Your Directors have pleasure in presenting their Annual Report on the business and
operations of the Company and the Audited Financial Statements for the financial year
ended March 31, 2024.

1. Performance Highlights (Standalone)

Your Company has performed during the reporting period as follows:

On Rs.Lacsl

Note: Previous year's figures have been regrouped / reclassified wherever necessary to
correspond with the current year's classification/disclosure.

2. Transfer to Reserves

The Company has not transferred any amounts to Reserves during the period under
review.

3. Share Capital

The paid-up equity share capital of the Company as at 31^st March, 2024 is
Rs. 13,09,95,680/- [Rs. Thirteen Crores Nine Lacs Ninety-Five Thousand six hundred and
eighty/- Equity Shares of Rs. 10.00 each.

4. Dividend

The Company has not proposed any dividend during the period under review.

5. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and
Outgo

Conservation of energy:

Technology absorption:

The research and experiments are carried on as part of the normal business activities
and as such no separate figures are available.

Foreign Exchange Earnings and Outgo

6. Subsidiaries, Joint Ventures and Associates

The Company does not have any subsidiaries, joint ventures or associates in the period
under review.

7. Significant Events After Balance Sheet Date

There have been no significant events after the Balance Sheet date which require any
disclosure.

8. Change in the nature of business

There has been no change in the nature of business of the Company in the period under
review.

9. Deposits

The Company has not accepted any deposits in the period under review.

10. Auditors' Qualifications, Reservations, Adverse Remarks in the Auditors' Report

There are no other qualifications, reservations or adverse remarks on the financial
statements for the period ended March 31, 2024. The statements made by the Auditors
in their Report are self-explanatory and do not call for any further comments.

11. Corporate Social Responsibility

As the Company does not fall under the criteria as mentioned under Section 135 of the
Companies Act, 2013, the provisions of Corporate Social Responsibility do not apply to
the Company

12. Extract of Annual Return

The extract of the Annual return in Form MGT-9 is annexed herewith to the Board's
Report.

13. Declaration given by Independent Directors

Provisions of Section 149 of the Companies Act, 2013 does not apply to the Company.

14. Details of Directors and Key Managerial Personnel Appointed/Resigned during the
year

There has been following changes in the composition of Board of Directors in the period
under review.

15. Number of Meetings of the Board of Directors

During the year 14 Board meetings were convened and held, details of which are as
follows:

16. Particulars of Loans, Guarantees or Investments

Reference may be made to the financial statements of the Company in this regard.

17. Related Party Transactions

During the reporting period, the Company had entered into transaction with related
parties which were on arm's length basis or which could be considered material in
accordance with the policy of the Company on materiality of related party transactions.
Accordingly, the disclosure of Related Party Transactions as required under Section
134(3)(h) of the Companies Act, 2013 in Form AOC 2 is applicable.

Systems are in place for obtaining prior omnibus approval of the Audit Committee on an
annual basis for transactions with related parties which are of a foreseeable and
repetitive nature. The transactions entered into pursuant to the omnibus approval so
granted and a statement giving details of all transactions with related parties are placed
before the Audit Committee for their review on a periodic basis.

18. Managerial Remuneration

a. Remuneration to Directors and Key Managerial Personnel

The remuneration of the Board of Directors and Key Managerial Personnel during
the period under review is as follows:

b. Employee Particulars

There are no employees who have remuneration in excess of the remuneration
stated in Section 197 of the Companies Act, 2013.

19. Reporting of Fraud

The Auditors of the Company have not reported any fraud as specified under Section
143(12) of the Companies Act, 2013.

20. Risk Management Policy

The Company has a robust Risk Management framework to identify measure and
mitigate business risks and opportunities. This framework seeks to create transparency,
minimise adverse impact on the business objective and enhance the Company's
competitive advantage. This risk framework thus helps in managing market, credit and
operations risks and quantifies exposure and potential impact at a Company level.

21. Director's Responsibility Statement

Your Directors state that:

a. in the preparation of the annual financial statements for the year ended March 31,
2024, the applicable accounting standards have been followed with no material
departures.

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, 2024 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 Companies Act, 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities;

d. the Directors have prepared the annual financial statements on a going concern
basis;

e. the Directors have laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and operating
effectively; and

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

22. Statutory Auditors

The Company's auditors M/s. H. B. Kalaria & Associates (Firm Registration Number
104571W) have been appointed as Statutory Auditors of the Company.

In accordance with provisions of Section 139 of the Companies Act, 2013 and the
Companies (Audit and Auditors) Rules, 2014.

M/s H. B. Kalaria & Associates have informed the Company that their appointment if
made would be within the limits prescribed under Section 141 of the Companies Act,
2013.

The Auditors have also furnished a declaration confirming their independence as well as
their arm's length relationship with the Company as well as declaring that they have not
taken up any prohibited non-audit assignments for the Company.

23. Cost Audit

The Company is not required to appoint a cost auditor for conducting the cost audit in
respect of the products manufactured by the Company as per the provisions of Section
148 of the Companies Act, 2013 for the period under review.

24. Others

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 period under
review:

1. Details relating to issue of equity shares including sweat equity shares and shares
with differential rights as to dividend, voting or otherwise, since there was no such
issue of shares.

2. None of the Whole-Time Directors of the Company received any remuneration or
commission from any of its subsidiaries.

3. No significant or material orders were passed by the Regulators or Courts or
Tribunals which impact the going concern status and Company's operations in
future.

4. Your Directors further state that during the period under review, there were no
cases filed under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

25. Acknowledgements

We take this opportunity to thank the employees for their dedicated service and
contribution to the Company.

We also thank our banks, business associates and our shareholders for their continued
support to the Company.

Date: 30.08.2024 For and on behalf of the Board,

Place: Jasdan. GAJANAND INTERNATIONAL LIMITED