Core4 Engineers Ltd Directors Report

TO. THE MEMBERS, CORB4 ENGINEERS PRIVATE LIMITED

Your Directors have pleasure in presenting their Annual Report on the business and operation of the company and the accounts for the financial year ended 31st March, 2024

1. FINANCIAL SUMMARY OR HIGHLIGHTS:

The financial results for the year ended 31st March, 2024 are as under:

Particulars	As 31st March 2024	As on 31st March 2023
Revenue from operations	35,73,12,737	13,11,95,276
Other income	16,39,929	6,05,050
Sub total	35,89,52,666	13,18,00,326
Total expenses including depreciation and finance cost	31,69,70,533	11,86,44,638
Profit/Loss before tax & extraordinary & exceptional items	4,19,82,133	1,31,55,689
Exceptional items
Extraordinary items
Tax	1,28,53,559	37,55,724
Net profit/(Loss)	2,91,28,574	93,99,965

2. STATE OF COMPANYS AFFAIR:

The companys management is striving to accelerate the business and shopefull of achieving higher results during 2024- 25.

3. RESERVE & SURPLUS:

No amount is proposed to be transferred to the General Reserve.

4. CHANGE IN THE NATURE OF BUSINESS:

There is no Change in the nature of the business of the Company thereafter.

5. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Board of Directors	Designation
HOSAHALLI APPAGIGOWDA SAVITHA	Director
AGRAHARA CHAMARAJE GOWDA ABHINDANDAN	Director

There is no change in the composition of board of directors since incorporation. The company is not required to appoint key managerial personnel under Section 203 of Companies Act 2013.

6. SUBSIDIARY, JOINTVENTURE AND ASSOCIATE COMPANIES:

The Company does not have any Subsidiary, Joint Venture (except of operational ventures for project management) or Associate Company.

7. INTERNAL FINANCIAL CONTROL:

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operation was observed.

8. PUBLIC DEPOSITS:

The Company has neither accepted nor renewed any deposits during the year under review.

9. DIVIDEND:

Directors have not declared any dividend for the year.

Since the Company incorporated on 03/02/2022, the matter of transfer of amounts lying with the company which were required to be transferred to the Investor Education and Protection Fund does not arise.

10. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which this financial statement relate on the date of this report.

11. MEETINGS:

During the financial year ended 31/03/2024, 11 meeting of the Board of Directors of the Company were held. The meetings were held on 05/04/2023, 30/04/2023, 02/06/2023, 22/06/2023, 21/08/2023, 30/10/2023, 30/11/2023, 21/12/2023, 28/12/2023, 01/02/2024 and 28/02/2024. The attendance of the directors at the meetings was as under:

Name of the Director	DIN	No. of Meetings attended
1 HOSAHALLI APPAGIGOWDA SAVITHA	09491709	11
2 AGRAHARA CHAMARAJE GOWDA ABHINANDAN	09491708	11

12. INDEPENDENT DIRECTORS:

The company is not required to appoint independent directors in terms of Section 149(4) read with Rule 4 of Companies (Appointment and Qualification of Directors) Rules, 2014. Consequently, the disclosure with respect to appointment, appointment, manner of appointment of independent directors and declaration of independent director are not applicable.

13. RISK MANAGEMENT POLICY:

The Company has developed and implemented a risk management policy, which identifies major risks which may threaten the existence of the Company. The same risk also been adopted by your Board and is also subject to its review from time to time. Risk mitigation process and measures have been also formulated and clearly set out in the said policy.

14. POLICIES ON DIRECTORS APPOINTMENT AND REMUNERATION:The company is not covered under Section 178(1) of Companies Act 2013.

15. CONSTITUTION OF BOARD, NOMINATION AND REMUNERATION COMMITTEE AND AUDIT COMMITTEE AND VIGIL MECHANISM:

The Board is duly constituted and the following are the Directors on the Board as on 31.03.2024:

Name of the Director	DIN
1 HOSAHALLI APPAGIGOWDA SAVITHA	09491709
2 AGRAHARA CHAMARAJE GOWDA ABHINANDAN	09491708

There are no further changes in Board constitution as on the date of this report

The Company is not required to constitute a Nomination and Remuneration Committee, Audit committee and vigil mechanism under 178(1) & 177(8) 177(10) respectively of the Companies Act, 2013 and Rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014. Consequently disclosure pertaining to composition thereof and their recommendations are not applicable.

16. MANAGERIAL REMUNERATION:

Disclosure pertaining to details of the ratio of the remuneration of each director to the median employees remuneration and other details as required pursuant to Section 197(12) and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable.

Disclosure pertaining to details of receipt of any commission from holding / subsidiary company by Managing Director or Whole- time Director of the Company is not applicable.

17. FORMAL ANNUAL EVALUATION:

The company is not covered under Section 134(3)(p) read within 8(4) of Companies (Accounts) Rules 2014.

18. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186:

There were no loans / guarantees / investments made covered under Section 185 during the year no such loans. etc are made.

19. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135, Corporate Social Responsibility is not applicable to the company.

20. CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

The details of conservation of energy & technology absorption are not applicable to the company. Your Company is committed to a high standard of energy conservation and provision of a safe and healthy work place. Adequate measures have been taken to reduce energy consumption by using energy- efficient computer terminals and installing energy- efficient equipment/ machinery, incorporating the

21. SHARE CAPITAL

A) Issue of equity shares with differential rights: None B) Issue of sweat equity shares: None C) Issue of employees stock options: None D) Provision of money by company for purchase of its own shares by employees or by trustees for the benefit of employees: None E) Redemption of securities: None

22. AUDITORS AND THEIR REPORT:

The report of the statutory auditor for the financial year is circulated to the members along with financials for the said period.

The auditors report contains the following qualified opinion:

a. The company was formed by converting the erstwhile Core4 Engineers Partnership Firm to Core4 Engineers Private Limited on 3rd February 2022. Even after conversion till the year end transactions were made in Core4 Engineers Partnership firm has not been dissolved till the date of this report.

b. The financial Statements prepared for Company includes all the income and expenditures made in Partnership Firm till the year end 31st March 2024.

c. The financial Statements prepared for Company includes all the assets and liabilities of Partnership Firm till the year ended 31st March 2024.

Boards Reply:As the company was converted from partnership to private limited company on 3rd February 2022, some of the transactions were undertaken in the name of the partnership firm during the transition period of conversion. Meanwhile the company is in the process of dissolution of the partnership firm.

The provisions of Section 204 regarding Secretariat Audit are not applicable to your company.

23. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of section 134(5) the Board confirm and submit the Directors Responsibility Statement:

(a) In the preparation of the annual accounts and the applicable accounting standards has been followed along with proper explanation relating to material departures;

(b) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent as to the true and fair view of the state of affairs of the company at the end of the financial and of the profit and loss of the company for that period;

(c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) The directors have prepared the annual accounts on a going concern basis; and

(e) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and

(f) That such systems were adequate and operating effectively

24. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

Form AOC- 2 is enclosed showing all the related party transactions.

25. SECRETARIAL AUDIT REPORT:

Obtaining Secretarial Audit Report is not applicable to the company

26. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS OF THE COMPANY:

During the year under review there has been no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

27. VOLUNTARY REVISION OF FINANCIAL STATEMENT AND BOARDS REPORT:

Since the Company incorporated on 03/02/2022, the matter of revision of its past financial statements or board reports under Section 131 of Companies Act 2013 does not arise.

28. REPORTING OF FRAUD:

The auditor of the company has not reported any fraud under section 143(12) read with Rule 13 of Companies (Audit & Auditors) Rules 2014

29. LOAN FROM DIRECTORS:

The company has obtained Rs. 1,11,17,773/- as loan from its directors.

30. Particulars of Employees-

In terms of Section 134(3) read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, there is no employee who drawn the remuneration in excess of the limit prescribed under the said rules.

31. Disclosure pursuant to Section 22 of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 requires every employer to comply with its provisions and maintain the number of cases occurring under the Act. Pursuant to the same, the Company confirms that no complaints / cases have been filed / are pending during the year.

There is no such requirement for the appointment of Cost Auditor as the Company is not covered under Section 148 (1) of the Act.

33. ACKNOWLEDGEMENTS

The directors place on record their sincere appreciation for the assistance and co- operation extended by Bank, its employees, its investors and all other associates and look forward to continue fruitful association with all business partners of the company.