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AVG Logistics Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 272.73 Cr. P/BV 1.26 Book Value (Rs.) 143.59
52 Week High/Low (Rs.) 425/157 FV/ML 10/1 P/E(X) 12.79
Bookclosure 23/09/2025 EPS (Rs.) 14.16 Div Yield (%) 0.00
Year End :2025-03 

Your Directors have the pleasure in presenting the 16th Annual Report on the business and operations of the Company
along with the Audited Financial Statements (Standalone and Consolidated) of the Company for the financial year ended
March 31,2025.

Particulars

Standalone

Consolidated

31st March, 2025

31st March 2024

31st March, 2025

31st March 2024

Income

Revenue from operations

55,081.39

47,976.20

55,151.77

47,988.86

Other Income

284.19

1,118.37

284.25

1,118.37

55,365.58

49,094.57

55,436.02

49,107.23

Expenses

Operating Expenses

39,307.80

34014.80

39306.60

34013.30

Employee Benefit Expense

2,263.68

1692.06

2291.49

1706.90

Finance Costs

2,581.16

2810.31

2585.08

2810.31

Depreciation and Amortization Expense

4,316.78

3833.97

4338.78

3838.69

Other Expenses

3,983.02

3885.23

3996.62

3894.98

Total Expenses

52,452.44

46236.36

52518.57

46264.18

Profit before exceptional and extraordinary
items and tax

2,913.14

2858.21

2917.45

2843.05

Share of Loss/Profit from Associate

-

1423.21

(0.08)

1394.28

Profit before tax

2,913.14

4281.42

2917.37

4237.33

Tax expense:

(1) Current tax

603.36

664.89

603.36

664.89

(2) Adjustment for earlier years

0

0

0

0

(3) Deferred Tax

182.27

344.14

181.30

346.33

Profit for the year

2,127.51

3272.39

2132.71

3226.11

Share of profit/ (loss) from associate

-

-

(0.08)

(34.00)

Share of profit /(loss) from enterprise

-

-

(0.03)

Profit for the period

2,127.51

3272.39

2132.71

3192.08

Earning per equity share (nominal value
of Share
' 10 (P.Y. ' 10)

(1) Basic & Diluted

14.97

27.34

15.01

26.66

1. Operations and State of Affairs of the
Company

Your Company focus is to provide timely and
satisfactory service to its clients, resulting thereby
expanding successfully its business across the country.

Your Board of Directors are delighted to inform you
that with a view to give meaning to its expansion plan,
the Company has been making constant efforts for

developing requisite infrastructure as well as utilizing
advance means of technology for exercising better and
effective control on its operation as well as movements
of its fleet. Revenue of the Company for the financial
year 2024-25 stands at
' 55081.39 Lakhs in comparison
to
' 47976.20 Lakhs in 2024-25 and the Profit after tax
for the year 2024-25 stands at
' 2,172.51 Lakhs as
compared to
' 3272.39 Lakhs in financial year 2023-24.
The profit of the Company for the Financial year 203-24
included one time income of
' 1423.21 Lakhs.

2. Consolidated Financial Statements

Pursuant to Section 129(3) of the Companies Act,
2013, the Consolidated Financial Statements of the
Company prepared in accordance with Section 133
of the Companies Act, 2013 read with Rule 7 of the
Companies (Accounts) Rules, 2014 and as stipulated
under Regulation 33 of the Listing Regulations, as well
as in accordance with the Indian Accounting Standards
notified under the Companies (Indian Accounting
Standards) Rules, 2015 Indian Accounting Standard 110
on Consolidated Financial Statements are provided in
the Annual Report.

3. Subsidiary/ Joint Ventures/ Associate
Companies

As of 31 March 2025, the Company have 2 subsidiary
and 2 associates:-

SUBSIDIARIES:-

1. Name of Subsidiary

Galaxy Packers and
Movers Private Limited

Share capital

INR 5 Lakhs

% of shareholding

100%

2. Name of Subsidiary

AVG Sunil Liquid Logistics
Private Limited

Share capital

INR 10 Lakhs

% of shareholding

51%

ASSOCIATES--

Name of
Associate

NDRAVG
Logistics LLP

Kaizen Logistics

Amount of
investment

INR 1.5 Lakhs

INR 49.43 Lakh

% of Holding

30%

99%

• AVG Sunil Liquid Logistics Private Limited cease to
be a subsidiary of the company on May 30, 2025.

• NDRAVG Business Park Private Limited cease to
be associate of the Company during the period
under review.

Salient features of the financial statement of
Subsidiaries/associate companies/joint ventures is
annexed as Annexure-I.

4. Dividend

Your Directors recommended a final dividend
@12 percent i.e Re. 1.20/- per equity share on the
Company's 1,50,57,720 equity shares for the financial
year 2024-25 in its meeting held on May 30, 2025. The
dividend payment is subject to approval of members
at the ensuing Annual General Meeting. The dividend
pay-out is in accordance with the Dividend Distribution
Policy of the Company, the record date for determining
eligibility of shareholders shall be September 23, 2025.

The Dividend Distribution Policy of the Company can be
accessed at https://avglogistics.com/uploads/policies/
Dividend_Distribution_Policy.pdf

5. Outlook and Expansion

Your Company's outlook remains favourable on
account of continuous processes strengthening,
growing brand popularity, customer shift from un¬
organised to organised market coupled with support
from customers, employees, shareholders, creditors,
dealers, lenders and other stakeholders. The
Company's vision is to broad-base its services portfolio
towards a one-stop solution and position itself as a
Sustainable, Reliable, Integrated logistics for India's top
businesses. The Company's pan-India network ensures
an easy availability of services in almost every part of
India.

6. State of the Affairs of the Company

a. Segment-wise position of business and its
operations

The Company's business activity falls primarily into
one segment only i.e. Logistics solutions. The Company
operates mainly in Transportation, warehousing
business and other value added services. Hence, it has
only one reportable segment and separate disclosures
are not required.

b. Change in status of the company

During the Year under review there was no Change in
the Status of the Company.

c. Change in the financial year

During the Financial Year 2024-2025 under review, the
Company has followed uniform financial year from 1st
April of every year to 31st March.

d. Capital expenditure

During the Year under review, your Company entailed
a capital expenditure of INR 2414.08 Lakhs in Tangible
assets and intangible assets.

e. Transfer to General Reserve

During the period, no amount has been transferred to
general reserve.

f. Directors and Key Managerial Personnel

The Company has a professional Board with an
optimum combination of executive and non- executive
Directors who bring to the table the right mix of
knowledge, skills and expertise. The Board provides
strategic guidance and direction to the Company in
achieving its business objectives and protecting the
interest of stakeholders.

As on March 31, 2025, the Board of the Company
comprises of 6 (Six) directors, For the financial year
2024-25, the Company has received declarations from
all the Independent Directors confirming that they
meet the criteria of independence as prescribed under
sub-section (6) of Section 149 of the Companies Act,
2013 read with Rule 6 of the Companies (Appointment
and Qualification of Directors) Rules, 2014 and
Regulation 16 and 25 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

All the Independent Directors of the Company have
complied with the requirement of inclusion of their
names in the databank of Independent Directors
maintained by Indian Institute of Corporate Affairs.

None of the Directors of your Company are disqualified
under the provisions of Section 164(2)(a) & (b) of the
Companies Act, 2013.

S .
No.

Directors and KMPs

Designation

1.

Mr. Sanjay Gupta

Managing Director and
CEO

2.

Mrs. Asha Gupta

Whole Time Director

3.

Mr. Pawan Kant

Non Executive
Independent Director

4.

Mr. Susheel Kumar
Tyagi

Non Executive
Independent Director

5.

Mr. Shyam Sunder Soni

Non Executive
Independent Director

6.

Mr. Apurva Chamaria

Non Executive Non
Independent Director

S .
No.

Directors and KMPs

Designation

7.

Mr. Himanshu Sharma

Chief Financial Officer

8.

Mr. Mukesh Nagar

Company Secretary &
Compliance Officer

g. Changes in Share Capital

As on March 31, 2025, the Authorized Share Capital
of the Company is INR 17,00,00,000 divided into
1,70,00,000 equity shares of INR 10 each.

The Issued, Subscribed and Paid-up Share Capital of
the Company is INR 15,05,77,200.

The equity shares of the Company are listed on National
Stock Exchange of India Limited (NSE) and BSE Limited
(BSE).

Disclosure under Section 43(a)(ii) of The Companies
Act, 2013:

The Company has not issued any shares with
differential rights and hence no information as per
provisions of Section 43(a) (ii) of the Act read with Rule
4(4) of the Companies (Share Capital and Debenture)
Rules, 2014 is included in the report.

Disclosure under Section 54(1)(d) of The Companies
Act, 2013:

The Company has not issued any Sweat Equity Shares
during the year under review and hence the provisions
of Section 54(1)(d) of the Act read with Rule 8(13) of the
Companies (Share Capital and Debenture) Rules, 2014
are not applicable.

Disclosure under Section 62(1)(b) of The Companies
Act, 2013:

The Company does not have any Employees Stock
Option Scheme and hence the provisions of Section
62(1)(b) of the Act read with Rule 12(9) of the Companies
(Share Capital and Debenture) Rules, 2014 are not
applicable.

Disclosure under Section 67(13) of the Companies
Act, 2013:

During the year under review, there were no instances
of non-exercising of voting rights in respect of shares
purchased directly by employees under a scheme
pursuant to Section 67(3) of the Act read with Rule
16(4) of Companies (Share Capital and Debentures)
Rules, 2014.

Debentures/Bonds/Warrants or Any Non¬
Convertible Securities

During the reporting period the Promoter and Non¬
Promoter Warrant holders have exercised their right
of conversion of 14,00,000 Warrants into equity
during the reporting period. Accordingly, the Company
has converted 14,00,000 outstanding warrants into
equivalent number of equity shares in the ratio of one
Equity Share for each Warrant exercised.

Warrant holders holding 5,45,000 warrants comprising
of Promoter and Non-Promoter are remaining to
exercise their right of conversion of Warrants into
equity shares.

Except the above Company has not converted any
securities or warrant or issued any debentures, bonds,
or any non-convertible securities during the period.

h. Credit Rating of Securities

During the Financial Year 2024-2025 under review, the
Company has not taken or issued any bonds or any
debt instruments.

i. Investor Education and Protection Fund (IEPF)

Company does not have any funds lying unpaid or
unclaimed in IEPF.

j. Performance Evaluation

Pursuant to the provisions of the Companies Act,
2013 and Regulation 25(3) & (4) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Independent Directors have evaluated
the performance of Non-Independent Directors,
Chairperson of the Company after considering the
views of the Executive and Non-Executive Directors,
if any, Board as a whole and assessed the quality,
quantity and timeliness of flow of information between
the Company's Management and the Board.

The Nomination, Remuneration & Compensation
Committee ("NRC") has also carried out evaluation of
performance of every Director of the Company. On the
basis of evaluation made by the Independent Directors
and NRC and by way of individual and collective
feedback from the Non-Independent Directors,
the Board has carried out the Annual Performance
Evaluation of the Directors individually as well as
evaluation of the working of the Board as a whole and
Committees of the Board.

k. Meetings of the Board

The Board of Directors of the Company met 6 (Six)
times during the FY 2024-25. The details of the Board
Meetings with regard to their dates and attendance of
each of the Directors thereat have been provided in
the Corporate Governance Report.

l. Audit Committee

As on March 31, 2025, the Audit Committee of the
Company comprised of two Independent Directors
and one executive director with Mr. Pawan Kant
as Chairman and Mr. Susheel Kumar Tyagi and Mr.
Sanjay Gupta, Managing Director of the Company as a
member.

4 meeting of the Audit Committee held during the
financial year under review.

The Committee, inter alia, reviews the Financial
Statements before they are placed before the Board,
the Internal Control System and reports of Internal
Auditors and compliance of various Regulations. The
brief terms of reference of the Committee and the
details of the Committee meetings are provided in the
Corporate Governance Report.

m. Nomination and Remuneration Committee

As on March 31, 2025, the Committee comprise of 3
Non-Executive Independent Directors Mr. Susheel
Kumar Tyagi as Chairman, Mr. Pawan Kant and
Mr. Shyam Sunder Soni as Member. 1 meeting of
the Nomination & Remuneration committee were
conducted during the financial year 2024- 25. The
NRC Committee inter alia, identifies persons who
are qualified to become directors and who may be
appointed in senior management. The brief terms
of reference of the NRC Committee and the details
of the NRC Committee meetings are provided in the
Corporate Governance Report.

n. Stakeholders' Relationship Committee

As on March 31, 2025, the Stakeholders' Relationship
Committee comprises of 2 Independent Directors Mr.
Pawan Kant as chairman and Mr. Susheel Kumar Tyagi
as member and one Executive Director Mr. Sanjay
Gupta as member. 1 meeting of the Stakeholders'
Relationship committee was conducted during the
financial year 2024- 25. The Committee, inter alia,
reviews the grievance of the security holders of the
Company and redressal thereof. The brief terms of

reference of the Committee and the details of the
Committee meetings are provided in the Corporate
Governance Report.

0. Operational Committee

As on March 31,2025, Operational Committee of Board
comprise of 2 Executive Director Mr. Sanjay Gupta
and Mrs. Asha Gupta and 1 Independent Director Mr.
Susheel Kumar Tyagi. Operational Committee met 6
times during the financial year 2024-25. Brief terms
of reference of the Committee and the details of the
Committee meetings are provided in the Corporate
Governance Report.

p. Vigil Mechanism

Pursuant to the provisions of Section 177(9) & (10) of the
Companies Act, 2013 and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015,
the Company has framed a 'Whistle Blower Policy' to
establish Vigil Mechanism for directors and employees
to report genuine concerns. The policy is revised from
time to time to align it with applicable regulations
or organizations suitability. The policy is available
on the website of the Company and the web link of
the same is provided in the Corporate Governance
Report. This policy provides a process to disclose
information, confidentially and without fear of reprisal
or victimization, where there is reason to believe that
there has been serious malpractice, fraud, impropriety,
abuse or wrong doing within the Company. The
Company ensures that no personnel have been denied
access to the Chairperson of the Audit Committee.

q. Statement in respect of adequacy of Internal
Financial Controls with reference to the Financial
Statements

The Directors had laid down Internal Financial Controls
procedures to be followed by the Company which
ensure compliance with various policies, practices
and statutes in keeping with the organization's pace
of growth and increasing complexity of operations for
orderly and efficient conduct of its business.

The Audit Committee of the Board, from time to time,
evaluated the adequacy and effectiveness of internal
financial control of the Company with regard to the
following:-

1. Systems have been laid to ensure that all transactions
are executed in accordance with management's
general and specific authorization. There are well-laid
manuals for such general or specific authorization.

2. Systems and procedures exist to ensure that all
transactions are recorded as necessary to permit
preparation of Financial Statements in conformity with
Generally Accepted Accounting Principles or any other
criteria applicable to such statements and to maintain
accountability for aspects and the timely preparation
of reliable financial information.

3. Access to assets is permitted only in accordance with
management's general and specific authorization.
No assets of the Company are allowed to be used for
personal purposes, except in accordance with terms of
employment or except as specifically permitted.

4. The existing assets of the Company are verified/
checked at reasonable intervals and appropriate action
is taken with respect to differences, if any.

5. Proper systems are in place for prevention and
detection of frauds and errors and for ensuring
adherence to the Company's policies.

r. Policy on Nomination and Remuneration

Based on the recommendation of the Nomination
and Remuneration Committee (NRC), the Board has
adopted the Remuneration Policy for Directors, KMPs
and other employees. NRC has formulated the criteria
for determining qualifications, positive attributes and
independence of an Independent Director, as well as
the criteria for Performance Evaluation of individual
Directors, the Board as a whole and the Committees.
The summary of Remuneration Policy of the Company
prepared in accordance with the provisions of Section
178 of the Companies Act, 2013 read with Regulation
19 and also read with Part D of Schedule II of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 is provided in the Corporate
Governance Report. The Remuneration Policy is
approved by the Board of Directors and is uploaded
on the website of the Company. The policy can be
accessed at https://avglogistics.com/uploads/policies/
Nomination_And_Remuneration.pdf

s. Particulars of contracts or arrangements with
related parties

During the financial year under review, the Company
has not entered into any materially significant related
party transaction. Related party transactions entered
into were approved by the audit committee and the
Board, from time to time and are disclosed in the notes
to accounts of the financial statements forming part of
this Annual Report.

Disclosures of the particulars of contracts/
arrangements entered into by the company with
related parties referred to in Section 188(1) of the Act
is annexed herewith Annexure- II.

The Board has approved a Policy on Materiality of
Related Party Transactions and on Dealing with
Related Party Transactions which has been uploaded
on the Company's website. The web-link to Policy
on Materiality of Related Party Transactions and on
Dealing with Related Party Transactions as required
under the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is as under

https://avglogistics.com/uploads/policies/Policy_On_

Related_Party.pdf

t. Directors' Responsibility Statement

I n terms of the provisions of Section 134(3)(c) read
with Section 134(5) of the Companies Act, 2013, the
Directors state that:

a) In preparation of the annual accounts for the financial
year ended March 31, 2025, the applicable Accounting
Standards have been followed along with proper
explanation relating to material departures;

b) The Directors have selected accounting policies in
consultation with the Statutory Auditors and have
applied their recommendations as listed in the Financial
Statements and applied them consistently and made
judgments and estimates that are reasonable and
prudent so as to give true and fair view of the state of
affairs of the Company at the end of the financial year
as on March 31,2025 and of the profits of the Company
for that period;

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

d) The Directors have prepared the annual accounts on a
going concern basis;

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

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

u. Maintenance of Cost Records

Pursuant to sub-section (1) of Section 148 of the
Companies Act, 2013, the maintenance of Cost Records
as specified by the Central Government is not required
by the Company and accordingly such accounts and
records are not made and maintained by the Company.

v. 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

After the closure of Financial Year and date of the
report, company has passed a resolution to liquidate its
subsidiary company naming AVG Sunil Liquid Logistics
Private Limited.

There have been no other material changes and
commitments affecting the financial position of the
Company since the close of financial year ended March
31, 2025 and to the date of this report except specified
above and it is hereby confirmed that there has been
no change in the nature of business of the Company.

w. Details of revision of financial statement or the
Board's Report

During the Financial Year 2024-2025 under review, the
Company has not revised its financial statement or the
Board's Report in respect of any of the three preceding
financial years either voluntarily or pursuant to the
order of any judicial authority.

x. Public deposits

During the period under review, the Company did not
invite or accept any deposits from the public in terms
of Chapter V of the Companies Act, 2013.

y. AUDITORS

a) Statutory Auditor

In accordance with Section 139 of the Companies Act,
2013 and Rules made thereunder, Members at the 9th
Annual General meeting of the Company approved
the appointment of Statutory Auditors M/s MSKA &
Associates, Chartered Accountants (FRN 105047W), for
a period of five (5) consecutive years starting from F.Y.
2018-19 to 2022-23.

The Board of Directors at their meeting on August
14, 2023 and Shareholders at their Meeting held on
September 29, 2023 approved the Re-appointment of
M/s MSKA & Associates, Chartered Accountants (FRN
105047W), for a period of five (5) consecutive years
starting from financial year 2023-24 to 2027-28.

The Statutory Auditors' Report on the Standalone and
Consolidated Financial Statements of the Company for
the financial year ended March 31, 2025 forms part of
this Annual report. The Statutory Auditors have not
reported any frauds under Section 143(12) of the Act.

b) Internal Auditor

Pursuant to Section 138 of the Companies Act, 2013
& rules made thereunder, in the meeting of Board of
Directors held on May 30, 2025, M/s AVVS Co. LLP were
appointed as Internal Auditors of the company for the
Financial Year 2025-2026.

c) Secretarial Auditor

Pursuant to the provision of the Section 204 of the
Companies Act, 2013 read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial
personnel) Rules, 2014, the board appointed M/s. K
Vivek & Co., Practicing Company Secretaries, to conduct
Secretarial Audit of the Company for the period of 5
years from Financial year 2025-26 till Financial year
2029-2030 in the board meeting held on August 14,
2025 subject to approval of Shareholders at ensuing
Annual General Meeting.

d) Cost Auditor

The provisions of Section 148 of the Companies Act,
2013 read with the Companies (Cost Records and Audit)
Rules, 2014 and Rule 14 of the Companies (Audit and
Auditor) Rules, 2014 are not applicable for the business
activities carried out by the Company.

z. Annual Return

The Annual Return of the Company as on March 31,
2025 is available on the Company's website and can be
accessed at

https://avglogistics.com/uploads/annual-return/AVG_

Annual_Return_2024-25.pdf

aa. Corporate Governance Report

A detailed Report on Corporate Governance for the
financial year 2024-25 is annexed herewith Annexure-
III, pursuant to the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and

a Certificate on compliance with the conditions of
Corporate Governance from practicing company
secretary is annexed to this report.

bb. Declaration by Independent Directors

Pursuant to Section 149(7) of the Act, the Company
received declarations from all Independent
Directors confirming that they meet the criteria of
independence as specified in Section 149(6) of the
Act, as amended, read with Rules framed thereunder
and Regulation 16(1)(b) of the Listing Regulations. In
terms of Regulation 25(8) of the Listing Regulations,
the Independent Directors confirmed that they were
not aware of any circumstance or situation which
exists or may be reasonably anticipated that could
impair or impact their ability to discharge their duties
with an objective independent judgement and without
any external influence and that they are independent
of the Management. The Board of Directors of
the Company took on record the declaration
and confirmation submitted by the Independent
Directors after undertaking a due assessment of
the veracity of the same. The Board is of the opinion
that the Independent Directors possess the requisite
qualifications, experience, and expertise and they hold
high standards of integrity.

The Independent Directors complied with the Code
for Independent Directors prescribed in Schedule IV to
the Act and also confirmed that their registration with
the databank of Independent Directors maintained by
the Indian Institute of Corporate Affairs complies with
the requirements of the Companies (Appointment and
Qualifications of Directors) Rules, 2014.

cc. CEO and CFO Certification

Pursuant to Regulation 17(8) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the CEO and CFO certification as specified in Part
B of Schedule II thereof is annexed to the Corporate
Governance Report. The Managing Director & CEO
and the Chief Financial Officer of the Company also
provide quarterly certification on Financial Results
while placing the Financial Results before the Board in
terms of Regulation 33 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015.

dd. Code of Conduct for Directors and Senior
Management Personnel

The Code of Conduct for Directors and Senior
Management Personnel is posted on the Company's
website. The Managing Director & CEO of the Company
has given a declaration that all Directors have affirmed

compliance with the code of conduct with reference
to the financial year ended on March 31, 2025. The
declaration is annexed to the Corporate Governance
Report.

ee. Disclosure regarding compliance of applicable
Secretarial Standards

The Company has complied with all the mandatorily
applicable secretarial standards issued by The Institute
of Company Secretaries of India and approved by
the Central Government under Section 118(10) of the
Companies Act, 2013.

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

The Detailed report on Conservation of Energy,
Technology Absorption, Foreign Exchange Earnings
and Outgo is annexed as "Annexure-IV".

gg. Risk Assessment and Management

Risk is the part of the every one's life, while running
any business there are many kind of risk is involved,
to minimize the business risk and all the factors that
will negativity effects the organization every company
tries to follows a certain procedure for the forecasting
of the risk and the Board of Directors has adopted a
Risk Management Policy. Under the Policy, regular and
active monitoring of business activities is undertaken
for identification, assessment and mitigation of
potential internal and external risks. The Company's
Risk Management Policy is https://avglogistics.com/
uploads/policies/Policy_For_Risk.pdf

hh. Fraud Reporting

There was no fraud reported by the Auditors of the
Company under Section 143(12) of the Companies Act,
2013, to the Audit Committee or the Board of Directors
during the year under review.

ii. Disclosure under Sexual Harassment of Women at
Workplace (Prevention, Prohibition & Redressal )
Act, 2013 and Internal Complaints Committee

The Company has zero tolerance for sexual harassment
in the workplace and redressal of sexual harassment
pursuant to the requirement under Sexual Harassment
of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013, and the rules thereunder
an Internal Complaints Committee has been duly
constituted by the Company and the composition of
the same is disclosed in the Anti-Sexual Harassment
Policy which is posted on the website of the Company
under the link :- https://avglogistics.com/uploads/
policies/POSH_policy.pdf

The details required as per Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 are as follows:-

No case was filed under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition &
Redressal) Act, 2013 during the year under review.

(a) Number of complaints of sexual harassment
received in the year: NIL

(b) Number of complaints disposed off during the
year : NIL

(c) Number of cases pending for more than ninety
days : NIL

(d) Details on the number of awareness programs
conducted : 1

(e) the action taken by the employer against
complaints : Not Applicable

jj. Particulars of Loans, Guarantees and Investments

The Company has duly complied with the provision
of Section 186 of the Companies Act, 2013 during
the period. The details of loans, guarantees and
investments are disclosed in the Financial Statements.

kk. Details of significant and material orders passed
by the regulators/courts/ tribunals impacting
the going concern status and the Company's
operations in future

During the period under review, there were no
significant and material orders passed by any regulator/
court/tribunal impacting the going concern status and
the Company's operations in future.

ll. Disclosure as per Maternity Benefits Act, 1961.

Company is committed to ensure the welfare and
rights of its employees, recognizes the importance of
supporting female employees and ensuring a safe,
supportive, and compliant work environment. Board
affirm that the company fully complies with the
provisions outlined in the Maternity Benefit Act, 1961.

mm. Management Discussion and Analysis Report

Management Discussion and Analysis Report for the
year 2024-25, as stipulated under Regulation 34(2)
(e) of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 forming part of this Annual Report, and gives

detail of overall industry structure, developments
performance and state of affairs of the Company's
operations during the year.

nn. Particulars of Employees

The information required under Section 197(12) of the
Companies Act, 2013 read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, is annexed herewith as
"Annexure-V".

oo. Reporting of any process initiated under the
Insolvency and Bankruptcy Code, 2016 (IBC)

During the financial year 2024-2025 under review,
the Company has not filed any application or by any
financial or operational creditor against the Company
under the Insolvency and Bankruptcy Code, 2016
before National Company Law Tribunal.

pp. Secretarial Audit Report

Secretarial Auditor's Report for the financial year 2024¬
25 issued by Secretarial Auditor M/s K Vivek & Co. is
annexed herewith as "Annexure-VI"

qq. Corporate Social Responsibility

The annual report on corporate social responsibility is
annexed herewith as "Annexure-VII"

rr. 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

Company has not undergone any settlement for this
reporting period

ss. Details of any failure to implement any Corporate
Action

During the financial year 2024-2025 under review, the
Company has not failed to implement any corporate
action within the specified time Limit as declared under
Section 125 of the Companies Act, 2013 and relevant
rules made there under.

Acknowledgement

Your Directors place on record their sincere thanks and
appreciation for the continuing support of financial
institutions, consortium of banks, vendors, clients,
investors, Central Government, State Governments and
other regulatory authorities. Directors also place on record
their heartfelt appreciation for employees of the Company
for their dedication and contribution.

For AVG LOGISTICS LIMITED

Chartered Accountants

ICAI Firm Registration No. 105047W

Sd/- Sd/-

SANJAY GUPTA ASHA GUPTA

MANAGING DIRECTOR WHOLE TIME DIRECTOR

DIN:00527801 DIN:02864795

Date: 14.08.2025
Place: Delhi


 
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