AKM Creations Ltd Directors Report

To,

The Members of

AAYUSH ART AND BULLION LIMITED (Formerly known as AKM Creations Limited)

Your Directors have pleasure in presenting the 16^th Directors Report on the business and operations of AAYUSH ART AND BULLION LIMITED (The Company) together with the Audited Financial Statements of Accounts of the Company for the Financial Year ended March 31, 2025

1. Financial Result:

Particular	FY 2024-25	FY 2023-24
Total Income	7378.28	774.40
Total Expenditure	7137.04	751.23
Profit / (Loss)
Before Tax	241.24	23.17
Less: Tax Expense
Current Tax	(61.45)	(8.33)
Tax of Earlier Period Provided/ Written back	-	11.00
Deferred Tax	0.88	0.39
Profit / (Loss) After Tax	180.68	26.23
Earning per Equity Share (Face Value Rs. 10)
Basic	1.29	0.41
Diluted	1.29	0.27

2. STATE OF COMPANY AFFAIRS AND REVIEW OF OPERATIONS:

During the Financial Year ended 31st March, 2025, the Company has recorded total revenue of INR 7377.23 Lakhs/- (Indian Rupees Seven Hundred Seventy Four Lakh Forty Thousand Only) as against INR 733.20 Lakhs/- in the previous year,

Further, During the reporting period the Company has earned Net Profit of INR 180.68 /-Lakhs as against INR 26.23 /-Lakhs in the previous year.

3. SHARE CAPITAL STRUCTURE OF THE COMPANY:

AUTHORIZED CAPITAL:

During the year under review, the Authorized Share Capital from is Rs. INR 17,00,00,000 (Indian Rupees Seventeen Crore only) divided into 1,70,00,000 (One Crore Seventy Lakh Only) Equity Shares of Rs. 10 each.

PAID UP CAPITAL AND CHANGES THEREON, IF ANY:

The Issued, Subscribed and Paid-up capital is Rs. 15,31,21,750 /- (Rupees Fifteen Crore Thirty- One Lakh Twenty-One Thousand Seven Hundred Fifty only) divided into 1,53,12,175 (One Crore Fifty-Three Lakh Twelve Thousand One Hundred Seventy-Five) equity shares of Rs. 10/- (Rupees Ten only) each. Which was increased from Rs. 12,41,21,750 /- (Twelve Crore Forty- One Lakh Twenty-One Thousand Seven Hundred Fifty) divided into 1,24,12,175(One Crore Twenty-Four Lakh Twelve Thousand One Hundred Seventy-Five) equity shares of Rs. 10/- (Rupees Ten only) each.

4. DEPOSITS:

During the reporting period, your Company has not accepted any deposits, falling within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014

5. DIVIDEND

The Board of Directors did not recommend any dividend for the year.

6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividend declared and paid last year.

7. AMOUNTS, IF ANY, WHICH IT PROPOSES TO CARRY TO ANY RESERVES:

The Company has transferred ^180.67 lakhs from its profit to retained earnings.

8. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the financial year under review, there was no change in the nature of the business of the Company.

9. REVISION OF FINANCIAL STATEMENT, IF ANY:

There was no revision in the financial statements of the Company.

10. DIRECTORS & KEY MANAGERIAL PERSONNEL:

The Board of the Company was duly constituted in accordance with the provisions of the Companies Act, 2013. As on the date of the report, your company has the following Directors and Key Managerial Personnel:

S. No Name of Director	Designation	DIN/ PAN	Date of Appointment	Date of Resignation
1 Maulik Rajendrabhai Shah	Managing Director	07578813	13/03/2024
2 Piyush Parmar	Director	09634827	13.03.2024	-
3 Bhavnaben Prahaladbhai Trivedi	Additional Director	11048317	21/05/2025
4 Afsar Khan Ismail	Independent Director (Additional Director)	11189994	16/07/2025
5 Dharmesh Pravinbhai Sanghvi	Independent Director (Additional Director)	10297944	04/09/2025
6 Bhagyashri shyambihari agrawal	CFO	AURPA9823 A	07/07/2025
7 Mr. Pankaj Kumar Rawat	Company Secretary & Compliance Officer	AVMPR0513N	24/01/2024
8 Ms. Punam Anil Mohod	Additional Woman Director	10692712	04.07.2024	21.05.2025

During the year under review following Changes were made in Board of Directors and KMP of the Company

• Mr. Mahavir Rameshchandra Chudasama (DIN: 10429758) resigned from the post Director with effect from 24th November, 2024.

• Mr. Pradipbhai Rathod (DIN: 10429763) resigned from the post Director with effect from 16th July, 2025.

• Mr. Hirwani Jayantibhai Vaghela (DIN: 10168242) resigned from the post executive Director with effect from 04" April, 2024.

• Ms. Jagrutiben Deepakbhai Parmar (DIN: 09588467) from the Position of Non- Executive Director with effect from 04" April, 2024.

• Mrs. Punam Anil Mohod (DIN: 10692712) Appointed as Additional Woman Director in the category of Non-Executive Director of the Company with effect from 04th July, 2024

11. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Year under review 15 (Fifteen) meetings of the Board of Directors were held. The dates on which the said meetings were held:

• 04-04-2024

• 25-04-2024

• 06-05-2024

• 30-05-2024

• 04-06-2024

• 04-07-2024

• 09-07-2024

• 16-07-2024

• 20-07-2024

• 21-08-2024

• 24-08-2024

• 07-11-2024

• 14-11-2024

• 07-12-2024

• 29.03.2025

The intervening gap between any two Meetings was within the period prescribed under the SEBI (LODR) Regulations, 2015 and Companies Act, 2013.

12. BOARD COMMITTEES:

At present, the Board has following Three (3) Committees:

• Audit Committee

• Nomination & Remuneration Committee

• Stakeholder Remuneration Committee.

The Composition of these Committees and relative compliances are in line with the applicable provisions of the Companies Act, 2013 read with the Rules and applicable provisions of the Listing Regulations.

The terms of reference of these Committees are determined by the Board and their relevance reviewed from time to time. Meetings of each of these Committees are convened by the respective Chairperson of the Committee. The Board supervises the execution of its responsibilities by the Committees and is responsible for their action. The minutes and proceedings of the meetings of all Committees are placed before the Board for review from time to time. The Minutes of the Committee Meetings are sent to all members of the Committee individually and are placed before the Board for review from time to time.

AUDIT COMMITTEE:

The Audit Committee of the Board is responsible for oversight of the Companys financial reporting process and the disclosure of its financial information to ensure that the financial statements are correct, adequate and credible; and for reviewing the annual financial statements before submission to the Board. The Committee periodically reviews the adequacy of internal control systems.

The Committee reviews the financial and risk management policies of the Company.

During the year under review, 2 (Two) meetings of the Audit Committee were convened and held on the dates mentioned below: ^•

• May 30, 2024

• November 14, 2024

The maximum interval between any two meetings did not exceed 120 days.

The detail of the composition of the Audit Committee along with their meetings held/attended is as follows:

Name of the Director	Category	No. of Meeting eligible to Attend	No. of Meeting Attended
Mahavir Rameshchandra* Chudasama	Chairman (NonExecutive Independent Director)	02	02
Pradipbhai Rathod**	Chairman (NonExecutive Independent Director)	02	02
Piyush Parmar	Member (Non-Executive Director)	02	02
Afsar Khan Ismail***	Member ((Non-Executive Independent Director)	-	-

*Mr. Mahavir Rameshchandra Chudasama resigned from the Company w.e.f. 25-11-2024 and ceased to be the member of the Committee.

**Mr. Pradipbhai Rathod resigned as Non- Executive Independent Additional Director w.e.f.

16.07.2025 and become the member of the Committee.

*** Mr. Afsar Khan Ismail appointed from the Company w.e.f. 28.04.2025 and ceased to be a member of the Committee.

NOMINATION AND REMUNERATION COMMITTEE:

Pursuant to Section 178(3) of the Companies Act, 2013, the Board duly constituted Nomination and Remuneration Committee and have laid down the following criteria:

1. Criteria for nomination as Director, Key Managerial Personnel and Independence of a Director:

2. Criteria for determining Remuneration of Directors, Key Managerial Personnel and Senior Management and Other Employees of the Company.

3. Evaluation of the performance of members of the Board of Directors and Key Managerial Personnel.

During the year under review, one (1) meeting of the Nomination and Remuneration Committee were convened and held on the dates mentioned below: ^•

• July 07, 2024

The detail of the composition of the Nomination and Remuneration Committee along with their meetings held/attended is as follows:

Name of the Director	Category	No. of Meeting eligible to Attend	No. of Meeting Attended
Mahavir Rameshchandra* Chudasama	Chairman (NonExecutive Independent Director)	01	01
Pradipbhai Rathod**	Chairman (NonExecutive Independent Director)	01	01
Piyush Parmar	Member (Non-Executive Director)	01	01
Afsar Khan Ismail***	Member ((Non-Executive Independent Director)	-	-

*Mr. Mahavir Rameshchandra Chudasama resigned from the Company w.e.f. 25-11-2024 and ceased to be the member of the Committee.

**Mr. Pradipbhai Rathod resigned as Non- Executive Independent Additional Director w.e.f.

16.07.2025 and become the member of the Committee.

*** Mr. Afsar Khan Ismail appointed from the Company w.e.f. 28.04.2025 and ceased to be a member of the Committee.

STAKEHOLDER RELATIONSHIP COMMITTEE:

Pursuant to Section 178(5) of the Companies Act, 2013, the Board duly constituted Stakeholder Relationship Committee to look into the redressal of complaints of investors such as transfer or credit of shares, non-receipt of dividend/notices/annual reports, etc.

During the year under review, One (1) meeting of the Stakeholder Relationship Committee was convened and held on March 29, 2025.

The detail of the composition of the Stakeholders Relationship Committee along with their meetings held/attended is as follows:

Name of the Director	Category	No. of Meeting eligible to Attend	No. of Meeting Attended
Mahavir Rameshchandra* Chudasama	Chairman (NonExecutive Independent Director)	01	01
Pradipbhai Rathod**	Chairman (NonExecutive Independent Director)	01	01
Piyush Parmar	Member (Non-Executive Director)	01	01
Afsar Khan Ismail***	Member ((Non-Executive Independent Director)	-	-

*Mr. Mahavir Rameshchandra Chudasama resigned from the Company w.e.f. 25-11-2024 and ceased to be the member of the Committee.

**Mr. Pradipbhai Rathod resigned as Non- Executive Independent Additional Director w.e.f.

16.07.2025 and become the member of the Committee.

*** Mr. Afsar Khan Ismail appointed from the Company w.e.f. 28.04.2025 and ceased to be a member of the Committee.

13. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION OF THE COMPANY:

There were no material changes and commitments accured from the end of financial year upto this report that may affect financial position of the Company.

However, Pursuant to Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform that material changes have occurred after the close of the financial year ended March 31, 2024, which are likely to affect the financial position of the Company. The Board of Directors, at its meeting held on July 20, 2024, approved the allotment of 23,00,000 (Twenty-Three Lakhs) fully convertible equity warrants on a preferential basis to promoters at an issue price of Rs. 112.60/- per warrant (comprising Rs. 28.15 as warrant subscription price and Rs. 84.45 as warrant exercise price), aggregating to Rs. 25.89 crores. The Company has received Rs. 6.47 crores as 25% upfront warrant subscription money. Each warrant is convertible into one fully paid- up equity share of face value Rs. 10/- each. Additionally, the Board approved the cancellation of 30,00,000 convertible warrants originally issued on January 16, 2023, due to non-exercise within the prescribed period. Pursuant to receipt of the balance 75% consideration (Rs. 84.45 per warrant), the Company allotted 9,00,000 and 14,00,000 equity shares respectively at Rs. 112.60 per share, including a premium of Rs. 102.60 per share. Following these allotments, the Companys paid-up equity share capital increased from Rs. 13,91,21,750 (comprising 1,39,12,175 equity shares) to Rs. 15,31,21,750 (comprising 1,53,12,175 equity shares). Further, the Board approved a proposal to raise funds through a rights issue of equity shares for an amount not exceeding Rs. 49.50 crores, subject to receipt of regulatory and shareholder approvals.

14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE U/S 186 OF THE COMPANIES ACT, 2013:

Particulars of loan given, investment made, guarantees given and security provided under Section 186 of the Companies Act, 2013, if any, are provided in the notes of financial statement.

15. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

According to Section 134(5) (e) of the Companies Act, 2013, the term “Internal Financial Control (IFC)” means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the companys policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial information. The company has a well-placed, proper and adequate Internal Financial Control System which ensures that all the assets are safeguarded and protected and that the transactions are authorized recorded and reported correctly. To further strengthen the internal control process, the company has developed the very comprehensive compliance management tool to drill down the responsibility of the compliance from the top management to executive level.

The compliance relating to Internal Financial controls have been duly certified by the statutory auditors.

16. CORPORATE SOCIAL RESPONSIBILITY:

Provisions of Corporate Social Responsibility are not applicable on the Company. Therefore, Company has not developed and implemented any Corporate Social Responsibility Initiatives as provisions of Section 135(1) of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014.

17. CORPORATE GOVERNANCE:

Provisions of Para C, D and E of Schedule V of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015 are not applicable to the Company. Hence, report on Corporate Governance is not annexed.

18. HUMAN RESOURCES:

The Management has a healthy relationship with the officers and the Employee.

19. BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations 2015 (“SEBI Listing Regulations”).

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the chairman was also evaluated on the key aspects of his role.

In a separate meeting of independent directors, performance of non-independent directors, performance of the board as a whole and performance of the chairman was evaluated, taking into account the views of executive directors and non-executive directors. The same was discussed in the board meeting that followed the meeting of the independent directors, at which the performance of the board, its committees and individual directors was also discussed. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

The Board evaluated the performance of Independent Directors and Individual Directors considering various parameters such as their familiarity with the Companys vision, policies, values, code of conduct, their attendance at Board and Committee Meetings, whether they participate in the meetings constructively by providing inputs and provide suggestions to the Management/Board in areas of domain expertise, whether they seek clarifications by raising appropriate issues on the presentations made by the Management/reports placed before the Board, practice confidentiality, etc. It was observed that the Directors discharged their responsibilities in an effective manner. The Directors possess integrity, expertise and experience in their respective fields.

20. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF REMUNERATION DRAWN AND THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) & (3) OF THE COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:

Disclosure pertaining to remuneration and other details as required under Section 197 of the Companies Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in “Annexure-VII” to this Report.

The Statement containing the particulars of employees as required under section 197(12) of the Companies Act, 2013 read with rule 5(2) and other applicable rules (if any) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

During the year, there is no transaction entered with related parties referred to in Section 188(1) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rules, 2014. Therefore there is no requirement to attached Form AOC-2 in Annexure ‘V Related party transactions if any, are disclosed in the notes to financial statements.

22. NO FRAUDS REPORTED BY STATUTORY AUDITORS

During the Financial Year 2024-25, the Auditors have not reported any matter under section 143(12) of the Companies Act, 2013, therefore no detail is required to be disclosed under section 134(3) (ca) of the Companies Act, 2013.

23. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

During the reporting period, the Company has no subsidiary/associates/Joint Venture. Hence, provisions of Section 129(3) of the Companies Act, 2013 relating to preparation of consolidated financial statements are not applicable.

24. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

Pursuant to Section 177(9) and (10) of the Companies Act, 2013, and Regulation 22 of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015, the Company has formulated Whistle Blower Policy for vigil mechanism of Directors and employees to report to the management about the unethical behavior, fraud or violation of Companys code of conduct. The mechanism provides for adequate safeguards against victimization of employees and Directors who use such mechanism and makes provision for direct access to the chairman of the Audit Committee in exceptional cases.

25. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THEREGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:

During the period under review no material orders have been passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

26. DIRECTORS RESPONSIBILITY STATEMENT:

(a) Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with respect to Directors Responsibilities Statement, it is hereby confirmed:

(b) That in the preparation of the annual accounts for the financial year ended 31st March, 2025 the applicable accounting standards had been followed along with proper explanation relating to material departures;

(c) That the directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable 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 year and of the profit or loss of the company for the year review;

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

(e) That the directors had prepared the annual accounts for the financial year ended 31st March, 2025 on a going concern basis;

(f) That the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively and

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

27. AUDITORS & AUDITORS REPORT:

Statutory Auditor:

M/s Kapish Jain & Associates, Chartered Accountants (FRN 022743N), were appointed as the Statutory Auditors of the Company for a term of five (5) consecutive years at the Annual General Meeting held on June 29, 2025. Their tenure is effective from April 1, 2024, to March 31, 2029, at a remuneration plus applicable taxes and out-of-pocket expenses as may be decided by the Board of Directors from time to time.

There are no qualifications, reservation or adverse remark or disclaimer made by the Statutory Auditors in their Report.

Auditors Report

The Auditors Report for financial year ended March 31, 2025, does not contain any qualification, reservation or adverse remarks. All Observations made in the Independent Auditors Report and Notes forming part of the Financial Statements are self-explanatory and do not call for any further comments and also, there is no incident of fraud requiring reporting by the auditors under section 143(12) of the Companies Act, 2013 during the year. The Auditors report is enclosed with the financial statements in this Auditors Report.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Sulabh Jain & Associates, Practicing Company Secretaries, to undertake the secretarial audit of the Company for the Financial Year 2024-2025.

Secretarial Audit Report

The Secretarial Audit Report for the financial year ended 31st March, 2025 does not contain any qualification, reservation or adverse remark. A copy of the Secretarial Audit Report (Form MR-3) as provided by the Secretarial Auditor has been annexed to the Report. (Annexure-VIII).

Secretarial Audit Report (Form MR-3) provided by secretarial auditor is self-explanatory Cost auditors:

The Company has not appointed the Cost Auditor as pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit is not applicable to the Company.

Internal auditors

The Company has complied with the requirement of the section 138 of the Companies Act, 2013 read with rule 13 of the Companies (Accounts) Rules, 2014, and other applicable provisions of the Act.

The Company has appointed M/s Appa & Associate, Chartered Accountants (FRN: 141467W), to undertake the Internal audit of the Company for the Financial Year 2024-2025.

28. EXTRACT OF THE ANNUAL RETURN

The extract of annual return under Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014 is available on the website of the Company at www.akmlace.com

29. FAMILIARISATION PROGRAMMES

The Company familiarises its Independent Directors on their appointment as such on the Board with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, etc. through familiarizations programme. The Company also conducts orientation programme upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis. The familiarization programme for Independent Director is disclosed on the Companys website www.akmlace.com

30. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Managements Discussion and Analysis Report for the year under review, as stipulated under regulation 34 (3) and Part B of schedule V of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015 is annexed to this Annual Report as “Annexure - IX”.

31. CODE OF CONDUCT:

Commitment to ethical professional conduct is a must for every employee, including Board Members and Senior Management Personnel of the Company. The Code is intended to serve as a basis for ethical decision-making in conduct of professional work. The Code of Conduct enjoins that each individual in the organization must know and respect existing laws, accept and provide appropriate professional views, and be upright in his conduct and observe corporate discipline. The duties of Directors including duties as an Independent Director as laid down in the Companies Act, 2013 also forms part of the Code of Conduct. All Board Members and Senior Management Personnel affirm compliance with the Code of Conduct annually.

32. INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION. PROHIBITION & REDRESSAL) ACT, 2013:

The Company has zero tolerance towards sexual harassment at the workplace and towards this end, has adopted a policy in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 which redresses complaints received on sexual harassment. During the financial year under review, the Company has not received any complaints of sexual harassment from any of the women employees of the Company.

33. DETAILS OF APPLICATION MADE OR ANY PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE. 2016 DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR:

During the reporting period, no application made or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

34. 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 REASONS THEREOF:

During the reporting period, no such valuation has been conducted in the financial year.

35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars as prescribed under sub-section (3)(m) of Section 134 of the Companies Act, 2014 read with Rule 8(3) of Companies (Accounts) Rules, 2014 are annexed herewith at “Annexure-IX”.

36. RISK MANAGEMENT POLICY

The Board of Directors of the Company are of the view that currently no significant risk factors are present which may threaten the existence of the company. During the year, your Directors have an adequate risk management infrastructure in place capable of addressing those risks. The company manages monitors and reports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives. The Audit Committee and Board of Directors review these procedures periodically. The companys management systems, organizational structures, processes, standards, code of conduct and behaviour together form a complete and effective Risk Management System (RMS).

37. PREVENTION OF INSIDER TRADING

The Company has a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and certain designated employees of the Company. The Code requires pre-clearance for dealing in the Companys shares and prohibits the purchase or sale of Company shares by the Directors and designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the trading window is closed. The Board is responsible for implementation of the Code. All Board Directors and the designated employees have confirmed compliance with the Code.

38. DISCLOSURE OF RELATIONSHIP BETWEEN DIRECTOR INTER -SE

None of the Directors are related to each other.

39. SECRETARIAL STANDARDS

Your Company complies with the Secretarial Standard on Meetings of Directors (SS-1) and Secretarial Standard on General Meetings (SS-2) whenever it has applicable. Your Company will comply with the other Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) as and when they are made mandatory.

40. CAUTIONARY NOTE

The statements forming part of the Boards Report may contain certain forward looking remarks within the meaning of applicable securities laws and regulations. Many factors could cause the actual results, performances or achievements of the Company to be materially different from any future results, performances or achievements that may be expressed or implied by such forward looking statements.

41. STATEMENT ON OTHER COMPLIANCES

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items During the reporting period:

a. Details relating to deposits covered under Chapter V of the Act.

b. Issue of equity shares with differential voting rights as to dividend, voting or otherwise;

c. Issue of shares (including sweat equity shares) to employees of the Company.

d. Neither the Managing Director nor any of the Whole-time Directors of the Company receive

any remuneration or commission.;

42. WEBSITE OF THE COMPANY:

Your Company maintains a website www.akmlace.com where detailed information of the Company and specified details in terms of the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 have been provided.

43. ANNUAL RETURN

Pursuant to the provision of Section 92(3) of the Companies Act, 2013 read with Rule 12 (1) of the Companies (Management and Administration) Rules, 2014, the annual return as on 31st March 2025 will be available on the website of the Company i.e., at www.akmlace.com

44. SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS

There were no significant and material order passed by the regulators or Courts or Tribunals impacting the going concern status of your Company and its operation in future.

45. MATERNITY BENEFIT

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible women employees during the year.

46. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

As there is no application made or pending under Insolvency and Bankruptcy Code, 2016, so there is no requirement to give details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016.

47. DECLARATION REGARDING SETTLEMENT WITH BANKS/ FINANCIAL INSTITUTIONS

During the year under review, the Company has not made any settlements with banks or financial institutions. As a result, no valuations were necessary.

48. ACKNOWLEDGEMENT:

The Directors regret the loss of life are deeply grateful and have immense respect for every person. The Directors wish to convey their appreciation to all of the Companys employees for their contribution towards the Companys performance. The Directors would also like to thank the shareholders, employee unions, customers, dealers, suppliers, bankers, governments and all other business associates for their continuous support to the Company and their confidence in its management.

		For and on behalf of
		AAYUSH ART AND BULLION LIMITED
		(Formerly known as AKM Creations Limited)
Date: 04-09-2025	Sd/-	Sd/-
Place: Delhi	Maulik Rajendrabhai Shah	Piyush Parmar
	Managing Director	Director
	DIN: 07578813	DIN: 09634827