Your Directors present the Thirty Sixth Annual Report of your Company together
with the Audited Accounts for the year ended March 31, 2024.

Financial Performance

(Rs. in Lakhs!

Operations & State of Company's affairs:

During the year there was no operation in the company due to unavoidable
circumstances beyond the control of the Company. There was no change in nature
of business of the Company, during the year under review.

Dividend

In view of the carried forward losses incurred by the Company over the years, your
directors regret their inability to declare any dividend on equity shares of the
Company. Further there were no unclaimed dividend and shares liable to transfer to
Investor Education and Protection Fund Authority (IEPF).

Transfer to reserves

The Board of Directors has not recommended transfer of any amount to reserves.

Share Capital

The paid up Equity Share Capital as at March 31, 2024 stood at Rs.778.63 lakhs.
During the year under review, the Company has not issued shares with differential
voting rights nor granted any stock options or sweat equity shares. As on March 31,
2024 none of the Directors of the Company hold instruments convertible into
equity shares of the Company.

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.

Subsidiaries, Associates & loint Ventures

The Company does not have any Subsidiary, Joint venture or Associate Company.
Corporate Governance

Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, the compliance with the corporate governance provisions as specified in
regulation 17, 17A, 18, 19, 20, 21, 22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i)
and (t) of sub - regulation (2) of regulation 46 and para C, D and E of Schedule V is
not applicable to the company as the Paid up equity capital and net worth of the
Company doesn't exceed Rs.10 crores and Rs.25 crores respectively as on the last
date of the previous financial year. Accordingly, we have not attached separate report
on Corporate Governance in this Annual Report provided.

Directors and Key Managerial Personnel

All Independent Directors have given declaration that they meet the criteria of
independence as laid down under Section 149(6) of the Companies Act, 2013 and
SEBI Listing Obligations. During the year, non-executive directors of the Company
had no pecuniary relationship or transactions with the Company.

Mr. Bhupat Savajibhai Chaniyara (DIN: 10327428) retires by rotation at the ensuing
Annual General Meeting and being eligible offers himself for reappointment.
Accordingly, his re-appointment forms part of the notice of the ensuing Annual
General Meeting. During the financial year, Key Managerial Personnel in the
Company were Mr. Bhupat Savajibhai Chaniyara, Executive Director & CEO, Mr.
Jagdish Zalavadia, Executive Director & CFO and Mr. Sumit Gupta, Company
Secretary & Compliance Officer. The appointment of the directors was confirmed
by the shareholders at their extra-ordinary general meeting held on 09.01.2024.

Dureing the year under review, Mr. Vikas Poddar, Executive Director & CEO, Lunkaran Kyal,
Executive Director & CFO and Mr. Tejas Trivedi, Company Secretary & Compliance
Officer had resigned effective from 11.10.2023 and 31.05.2024.

Director's Responsibility Statement

Your Directors state that:

(a) in the preparation of the annual financial statements for the year ended March
31, 2024, the applicable accounting standards have been followed and there
are no material departures;

(b) the Directors have selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of the Company
as at March 31, 2024 and of the Profit & loss of the Company for the year
ended on that date;

(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 annual accounts have been prepared on a going concern basis;

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

(f) the Directors have devised proper system to ensure compliance with the
provisions of all applicable laws and that such system are adequate and
operating effectively.

Public Deposits

The Company has not accepted or renewed any amount falling within the purview
of provisions of Section 73 of the Companies Act 2013 ("the Act") read with the
Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence,
the requirement for furnishing details of deposits which are not in compliance with the
Chapter V of the Act is not applicable.

Reporting of Fraud by Auditors

During the year under review there are no instance of any fraud reported by
Statutory Auditor or Secretarial Auditor under Section 143(12) of the Companies
act, 2013, by the Company or any fraud on the Company buy its officers or
employee, the details of which is needed to disclosed in the Board's Report.

Disclosures under Section 135f3)fl) of the Companies Act, 2013

No material changes and commitments which could affect the Company's financial
position have occurred between the end of the financial year of the Company and
date of this report.

Extract of Annual Return

Extract of the Annual Return in form MGT-9, as required under Section 92(3) of the
Companies Act, 2013 is included in this Report as "Annexure A” and forms an
integral part of this Report.

Conservation of energy, technology absorption, foreign exchange earnings and
outgo

In accordance with the provisions of Section 135 of the Companies Act, 2013 read
with the Companies (Accounts) Rules, 2014, required information relating to the
conservation of energy, technology absorption and foreign exchange earnings and
outgo is given in the "Annexure B” to the Directors’ Report.

Corporate Social Responsibility

As on March 31, 2024, the provisions of Corporate Social Responsibility is not
applicable to your Company.

Auditors:

Statutory Auditors

Pursuant to the provisions of Section 139 and other applicable provisions, if any, of
the Companies Act, 2013 and the rules framed there under, as amended from time
to time, M/s. P R Agarwal & Awasthi, Chartered Accountants, (Firm Registration No.
117940W) was appointed as the Statutory Auditors of the Company by the members
in the AGM held on September 30, 2023 to hold office for a period of 1 year till the
conclusion of 36^th AGM. The firm has confirmed their eligibility under Section 141
of the Companies Act, 2013 and the rules framed thereunder for continuing as
Auditors of the Company.

In terms of the provisions of the Companies Act, 2013 read with the Rules made
thereunder, the Board of Directors at their meeting held on 01.08.2023 had
appointed M/s. P R Agarwal & Awasthi, Chartered Accountants, (Firm Registration No.
117940W) as the Statutory Auditors for the Financial Year 2023-24 . Therefore, it is proposed
to appoint the P R Agarwal & Awasthi, Chartered Accountants, (Firm Registration No.
117940W) as the Statutory Auditors for the Financial Year 2024-25 as set out in the Notice of
the 36^th Annual General Meeting of the Company.

The Auditor's Report issued for the year ended March 31, 2024 does not contain
any qualification, reservation or adverse remark and is prepared as per “Ind-AS.”
and form part of this Annual Report.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and
Regulation 24A of SEBI (Listing Obligations & Disclosures Requirements)
Regulation, 2015, the Company is not required to conduct the Secretarial audit for
the financial year ended March 31, 2023.

Related Party Transactions

The Company has not entered into any related party transactions with Promoters,
Directors, Key Managerial Personnel or other designated persons during the year
under review. Your Directors draw attention of the members to note no. 19 of the
financial statement which sets out related party disclosures.

Risk Management

The Company has laid down the procedures to inform to the Board about the risk
assessment and minimization procedures and the Board has formulated Risk
management policy.

Internal Financial Control

The Company has in place adequate internal financial controls with reference to
financial statements. During the year under review, no material or serious observation
has been observed for inefficiency or inadequacy of such controls.

Vigil Mechanism

The Company has put in place a system through which the Directors and employees
may report concerns about unethical behavior, actual or suspected fraud or
violation of the Company's Code of Conduct and Ethics without fear of reprisal. The
employees and directors may report to the Compliance officer and have direct
access to the Chairman of the Audit Committee.

Board Meetings

During the Financial year, total 5 (five) meetings of the Board of Directors were
held i.e. on May 30, 2023, August 12, 2023, October 11, 2023, November 08, 2023
and February 10, 2024 respectively.

Audit Committee

The Board has well-qualified Audit Committee as per the provision of Companies
Act, 2013 and SEBI LODR. As on March 31, 2024, it comprises of Mr. Jagdish Zalavadia,
Chairman, Mr. Bhupat Chaniyara, Member and Mr. Madan Pandey, Member.

During the year under review, the Committee met 4 (four) times May 30, 2023,
August 12, 2023, November 08, 2023 and February 10, 2024 respectively.

Nomination & Remuneration Committee

The Company has constituted Nomination & Remuneration Committee as per the
provisions of the Companies Act, 2013 and SEBI LODR. As on March 31, 2024 the
Committee consists of Mr. Bhupat Chaniyara, Chairman, Mr. Jagdish Zalavadia, Member
and Mr. Madan Pandey, Member.

During the year under review, the Committee met 2 (two) times on August 21, 2023
and October 11, 2023.

Nomination & Remuneration Policy

The Board has in accordance with the provisions of sub-section (3) of Section 178
of the Companies Act, 2013, formulated the policy setting out the criteria for
determining qualifications, positive attributes, independence of a Director and
policy relating to remuneration for Directors, Key Managerial Personnel and other
employees.

Board Evaluation

The Board has carried out an annual performance evaluation of its own
performance, the directors individually as well as the evaluation of the working of
its various committees. During the year under review, Separate meeting of the
Independent Directors was held to review the performance of Non-Independent
Directors, Chairman and the Board as whole.

Stakeholders' Relationship Committee

The Stakeholders' Relationship Committee is constituted pursuant to Section 178 of
the Companies Act, 2013. As on March 31, 2024 the Committee consists of Mr.
Bhupat Chaniyara, Chairman, Mr. Jagdish Zalavadia, Member and Mr. Madan, Pandey,
Member.

During the year under review, the Committee met 1 (One) time on November 08,
2023.

All share transfer work of the Company is carried out by the Company's Share
Transfer Agents M/s. Link Intime India Private Ltd., C-101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai - 400 083.

The “SCORES” website of SEBI for redressing of Grievances of the investors is
being visited at regular intervals by the Compliance officer and there are no
pending complaints registered with SCORES for the financial year ended on March
31, 2024.

Significant and material orders passed by the regulators or courts

There are no significant material orders passed by the
Regulators/Courts/tribunals which would impact the going concern status of the
Company and its future operations.

The Company has complied with the requisite regulations relating to capital
markets. During the last 3 years BSE has imposed penalty and the details of fine/
penalty imposed are as follows:

Whistle Blower Policy

The Company has adopted whistle blower policy and has established the
necessary vigil mechanism for directors and employees to report concerns about
unethical behavior. No person has been denied access to the Chairman of the
Audit Committee.

Disclosure under the sexual harassment of women at workplace (Prevention,
Prohibition and Redressal) Act, 2013

The Company has not received any complaint pursuant to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Disclosure of Accounting Treatment

The Company has followed the treatment laid down in the Accounting Standards
prescribed by the Institute of Chartered Accountants of India, in the preparation of
financial statements. No deviation is made in following the same.

Particulars of loans, guarantees or investments

During the year under review, the Company has not made any loans or given
guarantees. For investments which are governed by the provisions of section 186
ofthe Companies Act, 2013, please refer notes to financial statements.

Familiarization programmes for Directors

The Board members are provided with necessary documents/brochures, reports
and internal policies to enable them to familiarize with the Company's procedures
and practices.

Disclosure under Section 197(12) of the Companies Act, 2013 and other
disclosures as per rule 5 of Companies (Appointment & Remuneration) Rules,
2014

During the year under review, there were no employees of the Company drawing
remuneration exceeding the specified limit under the said section, hence the details
prescribed under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
are not applicable. The Directors of the Company does not draw any remuneration
from the Company. Hence, the disclosure under Section 197(12) read with Rule 5(1)
of the Companies Act, 2013 are not furnished.

Management Discussion and Analysis

During the year, there was no operation in the Company due to unavoidable
circumstances beyond the control of the Company. The Company regularly
identifies reviews and assesses such risk and decides appropriate guideline for
mitigating the same. The Company has instituted adequate internal control
procedure commensurate with the nature of its business and the size of its
operations. Internal audit is conducted at regular intervals.

Transparency refers to sharing information and acting in an open manner.
Processes and information are directly accessible to those concerned with them,
and enough information is provided to understand and monitor them. Your
company believes in total transparency in sharing information about its business
operations with all its stakeholders. Your Company strives to provide maximum
possible information in this report to keep the stakeholders updated about the
Company from time to time.

Acknowledgements

Your Directors wishes to thank the Company's members and esteemed business
associates for their valued contributions and support.

For and on behalf of the Board

Mr. Bhupat Chaniyara Jagdish Zalavadia

Executive Director & CEO Executive Director & CFO

(DIN:10327428) (DIN: 10327440)

Place: Boisar
Date: May 24, 2024