The Board of Directors of your Company are pleased to present the Third (3rd) Annual Report on the business and operations ofthe Company, stating the progress and growth achieved during the year along with Audited Financial Statements with Auditors’Report thereon, for the Financial Year ended 31st March, 2025.
The financial performance of the Company for the financial year ended on 31st March, 2025 is as follows:
(Figures in thousands)
Particulars
As on 31st March, 2025
As on 31stMarch, 2024
Revenue from Operations
750966.68
650287.48
Other Income
944.39
1120.59
Total Income
751911.08
651408.07
Total Expenses
668468.00
585139.52
Profit before Exceptional and Extraordinary Items and Tax
' 83433.08
66268.54
Exceptional & Extraordinary Items
(109.37)
--
Profit Before Tax
83552.45
Less: Income Tax (Current Year)
21678.90
17671.30
Less: Deferred Tax
191.70
828.50
Profit/(Loss) after tax
61681.85
49425.74
Earning Per Share (EPS)
7.37
10.96
The Company has prepared the financial statements in accordance with the generally accepted accounting principles in India(‘Indian GAAP’) to comply in all material respects with the notified Accounting Standards (‘AS’) under Section 133 of theCompanies Act, 2013 (‘the Act’), read with rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (AccountingStandards) Amendment Rules, 2016.
The Company is a public company listed on SME Platform of Bombay Stock Exchange (“BSE-SME”). During the financial yearunder review, the Company recorded a turnover of ? 7,50,966.68 thousand against ? 6,50,287.48 thousand in the previous yearand the Company has incurred profit of ? 61,681.85 thousand as compared to profit of ? 49,425.74 thousand in the previousfinancial year. The management of the Company is putting their best efforts to improve the performance of the Company.
There were no changes in the nature of Business of the Company during the financial year.
Details with regard to amount transferred to reserves are provided in the Notes to financial statements forming part of thisAnnual Report.
The Company has not accepted any deposits from the public and as such, no amount on account of principal or interest on depositsfrom public was outstanding as on the date of the balance sheet for the Financial Year 2024-25.
As on 31st March 2025, the Authorized Share Capital of the Company stands at ^13,50,00,000 (Rupees Thirteen Crores FiftyLakhs only), divided into 1,35,00,000 Equity Shares of ?10/- each.
During the financial year 2024-25, the Company increased its Authorized Share Capital from ^12,00,00,000 (Rupees TwelveCrores only), comprising 1,20,00,000 Equity Shares of ?10/- each, to ^13,50,00,000 (Rupees Thirteen Crores Fifty Lakhs only),comprising 1,35,00,000 Equity Shares of ?10/- each.
As on 31 st March 2025, the paid-up Share Capital of the Company stands at ? 91,090,880 (Rupees Nine Crore Ninety ThousandEight Hundred Eighty only), divided into 91,09,088 Equity Shares of 110/- each.
During the financial year 2024-25, the Company increased its paid-up Capital from ? 45,090,910 (Rupees Four Crore Five LakhNinety Thousand Nine Hundred Ten only), Equity Shares of ?10/- each, 91,090,880 (Rupees Nine Crore Ninety Thousand EightHundred Eighty only), comprising 91,09,088 Equity Shares of ?10/- each.
During the period under review, Your Company has declared and allotted 45,09,091 Bonus Equity Shares of ?10/- each toshareholders in the ratio 1:1.
During the period under review, Your Company has issue and allotted 90,906 Equity Shares of ?10/- each on the preferentialbasis.
Board have considered it financially prudent in the long-term interest of the Company to re-invest the profits into the business ofthe Company to build a strong reserve base and grow the business of the Company. Therefore, Board of Directors has notrecommended any dividend for the financial year ended on 31st March, 2025.
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid last year.SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
The Company does not have any Subsidiary, Joint Venture or Associate Company; hence provisions of Section 129(3) of theCompanies Act, 2013 relating to preparation of consolidated financial statements are not applicable.
During the period under review, there are no material changes or commitments affecting the financial position of the Companybetween the end of the financial year and the date of this report.
However, a notable development during the financial year 2025-26 was the successful completion of the Company’s Initial PublicOffering (IPO), followed by its listing on the BSE-SME platform with effect from 02 July 2025. This milestone represents a pivotalmoment in the Company’s growth journey and reflects the confidence of investors in the Company’s business model and futureprospects.
During the year under review, the Company has not granted any loans, provided any guarantees or made any investments fallingwithin the purview of Section 186 of the Companies Act, 2013.
The requisite disclosures in this regard, as applicable, have been made in the Financial Statements, which are to be read togetherwith the Notes annexed thereto and forming an integral part of the Financial Statements.
All contracts / arrangements / transactions entered by the Company during the financial year with related parties were incompliance with the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations. Prior omnibus approval ofthe Audit Committee is obtained for all related party transactions which are foreseen and of repetitive nature.
The particulars of contracts or arrangements with related parties referred to in sub-section (1) of Section 188 are attached asAnnexure-I in the Form AOC-2.
The Policy on dealing with related party transactions, as approved by the Board may be accessed on the Company’s website at thelink https: https://supertechev.com/investor/policies-and-code-of-conduct
The Company has received necessary declaration from each independent director under Section 149(7) of the Companies Act,2013 that they continue to confirm the criteria of independence laid down in Section 149(6) of the Companies Act, 2013. TheBoard of Directors are of the opinion that all the Independent Directors meet the criteria regarding integrity, expertise, experienceand proficiency.
In terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014,Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by theIndian Institute of Corporate Affairs (“IICA“).
The particulars as per the Companies (Accounts) Rules, 2014 regarding conservation of energy, technology absorption are asunder:
Steps taken or impact on conservation of energy
The steps taken by the Company for utilizing alternate sources of energy
Nil
The capital investment on energy conservation equipment’s
1. Efforts made towards technology absorption: Nil
2. Benefits derived like product improvement, cost reduction, product development or import substitution: Nil
3. In case of imported technology (imported during the last three years reckoned from the beginning of the financialyear)-
Details of technology imported
Year of Import
N.A.
Has technology been fully absorbed
If not fully absorbed, areas where absorption has not taken place, and the reasonsthereof
4. Expenses incurred on Research and Development
During the period under review particulars regarding expenditures on research and development are as under:
Capital Expenditures
Recurring Expenditures
Total
Total Research and development expenses as % of turnover
FOREIGN EXCHANGE EARNINGS AND OUTGO-
The Foreign Exchange earned in terms of actual inflows during the year- NIL
The Foreign Exchange outgo during the year in terms of actual outflows- NIL
MAJOR EVENTS RELATED TO INITIAL PUBLIC OFFERING OF COMPANY (IPO)
4- Board Meeting for raising fund through Initial public offering: At the Board meeting held on 22nd June, 2024, The Boardpass the Resolution pursuant to the Companies Act, 2013, SEBI ICDR Regulations, and other applicable laws, proposed to raiseup to ?30 crores through an Initial Public Offer (IPO) of equity shares of face value ?10 each (issued at par or premium).
-I- Extraordinary General Meeting for raising fund through Initial public offering:- At the Extraordinary General Meeting ofthe Shareholders of the Company the shareholders of the Company pursuant to the provisions of Section 23, Section 62(1)(c)and other applicable provisions of the Companies Act, 2013, the rules made thereunder, the Memorandum and Articles ofAssociation of the Company, the SEBI (ICDR) Regulations, 2018, the Securities Contracts (Regulation) Act, 1956 and all otherapplicable laws and subject to necessary approvals from statutory and regulatory authorities, the consent of the shareholders wasaccorded to the Board of Directors to create, offer, issue and allot equity shares of ?10 each, ranking pari-passu with existingequity shares, whether at par or premium, through an Initial Public Offer (IPO), for an aggregate amount not exceeding ?30crores through an Initial Public Offer (IPO).
-I- Board Meeting for Filing Red Herring Prospectus: At the meeting of the Board of Directors of the Company held on 19thJune, 2025, the Board, pursuant to the provisions of Sections 26 and 32 of the Companies Act, 2013 and other applicable laws,passed a resolution authorizing Mr. Yetender Sharma to file the Red Herring Prospectus with SEBI, the concerned StockExchange(s), and any other regulatory authority, as may be required.
-I- Listing and Trading Approval: The Company received listing and trading approval from the Bombay Stock Exchange (BSE)dated July 1, 2025, following the successful completion of all mandatory procedures required under BSE and SEBI regulations.
-I- Listing Ceremony: The Company successfully listed its securities on the SME platform of the Bombay Stock Exchange on July02, 2025, marking the commencement of official trading of its equity shares on the exchange a notable development during thefinancial year 2025-26 was the successful completion of the Company’s Initial Public Offering (IPO), followed by its listing onthe BSE-SME platform with effect from 02 July 2025. This milestone represents a pivotal moment in the Company’s growthjourney and reflects the confidence of investors in the Company’s business model and future prospects.
*All the Documents Related to IPO are available on Suprtech EVLimited website: - https://supertechev.com/
In compliance with Section 197(12) of the Companies Act, 2013, and Rules 5(1) to (3) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules, 2014, the Annual Report includes detailed disclosures on managerial remunerationand employee compensation, presented in Annexure II.
Your Company is deeply committed to inclusive growth and has been actively engaged in holistic community development sinceits inception Our CSR activities are guided by a comprehensive CSR Policy, ensuring a structured and impactful approach. Thepolicy details can be accessed on our website www.supertechev.in with the link available ahttps://supertechev.com/investor/policies-and-code-of-conduct/
Your company is required to allocate eligible funds to CSR activities for the financial year 2024-25. The Company is makingarrangements to spend the funds as per the Act and rules made thereunder. A detailed report on CSR activities is annexed as toAnnexure III this report.
Pursuant to Section 134(5) of the Companies Act, 2013, the board of Directors, to the best of their knowledge and ability, confirmthat: -
a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with properexplanation relating to material departures;
b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that arereasonable 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 yearas on 31st March 2025 and of the profit and loss of the Company for that period;
c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance withthe provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraudand 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 such internal financial controlsare adequate and were operating effectively
f) the Directors have devised proper system to ensure compliance with the provisions of all applicable laws and such systemswere adequate and operating effectively.
A copy of the Annual Return as provided under section 92(3) of the Act, in the prescribed form, which will be filed with the Registrarof Companies/MCA, is hosted on the Company’s website and can be accessed at https:// supertechev.com/
The Board of Directors of the Company comprises individuals with extensive global experience, strong financial acumen, strategicinsight, and exemplary leadership qualities. Their unwavering commitment to the Company’s success is demonstrated through theiractive participation and thorough preparation for Board Meetings. The Board conducts a comprehensive skill assessment to identifythe core skills, expertise, and competencies of the Directors, ensuring the effective functioning of the Company and the continuedachievement of its goals. The Company’s Board includes leaders and visionaries who provide strategic direction and guidance. Asof March 31, 2025, the Board consists of Six Directors, including three Executive Directors and three Non-Executive (Independent)Directors, reflecting an optimal balance.
As on 31st March 2025, Composition of Board Directors as follows:
S. No.
Name of the Director
Designation
Date of Appointment
1.
Mr. Yetender Sharma
Managing Director
12/08/2022
2.
Mr. Jitender Kumar Sharma
Chairman & Whole Time Director
01/11/2022
3.
Ms. Geetanjali Sharma
Whole T ime Director
4.
Mr. Sachin Haritash
Independent Director
22/06/2024
5.
Mr. Sumeet Khurana
6.
Ms. Sukriti Jaggi
During the year under review, the following changes took place in the Board of Directors:
The Board of Directors, at its meeting held on June 22, 2024 appointed Mr. Sachin Haritash, Mr. Sumeet Khurana and Ms.Sukriti Jaggi as Independent Director of the Company for a term of 5 Years
As on 31st March 2025, Key Managerial Personnel as follows:
S.No.
- Managing Director
3. .
Ms. Geetaniali Sharma
Mr. Jatin Dhawan
CFO
21/10/2024
Ms. Pooja Jain
Company Secretary
04/03/2024
During the year under review, Mr. Yatender Kumar Sharma resigned from the position of Chief Financial Officer (CFO) ofthe Company with effect from October 19, 2024, The Board places on record its appreciation for the valuable contributionsmade by him during his tenure.
Subsequently, the Board of Directors, at its meeting held on October 21, 2024 appointed Mr. Jatin Dhawan as the ChiefFinancial Officer (CFO) of the Company in accordance with the provisions of Section 203 of the Companies Act, 2013 andapplicable rules thereunder.
In accordance with the provisions of the Act, not less than 2/3rd (two-third) of the total number of directors of theCompany (other than Independent Directors and Nominee Directors) shall be persons whose period of office is liable todetermination by retirement of directors by rotation and one-third of such of the directors for the time being are liable toretire by rotation at every subsequent annual general meeting. Accordingly, pursuant to the Act read with Articles of
Association of your Company, Mr. Jitender Kumar Sharma (DIN-09777408) been longest in office is liable to retire byrotation and, being eligible, offers himself for reappointment.
MEETINGS OF THE BOARD
During the financial year 2024-25, the Board of Directors met 14 (Fourteen) times. The meetings were conducted in compliancewith the provisions of the Companies Act, 2013 and Secretarial Standard-1 (SS-1) issued by the Institute of CompanySecretaries of India.
During the period under review, the meetings were held on 20/04/2024, 24/05/2024, 27/05/2024, 01/06/2024, 22/06/2024,29/06/2024, 03/07/2024, 05/09/2024, 19/09/2024, 21/10/2024, 06/11/2024, 30/12/2024, 28/01/2025 and 19/03/2025. Themaximum gap between two consecutive meetings did not exceed 120 days.
The details of the Meetings are as follows:
S.
No.
No of boardMeetings heldduring his/hertenure as Directorin the year
No. of MeetingsAttended during theyear
14
9
The 2nd Annual General Meeting of the Company was held on 30th September, 2024.
COMMITTEES OF THE BOARD & ITS MEETING
The Board committees play a crucial role in the governance structure of the Company and have been constituted to deal withspecific areas/ activities which concern the Company and need a closer review. The Board committees are set up under the formalapproval of the Board, to carry out clearly defined roles which are considered to be performed by the members of the Board, as apart of good governance practice.
All decisions and recommendations of the committees are placed before the Board for information or approval. The minutes ofthe meetings of all the committees are placed before the Board for their review.
The Company has currently had 4 (Four) Committees:
a) Audit Committee (AC)
b) Nomination and Remuneration Committee (NRC)
c) Stakeholder’s Relationship Committee (SRC).
d) Corporate Social Responsibility Committee (CSR).
The major terms of reference of the Committees, its composition and number of meetings held during the year ended March31, 2025 are as follows:
AUDIT COMMITTEE
Your Company has duly constituted Audit Committee with 3 Members in accordance of Section 178 of the Companies Act,2013.
The Composition of the Audit Committee as on 31st March 2025:
Sr. No.
Designation in the Committee
1
Chairperson & Member
2
Mr. Sumit Khurana
Member
During the financial year 2024-25, the Audit Committee met 03 (Three) times on 29/06/2024, 30/12/2024 and 10/03/2025 Theattendance of members of Committee are as follows:
No of board Meetings heldduring his/her tenure asDirector in the year
No. of Meetings Attended duringthe year
3
. 3
Further the terms of reference and other details regarding the Audit Committee, stakeholders may access the Company’s websiteat the link: https://supertechev.com/.
NOMINATION AND REMUNERATION COMMITTEEF
Your Company has duly constituted Nomination & Remuneration Committee with 3 Members in accordance of Section 179 ofthe Companies Act, 2013.
Composition of Nomination & Remuneration Committee as on 31st March 2025:
Chairperson and member
During the financial year 2024-25, the Nomination & Remuneration Committee met 01 (Two) times on 21/10/2024 and06/11/2024. The attendance of members of Committee are as follows:
Further the terms of reference and Nomination & Remuneration Policy is updated on the website of the Company i.e. athttps://supertechev.com/.
Your Company has duly constituted Stakeholders Relationship Committee with 3 Members in accordance of Section 179 of theCompanies Act, 2013.
Composition of Stakeholders Relationship Committee as on 31st March 2025:
During financial year 2024-25 no meeting of Stakeholders Relationship Committee was held.
Further the terms of reference of the Committee and other information, stakeholders may access the Company’s website at thelink: https://supertechev.com/.
Your Company has duly constituted Corporate Social Responsibility Committee with 3 Members in accordance of Section 179 ofthe Companies Act, 2013.
Composition of Corporate Social Responsibility Committee as on 31st March 2025:
During the period under review, the Corporate Social Responsibility meetings were held on 06/11/2024.
A detailed report on CSR activities is annexed as to Annexure II this report.
The Independent Directors played active role in Board as well as committee meetings in which they are members. Keeping in viewthe provisions the meeting of Independent Directors held on March 31, 2025, without the presence of Non-Independent Directorsand members of the Management.
They reviewed the performance of Non-Independent Directors and the Board as a whole, the performance of the Chairman of theCompany, taking into account the views of Executive Director and Non- Executive Directors and assessed the quality, quantityand timeliness of flow of information between the Company Management and the Board that is necessary for the Board toeffectively and reasonably perform its duties.
The Independent Directors expressed satisfaction over the performance and effectiveness of the Board, individual Non¬Independent Directors and the Chairman.
As per the provisions of the Companies Act, 2013 read with Schedule IV, following are the Independent Directors and theirattendance as follows.
Name of member
No of board Meetingsheld during his/hertenure as Director inthe year
No. of Meetings Attendedduring the year
Sachin Haritash
Sumit Khurana
Sukriti Jaggi
In line with the provisions of Section 134(3) of the Companies Act, 2013 and Rules made thereunder read with the relevantprovisions of the SEBI Listing regulations, 2015, the Board of Directors has carried out an annual evaluation of its ownperformance, Board Committees and individual Directors. The performance of the Board of Directors and its Committees wereevaluated on various parameters such as structure, composition, experience, performance of specific duties and obligations, qualityof decision making and overall effectiveness.
The performance of individual Directors was evaluated on parameters, such as meeting attendance, participation and contributionand independent judgment.
The Board members noted from time to time the suggestions/ inputs of Independent Directors, Nomination Committee and AuditCommittee and also discussed various initiatives to further improve the Board effectiveness.
In a separate meeting of Independent Directors held on March 31, 2025 performance of non-independent Directors, performanceof the Board as a whole and performance of the Chairman was evaluated.
Criteria for performance evaluation criteria is available on the website of the Company at https:// supertechev.com/.
POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FORDETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE AND OTHER MATTERSPROVIDED UNDER SECTION 178 (3)
The Company has in place a Nomination & Remuneration Committee in accordance with the requirements of the Companies Act,2013.
The Committee has formulated a policy on Director's appointment and remuneration including recommendation of remunerationof the key managerial personnel including senior management and other employees, composition and the criteria for determiningqualifications, positive attributes and independence of a director and the policy is available on the website of the Company i.e.https://supertechev.com/investor/policies-and-code-of-conduct/
In compliance with the requirement of the Companies Act, 2013 and SEBI Listing Regulations, the Company has established aWhistle Blower Policy / Vigil Mechanism Policy that enables the Directors and Employees to report genuine concerns. The vigilmechanism provides for
a) adequate safeguards against victimization of persons who use the vigil mechanism; and
b) direct access to the Chairperson of the Audit Committee of the Board of Directors of the Company in appropriateor exceptional cases.
No complaint of this nature has been received by the Audit Committee during the year under review.
No person has been denied access to the Chairperson of the Audit Committee. During the financial year 2024-25, no casesunder this mechanism were reported to the Company.
The Vigil Mechanism - cum - Whistle Blower Policy may be accessed on the Company’s website at the link:https://supertechev.com/.
The Company has an Internal Control System which is commensurate with the size, scale and complexity of its operations. Tomaintain its objectivity and independence, the Internal Audit reports to the Chairman of the Audit Committee of the Board and tothe Managing Director. The Internal Audit Department reviews the effectiveness and efficiency of these systems and proceduresto ensure that all assets are protected against loss and that the financial and operational information is accurate and complete in allrespects. Company policies, guidelines and procedures provide for adequate checks and balances and are meant to ensure that alltransactions are authorized, recorded and reported correctly.
To further strengthen the internal control process, the Company has developed the very comprehensive compliance managementtool to drill down the responsibility of the compliance from top management to executive.
M/s. Rajesh Kukreja & Associates (ICAI Firm’s Registration Number 004254N) appointment as Statutory Auditors of theCompany for a term of five years i.e. from the conclusion of First AGM till the conclusion of the Sixth AGM.
The Report given by M/s. Rajesh Kukreja & Associates. Statutory Auditors on the financial statement of the Company for the year2024-25 is part of Annual Report. There has been no qualification, reservation or adverse remark or disclaimer in their Report.During the year under review, there were no material or serious instances of fraud falling within the purview of Section 143(12)of the Companies Act, 2013 and rules made thereunder, by officers or employees reported by the Statutory Auditors of theCompany during the course of the audit conducted and therefore no details are required to be disclosed under Section 134(3)(ca)of the Act.
As on 31st March 2025, the Company has not triggered the prescribed limits under Section 204 of the Companies Act, 2013 andrules made thereunder for applicability of Secretarial Audit. Accordingly, the requirement for submission of the Secretarial AuditReport in Form MR-3 is not applicable for the financial year under review.
As on 31st March 2025, the Company has not triggered the prescribed limits under Section 148 of the Companies Act, 2013 andrules made thereunder for applicability of Secretarial Audit. Accordingly, the requirement for submission of the Cost Audit Reportis not applicable for the financial year under review.
As on 31st March 2025, the Company has not triggered the prescribed limits under Section 138 of the Companies Act, 2013 andrules made thereunder for applicability of Internal audit. Accordingly, the requirement for submission of the Internal Audit Reportis not applicable for the financial year under review.
During the year under review, no instance of fraud has been reported by any of the Auditors of the Company under Section 143(12)of the Companies Act 2013 to the Audit Committee/ Board of Directors or the Central Government. Therefore, no detail is requiredto be disclosed under Section 134(3) (ca) of the Companies Act.
The Company was listed on the SME Platform of BSE (BSE-SME) on July 02, 2025. The listing fees have been duly paid andthere are no arrears outstanding with respect to the payment of listing fees to the Stock Exchange.
Pursuant to Regulation 15(2) (a) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the complianceof corporate governance provisions shall not apply to the listed entity which has listed its specified securities on the SME Exchange.
As the Equity Shares of your Company listed on SME Platform of BSE Limited (“BSE-SME”), therefore the provisions regardingCorporate Governance are not applicable to your Company.
In accordance with Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations, 2015, (“SEBIListing Regulations”) we invite you to review the Management Discussion & Analysis (MDA) Report included in our AnnualReport.
The MDA Report offers a comprehensive overview of our operations, financial performance, and strategic direction. It coversmarket trends, key achievements, challenges, and future growth initiatives, providing valuable insights into our businessperformance and outlook.
We encourage all stakeholders to refer to the MDA Report for a detailed understanding of our company’ progress, industrypositioning, and long-term vision.
The Board of Directors affirms that during the Financial Year 2024-25, the Company has complied with the applicable SecretarialStandards issued by the Institute of Company Secretaries of India i.e. SS-1 and SS-2 relating to ‘Meetings of the Board of Directors’and ‘General Meetings’ respectively and approved by the Central Government under Section 118(10) of the Companies Act, 2013.In the preparation of the Financial Statements, the Company has also applied the Indian Accounting Standards (Ind AS) specifiedunder Section 133 of the Companies Act, 2013, read with Companies (Indian Accounting Standards) Rules, 2015.
The Board has adopted a risk management policy where various risks faced by the Company have been identified and aframework for risk mitigation has been laid down. Even though not mandated, the Company has constituted a Risk ManagementCommittee to monitor, review and control risks. The risks and its mitigating factors are discussed in the Board for identifyingthe element of risk which, in the opinion of the Board may threaten the existence of the Company and safeguarding the Companyagainst those risks.
The Board of Directors of the Company has adopted a Code of Conduct and Ethics for the Directors and Senior Executives of theCompany. The object of the Code is to conduct the Company’s business ethically and with responsibility, integrity, fairness,transparency and honesty. The Code sets out a broad policy for one’s conduct in dealing with the Company, fellow Directors andwith the environment in which the Company operates.
Your Company has a policy and framework for employees to report sexual harassment cases at workplace and the processensures complete anonymity and confidentiality of information. No complaints of sexual harassment were raised in thefinancial year 2024-25.
The details of complaints received or disposed off during the reporting year are as follows:
Number of Sexual Harassment Complaints received
Number of Sexual Harassment Complaints disposed off
Not Applicable
Number of Sexual Harassment Complaints pending beyond 90days
The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended allstatutory benefits to eligible women employees during the year.
Your directors state that no disclosure or reporting is required in respect of the following matters as there were no transactionson these items during the year under review:
a) There are no significant material orders passed by the Regulators or Courts or Tribunal, which would impact the goingconcern status of the Company and its future operation
b) No fraud has been reported by the Auditors to the Audit Committee or the Board.
c) There has been no application made or pending under Insolvency and Bankruptcy Code, 2016
d) As per Rule 8 (13) of Companies (Share Capital and Debentures) Rules, 2014, during the period under review, yourCompany has not issued Sweat equity shares.
e) As per Rule 12 (9) of Companies (Share Capital and Debentures) Rules, 2014, during the period under review, yourCompany has not issued equity shares under the scheme of employee stock option.
f) As per Rule 16 (4) of Companies (Share Capital and Debentures) Rules, 2014 there are no voting rights exercised directlyor indirectly by the employees in respect of shares held by them.
g) During the Financial Year under review, the Company neither filed any application nor had any proceedings pendingunder the Insolvency and Bankruptcy Code, 2016 (31 of 2016), therefore, it is not applicable to the Company.
h) As per Rule 8(5) (xii) of Companies (Account) Rules, 2014, during the year under review, the Company has not any one¬time settlement for loans taken from the Banks or Financial Institutions, and hence the details of difference betweenamount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banksor Financial Institutions along with the reasons thereof is not applicable.
The Board of Directors extends its sincere gratitude for the invaluable guidance and support received from all stakeholders of theCompany. This includes the Ministry of Corporate Affairs, the Securities and Exchange Board of India, the BSE, and otherregulatory authorities. The Board also acknowledges the continued trust and support of our bankers, lenders, financial institutions,members, National Securities Depository Limited, Central Depository Services (India) Limited, and customers.
Furthermore, the Directors commend the unwavering commitment demonstrated by all executives, officers, staff, and the SeniorManagement team, which has significantly contributed to the Company’s excellent performance during the financial year.
Place: Bahadurgarh, Haryana Supertech Ev Limited
Geetanjali Sharma Yetender Sharma
Wholetime Director Managing Director
DIN: 09777406 DIN: 09702846