Atharv Enterprises Ltd Directors Report

Dear Members,

Board of Directors hereby present the 35^th Annual Report on the business and operations of ATHARV ENTERPRISES LIMITED together with the Audited Statements of Accounts for the financial year ended 31^st March, 2025.

1. FINANCIAL HIGHLIGHTS:

The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards ("Ind AS") notified under Section 133 of the Companies Act, 2013 ("Act") read with the Companies (Accounts) Rules, 2014.

The financial performance of the Company, for the Financial Year ended on 31^st March, 2025 is summarized below:

(Amount in Lakhs)

Particulars	Year ended 31.03.2025	Year ended 31.03.2024
Revenue From Operations	26.65	815.77
Other Income	296.11	296.61
Total Income	322.76	1,112.38
Total Expenses	297.08	1,087.48
Profit before tax (EBIDTA)	25.68	24.90
Taxation
- Current Tax	6.42	6.43
- Previous Tax	-	-
- Deferred Tax Asset	-	-
- MAT Credit Entitlement	-	-
Profit After Tax	19.26	18.47
Other Comprehensive Income (net of tax)	-	-
Total Comprehensive Income for the year	19.26	18.47

2. DIVIDEND

During the year under review, the Company has decided to plough back the profit for the future expansion and activities of the Company. The Board therefore, does not recommend payment of any dividend for the year under review.

3. FINANCIAL PERFORMANCE AND OPERATIONAL REVIEW

During the financial year 2024-25:

I. Gross Sales of the Company for the year under review is Rs. 26.65 Lakhs as compared to Rs. Rs. 815.77 lakhs in the previous year.

II. Net Profit after Tax is Rs. 19.26 Lakhs as against Net Profit of Rs. 18.47 Lakhs of the previous year.

4. TRANSFER TO RESERVE

The Company has not transferred amount to reserves during the Financial Year 2024-25.

5. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year within the meaning of Section 73(1) of the Companies Act, 2013, and the rules made thereunder.

6. CHANGE IN NATURE OF BUSINESS

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

7. DETAILS OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES

The Company has no subsidiary, Joint Venture and Associate companies.

No company has become or ceased to be the Companys subsidiaries, joint ventures or associate companies during the year under review.

8. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Pramod Kumar Gadiya: Managing Director

Ms. Vandana Pramod Gadiya : Executive Director

Mr. Jagdish Chandra Gadiya : Non-Executive Non-Independent Director

Mr. Harish Sharma : Non-Executive Independent Director

Mr. Navneet Sharma : Non-Executive Independent Director

Mr. Nikhil Kumar Tank : Non-Executive Independent Director

Mrs. Aditi Kakhani : Company Secretary & Compliance Officer

Mrs. Vandana Gadiya : Chief Financial Officer (CFO)

Mr. Pramod Gadiya (DIN: 02258245) as the Managing Director, was re-appointed as Managing Director w.e.f. 01st August, 2024 for a period of 3 years.

Ms. Vandana Pramod Gadiya (DIN: 02766684) Executive Director of the Company will be reappointed w.e.f. 01^st September, 2026. Resolution seeking approval of the members is the part of AGM Notice.

In accordance with the applicable provisions of Section 152 of the Act and the Articles of Association of the Company Mr. Jagdish Chandra Gadiya, (DIN - 03577289), Director of the company retires by rotation at the forthcoming Annual General Meeting and being eligible, offer himself for the re-appointment.

Mr. Harish Sharma (DIN: 08779366) Non-Executive Independent Director of the Company will be reappointed for the second term of 5 years w.e.f. 09^th July, 2025 to 08^th July, 2030. Resolution seeking approval of the members is the part of AGM Notice.

Mr. Navneet Sharma (DIN: 08763241) Non-Executive Independent Director of the Company has reappointed for the second term of 5 years w.e.f. 09^th July, 2025 to 08^th July, 2030. Resolution seeking approval of the members is the part of AGM Notice.

Mr. Nikhil Kumar Tank (DIN: 09259088) Non-Executive Independent Director of the Company has reappointed for the second term of 5 years w.e.f. 29^th July, 2026 to 28^th July, 2031. Resolution seeking approval of the members is the part of AGM Notice.

Other than the above, there has been no change in the constitution of Board during the year under review i.e. the structure of the Board remains the same.

9. MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year of the Company i.e. 31^st March, 2025 to which these financial statements relates and the date of this report.

10. DECLARATION BY AN INDEPENDENT DIRECTOR(S)

In accordance with the provisions of Section 149(7) of the Act, Mr. Harish Sharma, Mr. Navneet Sharma and Mr. Nikhil Kumar Tank Independent Directors of the Company as on 31^st March, 2025 have given their declarations to the Board that they meet the criteria of independence as laid down under Section 149(6) of the Act, Regulation 16(1)(b) and Regulation 25 of the SEBI Listing Regulations and are qualified to be Independent Directors pursuant to Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014. The Independent Directors are in compliance with the Code of Conduct prescribed under Schedule IV of the Act.

Further, the Independent Directors have confirmed that they have included their names in the Independent Directors databank maintained by the Indian Institute of Corporate Affairs in terms of Section 150 of the Act read with Rule 6 of Companies (Appointment and Qualifications of Directors) Rules, 2014.

The Board is of the opinion that all the Independent Directors of the Company possess requisite qualifications, experience and expertise in the fields of strategy, planning and execution, management and leadership, functional and managerial experience, legal and risk management, corporate governance systems and practices, finance, banking and accounts and they hold highest standards of integrity.

During the financial year 2024-25 a separate meeting of Independent Directors was held on 31^st March, 2025, without the presence of executive directors or management representatives and the following matters were discussed:

• the performance of non-Independent directors and the Board as a whole;

• the performance of the Chairman of the Company, taking into account the views of executive directors and non-executive directors; and

• assess the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

11. RISK MANAGEMENT POLICY:

Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework. The major risks have been identified by the Company and its mitigation process/measures have been formulated in the areas such as business, project execution, dg event, financial, human, environment and statutory compliance.

12. ANNUAL EVALUATION OF BOARD, COMMITTEES AND INDIVIDUAL DIRECTORS

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, attendance, prior study of materials given, participation at the meetings, level and effectiveness of Committee meetings, etc.

The Board and the Nomination and Remuneration Committee ("NRC") 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.

13. AUDITORS:

i) Statutory Auditors and Audit Report

Pursuant to the provisions of Section 139 of the Act, M/s. J. Singh & Associates, Chartered Accountants (ICAI Firm Registration No. 110266W) are the Statutory Auditors of the Company, as per their appointment at the 34^th AGM of the Company held on 28^th September, 2024, for a period of 5 (five) years.

The requirement of seeking ratification of members for continuing the appointment of Statutory Auditors at every AGM was withdrawn by the Companies (Amendment) Act, 2017 w.e.f. 07^th May, 2018.

M/s. J. Singh & Associates, Chartered Accountants have confirmed that they are eligible and are in compliance with the provisions specified under Section 141(3)(g) of the Act and they are not disqualified to act as Statutory Auditors in terms of the provisions of Sections 139 and 141 of the Act and the Companies (Audit and Auditors) Rules, 2014. The Report of the Statutory Auditor forming part of the Annual Report, does not contain any qualification, reservation, adverse remark or disclaimer. The observations made in the Auditors Report are selfexplanatory and therefore do not call for any further comments.

ii) Cost Auditors:

The Company is not required to keep cost records or appoint cost auditors.

iii) Secretarial Auditors and Secretarial Audit Report:

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board had appointed M/s. Nidhi Bajaj & Associates, a firm of Company Secretaries in Practice, to undertake the Secretarial Audit of the Company for the financial year ended March 31, 2025. The Secretarial Audit Report for the financial year ended March 31, 2024 is enclosed to this report as "Annexure A".

The Company is in compliance with the Secretarial Standards issued by the Institute of Company Secretaries of India.

iv) Internal Auditor

The Board, upon the recommendation of the Audit Committee, has appointed M/s. B.B. GAGRANI & Co., as the Internal Auditor of the Company for financial year 2025-26 The observations made in the Internal Auditors Report are self-explanatory and therefore do not call for any further comments.

14. MANAGEMENT DISCUSSION & ANALYSIS REPORT

The Management Discussion and Analysis of financial condition, including the results of operations of the Company for the year under review as required under Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is provided as a "Annexure B".

15. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, a copy of the Annual Return as on 31^st March, 2025 is available on the Companys website www.atharventerprises.biz/home

16. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:

During the year under review, your Company has directly or indirectly given Loans, Guarantees or Investments. The Details is available in Schedule of forming Part of Balance Sheet of the Company.

17. RELATED PARTY TRANSACTIONS

All related party transactions that were entered into during the financial year ended March 31, 2025, were on an arms length basis and were in the ordinary course of business. Therefore, the provisions of Section 188 of the Companies Act, 2013 were not attracted.

However, there are no materially significant related party transactions during the financial year made by the Company, thus, disclosure in Form AOC-2 is not required.

18. BOARD MEETING

During the year under review, the Board met Seven (7) times on 29^th April, 2024, 30^th May 2024, 18^th July 2024, 01^st August 2024, 05^th September 2024, 11^th November, 2024 and 30^th January 2025 in accordance with the provisions of the Companies Act, 2013 and rules made thereunder. There have not been any instances during the year when recommendations of the Audit Committee were not accepted by the Board.

19. DIRECTORS RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors including audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during the financial year 2024-25.

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that-

i. in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

ii. they have 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 financial year and of the profit or loss of the Company for the year;

iii. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. they have prepared the annual accounts on a going concern basis;

v. they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively;

vi. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively

20. CORPORATE GOVERNANCE

The report on Corporate Governance as stipulated under the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 forms an integral part of this report and is provided as a "Annexure C".

A certificate from M/s. Nidhi Bajaj & Associates, Practicing Company Secretary regarding compliance on conditions of corporate governance as stipulated in the Listing Regulations is also appended to the report on Corporate Governance as "Annexure D".

21. LISTING ON STOCK EXCHANGE

The Company shares are listed on the BSE Ltd and the Company has paid the listing fees for the Financial Year 2024-25. The shares of the Company are traded at The BSE Ltd having Nation-wide terminals.

22. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

There is a Whistle Blower Policy in the Company and that no personnel have been denied access to the Chairman of the Audit Committee. The policy provides for adequate safeguards against victimization of persons who use vigil mechanism.

23. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO ETC.

The Board has nothing to report under this. However, the company is taking adequate steps to see that the energy used by the company is the minimum under the given circumstance.

The Board has nothing to report under the head technology absorption.

During the year, the total foreign exchange used was NIL (previous year Nil) and the total foreign exchange earned was NIL (previous year Nil).

24. INTERNAL FINANCIAL CONTROL SYSTEMS AND ADEQUACY

The internal financial controls with reference to the Financial Statements are commensurate with the size and nature of business of the Company. During the year, such control was tested and no reportable material weakness in the design or operation was observed.

25. PARTICULARS OF EMPLOYEES AND MANAGERIAL REMUNERATION

Pursuant to the Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, no employee of the Company was paid remuneration exceeding the prescribed limits, during the financial year 2024-25.

26. DISCLOSURE WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT

The Company does not have any of its securities lying in demat/unclaimed suspense account arising out of public/bonus/right issues as at 31^st March, 2025. Hence, the particulars relating to aggregate number of shareholders and the outstanding securities in suspense account and other related matters does not arise.

27. DISCLOSURES AUDIT COMMITTEE

i. The Audit committee of the Company is constituted in line with the provisions of Regulation 18 of SEBI Listing Regulations, read with Section 177 of the Act.

ii. The terms of reference of the audit committee are broadly as under:

• Oversight of the Companys financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible;

• Recommend the appointment, remuneration and terms of appointment of auditors of the Company;

• Approval of payment to statutory auditors for any other services rendered by the statutory auditors;

• Reviewing, with the management, the annual financial statements and auditors report thereon before submission to the board for approval, with particular reference to:

> Matters required to be included in the directors responsibility statement to be included in the boards report in terms of clause (c) of sub-section 3 of section 134 of the Act.

> Changes, if any, in accounting policies and practices and reasons for the same.

> Major accounting entries involving estimates based on the exercise of judgment by management.

> Significant adjustments made in the financial statements arising out of audit findings.

> Compliance with listing and other legal requirements relating to financial statements.

> Disclosure of any related party transactions.

> Qualifications in the draft audit report.

• Reviewing, with the management, the quarterly financial statements before submission to the board for approval;

• Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the board to take up steps in this matter;

• Review and monitor the auditors independence and performance, and effectiveness of audit process;

• Approval or any subsequent modification of transactions of the Company with related parties;

• Scrutiny of inter-corporate loans and investments;

• Valuation of undertakings or assets of the Company, wherever it is necessary;

• Evaluation of internal financial controls and risk management systems;

• Establish a vigil mechanism for directors and employees to report genuine concerns in such manner as may be prescribed;

• The audit committee may call for the comments of the auditors about internal control systems, the scope of audit, including the observations of the auditors and review of financial statement before their submission to the Board and may also discuss any related issues with the internal and statutory auditors and the management of the Company;

• The audit committee shall review the information required as per SEBI Listing Regulations.

iii. The audit committee invites executives, as it considers appropriate (particularly the head of the finance function), representatives of the statutory auditors and representatives of the internal auditors to be present at its meetings. The Company Secretary acts as the secretary to the Audit Committee.

iv. In terms of the Insider Trading Code adopted by the Company, the Committee considers the following matters:

> To approve policies in relation to the implementation of the Insider Trading Code and to supervise implementation of the Insider Trading Code.

> To note and take on record the status reports detailing the dealings by Designated Persons in Securities of the Company, as submitted by the Compliance Officer on a quarterly basis.

> To provide directions on any penal action to be initiated, in case of any violation of the Regulations by any person.

> The previous Annual General Meeting (AGM) of the Company was held on September 28, 2024 and was attended by Mr. Harish Sharma, Chairman of the Audit Committee.

v. Mr. Jagdish Chandra Gadiya resigned from the membership of the Audit Committee w.e.f. 30^th May, 2024 and he attended two audit committee meetings held on 29^th April, 2024 and 30^th May, 2024.

vi. The composition of the Audit Committee as on 31.03.2025 and the details of meetings attended by its members are given below:

Sr No. Particulars	Category of Director	Number of Meetings during the year 2024-25
		Held (during the tenure)	Attended
1 Mr. Harish Sharma	Non-Executive- Independent Director, Chairperson	6	6
2 Mr. Navneet Sharma	Non-Executive- Independent Director, Member	6	6
3 Mr. Navneet Sharma	Non-Executive- Independent Director, Member	6	6

vii. Six Audit Committee Meetings were held during the year and the gap between two meetings did not exceed four months.

The dates on which the said meetings were held are as follows:

29^th April, 2024, 30^th May, 2024, 18^th July 2024, 05^th September 2024, 11^th November, 2024 and 30^th January 2025.

The necessary quorum was present for all the meetings.

NOMINATION AND REMUNERATION COMMITTEE

i. The Company has constituted Nomination and Remuneration Committee in line with the provisions of Regulation 19 of SEBI Listing Regulations, read with Section 178 of the Act.

ii. The broad terms of reference of the nomination and Remuneration Committee are as under: • Recommend to the board the set up and composition of the board and its committees including the "formulation of the criteria for determining qualifications, positive attributes and independence of a director". The committee will consider periodically reviewing the composition of the board with the objective of achieving an optimum balance of size, skills, independence, knowledge, age, gender and experience.

• Recommend to the board the appointment or reappointment of directors.

• Devise a policy on board diversity.

• Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down and recommend to the board of directors their appointment and removal;

• Carry out evaluation of every directors performance and support the board and independent directors in evaluation of the performance of the board, its committees and individual directors. This shall include "formulation of criteria for evaluation of independent directors and the board".

• Whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.

• Recommend to the board the remuneration policy for directors, executive team or key managerial personnel as well as the rest of the employees.

• Oversee familiarization programs for directors.

• On an annual basis, recommend to the board the remuneration payable to the directors and oversee the remuneration to executive team or key managerial personnel of the Company.

• Oversee the human resource philosophy, human resource and people strategy and human resource practices including those for leadership development, rewards and recognition, talent management and succession planning (specifically for the board, key managerial personnel and executive team).

• Provide guidelines for remuneration of directors on material subsidiaries.

• Recommend to the board on voting pattern for appointment and remuneration of directors on the boards of its material subsidiary companies.

• Performing such other duties and responsibilities as may be consistent with the provisions of the committee charter.

iii. Mr. Jagdish Chandra Gadiya resigned from the membership of the Nomination And Remuneration committee w.e.f. 30^th May, 2024.

iv. The composition of the Nomination and Remuneration committee as on 31.03.2025 and the details of meetings attended by its members are given below:

Sr No. Particulars	Category of Director	Number of Meetings during the year 2024-25
		Held (during the tenure)	Attended
1 Mr. Harish Sharma	Non-Executive- Independent Director, Member	4	4
2 Mr. Navneet Sharma	Non-Executive- Independent Director, Chairperson	4	4
3 Mr. Navneet Sharma	Non-Executive- Independent Director, Member	4	4

During the year, four meetings of the nomination and remuneration committee were held on 01^st August 2024, 05^th September 2024, 11^th November, 2024 and 28^th March 2025.

v. The Company does not have any employee stock option scheme.

vi. Performance Evaluation Criteria for Independent Directors:

The performance evaluation criteria for independent directors are determined by the Nomination and Remuneration committee. An indicative list of factors that may be evaluated include participation and contribution by a director, commitment, effective deployment of knowledge and expertise, effective management of relationship with stakeholders, integrity and maintenance of confidentiality and independence of behaviour and judgment. Performance Evaluation Criteria of Independent Directors and the Board are displayed on the Companys website: www.atharventerprises.com.

vii. Remuneration policy:

Remuneration policy in the Company is designed to create a high performance culture. It enables the Company to attract, retain and motivate employees to achieve results. Our business model promotes customer centricity and requires employee mobility to address project needs. The remuneration policy supports such mobility through pay models that are compliant to local regulations. The Remuneration Policy is placed on the Companys website: www.atharventerprises.biz/home.

The Company pays remuneration by way of salary, benefits, perquisites and allowances (fixed component) to its Managing Director. Annual increments are decided by the nomination and remuneration committee (NRC) within the salary scale approved by the members of the Company and are effective April 1 each year.

STAKEHOLDERS RELATIONSHIP COMMITTEE

i. The stakeholders relationship committee is constituted in line with the provisions of Regulation 20 of SEBI Listing Regulations read with section 178 of the Act.

ii. The broad terms of reference of the stakeholders relationship committee are as under:

• Consider and resolve the grievances of security holders of the Company including redressal of investor complaints such as transfer or credit of Shares, non-receipt of notice / annual reports / dividend etc. and all other shareholders related matters.

• Consider and approve issue of share certificates (including issue of renewed or duplicate share certificates), transfer and transmission of securities, etc.

• Ensure setting of proper controls and oversee performance of the Registrar and Share Transfer Agent and recommends measures for overall improvement in the quality of services to the investors.

iii. Mr. Jagdish Chandra Gadiya resigned from the membership of the stakeholders relationship committee w.e.f. 30^th May, 2024.

iv. Three meetings of the Stakeholders Relationship Committee were held during the year on

05^th September, 2024, 11^th November, 2024 and 30^th January, 2025.

v. The composition of the Stakeholders Relationship Committee as on 31.03.2024 and the details of meetings attended by its members are given below:

Sr No. Particulars	Category of Director	Number of Meetings during the year 2024-25
		Held (during the tenure)	Attended
1 Mr. Harish Sharma	Non-Executive- Independent Director, Member	3	3
2 Mr. Navneet Sharma	Non-Executive- Independent Director, Member	3	3
3 Mr. Navneet Sharma	Non-Executive- Independent Director, Chairperson	3	3

28. CORPORATE SOCIAL RESPONSIBILITY

During the FY 2024-25, Corporate Social Responsibility is not applicable to the company.

29. SEXUAL HARASSMENT POLICY

The Company has zero tolerance for sexual harassment at the workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. All employees of the Company, those of contractors as well as trainees are covered under this Policy.

No complaint was received from any employee during the financial year 2024-25 and hence no complaint is outstanding as on 31.03.2025 for redressal.

30. CODE OF CONDUCT

The Board has laid down a code of conduct for board members and senior management personnel of the Company. The code incorporates the duties of independent directors as laid down in the Companies Act, 2013. The Board members and senior management personnel have affirmed compliance with the said code of conduct. A declaration in this regard signed by the Chairman & Managing Director / CFO is given at the end of the Corporate Governance Report.

31. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There are no significant material orders passed by the Courts/ Regulators or Tribunals impacting the going concern status and Companys operations in future.

32. COMPLIANCE OF ACCOUNTING STANDARDS:

As per requirements of the SEBI Listing Regulations and applicable Accounting Standards, your Company has made proper disclosures in the Financial Statements. The applicable Accounting Standards have been duly adopted pursuant to the provisions of Sections 129 and 133 of the Act.

33. COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with all applicable mandatory Secretarial Standards issued by the Institute of Company Secretaries of India.

34. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016.

During the year under review, there were no application made or proceedings pending in the name of the company under the Insolvency and Bankruptcy Code, 2016.

35. DETAILS IN RESPECT OF FRAUD:

During the year under review, the Statutory Auditor in their report have not reported any instances of frauds committed in the Company by its Officers or Employees under section 143(12) of the Companies Act, 2013.

36. DIFFERENCE IN VALUATION

The Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and hence 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 is not applicable.

37. ACKNOWLEDGEMENT

The Board places on record its deep appreciation for the continued support received from various clients, vendors and suppliers and Bankers, Government Authorities, Employees at all levels and Stakeholders, in furthering the interest of the Company.

By Order the Board of Directors,
Atharv Enterprises Limited
Sd/-	Sd/-
Pramod Kumar Gadiya	Vandana Pramod Gadiya
Managing Director	Director
DIN: 02258245	DIN:02766684
Date: 29th August, 2025
Place: Mumbai