Dudani Retail Ltd Directors Report

OUR MANAGEMENT

In terms of the Companies Act, 2013 and our Articles of Association, our Company is required to have not less than three Directors and not more than 15 Directors. As on the date of this Draft Prospectus, our Board comprises of five Directors, including one Managing Director, one Executive Director, one Non-Executive Non-Independent Director and two Independent Directors (including one woman Independent Director). The present composition of our Board and its committees is in accordance with the requirements provided under the Companies Act, 2013.

The details of the directors are as follows:

Sr. No. Name of the Director	DIN	Current Designation	Date of Joining#
1 Akshay Dudani	07344754	Managing Director	01/12/2015
2 Charu Dudani	07344739	Whole-time Director	01/12/2015
3 Neetu Yadav	10552512	Non-Executive Director	01/09/2025
4 Rahul Sharma	10498796	Independent Director	01/09/2025
5 Madhvi Sharma	10700674	Independent Director	20/12/2024

#Original date of appointment as per MCA database

The following table sets forth details regarding the Board of Directors as on the date of this draft prospectus:

Name, Director Identification Number, date of birth, qualifications, experience, address, occupation and date of expiration of the current term of office and period of directorship	Age	Other Directorship (s)
Name: Akshay Dudani	46 Years	Companies:
Designation: Managing Director		Nil
Director Identification Number: 07344754
Date of Birth: May 21, 1979		Other Ventures:
Qualification: Bachelor of Commerce and Master of Business		Akshay Dudani HUF
Administration
Experience: 9 Years
Address: E-29 B, Sumitra Path, Durga Marg, Bani Park, Jaipur,
Rajasthan 302016
Occupation: Business
Date of expiration of the current term of office: 17/03/2028;
Liable to retire by rotation
Period of Directorship: Since Incorporation; Re-designated as
MD w.e.f. 18/03/2025
Name: Charu Dudani	41 Years	Companies:
Designation: Whole-time Director		Nil
Director Identification Number: 07344739
Date of Birth: February 24, 1985		Other Ventures:
Qualification: Bachelor of Arts (Hons.) and Master of		Dudani Enterprises (sole proprietorship
Journalism and Mass Communication		firm)
Experience: 9 Years
Address: E-29 B, Sumitra Path, Durga Marg, Bani Park, Jaipur,
Rajasthan 302016
Occupation: Business
Date of expiration of the current term of office: 17/03/2028;
Liable to retire by rotation
Period of Directorship: Since Incorporation; Re-designated as
WTD w.e.f. 18/03/2025
Name, Director Identification Number, date of birth, qualifications, experience, address, occupation and date of expiration of the current term of office and period of directorship	Age	Other Directorship (s)
Name: Neetu Yadav	28 Years	Companies:
Designation: Non-Executive Non-Independent Director		Nil
Director Identification Number: 10552512
Date of Birth: July 16, 1997		Other Ventures:
Qualification: Bachelor of Laws (LLB), Bachelor of Science		Sristie Legal Consultant LLP
Experience: 11 Years
Address: Asti Kalan, Jaipur, Rajasthan, 303602
Occupation: Business
Date of expiration of the current term of office: Till resignation or removal; Liable to retire by rotation
Period of Directorship: Since 01/09/2025
Name: Madhvi Sharma	36 Years	Companies:
Designation: Independent Director		- IKEDA Limited
Director Identification Number: 10700674		- Swastika Infra Limited
IDDB Registration No. with IICA: IDDB-NR-202309-051887,		- Indoedge Exim Private Limited
valid from September 11, 2023 till Lifetime
Date of Birth: February 01, 1990		Other Ventures:
Qualification: Bachelor of Commerce, Company Secretary		Nil
Experience: 5 Years
Address: 3935, Deep Kunj, Dinanath Ji ki gali, Navgarh Mandir ke paas, Last Crossing, Chandpole Bazar, Jaipur, Rajasthan, 302001
Occupation: Professional
Date of expiration of the current term of office: 20/12/2029
Period of Directorship: Since 21/12/2024
Name: Rahul Sharma	30 Years	Companies:
Designation: Independent Director		- Kundan Minerals and Metals
Director Identification Number: 10498796		Limited
IDDB Registration No. with IICA: IDDB-NR-202309-021304, valid from September 04, 2023 till September 02, 2026		Other Ventures:
Date of Birth: August 02, 1995		Nil
Qualification: Company Secretary
Experience: 8
Address: Bansi Khurd, Bharatpur, Rajasthan, 321303
Occupation: Professional
Date of expiration of the current term of office: 31/08/2028
Period of Directorship: Since 01/09/2025

BRIEF BIOGRAPHIES OF THE DIRECTORS:

Mr. Akshay Dudani, aged about 46 years, is one of the Promoters and Managing Director of our Company. He has been associated with our Company since incorporation as one of the First Directors. He holds a Bachelor of Commerce degree from (2002) and a Master of Business Administration degree (2004), both from the University of Rajasthan. He has over 9 years of experience in textile industry. In our Company, he oversees the Companys overall operations, including strategic planning, business development, and financial decision-making. He plays a key role in managerial decisions and operational policies, driving growth and strengthening the Companys market presence.

Mrs. Charu Dudani, aged about 41 years, is one of the Promoters and Wholetime Director of the Company. She has been associated with our Company since incorporation as one of the First Directors. She holds a Bachelor of Arts degree (2006) and Master of Journalism and Mass Communication (2008), both from the University of Rajasthan. She holds more than 9 years of experience in Textile sector. Currently, she oversees the Companys design and administrative departments, driving product innovation, brand positioning, and operational efficiency. She ensures alignment with market trends while maintaining quality and creativity. Her strategic insights shape new designs, collections, and marketing initiatives, enhancing brand appeal and customer engagement. Additionally, she streamlines administrative processes to support the Companys growth.

Ms. Neetu Yadav, aged about 28 years, is the Non-Executive Non-Independent Director of the Company. She holds a Bachelor of Science and a Bachelor of Laws degree, both from the University of Rajasthan. She has been associated as a Designated Partner of Sristie Legal Consultant LLP since March 16, 2024 and continues to hold such position as on date. She was appointed as a Non-Executive Director of our company with effect from September 01, 2025.

Ms. Madhvi Sharma, aged about 36 years, is the Independent Director of the Company. She is a member of the Institute of Company Secretaries of India and has been in practice as a Company Secretary since June 10, 2020. She holds a Bachelor of Commerce degree from the University of Rajasthan and has experience in corporate secretarial compliance and advisory matters under applicable laws. She has been appointed on the Board of our company with effect from December 21, 2024 for a term of 5 (five) years ending on December 20, 2029.

Mr. Rahul Sharma, aged about 30 years, is the Independent Director of the Company. He was appointed on our Board with effect from September 01, 2025. He is a fellow member of the Institute of Company Secretaries of India and is a Company Secretary in practice since May 25, 2017. He has an experience of 8 years in corporate law advisory, secretarial compliance, and regulatory matters under the Companies Act, 2013 and applicable Securities and Exchange Board of India regulations. He has been appointed on the Board of our company for a term of 3 (three) years commencing from September 01, 2025 and ending on August 31, 2028.

COMMON DIRECTORSHIPS OF THE DIRECTORS IN LISTED COMPANIES WHOSE SHARES HAVE BEEN/WERE SUSPENDED FROM BEING TRADED ON ANY OF THE STOCK EXCHANGE DURING HIS/HER TENORS FOR A PERIOD BEGINNING FROM FIVE (5) YEARS PRIOR TO THE DATE OF THIS DRAFT PROSPECTUS

None of the Directors are/were directors of any company whose shares were suspended from being trading by Stock Exchange(s) or under any order or directions issued by the stock exchange(s)/ SEBI/ other regulatory authority in the last five (5) years or to the extent applicable.

COMMON DIRECTORSHIPS OF THE DIRECTORS IN LISTED COMPANIES THAT HAVE BEEN/WERE DELISTED FROM STOCK EXCHANGES IN INDIA DURING THEIR TENURE

None of the Directors are/were directors of any entity whose shares were delisted from any Stock Exchange(s). Further, none of the directors are/ were directors of any entity which has been debarred from accessing the capital markets under any order or directions issued by the Stock Exchange(s), SEBI or any other Regulatory Authority.

NATURE OF ANY FAMILY RELATIONSHIP BETWEEN ANY OF THE DIRECTORS OR DIRECTORS AND KEY MANAGERIAL PERSONNEL / SENIOR MANAGEMENT

Except as mentioned below, none of the Directors, KMP and SMP of our Company are related to each other, within the meaning of section 2(77) of the Companies Act, 2013.

Sr. No.	Name of the Director / KMP / Senior Management	Relationship with other Directors
1	Akshay Dudani and Charu Dudani	Spouse

ARRANGEMENTS WITH MAJOR SHAREHOLDERS, CUSTOMERS, SUPPLIERS OR OTHERS

There are no arrangements or understanding between major shareholders, customers, suppliers or others pursuant to which any of the Directors were selected as a director or member of a Senior Management as on the date of this draft prospectus.

SERVICE CONTRACTS

Our Company has not executed any service contracts with its directors providing for benefits upon termination of their employment.

BORROWING POWERS OF THE BOARD

The Articles, subject to the provisions of Section 180(1)(c) of the Companies Act, 2013 authorize the Board to raise, borrow or secure the payment of any sum or sums of money for the purposes of our Company. The Members vide the special resolution passed at their Extraordinary General Meeting dated September 01, 2025, allowed the Board to borrow and that the total outstanding amount so borrowed shall not at any time exceed the limit of 50 Crores.

OTHER CONFIRMATIONS:

- None of our Directors are on the RBI List of wilful defaulters or fraudulent borrowers as on the date of this draft prospectus.

- None of our Directors of our Company are a fugitive economic offender.

- Further, none of our directors are or were directors of any listed company whose shares

(a) have been or were suspended from trading on any of the stock exchanges during the five years prior to the date of filing this draft prospectus or (b) delisted from the stock exchanges.

- None of the directors of our Company are debarred from accessing the capital market by SEBI.

- None of the Directors has been or is involved as a promoter, director or person in control of any other company, which is debarred from accessing the capital market under any order or directions made by SEBI or any other regulatory authority.

- In respect of the track record of the directors, there have been no criminal cases filed or investigations being undertaken with regard to alleged commission of any offence by any of our directors and none of our directors have been charge-sheeted with serious crimes like murder, rape, forgery, economic offence etc. except as mentioned in this Draft Prospectus.

DIRECTORS ASSOCIATION WITH THE SECURITIES MARKET

None of the Directors of our Company are associated with securities market.

POLICY ON DISCLOSURES AND INTERNAL PROCEDURE FOR PREVENTION OF INSIDER TRADING:

The provisions of regulation 9(1) of the SEBI (Prohibition of Insider Trading) Regulations, 2015 will be applicable to our Company immediately upon the listing of its Equity Shares on the SME Platform of BSE Limited. We shall comply with the requirements of the SEBI (Prohibition of Insider Trading) Regulations, 2015 on listing of Equity Shares on stock exchanges. The Company Secretary & Compliance Officer will be responsible for setting forth policies, procedures, monitoring and adherence to the rules for the preservation of price sensitive information and the implementation of the Code of Conduct under the overall supervision of the Board.

POLICY FOR DETERMINATION OF MATERIALITY & MATERIALITY OF RELATED PARTY TRANSACTIONS AND ON DEALING WITH RELATED PARTY TRANSACTIONS:

The provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 will be applicable to our Company immediately upon the listing of Equity Shares of our Company on SME Platform of BSE Limited. We shall comply with the requirements of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 on listing of Equity Shares on the SME Platform of BSE Limited.

COMPENSATION OF OUR MANAGING DIRECTOR AND WHOLETIME DIRECTOR AND EXECUTIVE DIRECTOR

The compensation payable to Managing Director and Wholetime Director will be governed as per the terms of their appointment and shall be subject to the provisions of Sections 2 (54), 2(94), 188, 196, 197, 198 and 203 and any other applicable provisions of the Companies Act, 2013 read with Schedule V to the Companies Act, 2013 and the rules made there under (including any statutory modification(s) or re-enactment thereof or any of the provisions of the Companies Act, 1956, for the time being in force).

The following compensation has been approved for Managing Director and Whole Time Director

Name of the Managing Director	Akshay Dudani
Appointment/Change in Designation	Appointed since incorporation and thereafter re-designated as MD w.e.f. 18/03/2025
Current Designation	Managing Director (MD)
Terms of Appointment	Appointed for 3 years commencing from 18/03/2025 till 17/03/2028 Liable to retire by rotation
Remuneration, Perquisites and
Benefits	20,00,000 per annum (including perquisites and other allowances, if any)
Compensation paid in the FY 2024-25	10.00 Lakhs
Name of the Wholetime Director	Charu Dudani
Appointment/Change in Designation	Appointed since incorporation and thereafter re-designated as WTD w.e.f. 18/03/2025
Current Designation	Wholetime Director (WTD)
Terms of Appointment	Appointed for 3 years commencing from 18/03/2025 till 17/03/2028 Liable to retire by rotation
Remuneration, Perquisites and Benefits	20,00,000 per annum (including perquisites and other allowances, if any)
Compensation paid in the FY 2024-25	10.00 Lakhs

BONUS OR PROFIT-SHARING PLAN FOR OUR DIRECTORS

We have no bonus or profit-sharing plan for our directors.

PAYMENT OR BENEFIT TO NON-EXECUTIVE DIRECTORS OF OUR COMPANY

Apart from the remuneration to Executive Directors, our Non-Executive Directors are entitled to be paid a sitting fee of 10,000/- (Rupees Ten Thousand only) per meeting and actual travel, boarding and lodging expenses for attending the Board or committee meetings.

THE DETAILS OF THE SHAREHOLDING OF OUR DIRECTORS AS ON THE DATE OF THIS DRAFT PROSPECTUS ARE AS FOLLOWS:

Sl. No. Name of the Director Shareholder	Category/ Status	No. of Equity Shares	Percentage of the pre-offer paid up share capital (%)	Percentage of the post-offer paid up share capital (%)
1 Akshay Dudani	Managing Director	48,59,955	72.00%	46.79%
2 Charu Dudani	Wholetime Director	18,90,000	28.00%	18.20%

INTEREST OF OUR DIRECTORS

Our Directors may be deemed to be interested to the extent of their remunerations paid to them for services rendered and with the reimbursement of expenses payable to them as mentioned above. For further details, please refer to section titled

" Our Promoters and Promoter Group" beginning on page no. 148 of this draft prospectus.

Except as stated in the heading titled "Properties" under the chapter titled "Our Business", and Chapter titled "Our Promoters and Promoter Group" beginning on pages 101 and 148 of this Draft Prospectus, none of our Directors have interest in any property acquired or proposed to be acquired of our Company or by our Company. Further, except as disclosed under sub-section "Shareholding of Directors in our Company" above, none of our Directors hold any Equity Shares, Preference Shares or any other form of securities in our Company. Our directors may also be interested to the extent of Equity Shares, if any, held by them or held by the entities in which they are associated as promoters, directors, partners, proprietors or trustees or held by their relatives or that may be subscribed by or allotted to the companies, firms, ventures, trusts in which they are interested as promoters, directors, partners, proprietors, members or trustees, pursuant to the Issue.

Other than as stated above and except as stated in the sections titled "Financial Information as Restated" and "Our Promoters and Promoter Group" beginning on pages 153 and 148 respectively of this draft prospectus, our Directors do not have any other interest in the business of our Company.

None of the relatives of our directors have been appointed to a place or office of profit in our Company other than mentioned elsewhere in the Draft prospectus. For further details, please refer to section titled "Our Management" on page no. 134 of this draft prospectus.

Our directors may also be regarded as interested in the Equity Shares, if any, held by them or that may be subscribed by and allotted to the companies, firms, and trusts, if any, in which they are interested as directors, members, promoters, and /or trustees pursuant to this Issue. Some of the directors also hold directorships in Promoter Group and Group Companies of our Company.

Our directors may also be deemed to be interested to the extent of any dividend payable to them and other distributions in respect of the said Equity Shares. Except as stated in this section "Our Management" or the section titled "Financial Information Related Party Transactions" beginning on page no 134 and 153 respectively of this draft prospectus, and except to the extent of shareholding in our Company, our Directors do not have any other interest in the business of our Company.

CHANGES IN THE BOARD OF DIRECTORS OF OUR COMPANY IN THE LAST THREE (3) YEARS OR TO THE EXTENT APPLICABLE ARE AS FOLLOWS:

Name	Date of appointment/ cessation reappointment/ resignation/ regularisation	Designation (at the time of appointment/ cessation reappointment/ resignation/ regularisation)	Reason
Sushila Dudani	20/11/2024	Director	Resignation
Akshay Dudani	18/03/2025	Managing Director	Re-designation
Charu Dudani	18/03/2025	Whole-Time Director	Re-designation
Rajat Kasliwal	21/12/2024	Independent Director	Appointment
Madhvi Sharma	21/12/2024	Independent Director	Appointment
Rajat Kasliwal	05/08/2025	Independent Director	Resignation
Neetu Yadav	01/09/2025	Independent Director	Appointment
Rahul Sharma	01/09/2025	Independent Director	Appointment

MANAGEMENT ORGANIZATIONAL STRUCTURE:

CORPORATE GOVERNANCE

In terms of Regulation 15(2)(b) of the SEBI Listing Regulations, compliance with the corporate governance provisions as specified in regulations 17, 17A, 18, 19, 20, 21, 22, 24, 24A, 25, 26, 27 and clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V of the SEBI Listing Regulations shall not apply, in respect of listed entity which has listed its specified securities on the SME Exchange.

Furthermore, in terms of Regulation 15(3) of the SEBI Listing Regulations, notwithstanding Regulation 15(2) of the SEBI Listing Regulations, the provisions of the Companies Act, 2013 shall continue to apply, wherever applicable.

As per the abovementioned provisions of the Listing Regulations, we are not required to comply with the requirements of corporate governance relating to the composition of its board of directors, constitution of committees such as audit committee, nomination and remuneration committee, stakeholders relationship committee, etc., as provided under

Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Our Board has been duly constituted in compliance with the Companies Act. Our Board functions either as a full board or through various committees constituted to oversee specific functions. In compliance with the requirements of the Companies Act, our Board of Directors consists of 5 (Five) Directors (including One Woman Director).

Sl. No. Name of the Director	DIN	Current Designation
1 Akshay Dudani	07344754	Managing Director
2 Charu Dudani	07344739	Wholetime Director
3 Neetu Yadav	10552512	Non-Executive Director
4 Madhvi Sharma	10700674	Independent Director
5 Rahul Sharma	10498796	Independent Director

COMMITTEES OF OUR BOARD

The Board of Directors functions either as a full board or through various committees constituted to oversee specific operational areas. In addition to the Committees detailed below, our Board of Directors may, from time to time constitute Committees for various functions.

Sl. No. Committee

1 Audit Committee

2 Nomination and Remuneration Committee

3 Stakeholders Relationship Committee

- Audit Committee

As per section 177 of the Companies Act, 2013, The Board of Directors of every listed company and such other class or classes of companies, as may be prescribed, shall constitute an Audit Committee. The Audit Committee shall consist of a minimum of three directors with independent directors forming a majority: Provided that majority of members of Audit Committee including its Chairperson shall be persons with ability to read and understand, the financial statements.

Our Audit Committee was constituted pursuant to a resolution of our Board Meeting dated September 17, 2025. The Audit Committee comprises of:

Director Name	Position in	Designation
	Committee
Madhvi Sharma	Chairperson	Independent Director
Rahul Sharma	Member	Independent Director
Akshay Dudani	Member	Managing Director

Any member of this Committee ceasing to be a director shall also be ceased to be a member of this Committee. The Company Secretary of the Company shall act as the Secretary of the Audit Committee.

Set forth below are the scope, functions and the terms of reference of our Audit Committee, in accordance with Section 177 of the Companies Act, 2013 and the rules made thereunder.

Powers of Audit Committee: The Audit Committee shall have powers, including the following:

- To investigate any activity within its terms of reference, seek information from any employee, obtain outside legal or other professional advice and secure attendance of outsiders with relevant expertise, if it considers necessary;

- To have full access to information contained in the records of the company;

- To invite the finance director or head of the finance function, head of internal audit and a representative of the statutory auditor and any other such executives to be present at the meetings of the committee;

- To 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;

- To occasionally meet without the presence of any executives of the Company.

Role of Audit Committee: The terms of reference of the Committee shall be such as enumerated in the Companies Act, SEBI LODR Regulations (as and when and to the extent applicable) and such other functions as may be delegated by the Board of Directors from time to time subject to the provisions of any law for the time being in force, inter-alia including the following:

(1) Overseeing the Companys financial reporting process, examination of the financial statement and the auditors report thereon and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible; (2) Recommendation for appointment, remuneration and terms of appointment of auditors of the Company; (3) Approval of payment to statutory auditors for any other services rendered by the statutory auditors; (4) 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 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; (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; (g) modified opinion(s) in the draft audit report; (5) Reviewing, with the management, the quarterly financial statements before submission to the Board for approval; (6) 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 issue or rights issue or preferential issue or qualified institutions placement, and making appropriate recommendations to the board to take up steps in this matter; (7) Reviewing and monitoring the auditors independence and performance, and effectiveness of audit process; (8) Approval or any subsequent modification of transactions of the Company with related parties; (9) Scrutiny of inter-corporate loans and investments; (10) Valuation of undertakings or assets of the Company, wherever it is necessary; (11) Appointment of Registered Valuer under Section 247 of the Companies Act, 2013; (12) Evaluation of internal financial controls and risk management systems; (13) Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems; (14) 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; (15) Discussion with internal auditors of any significant findings and follow up there on; (16) 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; (17) 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; (18) To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors; (19) To review the functioning of the whistle blower mechanism; (20) Approval of appointment of chief financial officer after assessing the qualifications, experience and background, etc. of the candidate;

(21) Reviewing the utilization of loans and/ or advances from/investment by the holding company in the subsidiary exceeding rupees 100 crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing as on the date of coming into force of this provision; (22) Formulating, reviewing and making recommendations to the Board to amend the Terms of Reference of Audit Committee from time to time; (23) Establishing a vigil mechanism for directors and employees to report their genuine concerns or grievances; (24) To consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger, amalgamation etc., on the Company and its shareholders; (25) Reviewing: i. Any show cause, demand, prosecution and penalty notices against the Company or its Directors which are materially important including any correspondence with regulators or government agencies and any published reports which raise material issues regarding the Companys financial statements or accounting policies; ii. Any material default in financial obligations by the Company; iii. Any significant or important matters affecting the business of the Company; and (26) Carrying out any other functions as may be required / mandated and/or delegated by the Board as per the provisions of the Companies Act, 2013, SEBI LODR and/or any other applicable laws or by any regulatory authority and performing such other functions as may be necessary or appropriate for the performance of its duties.

Further, the Audit Committee shall mandatorily review the following information:

- management discussion and analysis of financial condition and results of operations; - management letters / letters of internal control weaknesses issued by the statutory auditors; - internal audit reports relating to internal control weaknesses; and

- the appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the audit committee. - statement of deviations: (a) half yearly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1) of SEBI LODR Regulations; (b) annual statement of funds utilized for purposes other than those stated in the draft prospectus/notice in terms of Regulation 32(7) of SEBI LODR Regulations.

The audit committee shall meet at least four times in a financial year and not more than one hundred and twenty days shall elapse between two consecutive meetings. The quorum for audit committee meeting shall either be two members or one third of the members of the audit committee, whichever is greater, with at least two independent directors.

- Nomination and Remuneration Committee

As per section 178 (1) of the Companies Act, 2013, The Board of Directors of every listed company and such other class or classes of companies, as may be prescribed shall constitute the Nomination and Remuneration Committee consisting of three or more non-executive directors out of which not less than one-half shall be independent directors: Provided that the chairperson of the company (whether executive or non-executive) may be appointed as a member of the Nomination and Remuneration Committee but shall not chair such Committee.

Our Nomination and Remuneration Committee was constituted pursuant to a resolution of our Board Meeting dated September 17, 2025. The Nomination and Remuneration Committee comprises of:

Director Name	Position in	Designation
	Committee
Madhvi Sharma	Chairman	Independent Director
Rahul Sharma	Member	Independent Director
Neetu Yadav	Member	Non-Executive Director

Any member of this Committee ceasing to be a director shall also be ceased to be a member of this Committee. The Company Secretary of the Company shall act as the Secretary of the Nomination and Remuneration Committee.

Role of the Nomination and Remuneration Committee the terms of reference of the Committee shall be such as enumerated in the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as and when and to the extent applicable) and such other functions as delegated by the Board of Directors from time to time, which shall inter-alia include the following:

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

2. The Nomination and Remuneration Committee shall, while formulating the above policy ensure that

(a) the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run the company successfully; (b) relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and (c) remuneration to directors, key managerial personnel and senior management involves a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the company and its goals:

3. For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may: a. use the services of an external agencies, if required; b. consider candidates from a wide range of backgrounds, having due regard to diversity; and c. consider the time commitments of the candidates.

4. Formulation of criteria for evaluation of performance of independent directors and the board of directors;

5. Devising a policy on diversity of board of directors;

6. 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.

7. 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.

8. Recommend to the board, all remuneration, in whatever form, payable to senior management.

The committee shall meet at least once in a financial year and the quorum for a meeting of the committee shall be either two members or one third of the members of the committee, whichever is greater, including at least one independent director in attendance.

- Stakeholders Relationship Committee

As per section 178 (5) of the Companies Act, 2013, The Board of Directors of a Company which consists of more than one thousand shareholders, debenture-holders, deposit-holders and any other security holders at any time during a financial year shall constitute a Stakeholders Relationship Committee consisting of a chairperson who shall be a non-executive director and such other members as may be decided by the Board

Our Stakeholders Relationship Committee was constituted pursuant to a resolution of our Board Meeting dated September 17, 2025. The Stakeholders Relationship Committee comprises of:

Director Name	Position in Committee	Designation
Madhvi Sharma	Chairman	Independent Director
Akshay Dudani	Member	Managing Director
Charu Dudani	Member	Wholetime Director

Any member of this Committee ceasing to be a director shall also be ceased to be a member of this Committee. The Company

Secretary of the Company shall act as the Secretary of the Stakeholders Relationship Committee.

Role of the Stakeholders Relationship Committee

The terms of reference of the Committee shall be such as enumerated in the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as and when and to the extent applicable) and such other functions as delegated by the Board of Directors from time to time, which shall inter-alia include the following:

- Resolving the grievances of the security holders of the Company including complaints related to transfer/transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates, general meetings etc.

- Review of measures taken for effective exercise of voting rights by shareholders.

- Review of adherence to the service standards adopted by the Company in respect of various services being rendered by the Registrar & Share Transfer Agent.

- Review of the various measures and initiatives taken by the Company for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the shareholders of the company.

- Resolving grievances of debenture holders related to creation of charge, payment of interest/principal, maintenance of security cover and any other covenants.

Frequency of meeting and quorum thereof shall be in accordance with the provisions of the Companies Act, SEBI LODR Regulations and Secretarial Standards issued by the Institute of Company Secretaries of India.

- Corporate Social Responsibility Committee:

As per section 135 (1) of the Companies Act, 2013, Every company having net worth of rupees five hundred crore or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more during any financial year shall constitute a Corporate Social Responsibility Committee of the Board consisting of three or more directors, out of which at least one director shall be an independent director.

The Corporate Social Responsibility committee is not applicable to our company till the date of this draft prospectus. We will comply with the requirement as and when the CSR is applicable to us.

OUR KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT

Our Company is supported by a team of professionals having exposure to various operational aspects of our business. A brief detail about the Key Managerial Personnel & Senior Management Personnel of our Company is provided below:

Name, Designation, Educational Qualification & Term of office (with date of expiration of term) and details of service contracts including termination/retirement benefits, if any Akshay Dudani	Age	Year of joining	Compensation paid for F.Y. 2024-25 (Amount in Rs. Lakhs)	Overall experience (in years)	Previous employment
Designation: Managing Director
Qualification: Bachelor of
Commerce (2002) and Master of		Since
Business Administration (2004) from	46	Incorporation;
University of Rajasthan, respectively Term of office: 3 years w.e.f.	Years	Re-designated as MD w.e.f.	10.00	9 Years	N/A
18/03/2025		18/03/2025
Details of service contracts including termination/retirement benefits: N/A
Charu Dudani
Designation: Wholetime Director
Qualification: Bachelor of Arts
(Hons.) (2006) and Master of Journalism and Mass Communication (2008) from University of Rajasthan, respectively	41 years	Since Incorporation; Re-designated as WTD w.e.f.	10.00	9 Years	N/A
Term of office: 3 years w.e.f. 18/03/2025		18/03/2025
Details of service contracts including termination/retirement benefits: N/A
Ashok Kumar Pingoliya
Designation: Chief Financial Officer		01/06/2022;
Qualification: Master of Commerce (2014) and Bachelor of Commerce (2013) from University of Rajasthan, respectively	33 Years	Promoted as CFO w.e.f. 01/09/2025	9.32 Lakh	10 Years	Nandani Creation Limited

 

Name, Designation, Educational Qualification & Term of office (with date of expiration of term) and details of service contracts including termination/retirement benefits, if any	Age	Year of joining	Compensation paid for F.Y. 2024-25 (Amount in Rs. Lakhs)	Overall experience (in years)	Previous employment
Term of office: Till resignation or removal or cessation by natural causes
Details of service contracts including termination/retirement benefits: N/A. CFO shall be covered under retirement benefits as applicable to all the existing employees.
Ramgopal Sharma
Designation: Company Secretary and Compliance Officer
Qualification: Bachelor of Commerce, Master of Commerce, Bachelor of Laws, Member of the Institute of Company Secretaries of India	33		As he joined the company on September 01, 2025, no		1. Deem Construction Company Private Limited
Term of office: Till resignation or removal or cessation by natural causes	Years	01/09/2025	remuneration was paid him for the FY	7 Years	2. Sree Lakshmi Gayatri
Details of service contracts including termination/retirement			2024-25		Hospitals Private Limited
benefits: N/A. CS shall be covered under retirement benefits as applicable to all the existing employees.
Ajay Kumar Yadav
Designation: Sr. Business
Development Manager
Qualification: Diploma in Fashion Merchandising & Retail Management (2013)		14/01/2020;
Term of office: Till resignation or removal or cessation by natural causes	34 Years	Promoted as SMP w.e.f. 04/09/2025	9.24 Lakh	5 Years	N/A
Details of service contracts including termination/retirement benefits: N/A. SMP shall be covered under retirement benefits as applicable to all the existing employees.

BRIEF PROFILE OF KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT PERSONNEL

The details of the Key Managerial Personnel and Senior Management as on the date of this draft prospectus are set out below. All the Key Managerial Personnel and Senior Management are permanent employees of our Company. Except for certain statutory benefits, there are no other benefits accruing to the Key Managerial Personnel and Senior Management.

Our Key Managerial Personnel

1. Mr. Akshay Dudani, aged about 46 years, is one of the Promoters and Managing Director of our Company. For details, please refer section titled "Our Management" beginning on page no. 134 of this Draft Prospectus.

2. Mrs. Charu Dudani, aged about 41 years, is one of the Promoters and Wholetime Director of our Company. For details, please refer section titled "Our Management" beginning on page no. 134 of this Draft Prospectus.

3. Mr. Ashok Kumar Pingoliya, aged about 33 years, is the Chief Financial Officer of our Company. He holds a degree of Master of Commerce (2014) and Bachelor of Commerce (2011) from University of Rajasthan, respectively. He was appointed in our Company in 2022 as Senior Accounts Officer. Thereafter, he was recently promoted to CFO of the Company with effect from September 01, 2025. He holds a rich experience of more than 10 years in finance and accounting field. Prior to joining our Company, he has worked for Nandani Creation Limited as a Senior Accountant from 2015 till 2022. In our Company, he is responsible for preparing and reviewing budgets and financial statements, financial planning and providing strategic directions. As he joined the Company during the financial year 2025-26, no remuneration was paid to him for the financial year 2024-25.

4. Mr. Ramgopal Sharma, aged about 33 years, is the Company Secretary and Compliance Officer of our Company. He joined our company in the capacity of Company Secretary and Compliance Officer with effect from September 01, 2025. He is an Associate Member of the Institute of Company Secretaries of India, holding Membership No. ACS 42711 since December 15, 2015. He holds a Bachelor of Laws degree from Dr. Bhimrao Ambedkar University, Jaipur, and a Bachelor of Commerce and Master of Commerce degree from the University of Rajasthan. With over 7 years of professional experience in secretarial and legal matters, he is entrusted with ensuring corporate law compliances, managing secretarial functions, and overseeing all legal and regulatory affairs of our Company. As he joined the Company during the financial year 2025-26, no remuneration was paid to him for the financial year 2024-25.

OUR SENIOR MANAGEMENT

1. Mr. Ajay Kumar Yadav, aged 34 years, is the Senior Business Development Manager of our Company. He joined the Company on January 14, 2020, as a Business Development Manager and was promoted to his current designation as Senior Management Personnel (SMP) with effect from September 04, 2025, in recognition of his significant contributions to business growth. He holds a degree of diploma in Fashion Merchandising & Retail Management from Footwear Design & Development Institute, Rohtak which he was completed in the year 2013 and has over 5 years of professional experience, all of which has been with our Company. In his current role, he is responsible for driving business expansion, managing key client relationships, identifying new market opportunities, and supporting strategic initiatives to strengthen the Companys market presence and revenue performance. In the financial year 2024-25, he received a remuneration of 9.24 Lakh.

STATUS OF KEY MANAGEMENT PERSONNEL OR SENIOR MANAGEMENT IN OUR COMPANY

Except Managing Director and Wholetime Director, all our Key Managerial Personnel or Senior Management are permanent employees of our Company.

PAYMENT OF BENEFITS TO OFFICERS OF OUR COMPANY (NON-SALARY RELATED)

Except as disclosed in this draft prospectus and any statutory payments made by our Company to its officers, our Company has not paid any sum, any non-salary related amount or benefit to any of its officers or to its employees including amounts towards super-annuation, ex-gratia/rewards.

Except statutory benefits upon termination of employment in our Company or superannuation, no officer of our Company is entitled to any benefit upon termination of such officers employment in our Company or superannuation. Contributions are made by our Company towards provident fund, gratuity fund and employee state insurance.

Except as stated under section titled "Financial Information as Restated" beginning on page no 153 of this draft prospectus, none of the beneficiaries of loans and advances or sundry debtors are related to our Company, our Directors or our Promoter.

BONUS OR PROFIT-SHARING PLAN OF THE KEY MANAGERIAL PERSONNEL OR SENIOR MANAGEMENT

Our Company does not have a performance linked bonus or a profit-sharing plan for the Key Management Personnel or Senior Management. However, our Company pays incentive to all its employees based on their performance including the Key Managerial Personnel or Senior Management of our Company.

ARRANGEMENT AND UNDERSTANDING WITH MAJOR SHAREHOLDERS/CUSTOMERS/ SUPPLIERS

None of the above Key Managerial Personnel or Senior Management have been selected pursuant to any arrangement/understanding with major shareholders/customers/suppliers.

CHANGES IN OUR COMPANYS KEY MANAGERIAL PERSONNEL OR SENIOR MANAGEMENT DURING

THE LAST THREE (3) YEARS

The changes in the Key Managerial Personnel or Senior Management of our Company in the last three (3) years are as follows:

Name	Date	Designation	Reason
Akshay Dudani	18/03/2025	Managing Director	Re-designation
Charu Dudani	18/03/2025	Wholetime Director	Re-designation
Ashok Kumar Pingoliya	01/09/2025	CFO	Re-designation
Ramgopal Sharma	01/09/2025	Company Secretary	Appointment
Ajay Kumar Yadav	04/09/2025	Senior Business Development Manager	Re-designated

SHAREHOLDING OF THE KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT PERSONNEL IN OUR COMPANY

The details of the shareholding of the Key Managerial Personnel and Senior Management Personnel as on the date of this draft prospectus are as follows: -

Sl. No. Name	Category/ Status	No. of Equity Shares	Percentage of the pre- offer paid up share capital (%)	Percentage of the post- offer paid up share capital (%)
1 Akshay Dudani	Managing Director	48,59,955	72.00%	46.79%
2 Charu Dudani	Wholetime Director	18,90,000	28.00%	18.20%
3 Ashok Kumar Pingoliya	CFO	9	Negligible	Negligible
4 Ajay Kumar Yadav	Senior Business Development Manager	9	Negligible	Negligible

INTERESTS OF KEY MANAGEMENT PERSONNEL OR SENIOR MANAGEMENT

Except as mentioned above in this draft prospectus, the Key Management Personnel or Senior Management do not have any interest in our Company, other than to the extent of the remuneration or benefits to which they are entitled to as per their terms of appointment and reimbursement of expenses incurred by them during the ordinary course of business.

DETAILS OF SERVICE CONTRACTS OF THE KEY MANAGERIAL PERSONNEL OR SENIOR MANAGEMENT

Except for the terms set forth in the appointment letters, the Key Managerial Personnel or Senior Management have not entered into any other contractual arrangements with our Company for provision of benefits or payments of any amount upon termination of employment.

LOANS AVAILED BY DIRECTORS / KEY MANAGERIAL PERSONNEL OR SENIOR MANAGEMENT OF OUR COMPANY

None of the Directors or Key Managerial Personnels or Senior Management have availed loan from our Company which is outstanding as on the date of this draft prospectus.

EMPLOYEE STOCK OPTION OR EMPLOYEE STOCK PURCHASE SCHEME

Our Company has not granted any options or allotted any Equity Shares under the ESOP Scheme or stock appreciation right as on the date of this draft prospectus.

OUR PROMOTERS AND PROMOTER GROUP

1. Our Promoters:

The Promoters of our Company are (i) Mr. Akshay Dudani and (ii) Mrs. Charu Dudani.

As on the date of this draft prospectus, our Promoters jointly hold 67,49,955 Equity Shares which in aggregate, constitutes almost 100.00% of the pre issued paid-up Equity Share capital of our Company. For details of the build-up of the Promoters shareholding in our Company, see "Capital Structure", on page 58 of this Draft Prospectus.

(i) Details of Individual Promoters of our Company

A. Mr. Akshay Dudani

	Name	Akshay Dudani
	Fathers Name	Late Subhash Chander Dudani
	Date of Birth	May 21, 1979
	Age	46 Years
	Designation	Managing Director
	DIN	07344754
	Occupation	Business
	Nationality	Indian
		E-29 B, Sumitra Path, Durga Marg,
	Personal Address Educational Qualification	Bani Park, Jaipur, Rajasthan 302016 Bachelor of Commerce and Master of Business Administration
	Experience	9 Years
	Positions/Post held in the	N.A.
	Past
	Directorship held	Nil
	Other Ventures	Akshay Dudani HUF
	Special Achievements	Nil
	PAN	AKVPD5015D
B. Mrs. Charu Dudani
	Name	Charu Dudani
	Fathers Name	Ashok Kumar Jain
	Spouse Name	Akshay Dudani
	Date of Birth	February 24, 1985
	Age	41 years
	Designation	Whole-time Director
	DIN	07344739
	Occupation	Business
	Nationality	Indian
		E-29 B, Sumitra Path, Durga Marg,
	Personal Address
		Bani Park, Jaipur, Rajasthan 302016
		Bachelor of Arts (Hons.) and Master of
	Educational Qualification
		Journalism and Mass Communication
	Experience	9 Years
	Positions/Post held in the
		N.A.
	Past
	Directorship held	Nil
		Dudani Enterprises (sole proprietorship
	Other Ventures
		firm)
	Special Achievements	N.A.
	PAN	ARCPD5102B

Our Company confirms that it will submit the details of the Permanent Account Numbers, Bank Account Numbers, Passport numbers, Aadhaar card numbers and driving license numbers of our Promoters to BSE separately at the time of filing the draft prospectus.

(ii) Details of Body Corporate Promoters of our Company:

There is no body corporate promoter of our Company.

CHANGE IN THE MANAGEMENT AND CONTROL OF OUR COMPANY

There has not been any change in the control of our Company in the five years immediately preceding the date of this Draft Prospectus.

EXPERIENCE OF OUR PROMOTERS IN THE BUSINESS OF OUR COMPANY

For details in relation to experience of our Promoters in the business of our Company, please refer the chapter titled "Our Management" beginning on page 134 of this Draft Prospectus.

INTERESTS OF OUR PROMOTERS

Interest in the Promotions of our Company:

Our Promoters are interested in our Company to the extent of the promotion of our Company and to the extent of their respective equity shareholding in our Company and any dividend distribution that may be made by our Company with respect to their equity shares in the future. For details pertaining to our Promoters shareholding, please refer to chapter titled

" Capital Structure" beginning on page 58 of this Draft Prospectus.

Interest in the property of our Company:

Except as given in the chapter titled "Our Business" beginning on page 101 of this Draft Prospectus, our Promoters or Group Company do not have any interest in any property acquired by our Company in the preceding three (3) years of the date of this Draft Prospectus or proposed to be acquired by it or in any transaction in acquisition of land or any construction of building or supply of machinery.

Interest as Member of our Company:

As on the date of this Draft Prospectus, our Promoter and Promoter Group collectively hold 67,49,955 equity shares of our Company and is therefore interested to the extent of their shareholding and the dividend declared, if any, by our Company. Except to the extent of shareholding of the Promoter in our Company and benefits as provided in the section titled "Our Management" in that Remuneration details of our Directors on page 134 of this Draft Prospectus, our Promoter does not hold any other interest in our Company.

Interest in transactions for acquisition of land, construction of building and supply of machinery:

None of our Promoters or Directors is interested in any transaction for the acquisition of land, construction of building or supply of machinery.

Interest of Promoters in Sales and Purchases:

There are no sales/purchases between our Company and our Group Company other than as stated in the section titled

" Financial Information - Related Party Transactions" beginning on page no. 153 of this draft prospectus.

Other Interests in our Company:

For transactions in respect of loans and other monetary transactions entered in past please refer "Financial Information - Related Party Transactions" beginning on page no. 153 of this draft prospectus.

Further, our promoters may be interested to the extent of personal guarantees given by them in favour of the Companys Bankers. For the details of Personal Guarantee given by Promoters towards Financial facilities availed by our Company, please refer to "Financial Indebtedness" and "Financial Statements as Restated" on page 203 and 153 respectively of this Draft Prospectus.

Except as disclosed in this draft prospectus, our Promoters have not entered into any contract, agreements or arrangements in which our Promoters are directly or indirectly interested, and no payments have been made to them in respect of the contracts, agreements or arrangements which are proposed to be made with them including the properties purchased by our Company other than in the normal course of business.

PAYMENT OR BENEFITS TO THE PROMOTERS IN THE LAST TWO (2) YEARS

No payment or benefit has been made to the Promoters except as disclosed in the related party transaction. For further details, please refer to section titled "Financial Information - Related Party Transactions" beginning on page no. 153 of this draft prospectus.

MATERIAL GUARANTEES PROVIDED BY OUR PROMOTERS

Except as stated in the chapter titled "Financial Indebtedness" beginning on page 203 of this Draft Prospectus, there are no material guarantees given by our Promoters to third parties with respect to specified securities of the Company as on the date of this Draft Prospectus.

DISASSOCIATION BY THE PROMOTERS IN THE LAST THREE YEARS

None of our Promoters have disassociated themselves from any of the entities in the last three years.

OTHER VENTURES OF OUR PROMOTERS

Name of the Promoter		Other Ventures
	Companies: Nil
Akshay Dudani
	Other Ventures: Akshay Dudani HUF
Charu Dudani	Companies: Nil
	Other Ventures: Dudani Enterprises (sole proprietorship firm)

EXPERIENCE OF OUR PROMOTERS IN THE BUSINESS OF OUR COMPANY

For details in relation to experience of our Promoters in the business of our Company, please refer the chapter titled "Our Management" beginning on page 134 of this Draft Prospectus.

RELATED PARTY TRANSACTIONS

Except as stated in "Related Party Transactions" beginning on page 153 forming part of "Financial Statements as Restated" of this Draft Prospectus, and as stated therein, our Promoter or any of the Promoter Group Entities do not have any other interest in our business.

LITIGATION DETAILS PERTAINING TO OUR PROMOTERS

For details on litigations and disputes pending against the Promoters and defaults made by our Promoters please refer to section titled "Outstanding Litigations and Material Developments" beginning on page no. 215 of this draft prospectus.

COMMON PURSUITS OF PROMOTERS AND PROMOTER GROUP COMPANIES

Some of our Promoter Group Companies are involved in similar line of business as that of our Company. For further information on common pursuits and risks associated, please refer risk factor on conflicts of interest in chapter titled "Risk Factors" beginning on page 22 of this Draft Prospectus.

Confirmations:

Our Company hereby confirms that:

- None of our Promoters or Directors have been declared as a wilful defaulter or fraudulent borrower or is a fugitive economic offender.

- Neither our Company nor our Promoters, Promoter Group and Directors our Company are debarred from accessing the Capital Market by SEBI

- None of the promoters or directors of our Company is a promoter or director of any other company which is debarred from accessing the capital market by SEBI.

Promoter Group:

Apart from our Promoters, the following individuals and entities constitute our Promoter Group in terms of Regulation 2(1)(pp) of the SEBI ICDR Regulations.

Individuals forming part of our Promoter Group

Name of Promoter	Name of member of Promoter group	Relationship with Promoter
	Late Subhash Chander Dudani	Father
	Sushila Dudani	Mother
	N/A	Brother
	N/A	Sister
	Charu Dudani (also a promoter)	Spouse
Akshay Dudani	Aditya Dudani	Son
	N/A	Daughter
	Ashok Kumar Jain	Spouses Father
	Late Veena Jain	Spouses Mother
	N/A	Spouses Brother
	Rakhi Sharma	Spouses Sister
	Ashok Kumar Jain	Father
	Late Veena Jain	Mother
	N/A	Brother
	Rakhi Sharma	Sister
	Akshay Dudani (also a promoter)	Spouse
Charu Dudani	Aditya Dudani	Son
	N/A	Daughter
	Late Subhash Chander Dudani	Spouses Father
	Sushila Dudani	Spouses Mother
	N/A	Spouses Brother
	N/A	Spouses Sister

Entities forming part of the Promoter Group

Nature of Relationship	Name of entities
Any body corporate in which twenty per cent. or more of the equity share capital is held by the promoter or an immediate relative of the promoter or a firm or Hindu Undivided Family in which the promoter or any one or more of their relative is a member	Nil
Any body corporate in which a body corporate as provided above holds twenty per cent. or more, of the equity share capital	Nil
Any Hindu Undivided Family or firm in which the aggregate share of the promoter and their relatives is equal to or more than twenty per cent. of the total capital	Dudani Enterprises (Sole Proprietorship Firm) Akshay Dudani HUF

As per Regulation 2(1)(pp)(v) of the SEBI ICDR Regulations, all persons whose shareholding under the heading

"shareholding of the promoter group": Nil