Your directors have pleasure in presenting theirAnnual Report on the business and operations of the
company together with the Audited Statement of Accounts for the year ended 31st March, 2024.

1. Financial Highlights:

During the year under review, performance of your company as under:

(Amount In Lacs.)

2. State of Company's Affairs and Future Outlook

During the year under review, the Company Standalone financials recorded total revenue of Rs. 11818.40
(Amount in Lacs.)as against Rs.11192.83(Amount in Lacs.)in the previous year. The Company has earned
profit of Rs.520.08 (Amount in Lacs.)as compared to the profit of Rs.579.31 (Amount in Lacs.)in the
previous year. Your Directors are hopeful that the company may be able to show better performance in
coming year.

During the year under review, the Company Consolidated financials recorded total revenue of
Rs.15154.63 (Amount in Lacs.)as against Rs.14454.24 (Amount in Lacs.)in the previous year. The
Company has earned profit of Rs.604.05 (Amount in Lacs.)as compared totheprofitof Rs.608.76 (Amount

in Lacs.)in the previous year. Your Directors are hopeful that the company may be able to show better
performance in coming year.

3. Change in nature of business, if any

During the F.Y. 2023-2024, the Company had not made any change in its nature of business.

4. Dividend

During the F.Y. 2023-2024, Directors do not recommend any dividend for the year ended 31st March,
2024 and the available surplus be retained to strength the net worth of the company.

5. Amounts Transferred to Reserves

The Board of the company hasdecided to transfer profit amounting to Rs. 520.08 (Amount in Lacs.)
amount to its reserve.

6. Changes in Share Capital, if any

The paid up Equity Share Capital as on 31st March, 2024 was Rs. 17,83,71,000/-. During the year
under review, the Company has undertaken the following transactions:

**Increased from Rs. 8,918,5500to Rs. 1,78,37,1000 vide bonus issues, allotted on 28^th August 2023.

The Company has increased its authorised share capital from Rs. 10,60,00,000/ - (Rupees Ten Crore Sixty
Lacs only) to Rs. 16,00,00,000/- (Rupees Sixteen Crore only) through the extra ordinary general meeting
held on May 08th, 2023 and further from Rs. 16,00,00,000/ - (Rupees Sixteen Crore only) to
Rs. 25,00,00,000/ - (Rupees Twenty Five Crore only) through the extra ordinary general meeting held on
August 26 th, 2023.

7. Extract of Annual Return

The MCA has substituted Section 92(3) of the Companies Act vide Companies (Amendment) Act,
2017. In lieu of the same Company will place the annual return on the website of the Company.

8. Number of Board Meetings

During the Financial Year 2023-2024,15 meetings of the Board of Directors of the company were held
which are as follows:

9. Particulars of Loan, Guarantees and Investments under Section 186.

All the transactions entered into by the company are in compliance with the provisions of the Act.

10. Particulars of Contracts or Arrangements with Related Parties

All related party transactions are negotiated on an arm's length basis and are intended to further the
Company's interests.Details of transactions with related parties are disclosed in the Notes to the
financial statements.

11. Comments on Auditors' Reportor Explanation to Auditor's Remarks

There are no qualifications, reservations or adverse remarks or disclaimers made by M/s M P V& CO.,
Chartered Accountants, and M/s Bagaria& Co LLP, Statutory Auditors, in their report.

The Statutory Auditors have not reported any incident of fraud to the Board of Directors of the
Company in the year under review.

12. Material Changes Affecting the Financial Position of the Company

There have been following material changes and commitments have occurred during the financial year
of the Company to which the financial statements relate and the date of the report, which affect the
financial position of the Company:

1. The Company has shifted its Registered Office from Gorakhpur, ROC- Kanpur Jurisdiction to Indore,
ROC - Gwaliorwith the approval of members in the Extra ordinary General Meeting of the Company
held on 03^rd March 2023and approval of the same received from Regional Director vide order 17^th July,
2023.

2. The Company has made application to ROC,Gwalior for conversion of the company from private
limited to public limitedwith the approval of members in the Extra ordinary General Meeting of the
Company held on 07^th September, 2023 and approval of the same received by ROC Gwalior on 18^th
September,2023.

3. The Company has initiated the process forIssue of Equity Shares to the Public (Initial Public Offer)
with the approval of the existing shareholders of the Company.

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

The details of Energy, Technology, Absorption, Foreign Exchange Earnings and Outgo are as under:

Conservation of Energy:

The Company is making continuous efforts to conserve energy wherever practicable, by economizing
on the use of power and electricity in the factory.

Technology Absorption:

Technology absorption is on a continuous basis through ongoing training of Company's personnel
and deputation of technicians.

Foreign Exchange Earnings/ Outgo:

14. Details of Holding,Subsidiary, Joint Venture or Associates

The details of subsidiaries, joint ventures and associate companies are:

15. Risk Management Policyand Internal Adequacy

The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key
business objectives. Major risks identified by the businesses and functions are systematically
addressed through mitigating actions on a continuing basis.

The Company's internal control systems are commensurate with the nature of its business and the size
and complexity.

16. Details of Directors and Key Managerial Personnel

Following Changeswere there in management during the financial year:

* Mr. Sunil Kumar Talwar(DIN-10105902) has been appointed as the Non-executive Director with
the approval of members in the Extra ordinary General Meeting of the Company held on 08^th April
2023

* Designation of Mr. MohitAiren(DIN-00326470) has been changed to Managing Director with the
approval of members in the Extra ordinary General Meeting of the Company held on 08^th May
2023

* Ms. AashiNeema(DIN-10149905) has been appointed as the Independent Director with the
approval of members in the Extra ordinary General Meeting of the Company held on 08^thMay 2023

* Ms. SurabhiAgrawal (DIN-08672180) has been appointed as the Independent Director with the
approval of members in the Extra ordinary General Meeting of the Company held on 08^th May
2023

* Ms. NupurLodwal(DIN-10150318) has been appointed as the Independent Director with the
approval of members in the Extra ordinary General Meeting of the Company held on 08^th May
2023

* Mr. AmodJha(DIN-10531101) has been appointed as the Independent Director with the approval
of members in the Extra ordinary General Meeting of the Company held on 08^thMarch 2024

* Ms. SurabhiAgrawal (DIN-08672180) has resigned from the office of the Independent Director
w.e.f. 8^thMarch 2024

* CS DishaSoni has been appointed as the Company Secretary of the Company w.e.f.1^stMay 2023

* Mr. Ravindra Kumar Chourishi has been appointed as the CFO of the Company w.e.f.1^stMay

2023

* CS DishaSonihas resigned from the officeof Company Secretary of the Company w.e.f.26^th March

2024

Further details of directors as on the end of the financial year are as follows:

Change in management after the closure of financial year but prior to signing this report

* CS Deepika Singh has been appointed as the Company Secretary of the Company w.e.f.1^st April
2024

* Ms. SweenaGangwani(DIN-08852555) has been appointed as the Independent Director with the
approval of members in the Extra ordinary General Meeting of the Company held on 01st August
2024

* Mr. AmodJha(DIN-10531101) has resigned from the office of the Independent Director w.e.f.01st
August 2024

17. Details of significant & material orders passed by the regulators or courts or tribunal

The Company has received following orders during the financial year but prior to signing this report,
company has received following orders:

1. Company has received order no. AA2375184/13(4)/RD (NR)/2023/3034 dated 17^th July 2023 from
Regional Director, Northern Region for shifting of registered office of the Company from the State
of Uttar Pradesh to the State of Madhya Pradesh.

2. Company has been converted from Private Limited to Public Limited Company vide fresh
certificate of incorporation dated 18^th September 2023.

There has been no order passed by any authority which impacts the going concern status and
company's operations in future during the year under review.

18. Deposits

The Company has not accepted deposit falling within the ambit of Section 73 of the Companies Act,
2013 and The Companies (Acceptance of Deposits) Rules, 2014 and there were no remaining
unclaimed deposits as on 31st March, 2024.

20. Declaration by Independent Director

All Independent Directors have given declarations that they meet the criteria of independence
as laid down under Section 149(6) of the Companies Act, 2013.Further that the Board
confirmed that all the independent directors fulfill the criteria laid under the Companies Act,
2013.

21. Auditor

M/s M P V & CO (FRN: 003995C), Chartered Accountants, Indore, were re-appointed as Statutory
Auditor of the company in Annual General Meeting of the company held on 30^th September, 2019 for
the period of five years and they shall hold office of the Statutory Auditor of the company until the
conclusion of the forthcoming Annual General Meeting of the year 2024.

Further during the year under review M/s Bagaria& Co. LLP(FRN: 113447W/W-100019), Chartered
Accountants, Mumbai, as the joint auditor of the Company in the Extra ordinary General Meeting held
on 8^th March 2024, until the conclusion of the forthcoming Annual General Meeting of the year 2024.

Further the Board proposes to appoint M/s Mishra Rajiv Kamal & Associates(FRN: 006752C),
Chartered Accountants, and M/s Bagaria& Co. LLP (FRN: 113447W/W-100019), Chartered
Accountants, Mumbai,jointly asStatutory Auditors for 5 years to hold office from the conclusion
of this meeting till the conclusion of the Annual General Meeting of the Company to be held
in 2029.

22. Secretarial Audit Report

During the year under review, the provisions relating of Secretarial Audit Report under Section 204(1)
of the Companies Act, 2013 read with rules hereunder are not applicable to the Company.

23. Social Responsibility And Sustainability (CSR Initiatives)

Your Board is glad to inform that the Company has contributed amount for the benefit of
society and nation in various areas as it understands that your company doesn't operate in
isolation from the rest of the world. As a company we are an integral part of India and are
thus deeply attached to its people. As such we are responsible - collectively and individually
- for every action we take and its resultant impact on the world around us, today and in
comingyears. Thus your Company has supported several community and social initiatives
covering educational, cultural, social and environmental projects across the nation

As a part of its initiative under the "Corporate Social Responsibility"(CSR) drive, the
Company has undertaken projects in the area of education and development of tribal area.
These projects are in accordance with schedule VII of the Companies Act, 2013 and
Company's CSR Policy. The Report on CSR activities as required under the Companies
(Corporate Social Responsibility Policy) Rules, 2014 is annexed to and forms an integral part
of this report.

24. Audit Committee

The Board of Directors of the company have Audit Committee of the company consisting of
following members:

25. Statement Indicating the Manner in which Formal Annual Evaluation has been made by the Board
of its own Performance, its Directors, and that of its Committees

The provisions related with statement indicating the manner in which formal annual evaluation has
been made by the Board of its own Performance, its Directors, and that of its Committees are not
applicable to the company.

26. Nomination & Remuneration Committee Policy

The Board of Directors of the company have Nomination and Remuneration Committee of
the company consisting of following members:

27. Disclosure on Establishment of a Vigil Mechanism

The provisions of disclosure pertaining to establishment of vigil mechanism for employees and
directors are not applicable to the company.

However, as on date of signing the report, the Company has framed Policy and is also available on the
website of the company.

28. Managerial remuneration

The provisions related with statistical disclosures pursuant to Rule 5 of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, are in compliance
with the provisions of the Companies Act 2013.

29. Particulars of Employees Pursuant To Rule 5(2) Of Companies (Appointment & Remuneration of
Managerial Personnel)Rules, 2014

The information required pursuant to Section 197 (12) read with Rule, 5 of The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is applicable only for listed
company. Hence the above Provisions are not applicable on the Company.

30. Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition
&Redressal) Act, 2013

There is no case filed or pending under Sexual Harassment of Women at Workplace (Prevention,
Prohibition &Redressal) Act, 2013 against the Company during the Financial Year.

31. Cost Auditors

The company has complied with the required provisions related to Cost Audit Report of the Company
during the financial year ended 31st March, 2024, and the report was duly filed with the Ministry of
Corporate Affairs.

Further, M/S M P TURAKHIA & ASSOCIATES, Cost Accountant has been appointed as Cost
Auditors at remuneration as may be decided by the Board. The Cost Auditors shall submit the report
along with their observations and suggestions, and Annexure to the Central Government within
stipulated time period.

32. Applicability & Proceeding Pending Under Insolvency & Bankruptcy Act, 2016 & Their Status

There are no proceedings initiated /pending against your Company under the Insolvency and
Bankruptcy Code, 2016 which materially impact the business of the Company.

33. Difference In Valuation Done at One Time Settlement And Valuation Done While Taking Loan
From Banks & Financial Institutions

There was no One Time Settlement of loan taken from Banks or any financial Institutions. Hence, the
difference in valuation does not arise

34. Directors Responsibility Statement:

In accordance with the provisions of Section 134(5) of the Companies Act 2013, your directors confirm
that:

a) In the preparation of the annual accounts for the financial year ended 31st March, 2024, the
applicable accounting standards had been followed along with proper explanation relating to material
departures;

b) the directors had selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at 31st March, 2024 and of the profit /less of the Company for that
period;

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

d) The directors had prepared the annual accounts on a going concern basis;

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

35. Web Link of Annual Return

The Company has website https://balajiphosphates.com/ and in the process of uploading all
thestatutory requirements and policies as per the requirement of Sebi LODR and Companies Act,
2013.

36. Acknowledgment

The Directors express their sincere appreciation to the valued shareholders, bankers and clients for
their support.

Place-INDORE

Date-05/09/2024

For and on behalf of the Board of Directors

__^

ALOK GUPTA MOHIT AIREN

DIRECTOR MANAGING DIRECTOR

DIN-00321894 DIN-00326470