Diggi Multitrade Director Discussions


To,

The Members,

Diggi Multitrade Limited, Mumbai,

Your Directors have pleasure in presenting 13th Annual Report of the Company together with the Audited Statements of Accounts for the financial year ended 31st March, 2023.

1. FINANCIAL SUMMARY

The Companys financial performance, for the year ended March 31st, 2023 is summarized below:

The Boards Report is prepared based on the Standalone Financial Statements of the company.

Amount in Lakhs.

Particulars 31st March 2023 31st March 2022
Income from Operations 4.00 724.19
Other Income - 33.06
TOTAL INCOME 4.00 757.25
Profit and (Loss) before Depreciation and Tax (6.43) 6.56
Less: Depreciation 2.37 0.97
PROFIT BEFORE TAX (8.81) 5.59
Less: Provision for Tax
- Current Tax - 1.45
- Deferred Tax (.34) (0.09)
- Excess provision of earlier year written back -
- Adjustment of MAT -
PROFIT AND (LOSS) AFTER TAX (8.47) 4.23
Transferred to General Reserve
Surplus in the Statement of P & L Account (8.47) 4.23

2. RESULT HIGHLIGHTS

The company continues to be engaged in the business of trading of real estate properties and building materials in Mumbai and there has not been substantial change in the nature of business of your Company.

Revenue from operations during the year decreased by Rs. 720.18 Lakhs.

The bottom line has shown a loss for the year (before tax) of Rs. 8.80 Lakhs as compared to last year profit of Rs. 5.59 Lakhs Further, there are no significant and material events impacting the going concern status and Companys operations in future.

3. DIVIDEND

Your Directors are constrained not to recommend any dividend for the year under report.

4. TRANSFER TO RESERVE

For the financial year ended 31st March, 2023, your Company has not proposed to carry or transfer any amount to any other specific reserve account.

5. CHANGE IN SHARE CAPITAL

The Company has not raised new capital, hence there is no change in the share capital of the company during the year.

6. MAJOR EVENTS DURING THE F.Y.2022-23

During the year 1 major event happened details of which are given below: -

During the year under review , Open offer by Mr. Samarth Prabhudas Ramanuj ("Acquirer 1") and Mr. Raja Lachhmandas Utwani ("Acquirer 2") (Acquirer 1 and Acquirer 2 are collectively referred as to "Acquirers") alongwith persons acting in concert with the Acquirers viz. Ms. Shruti Ramanuj ("PAC 1"), Mr. Lachhman Ghanshamdas Utwani ("PAC 2"), Ms. Meena Lachhmandas Utwani ("PAC 3"), Ms. Veena Lachhmandas Utwani ("PAC 4") and Haxco Invest Private Limited ("PAC 5") (PAC 1, PAC 2, PAC 3, PAC 4 and PAC 5 are collectively referred as to "PACs"), to the public shareholders of Diggi Multitrade Limited ("Target Company") for acquisition of 25,20,000 equity shares of face value of Rs. 10/ - each at a price of Rs. 19/- per fully paid-up equity share pursuant to Regulations 3(1), 4 and other applicable provisions of Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, as amendment ("SEBI (SAST) Regulations, 2011") ("Offer" / "Open Offer").

7. EXTRACT OF ANNUAL RETURN

The Extract of Annual Return as provided under Section 92(3) of the Companies Act, 2013 and as prescribed in form no. MGT- 9 of the Companies (Management and Administration) Rules, 2014 is appended as ANNEXURE- I to this Report.

8. CHANGE IN NATURE OF BUSINESS

There was no change in the nature of business during the year under review.

9. INFORMATION ABOUT SUBSIDIARY/ JV/ ASSOCIATE COMPANY

The Company does not have any Holding, Subsidiary, Joint Venture or Associate during the year under review.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board is properly constituted as per the provisions of the Companies Act, 2013. The Board at present comprises of:

Sr. No. Name Designation
1. Mr. Anilkumar Pannalal Patni Managing Director
2. Mr. Pradeepkumartana Jankiramulu Naidu Executive Director
3. Mrs. Sangeeta Hariprasad Naidu Executive Director cum CFO(KMP)
4. Mr. Parameswarannair Suresh Kumar Independent Director
5. Mr. Selvendran Seevanayagam Independent Director
6. Mr. Saket Rajendra Sugandh* Company Secretary and Compliance Ofiicer (Resigned w.e.f. 11th June, 2023)
7. Ms. Vinita Ojha** Company Secretary and Compliance Officer (Appointed w.e.f. 15th June, 2023)

* Mr. Saket Rajendra Sugandh, Company Secretary who has resigned from the post of Company Secretary cum

Compliance Officer of the Company with effect from 11th June, 2023.

**Ms. Vinita Ojha, Company Secretary appointed as a Company Secretary and Compliance Officer of the Company with effect from 15th June, 2023.

11. NUMBER OF BOARD MEETINGS

During the year under review, 7 (seven) board meetings were held dated, 11th April 2022, 31st May 2022, 06th September 2022, 14th November 2022, 5th December 2022 and 31st March, 2023 properly convened & held.

12. ANNUAL EVALUATION OF PEFORMANCE OF THE BOARD

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out an annual evaluation of its own performance, the directors individually, as well as the evaluation of the working of its Committees. The Company has devised a questionnaire to evaluate the performances of each of Executive and Independent Directors. Such questions are prepared considering the business of the Company and the expectations that the Board have from each of the Directors. The evaluation framework for assessing the performance of Directors comprises of the following key areas:

i. Attendance of Board Meetings and Committee Meetings;

ii. Quality of contribution to Board Deliberations;

iii. Strategic perspectives or inputs regarding future growth of the Company and its performance;

iv. Providing perspectives and feedback going beyond information provided by the management.

13. COMMITTEES OF THE BOARD:

There are currently three Committees of the Board, as follows:

I. Audit Committee

II. Stakeholders Relationship Committee

III. Nomination and Remuneration Committee

I. AUDIT COMMITTEE:

The term of reference of this committee cover the matter specified for Audit Committee under Reg. 18 of the SEBI (LODR) Regulations, 2015 and provisions of Section 177 of the Companies Act, 2013. The current Audit Committee of the Company comprises three Directors, who possess knowledge of the corporate finance & accounts.

The Constitution of the Audit Committee during the FY 2022-23 is as follows:

Name of the Director Designation Nature of Directorship
1. Mr. Parameswarannair Suresh Kumar Chairman Independent Director
2. Mr. Selvendran Seevanyagam Member Independent Director
3. Mr. Pradeepkumartana Jankiramulu Naidu Member Executive Director

Company Secretary and Compliance Officer of our Company would act as the Secretary to the Audit Committee.

Note:

Ms. Vinita Ojha, Company Secretary appointed as a Company Secretary and Compliance Officer of the Company with effect from 15th June, 2023.

During the year under reference, 4 (Four) Audit Committee meetings were dated, 11/04/2022, 31/05/2022, 14/11/2022, and 05/12/2022 properly convened & held.

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

2. Recommendation for appointment, re-appointment and replacement, remuneration and terms of appointment of auditors of our Company;

3. Reviewing and monitoring the auditors independence and performance and the effectiveness of audit process;

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

5. Reviewing the financial statements with respect to its unlisted Subsidiary(ies), in particular investments made by such Subsidiary(ies);

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

a. Matters required to be stated 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 Companies Act, 2013;

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

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

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

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

f. Disclosure of any related party transactions; and

g. Qualifications and Modified opinions in the draft audit report.

7. Reviewing with the management, the half yearly financial statements before submission to the board for approval;

8. 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 utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

9. Review and monitor the auditor s independence and performance, and effectiveness of audit process;

10. Approval or any subsequent modification of transactions of the company with related parties;

11. Scrutiny of inter-corporate loans and investments;

12. Valuation of undertakings or assets of the company, wherever it is necessary;

13. Evaluation of internal financial controls and risk management systems;

14. Reviewing, with the management, the performance of statutory and internal auditors and adequacy of the internal control systems;

15. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

16. Discussion with internal auditors any significant findings and follow up thereon;

17. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;

18. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern;

19. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate; and

20. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.

The powers of Audit Committee:

a) To investigate any activity within its terms of reference;

b) To seek information from any employee;

c) To obtain outside legal or other professional advice; and

d) To secure attendance of outsiders with relevant expertise if it considers necessary. The audit committee shall mandatorily review the following information:

i. Management discussion and analysis of financial condition and results of operations;

ii. Statement of significant related party transactions (as defined by the audit committee), submitted by management;

iii. Management letters/letters of internal control weaknesses issued by the statutory auditors;

iv. Internal audit reports relating to internal control weaknesses; and

v. The appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the audit committee.

The quorum of Audit Committee shall be either 3 members or one third of the members of the Audit Committee whichever is greater with at least 2 Independent Directors.

II. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Committee deals with various matters relating to the transmission of shares, issue of duplicate share certificates, approving the split and consolidation requests and other matters including Shareholders Complaints and Grievance.

The Constitution of Stakeholders Relationship Committee during the FY 2022-23 is as follows:

Name of the Director Designation Nature of Directorship
1. Mr. Parameswarannair Suresh Kumar Chairman Independent Director
2. Mr. Selvendran Seevanyagam Member Independent Director
3. Mr. Pradeepkumartana Jankiramulu Naidu Member Executive Director

During the year, only 2 Stakeholders Relationship Committee meeting were held dated, 06/09/2022 and

14/11/2022 properly convened & held.

Terms & Scope of Work of Committee:

The terms of reference of the Stakeholders Relationship Committee include the following:

1. Considering and resolving grievances of shareholders, debenture holders and other security holders;

2. Redressal of grievances of the security holders of our Company, including complaints in respect of transfer of shares, non-receipt of declared dividends, balance sheets of our Company etc.;

3. Allotment of Equity Shares, approval of transfer or transmission of Equity Shares, debentures or any other securities;

4. Issue of duplicate certificates and new certificates on split/consolidation/renewal etc.

5. Overseeing requests for dematerialization and Rematerialization of Equity Shares; and

6. Carrying out any other function contained in the Equity Listing Agreement as and when amended from time to time.

III. NOMINATION AND REMUNERATION COMMITTEE:

The objective of Nomination and Remuneration Committee is to assess the remuneration payable to our Director; sitting fee payable to our Non-Executive Directors; remuneration policy covering policies on remuneration payable to our senior executives.

The Constitution of Nomination and Remuneration Committee during the FY 2022-23 is as follows;

Name of the Director Designation Nature of Directorship
1. Mr. Parameswarannair Suresh Kumar Chairman Independent Director
2. Mr. Selvendran Seevanyagam Member Independent Director
3. Mr. Pradeepkumartana Jankiramulu Naidu Member Executive Director

During the year, single Nomination and Remuneration Committee meetings was held dated 11/04/2022.

Terms & Scope of Work of Committee:

The terms of reference of the Nomination and Remuneration Committee are:

1. Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to our Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;

2. Formulation of criteria for evaluation of Independent Directors and our Board;

3. Devising a policy on Board diversity;

4. 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 their appointment and removal;

5. Considering and recommending grant if employees stock option, if any, and administration and superintendence of the same; and

6. Carrying out any other function contained in the Equity Listing Agreement as and when amended from time to time.

14. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The Company has practice of conducting familiarization Programme for Independent Directors of the Company.

Every new independent director of the Board attended an orientation program. To familiarize the new inductees with the strategy, operations and functions of our Company, the executive directors/senior managerial personnel make presentations to the inductees about the Companys strategy, operations, product and service offerings, markets, software delivery, organization structure, finance, human resources, technology, quality, facilities and risk management.

The Company has organized the following workshops for the benefit of Directors and Independent Directors:

• a program on how to review, verify and study the financial reports;

• a program on Corporate Governance;

• provisions under the Companies Act,2013; and

• SEBI Insider Trading Regulation, 2015.

Further, at the time of appointment of an independent director, the Company issues a formal letter of appointment outlining his/her role, functions, duties and responsibilities as a director.

15. DECLARATION BY INDEPENDENT DIRECTORS

The Independent Directors of your Company have submitted the declaration of Independence as required under Section 149(7) of the Companies Act, 2013 confirming that they meet the criteria of independence under Section 149(6) of the Companies Act, 2013.

16. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The Policy of the Company on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under sub-section (3) of section 178, is appended as Annexure II to this Report.

17. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) read with Section 134(5) of the Act, on the basis of information placed before them, the Directors state that:

i. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

ii. appropriate accounting policies have been selected and applied consistently, and the judgments and estimates that have been made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2023 and of the loss of the Company for the said period;

iii. proper and sufficient care has been taken 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. the annual accounts have been prepared on a going concern basis;

v. the internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

vi. There is a proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

18. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

No material changes and commitments affecting the financial position of the Company occurred during the financial year 2022-23 to which these financial statements relate and the date of this report.

19. INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS

There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013.

20. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required under the Listing Regulation, Management Discussion and Analysis Report is presented in the separate section and forms an integral part of the Directors Report.

21. PARTICULARS OF LOANS, GUARANTEES, OR INVESTMENTS

The details of Loans given, Investments made and guarantees given and securities provided under the Section 186 of the Companies Act, 2013 have been provided in the notes to the financial statements.

22. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arms length basis. During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) of the Companies Act in Form AOC-2 is not applicable. Attention of the members is drawn to the disclosures of transactions with the related parties is set out in Notes to Accounts forming part of the financial statement.

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

Your Company has not carried out any business activities warranting conservation of the energy and technology absorption in accordance with Section 134 (3) (m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014. Since the company is not engage in any manufacturing activity, issues relating to technology absorption are not quite relevant to its functioning. During the year under consideration the Company has spent/incurred foreign exchange equivalent to Rs. Nil. There are no foreign exchange earnings during the year.

24. RISKS MANAGEMENT AND AREA OF CONCERN

The Company has laid down a well-defined Risk Management Policy covering the risk mapping, trend analysis, risk exposure, potential impact and risk mitigation process. A detailed exercise is being carried out to identify, evaluate, manage and monitoring of both business and non- business risk. The Board periodically reviews the risks and suggests steps to be taken to control and mitigate the same through a properly defined framework.

Although, market conditions are likely to remain competitive, future success will depend upon offering improved products through technology innovation and productivity. The Company continues to invest in these areas.

The Company has the risk management and internal control framework in place commensurate with the size of the Company. However, Company is trying to strengthen the same. The details of the risks faced by the Company and the mitigation thereof are discussed in detail in the Management Discussion and Analysis report that forms part of the Annual Report.

25. CORPORATE SOCIAL RESPONSIBILITY

The Company has not developed or implemented any CSR initiatives. The provisions contained in section 135 of the Companies Act, 2013, as well as the Companies (Corporate Social Responsibility Policy) Rules, 2014 are not applicable to your Company for the year under reference.

26. CHANGE IN THE NATURE OF BUSINESS

During the year under review there is no change in the nature of Business of the Company.

27. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATECOMPANIES

The Company does not have any subsidiary Joint Venture, Associate Company or LLPs during the year under review.

28. DETAILS RELATING TO DEPOSITS, COVERED UNDER CHAPTER V OF THE COMPANIES ACT 2013

The Company has not accepted any public deposits and as such, no amount on account of principal or interest on public deposits was outstanding as on the date of the balance sheet.

29. DETAILS RELATING TO DEPOSITS, WHICH ARE NOT IN COMPLIANCE WITH THE REQUIREMENTS UNDER CHAPTER V OF THE COMPANIES ACT2013

During the year under review your Company has not accepted Deposits which are not in compliance with the requirements under Chapter V of Companies Act, 2013.

30. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

There are no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.

31. INTERNAL FINANCIAL CONTROL SYSTEM

Your Company has an internal financial control system commensurate with the size, scale and complexity of its operations. The Audit Committee has in place a mechanism to identify, assess, monitor and mitigate various risks to key business objectives. The Audit Committee has a process for timely check for compliance with the operating systems, accounting procedures and policies. Major risks identified by the businesses and functions are systematically addressed through mitigating action on continuing basis.

32. AUDITORS & REPORT OF THE AUDITORS

The Statutory Auditors, M/s. S K Jha & Co, Chartered Accountants (FRN: 126173W), Ahmedabad, was appointed as the Statutory Auditor of the Company for a term of five consecutive years from the conclusion of 11th Annual General Meeting till the conclusion of the 16th Annual General Meeting (AGM) of the Company to be held in the year 2026, to examine and audit the Books of Accounts of the Company on such remuneration plus reimbursement of out-of-pocket expense, as may be mutually agreed between the Board of Directors/Audit Committee of the Company and the Statutory Auditors."

33. SECRETARIAL AUDIT REPORT

The Board of Directors of the Company has appointed M/s. Abhilasha Chaudhary & Associates, Practicing Company Secretary, Mumbai, to conduct the Secretarial Audit and her report Secretarial Audit Report is appended to this Report as ANNEXURE III.

There are no qualifications, reservations or adverse remarks or disclaimers made by the Secretarial Auditor, in their Secretarial Audit Report except what have been specifically mentioned in the Report which are self- explanatory.

34. COST AUDITORS

The Board of Directors of the Company here confirmed that according to the Companies working and business the company does not required to appoint the Cost Auditor as per the Section 148 of the Companies Act, 2013.

35. INTERNAL AUDITORS

The Company has appointed to Mr. Jay Jayendra Shah Chartered accountants, as Internal Auditor of the company for the financial year 2022-23. However, Mr. Jay Jayendra Shah, Chartered Accountant has filed his resignation from the post of internal auditor dated 14th November, 2022 due to surrendered of COP.

The company has appointed to M/s. J.A.K & Co., Chartered Accountants (FRN- 154272W) as an internal auditor of the company dated 14th November, 2022 for the financial year 2023.

36. POLICY/VIGIL MECHANISM/CODE OF CONDUCT

The Company has a Whistle Blower Policy in line with the provisions of the Section 177 of the Companies Act, 2013. This policy establishes a vigil mechanism for directors and employees to report their genuine concerns actual or suspected fraud or violation of the Companys Code of Conduct. The said mechanism also provides for adequate safeguards against victimisation of the persons who use such mechanism and makes provision for direct access to the chairperson of the Audit Committee. We confirm that during the financial year 2022-23, no employee of the Company was denied access to the Audit Committee. The said Whistle Blower Policy is available on the website of the Company at www.diggimultitrade.co.in.

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board and all employees in the course of day to day business operations of the company. The Company believes in "Zero Tolerance" against bribery, corruption and unethical dealings / behaviours of any form and the Board has laid down the directives to counter such acts. The Code has been posted on the Companys website www.diggimultitrade.co.in.

The Code lays down the standard procedure of business conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the work place, in business practices and in dealing with stakeholders. The Code gives guidance through examples on the expected behaviour from an employee in a given situation and the reporting structure.

All the Board Members and the Senior Management personnel have confirmed compliance with the Code. All Management Staff were given appropriate training in this regard.

37. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT 2013

Your Company is committed to creating and maintaining an atmosphere in which employees can work together, without fear of sexual harassment, exploitation and intimidation. Accordingly, the Company has in place an Anti- Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act 2013. Internal Complaints Committee (ICC) was set up to redress complaints received regarding sexual harassment. All employees (Permanent, Contractual, temporary, trainees) are covered under this policy.

The following is a summary of sexual harassment complaints received and disposed of during the year:

No. of Complaints received Nil
No. of Complaints disposed off Nil

38. CORPORATE GOVERNANCE:

As per the Guideline and direction of the SEBI & Stock Exchange accordingly the company has been adhering to the directions and guideline, as required and if applicable on the companies size and type (as per the Regulations and rules the Corporate Governance is not applicable on SME Listed Companies).

39. MEETING OF INDEPENDENT DIRECTORS:

During the year under review, one Independent Director Meeting held on 20/03/2023 for the F. Y. 2022-23.

The object of Independent Meeting was to review the performance of Non- Independent Director and the Board as a whole including the Chairperson of the Company. The Company assures to hold the Separate Meeting of Independent Director of the Company as earliest possible.

40. POSTAL BALLOT:

No Postal ballot was conducted by the company during the year 2022-23.

41. PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the directors and 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 the 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 of Directors and the designated employees have confirmed compliance with the Code.

42. LISTING FEES:

The Equity Shares of the Company is listed on BSE (SME Platform) Limited and the Company has paid the applicable listing fees to the Stock Exchange till date.

43. SECRETARIAL STANDARDS

The Company complies with the Secretarial Standards, issued by the Institute of Company Secretaries of India, which are mandatorily applicable to the Company. The same has also been confirmed by Secretarial Auditors of the Company in the Secretarial Audit Report.

44. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE 2016:

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

.

45. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS:

During the year under review, there has no one-time settlement of Loans taken from Banks and financial institutions.

46. ACKNOWLEDGEMENT:

Your Directors wish to place on record their appreciation and sincere thanks to the State Governments, Government agencies, Banks & Financial Institutions, customers, shareholders, vendors and other related organizations, who through their continued support and co-operation have helped, as partners in your Companys progress. Your Directors, also acknowledge the hard work, dedication and commitment of the employees.

For and on behalf of the Board
Diggi Multitrade Limited
SD/- SD/-
Anilkumar Pannalal Patni Sangeeta Hariprasad Naidu
Date: 05/09/2023 Managing Director Director & CFO
Place: Mumbai DIN: 06597013 DIN: 0748443