The Directors have pleasure to present 42^nd Annual Report and Audited Annual Accounts of your
company for the year ended on March 31, 2025.

KEY HIGHLIGHTS OF THE FINANCIALS:- (X in Lakh)

PERFORMANCE REVIEW & FUTURE OUTLOOK:

During the current year, your Company has booked total income of t 15.63 Lakhs and Net Loss of
t 1.01 Lakh on standalone basis. The source of income is on account of dividend received from
subsidiary company - Netesoft India Limited (“Hereinafter referred to as “Netesoft”).

Your Company has its strategic & material subsidiary as Netesoft India Limited. The performance of
Netesoft for the financial year 2024-2025 is as follows:

The total income of the Netesoft for the year ended March 31, 2025 stood at X 651.36 Lakh and it has
made a profit after tax of ? 238.39 Lakhs as compared to a profit after tax of t 90.71 Lakh during the
previous year.

Your Directors are expecting a growth in near future on consolidated basis and are confident that the
policies, strategies adopted by your company will yield better returns.

DIVIDEND & RESERVES:

In view of the accumulated losses, your Directors expresses its inability to recommend payment of
Dividend for the current financial year.

SHARE CAPITAL:

As at March 31, 2025, the total paid up share capital of United Interactive Limited stood at
^1,83,10,000/- divided into 18,31,000 fully paid up equity shares of ?10/- each. During the year under
review, the Company has not issued any shares. The Company has not issued shares with differential
voting rights. It has neither issued employee stock options nor sweat equity shares and does not have
any scheme to fund its employees to purchase the shares of the Company.

As on 31^st March, 2025, Mrs. Sarayu Somaiya, Director of the Company, who is also Promoter of the
Company holds 69.83% of total share capital of the Company.

MATERIAL CHANGES AND COMMITMENTS BETWEEN THE DATE OF THE BALANCE SHEET
AND THE DATE OF REPORT

There have been 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.

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

A. Conservation of Energy and Technology Absorption:

The Company has no particulars to report regarding conservation of energy, technology
absorption as required under Section 134(3)(m) of the Companies Act, 2013 read with Rules
there under.

B. Foreign exchange earnings and outgo:

During the year there was no foreign exchange earnings (previous year nil). Foreign
Exchange outgo during the year aggregated to Nil. (Previous year Nil).

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your company is committed to improve quality of lives of people in the community its serves through
long term stakeholder value creation, with special focus on skills development. The Company does
not have to mandatorily constitute a Corporate Social Responsibility (CSR) Committee in accordance
with Section 135 of the Companies Act, 2013. The company fully understands its role in society and is
committed for sustainable & inclusive growth of people & the environment around its business.

BOARD AND DIRECTORS EVALUATION AND CRITERIA FOR EVALUATION

During the year, the Board has carried out an annual evaluation of its own performance &
performance of the Directors.

Your Company has constituted Nomination and Remuneration Committee, which as per the
provisions of Companies Act 2013 has defined the evaluation criteria, procedure and time schedule
for the Performance Evaluation process for the Board, its Committees and Directors. The criteria for
Board Evaluation inter alia include degree of fulfillment of key responsibilities, Board structure and
composition, establishment and delineation of responsibilities to various Committees, effectiveness of
Board processes, information and functioning.

Criteria for evaluation of individual Directors include aspects such as attendance and contribution at
Board/ Committee Meetings and guidance/ support to the management outside Board/ Committee
Meetings. In addition, the Chairman was also evaluated on key aspects of his role, including setting
the strategic agenda of the Board, encouraging active engagement by all Board members and
motivating and providing guidance to the Management. Criteria for evaluation of the Committees of
the Board include degree of fulfillment of key responsibilities, adequacy of Committee composition
and effectiveness of meetings. The procedure followed for the performance evaluation of the Board,
Committees and Directors is detailed in the Directors' Report.

CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES AND
INDEPENDENCE OF DIRECTORS:

The Nomination and Remuneration Committee has formulated the criteria for determining
qualifications, positive attributes and independence of Directors in terms of provisions of Section
178(3) of the Companies Act 2013.

Independence:

In accordance with the above criteria, a Director will be considered as an 'Independent Director' if he/
she meet with the criteria for 'Independent Director' as laid down in the Act.

Qualifications:

A transparent Board nomination process is in place that encourages diversity of thought, experience,
knowledge, perspective, age and gender. It is also ensured that the Board has an appropriate blend of
functional and industry expertise. While recommending the appointment of a Director, the Nomination
and Remuneration Committee considers the manner in which the function and domain expertise of
the individual will contribute to the overall skill-domain mix of the Board.

Positive Attributes:

In addition to the duties as prescribed under the Act, the Directors on the Board of the Company are
also expected to demonstrate high standards of ethical behavior, strong interpersonal and
communication skills and soundness of judgment. Independent Directors are also expected to abide
by the 'Code for Independent Directors' as outlined in Schedule IV to the Act.

REMUNERATION POLICY

The Company has adopted a Policy for remuneration of Directors, Key Managerial Personnel and
other employees, which is aligned to its overall Human resource philosophy. The key factors
considered in formulating the Policy are as under:

(a) the level and composition of remuneration is reasonable and sufficient to attract, retain and
motivate Directors of the quality required to run the Company successfully;

(b) relationship of remuneration to performance is clear and meets appropriate performance
benchmarks; and

(c) remuneration to Directors, key managerial personnel and senior management involves a
balance between fixed and incentive pay reflecting short and long-term performance
objectives appropriate to the working of the Company and its goals.

The key principles governing the Company's Remuneration Policy are as follows:

Remuneration for independent Directors and non-independent non-executive Directors:

• Independent Directors ('ID') and non-independent non-executive Directors ('NED') may be
paid sitting fees for attending the Meetings of the Board and of Committees of which they may
be members, and commission within regulatory limits, as recommended by the Nomination
and Remuneration Committee ('NRC') and approved by the Board.

• Overall remuneration should be reasonable and sufficient to attract, retain and motivate
Directors aligned to the requirements of the Company. Remuneration paid should be
reflective of the size of the Company, complexity of the sector/ industry/ Company's
operations and the Company's capacity to pay the remuneration and be consistent with
recognized best practices.

• The aggregate commission payable to all the NEDs and IDs will be recommended by the
NRC to the Board based on Company performance, profits, return to investors, shareholder
value creation and any other significant qualitative parameters as may be decided by the
Board. The NRC will recommend to the Board the quantum of commission for each Director
based upon the outcome of the evaluation process which is driven by various factors of
contributions at the meetings and contributions made by Directors other than in meetings.

• The remuneration payable to Directors shall be inclusive of any remuneration payable for
services rendered in any other capacity, unless the services rendered are of a professional
nature and the NRC is of the opinion that the Director possesses requisite qualification for the
practice of the profession.

Policy on Remuneration for Managing Director (‘MD') / Executive Directors (‘ED') / Key

Managerial Personnel (‘KMP')/ rest of the Employees:

• The extent of overall remuneration should be sufficient to attract and retain talented and
qualified individuals suitable for every role. Hence remuneration should be market
competitive, driven by the role played by the individual, reflective of the size of the Company,
complexity of the sector/ industry/ Company's operations and the Company's capacity to pay,
consistent with recognized best practices and aligned to any regulatory requirements. Basic/
fixed salary is provided to all employees to ensure that there is a steady income in line with
their skills and experience.

• In addition, the Company provides employees with certain perquisites, allowances and
benefits to enable a certain level of lifestyle and to offer scope for savings. The Company
provides retirement benefits as applicable.

• In addition to the basic/ fixed salary, benefits, perquisites and allowances as provided above,
the Company provides MD/ EDs such remuneration by way of commission, calculated with
reference to the net profits of the Company in a particular financial year, as may be
determined by the Board, subject to the overall ceilings stipulated in Section 197 of the
Companies Act, 2013. The specific amount payable to the MD/ EDs would be based on
performance as evaluated by the NRC and approved by the Board.

• The Company provides the rest of the employees a performance linked bonus. The
performance linked bonus would be driven by the outcome of the performance appraisal
process and the performance of the Company.

Presently, Mrs. Sarayu Somaiya (Director), Mr. Basanta Behera (CEO) & Mr. Hemang Joshi (CFO),
of the Company draws remuneration from the subsidiary as stated in related party statement under
the consolidated part, whereas Company Secretary's remuneration is as specified under Related
Party note in financials .

DIRECTORS' RESPONSIBILITY STATEMENT

The Directors report that:

i) In the preparation of the annual accounts, the applicable accounting standards have been
followed along with proper explanation relating to material departures.

ii) 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 at the end of the financial year and of the profit and
loss account of the company for that period.

iii) The Directors have 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.

iv) The Directors have prepared the annual accounts on a going concern basis.

v) 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

vi) 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.

DECLARATION ON INDEPENDENT DIRECTORS

All the Independent Directors have given declarations that they meet the criteria of independence as
laid down under Section 149(6) of the Act. In the opinion of the Board, they fulfill the conditions of
independence as specified in the Act and the Rules made there under and are independent of the
management.

SUBSIDIARY / ASSOCIATES COMPANIES

Your company has one subsidiary namely 'Netesoft India Limited'. Currently Netesoft India Limited is
carrying its activities in offering services for creative graphic designs & also in trading and investment
in financial market instruments. (see AOC-1 particulars in Annexure-III)

CONSOLIDATED FINANCIAL STATEMENT

Your Company's Board of Directors is responsible for the preparation of the Consolidated Financial
Statements of your Company & its Subsidiary, in terms of the requirements of the Companies Act,
2013 and in accordance with the accounting principles generally accepted in India, including the
Indian Accounting Standards specified under Section 133 of the Act.

POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT
WORKPLACE

The Company has zero tolerance for sexual harassment and has adopted a Policy on Prevention,
Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and
the Rules there under. The Company has not received any complaint of sexual harassment during the
financial year 2024-25.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has adopted a Whistle Blower Policy, to provide a formal mechanism to the Directors
and employees to report their concerns about unethical behavior, actual or suspected fraud or
violation of the Company's Code of Conduct or ethics policy. The Policy provides for adequate
safeguards against victimization of employees who avail of the mechanism. It is affirmed that no
personnel of the Company have been denied access to the Audit Committee.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

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

AUDITORS

(1) Statutory Auditors:

During the year M/s. D N Kanabar & Co., (FRN: 104698W), Chartered Accountants were appointed
as the Statutory Auditors of the Company, for a term of five consecutive years from the conclusion of
the 39th Annual General Meeting of the Company till the conclusion of the 44th Annual General
Meeting to be held in the year 2027.

Your Board has obtained Consent and declaration from M/s. D N Kanabar & Co. confirming as to their
willingness & eligibility to continue as Statutory Auditors of the Company.

(2) Secretarial Auditors:

Pursuant to the provisions of Section 204 of the Act and The Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company had
appointed M/s. Hardik Savla & Co, a Company Secretary in Practice to undertake the Secretarial
Audit of the Company for the year ended March 31, 2025. The Secretarial Audit Report is annexed to
this report. (see Annexure - VI)

The Auditors' Report and the Secretarial Audit Report for the financial year ended 31st March, 2025
do not contain any qualification, reservation, adverse remark or disclaimer.

LISTING ON STOCK EXCHANGES

The Equity Shares of your Company are listed only with BSE Limited. We confirm that, your Company
has paid the listing fees for the financial year 2025-2026.

CORPORATE GOVERNANCE

The Company is committed to maintain the highest standards of corporate governance and adhere to
the corporate governance requirements set out by SEBI. In accordance with exemption provided
under regulation 15(2) of the SEBI (LODR) Regulations, 2015 various mandatory corporate
governance requirements do not apply to the Company. Therefore, no separate section on corporate
governance is annexed.

The company has constituted all the mandatory Committees of the Board with prescribed terms of
reference, constitution of members. The meetings of the Committees of the Board were duly held
during the year as and when it was required.

Also the company has in place all the mandatory policies for the Company, Board of directors and
Senior management, which are reviewed by board time to time and are placed on website of the
company. Board of Directors have affirmed compliance with the Code of Conduct applicable to them
as laid down by the Board (see Annexure-I).

In terms of SEBI regulations, a certificate from practising company secretary has been taken for the
for confirming that NO director of the company have been debarred or disqualified from being
appointed or continuing on the Board (see Annexure-V).

SECRETARIAL STANDARDS

The Company is compliant with all the mandatory secretarial standards as issued by the Institute of
Company Secretaries of India (ICSI).

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT UNDER SECTION 186

During the year, the Company has not given any loan or guarantee, or provided security, or has made
any investment which would be required to be reported under section 186 of the companies Act 2013.
The closing balances of investments which would be covered under Section 186 of the Companies
Act, 2013, are disclosed in the Schedule of Non-Current Investments in the Financial Statements. The
Company has not granted any Loans and Guarantees.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED
TO IN UB-SECTION (1) OF SECTION 188 OF THE COMPANIES ACT, 2013

The contracts or arrangements entered into by the Company with Related Parties have been done at
arm's length and are in the ordinary course of business. Hence, no particulars are being provided in
Form AOC-2 as mandated pursuant to the provisions of Section 134 of the Companies Act, 2013,
read with Rule 8 (2) of the Companies (Accounts) Rules, 2014.

MANAGERIAL REMUNERATION / PARTICULARS OF EMPLOYEES

Your company has not paid any managerial remuneration during the period under review except to
the Company secretary who is the sole employee of the company, therefore no Disclosures in the
Board Report as required under Rule 5 of Companies (Appointment & Remuneration) Rules, 2014 is
provided and further your Company also has not employed any person at a remuneration in excess of
the limit set out in the said Rules. The remuneration for CEO and CFO are given by the subsidiary
company, as they primarily work under the said company's operations.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

During the year, Second consecutive term of the Independent Director Mr. Ajay Shanghavi has came
to an end on 27th September 2024, therefor his directorship is vacated automatically as an
Independent Director as on the same date.

Mrs. Namita Kunal Ghayal was appointed by the board as an Additional Director (Independent)
through the circular resolution on 13th September 2024 and later regularized her as Independent
Director in the 41st Annual General Meeting as on 27th September 2024. Whereas Smt. Sarayu
Somaiya was re-appointed as a Director liable to retire by rotation at the 41st Annual General Meeting
of the Company.

In accordance with the provisions of Section 152 of the Act and in terms of Articles of Association of
the Company, Smt. Sarayu Somaiya, being longest in office, retires and is eligible for re-appointment
and the board recommends her appointment as Director of your Company.

BOARD AND COMMITTEE MEETINGS

Four Board Meetings were convened and held during the year;

May 28, 2024, August 13, 2024, November 14, 2024 and February 13, 2025.

The intervening gap between the Meetings was within the period as prescribed under the Act and
notifications issued there under from time to time.

The Board of Directors of the Company is constituted with proper balance of Executive Directors,
Non-Executive Directors, Independent Directors and a Woman Director.

DETAILS OF DEPOSITS WHICH ARE NOT IN COMPLIANCE WITH THE REQUIREMENTS OF
CHAPTER V OF THE COMPANIES ACT, 2013:

Your Company has not accepted any deposits covered under chapter V of the Companies Act, 2013
during the year and, as such, no amount of principal or interest was outstanding on the date of
Balance Sheet.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013 ('the Act') read with Rule 12(1) of the
Companies (Management and Administration) Rules, 2014, the extract of annual return in Form
MGT-7 is available on the website of the Company at www.unitedinteractive.in

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report as required under regulation 34 of the SEBI
(LODR) Regulations, 2015 is annexed (Annexure-IV) to this report.

INTERNAL CONTROLS SYSTEMS AND ADEQUACY

The Company's internal audit systems are geared towards ensuring adequate internal controls
commensurate with the size and needs of the business, with the objective of efficient conduct of
operations through adherence to the Company's policies, identifying areas of improvement, evaluating
the reliability of Financial Statements, ensuring compliances with applicable laws and regulations and
safeguarding of assets from unauthorized use. The Audit Committee along with Management
overseas results of the internal audit and reviews implementation on a regular basis.

The required declaration from CEO and CFO have been taken for confirming that the financial
statements do not contain any materially untrue statement or omit any material fact and are in
compliance with applicable laws and regulations (see Annexure-II).

DISCLOSURE UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016

During the year under review, neither any application was made nor any proceeding is pending
against the Company under the Insolvency and Bankruptcy Code, 2016.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION

There was no one time settlement by the Company with the Banks or Financial Institutions during the
year under review, thus, the details of valuation difference along with the reasons thereof are not
applicable.

COST RECORDS

Maintenance of cost records specified by the Central Government under section 148(1) of the
Companies Act, 2013 is not required as the company does not fall under the ambit of prescribed class
of companies who are required to make and maintain cost records.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for the whole hearted and sincere co¬
operation the Company has received from its bankers and various Government agencies. Your
Directors also wish to thank all the employees for their co-operation.

For and on behalf of the Board
SarayuSomaiya Jyoti Pandey

Date: May 30, 2025 Director Independent Director

Place : Mumbai DIN: 00153136 DIN: 06779560