Y our directors present the 30^th Annual Report together with the financial statements for the
year ended 31^st March 2024.

FINANCIAL SUMMARY:

The financial highlights for the year under review are as follows:

(Amount Rupees in L acs)

BUSINESS ACTIVITIES:

Betala Global Securities Limited ("the Company") was promoted by Mr. Roop Chand Betala.
The Company is acting as an Investment Broker in Securities markets (Purchase and sale of
securities) and a Loan and Financial advisory including granting of Unsecured Loans.

COMPANY'S PERFORMANCE:

During the year, the Company has suffered loss of Rs. 1.11 Lacs against previous year loss of Rs.
29.43 lacs.

DIVIDEND:

The Board of Directors has not recommended any dividend for the financial year 2023-24 due to
inadequate profit. (Previous year: NIL).

EXTRACT OF ANNUAL RETURN:

The Extract of Annual Return in form MGT-9 pursuant to the provisions of Section 92 read with
rule 12 of the Companies (Management and Administration) Rules, 2014 is placed on the website
of the Company and accessed at: www.betala.in.

DEPOSITS:

During the year under review, Your Company has neither accepted/ invited any deposits from
public falling within the ambit of Section 73 of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014 nor did any deposits remain unpaid or unclaimed during
the year under review.

CONSOLIDATED FINANCIAL RESULTS:

The Company has no subsidiary, associate, and joint venture companies and therefore,
preparation and presentation of Consolidated Financial Statements does not arise for the year
ended 31^st March 2024.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION & PROTECTION
FUND:

There was no transfer during the year to the Investor Education and Protection Fund in terms of
Section 125 of the Companies Act, 2013.

SHARE CAPITAL:

During the financial year 2023-24, there is no change in the share capital of the company.

NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE THE
SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR:

The Company has no Subsidiaries, Joint Ventures or Associate Companies. During the year no
companies have become or ceased to be the subsidiaries, joint ventures or associates of the
Company.

RESERVES:

As the Company is not declaring Dividend, the requirement to transfer the profit to the General
Reserve did not arise.

MANAGEMENT DISCUSSION & ANALYSIS:

A detailed analysis of performance of the Industry and the Company is provided in the
Management Discussion and Analysis Report as Annexure - I, which forms an integral part of
this report.

DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with Section 134(5) of the Companies Act, 2013, your Board of Directors confirms
that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been
followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistently and
made judgments and estimates that are reasonable and prudent so as to give a true and fair view
of the state of affairs of the Company at the end of the financial year 2023-24 and of the loss of
the Company for that period;

(c) the directors had taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this 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; and

(e) the directors had laid down internal financial controls to be followed by the Company and
that such internal financial controls are adequate and were operating effectively; and

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

COMPLIANCE OF SECRETARIAL STANDARDS:

The Company has in compliance with applicable Secretarial Standards issued by the Institute of
Company Secretaries of India, during the financial year.

CORPORATE GOVERNANCE:

Your Company always places a major thrust on managing its affairs with diligence, transparency,
responsibility and accountability thereby upholding the important dictum that an Organization's
corporate governance philosophy is directly linked to high performance. The Company
understands and respects its fiduciary role and responsibility towards its stakeholders and
society at large and strives to serve their interests, resulting in creation of value for all its
stakeholders.

The Company is exempted from the compliance with the corporate governance provisions as
specified in regulations 17, 17A, 18, 19, 20, 21,22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) of
sub-regulation (2) of regulation 46 and para C, D and E of Schedule V as the Company's paid up
equity share capital not exceeded rupees ten crores and net worth not exceeded rupees twenty
five crores, as on the last day of the previous financial year.

MEETINGS OF THE BOARD:

Five meetings of the Board of Directors of the Company were held during the year. The Directors
actively participated in the meetings and contributed valuable inputs on the matters brought
before the Board from time to time. The intervening gap between the Meetings was within the
period prescribed under the Companies Act, 2013.

COMMITTEES OF THE BOARD & COMMITTEE:

BOARD OF DIRECTORS: As on 31^st March 2024, the Board of the Company consisted of 5
Directors, Chief Financial Officer and Company Secretary. Accordingly, the composition of the
Board is in conformity with Regulation 17 of the Listing Regulations.

During the financial year 2023-2024, the Board of Directors met 5 times on the following dates
27^th April 2023, 19^th July 2023, 9^th October 2023, 9^th January 2024 and 28^th March, 2024.

The gap is not more than one hundred and twenty days between two consecutive meetings of
the Board. The composition of the Board of Directors is summarized below as on 31^st March 2024:

* Resigned w.e.f. 31^st March 2024

During the year none of the Directors of the Company:

- Has held or holds office as a director, including any alternate directorship, in more than twenty
companies at the same time and maximum number of directorships in public companies does
not exceed ten as per the provision of Section 165 of Company Act, 2013.

- Has held or holds office of directorships, including any alternate directorships in more than
eight listed entities as per the provision of 17A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

- Has not serve as an independent director in more than seven listed entities and whole-time
director has not serve as an independent director in not more than three listed entities.

- Is a Member of more than 10 (ten) Committees and Chairman / Chairperson of more than 5
(five) Committees across all the Indian public limited companies in which he / she is a Director.

AUDIT COMMITTEE:

Audit Committee of the Board of Directors is entrusted with the responsibility to supervise the
Company's internal controls and financial reporting process. The quorum, power, role and scope
are in accordance with Section 177 of the Companies Act, 2013 and the provisions of Regulation
18 of the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.

The terms of reference of the committee inter alia include overseeing the Company's financial
reporting process and disclosures of financial information. The responsibility of the committee
inter alia is to review with the management, the consolidated and standalone quarterly/annual
financial statements prior to recommending the same to the Board for its approval.

The committee reviews the reports of the internal and statutory auditors and ensures that
adequate follow-up action is taken by respective auditors. The management on observations and
recommendations made by the respective auditors. The Audit Committee also assures the Board
about the adequate internal control procedures and financial disclosures commensurate with the
size of the Company and in conformity with requirements of the new Listing Regulations. The
Board has been reviewing the working of the Committee from time to time to bring about greater
effectiveness in order to comply with the various requirements under the Companies Act, 2013
and the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015.

The committee recommends to the board, the appointment or re-appointment of the statutory
auditors and internal auditors of the Corporation and their remuneration. The committee and
auditors discuss the nature and scope of audit and approves payment of fees for other services
rendered by the statutory auditors. The committee also annually reviews with the management
the performance of statutory and internal auditors of the Corporation to ensure that an objective,
professional and cost-effective relationship is being maintained.

During the financial year 2023-2024, the Audit Committee of the Company met Five times on,
27^th April 2023, 19^th July, 2023, 9^th October 2023, 9^th January 2024 and 28^th March, 2024.

The gap is not more than one hundred and twenty days between two Audit Committee meetings

The Composition of the Audit Committee is given herein below as on 31^st March 2024:

* Resigned w.e.f. 31^st March 2024

NOMINATION AND REMUNERATION COMMITTEE:

The terms of reference of Nomination and Remuneration Committee include the matters
specified in Regulation 19 read with Part D of Schedule II of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and section 178 of the Companies Act, 2013.

The terms of reference of the committee inter alia include formulation of the criteria for
determining qualifications, positive attributes and independence of a director and recommend
to the board a policy, relating to the remuneration of the directors, key managerial personnel,
senior management and other employees of the Company. The committee formulates the criteria
for evaluation of the Chairman, independent directors, non-executive directors, the Board as a
whole and Board committee.

The committee's function includes identifying persons who are qualified to become directors of
the Company, recommending their appointment or re-appointment of the existing directors to
the Board, ensuring that such persons meet the relevant criteria prescribed under applicable laws
including qualification, area of expertise and experience, track record and integrity and
reviewing and approving the remuneration payable to the executive directors of the Company
within the overall limits as approved by the shareholders.

During the year under review, the committee met 3 times. The meeting was held on 9^th October,
2023,9^th January, 2024 and 28^th March 2024.

The Composition of the Nomination and Remuneration Committee is given herein below as on
31^st March 2024:

* Resigned w.e.f. 31^st March 2024

Performance Evaluation criteria for Independent Directors:

Based on the recommendation of the Nomination and Remuneration Committee and as
approved by the Board, the performance of the individual Non-Independent Directors are
evaluated annually on basis of criteria such as qualifications, experience, knowledge and
competency, fulfillment of functions, ability to function as a team, initiative, availability and
attendance, commitment (as a Director), contribution and integrity.

Each individual Independent Director is reviewed, based on the additional criteria of
independence and independent views and judgment. Similarly, the performance of the Chairman
is evaluated based on the additional criteria such as effectiveness of leadership and ability to steer

the meetings, impartiality, commitment (as Chairperson) and ability to keep shareholders'
interests in mind.

The following were the criteria for evaluating performance of the Independent Directors:

- Adequate qualifications & skills to understand Corporate Culture, Business & its complexities.

- Adequate preparation for Board, Committee & General Meetings and updating knowledge of
area of expertise.

- Attendance & active participation in above meetings. - Objective & constructive participation in
informed & balanced decision-making.

- No abuse of position detrimental to Company's/ shareholder's interest and/or personal
advantage, direct or indirect.

- Ability to monitor Management Performance and integrity of financial controls & systems.

- Active and timely execution of any tasks assigned by the Board.

- Communication in open and fair manner.

- Credibility, directions & guidance on Key issues in the best interest of Company.

- Criteria of Independence.

On the basis of feedback/ratings, the Committee evaluated the performance of the Independent
Directors of the Company.

REMUNERATION OF DIRECTORS:

REMUNERATION POLICY:

The remuneration of directors is recommended by the Nomination and Remuneration
Committee of the Board in line with the Remuneration Policy of the Company and approved by
Board and if required are also approved by the Shareholders and/or the Central Government as
the case may be.

The remuneration paid to the Executive Directors is recommended by the Nomination and
Remuneration Committee and approved by the Board of Directors subject to shareholders'
approval in the subsequent General Meeting.

None of the Independent Directors have any pecuniary relationship with the Company other
than the sitting fees received by them for attending the meeting of the Board and/or Committee
thereof.

STAKEHOLDERS' GRIEVANCE COMMITTEE:

The Company has constituted a Stakeholders Relationship Committee it comprises of most
independent directors. The mechanisms adopted by the terms of reference of the committee inter
alia include reviewing Corporation to redress shareholder, depositor and debenture holder
grievances, the status of litigations filed by/against stakeholders of the Corporation and
initiatives taken to reduce the quantum of unclaimed dividends. The committee oversees
adherence to service standards and standard operating procedures pertaining to investor
services. The committee reviews the status of compliances with applicable corporate and
securities laws.

During the year under review, the committee met 3 times on 9^th October, 2023, 9^th January, 2024
and 28^th March, 2024. The Composition of the Stakeholders Relationship Committee is given

* Resigned w.e.f. 31^st March 2024
MEETING OF INDEPENDENT DIRECTORS:

A separate meeting of the independent directors ("Annual ID Meeting") was convened on 27^th
April 2023, which reviewed the performance of the Board (as a whole), the Non-Independent
Directors and the Chairman. Post the Annual ID Meeting, the collective feedback of each of the
Independent Directors was discussed by the Chairperson with the Board covering performance
of the Board as a whole, performance of the Non-Independent Directors and performance of the
Board Chairman.

All Independent Directors have given declarations that they meet the criteria of independence as
laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 and there is no change in
their status of Independence. As required under Section 149(7) of the Companies Act, 2013.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 the Board, based on the recommendation
of the Nomination and Remuneration Committee has carried out an annual performance
evaluation of Board of Directors, Statutory Committees and Individual Directors. The
Nomination and Remuneration Committee has defined the evaluation criteria for the
Performance Evaluation of the Board, its Statutory Committees and individual Directors.

INDEPENDENT DIRECTORS:

The Independent Directors hold office for a fixed term of five years and are not liable to retire by
rotation. The Independent Directors have submitted their disclosure to the board that they fulfill
all the requirements as to qualify for their appointment as an Independent Director under the
provisions of the Companies Act, 2013 as well as SEBI (LODR) Regulations, 2015.

LISTING:

The shares of the Company are listed at the BSE Ltd. The Company has not paid the annual listing
fees.

The share trading of the company is suspended due to Procedural reasons and Penal reasons
DIRECTORS AND KMP:

During the year under review,

1. Mr. Pramod Yadav resigned as Company Secretary & Compliance Officer with effect
from 1^st January 2024 and Ms. Seema Birla was appointed as Company Secretary and
Compliance Officer with effect from 9^th January 2024,

2. Mr. Manoj Cherian Samuel as an Additional Director, Non-executive Independent with

effect from 28^th March 2024 and Mr. Vikul Chander as an Additional Director Non¬
executive Independent with effect from 2^nd April 2024.

3. Mr. Sasikumar and Mr. Rajiv Udani, Non-executive Independent Directors second term
of 5 years expired on 31^st March 2024, so they resigned as Independent Director.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES:

In terms of the provisions of Section 197(12) of the Companies Act, 2013 read with Sub rules (1)
of Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, a statement is enclosed in Annexure - II.

AUDITORS:

Statutory Auditors:

M/s. Jayesh Sheth & Co., Chartered Accountants, Firm registration number: 119586W, were
resigned as the Statutory Auditor of the Company with effect from 19^th June, 2024.

M/s. CRBS & Associates LLP, Chartered Accountants (Firm Registration No. 002957S, be and
are hereby appointed as Statutory Auditors of the Company from 20^th June, 2024, until the
conclusion of this 30^th Annual General Meeting of the Company to fill the casual vacancy caused
by the resignation of M/ s. Jayesh Sheth & Co., Chartered Accountants (Firm Registration No.
119586W) at a remuneration as may be mutually agreed to, between the Board of Directors and
auditors plus applicable taxes, out-of-pocket expenses, travelling and other expenses (if any), in
connection with the work of audit to be carried out by them, in terms of the applicable
provisions of Section 139 of the Companies Act 2013, read with the Companies (Audit and
Auditors) Rules 2014. The Report given by the Auditors on the financial statements of the
Company is part of the Annual Report. The qualification is self-explanatory given by the
Auditors in their Report.

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, the Company had
appointed M/s. Priya Shah & Associates, practicing company secretaries to undertake the
Secretarial Audit of the Company for the financial year 2023-24. The Secretarial Audit Report is
given as Annexure - III forming part of this Report.

There are few reservations or adverse remarks, or disclaimer made by the auditors in their report
as follows:

COST AUDITOR:

The Maintenance of Cost Records pursuant to Section 148(1) of the Companies Act, 2013 is not
required by the Company and accordingly such accounts and records are not made and
maintained by the Company.

LOANS, GUARANTEES OR INVESTMENTS BY THE COMPANY:

Details of investments, loans and guarantees covered under the provisions of section 186 of the
Companies Act, 2013 read with the rules made thereunder are provided in the Notes to the
Financial Statements.

RELATED PARTY TRANSACTIONS:

The Company has formulated a Policy on dealing with Related Party Transactions. The Policy
is disclosed on the website of the Company.

All transactions entered into with Related Parties as defined under the Companies Act, 2013 and
Regulation 23 of the SEBI (LODR) Regulations, 2015 during the financial year 2023-24 were in the
ordinary course of business and on an arms' length basis and do not attract the provisions of
Section 188 of the Companies Act, 2013. However, pursuant to the provisions of Regulation 23
(2) of the SEBI (LODR)

Regulations, 2015, prior approval of the Audit Committee was sought for entering into the
Related Party Transactions.

During the financial year 2023-24, the Company had not entered into any contract / arrangement
/ transactions with Related Parties which could be considered as material in terms of Regulation
23 of the SEBI (LODR) Regulations, 2015. In accordance with Accounting Standard 18, the
Related Party Transactions are disclosed in the notes to the Financial Statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There were no materially significant transactions with Related Parties during the financial year
2023-24 which conflicted with the interest of the Company. Suitable disclosures as required under
AS-18 have been made in the Notes to the financial statements.

Particulars of Contracts or Arrangements with Related Parties referred to in Section 188(1) of
the Companies Act, 2013 is furnishedin accordance with Rule 8(2) of the Companies (Accounts)
Rules, 2014 in Form AOC - 2 as Annexure - IV.

DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED
SUSPENSE ACCOUNT

There are no shares in the demat suspense account or unclaimed suspense account, as
applicable:

(a) Aggregate number of shareholders and the outstanding shares in the suspense account
lying at the beginning of the year: NIL.

(b) number of shareholders who approached listed entity for transfer of shares from suspense
account during the year: NIL

(c) Number of shareholders to whom shares were transferred from suspense account during
the year:NIL.

(d) Aggregate number of shareholders and the outstanding shares in the suspense account
lying at the end of the year: NIL

(e) That the voting rights on these shares shall remain frozen till the rightful owner of such
shares claimsthe shares: NIL.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS & OUTGO:

Details of energy conservation, technology absorption, foreign exchange earnings and outgo in
accordance with the provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule
8 of the Companies (Accounts) Rules, 2014 are given as Annexure - V forming part of this Report.

CODE OF CONDUCT:

The Board has formulated a Code of Conduct for Directors and Senior Management Personnel of
the Company. A Declaration affirming on the compliance of Code of Conduct is provided in

Annexure- VI.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS:

The company has formulated as Internal controls policy. In the opinion of Board, it is adequate
to mitigate risks and provided reasonable assurance that operations/transactions are efficient,
and assets are safeguarded.

MATERIAL CHANGES AND COMMITMENTS:

There were no material changes and commitments affecting the financial position of the
Company between the end of financial year i.e., 31^st March 2024 and the date of the Report.

BUSINESS RESPONSIBILITY REPORT:

The Business Responsibility Report for the financial year ended 31^st March 2024 as stipulated
under Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations
2015 is not applicable.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:

The Board has, on the recommendation of the Nomination & Remuneration Committee, adopted
a policy for selection and appointment of Directors, Key Managerial Personnel, Senior
Management and their remuneration.

The Nomination & Remuneration Committee identifies and ascertains the integrity, qualification,
expertise and experience of the person for appointment as Director and ensures that the
candidate identified possesses adequate qualification, expertise and experience for the
appointment as a Director.

The Nomination & Remuneration Committee ensures that the candidate proposed for
appointment as Director is compliant with the provisions of the Companies Act, 2013.

The candidate's appointment as recommended by the Nomination and Remuneration
Committee requires the approval of the Board.

In case of appointment of Independent Directors, the Nomination and Remuneration Committee
satisfies itself with regard to the independent nature of the Directors vis- a-vis the Company so
as to enable the Board to discharge its function and duties effectively.

The Nomination and Remuneration Committee ensures that the candidate identified for
appointment as a Director is not disqualified for appointment under Section 164 of the
Companies Act, 2013.

VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The company has established a vigil mechanism for directors and employees to report genuine
concerns pursuant to section 177 of the Companies Act, 2013 read with Rule 7 of the Companies
(Meetings of Board and its Powers) Rules 2014 and SEBI (LODR) Regulations, 2015.

SIGNIFICANT AND MATERIAL ORDERS IMPACTING THE COMPANY:

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

CORPORATE SOCIAL RESPONSIBILITY (CSR):

The company is not covered under section 135 of the Companies Act, 2013 and formulation of
CSR policy and constitution of a CSR committee did not arise.

ANTI- SEXUAL HARASSMENT POLICY:

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of
The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act,
2013. Internal Complaints Committee (ICC) has been set up to redress complaints received
regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are
covered under this policy. No complaints were received during the financial year 2023-24.

DISCLOSURE RELATING TO EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

The Company has not issued any equity shares with differential rights during the year under
review and hence no information as per provisions of Rule 4(4) of the Companies (Share Capital
and Debenture) Rules, 2014 is furnished.

ACKNOWLEDGEMENT:

Your directors place on record a great appreciation of the fine efforts of all executives and
employees of the Company. Your directors also express their sincere thanks to various

Departments of Central Government, Government of Tamil Nadu, Banks, Shareholders and all
other stakeholders for continuing support and encouragement during the financial year 2023-24
and expect the same in future also.

For and on behalf of the Board of Directors of
BETALA GLOBAL SECURITIES LIMITED,

Date:20^th June 2024 ROOP CHAND BETALA

Place: Mumbai Chairman and Managing Director