Your Directors have pleasure in presenting the 14^th Annual Report together with the Audited accounts of the Company for the financial year ended on March 31, 2024.

i- FINANCIAL RESULTS: (Rs. In lacs)

J- HIGHLIGHTS OF PERFORMANCE:

The company has posted a Slight decline in turnover for the year under review as compared to previous year i.e.2022-2023. The total revenue of the Company has decreased from Rs. 201,54,54,593 /- to 178,75,09,251/-.

4- DIVIDEND:

During the Period under review the board of directors of company has recommended a Final dividend of Rs. 0.49/- per Equity Share of Rs.10/ - each.

4- PUBLIC DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

4- RESERVES:

The Company has not transferred any amount to General Reserve / Capital Redemption Reserve during the Period under review.

1- BOARD MEETINGS HELD DURING THE YEAR:

ATTENDANCE OF DIRECTORS AT BOARD MEETINGS:

± DEPOSITORY SYSTEM:

All the Shareholding of the company is in Dematerialized form only.

i- SUBSIDIARY/ JOINT VENTURE/ ASSOCIATE COMPANY:

Company does not have any Subsidiary / Associate / Joint Venture Company as on 31^st March, 2024.

* CORPORATE GOVERNANCE:

Pursuant to the provisions of Regulation 34(3) read with Schedule V(C) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Report on Corporate Governance is annexed hereto and forms part of this Report. Your Company is committed to transparency in all its dealings and places high emphasis on business ethics. The requisite Compliance Certificate as required under Part E of Schedule V of the Listing Regulations, issued by Mr. Amrish N. Gandhi (C P No. 5656), proprietor of M/s. Amrish Gandhi & Associates, Practising Company Secretaries, Ahmedabad pertaining to the compliance of the conditions of Corporate Governance, is also annexed herewith as "Annexure - D".

4- EXTRACT OF ANNUAL RETURN AS PER SECTION 92 (3) OF COMPANIES ACT 2013:

.'Ýf The Annual Return in form MGT-9 as per section 92(3) will be available at the Website of the company - https:/ / riddhicorporate.co.in/

4- DIRECTORS AND KEY MANAGERIAL PERSONNEL:

"> In terms of Section 152 of the Companies Act, 2013, Mr. UMESH ARVINDBHAI BHADRESWARA (DIN: 07582046) is liable to retire by rotation at forthcoming AGM and being eligible offers himself for re-appointment.

> The Board has reappointed Mr. BHAVIN KIRITKUMAR PANDYA (DIN: 08500515) & Ms. KALPANA D SUTHAR (DIN: 08513009), as an Independent Directors of the Company for their Second term of 5 years subject to approval of members at forthcoming AGM.

The Company has received necessary declaration from each independent director under Section 149(7) of the Companies Act, 2013, that he/ she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013.

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.

4- CHANGES IN THE DIRECTORSHIP OF THE COMPANY:

During the period under review there is no change in the Directorship of the Company.

4- MATTERS AS PRESCRIBED UNDER SUB-SECTIONS (1) AND (3) OF SECTION 178 OF THE COMPANIES ACT, 2013:

The policy of the Company on directors' appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Sub section (3) of Section 178 of the Companies Act, 2013. We affirm that the remuneration paid to the directors is as per the terms laid out in the nomination and remuneration policy of the Company.

4- BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual evaluation of its own performance, the directors individually, as well as the evaluation of the working of its Committees. At the meeting of the Board all the relevant factors that are material for evaluating the performance of individual Directors, the Board and its various committees were discussed in detail. A structured questionnaire each for evaluation of the Board, its various Committees and individual Directors was prepared and recommended to the Board by Nomination & Remuneration Committee for doing the required evaluation after taking into consideration the input received from the Directors covering various aspects of the Board's functioning such as adequacy of the composition of the Board and its Committees, execution and performance of specific duties, obligations and governance etc.

4 AUDITORS:

> STATUTORY AUDITORS:

M/ s Ravi Shah & Co., Chartered Accountants, , (Firm Registration No. 121394W), the Statutory Auditors of the Company, has been appointed by the company at its 13^th Annual General Meeting held on 29th September, 2023 for the term of 5 years.

The Statutory Auditors report for the financial year ended March, 2024 is attached to this report.

No Qualification or Adverse Remarks made in Statutory Report by Statutory auditors for the financial year 2023-2024.

> SECRETARIAL AUDITORS:

Your directors have appointed Amrish Gandhi & Associates, Company Secretary, 504, Shivalik Abaise, Opp. Shell Petrol Pump, Anandnagar Road, Satellite, Ahmedabad-380015, as secretarial auditors for the financial year 2023-24.

The Secretarial Audit Report for the Financial Year ended March, 2024 is attached to this report as "Annexure-B".

> COST AUDITORS

Provision for appointment of Cost Auditor is not applicable to your company.

4- INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:

Your Company has established effective internal control systems to ensure accurate, reliable and timely compilation of financial statements, to safeguard assets of your Company and to detect and mitigate irregularities and frauds. Your Company's management has established adequate internal control procedures over financial reporting.

In accordance with the requirements of Section 143(3)(i) of the Act, the Statutory Auditors have confirmed the adequacy and operating effectiveness of the internal financial control systems over financial reporting.

4 PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186: Details of Loans, Guarantees and Investments under the provisions of Section 186 of the Companies Act, 2013 are given in the Financial Statement of the company.

4 AUDIT COMMITTEE:

Audit Committee comprises of three members and all members are Independent Directors. All transactions with related parties are on an arm's length basis. During the year, there are no instances where the Board had not accepted the recommendations of the Audit Committee.

The composition of the Audit Committee of the Board of Directors of the Company mentioned below:

4 NOMINATION AND REMUNERATION COMMITTEE:

Nomination and Remuneration Committee comprises of three members of which three, including the Chairman of the Committee, are Independent Directors.

The composition of the Nomination and Remuneration Committee of the Board of Directors of the Company is mentioned below:

4- STAKEHOLDER RELATIONSHIP COMMITTEE:

Stakeholder Relationship Committee comprises of three members of which three including the Chairman of the Committee, are Independent Directors.

The composition of the Stakeholder Relationship Committee of the Board of Directors of the

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4- RELATED PARTY TRANSACTIONS:

All the related party transactions entered into during the financial year were on an arm's length basis and were in the ordinary course of business. Accordingly, the disclosure of related party transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 which is attached with this report as "Annexure-A".

4- SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations.

4- MATERIAL CHANGES:

No material changes and commitments affecting the financial position of the company occurred between the end of the financial year to which this financial statements relate and the date of the report.

4 CHANGES IN CAPITAL STRUCTURE OF THE COMPANY:

During the Period under review, there is no change in Capital Structure of the Company.

4 EMPLOYEE STOCK OPTION:

The Company has not issued any shares during the financial year under the Employee Stock Option Scheme.

4 CASH FLOW ANALYSIS:

The Cash Flow Statement for the year under reference forms part of the Annual Report under Independent Auditor Report.

i- CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPOTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

A) CONSERVATION OF ENERGY:

The clause is not applicable.

B) TECHNOLOGY ABSORPTION:

Your company has not made any efforts towards technology absorption and neither imported any technology nor made any expenditure on research and developments.

C) FOREIGN EXCHANGE EARNINGS AND OUTGO:

Foreign Exchange inflow (Rs.): NIL Foreign Exchange outflow (Rs.): NIL

l MANAGEMENT DISCUSSION AND ANALYSIS:

> ECONOMIC SCENARIO:

The baseline forecast is for the world economy to continue growing at 3.2 percent during 2024 and 2025, at the same pace as in 2023. A slight acceleration for advanced economies—where growth is expected to rise from 1.6 percent in 2023 to 1.7 percent in 2024 and 1.8 percent in 2025—will be offset by a modest slowdown in emerging market and developing economies from 4.3 percent in 2023 to 4.2 percent in both 2024 and 2025. The forecast for global growth five years from now — at 3.1 percent—is at its lowest in decades. Global inflation is forecast to decline steadily, from 6.8 percent in 2023 to 5.9 percent in 2024 and 4.5 percent in 2025, with advanced economies returning to their inflation targets sooner than emerging market and developing economies. Core inflation is generally projected to decline more gradually.

The global economy has been surprisingly resilient, despite significant central bank interest rate hikes to restore price stability. Chapter 2 explains that changes in mortgage and housing markets over the prepandemic decade of low interest rates moderated the near-term impact of policy rate hikes. Chapter 3 focuses on medium-term prospects and shows that the lower predicted growth in output per person stems, notably, from persistent structural frictions preventing capital and labor from moving to productive firms. Chapter 4 further indicates how dimmer prospects for growth in China and other large emerging market economies will weigh on trading partners.

The country ended fiscal year 2023 to 20241 with a big bang, surpassing all market estimates of GDP, with 8.15% year-over-year (YoY) growth. For three consecutive years, India's economy has exceeded growth expectations (averaging 8.3% annual growth over this period) despite global uncertainties, driven by strong domestic demand and continuous government efforts toward reforms and capital expenditure.

> INDUSTRY REVIEW:

The journey over the past few years has been eventful, starting with supply-chain disruptions in the aftermath of the pandemic, the Russia-Ukraine war that triggered a global energy and food crisis, and a considerable surge in inflation, followed by a globally synchronized monetary policy tightening. The global GDP is estimated to have grown at 3.2% in CY 2023, lower than 3.5% in CY 20221, led by fears of a hard recession. Yet, despite many gloomy predictions, the world avoided a recession, the banking system proved largely resilient, and major emerging market economies did not suffer sudden stops. Economic growth has been stronger than expected in the second half of 2023 in the United States, and several major emerging market and developing economies.

However, the rising momentum was not felt everywhere, with notably subdued growth in the euro area, reflecting weak consumer sentiment, the lingering effects of high energy prices, and weakness in interest-rate-sensitive sectors. Unmet revenue expectations have ushered in a new wave of pragmatism where maintaining a healthy profit margin has become pivotal for corporations due to the uncertain macrooutlook. In extreme cases, organizations resorted to cost-cutting measures, such as reducing headcount and cutting discretionary spending, including IT services.

Organizations taking a more rational approach are simply shifting the emphasis of ongoing IT projects toward cost control, efficiencies and automation while curtailing IT initiatives with longer RoIs. Global technology spending on Enterprise software and IT services was close to the US$2.3 trillion2 mark in CY 2023, with IT services growing at 6.1% YoY to US$1.4 trillion.

> REVIEW AND FUTURE OUTLOOK OF THE COMPANY:

The Company is continuously trying to accomplish the desired results. Steps have been taken for cost diminution and quality of work by the Company. The Company will achieve more turnover by various marketing strategies, offering more quality products, launching new products and services etc. in coming years followed by increase in profit margin by way of various cost cutting techniques and optimum utilization of various resources of the Company.

> INTERNAL CONTROL SYSTEM:

The Company has proper and adequate system of internal control, commensurate with the size and nature of its business. Regular Internal Audits and Checks carried out and also management reviews the internal control system and procedures to ensure orderly and efficient conduct of business and to ensure that all assets are safeguarded and protected against loss from unauthorized use or disposition and that transactions are authorized, recorded and reported correctly. The Company has well defined internal control system. The Company takes abundant care to design, review and monitor the working of internal control system. Internal audit in the organization is an independent appraisal activity and it measures the efficiency, adequacy and effectiveness of other controls in the organization. The Audit Committee, comprising Independent Directors, regularly reviews audit plans, significant audit findings, adequacy of internal controls, and compliance with Accounting Standards, among others.

> HUMAN RESOURCES:

The Company believes that its people are its most important asset and thus continuously strives to scale up its employee engagement through well structured systems and a visionary HR philosophy. The Company continues to lays emphasis on building and sustaining the excellent organization climate based on human performance. Performance management is the key word for the Company. Pursuit of proactive policies for industrial relations has resulted in a peaceful and harmonious situation in the Company. We are highly focused on developing our employees to perform with the same excellence for the challenges and huge business opportunities that are envisaged in future. The Company firmly believes that intellectual capital and human resources is the backbone of the Company's success.

> CAUTIONARY STATEMENT:

Statement in the Management Discussion and Analysis describing Company's objectives, projections, estimates, expectation may be forward-looking statements within the meaning of applicable securities laws and regulations. Actual result could differ materially from those expressed or implied. Important factors that could make a difference to the Company's operation include economic conditions affecting demand/ supply and price conditions in the Government regulations, tax laws and other status and other incidental factors.

Further, the discussion following herein reflects the perceptions on major issues as on date and the opinion expressed here are subject to change without notice. The Company undertakes no obligations to publicly update or revise any of the opinions of forward looking statements expressed in this report, consequent to new information future events, or otherwise. Readers are hence cautioned not to place undue reliance on these statements and are advised to conduct their own investigation and analysis of the information contained or referred to this statement before taking any action with regard to specific objectives.

4- RISK MANAGEMENT:

The Board of Directors have developed & implemented a robust risk management policy which identifies the key elements of risks that threatens the existence of the Company. The Audit Committee reviews the Company's financial and risk management policies and steps taken by the Company to mitigate such risks.

1- CORPORATE SOCIAL RESPONSIBILITY:

The Corporate Social Responsibility is applicable to the Company during the period under review and your company and its board has contributes as follows.

4 PREVENTION OF SEXUAL HARASSMENT POLICY:

The Company has in place Prevention of Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under this policy. Your Directors state that during the year under review, there were no cases filed pursuant to the aforesaid Act.

l DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, state the following:

r uiai in me preparaiion of me annual financial siaienienis for me year ended March 31, 2024, ihe applicable accounting siandards have been lollowed along wtih proper explanation relating to material departures, if any;

> ihai such accounting policies as mentioned in Notes to ihe Financial Siatemenis have been selected and applied consistentiy and judgemeni and estimaies have been made ihai are reasonable and prudeni so as io give a tiue and lair view of ihe siate of affairs of ihe Company as ai 31^si March, 2024 and of ihe profii of ihe Company for ihe year ended on ihai date;

> ihai proper and sufficieni care has been iaken for ihe mainienance of adequate accounting records in accordance wtih ihe provisions of ihe Companies Art, 2013 for safeguarding ihe asseis of ihe Company and for preveniing and deieciing fraud and oiher irregulariiies;

> Thai ihe annual financial siatemenis have been prepared on a going concern basis.

> Thai proper internal financial conirols were in place and ihai ihe financial conirols were adequaie and were operaiing effeciively.

> Thai sysiem io ensure compliance wtih ihe provisions of all applicable laws were in place and were adequaie and operaiing effeciively.

i- KEY MANAGERIAL PERSON:

Mr. Pravinchandra Gor, Chairman & Managing Director (C&MD), Mr. Alpii Pravinchandra Gor (Wholetime Director) Mr. Hardik Bhavsar, Chief Financial Officer (CFO) and Mr. Musiafa Sibaira, Company Secreiary Cum Compliance Officer (CS) are ihe Key Managerial Personnel of ihe Company.

4- ENVIRONMENT AND POLLUTION CONTROL:

The Company is well aware of iis responsibiliiy iowards a beiier and clean environmeni. Our efforis in environmeni managemeni go well beyond mere compliance wiih siaiuiory requiremenis. The Company has always mainiained harmony wtih naiure by adopting ecofriendly iechnologies and upgrading ihe same from iime io iime incidenial io iis growih programmers.

4- VIGIL MECHANISM/WHISTLE BLOWER POLICY:

Your Company is committed io highesi siandards of eihical, moral and legal business conduci. Accordingly, ihe Board of Direciors has formulaied a Whisile Blower Policy which is in compliance wiih ihe provisions of Section 177(10) of ihe Companies Aci, 2013. The company has adopied Whisile Blower Policy io deal wiih any insiance of fraud and mismanagemeni. The employees of ihe company are free io repori violaiions of any laws, rules, regulaiions and concerns aboui uneihical conduci io ihe Audii Committee under ihis policy. The policy ensures ihai sirici confidentialiiy is mainiained whilsi dealing wiih concerns and also ihai no discriminaiion wiih any person for a genuinely raised concern.

<4 THE CHANGE IN NATURE OF BUSINESS:

There is no material changes in the company held during the year.

4- PARTICULARS OF EMPLOYEES:

A statement containing the names and other particulars of employees in accordance with the provisions of section 197(12) of the Companies Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as "Annexure - C" to this report.

i- EQUITY AND FUND RAISING:

Your Company in the previous financial year i.e 2022-23 issued 7,05,000 (Seven Lakhs Five Thousand) warrants, each convertible into, or exchangeable for, 1 (one) fully paid-up equity share of the Company having face value of Rs. 10/- ( Rupee Ten Only) ("Equity Share") each ("Warrants") at a price (including the Warrant Subscription Price and the Warrant Exercise Price) of Rs. 143/- (Rupees One Hundred Forty Three) each , However the same has been lapsed after 18 months has been expired and 75% of Money is not received from any subscriber during that period, thus the same has been forfeited.

i. ACKNOWLEDGMENT:

Your Directors are grateful to the Central Government, the State Government, the Registrar of Companies, Gujarat, Securities and Exchange Board of India and other Regulatory Authorities, Bankers, Financial Institutions, Vendors and Customers for their continued support, cooperation and guidance. We would like to express our deep sense of appreciation for the hard work and efforts put in by the employees at all levels. We would like to thank our shareholders for their cooperation and assistance during the year under report.

By order of the Board of Directors RIDDHI CORPORATE SERVICES LIMITED

Sd/-

Place: - AHMEDABAD PRAVINCHANDRA GOR

Date: - 06/09/2024 CHAIRMAN & MANAGING DIRECTOR

CIN:L74140GJ2010PLC062548 DIN: 03267951