Alan Scott Industries Ltd Directors Report

To The Members of Alan Scott Enterprises Limited

(formerly known as Alan Scott Industriess Limited)

The Board of Directors (hereinafter referred to as ‘the Board) are pleased to present the Thirty - First (31^st) Annual Report, on the business and operations of Alan Scott Enterprises Limited (formerly known as Alan Scott Industriess Limited) (‘the Company/ASEL) along with the Audited Financial Statements and Auditors reports thereon for the financial year (‘FY) ended March 31, 2025 (‘year under review).

1. Financial Results:

( in Thousands)

	Standalone Financial Results
Particulars	For the Financial Year Ended March 31, 2025	For the Financial Year Ended March 31, 2024
Total Revenue	19,885.98	4,096.10
Total Expenses	13,336.21	13,733.60
Exceptional Items	-	-
Profit/(Loss) before Tax	6,549.77	(9,637.50)
Provision for:
a. Current Tax	-	-
b. Deferred Tax	-	-
Profit/(Loss) after Tax	6,549.77	(9,637.50)
Earning per equity shares of 10 each (Basic and diluted)	1.80	(2.86)

( in Thousands)

	Consolidate Financial Results
Particulars	For the Financial Year Ended March 31, 2025	For the Financial Year Ended March 31, 2024
Total Revenue	3,09,365.20	1,19,021.50
Total Expenses	3,27,529.40	1,53,988.80
Exceptional Items	-	-
Profit/(Loss) before Tax	(18,164.20)	(34,967.31)
Provision for:
a. Current Tax	-	-
b. Deferred Tax	-	-
Profit/(Loss) after Tax	(18,164.20)	(34,967.31)
Earning per equity shares of 10 each (Basic and diluted)	(4.55)	(10.39)

2. Dividend:

Your Directors regret their inability to recommend any dividend for the financial year ended March 31, 2025.

Further during the year under review, the Company was not required to transfer any unpaid or unclaimed dividend to the Investor Education and Protection Fund.

3. Review of Operations ( in Thousands):

During the year under review, on a standalone basis, the total revenue of the Company saw a marginal increase of 19,885.98 as against 4,096.10 during the previous year ended on March 31, 2024 (“Previous year). The Company was able to reduce its expenses and hence the Company saw a marginal profit of 6,549.77 as against a loss of 9,637.50 during the previous year.

31^st Annual Report

On a consolidated basis, the Company saw an increase in the revenue from its operation to 3,09,365.20 as compared to 1,19,021. The consolidated losses stood at 18,164.20 as compared to 34,967.31 during the previous year.

In addition to strengthening its core operations, the Company has strategically diversified into newer service segments, a brief of which is as follows:

4. Brief on Subsidiaries of the Company:

1. Alan Scott Living:

Alan Scott Living brings together businesses that enrich daily life through authenticity, wellness, and cultural relevance. These subsidiaries serve the fast-growing segment of conscious consumers seeking purity, cultural roots, and health-aligned products.

Alan Scott Retail Ltd. (ASRL): Operates 15 Miniso franchise stores across major catchment areas including Mumbai, Surat, Goa, Hyderabad, Shimla, Indore, and Dehradun. The company has targeted expansion to 25 stores in the next 18 months.

Alan Scott Saatwik Himalayan Products Ltd.: This subsidiary is building a differentiated farm-to-home D2C brand anchored in Satvik purity and Himalayan origins. It markets superfoods, teas, ghee, honey, and beauty products under the Jungle Harvest and Kosha Care labels. In addition, the recently introduced Giggles range brings Himalayan fruit crushes and healthy shots to the market, appealing to younger consumers and health-conscious families. Its altitude advantage, farmer-backed supply chain, and ESG alignment continue to provide strong brand differentiation.

Alan Scott Fusion Resonance Pvt. Ltd.: Positioned at the frontier of non-invasive wellness, Fusion Resonance applies proprietary sound-frequency resonance protocols to develop health and wellness solutions. Its first product, Trishcoo, is a mobile sticker designed to reduce radiation impact, minimize thermal stress, and enhance battery longevity. The product pipeline includes wellness wearables, water energizers, and resonance-based energy solutions.

2. Alan Scott Works:

Alan Scott Works is where industrial precision meets sustainable innovation, creating solutions in automation, environment, and energy efficiency.

Alan Scott Automation & Robotics Ltd. (Onecta): This subsidiary specializes in designing and implementing automation solutions for the dairy and edible oil industries. Its flagship products include AutoCaller, Pack-to-Pack-Off, and BondGreen, which have been successfully deployed with leading industry clients. The company continues to expand its product portfolio to serve broader industrial needs.

Alan Scott Envirotech Pvt. Ltd.: Based in Pune, this subsidiary develops indoor air purification systems, alkaline water machines, and energy-saving appliances. Key product lines include Jaliva alkaline water machines and Aeroroz, a split AC purification device designed to improve air quality directly through air-conditioning systems. Envirotech also develops advanced air quality solutions in collaboration with hospitals, educational institutions, industries, and government agencies.

Alan Scott Vajrashakti Technologies Pvt. Ltd.: The Groups deep-tech R&D hub, Vajrashakti develops scalable technologies addressing critical Bharat needs in energy, safety, and environment. Its portfolio includes ZestWatt ultra-low energy appliances, Clairon smog towers, NovaQ silent energy devices, industrial IoT monitoring systems, and smoke capture systems for disaster response. It also serves as the Groups IP backbone and a platform for national and defense-linked innovation.

3. Alan Scott Next:

Alan Scott Next focuses on nation-scale digital solutions leveraging AI and blockchain to address challenges of employment, identity, and education.

Alan Scott UpnUp Life Pvt. Ltd.: Indias first mission-led identity and trust platform, UpnUp provides digital verification and trust protocols for informal and semi-formal workers. The initial rollout is focused on the security guard industry, with a national launch scheduled in the last quarter of FY 2025 26. The platform uses blockchain and AI to integrate attendance, alertness monitoring, and background verification, creating trust protocols that can later be expanded across 107 identified worker roles.

Alan Scott Learnix Pvt. Ltd.: Learnix is developing an AI-native education ecosystem to transform Indias learning outcomes. Its portfolio includes Krishguru (AI teacher), AI Tutor, Dishaant Patra (guidance and self-leadership tool), PaisaPal (gamified financial literacy), and Lexel idX (learning excellence index). Additionally, Navodaya Labs provide hands-on robotics, AI, and IoT education in underserved schools.

4. Alan Scott Frontier:

Alan Scott Frontier represents the Groups asset-light subsidiaries working at the intersection of AI, compliance, and agri-tech services.

Alan Scott Omnis AI Pvt. Ltd.: A venture studio focused on AI governance, risk, and compliance, incubating ventures aligned with responsible and regulated innovation. Its first incubatee, Verusa AI, applies AI for anti-money laundering in stablecoin ecosystems.

Alan Scott Bluverge Pvt. Ltd.: Focused on agri drone services, Bluverge supports precision farming, crop monitoring, and yield optimization. By deploying drone technology directly for agricultural use, the company is helping farmers improve efficiency, reduce costs, and enhance productivity in rural India.

Looking ahead, the Company is focused on becoming more efficient in the way it operates, making the most of its strengthened team, and tapping into opportunities across both existing and new business segments. The management believes that the recent investments in subsidiaries, associates, talent, infrastructure, and diversification into new services will not only strengthen the Companys foundation but also support better performance in the coming years and create lasting value for shareholders.

4. Change in the nature of business:

There were no changes in the nature of business of the Company during the year under review.

5. Change of name of the Company:

The name of the Company, Alan Scott Enterprises Limited, has been duly updated on the website of BSE Limited pursuant to the circular issued by the Exchange dated July 25, 2025. This update reflects the revised corporate identity of the Company on the official trading platform and ensures consistency across all records maintained by the Stock Exchange.

6. Share Capital:

(a) Authorized Share Capital of the Company:

As on March 31, 2025, the authorized capital of your Company was 10,00,00,000 (Indian Rupees Ten Crore) comprising of 1,00,00,000 (One crore) equity Shares of 10/- (Indian Rupees Ten) each.

During the year under review, the authorised share capital of the Company was increased from 5,00,00,000 (Rupees Five Crore), comprising 50,00,000 (Fifty Lakh) equity shares of 10 (Rupees Ten) each, to 10,00,00,000 (Rupees Ten Crore), comprising 1,00,00,000 (One Crore) equity shares of 10 (Rupees Ten) each.

(b) Issue, Subscribed and Paid-up Share Capital of the Company:

As on March 31, 2025, the issued, subscribed and Paid up share capital of your Company was 3,63,17,270 (Indian Rupees Three Crore Sixty- Three Lakh Seventeenth Thousand Two Hundred Seventy) comprising of 36,31,727 (Thirty-Six Lakh Thirty-One Thousand Seven Hundred Twenty-Seven) equity Shares of 10/- (Indian Rupees Ten) each.

As on the date of the report, the issued, subscribed and paid-up Share capital of your Company is 5,44,75,900 (Indian Rupees Five Crore Forty-Four Lakhs Seventy-Five Thousand Nine Hundred Only) comprising of 54,47,590 (Fifty-Four Lakhs Forty-Seven Thousand Five Hundred and Ninety) equity Shares of 10/- (Indian Rupees Ten) each.

The details of increase in issued, subscribed and paid-up share capital of the Company are as follows:

(i) Buy Back of Securities:

The Company has not bought back any of its securities during the year under review.

(ii) Sweat Equity:

The Company has not issued any Sweat Equity Shares during the year under review.

(iii) Bonus Shares:

The Company has not issued any bonus Shares during the year under review.

(iv) Employee Stock Option:

The Company has not provided any Stock Options to the employees during the year under review.

(v) Rights Issue:

Rights Issue undertaken during FY 2023-2024:

The Company had made an offer for 18,25,377 equity shares of the Company at a price of 30 each comprising of 10 towards the face value and 20 towards security premium (‘subscription amount) on Rights Issue basis vide letter of offer dated June 16, 2023 to the existing shareholders of the Company as on the Record Date i.e. June 16, 2023 in the ratio of 1 (One) equity share for every 1 (One) fully paid equity share held by them.

On March 21, 2024, the Company post receipt of full subscription amount, allotted 17,46,164 equity shares to the existing shareholders as per the letter of offer. The requisite listing and trading approval for the aforesaid equity shares were duly received from BSE limited.

On May 9, 2024, the Company issued a final demand cum forfeiture notice to the shareholders who had not provided the entire subscription amount. Out of the shareholders entitled to 79,213 equity shares, subscription amount was received for 60,186 equity shares.

On June 8 2024, the Company post receipt of full subscription amount, allotted 60,186 equity shares to the existing shareholders as per the letter of offer. The requisite listing and trading approval for the aforesaid equity shares were duly received from BSE limited.

Further on June 8, 2024, the Company proceeded with forfeiture of balance 19,027 equity shares for which the full subscription amount was not received.

The Company would like to state that through the aforesaid rights issue, the Company has raised 541.90 Lakhs by allotting 18,06,350 equity shares. The aforesaid amount raised has been fully utilized as per the objects mentioned in the letter of offer dated June 16, 2023 and there was no deviation in the utilization of the issues proceeds.

Rights Issue undertaken during 2025-26:

The Company had made an offer for 18,15,863 equity shares of the Company at a price of 40 each comprising of 10 towards the face value and 30 towards security premium (‘subscription amount) on Rights Issue basis vide letter of offer dated April 26, 2025 to the existing shareholders of the Company as on the Record Date i.e. May 02, 2025 in the ratio of 1 (One) right equity share for every 2 (Two) fully paid equity share held by them.

On June 04, 2025, the Company post receipt of full subscription amount, allotted 18,15,863 equity shares to the existing shareholders as per the letter of offer. The requisite listing and trading approval for the aforesaid equity shares were duly received from BSE limited.

7. Events having major bearing on the Companys affairs after the end of the FY:

There were no major events having any bearing on the Companys affairs after the end of the FY and up to the date of this report except as provided in point 4 and point 6(b)(v) of this report.

8. Material changes and commitments, if any, affect the financial position of the Company:

There were no material changes and commitments affecting the financial position of the Company which occurred between the end of the FY of the Company to which the financial statements relate and the date of the report.

9. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Companys operations in future:

There were no significant or material orders passed by the regulators or courts or tribunals impacting the going concern status and the Companys operations in the future.

10. Details of Subsidiaries, Joint Ventures or Associate Companies:

The Company has the following subsidiaries during the year under review:

Name of the Company	CIN No. of the Company	Relation with the company
1 Alan Scott Automation & Robotics Limited (formerly known as Alan Scott Health & Hygiene Limited)	U28299MH2022PLC378563	Subsidiary
2 Alan Scott Fusion Resonance India Limited (Formerly known as Alan Scott Nanoveu India Limited)	U72200MH2022PLC384843	Subsidiary
3 Alan Scott Retail Limited	U74999MH2021PLC373919	Subsidiary

Further during the year under review, the Company did not have any joint venture or associate Companies.

The Company post the year under review i.e. post March 31, 2025 has invested/formed subsidiaries, details of which are provided in Note 4 of this report.

Pursuant to the provisions of Section 136 of the Act, the Consolidated Financial Statements along with relevant documents and separate audited financial statements in respect of the subsidiaries are provided in this annual report.

A statement containing the performance and financial position of each of the subsidiaries in Form AOC-1 is annexed as Annexure A and forms part of this report.

Lastly during the year under review, no Company has become or has ceased to be a Subsidiary, Joint Venture or Associate Company of ASEL.

11. Board of Directors:

(a) Changes in the composition of the Board:

The following changes took place in the composition of the Board of Directors during the year under review:

(1) Mr. K.P. Jain (DIN:02894148), resigned from the post of Independent Director with effect from August 14, 2024.

(2) Mr. Manish Vishanji Dedhia (DIN:00740846), resigned from the post of Independent Director with effect from August 14, 2024.

(3) Mr. Kadayam Ramanathan Bharat (DIN: 00584367) was appointed as Independent Director of the Company with effect from August 14, 2024.

(4) Mr. Haresh Kantilal Parekh (DIN:09116527) was appointed as Independent Director of the Company with effect from August 14, 2024.

(b) Changes in the Composition of the Board post the year under review

The following changes took place in the composition of the Board of Directors post the year under review:

(1) Mr. Martin Xavier Fernandes (DIN: 01375840), resigned from the post of Independent Director with effect from May 27, 2025.

(2) Mr Ambarish Sodha (DIN: 00489489) was appointed as Independent Director of the Company with effect from July 29, 2025. Mr. Sodhas appointment as Director is a part of the notice of the AGM and hence all details of his appointment are enclosed with the AGM notice forming part of this Annual report.

(3) Ms. Bindu Sharma (DIN: 02891943) was appointed as additional Director (Independent) of the company with the effect from August 30, 2025. Ms. Sharmas appointment as Director is a part of the notice of the AGM and hence all details of her appointment are enclosed with the AGM notice forming part of this Annual report.

(c) Director liable to retire by rotation:

In accordance with the provisions of Companies Act, 2013, Ms. Saloni Suresh Jain (DIN: 07361076), Director, is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, is seeking re-appointment.

The Board recommends her re-appointment.

(d) Declaration by the Independent Directors:

All Independent Directors of the Company have given declarations under Section 149(7) of the Act, that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013.

The Board is of the opinion that the Independent Directors possess the requisite expertise and experience and are people of high integrity and repute. They fulfil the conditions specified in the Act as well as the Rules made thereunder and are independent of the Management.

Lastly during the year, the non-executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission, and reimbursement of expenses incurred by them to attend the meetings of the Company.

(e) Number of Meetings of the Board:

The Board of Directors duly met 8 (Eight) times during the year under review in respect of which proper notices were given and the proceedings were properly recorded and signed in the Minutes Book maintained for the purpose.

(f) Company Policy on Director Appointment, Remuneration and Annual Formal Evaluation:

The Company has in place a policy relating to Directors Appointment, remuneration, and other related matters under Section 178(3) of the Companies Act, 2013.

Appointment and evaluation of the Independent Directors are governed by the Code for Independent Directors provided in Schedule IV of the Companies Act, 2013.

Pursuant to the provisions of the Companies Act, 2013, the Independent Directors at their meeting held on March 07, 2025, have carried out the annual performance evaluation of the non- Independent Directors individually as well as of the Chairman. Further, they have also assessed the quality, quantity, and timeliness of the flow of information between the Company management and the Board.

(g) Committees of the Board:

The Company has the following Committees pursuant to the provisions of the Companies Act, 2013 read with relevant rules framed therein:

(i) Audit Committee:

The Audit Committee (‘AC) as on the date of the report comprises of the following Members:

Name of the Members	Designation
1. Mr. Ambarish R. Sodha	Chairman
2. Mr. Sureshkumar Jain	Member
3. Mr. Kadayam Ramanathan Bharat	Member

The audit Committee met 5 (Five) times during the year under review.

All recommendations of the audit committee were duly accepted by the Board of Directors.

The Committee was reconstituted on July 29, 2025, by inducting Mr. Ambarish R. Sodha in the Committee as the Chairman in place of Mr. Haresh Kantilal Parekh.

(ii) Nomination and Remuneration Committee:

The Nomination and remuneration Committee (NRC) as on the date of the report comprises of the following Members:

Name of the Members	Designation
1. Mr. Haresh Kantilal Parekh	Chairperson
2. Mr. Kadayam Ramanathan Bharat	Member
3 Mr. Ambarish R Sodha	Member

The Nomination and Remuneration Committee met 3 (Three) times during the year under review.

All the recommendations of the Committee were accepted by the Board.

Further, Mr. Martin Xavier Fernandes (DIN: 01375840), a member of the Nomination and Remuneration Committee, had resigned from the position of Independent Director of the Company as well as from his membership of the Nomination and Remuneration committee with effect from close of business hours of May 27, 2025.

The Committee was reconstituted on July 29, 2025, by appointing Mr. Ambarish R Sodha as a member of the committee.

(iii) Stakeholders Relationship Committee:

The Stakeholders Relationship Committee (SRC) as on the date of the report comprises of the following Members:

Name of the Members	Designation
1 Mr. Haresh Kantilal Parekh	Chairman
2 Mr. Kadayam Ramanathan Bharat	Member
3 Mr. Sureshkumar Jain	Member

The Stakeholders Relationship Committee met 3 (three) times during the year under review. Further, Mr. Martin Xavier Fernandes (DIN: 01375840), a member of the Stakeholders Relationship Committee, had resigned from the position of Independent Director of the Company as well as from his membership of the Nomination and Remuneration committee with effect from close of business hours of May 27, 2025. The terms of reference of the Committee have been duly approved by the Board of Directors and adopted by the Stakeholders Relationship Committee.

(h) Vigil Mechanism/ Whistle Blower Policy:

The Company has duly adopted a Whistle Blower Policy as a part of the Vigil Mechanism for the Employees to report genuine concerns or grievances to the Chairman of the Audit Committee or the Ombudsman and take steps to resolve the issues amicably.

Your Directors would like to inform that the no such concerns were received during the year under review.

(i) Directors Responsibility Statement:

In pursuance of Section 134 (3) (c) and (5) of the Companies Act, 2013, the Directors hereby confirm that:

(i) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) 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 at the end of the FY and of the profit and loss of the Company for that period;

(iii) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the Directors had prepared the annual accounts on a going concern basis;

(v) 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

(vi) 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.

12. Key Managerial Personnel:

The following changes took place in the Key Managerial Personnel during the year under review:

(a) Ms. Sonal Solanki, was appointed as Company Secretary and Compliance officer of the Company with effect from May 25, 2024;

(b) Mr. Ankit Jerambhai Gondaliya was appointed as Chief Financial Officer (CFO) of the Company with effect from August 14, 2024.

Further after the end of the year under review, following changes took place in the Key Managerial Personnel:

(a) Ms. Sonal Solanki resigned from the post of Company Secretary and Compliance officer of the Company with effect from April 01, 2025;

(b) Mr. Ankit Jerambhai Gondaliya had resigned from the post of Chief Financial Officer (CFO) of the Company with effect from April 14, 2025;

(c) Ms. Sheetal Jagetiya, was appointed as the Company Secretary and Compliance officer of the Company with effect from April 24, 2025;

(d) Mr. Vishesh Bapna was appointed as Chief Financial Officer (CFO) of the Company with effect from April 24, 2025.

13. Auditors:

(a) Statutory Auditors:

Pravin Chandak & Associates, Chartered Accountants, Mumbai, (ICAI Firm Registration Number: 116627W) are appointed as Statutory Auditors of the Company up to the ensuing Annual General Meeting i.e. for the Annual General Meeting to be held for Financial year 2025.

Pravin Chandak & Associates, Chartered Accountants, Mumbai, (ICAI Firm Registration Number: 116627W) have given their written consent and eligibility to act as the Statutory Auditors of your Company and have confirmed that the said appointment would be in conformity with the provisions of Section 139 and Section 141 of the Companies Act, 2013 read with the Companies (Audit and Auditor) Rules 2014.

Your Directors now proposed appointing Pravin Chandak & Associates, Chartered Accountants, Mumbai, (ICAI Firm Registration Number: 116627W) as the Statutory auditor for a second term of five consecutive years i.e. upto the conclusion of the Annual General Meeting to be held for the financial year 2030.

The details of their appointment forms part of the notice of the Annual General Meeting.

(b) Auditors Report:

The Auditors Report on the Financial Statements of the Company for the year under review does not have any qualification, disclaimers or adverse remarks.

(c) Details in respect of Frauds Reported by the Auditors under sub section (12) of Section 143 other than those reportable to the Central Government:

The Auditors of the Company have not reported any instances of fraud to the Board of Directors and Audit Committee during the year under review in terms of Section 143(12) of the Companies Act, 2013.

14. Disclosure on compliance with Secretarial Standards:

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and such systems are adequate and operating effectively.

15. Secretarial Audit:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board appointed KNK & Co LLP, Company Secretaries in Practice, having firm registration number (‘FRN) L2018MH002800 to undertake Secretarial Audit of the Company for the year under review.

The Secretarial Audit Report submitted by KNK & Co LLP is furnished as ‘Annexure B, and forms an integral part of this report.

The Secretarial Auditors report has the following qualification in the report issued for the period under review:

1. The Company has not filed a couple of e-forms within the prescribed due dates as provided under the Companies Act, 2013 read with the relevant rules framed thereunder;

Management response:

The qualification of the Secretarial auditors is self-explanatory and does not require any further comments of the Board of Directors.

16. Deposits:

The Company has neither invited nor accepted any deposits during the year under review. Accordingly, no amount of principal or interest related thereto was outstanding as on March 31, 2025.

17. Unsecured Loans from Directors:

During the year under review, the Company has accepted unsecured loans from the Directors or their relatives which is disclosed in note 12 and note 13 of the financial statements.

18. Particulars of Loans, Guarantees or Investments:

The details of investments made by the Company during the year review are provided in Note 2 of the financial statements.

The Company has not given any loans or provided any guarantee or securities to loans under the provisions of Section 186 of the Companies Act, 2013 for the year under review.

19. Extract of Annual Return:

Pursuant to Section 92(3) read with Section 134(3) (a) of the Act, the Annual Return as on March 31, 2025, is available on the Companys website and may be accessed at the following web link https://thealanscott.com/investor-relations.

20. Particulars of contracts or arrangements with related parties:

All related party transactions under Section 188 of the Companies Act, 2013, entered into during the year under review were on an arms length basis and were in the ordinary course of business.

There are no materially significant related party transactions made by the Company with its Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. The Company has also adopted a framework on related party transactions to ascertain the criteria of ‘ordinary course of business and ‘Arms Length Price

During the year under review, the Company has not entered any transaction with Related Parties which is not in its ordinary course of business or not on an arms length basis. Further, there were no transaction requiring disclosure under Section 134(3)(h) of the Act. Hence, the prescribed Form AOC-2 does not form a part of this report.

21. Corporate Social Responsibility:

The provisions of Section 135 with respect to Corporate Social Responsibility were not applicable to the Company during the year under review.

The Company was also not required to develop adopt any policy on Corporate Social Responsibility during the year under review.

22. Internal Control System and their adequacy:

The Company has duly established and maintained its internal controls and procedures for the financial reporting and evaluated the effectiveness of Internal Control Systems. The internal control systems are commensurate with the size, scale and complexity of its operations.

23. Internal audit:

The Company conducts its Internal and Statutory audit within the parameters of regulatory framework which is well commensurate with the size, scale, and complexity of its operations.

31^st Annual Report

The Internal Auditors monitor the efficiency and effectiveness of the internal control systems in the Company. Significant audit observations and corrective actions thereon are presented to the Audit Committee.

24. Statement on remuneration of employees of the Company:

The Company has 3 (Three) Executive Directors, one of whom is the Managing Director of the Company.

(a) The particulars of the employees who are covered by the provisions contained in Rule 5(2) and rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are:

Employed throughout the year	Nil
Employed for part of the year	Nil

(b) The remuneration paid to all key management personnel was in accordance with remuneration policy adopted by the Company.

In terms of Section 136 of the Act, the reports and accounts are being sent to the members and others entitled thereto, excluding the information on employees particulars which is available for inspection by the members at the Registered office of the Company during business hours on working days of the Company up to the date of ensuing Annual General Meeting. If any member is interested in inspecting the same, such member may write to the Company Secretary in advance at alanscottcompliance@gmail.com.

The Company along with its subsidiaries have cumulative of 123 (One Hundred and Twenty-Three) employees as on March 31, 2025 out of which 37 are Female employees, 86 are Male employees and there are no transgender employees.

None of the employees hold (by himself/herself or along with his/her spouse and dependent children) more than two percent of the Equity Shares of the Company.

25. Disclosures as per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder. Internal Complaints Committee (‘ICC) is in place to redress complaints received regarding sexual harassment.

(a) Number of complaints of sexual harassment received in the year - Nil. (b) Number of complaints disposed off during the year Not applicable. (c) Number of cases pending for more than ninety days Not applicable.

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

The detail of conservation of Energy, Technology Absorption and Foreign Exchange earnings and outgo is annexed as ‘Annexure C.

27. Risk Management:

The Company acknowledges the inherent risks in its business operations and is in the process of developing a system to identify, minimize, and manage these risks which shall be reviewed at regular intervals. At present, the management has identified the following key risks:

Securing critical resources, including capital and human talent. Ensuring cost competitiveness.

Creating product differentiation and a strong value proposition. Maintaining and enhancing customer service standards. Introducing innovative marketing and branding initiatives, particularly in digital media.

28. Code of conduct:

The Board of Director had approved a Code of Conduct which is applicable to the Board of Directors and Senior Management Personnel of the Company.

It is confirmed that all Directors and Senior Management Personnel have affirmed their adherence to the provisions of the Code of Conduct during the year under review.

29. Corporate Governance:

As per the Regulation 15 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the provision of Corporate Governance as prescribed in regulation 17 to 27 and Clauses (b) to (i) and (t) of Sub- Regulation (2) of regulation 46 and Para C D and E of Schedule V are not applicable to the Company as the paid up capital of the Company is not exceeding rupees ten crore and net worth not exceeding rupees twenty five crore, as on the last day of the previous financial year.

30. One time settlement with Banks or Financial Institution:

There was no instance of one-time settlement with any Bank or Financial Institution.

31. Details of maintenance of cost record as specified by Central Government under section 148(1) of the Companies Act, 2013:

The Company was not required to maintain cost records as specified by the Central Government u/s 148(1) of the Companies Act 2013 for the year under review.

32. Proceedings initiated/pending under the Insolvency and Bankruptcy Code, 2016

There is/was no proceeding initiated/pending under the Insolvency and Bankruptcy Code, 2016 during the year under review.

33. Compliance with the Maternity Benefit Act, 1961:

The Company remains fully compliant with the Maternity Benefit Act, 1961, along with all its applicable amendments and associated rules. We are committed to fostering a safe, inclusive, and supportive work environment for our women employees.

All eligible women employees are provided maternity benefits as mandated by law, which include paid maternity leave, nursing breaks, and protection from dismissal during their maternity period. Beyond legal compliance, the Company is mindful to ensure that maternity is never a ground for discrimination whether in hiring, promotions, or day-today service conditions.

Our internal systems and HR policies are thoughtfully designed to reflect both the spirit and the letter of the law, ensuring dignity, respect, and care for all women during this important phase of life.

34. The details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the banks or financial institutions along with the reasons thereof:

Not Applicable.

35. Acknowledgements:

Your Directors wish to place on record their deep sense of appreciation for the devoted services of all the employees of the Company for its growth.

Your Directors also acknowledge with gratitude the help and support received from the Shareholders, Bankers, Customers, Exchanges, and Regulators and hope to continue to get such support in times to come.

	By the order of the Board
	For Alan Scott Enterprises Limited (formerly known as Alan Scott Industriess Limited)
	Sd/-	Sd/-
	Sureshkumar Jain	Saloni Jain
Place: Mumbai	Managing Director	Director
Date: August 30, 2025	DIN: 00048463	DIN: 07361076