FY 2024-25 was a landmark year for Voler Car Limited — one that
demonstrated the strength of our asset-light model, technology-
led operations, and disciplined execution. While we delivered
strong growth in revenues, we also reinforced the principles that
define us: customer obsession, capital efficiency, and long-term
shareholder value creation.

Our total revenue grew to ?4,299.05 lakhs in FY 2024-25,
compared to ?3,145.14 lakhs in FY 2023-24, marking a year-
on-year increase of over 36.6%. Despite one-time accounting
impacts reducing reported profits (PAT of ?449.89 lakhs vs.
?836.10 lakhs last year), our operating momentum remains
strong. The previous year’s profits were boosted by exceptional
and non-recurring items; this year’s results reflect the true
strength of our core operations.

We entered three new cities - Jaipur, Lucknow, and Ludhiana
— and each reached breakeven in under 12 months, proving
the scalability and replicability of our playbook. Our vendor-first
sourcing model, combined with Al-driven route optimisation,
allowed us to expand without burdening our balance sheet.

Importantly, we ended the year completely debt-free and
strengthened liquidity, with cash and cash equivalents of ?3,109
lakhs. The ?2700 lakhs raised from our IPO in February 2025
are being invested prudently into expansion, technology, and
salesforce enhancement - all with the intent of compounding
free cash flows over the long term.

In line with our growth-first philosophy, the Board has chosen
to retain earnings rather than declare a dividend this year.
We believe reinvestment today multiplies shareholder value
tomorrow. This is consistent with our long-term discipline:
prioritising sustainable growth, technology innovation, and client
trust over short-term payouts.

Looking ahead, we remain committed to three priorities:

1. Expanding into high-growth Tier-1 and Tier-2 markets while
maintaining operational discipline.

2. Scaling our green fleet and Al-led platforms to lower costs
and improve customer experience.

3. Delivering shareholder value through free cash flow growth,
not just reported profits.

We are still at Day 1 inour journey to redefine corporate mobility in
India. With your continued trust, we will keep building a company
that is bigger, stronger, and more resilient each year — one that
compounds both customer loyalty and shareholder wealth.

For and on behalf of the Board of Directors,

Pawan Parasrampuria - Managing Director
Vikas Parasrampuria - Whole-Time Director

Your Directors are pleased to present the 15^,h Annual Report on the business and operations of Voler Car Limited (Formerly known
as Voler Car Private Limited) ("the Company/your Company") together with the Audited Financial Statements for the Financial Year
ended 31" March, 2025, in compliance with the provisions of the Companies Act, 2013, the rules and regulations framed thereunder
("Act”) and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 ("Listing
Regulations").

1. FINANCIAL RESULTS:

The Company’s financial performance for the year under review along with previous year figures is summarized hereunder:

(Amount in Lakh)

2. RESULTS OF OPERATIONS AND STATE OF THE
COMPANY'S AFFAIRS:

The Highlights of the Company's Performance for the
Financial Year ended 31“ March, 2025, are as under:

The total revenue from operations of the Company
increased to 4239.85 lakhs from ? 3089.71 in the previous
financial year.

The Profit before Exceptional, prior period Items and Tax
increased to ? 521.10 lakhs from ? 511.14 in the previous
financial year.

The profit for the current financial year stands at ?449.89
lakhs, compared to ?836.10 lakhs in the previous
financial year.

The significant difference between the profits of the
current financial year and the previous financial year is
explained below:

In F.Y. 2023-24, apart from operational factors, the
company’s Profit After Tax (PAT) was positively impacted
by non-recurring items, including prior period income of
?174.05 lakhs, exceptional gains of ?41.04 lakhs (primarily

from loan settlements), and deferred tax income of ?109.87
lakhs arising from recognition of deferred tax assets on
previously unrecognized brought forward losses. These
items cumulatively contributed ?324.96 lakhs to the PAT
of F.Y. 2023-24.

In contrast, during F.Y. 2024-25, the company reported only
?15.99 lakhs of exceptional income and incurred a tax
expense of ?87.20 lakhs, resulting in a net negative impact
of ?71.21 lakhs from non-operational items.

Consequently, the PAT for F.Y. 2024-25 declined by ?396.17
lakhs compared to the previous year, solely due to the
lower contribution from these non-operational items.

3. DIVIDEND

Keeping in view the future expansion plans, your
Board of Directors do not recommend any dividend for
Financial Year 2024-25.

4. TRANSFER TO RESERVES

An amount of ?449.89 Lakhs were transferred to Reserves
and Surplus during the financial year 2024-25.

5. CHANGE IN THE NATURE OF BUSINESS:

There was no change in the nature of business
of the Company.

6. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF
THE COMPANY WHICH HAVE OCCURRED
BETWEEN THE END OF THE FINANCIAL YEAR
OF THE COMPANY TO WHICH THE FINANCIAL
STATEMENTS RELATE AND THE DATE OF THE
REPORT

There were no material changes and commitments
affecting the financial position of the company which
have occurred between the end of the financial year of the
company to which the financial statements relate and the
date of the report.

7. CAPITAL STRUCTURE:

i. Authorized Share Capital

The authorized share capital of the Company
increased from 25,00,000/- (Rupees Twenty-Five
Lakhs Only) divided into 2,50,000 (Two Lakhs Fifty
Thousand) equity shares of ? 10/- (Rupees Ten only)
to ? 12,00,00,000/- (Rupees Twelve Crores Only)
divided into 1,20,00,000 (One Crore Twenty Lakhs)
equity shares of ? 10/- (Rupees Ten only).

ii. Issued, Subscribed and Paid-up Share Capital

The issued, subscribed and paid up share capital of
the Company as on March 31,2025 is ? 11,14,35,270/-
(Rupees Eleven Crore Fourteen Lakhs Thirty-Five
Thousand Two Hundred and Seventy only), divided
into 1,11,43,527 (One Crore Eleven Lakhs Forty-Three
Thousand Five Hundred and Twenty-Seven) equity
shares of T10/- each.

Details of issuance of equity shares done by the Company during the financial year under review are given here under:

iii. Equity shares with differential Voting rights and
sweat equity shares

During the financial year under review, the Company
has neither issued the equity shares with differential
voting rights nor issued sweat equity shares in
terms of the Act.

8. LISTING OF EQUITY SHARES

The Equity Shares of the Company were listed on the
EMERGE SME Platform of National Stock Exchange
Limited with effect from 18^,h February, 2025. The Annual
Listing fees for the year 2024-25 has been paid.

9. CORPORATE OFFICE OF THE COMPANY:

The Corporate Office of the Company is located at Room
No. 608, 6* Floor, Merlin Infinite, DN 51, Sector V Salt
Lake, Bidhan Nagar, CK Market, North 24 Parganas, West
Bengal, India, 700091.

10. INVESTOR EDUCATION AND PROTECTION FUND
(IEPF):

There was no amount liable or due to be transferred to
Investor Education and Protection Fund (IEPF) during the
financial year ended March 31,2025.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The appointment and remuneration of Directors and
KMPs are governed by the Policy devised by the
Nomination, Remuneration and Compensation Committee
of your Company.

During the financial year under review,thefollowing directors
and Key Managerial Persons (KMPs) have been appointed
in the Company, in accordance with the provisions of the
Act and Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (including any amendments, modifications or re¬
enactments thereof for the time being in force) ( SEBI
Listing Regulations )

Directors

a. Mr. Sachin Punni (DIN: 07365854), was appointed as
Non-Executive Director, with effect from April 05,2024.

b. Mr. Pankaj Jhawar (DIN: 01571775) was appointed as
Non-Executive Independent Director for a term of five
years with effect from June 29,2024;

c. Mrs. Shristi Garg (DIN: 07711088) was appointed as
Non-Executive Independent Director for a term of five
years with effect from June 29,2024;

Key Managerial Personnel (KMP)

a. Mr. Mustafa Rangwala was appointed as the
Company Secretary and Compliance Officer with
effect from June 29, 2024

b. Mr. Ankit Toshniwal was appointed as the Chief
Financial Officer with effect from April 01,2024.

Following are the KMPs of the Company in terms of
Section 203 of the Act

Pawan Parasrampuria : Managing Director

Vikas Parasrampuria : Whole-Time Director

Mustafa Rangwala: Company Secretary & Compliance Officer

Ankit Toshniwal : Chief Financial Officer

Composition of the Board

Pawan Parasrampuria : Managing Director

Vikas Parasrampuria : Whole-Time Director

Sachin Punni : Non-Executive Director

Pankaj Jhawar : Independent Director

Shrishti Garg : Independent Director

Resignation of director(s) and KMP

During the financial year under review, no director(s) or
KMPs resigned from the Company.

Directors liable to retire by rotation

Mr. Pawan Parasrampuria, Managing Director of the
Company, retires by rotation at the upcoming annual
general meeting ("AGM") of the Company and being
eligible, has offered himself for re-appointment as per the
provisions of the Act. A resolution seeking approval of
the shareholders for his re-appointment forms part of the
Notice of the AGM.

12. NUMBER OF MEETINGS OF THE BOARD OF
DIRECTORS:

During the year under review, the Board of Directors met
23 (Twenty-Three) times. The maximum interval between
any two meetings did not exceed 120 days. The prescribed
quorum was present for all the Meetings.

There being 23 meetings of Board of Directors being
convened under the financial year complying with the
requirement of Section 173 of the Companies Act 2013.
Details of Board meeting held are as follows:-

13. DEPOSITS:

During the year under review, your Company has not invited
nor accepted any public deposits within the meaning
of section 73 of the Companies Act, 2013 read with
Companies (Acceptance of Deposit) Rules, 2014 hence the
requirement for furnishing of details of deposits which are
not in Compliance with the Chapter V of the Companies
Act, 2013 is not applicable.

14. COMMITTEES OF THE BOARD:

Audit Committee:

The Audit Committee comprises of Mr. Pankaj Jhawar
(Chairman), Mrs. Shristi Garg (Member) and Mr. Vikas
Parasrampuria (Member).

The constitution, composition and functioning of the Audit
Committee also meets with the requirement of Section
177 of the Companies Act, 2013 and Regulation 18 of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. All the recommendations of Audit
Committee have been accepted by the Board of Directors
of the Company.

Nomination and Remuneration Committee:

The Constitution, Composition and functioning of the
Nomination and Remuneration Committee also meets with
the requirements of Section 178(1) of the Companies Act,
2013 and Regulation 19 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

The Nomination and Remuneration Committee comprises
of Mrs. Shristi Garg (Chairperson), Mr. Pankaj Jhawar
(Member) and Mr. Sachin Punni (Member).

Stakeholders' Relationship Committee:

The Constitution, Composition and functioning of the
Stakeholder’s Relationship Committee also meets with the
requirements of Section 178 of the Companies Act, 2013
and Regulation 20 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

The Stakeholder’s Relationship Committee comprises of
Mr. Sachin Punni (Chairman), Mr. Pankaj Jhawar (Member)
and Mr. Pawan Parasrampuria (Member).

15. DECLARATION FROM INDEPENDENT DIRECTORS

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
i ndependence I ai d down in Section 149(6) of the Companies
Act, 2013 and Regulation 25 of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

16. MEETING OF INDEPENDENT DIRECTORS

A separate meeting of the Independent Directors was
held on 14^,h March 2025, inter-alia, to discuss evaluation
of the performance of Non-Independent Directors, the
Board as a whole, evaluation of the performance of the
Chairman, taking into account the views of the Executive
and Non- Executive Directors and the evaluation of the
quality, content and timeliness of flow of information
between the management and the Board that is necessary
for the Board to effectively and reasonably perform its
duties. The Independent Directors expressed satisfaction
with the overall performance of the Directors and the
Board as a whole.

17. DETAILS OF SUBSIDIARY/JOINT VENTURES/
ASSOCIATE COMPANIES:

The Company had no Subsidiary or Joint Ventures or
Associate Companies as on 31^st March, 2025. Hence a
statement to be annexed to this Board Report in form AOC-
1 is not applicable.

18. PERFORMANCE AND CONTRIBUTION OF EACH
OF THE SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES:

This clause is not applicable as the Company do not have
any Subsidiary, Joint Venture or Associate Company as on
31" March, 2025.

19. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENT BY THE COMPANY:

Details of loans given, investments made or guarantees
given or security provided as per the provisions of Section
186 of the Act and Regulation 34 read with Schedule V of the
SEBI Listing Regulations are given in the notes forming part
of the financial statements provided in this Annual Report.

20. WEBSITE

www.volercars.com is the website of the Company. All
the requisite details, policies are placed on the website
of the Company.

21. CRITERIA FOR APPOINTMENT OF MANAGING
DIRECTOR/WHOLE-TIME DIRECTOR:

The appointment is made pursuant an established
procedure which includes assessment of managerial
skills, professional behavior, technical skills and other
requirements as may be required and shall take into
consideration recommendation, if any, received from any
member of the Board.

22. FAMILIARIZATION PROGRAM FOR THE
INDEPENDENT DIRECTORS:

The Company has in place a process for familiarization of
newly appointed independent directors with respect to their
respective duties and departments. The highlights of the
Familiarization Programme is available on the Company's
website at: https://volercars.com/familiarization-

proarams-for-independent-directors/

23. MANAGEMENT DISCUSSION AND ANALYSIS:

Management Discussion and Analysis Report as required
under Regulation 34 of Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, is presented separately as Annexure I
forming part of the Annual Report attached herewith.

24. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED PARTIES:

During the financial year under review, all the Related party
transactions are disclosed in the notes provided in the
financial statementswhichformspartofthisAnnual Report.

All transactions with related parties are in accordance with
the policy on related party transactions formulated by the
Board. Further, during the financial year under review, in
terms of Section 188 and Section 134 of the Act read with
rules thereunder, all contracts/arrangements/ transactions
entered into by the Company with its related parties were
on arm’s length basis and not material. All the related party
transactions are approved by the Audit Committee and
Board of Directors.

Hence disclosure under form AOC-2 in terms of Section
134 of the Act is not required.

The Policy on Materiality of Related Party Transactions and
on dealing with Related Party Transactions as approved by
the Board is available on the Company’s website and can
be accessed at https://volercars.com/policy-on-related-
partv-transactions/. There has been no change in the policy
during the year under review.

25. FORMAL ANNUAL EVALUATION:

The Board of Directors is committed to get carried
out an annual evaluation of its own performance,
board committees and individual Directors pursuant to
applicable provisions of the Companies Act, 2013 and
SEBI (Listing Obligations and Disclosures Requirements)
Regulations, 2015. Performance evaluation of Independent
Directors was carried out by the entire board, excluding
the Independent Director being evaluated. Based on the
criteria the exercise of evaluation was carried out through
the structured process covering various aspects of the
Board functioning such as composition of the Board
and committees, experience & expertise, performance
of specific duties & obligations, attendance, contribution
at meetings, etc. The performance evaluation of the
Managing Director and the Non- Independent Directors
was carried out by the Independent Directors.

26. STATEMENT OF PARTICULARS OF
APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL:

Disclosures pertaining to remuneration and other details
as required under Section 197(12) of the Act read with
Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 are annexed to this
Board’s Report as Annexure - II.

27. DIRECTORS' RESPONSIBILITY STATEMENT
AS REQUIRED UNDER SECTION 134 OF THE
COMPANIES ACT, 2013:

Pursuant to the requirement under Section 134 of the
Companies Act, 2013, with respect to the Directors'
Responsibility Statement, the Board of Directors of the
Company hereby confirms:

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

(ii) That 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 on 31” March,
2025 and Profit and Loss Account of the Company
for that period;

(iii) That the directors have taken proper and sufficient
care for the maintenance of adequate accounting
records in accordance with the provisions of
Companies Act, 2013 and Rules made there under
for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;

(iv) That the directors have prepared the annual accounts
for the Financial Year ended 31” March 2025 on a
going concern basis;

(v) 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 and

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

28. CORPORATE SOCIAL RESPONSIBILITY:

The CSR Policy of the Company inter alia includes CSR
activities to be undertaken by the Company in line with
Schedule VII of the Act. The Policy on CSR as approved by
the Board of Directors in accordance with the requirements
of the Act is available on the Company’s website and can
be accessed through the link: https://volercars.com/wp-
content/uploads/7074/09/CSR-Policy.pdf There has been
no change in the policy during the year under review.

The average net profit of the Company made during
the three immediately preceding financial years was
? 3,39,08,059 and the total CSR obligation for the year
was 7 6,78,161.

Annual Report on CSR activities as prescribed under the
Companies (Corporate Social Responsibility Policy) Rules,
2014, is annexed herewith and marked as Annexure-lll.

29. ANNUAL RETURN:

In terms of Section 92(3) of the Companies Act, 2013
and Rule 12 of the Companies (Management and
Administration) Rules, 2014, the Annual Return of the
Company is available on the website of the Company at the
web-link: www.volercars.com.

30. THE CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNING
AND OUTGO PURSUANT TO THE PROVISIONS
OF SECTION 134(3) (M) OF THE COMPANIES
ACT, 2013 (ACT) READ WITH THE COMPANIES
(ACCOUNTS) RULES, 2014:

Disclosures regarding activities undertaken by the
company in accordance with the provisions of section
134 of the Companies Act, 2013 read with Companies
(Accounts) rules, 2014 are provided here under:

A. Conservation of energy:

(i) The Steps taken or impact on Conservation of
energy:

The Company has adopted strict control system
to monitor day to day power consumption. The
Company ensures optimal use of energy with
minimum extend of wastage as far as possible.
The day to day consumption is monitored and
efforts are made to save energy.

(ii) Steps taken by company for utilizing alternate
source of energy:

The Company is not utilizing any alternate
source of energy.

(iii) The Capital Investment on energy conservation
equipment:

The Company has not made any Capital
Investment on energy conservation equipment’s.

B. Technology absorption:

The Company does not undertake any activities
relating to technology absorption.

C. Foreign Exchange earnings and outgo:

(i) Foreign Exchange Earnings: NIL

(ii) Foreign Exchange Outgo: NIL

31. CORPORATE GOVERNANCE REPORT:

By virtue of Regulation 15 of SEBI (Listing obligations and
disclosure requirements) Regulations, 2015 ("LODR") the
compliance with the corporate governance provisions as
specified in Regulation 17 to 27 and clauses (b) to (i) of
sub-regulation (2) of Regulation 46 and Para C, D and E of
Schedule V are not applicable to the Company. Hence, the
Corporate Governance Report does not form part of this
Annual Report.

32. RISK MANAGEMENT POLICY OF THE COMPANY:

In terms of the provisions of Regulation 17 of the Listing
Regulations, the Company has in place a proper system
for Risk Management, assessment and minimization of
risk. Risk Management involves the identification and
assessment of risk. Major risks identified by the business
and functions are systematically addressed through
mitigating actions on a continuing basis.

The Board members are informed about risk assessment
and minimization procedures after which the Board
formally adopted steps for framing, implementing and
monitoring the risk management plan for the Company.

33. AUDITORS, AUDIT QUALIFICATION AND BOARD'S
EXPLANATION:

Statutory Auditors

Pursuant to the provisions of Section 139 of the Act
read with Companies (Audit and Auditors) Rules, 2014,
as amended from time to time, M/S Goyal Goyal & Co.,
Chartered Accountants, Firm Registration No. 015069C
were appointed as Statutory Auditors of the Company in
the 14^th Annual General Meeting of the Company held on
23^,d of September, 2024 for a term of 2 years commencing
from conclusion of the 14^,h Annual General Meeting upto
the 16^,h Annual General Meeting of the Company to be held
in calendar year 2026.

The Auditors have confirmed their availability within
the meaning of provisions of Section 139 of the
companies Act, 2013.

Internal Auditor

The Company has constituted an In-House Internal Audit
Department for conducting the internal audit of the
Company for the financial year 2024-25. The Internal Audit
Department is headed by Mr. Nirankar Mishra, General
Manager (GM) and comprised of such other officials
as decided by the management, from time to time. The
constitution was duly approved by the board members in
their meeting held on 3^,d March, 2025.

Secretarial Auditors Report

Pursuant to provisions of section 204 of the Companies
Act, 2013 and Rules made thereunder, the Board of
Directors of your Company has appointed M/s. Ankita Dey
& Associates, Practicing Company Secretary as Secretarial
Auditor of the Company to undertake the Secretarial Audit
for the financial year 2024-25 in accordance with the
provisions of Section 204 of the Companies Act, 2013.
The Secretarial Audit report in the prescribed Form MR-3
for the financial year 2024-25 issued by M/s. Ankita Dey &
Associates, Company Secretary is enclosed as Annexure
IV to this report.

Cost Auditor:

The provisions of Cost Audit as prescribed under Section
148 of the Act and the rules framed thereunder are not
applicable to the Company.

34. REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Auditors have not reported
any instances of frauds committed in the Company by
its Officers or Employees to the Audit Committee under
Section 143(12) of the Companies Act, 2013, details of
which needs to be mentioned in this Report.

35. INTERNAL FINANCIAL CONTROL SYSTEMS AND
THEIR ADEQUACY:

The Company has adequate systems of internal control
meant to ensure proper accounting controls, monitoring
cost cutting measures, efficiency of operation and
protecting assets from their unauthorized use. The
Company also ensures that internal controls are operating
effectively. The Company has also in place adequate
internal financial controls with reference to financial
statement. Such controls are tested from time to time to
have an internal control system in place.

Based on their view of these reported evaluations, the
directors confirm that, for the preparation of financial
statements for the financial year ended 31 March 2025,
the applicable Accounting Standards have been followed
and the internal financial controls are generally found to
be adequate and were operating effectively & that no
significant deficiencies were noticed.

36. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Board of Directors affirms that the Company has
complied with the applicable Secretarial Standards issued
by the Institute of Companies Secretaries of India.

37. VIGIL MECHANISM (WHISTLE BLOWER POLICY):

The Vigil Mechanism as envisaged in the Companies
Act, 2013, the Rules prescribed thereunder and the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 is implemented through the Company’s
Whistle Blower Policy.

The Company has adopted a Whistle Blower Policy
establishing a formal vigil mechanism for the Directors and
employees to report concerns about unethical behaviour,
actual or suspected fraud or violation of Code of Conduct
and Ethics. It also provides for adequate safeguards
against the victimization of employees who avail of the
mechanism and provides direct access to the Chairman
of the Audit Committee in exceptional cases. The Policy
of vigil mechanism may be accessed on the Company’s
website at the weblink: https://volercars.com/wp-content/
uploads/2024/08/Whistle-Blower-Policy.pdf

38. NOMINATION AND REMUNERATION POLICY:

The Company has in place a policy for remuneration of
Directors, Key Managerial Personnel and Employees of
Senior Management. The detail s of the same are given on the
website of the Company i.e., www.volercars.com.

39. PREVENTION OF INSIDER TRADING:

As per SEBI (Prohibition of Insider Trading) Regulation,
2015, the Company has adopted a Code of Conduct for
Prevention of Insider Trading. During the year under review,
there has been due compliance with the said code.

40. POLICY OF CODE OF CONDUCT FOR DIRECTOR
AND SENIOR MANAGEMENT:

Your Company has adopted the policy of code of
Conduct to maintain standard of business conduct and
ensure compliance with legal requirements. Details of
the same are given in the website of the Company i.e.
www.volercars.com.

41. THE 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:

There have been no significant material orders passed
by the Regulators or Courts or Tribunals which would
impact the going concern status of the Company and its
future operations.

42. INSURANCE:

All the assets of the Company wherever necessary and to
the extent required have been adequately insured.

43. HUMAN RESOURCES AND INDUSTRIAL
RELATIONS:

Your Company lays emphasis on commitment towards
its human capital and recognizing its pivotal role for
organization growth. During the year, the Company
maintained a record of peaceful employee relations.

Your Directors wish to place on record their appreciation
for the commitment shown by the employees
throughout the year.

44. ENVIRONMENT, HEALTH AND SAFETY:

The Company is committed to provide a safe and healthy
work environment for the wel l-bei ng of all our Stakeholders.
The operations of the Company are conducted in such
a manner that it ensures safety of all concerned and a
pleasant working environment. The Company strives to
maintain and use efficiently limited natural resources as
well as focus on maintaining the health and well-being
of every person.

45. PREVENTION OF SEXUAL HARASSMENT:

Your Company has framed a Policy of prevention, prohibition
and redressal of sexual harassment at workplace in
line with the provisions of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.

The Company has zero tolerance for sexual harassment
for women at workplace and has adopted a policy against
sexual harassment in line with Sexual Harassment
of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and the rules framed thereunder.
All women who are associated with the Company-
either as permanent employees or temporary employees
or contractual persons including service providers at

Company sites are covered under the above policy. During
the financial year 2024-25, the Company has not received
any complaints on sexual harassment and hence no
compliant remains pending as on 31" March, 2025. Details
of the same are given on the website of the Company i.e.,
www.volercars.com.

46. DETAILS OF APPLICATION MADE OR ANY
PROCEEDING PENDING UNDERTHE INSOLVENCY
AND BANKRUPTCY CODE, 2016: DURING THE
YEAR ALONG WITH THEIR STATUS AT THE END
OF THE FINANCIAL YEAR

The details of application made or any proceeding pending
under the Insolvency and Bankruptcy Code, 2016 are not
applicableto the Company.

47. DETAILS OF DIFFERENCE BETWEEN VALUATION
AMOUNT ON ONE TIME SETTLEMENT AND
VALUATION WHILE AVAILING LOAN FROM
BANKS AND FINANCIAL INSTITUTIONS:

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 are not applicable
to the Company.

48. ACKNOWLEDGEMENT:

Your Directors wishes to express its gratitude and places
on record its sincere appreciation for the commitment
and efforts put in by all the employees. And also record
their sincere thanks to bankers, business associates,
consultants, and various Government Authorities for their
continued support extended to your Companies activities
during the year under review.

Your Directors also acknowledges gratefully the
shareholders for their support and confidence reposed
on your Company. We place on record our appreciation of
the contribution made by our employees at all levels. Our
consistent growth was made possible by their hard work,
solidarity, cooperation and support.

Place: Kolkata For and on behalf of the Board of Directors of

Date: 01.09.2025 VOLER CAR LIMITED

SD/- SD/-

Pawan Parasrampuria Vikas Parasrampuria

Managing Director Whole-Time Director

(DIN: 01731502) (DIN: 03143499)