The Directors of your Company with enormous pleasure, presenting the 24th Annual Report together with the Audited Financial Statements and the Auditors’ Report of your Company for the Financial Year ended on 31st March 2024. The summarized financial performance for the year ended 31st March 2024 is as follows:

FINANCIAL PERFORMANCE

(Rs. In Lacs exceDt EPS1

OPERATION

During the current Financial Year, the Company has achieved a turnover of Rs.24,025.85 Lacs as against the turnover of Rs 43,334.78 Lacs in the previous year. The Net Profit of the company is Rs. 1,296.80 Lacs in the current year as against the profit of Rs.2,319.90 Lacs in the previous year.

DIVIDEND & BONUS

Your directors have not recommended any dividend for the financial year 2023-24.

RESERVES

Details stated in the financial part of the Annual Report.

CHANGE IN NATURE OF BUSINESS, IF ANY

During the Financial Year under review, there was no change in the business of the Company or in business carried by the Company.

FIXED DEPOSITS

The Company has not accepted any Fixed Deposits during the year under review.

KEY DEVELOPMENTS

a) Tiger Logistics Launched its Digital Freight Platform “FreightJar”

Tiger Logistics (India) Ltd., a leading third-party logistics company with expertise in international cargo and project logistics, has launched its digital product “FreightJar”.

FreightJar is a digital logistics platform which aims to streamline freight booking and management in international logistics. The platform's intuitive interface and comprehensive features have been designed to enhance operational efficiency, enabling exporters and importers to manage their shipping requirements more efficiently.

FreightJar enables users to access real-time freight rates, book freight instantly, automate documentation, and track shipments for improved accessibility, visibility, and transparency in their supply chains.

FreightJar represents a significant leap forward in the digitization of logistics operations, enabling businesses to streamline their freight booking and management processes, and providing access to supply chain financing options to support business growth.

b) Stock Split

During the period under review, the Board of Directors of your Company approved, the sub-division/ split of equity shares of your Company, such that 1 (one) equity share having face value of ?10.00 (Rupees Ten only) each, fully paid-up, was sub-divided into 10 (ten) equity shares having face value of ?1.00 (Rupee One only) each, fully paid-up.

Further, the members vide resolution passed by way of postal ballot on 10th February 2024 approved the said sub-division/ split of equity shares and consequential alteration in the existing Capital Clause of the Memorandum of Association (MOA) of your Company.

After the requisite approvals of the Stock Exchange i.e. BSE and the depositories i.e. NSDL and CDSL, new ISIN (INE906001029) was allotted to your Company.

The effect of change in face value of the share was reflected on the share price at the Stock Exchange where your Company is listed (BSE) effective from 4th March 2024 i.e. record date for the purpose of sub-division/ split of equity shares of your Company.

As a result of the sub-division/ split of equity shares of your Company, it has become more affordable and encouraged participation of investors at large.

Accordingly, the capital structure of your Company post sub-division/ split of equity shares is as follows:

c) Launch of TiGreen

Your Company has announced its strategic plan towards setting up a dedicated vertical - ‘TiGreen’ which will be focusing on strengthening its presence in the global trade of sustainable & renewable energy, by providing tailor-made international logistics solutions, primarily for solar power and electric mobility segment.

The scope of this dedicated vertical is in alignment with the Indian government's initiatives towards promoting sustainable and renewable energy such as PM Surya Ghar scheme, which is expected to increase imports of solar cells, modules, or associated components. In 2023, Tiger Logistics strengthened its network in Cambodia, Malaysia, Vietnam, Thailand and Hong Kong which are emerging alternate destinations for the import of Solar Module Panels in India.

The specialised vertical, TiGreen will leverage Tiger Logistics' extensive expertise to streamline the transportation and distribution processes for solar components, and Electric Vehicles across the country and worldwide. To lead this vertical, Tiger Logistics will be hiring across multiple positions, including ‘Global Head, TiGreen’ who will spearhead the vertical, and further add strategic direction to Tiger Logistics ambitions in ‘Green Logistics’.

STOCK EXCHANGE & LISTING FEES

The Company’s Equity Shares at present are listed at BSE Ltd., Mumbai. It may be noted that there are no payments outstanding to the Stock Exchange by way of listing fees, etc.

BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

As of 31st March, 2024, the Board of Directors of the Company comprises two executive, one non-executive non-independent woman director and three non- executive Independent directors in accordance with the terms of the SEBI (LODR) Regulations, 2015 and the Companies Act, 2013 (the Act).

Independent Directors have submitted a declaration that each of them meets the criteria of independence as provided in Section 149(6) of the Act and there has been no change in the circumstances which may affect their status as independent director during the year.

In accordance with the provisions of Section 152 of the Act, read with rules made thereunder and Articles of Association of the Company, Mrs. Surjeet Kaur Malhotra (DIN-03094598) is liable to retire by rotation at the ensuing AGM and being eligible offers herself for reappointment.

AUDIT COMMITTEE

The details pertaining to the Composition of Audit Committee is included in the Corporate Governance report, which forms part of this Report.

NOMINATION AND REMUNERATION COMMITTEE

The details pertaining to the composition of Nomination and Remuneration Committee is included in the Corporate Governance Report, which forms part of this report.

STAKEHOLDER RELATIONSHIP COMMITTEE

The details pertaining to the composition of Stakeholder Relationship Committee is included in the Corporate Governance Report, which forms part of this report.

The details pertaining to the composition of Corporate Social Responsibility Committee is included in the Annexure II of Director’s Report, which forms part of this report.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report for the year under review, as stipulated under the SEBI Listing Regulations, is presented in a section forming part of this Annual Report.

INTERNAL AUDITORS

M/s Amit & Nitin, Chartered Accountants, are the Internal Auditors of the Company and they have submitted the Internal Auditors Report as per the requirement of the Act. M/s Amit & Nitin, Chartered Accountants were already appointed for the purpose of Internal Audit for the Financial Year 2023-24.

POLICY ON DIRECTORS’APPOINTMENT AND REMUNERATION

The Company’s Policy on Directors’ appointment and remuneration and other matters (Remuneration Policy) provided in Section 178(3) of the Act is available on the website of the Company at www.tigerlogistics.in. We affirm that the remuneration paid to the Directors is as per the terms laid out in the said Remuneration Policy.

INSURANCE

Your Company has taken appropriate insurance for all assets against foreseeable perils. STATUTORY AUDITORS & AUDITORS’ REPORT

At the 22nd Annual General Meeting of the Company, the Members approved the appointment of M/s Garg Agrawal & Agrawal, Chartered Accountants (Firm Registration No. 016137N) as the Statutory Auditors of the Company, to hold office for a period of 5 (five) years from the conclusion of 22nd Annual General Meeting of the Company till the conclusion of the 27th Annual General Meeting of the Company, in terms of the applicable provisions of Section 139(1) of the Act read with the Companies (Audit and Auditors) Rules, 2014.

Independent Auditor’s Report for the financial year 2023-2024 is submitted by Garg Agrawal & Agrawal, Chartered Accountants. The Notes to the financial statements referred in the Auditor’s Report are self-explanatory. The Auditor’s Report is enclosed with the financial statements forming part of this Annual Report.

SECRETARIAL AUDIT REPORT

Pursuant to the provisions of Section 204 of the Act, and the rules made thereunder, the Company has appointed M/s AMJ & Associates, Company Secretaries to undertake the Secretarial Audit of the Company. Secretarial Audit Reports for FY 2023-24 of the Company is annexed, which forms part of this report as Annexure-V. There is one observation pertaining to return not filed under carraige by Road Act, 2007 and carraige by Road Rules, 2011. Board hereby clarify that due to impracticability to compile data related to the return to be filed under the said Act ,we did not submit the required return as the data of return is applicable for core transportation businesses having trucks in their kitty.

SECRETARIAL AUDITORS

Mr. Manoj Kumar Jain of M/s AMJ & Associates, Practicing Company Secretaries, is the Secretarial Auditor of the Company and they have submitted the Secretarial Audit Report (in Annexure-V) as per the requirement of the Act. M/s AMJ & Associates were already appointed for the purpose of conducting Secretarial Audit for the financial year 2023-24.

AUDITOR REPORT & SECRETARIAL AUDIT REPORT

The observations of the auditors made in their report are self-explanatory and therefore, in the opinion of your directors, do not call for further comments, which forms a part of this annual report.

INDEPENDENT DIRECTORS’ DECLARATION

The Independent Directors have confirmed and declared that they are not disqualified to act as an Independent Director in compliance with the provisions of Section 149 of the Companies Act, 2013 and the Board is also of the opinion that the Independent Directors fulfil all the conditions specified in the Companies Act, 2013 making them eligible to act as Independent Directors.

PARTICULARS OF EMPLOYEES

There is no employee during the year under review, whose particulars are required to be given pursuant to Section 197 of the Companies Act, 2013 read with the Rule 5 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other applicable section, if any Except Mr. Harpreet Singh Malhotra, Managing Director of the Company who draw a salary of Rs. 1.08 Cr. for the year ended 2023-24. Mr. Harpreet Singh Malhotra (aged 52) is having experience of more than 24 years and associated with our company as a promoter from the year 2000.

In terms of Section 136 of the Companies Act, 2013, the Report and Accounts are being sent to all shareholders of the Company, excluding the aforesaid information. Any shareholders interested in obtaining such particulars may write to the Company Secretary at csvishal@tigerlogistics.in before seven days of Annual General Meeting.

INSIDER TRADING REGULATIONS

Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the code of conduct for prohibition of insider trading, as approved by the Company. The Company has also adopted the concept of Trading Window Closure, to prevent its Directors, Officers, designated employees and other employees from trading in the securities of the Company at the time when there is unpublished price sensitive information. The Board has appointed Mr. Vishal Saurav Gupta, Company Secretary as the Compliance Officer under the Code.

EVALUATION OF THE BOARD’S PERFORMANCE

In compliance with the Companies Act, 2013 and Regulation 17(10) of SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, the performance evaluation of the Board was carried out during the year under review. Kindly refer the point mentioned in the report of corporate governance, which forms an integral part of this annual report.

INTERNAL CONTROL AND INTERNAL AUDIT

The Company has in place adequate systems of Internal Control to ensure compliance with policies and procedures. The Company has a system of carrying out internal audit, covering all business processes to review the internal control systems. The internal control system and mechanism is reviewed periodically by the Audit Committee to make it robust to meet the challenges of the business.

SUBSIDIARY

The Company has no subsidiary company.

VIGIL MECHANISM

The Company has a vigil mechanism in place named as “Whistle Blower Policy” to report concerns to the management about unethical behaviour, actual or suspected fraud or violation of the Codes of conduct. The details of the Whistle Blower Policy are explained in the Corporate Governance Report and posted on the website of the Company i.e. www.tigerlogistics.in.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 134(3)(a) of the Act, the draft annual return as on 31st March 2024, prepared in accordance with Section 92(3) of the Act, is made available on the website of the Company and can be assessed using the link www.tigerlogistics.in.

SECRETARIAL STANDARDS ISSUED BY THE COMPANY SECRETRAIES OF INDIA (ICSI)

The Company is following applicable Secretarial Standards during the financial year 2023-24. CREDIT RATING

During the year under review, M/s Informerics Valuation and Rating Private Limited vide its letter dated February 16th, 2024, has revised the ratings to your Company for Long term & short-term Bank Facilities from IVR BBB / Stable (IVR Triple B Plus with Stable outlook) & IVR A2 to IVR BBB / Negative (IVR Triple B Plus with Negative outlook) & IVR A2. However, currently (as on the drafting time of this annual report) M/s Informerics Valuation and Rating Private Limited is in the process of assigning new rating on the basis of financial results .

Your management will give separate disclosure to disclose the ratings.

RELATED PARTY TRANSACTIONS

None of the transactions with the related parties falls under the scope of section 188 (1) of the Act. All contracts/ arrangements/ transaction entered by the Company during the financial year with related parties in the ordinary course of business and on arm’s length price basis. During the year, the Company has not entered any contracts/ arrangements/ transactions with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

Information on transactions with related parties pursuant to section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 and the same forms part of this report.

RISK MANAGEMENT POLICY

The Board of Directors has put in place a Risk Management policy for the Company, which includes industry risks, quality risks, project risks and financial/ interest rate / liquidity risks and the structure, infrastructure, processes, awareness and risk assessment / minimization procedures. The elements

of the risk, which in severe form can threaten Company’s existence, have been identified by the Board of Directors to mitigate the same.

HEADCOUNT-HUMAN RESOURCE DEVELOPMENT

The total number head count as on 31st March 2024 was 189 as against 172 as on 31st March 2023.

BOARD MEETINGS

During the Financial Year 2023-24, six board meetings were convened and held, rest of the details of which are given in the Corporate Governance Report. The intervening gap between the Meetings was within the period stipulated under the Companies Act, 2013.

DIRECTORS’ RESPONSIBILITY STATEMENT

In terms of Section 134 (3) (C) read with Section 134 (5) of the Companies Act, 2013 the Directors hereby 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, if any;

b) that the accounting policies selected and applied are consistent and the judgments and estimates made 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 financial year and of the profit and loss of the Company for that period;

c) that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

d) that the Annual Accounts for the year ended 31st March, 2024 have been prepared on a going concern basis.

e) that 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) that the directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were adequate and operating effectively.

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

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have furnished considering the nature of activities undertaken by the company during the year under review (Report “Annexure I” is annexed herewith).

REPORT ON CORPORATE GOVERNANCE

As per Listing Regulations and Agreement with the Stock Exchanges, a detailed report on corporate governance practices followed by the Company together with the certificate from the Practicing Company Secretary confirming compliance, forms part of this report.

The Brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiative undertaken by the company on CSR activities during the year are set out in the Annexure II of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.

POLICY TO PREVENT SEXUAL HARASSMENT AT WORKPLACE

Your Company is committed to creating and maintaining an atmosphere in which employees can work together without fear of sexual harassment, exploitation, or intimidation. As required under the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (Act), your Company has an Internal Complaints Committee. No complaints were received by the committee during the year under review. Since the number of complaints filed during the year was NIL, the Committee prepared a NIL complaints report.

PARTICULARS OF LOANS AND GURANTEES AND INVESTMENTS UNDER SECTION 186.

The particulars of loans, guarantees and investments have been disclosed in the financial statements. Which forms an integral Part of this annual report.

MATERIAL DISCLOSURES UNDER THE COMPANIES ACT, 2013

These material changes and commitments which affects the financial position of the Company occurred between the end of financial year of the Company and date of this report are given below:

• Mr. Susanta Kumar Panda (DIN: 07917003) has been appointed as an Independent Director of the Company w.e.f. 1st April, 2024.

• The Company has received a positive ruling in its favour. Vide Order-in-Original dated 18.11.2021, the Commissioner, CX & GST, Delhi East, confirmed a demand of Service Tax amounting to ?5,65,06,356/- in respect of the markup/differential freight in the sale of space for export cargo, container detention charges, toll tax and other services provided. On ROM Application filed against the above order, vide Order-in-Original dated 19.10.2022, the Commissioner accepted the fact of an amount of ?2,64,78,835/- having already been paid towards the Service Tax on services provided and ordered for appropriation of the same against the demand confirmed. Vide Final Order dated 12.07.2023, CESTAT set aside the demand of service tax on the markup/differential freight, container detention charges and toll tax. However, the issue of-quantification of the demand for service tax on the services provided on account of non-consideration by the Commissioner of the abatement claimed was remanded by CESTAT to the Commissioner. Now vide Order-in-Original dated 27.03.2024, the Commissioner has accepted the company’s claim for abatement and re-quantified the demand of service tax to the amount which was already paid.

• Mrs. Benu Malhotra has resigned from the post of Chief Financial Officer (CFO) w.e.f. 24th April 2024.

• Mr. Madhusudan Jhunjhunwala has been appointed as Chief Financial Officer (CFO) w.e.f. 24th April 2024.

• Company has announced the launch of FreightJar 2.0. This major upgrade to our proprietary freight booking and management platform will enable businesses of all sizes to handle their import shipments, including FCL (Full Container Load), LCL (Less than Container Load), and Air Freight,

with enhanced ease and efficiency. This is in addition to our existing capabilities for FCL exports.

• M/s Informerics Valuation and Rating Private Limited is in the process of assigning a new rating based on financial results for the year ended 31st March 2024.

• The Company has been certified as a Great Place To Work® in India for the period July 2024 to July 2025. Following a rigorous evaluation by the Great Place to Work Institute, 96% of the employees rated Tiger Logistics as an excellent workplace, highlighting the strengths in diversity, fairness, pride, inclusivity, and credible management.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

The Company has received a follow up favourable order from CESTAT, in view of the demand raised on Mark Up of ocean freight by service tax department which was declared by it as contingent liability. CESTAT vide order no. 50868-50870/2023 has set aside the demand against the same.

AWARDS & RECOGNITION

FreightJar, the proprietary digital freight booking and management platform of the company has been recognized as the Digital Startup of the Year at the prestigious Northern India Multimodal & Logistics Awards 2024, concurrent with Conquest 2024. The award ceremony took place at The Lalit, New Delhi in the presence of eminent personalities from the logistics and supply chain industry and senior government representatives.

ANNEXURES FORMING PART OF DIRECTOR’S REPORT

The Annexures referred to in this Report and other information which are required to be disclosed are annexed herewith and form a part of this Report:

ACKNOWLEDGEMENT

Your directors wish to place on record their sincere appreciation for the continued support and cooperation extended to the Company by its bankers, customers, vendors, suppliers, dealers, investors, business associates, all the stakeholders, shareholders, debenture holders and various departments of the State and the Central Government.

Your directors appreciate and value the contribution made by every member of the Tiger family.

By order of the Board For Tiger Logistics (India) Limited

Sd/-

Harpreet Singh Malhotra Chairman cum Managing Director

DIN: 00147977

Place: New Delhi Address: D-174, Ground Floor, Okhla Industrial

Date: 06-08-2024 Area, Phase-1, New Delhi -110020.