT

The Board of Directors wish to place on record its deep sense of appreciation for the committed services by
all the employees of the Company. The Board of Directors would also like to express their sincere
appreciation for the assistance and co-operation received from the members, investors, bankers, service
providers, customers, and other business constituents for their continued faith, abundant assistance and
cooperation extended to the Company. Your Directors would like to make a special mention of the support
extended by the various Departments of Government of India, the State Governments, particularly, the Tax
Authorities, the Ministry of Commerce, Ministry of Corporate Affairs, Securities and Exchange Board of
India and others during the year under review and look forward to their continued support in all future
endeavors.

By and on behalf of the Board

For Nouveau Global Ventures Limited

Krishan Khadaria Mohit Khadaria

Date: 3rd September, 2025 Managing Director Director

Place: Mumbai DIN: 00219096 DIN: 05142395

Registered Office:

401/A, Pearl Arcade, Opp. P. K. Jewellers,

Daut Baug Lane, Off J. P. Road,

Andheri (West), Mumbai - 400 058


 
KYC IS ONE TIME EXERCISE WHILE DEALING IN SECURITIES MARKETS - ONCE KYC IS DONE THROUGH A SEBI REGISTERED INTERMEDIARY (BROKER, DP, MUTUAL FUND ETC.), YOU NEED NOT UNDERGO THE SAME PROCESS AGAIN WHEN YOU APPROACH ANOTHER INTERMEDIARY. | PREVENT UNAUTHORISED TRANSACTIONS IN YOUR ACCOUNT --> UPDATE YOUR MOBILE NUMBERS/EMAIL IDS WITH YOUR STOCK BROKER/DEPOSITORY PARTICIPANT. RECEIVE INFORMATION/ALERT OF YOUR TRANSACTIONS DIRECTLY FROM EXCHANGE/NSDL ON YOUR MOBILE/EMAIL AT THE END OF THE DAY .......... ISSUED IN THE INTEREST OF INVESTORS
Disclaimer Clause | Privacy | Terms of Use | Rules and regulations | Feedback| IG Redressal Mechanism | Investor Charter | Client Bank Accounts
Right and Obligation, RDD, Guidance Note in Vernacular Language
Attention Investors : "KYC is one time exercise while dealing in securities markets - once KYC is done through a SEBI registered intermediary (broker, DP, Mutual Fund etc.), you need not undergo the same process again when you approach another intermediary."
  "No need to issue cheques by investors while subscribing to IPO. Just write the bank account number and sign in the application form to authorise your bank to make payment in case of allotment. No worries for refund as the money remains in investor's account."
  "Prevent Unauthorized Transactions in your demat account --> Update your Mobile Number with your Depository Participants. Receive alerts on your Registered Mobile for all debit and other important transactions in your demat account directly from NSDL on the same day.Issued in the interest of Investors."
Regd. Office: 76-77, Scindia House, 1st Floor, Janpath, Connaught Place, New Delhi – 110001
NSE CASH , NSE F&O,NSE CDS| BSE CASH ,BSE CDS |DP NSDL | MCX-SX SEBI NO: INZ000155732

Compliance Officer: Mukesh Rustagi, Company Secretary, Tel: 011-46890000, Email: mukesh_rustagi80@hotmail.com
For grievances please e-mail at: kkslig@hotmail.com

Important Links : NSE | BSE | SEBI | NSDL | Speed-e | CDSL | SCORES | NSDL E-voting | CDSL E-voting
 
Charts are powered by TradingView.
Copyrights @ 2014 © KK Securities Limited. All Right Reserved
Designed, developed and content provided by