Your Board of Directors have pleasure in presenting before you their 41st Annual
Report together with the Audited Financial Statements of the Company for the
financial year ended March 31,2025.

FINANCIAL SUMMARY/HIGHLIGHTS

The financial summary of the Company for the year under review, based on the
standalone financial statements of the company, is given below for your
consideration:-

For further details, kindly refer to the Financial Statements and Management
Discussion & Analysis Report annexed as Annexure D-3, which forms part of this
report.

STATE OF COMPANY’S AFFAIRS/ BRIEF DESCRIPTION OF THE COMPANY’S
WORKING DURING THE YEAR/HIGHLIGHTS/OPERATIONS IN TERMS OF
SECTION 134 (3)(i) OF THE COMPANIES ACT, 2013 READ WITH RULE 8(5)(I) OF
THE COMPANIES (ACCOUNTS) RULES, 2014

The Company operates principally in three business verticals Foreign Exchange,
Tours & Travels and International Money Transfer. During the year under review,
Gross revenue from Foreign Exchange Services stood at Rs. 3303.46 Crores, Service
Charges on Foreign Exchange Services stood at Rs 3.16 crores. In Tours & Travel
Segment, Turnover from Hotel Bookings & Packages stood at Rs. 4.90 crores and
Revenue from other activities in the said segment stood at Rs. 2.10 crores. Other
operating revenues stood at Rs 14.95 Crores, which includes Gross revenue from
International Money Transfer of Rs. 26.62 Lakhs. The Profit before tax stood at Rs.
8.24 Crores and Profit after tax stood at Rs. 5.91 crores after adjusting for deferred
Tax. For further details, kindly refer to the Financial Statements, Management
Discussion & Analysis Report annexed as Annexure D-3.

ANNUAL RETURN

In terms of Section 134 (3)(a) of the Companies Act, 2013 (hereinafter to be referred
to as Act) the Annual Return as referred to in sub section (3) of Section 92 is available
on the weblink https://www.paulmerchants.net/paulmerchants/annual-return-2025/

NUMBER OF MEETINGS OF BOARD OF DIRECTORS

The information in terms of Section 134(3)(b) of the Act is given below:-

During the Financial year 2024-25, 8 (Eight) Board Meetings were held and 1 (One)
Independent Directors meeting was held on 13-02-2025. The dates on which the Board
Meetings were held are 16/05/2024, 13/08/2024, 11/09/2024, 13/11/2024, 20/01/2025,
07/02/2025, 13/02/2025 and 28/03/2025. Further details as required under Part C of
Schedule V to the Securities & Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 are given in the Corporate Governance
Report, which is annexed as Annexure D-9, forming part of this Report.

DIRECTORS’ RESPONSIBILITY STATEMENT-

Pursuant to Section 134 (3) (c) read over with Section 134 (5) of the Companies Act,
2013, your Directors confirm 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 were 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 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;

(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.

(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.

FRAUDS REPORTED BY AUDITORS

In terms of Section 134 (3)(ca) of the Act, there are no frauds reported by auditors
under sub-section (12) of Section 143. Further, there are no frauds reported by auditors
to the Central Government.

STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS UNDER
SUB SECTION 6 OF SECTION 149 OF THE COMPANIES ACT, 2013

It is hereby stated in terms of Section 134 (3)(d) of the Act, that all Independent
Directors of the Company have given declarations that they meet the criteria of
Independence as laid down under Section 149 (6) of the Companies Act, 2013 read
over with Regulation 16(1)(b) and 25(8) of Listing Regulations. They have also given
a declaration that their respective names have already been included in the data bank
maintained by the Indian Institute of Corporate Affairs at Manesar and as such they
are in compliance of sub-rule (1) and sub-rule (2) of Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules, 2014.

POLICY ON DIRECTORS’ APPOINTMENT AND POLICY ON REMUNERATION

Pursuant to the requirement under Section 134(3)(e) and Section 178(3) of the
Companies Act, 2013, the policy on appointment of Board Members including criteria
for determining qualifications, positive attributes, independence of a Director and the
policy on remuneration of Directors, KMPs and other employees is attached as
Annexure D-1 as Nomination and Remuneration Policy, which forms part of this report.

EXPLANATIONS OR COMMENTS BY THE BOARD IN TERMS OF SECTION
134(3)(f) ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK
OR DISCLAIMER MADE:-

(i) by the Auditor in his report:-

M/s RAJIV GOEL & ASSOCIATES (Firm Regn. No. 011106N), Chartered
Accountants, Chandigarh, were appointed as Statutory Auditors of the Company at the
36^th Annual General Meeting held on 29^th September, 2020 for a term of five
consecutive years. In the ensuing Annual General Meeting of the Company, they are
proposed to be re-appointed for a second term of five consecutive years. The Auditors’
Report being self-explanatory, requires no comments from the Directors. Further, there
are no reservations, qualifications, disclaimers, adverse remarks or Modified opinion
in the Audit Reports issued by them in respect of Standalone as well as Consolidated
Financial Statements of the Company for the Financial Year 2024-25.

(ii) by the Company Secretary in practice in his Secretarial Audit Report:-

M/s Anil Negi & Company, Company Secretary in practice having CP no. 17213 and
Membership no. 46547 was appointed by the Board of Directors as Secretarial Auditor
of the Company for the financial year under review pursuant to Section 204 of the
Companies Act, 2013. In the ensuing Annual General Meeting of the Company, he is
proposed to be appointed for a term of five consecutive years. The Secretarial Audit
Report submitted by them in the prescribed form MR-3 is annexed as Annexure D-2
and forms part of this report. There are no qualifications, reservations, adverse remarks
or disclaimer by the Secretarial Auditor in the Report issued by them for the financial
year 2024-25 which call for any explanation from the Board of Directors.

Further, there is one material unlisted subsidiary of the Company M/s Paul Merchants
Finance (Pvt) Limited during the Financial Year under review. As such, Secretarial
Audit Report of the said material unlisted subsidiary has also been annexed to this
Report as Annexure D-2A in compliance with Regulation 24A of Listing Regulations.
There are no qualifications, reservations, adverse remarks or disclaimer by the
Secretarial Auditor in the Report issued by him for the financial year 2024-25 which
call for any explanation from the Board of Directors.

PARTICULARS OF LOANS, GUARANTEES, SECURITIES AND INVESTMENTS
UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Pursuant to Section 134(3)(g) of the Act, particulars of Loans, Guarantees, Securities
and Investments under Section 186 of the Act made during the Financial Year 2024¬
25 are attached as Annexure D-4 which forms part of this report. Further reference in
this regard can be made to Note 2, 6, 9, 10, 38 and 41 to the Standalone Financial
Statements for further details.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED
PARTIES UNDER SECTION 188(1) OF THE COMPANIES ACT, 2013

With reference to Section 134(3)(h) of the Act read over with Rule 8(2) of the
Companies (Accounts) Rules, 2014, all contracts and arrangements with related
parties under Section 188(1) of the Act, entered by the Company during the financial
year were on an arm’s length basis and in the ordinary course of business. In the
opinion of the Board, these transactions were justified to be executed because all the
transactions had been entered into in the ordinary course of business of the Company
in the furtherance of the business objectives. All the said transactions were done with
prior approval of the Audit Committee and the Board as required under the relevant
Statutes. The transactions entered into pursuant to the omnibus approval of the Audit
Committee were also placed every quarter before the Audit Committee for its review.
All the said transactions do not attract the provisions of Section 188 of the Companies
Act, 2013 and as such, though not required under the said Section, the details of these
transactions have been given in Form AOC-2 on voluntary basis as a matter of good
corporate governance, annexed as Annexure D-5, which forms part of this report.
Pursuant to Regulation 23(9) of the Listing Regulations, your Company has also duly
filed the reports on related party transactions with the Stock Exchange BSE Ltd., duly
within the dates prescribed under the said Regulation.

During the year under review, the Company had not entered into any contract or
arrangement with related parties which could be considered ‘material’ according to the
policy of the Company on Materiality of Related Party Transactions. Your attention is
also drawn to the Related Party disclosures set out in Note no. 41 of the standalone
Financial Statements for further details, forming part of this Annual Report.

Details of transaction(s) of your Company with entity(ies) belonging to the
promoter/promoter group which hold(s) more than 10% shareholding in the Company
as required under para A of Schedule V of the Listing Regulations are NIL, as there is
no such entity. Further, the details of transactions with persons belonging to the
promoter/promoter group who hold(s) more than 10% shareholding in the Company,
have been included in form AOC-2, annexed as Annexure D-5 to this Report.

During the year under review, the Board of Directors approved an increase in the
remuneration payable to Mr. Hardik Bansal who is son of Mr. Rajneesh Bansal,
Managing Director of the Company and who is holding the position of Law Officer of
the Company (a related party holding an office or place of profit in the Company), with
effect from July 1, 2025, pursuant to Section 188(1)(f) of the Companies Act, 2013
read with Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. This approval was based on the recommendation of the
Nomination and Remuneration Committee and is in accordance with the Company's
remuneration policy, considering his performance, experience, and contributions to the
Company's legal and compliance functions. The increase primarily involved the
introduction of the National Pension Scheme (NPS) component, resulting in a slight
overall enhancement in the total annual remuneration by Rs. 30,518/-.

The policy on materiality of related party transactions and dealing with related party
transactions as approved by the Board may be accessed on the Company’s website
at https://www.paulmerchants.net/paulmerchants/wp-

content/uploads/2025/08/POLICY-ON-RELATED-PARTY-TRANSACTIONS-
01.09.2025.pdf

TRANSFER TO RESERVES:-

Entire amount of Net Profit of Rs. 5.91 Crores and Other Comprehensive loss of Rs.
21.96 Lakhs for the year has been transferred to the Reserves under the head "Other
Equity” in the Balance Sheet. No amount has been transferred or proposed to be
transferred to any other reserves.

DIVIDEND:-

Your Directors have decided to reinvest the earnings in the growth of business and for
this reason, have decided to not to recommend any amount for declaration of Dividend
for the year under review. Hence, information required in terms of Section 134(3)(k) of
the Act is Nil. The provisions regarding formulation of Dividend Distribution Policy were
not applicable to the company during the FY 2024-25.

MATERIAL CHANGES AND COMMITMENTS

There are no material changes or commitments, affecting the financial position of the
Company happening between the end of the Financial Year 2024-25, to which the
Financial Statements relate and date of this Report. Hence, information as required in
terms of Section 134(3)(l) of the Act is Nil.

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

The requisite information in terms of Section 134(3)(m) of the Act read over with Rule
8(3) of Companies (Accounts) Rules, 2014 has been given as per Annexure D-6,
annexed to this Report.

STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY IN TERMS OF SECTION 134(3)(n) OF THE ACT

The Company has established a comprehensive Risk Management Policy in
accordance with the Companies Act, 2013 and Regulation 17(9)(b) of the Listing
Regulations. The Policy outlines a structured approach to identifying, assessing, and
mitigating risks that may impact the Company’s operations or threaten its existence. It
promotes a proactive risk-aware culture across all levels of the organization. The Board
of Directors periodically reviews the Risk Management Policy, monitors critical risks,
and issues necessary directives to the Management and the Risk Management
Committee. Though not mandated under Regulation 21(5), the Company has
voluntarily constituted a Risk Management Committee comprising Board members and
senior management, which oversees the risk management framework and its
implementation. Risks are categorized as High, Medium or Low, and appropriate
control systems are in place for their mitigation. The Policy also emphasizes
safeguarding the Company's human, financial, and physical assets with minimal
disruption and cost. Regular updates and reviews ensure continued relevance and
effectiveness of the risk mitigation strategies.

THE DETAILS ABOUT THE POLICY DEVELOPED AND IMPLEMENTED BY THE
COMPANY ON CORPORATE SOCIAL RESPONSIBILITY INITIATIVES TAKEN
DURING THE YEAR IN TERMS OF SECTION 134(3)(o) OF THE ACT:-

The details about the policy developed and implemented by the Company on
Corporate Social Responsibility initiatives taken during the year under review in the
form of CSR Policy is available on the website of the Company at
https://www.paulmerchants.net/paulmerchants/wp-content/uploads/2022/07/CSR-
Policy.pdf. During the financial year 2024-25, the Company has undertaken various
Corporate Social Responsibility initiatives in accordance with the CSR Policy of the
Company and Schedule VII to the Companies Act, 2013. The Annual Report on CSR
activities undertaken by the Company during the year under review is furnished in

Annexure D-7, which forms part of this report. Further, in terms of Section 135 of the
Companies Act, 2013, the Company has a duly constituted CSR Committee of the
Board and the said Committee had following composition as on March 31,20251-

Other details of the CSR Committee and CSR Policy is furnished in the Report on
Corporate Governance, which is annexed as Annexure D-9 to this report.

A STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL
EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND
INDIVIDUAL DIRECTORS HAS BEEN MADE IN TERMS OF SECTION 134(3)(p) OF
THE ACT READ OVER WITH RULE 8(4) OF THE COMPANIES (ACCOUNTS)
RULES, 2014:-

Pursuant to the applicable provisions of the Companies Act, 2013 and the Listing
Regulations, the Board, in consultation with its Nomination & Remuneration
Committee, has put in place a framework containing, inter-alia, the criteria for
performance evaluation of the entire Board of Directors of the Company, its
Committees and Individual Directors, including Independent Directors. Accordingly,
following is the criteria for evaluation:-

a. Criteria for evaluation of the Board of Directors as a whole:

(i) The Frequency of Meetings

(ii) Quantum of Agenda

(iii) Administration of Meetings

(iv) Flow and quantity of Information from the Management to the Board

(v) Number of Committees and their role.

(vi) Overall performance of the Company

b. Criteria for evaluation of the Board Committees:

(i) The Frequency of Meetings

(ii) Quantum of Agenda

(iii) Administration of Meetings

(iv) Flow and quantity of Information from the Management to the Committee

(v) Role of Committees.

(vi) Contribution to the decision making process of the Board.

c. Criteria for evaluation of the Individual Directors including Independent
Directors;

(i) Experience and ability to contribute to the decision making process

(ii) Problem solving approach and guidance to the Management

(iii) Attendance and Participation in the Meetings

(iv) Personal competencies as per Chart given in the Nomination and
Remuneration Policy and contribution to strategy formulation

(v) Contribution towards statutory compliances, monitoring of controls and
Corporate Governance

(vi) The evaluation of independent directors shall be done by the entire board
of directors which shall include:-

(a) Performance of the directors; and

(b) fulfillment of the independence criteria as specified in the Companies
Act, 2013 and Listing Regulations and their independence from the
management:

Provided that in the above evaluation, the directors who are subject to
evaluation shall not participate

The performance evaluation of all the Independent Directors shall be done by
the entire Board and while doing so, the Director subject to evaluation shall not
participate. On the basis of performance evaluation done by the Board, it will be
determined whether to extend or continue their term of appointment, whenever
their respective term expires.

Accordingly, for the FY 2024-25, the annual performance evaluation of the entire Board
of the Company, its Committees and Individual Directors, including Independent
Directors has been carried by the Board in its Meeting held on 26-05-2025 in terms of
the provisions of Section 134 (3) (p) of the Companies Act, 2013 read over with Rule
8(4) of Companies (Accounts) Rules, 2014 and also in terms of Regulation 17(10) of
the Listing Regulations as per above criteria and the Board expresses its satisfaction
over the performance of the Board of Directors of the Company, its Committees and
Individual Directors, including Independent Directors. The performance evaluation of
all the Independent Directors have been done by the entire Board and while doing so,
the Director subject to evaluation had not participated. On the basis of performance
evaluation done by the Board, it has been determined whether to extend or continue
the term of appointment of concerned directors, whose term was due to expire during
the year under review.

The Independent Directors had met separately on 13-02-2025 without the presence of
Non-Independent Directors and the members of management, except the Company
Secretary of the Company who was present in the meeting for the purpose of
coordination. In the said Meeting, the Independent Directors discussed, inter-alia, the
performance of non-Independent Directors and Board as a whole and the performance
of the Chairman of the Company after taking into consideration the views of Executive
and Non-Executive Directors.

The Nomination and Remuneration Committee has also carried out evaluation of
performance of every Director, performance of the entire Board of the Company as a
whole and all its Committees in its meeting held on 25-04-2025 as per above
mentioned criteria.

The Board of Directors express their satisfaction over the evaluation process.

HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES/ASSOCIATES/JOINT
VENTURES AND THEIR CONTRIBUTION TO THE OVERALL PERFORMANCE OF
THE COMPANY DURING THE FINANCIAL YEAR UNDER REVIEW

The information in terms of Rule 8 (1) of Companies (Accounts) Rules is given below:-

The Company has three Wholly Owned Subsidiaries namely:-

a. Paul Merchants Finance Private Ltd., which was engaged in the business of Gold
Loans, Business/personal loans, distribution of Insurance products and PPI
Instruments. It has sold its Gold Loans vertical w.e.f. 09/06/2025.

b. PML Realtors Private Ltd., which is engaged in buying and selling of Real Estate
Properties.

c. Paul Infotech Private Limited, which was incorporated for undertaking the activities
of information technology services and solutions, has not undertaken any
commercial operations in the FY 2024-25.

During the FY 2024-25, the Wholly Owned Subsidiary Company Paul Merchants
Finance (P) Ltd. achieved gross revenue (including discontinued operations) of
Rs. 220.66 crores as against previous year figures of Rs. 167.29 crores registering a
growth of 31.90% over previous year. Further, the said Subsidiary Company achieved
a Net profit after Tax of Rs. 57.06 crores as against the previous year figures of Rs.
30.53 crores. It is important to note here that the gross revenue includes revenue
from gold loan division, which has been sold by the said WOS to L&T Finance Limited
on 09/06/2025.

During the FY 2024-25, the Wholly Owned Subsidiary Company PML Realtors (P)
Ltd., achieved gross revenue of Rs 627.12 Lakhs as against previous year gross
revenue of Rs. 62.42 lakhs. Further, the said Subsidiary Company achieved Net
Profit after Tax of Rs. 87.17 Lakhs as against previous year figures of Rs. 29.72 lakhs
registering an increase in profit of 193.30 % over previous year.

The Wholly Owned Subsidiary Company Paul Infotech Private Limited has not
undertaken any commercial operations in the FY 2024-25. Gross revenue pertaining
to accrued Interest on Fixed Deposits was Rs.1.08 Lakhs. The expenses incurred
during the year was Rs.1.94 Lakhs.

On a consolidated basis, the revenue from continued operations for FY 2024-25 was
Rs. 3334.68 crore registering decline of 48.72% over the previous year’s revenue of
Rs. 6503.25 crore. The consolidated profit after tax (PAT-including profit after tax from
discontinued operations) attributable to shareholders and non-controlling interests for
FY 2024-25 was Rs.63.84 Crore as against the previous year figures of Rs. 54.63
Crore, registering a growth of 16.86 %. The contribution by each Subsidiary to the
overall performance of the company during the period under report is detailed below:-

Report on the performance and financial position of the Subsidiary Companies and
Joint Venture Company in the specified format AOC-1 is annexed to the Directors’
Report as Annexure D-12.

CHANGE IN THE NATURE OF COMPANY’S BUSINESS, IF ANY

There is no change in the nature of Company’s business, during the year under review.
Hence, information required in terms of Rule 8(5)(ii) of the Companies (Accounts)
Rules, 2014 is nil.

DETAILS OF DIRECTORS OR KEY MANAGERIAL PERSONNEL WHO WERE
APPOINTED OR HAVE RESIGNED DURING THE YEAR UNDER REVIEW, IN
TERMS OF RULE 8(5)(iii) OF THE COMPANIES (ACCOUNTS) RULES, 2014

DIRECTORS

Smt. Sarita Rani Bansal (DIN 00094504), who was liable to retire by rotation, was re¬
appointed as Director by the Shareholders in their Annual General Meeting held on
26.09.2024.

Mrs. Tejinder Kaur was appointed as Additional Director of the Company by Board of
Directors in their meeting held on 11.09.2024 to hold the office until next Annual
General Meeting (AGM), which was held on 26.09.2024. However, since the notice of
the said AGM had already been issued and dispatched on 29.08.2024 i.e. much before
her appointment, the matter of her appointment as Director at the AGM could not be
taken up. As a result, Ms. Tejinder Kaur ceased to hold office as an Additional Director
with effect from 26th September 2024 and her appointment as an Independent
Director of the Company for the first term expired on 26th September 2024. Further,
on the recommendation of the Nomination and Remuneration Committee of the
Company, the Board of Directors of the Company had recommended Smt. Tejinder
Kaur (DIN: 00512377) to be re-appointed as an Independent Director of the Company
by the Members of the Company, for a second term of five consecutive years
commencing from 17-12-2024. Her appointment as Non-Executive Independent
Director of the Company was approved by the Members of the Company through
postal ballot by way of e-voting process concluded on December 16, 2024.

Mr. Nirmal Chand (DIN 10041305), was appointed as an Additional Director of the
Company by the Board of Directors, in the capacity of a Non-Executive Independent
Director, on the recommendation of the Nomination and Remuneration Committee of
the Company w.e.f. 13/02/2024. His appointment as Non-Executive Independent
Director of the Company was approved by the Shareholders of the Company through
postal ballot by way of e-voting process concluded on March 15, 2024. He resigned
from the position of Independent Director of the Company w.e.f. 14.06.2024 due to the
reason that he was holding independent directorship in M/s RBL Finserve Limited,
which is a wholly owned subsidiary of RBL Bank Limited (RBL) and RBL was one of
the Lenders of Paul Merchants Finance Private Limited, Wholly owned subsidiary of
Paul Merchants Limited and his simultaneous directorships in these two Companies
were conflicting with each other.

In accordance with the provisions of the Companies Act, 2013 and Articles of
Association of the Company, Mr. Sat Paul Bansal (DIN 00077499), Director of the
Company is liable to retire by rotation in the ensuing Annual General Meeting and
being eligible, offers himself for re-appointment.

Further, the Board of Directors, on the recommendation of the Nomination and
Remuneration Committee, proposes the re-appointment of Mr. Inder Sain Negi (DIN:
08947230) as an Independent Director of the Company for a second consecutive term
of five years with effect from November 1,2025 up to October 31, 2030, not liable to
retire by rotation, subject to the approval of the members by way of a special resolution
at the ensuing Annual General Meeting as set out in item no. 5 of the Notice. Mr. Inder
Sain Negi, who was appointed as an Independent Director at the 37th Annual General
Meeting and whose current term expires on October 31,2025, has provided a notice
in writing under Section 160(1) of the Companies Act, 2013, proposing his candidature
for re-appointment. Based on his performance evaluation, background, experience,
and valuable contributions to the Board's decision-making process, the Board
considers his continued association to be in the best interest of the Company and as
such, recommends the Special Resolution as set out in item no. 5 of the Notice, for
the approval of the shareholders. This disclosure is in terms of Section 149(10) of the
Companies Act, 2013.

The Brief profile and other details relating to the Directors who are proposed to be
appointed/re-appointed in the ensuing Annual General Meeting of the Company, as
required to be disclosed under Regulation 36 of the Listing Regulations and as per
Secretarial Standards-2, forms part of the Notice of Annual General Meeting.

KEY MANAGERIAL PERSONNEL

The Key Managerial Personnel (KMP) in the Company as per Section 2(51) and 203
of the Companies Act, 2013 as on 31/03/2025 are as follows:-

Mr. Naveen Kumar Laroiya (FCA 088257) resigned from his position as Chief Financial
Officer and Key Managerial Personnel of the Company, effective 12/08/2024.

Ms. Sakshi, Chartered Accountant (FCA 419986) was appointed as Chief Financial
Officer and Key Managerial Personnel of the Company w.e.f. 13/08/2024.

There was no other change (appointment or cessation) in the office of KMPs during
the year under review or thereafter till the date of this report.

A STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO
INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF
THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR UNDER
REVIEW. IN TERMS OF RULE 8(5)(iiia) OF THE COMPANIES (ACCOUNTS)
RULES. 2014

The shareholders vide postal ballot concluded on December 16, 2024 approved the
appointment of Mrs. Tejinder Kaur, as an Independent Director of the Company with
effective from 17/12/2024, for a term of five (5) years till 16.12.2029.

In the opinion of the Board, the independent director appointed during the year
possesses requisite integrity, expertise, experience and proficiency.

NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS
SUBSIDIARIES. JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE
YEAR UNDER REVIEW:-

No Subsidiary, Joint Venture or Associate has been acquired/sold/liquidated/ceased
during the Financial Year 2024-25. As such, the information as required in terms of
Rule 8(5)(iv) of the Companies (Accounts) Rules, 2014 is Nil.

The Company has neither accepted nor renewed any deposits during the Financial
Year under review in terms of Chapter V of the Companies Act, 2013. As such
information in this regard and about deposits which are not in compliance with the
requirements of Chapter V of the Act, is nil. This information is in terms of Rule 8 (5)
(v) and Rule 8 (5) (vi) of Companies (Accounts) Rules, 2014.

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

The Company has not received any significant or material orders passed by any
Regulatory Authority, Court or Tribunal which shall impact the going concern status
and Company's operations in future. As such, the information in terms of Rule 8 (5)

(vii) of the Companies (Accounts) Rules, 2014 is nil.

DETAILS IN RESPECT OF INTERNAL FINANCIAL CONTROLS AND THEIR
ADEQUACY WITH REFERENCE TO THE FINANCIAL STATEMENTS, IN TERMS
OF RULE 8 (5) (viii) OF THE COMPANIES (ACCOUNTS) RULES, 2014

Your Company has in place sound internal financial control systems to ensure that all
assets are protected against loss from any unauthorised use and all transactions are
recorded and reported correctly. According to Section 134(5) (e) of the Companies
Act, 2013, the term Internal Financial Control (IFC) means the policies and procedures
adopted by the company for ensuring the orderly and efficient conduct of its business,
including adherence to company’s policies, safeguarding of its assets, prevention and
detection of frauds and errors, the accuracy and completeness of the accounting
records and the timely preparation of reliable financial information. For more details,
refer to the ‘Internal Control Systems and their adequacy and Risk Management’
section in the Management’s discussion and analysis annexed as Annexure D-3,
which forms part of this report.

The Internal Financial Control systems in place in the Company have been reviewed
by the Audit Committee in its meeting held on 26-05-2025 and by the Board of Directors
of the Company in their meeting held on the same day i.e. 26-05-2025 with reference
to the FY 2024-25 and have satisfied themselves that the Internal Financial Control
systems in place in the Company are adequate.

DISCLOSURE AS TO COST AUDIT AND COST RECORDS

Maintenance of cost records as specified by the Central Government under sub section
(1) of Section 148 of the Companies Act, 2013 is not required by the Company and as
such the Cost Audit is also not applicable to the Company. This disclosure is pursuant
to Rule 8(5)(ix) of the Companies (Accounts) Rules, 2014.

OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN
AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Directors do hereby state in terms of Rule 8(5)(x) of the Companies (Accounts)
Rules, 2014 that the Company has complied with provisions relating to the constitution
of Internal Complaints Committee under the Sexual Harassment Of Women At
Workplace (Prevention, Prohibition And Redressal) Act, 2013 (14 of 2013) and has
adopted a policy for prevention of Sexual Harassment of Women at workplace. During
the year under review, the Company has not received any complaint of harassment.

As per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013, your Company follows calendar year for annual filling with
statutory authority and as per the said annual return filed by the Company on
16.01.2025 with the prescribed Authority, no complaints related to sexual harassment
were raised in the calendar year 2024. Accordingly, the details required as per Rule
8(5)(x) are given below:-

a. Number of sexual-harassment complaints received during the FY 2024-25 - NIL

b. Number of complaints disposed of during the FY 2024-25 - NIL

c. Number of complaints pending as on end of the FY 2024-25 - NIL

d. Pending complaints exceeding 90 days during the FY 2024-25 - NIL

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR UNDER
REVIEW ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL
YEAR

There are no applications or proceedings under Insolvency and Bankruptcy Code,
2016 in relation to the Company and therefore, information as required under Rule
8(5)(xi) of the Companies (Accounts) Rules, 2014 for the year under review is Nil.

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 THEREOF

There was no one time settlement with any Bank or Financial Institution by the
Company during the year under review and as such, information required under Rule
8(5)(xii) of the Companies (Accounts) Rules, 2014 is Nil.

STATEMENT ON COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

Pursuant to Clause (xiii) of sub-rule (5) of Rule 8 of the Companies (Accounts) Rules,
2014, the Board of Directors hereby confirms that the Company has complied with the
provisions of the Maternity Benefit Act, 1961 during the year under review, including
the provision of creche facility at the prescribed locations, where applicable. The
Company has taken adequate measures to ensure a safe and supportive working
environment for women employees in accordance with the aforesaid Act.

DECLARATIONS ON COMPLIANCE WITH CODE OF CONDUCT BY DIRECTORS
AND THE SENIOR MANAGEMENT PERSONNEL

The Annual Report of the Company contains a Declaration by the Managing Director
in terms of Para D of Schedule V to the Listing Regulations on the declarations
received from the Directors and the Senior Management personnel affirming
compliance with the Code applicable to them during the year ended March 31, 2025.
This Declaration has been given as Annexure D-8 to this Report.

REVIEW OF LEGAL COMPLIANCE REPORTS

During the year under review, the Board periodically reviewed compliance reports with
respect to the various laws applicable to the Company, as prepared and placed before
it by the Management.

MAXIMUM TENURE OF INDEPENDENT DIRECTORS

The maximum tenure of independent directors is in accordance with the Companies
Act, 2013 and Regulation 25(2) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The maximum tenure in one term of appointment
of an Independent Director does not exceed 5 years and for two terms put together
does not exceed 10 years in the Company.

SHARE CAPITAL

a. ISSUE OF SHARES WITH DIFFERENTIAL RIGHTS

The Company has not issued any shares with Differential Rights during the year
under review.

b. ISSUE OF SWEAT EQUITY SHARE

The Company has not issued any Sweat Equity shares or Employee Stock Options
during the year under review.

The Authorized Equity Share Capital of the Company as on 31 st March, 2025 was Rs.
10,50,00,000 /- (Rupees Ten Crore Fifty Lakhs only) and paid up Equity share capital
was Rs. 3,08,40,000/- (Rupees Three Crores Eight Lakhs Forty Thousand Only).

Further there was no buy back of its own shares by the Company.

EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS

The Board of Directors of Paul Merchants Finance Private Limited ("PMFPL”), a
material wholly owned subsidiary of the Company, in its meeting held on 7^th February,
2025, had approved the proposal of transfer by way of slump sale of its business of
advancing loans against the security of gold to customers in India ("Gold Loan

Business”) to L&T Finance Limited, a non-banking financial company (“Acquirer”),
together with the assets, liabilities, employees, rights, obligations, Contracts, goodwill
of the Gold Loan Business of PMFPL but excluding its brand name (“Gold Loan
Business Undertaking”), on a Going Concern basis, consequent upon a decision of
PMFPL to exit the line of Gold Loan Business completely. In this regard, a Business
Transfer Agreement (BTA) had been executed between PMFPL, the Acquirer, the
Company Paul Merchants Limited and Promoters of PMFPL Mr. Sat Paul Bansal and
Mr. Rajneesh Bansal, for a Lump sum purchase consideration of INR 537,00,00,000
(Indian Rupees Five Hundred Thirty Seven Crores Only), based on Audited Financial
Statements of PMFPL as on 31.03.2024, which were to be adjusted on the date of
closing of the Proposed Transaction, as per the terms and in the manner determined
in the BTA (“Proposed Transaction”).

The said transaction has been successfully completed on June 9, 2025, in accordance
with the terms of the BTA executed among PMFPL, L&T Finance Limited (“the
Acquirer”), Paul Merchants Limited, and the Promoters of PMFPL.

As part of the completion of the transaction:

• The entire Gold Loan Business Undertaking of PMFPL, including assets,
liabilities, employees, rights, obligations, contracts and goodwill (excluding the
brand name), were transferred on a going concern basis to the Acquirer.

• The lump sum purchase consideration, adjusted by the First Tranche
Adjustment in terms of the BTA, came to INR 660,64,47,302/- (Rupees Six
Hundred Sixty Crores Sixty Four Lakhs Forty Seven Thousand Three Hundred
and Two Only), which was duly paid by the Acquirer to PMFPL. The Second
Tranche consideration shall be received by PMFPL in due course, as per the
terms of the BTA.

Further, the Company acquired 2,25,00,000 (Two Crores Twenty Five Lakhs) Equity
Shares from M/s PML Realtors Private Limited (“PRPL”), Wholly Owned Subsidiary of
the Company on Rights Issue basis at a price of ?11.00/- each (including premium of
?1.00/- each) aggregating to ?24,75,00,000/- (Rupees Twenty Four Crores Seventy
Five Lakhs Only) on 25/06/2025. Pursuant to the said acquisition, there was no change
in the existing stake of the Company in the said WOS.

There are no other events to be reported under this head.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate
Governance and is in compliance with the Corporate Governance Regulations as laid
out in the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015. As required under Regulation 34 (3) read with Part
C of Schedule V to the Securities & Exchange Board of India (Listing Obligations and

Disclosure Requirements) Regulations, 2015, a Report on Corporate Governance is
annexed herewith as Annexure D-9 and forms a part of this Report.

A Compliance Certificate from Mr. Kanwaljit Singh Thanewal, a Company Secretary
in practice having CP no. 5870, confirming compliance with the conditions of
Corporate Governance by the Company is also annexed to this Report as Annexure
D-10 as required under Part E of Schedule V to the Securities And Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

BUSINESS RESPONSIBILITY REPORT

Regulation 34 (2) (f) of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 is not applicable to the Company
because the Company is not among top 1000 listed entities based on market
capitalization as on 31-03-2025.

MANAGEMENT DISCUSSION & ANALYSIS REPORT:

Management Discussion & Analysis Report for the year under review, as stipulated
under Part B of Schedule V to the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 is presented in a
separate section as Annexure D-3, forming part of this Report.

PARTICULARS OF REMUNERATION OF DIRECTORS/ KMPs/EMPLOYEES:-

Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rule 5(1), 5 (2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure D-
11 which forms part of this report.

DETAILS OF COMMISSION RECEIVED BY MANAGING DIRECTOR OR WHOLE
TIME DIRECTOR

No amount has been paid to Mr. Rajneesh Bansal, Managing Director of the Company,
as commission for the Financial Year 2024-25.

Further, no managing or whole-time director of the company, who is in receipt of
Commission from the Company Paul Merchants Limited is receiving any remuneration
or commission from any subsidiary company of Paul Merchants Limited and the
Company has no holding company. As such, information required in terms of Section
as 197(14) of the Companies Act, 2013 is NIL.

CONSOLIDATED FINANCIAL STATEMENTS

Your Directors have pleasure in enclosing the Consolidated Financial Statements of
Paul Merchants Limited consolidating the financials of its Wholly Owned Subsidiary
Companies Paul Merchants Finance (Pvt) Ltd, PML Realtors (Pvt) Ltd. and Paul
Infotech (Pvt) Ltd, as required by Section 129(3) of the Companies Act, 2013 (Act) and

Listing Regulations. The said Consolidated Financial Statements are prepared in
accordance with the applicable Indian Accounting Standards.

INDIAN ACCOUNTING STANDARDS, 2015

The annexed financial statements for the Financial Year under review and
corresponding figures for the previous Financial Year comply in all material aspects
with Indian Accounting Standards (Ind AS) notified under Section 133 of the
Companies Act, 2013 (the Act) [Companies (Indian Accounting Standards) Rules,
2015] and other relevant provisions of the Act.

AUDIT COMMITTEE

Your Directors wish to inform that in Compliance with Section 177 of the Companies
Act, 2013 and Regulation 18 of Securities & Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, an Audit Committee of
the Board is duly constituted. The Audit Committee as on March 31, 2025 comprises
of the following Independent Directors:-

Details of the Audit Committee have been given separately in the Corporate
Governance report, which is annexed herewith as Annexure D-9. Further, all
recommendations of Audit Committee were accepted by the Board of Directors.

NOMINATION & REMUNERATION COMMITTEE

In terms of Regulation 19 of Securities & Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and pursuant to the provisions of
Section 178 (1) of the Companies Act, 2013, Nomination & Remuneration Committee
of the Board is duly constituted. As on March 31, 2025 the Committee comprised of
the following Directors:-

The details of Remuneration Policy and further details of this Committee are furnished
in the Report on Corporate Governance, which is annexed as Annexure D-9 to this
report.

In terms of Regulation 20 of Securities & Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and pursuant to the provisions of
Section 178 (5) of the Companies Act, 2013, the Stakeholders Relationship Committee
of the Board is duly constituted. As on March 31, 2025 the Committee comprised of
the following Directors:-

Other details of the Committee have been given separately in the Corporate
Governance report, which is annexed herewith as Annexure D-9.

CHANGE IN CAPITAL STRUCTURE AND LISTING OF SHARES

There is no change in the Capital Structure of the Company during the year under
review. The Shares of the Company are listed and traded at BSE Ltd under scrip code
539113.

VIGIL MECHANISM

The Company has established a Vigil Mechanism cum Whistle Blower Policy in terms
of Section 177 (10) of the Companies Act, 2013 and also in terms of Regulation 4 (2)
(d) and Regulation 22 of Listing Regulations. The details of the said Vigil Mechanism
cum Whistle Blower Policy is given in the Corporate Governance Section, which is
appended to this Report as Annexure D-9. The Vigil Mechanism cum Whistle Blower
Policy is also available on the Company’s website under weblink
https://www.paulmerchants.net/paulmerchants/wp-content/uploads/2024/08/Vigil-
Mechanism-Policy-13.08.2024.pdf

COMMITTEES OF BOARD

Pursuant to requirement under Companies Act, 2013 and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the Board of Directors has
constituted various Committees of Board such as Executive Committee, Audit
Committee, Nomination & Remuneration Committee, Stakeholders Relationship
Committee and Corporate Social Responsibility Committee. Further, though not
covered under Regulation 21(5) of Listing Regulations, the Company has voluntarily
constituted a Risk Management Committee, comprising Members of the Board and
Senior Management Team of the Company as its members. The details of composition
and terms of reference of these Committees are mentioned in the Corporate
Governance Report.

Relations between the Management and the employees at all levels have been cordial
and the Directors wish to express their appreciation for the cooperation and dedication
of the employees of the Company.

HUMAN RESOURCES DEVELOPMENT

The Company remains a frontrunner in talent cultivation, consistently adopting
forward-thinking systems and cutting-edge processes to keep its human capital ahead
of the curve in an increasingly technology-driven landscape. Its steadfast commitment
to leadership development across all levels underscores a strategic focus on shaping
employees into empowered managers whose growth aligns seamlessly with the
Company’s long-term expansion goals. Recognizing that its greatest asset is the
dedication and capability of its people, the Company places human resources at the
core of its business strategy, leveraging their indispensable role across every
operational dimension. A key differentiator lies in the Company’s ability to position its
workforce as strategic partners, closely attuned to the evolving aspirations and
challenges of the organization. With rising customer expectations and bold growth
targets, building a proactive, agile, and highly motivated team has become paramount
to driving the Company's vision forward.

As of 31-03-2025, the Company has a dedicated team of 351 individuals on its rolls.
COMPLIANCE

The company has devised proper systems to ensure compliance of all laws applicable
to the company and the compliance reports issued by the Departmental Heads along
with the report of the Company Secretary under Section 205 of the Companies Act,
2013 are placed before the Board every Quarter confirming compliance by the
Company with all applicable Laws. In addition, the Internal Audit and Concurrent Audit
helps the Company gauge its levels of Compliance on ongoing basis and to take
corrective steps, wherever needed.

COMPLIANCE WITH LISTING REGULATIONS-

The equity shares of the company are listed on BSE Ltd (BSE). The Company has in
place the following Policies as required under Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015:¬

1. ‘Policy for Preservation of Documents’ under Regulation 9 of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

2. ‘Archival Policy’ under Regulation 30 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The web link of ‘Archival Policy’ is

https://www.paulmerchants.net/paulmerchants/wp-

content/uploads/2022/08/POLICY-ON-ARCHIVAL-OF-RECORDS.pdf

3. ‘Policy on Criteria for determining Materiality of events/information’ under
Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The web link of the ‘Policy on determining of Materiality’ is
https://www.paulmerchants.net/paulmerchants/wp-
content/uploads/2025/04/Materiality-Policy.pdf

The Company has already paid listing fees for the Financial Year 2025-26 to BSE Ltd.
and has also paid the Annual Custodial fee for the Financial Year 2025-26 to the
Depositories. The said Fees for the Financial Year 2024-25 were also paid duly within
time.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company is in compliance with the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India and approved by the Central Government
under Section 118(10) of the Act.

INSIDER TRADING:

The Board of Directors of the Company have adopted the Code of Practices and
Procedures for Fair Disclosure of Unpublished Price Sensitive Information. The said
Code has been posted on the Website of the Company www.paulmerchants.net.
Further, the Board has also adopted the Code of Conduct to Regulate, Monitor and
Report of Trading by Designated Persons and Their Immediate Relatives in
accordance with the requirements of the SEBI (Prohibition of Insider Trading)
Regulations, 2015. The Insider trading Code of the company lays down guidelines and
procedures to be followed and disclosures to be made while dealing with shares of the
Company, as well as the consequences of violation. The said codes were duly
adhered to during the year under review.

CEO/CFO CERTIFICATION

In accordance with the Regulation 17 (8) read with Part B of Schedule II to the
Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 pertaining to corporate governance norms, Mr.
Rajneesh Bansal, Managing Director and Ms. Sakshi, Chief Financial Officer (CFO),
have issued a certificate as per the said Regulation for the year ended March 31,2025.
As the Company has no post of Chief Executive Officer (CEO), the said Certificate has
been issued and signed by the Managing Director along with CFO of the Company.
The said certificate forms an integral part of this Report, annexed as Annexure D-13.
The certificate has been reviewed by the Audit Committee and taken on record by the
Board of Directors of the Company.

The Company’s equity shares are in compulsory Demat mode in terms of SEBI
Guidelines. This has been facilitated through arrangement with NSDL and CDSL.
100% issued shares of the Company are in dematerialized form as on 31/03/2025.
M/s Alankit Assignments Limited, New Delhi is acting as the Registrar and Share
Transfer Agents for this purpose and acts as common agency and all activities in
relation to share transfer facility are maintained by them in terms of Regulation 7 (2)
of Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

Members are requested to note that, dividends if not encashed for a period of 7 years
from the date of transfer to Unpaid Dividend Account of the Company, are liable to be
transferred to the Investor Education and Protection Fund (“IEPF”). Further, all the
shares in respect of which dividend has remained unclaimed for 7 consecutive years
or more from the date of transfer to unpaid dividend account shall also be transferred
to IEPF Authority. In view of this, Members are requested to claim their dividends from
the Company, within the stipulated timeline. Your Company did not have any funds
lying unpaid or unclaimed for a period of seven years as on 31-03-2025. Therefore
there were no funds which were required to be transferred to Investor Education and
Protection Fund (IEPF).

The Company had declared dividend for the FY 2019-20 and there is some amount of
dividend lying unpaid as on 31/03/2025, information of which has been posted on the
website of the Company www.paulmerchants.net. Pursuant to the provisions of the
Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and
Refund) Rules, 2016, the Company shall make requisite compliances for the said
unpaid dividend at the appropriate time.

FINANCIAL STATEMENTS

Annual Report 2024-25 of the Company containing Standalone as well as
Consolidated Balance Sheet, Statement of Profit & Loss, Cash Flow Statement, other
statements and notes thereto, prepared as per the requirements of Schedule III to the
Companies Act, 2013, Directors’ Report (including Management Discussion and
Analysis Report and Corporate Governance Report) is being sent via email to all
shareholders who have registered their email address(es) with the
Depositories/Company. Full version of Annual Report 2024-25 is also available for
inspection at the Registered office of the Company during working hours up to the date
of ensuing Annual General Meeting (AGM). It shall also be available at the Company's
website www.paulmerchants.net, on the website of the Stock Exchange i.e. BSE
Limited at www.bseindia.com and on the website of CDSL (agency for providing the
Remote e-Voting facility and e-voting system during the AGM/EGM)
www.evotingindia.com. The Notice of the AGM shall also be available at the website
of CDSL www.evotingindia.com.

ACKNOWLEDGEMENT

Your Directors wish to express their sincere appreciation to valued Clients, Reserve
Bank of India, BSE Ltd., Bankers, Government Agencies and Employees of the
company for their continued support & co-operation.

For & On Behalf of the Board For & On Behalf of the Board

Sd/- Sd/-

(RAJNEESH BANSAL) (RITESH VAID)

MANAGING DIRECTOR WHOLE TIME DIRECTOR

(DIN 00077230) (DIN 09433856)

PLACE: CHANDIGARH
Date: August 13, 2025