Dear Members,
The Directors are pleased to present their 11th (Eleventh) Board Report on
the business and operations of
the Company together with the Audited Financial Results and the Auditors Report for the
Financial Year
ended 31st March, 2026.
1. STATE OF COMPANYS AFFAIRS
During the financial year ended 31st March 2026, the Company continued to
demonstrate a strong
operational and financial performance. The consolidated revenue from operations increased
to
^13,874.65 lakh from ^11,556.31 lakh in the previous financial year, registering a growth
of
approximately 20.06%. The increase in revenue reflects the Companys continued
business expansion
and improved operational performance.
We are delighted to share that the Companys financial performance during the year
under review,
supported by growth in revenue and improved profitability. The management remains focused
on
sustaining operational efficiency, strengthening its market position, and pursuing
long-term growth
opportunities.
We sincerely thank our valued shareholders, customers and partners for their unwavering
trust and
support, which remains the cornerstone of our success. Together, we look forward to
achieve greater
milestones in the future.
2. SUMMARY OF FINANCIAL RESULTS
The summarized financial performance of the Company for the period ending 31st
March, 2026 was
as under:
Consolidated & Standalone Financials:
Amounts in (lakhs)
PARTICULARS |
Standalone Financials |
Consolidated Financials |
||
| 2024-25 | 2025-26 | 2024-25 | 2025-26 | |
Revenue from Operations |
11,556.31 | 13,874.65 | 11,556.31 | 13,874.65 |
Other Income |
2.49 | 55.55 | 2.49 | 55.55 |
Total Income |
11,558.79 | 13,930.20 | 11,558.79 | 13,930.20 |
Cost of materials |
9,292.61 | 10,708.75 | 9292.61 | 10,708.75 |
Employee benefits |
98.63 | 90.76 | 98.63 | 90.76 |
Finance Costs |
144.34 | 162.56 | 144.34 | 162.56 |
Depreciation and |
102.09 | 136.67 | 102.09 | 136.67 |
Other expenses |
305.90 | 370.83 | 305.90 | 371.27 |
Total Expenses |
9,943.57 | 11,469.57 | 9,943.57 | 11,470.01 |
Profit Before Tax |
1,615.23 | 2,460.63 | 1,615.23 | 2,460.19 |
Current T ax |
434.57 | 635.06 | 434.57 | 634.95 |
Deferred Tax |
(25.85) | 2.00 | (25.85) | 2.00 |
Total tax expense |
408.71 | 637.06 | 408.71 | 636.94 |
Profit after tax for the |
1,206.51 | 1,823.58 | 1,206.51 | 1,823.25 |
3. DIVIDEND
The Board of Directors of Company after considering holistically the relevant
circumstances has
decided that it would be prudent, not to recommend any Dividend for the financial year
under review.
4. CHANGE IN THE NATURE OF BUSINESS
The Company had listed its securities by way of an Initial Public offer (IPO) on
Small and Medium
Enterprise (SME) Platform of Bombay Stock Exchange (BSE) on 4th Day of November, 2025.
Further, the Company is engaged in the business of Trading of Textiles and Fabrics and
there has
been no change in the nature of business of the Company, during the year under review.
5. CHANGE IN THE REGISTRED OFFICE OF THE COMPANY
There was no change in the registered office of the Company during the financial year 2025-26.
6. CAPITAL STRUCTURE
During the year under consideration, the equity shares of the Company were listed on
the SME
Platform of BSE Limited with effect from 04th November, 2025. Pursuant to the
IPO, the Company
had allotted 53, 76,000 (Fifty three lakh Seventy Six Thousand) Equity Shares of Rs. 10/-
each.
Accordingly as on 31st March, 2026, the capital structure of the Company stands
as follows:
The Authorised Share Capital of the Company is Rs. 25,00,00,000/- (Twenty Five Crores
Only)
divided into 2,50,00,000 (Two Crores and Fifty Lakhs) Equity Shares of Rs. 10/- each.
Upon completion of IPO, the Paid-up share capital of the Company stood as
17,89,28,140/-
(Seventeen Crores Eighty-Nine Lakhs Twenty Eight Thousand One hundred Forty only) divided
into
1,78,92,814 (One Crore Seventy Eight Lakhs Ninety Two Thousand Eight Hundred Fourteen)
Equity
Shares of Rs. 10/- each.
7. AMOUNT TRANSFERED TO RESERVES
The Board of Directors has not proposed to transfer any amount to the General Reserve.
8. ANNUAL RETURN
The Annual Return for the Financial Year 2025-2026 pursuant to the Sub-Section (3) of
Section 92 of
the Companies Act, 2013 read with Rule 11(1) of the Companies (Management and
Administration)
Rules, 2014 and forming part of this Report is placed on the website of the Company as per
provisions of Section 134(3)(a) of the Companies Act, 2013 and is available at the
following link:
www.tradeuno.com
9. BOARD OF DIRECTORS
a. Composition of Board of Directors of the Company: As on March 31, 2026 the Board
constituted of the following Directors:
S. No |
Name of Director/ KMP | Designation | Date of Appointment |
1. |
Sanieev Goel | Managing Director | 20/10/2016 |
2. |
Ankur Aggarwal | CFO & Director | 01/08/2015 |
3. |
Pratiksha Singh | Independent Director | 25/11/2025 |
4. |
Ved Parkash goel | Independent Director | 16/12/2024 |
5. |
Swapnil Madhusudan Dighe | Independent Director | 21/12/2024 |
6. |
Rashmi Goel | Director | 08/10/2024 |
7. |
Nikunj Gupta | Company Secretary & Compliance Officer |
16/12/2024 |
b. Changes in the Composition of Board of Directors during the period under review:
S. No. |
Name of Director | Nature of Change | Date of Change |
1. |
Vishal Agrawal - Independent Director |
Resignation | 25/11/2025 |
2. |
Pratiksha Singh - Independent Director |
Appointment | 25/11/2025 |
10. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
During the Financial year ended 31st March, 2026, Twenty (20) Board Meetings
were held in
accordance with the provision of Companies Act, 2013 and in compliance with the
Secretarial
Standards-1 on Board Meeting issued by the Institute of Company Secretaries of India in
respect of
which proper notices were given. The proceedings were properly recorded, signed and
maintained in
the minutes book kept by the Company for the purpose.
11. NUMBER OF COMMITTEE MEETINGS
i. Audit Committee
The Audit Committee was constituted in accordance with the provisions of the Companies
Act, 2013
and Regulation 18 of Securities and Exchange Board of India (Listing Obligations and
Disclosure
Requirements) Regulations, 2015 with the following as Members of the Committee. The Audit
Committee comprises of the following members:
S. No. Name of Director |
Designation | DIN |
1 Ved Prakash Goel |
Chairperson | 10799910 |
2 Swapnil Madhusudan Dighe |
Member | 07347898 |
3 Ankur Aggarwal |
Member | 00135117 |
During the year under review, the Company held 5 (Five) Audit Committee meetings.
ii. Nomination and Remuneration Committee
The Nomination and Remuneration Committee was constituted in accordance with the
provisions of
the Companies Act, 2013 and Regulation 19 of the Securities and Exchange Board of India
(Listing
Obligations and Disclosure Requirements) Regulations, 2015. The Nomination and
Remuneration
Committee include the following:
S. No. Name of Director |
Designation | DIN |
1 Pratiksha Singh |
Chairperson | 09590975 |
2 Ved Prakash Goel |
Member | 10799910 |
3 Rashmi Goel |
Member | 10784087 |
During the year under review, the Company held 2 (Two) Nomination and Remuneration
Committee
meeting.
iii. Stakeholders_Relationship Committee
The Stakeholders Relationship Committee was constituted in accordance with the
provisions of the
Companies Act, 2013 and SEBI (LODR) Regulations. The Stakeholders Relationship Committee
includes the following:
S. No |
Name of Member | Designation | DIN |
1 |
Pratiksha Singh | Chairperson | 09590975 |
2 |
Rashmi Goel | Member | 10784087 |
3 |
Sanieev Goel | Member | 02000105 |
During the year under review, the Company held 1 (One) Stakeholders Relationship
Committee
meeting.
iv. Corporate Social Responsibility Committee
The Corporate Social Responsibility Committee was constituted in accordance with
Section 135 of
the Companies Act, 2013 and Companies (Corporate Social Responsibility) Rules, 2014. The
CSR
Committee includes the following:
S. No |
Name of Member | Designation | DIN |
1 |
Sanieev Goel | Chairman | 02000105 |
2 |
Ankur Aggarwal | Member | 00135117 |
3 |
Ved Parkash Goel | Member | 10799910 |
During the year under review, the Company held 4 (Four) Corporate Social Responsibility
Committee meeting.
12. MEETINGS OF THE MEMBERS
The last i.e. 10th Annual General Meeting of the Company for the financial
year 2024-25 was held on
30th September, 2025 at the Registered Office of the Company.
13. PARTICULARS OF THE EXTRA-ORDINARY GENERAL MEETING OF THE COMPANY
HELD DURING THE YEAR
There was no Extra- Ordinary General Meeting held during the year under consideration.
14. APPOINTMENT OF INDEPENDENT DIRECTOR IN THE BOARD AND DECLARATION
UNDER SECTION 149(6) OF THE COMPANIES ACT, 2013 & STATEMENT REGARDING
OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND
EXPERIENCE (INCLUDING PROFICIENCY) OF INDEPENDENT DIRECTOR
APPOINTED DURING THE FINANCIAL YEAR
Appointment of Independent Director in the Board
Ms. Pratiksha Singh had been appointed as the Additional Director in the capacity
of Independent
Woman Director of the Company during the period under the report. On the recommendation of
Nomination and Remuneration Committee the Board of Directors at its meeting had approved
the
aforesaid appointment considering the skills, knowledge and expertise. The Board believes
that her
appointment in the Board gives immense benefits to the Company.
Declaration under Section 149(6)
The Company has received necessary declaration from each Independent Director under
Section
149(7) of the Companies Act, 2013, that they meet the criteria of Independence, as laid
down in
Section 149(6) of the Companies Act, 2013 and Regulation 16(b) of the Securities and
Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
("Listing
Regulations").
Statement Regarding Opinion of the Board with regard to integrity, expertise and
experience
(including the proficiency) of the independent directors appointed during the year"
The Board is of the opinion that the Independent Directors appointed during the year
possesses
requisite integrity, expertise, and experience (including proficiency as ascertained from
the online
proficiency self-assessment test conducted by the Institute notified under Section 150 of
the
Companies Act, 2013).
15. PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES, ASSOCIATE AND
JOINT VENTURES
The Company is holding 80% stake in Game Changers Retails Private Limited. Except
above, it does
not have any Joint Venture or Subsidiaries as on 31st March, 2026.
Following are the highlights of performance of subsidiaries, associate and joint
venture companies
and their contribution to the overall performance of the Company during the period under
review.
Game Changers Retails Private Limited (Subsidiary Company)
The revenue for the year under review is Nil. As the Company was incorporated during
the current
year, there is no corresponding revenue for the previous year. Accordingly, no
year-on-year
comparison is applicable
16. DIRECTORSS RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the information and
explanation obtained
the Board of Directors make the following statements in terms of Section 134(3)(c) read
with Section
134(5) of the Companies Act, 2013.
a) That in the preparation of the annual accounts for the year ended 31st March, 2026
the
applicable Accounting Standards have been followed along with proper explanation relating
to
material departures, if any.
b) That the Directors had selected such Accounting Policies and applied them
consistently and
made judgments and estimates that are reasonable and prudent so as to give a true and fair
view
of the State of Affairs of the Company at the end of the Financial Year March 31, 2026 and
of
the Profit or Loss of the Company for the year ended.
c) That the Directors have taken proper and sufficient care for the maintenance of
adequate
accounting records in accordance with the provisions of the Act of safeguarding the assets
of the
Company and for preventing and detecting fraud and irregularities have been taken.
d) That the Directors had prepared Annual Accounts on a "Going Concern" basis.
e) That proper Internal Financial Controls were in place and that the Financial
Controls were
adequate and were operating effectively.
f) That the Directors had devised proper systems to ensure compliance with the
provisions of all
applicable laws were in place and were adequate and operating effectively.
17. FORMAL ANNUAL EVALUATION
As per Section 149 of the Companies Act, 2013 the Independent Directors of the Company
had a
Meeting, without the attendance of Non-Independent Directors. In the Meeting, the
following issues
were taken up:
a) Review of the performance of the Board as a whole;
b) Review of the performance of the Chairperson of the Company, taking into account the
views
of Executive Directors and Non - Executive Directors;
c) Assessing the Quality, Quantity and timelines of flow of information between the
Companys
Management and the Board, that is necessary for the Board to perform their duties
effectively
and reasonably.
The Board of Directors carried out an annual evaluation of the Board itself, its
committees and
individual Directors. The entire Board carried out performance evaluation of each
Independent
Director excluding the Independent Director being evaluated. The Nomination Remuneration
Committee also carried out evaluation of every directors performance.
The evaluation was done after taking into consideration inputs received from the
Directors, setting out
parameters of evaluation. Evaluation parameters of the Board and Committees were mainly
based on
Disclosure of Information, Key functions of the Board and Committees, Responsibilities of
the Board
and Committees, etc. Evaluation parameters of Individual Directors including the Chairman
of the
Board and Independent Directors were based on Knowledge to Perform the Role, Time and
Level of
Participation, Performance of Duties and Level of Oversight and Professional Conduct etc.
18. CORPORATE GOVERNANCE
Pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the provisions of filing Corporate Governance Report with the Stock
Exchange is
not applicable, as the Equity Shares of the Company are listed on the SME Platform of the
Bombay
Stock Exchange.
19. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Pursuant to Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, Report on The Management Discussion and Analysis has been separately
furnished as Annexure - I in the Annual Report and forms a part of the Annual
Report.
20. POLICIES AND DISCLOSURE REQUIREMENTS
In terms of provisions of the Companies Act, 2013 the Company has adopted following
policies
which are available on its website www.tradeuno.com
- Whistle Blower Policy
- Archival & Preservation Policy
- Code Of Business Conduct & Ethics for Directors & Senior Management
- Policy for determination of Materiality & disclosure of Material Events
- Policy for making payment to non-Executive director
- Policy on determination of Material Related Party Transactions
- Risk Management Policy
- Code of Conduct for prevention of Insider Trading
- T erms & Conditions for Appointment of Independent Directors
- Nomination and Remuneration Policy
21. POLICY ON DIRECTORS APPOINTMENT, REMUNERATION AND DISCHARGE OF
THEIR DUTIES
Pursuant to the provision of Section 178 of the Companies Act, 2013 and at the
recommendation of
Nomination and Remuneration Committee had devised Nomination and Remuneration Policy
relating
to appointment of Key Managerial Personnel and Directors, Directors qualifications,
positive
attributes, independence of Directors and their remuneration and other related matters as
provided
under Section 178(3) of the Companies Act, 2013.
The Companys Remuneration Policy is directed towards the rewarding of performance
based on
review of achievements periodically. The Remuneration Policy is in consonance with the
existing
Industry practice. The Companys Shareholders may refer the Companys website www.tradeuno.com
for the Remuneration Policy of the Company on the appointment and remuneration of
Directors
including criteria for determining qualifications, positive attributes, independence of a
Director; and
other matters provided under Sub-Section (3) of Section 178.
22. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY OF THE COMPANY
The Company had duly constituted the Risk Management Committee under the provisions of
the
Regulation 21 of the Securities and Exchange Board of India (Listing Obligations and
Disclosures
Requirements) Regulations, 2015.
Risk Management is the process of identification, assessment and prioritization of
risks followed by
coordinated efforts to minimize, monitor and mitigate/control the probability and/or
impact of
unfortunate events or to maximize the realization of opportunities. The Company has laid
down a
comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board
from
time to time. These procedures are reviewed to ensure that executive management controls
risk
through means of a properly defined framework. The major risks have been identified by
the
Company and its mitigation process/measures have been formulated in the areas such as
business,
project execution, event, financial, human, environment and statutory compliance.
23. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with the
Companies
(Corporate Social Responsibility Policy) Rules, 2014, the provisions relating to Corporate
Social
Responsibility (CSR) are applicable to the Company during the financial year ended March
31, 2026.
Accordingly, the Board had constituted a Corporate Social Responsibility (CSR)
Committee and had
approved the Corporate Social Responsibility (CSR) Policy of the Company to serve the
Society. The
CSR Policy lays down the guiding principles for undertaking CSR activities in accordance
with
Schedule VII of the Companies Act, 2013. During the year under review, the Company
undertook
CSR initiatives in accordance with the approved CSR Policy.
The CSR policy may be accessed under the Investor section on the website of the Company
at link:-
https://cdn.shopify.com/s/files/1/0573/2689/5255/files/CSR Policy.pdfRsv=1737008055
Further the CSR activities forming part of this Report is attached as Annexure - II
24. VIGIL MECHANISM
Section 177(9) of the Companies Act, 2013 provides for a mandatory requirement for all
listed
companies to establish a mechanism called, "Whistle Blower Policy" for Directors
and Employees to
report to the management, instances of unethical behavior, actual or suspected, fraud or
violation of
the Companys code of conduct.
In compliance with the above requirements, your Company had constituted the Audit
Committee for
reviewing the functioning of the whistle blower mechanism and overseeing the vigil
mechanism
established by the Company, with the Chairman of the Audit Committee directly hearing
grievances
of victimization of employees and directors, who used vigil mechanism to report genuine
concerns in
appropriate and exceptional cases which aims to provide a channel to the Directors and
employees to
report genuine concerns about unethical behavior, actual or suspected fraud or violation
of the Codes
of Conduct or policy. The Vigil (Whistle Blower) Mechanism aims to ensure that the Company
is
committed to adhere to the highest standards of ethical, moral and legal conduct of
business
operations and in order to maintain these standards, the Company encourages its employees
who have
genuine concerns about suspected misconduct to come forward and express these concerns
without
fear of punishment or unfair treatment.
Further, the Company hereby affirms that no Director/employee have been denied access
to the
Chairman of the Audit Committee and no complaints were received during the year.
25. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER
SECTION 186 OF THE COMPANIES ACT, 2013
During the financial year, Loans given, Guarantees provided and Investments made
pertaining to
section 186 of Companies Act, 2013 has been mentioned in the notes of financial statements
of
Company.
26. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
UNDER SECTION 188 (1) OF THE COMPANIES ACT, 2013
All the Contracts / Arrangements / Transactions entered by the Company, during the year
under
review, with Related Parties were in the ordinary course of business and at Arms Length
Basis. The
particulars of such Contracts or Arrangements with the Related Parties, pursuant to the
provisions of
Section 134(3)(h) and Rule 8 of the Companies (Accounts) Rules, 2014, in the prescribed Form
AOC-2 is enclosed as "Annexure - III" to this Report.
All the Related Party Transactions were placed before the Audit Committee and also
before the Board
for their respective approval. The Company has developed a Policy on Related Party
Transactions
including the latest amendments thereof for the purpose of identification and monitoring
of such
transactions.
27. COMPLIANCE WITH SECRETARIAL STANDARDS
During the Financial Year 2025-2026, the Company has complied with the relevant
provisions of the
applicable mandatory Secretarial Standards i.e. SS-1 and SS2, relating to "Meetings
of Board of
Directors" and "General Meetings", respectively issued by the Institute of
Company Secretaries of
India and approved by the Central Government under Section 118 (10) of the Act.
28. MATERIAL CHANGES AND COMMITMENT
No material changes and commitments affecting the financial position of your Company
occurred
between the ends of the Financial Year to which the Financial Statements relate up to the
date of this
Report.
29. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016
There was no any application filed or any proceeding pending under Insolvency and
Bankruptcy
Code, 2016 during the year under review. Hence the same is not applicable to Company.
30. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE
TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING
LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE
REASONS THEREOF
The company has never made any one-time settlement against the loans obtained from
Banks and
Financial Institution and hence this clause is not applicable.
31. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO
The Details of Conservation of Energy, Technology Absorption, foreign exchange earnings
and outgo
are as follows:
a. Conservation of Energy
(i) The Steps taken or impact on conservation of energy |
Considering the nature of operations of the Company, Companys operation does not consume significant amount of energy. The Company adopts all the energy conservation measures wherever possible across all its offices. |
(ii) The steps taken by the company for utilising alternate source of energy |
Not applicable, in view of comments in clause (i) |
(iii) The capital investment on energy conservation equipment |
Not applicable, in view of comments in clause (i) |
b. Technology Absorption
(i) The efforts made towards Technology Absorption |
- |
(ii) Benefits derived like product improvement, cost reduction,
product |
|
(iii) The steps taken by the Company for utilizing alternate source of energy |
- |
(iv) in case of imported technology (imported during the last three
years reckoned |
|
(a) Details of Technology Import |
- |
(b) The year of import; |
- |
(c) Whether the technology been fully absorbed |
- |
(d) If not fully absorbed, area where absorption has not taken
place, and the |
|
(v) The expenditure incurred on Research and Development |
- |
c. Foreign Exchange Earnings and Outgo
Description |
FY: 2025-26 (in Rs.) |
Earnings |
NIL |
Outgo |
179.72 Lakhs |
32. DEPOSITS
The company has neither accepted nor renewed any deposits during the year under review.
33. STATUTORY AUDITORS AND THEIR REPORT
M/s PBSKG & COMPANY, Chartered Accountants (FRN: 024350N) have been appointed as
the
Statutory Auditors of the Company for a term of five consecutive years. The said Auditors
have
carried out the Statutory Audit for the Financial Year 2025-2026. The Auditors Report for
the
Financial Year 2025-2026 does not contain any qualifications, reservations or adverse
remarks. The
Auditors Report to the Members for the year under review, forms part of this Annual
Report.
34. INTERNAL AUDITOR
Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with Rule 13
of the
Companies (Accounts) Rules, 2014, , as amended, the Board of Directors had appointed M/s
Nitesh
Kumar & Associates as an Internal Auditor for conducting the Internal Audit of the
Company for the
financial year 2025-26.
The Company has in place an adequate Internal Audit framework to monitor the efficacy
of the
internal controls with the objective of providing to the Audit Committee and the Board of
Directors,
an independent, objective and reasonable assurance on the adequacy and effectiveness of
the
Companys processes.
35. SECRETARIAL AUDITOR AND THEIR REPORT
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with
Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 and the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015, as
amended, the Board of Directors have appointed M/s Amresh & Associates, Company
Secretaries as
the Secretarial Auditor of the Company for a term of five consecutive years commencing
from the
financial year 2025-26 up to the financial year 2029-30. The Secretarial Auditor has
issued the
Secretarial Audit Report in Form MR-3 for the Financial Year 2025-2026, pursuant to the
provisions
of Section 204 of the Companies Act, 2013, which is annexed herewith as Annexure - IV
During the year under review, there were no qualifications, reservations or adverse
remarks reported
by Secretarial Auditor under Section 204 of the Companies Act, 2013 in the course of the
performance of his duties as Secretarial Auditor.
36. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Board has laid down standards, processes and procedures for implementing the
internal financial
controls across the organization. After considering the framework of existing internal
financial
controls and compliance systems; work performed by the Statutory Auditors, Secretarial
Auditors;
reviews performed by the Management and relevant Board Committees including the Audit
Committee, the Board is of the opinion that the Companys internal financial controls with
reference
to the financial statements were adequate and effective during the financial year 2025-26.
37. COST AUDITOR
As per provision of section 148(3) of Companies Act, 2013 and Rule 6(2) of Companies
(Cost
records and audit) Rules, 2014, the Company is not required to appoint a cost auditor to
audit the cost
records of the Company.
38. EXPLANATION OR COMMENTS BY THE BOARD AND EVERY QUALIFICATION,
RESEVATION OR ADVERSE REMARKS OR DISCLAIMER MADE BY AUDITOR IN HIS
REPORT AND BY COMPANY SECRETARY IN PRACTICE IN HIS SECRETARIAL
AUDIT REPORT
a. Auditors Report
The Statutory Auditors Report on the financial statements of the Company for the
financial year
ended 31st March, 2026 does not contain any qualification, reservation, adverse remark or
disclaimer. Accordingly, no explanation or comments by the Board are required in this
regard.
b. Secretarial Audit Report
There are no qualifications or reservation or adverse remarks made by the Secretarial
Auditors in
their report for the year under review.
Hence there is no Explanation required for the same.
39. REPORTING OF FRAUDS BY AUDITORS
During the year under review, the Statutory Auditors have not reported any instances of
frauds
committed in the Company by its Officers or Employees under Section 143(12) of the
Companies
Act, 2013.
40. GENERAL
Your directors state that no disclosure or reporting is required in respect of the
following items as
there were no transaction on these items during the year under review.
a. Details relating to Deposits covered under Chapter V of the Companies Act, 2013.
b. Issue of equity shares with differential rights as to dividend, voting or otherwise.
c. Issue of equity shares (including sweat equity shares) and ESOS to employees of the
Company
under any scheme.
d. No significant or material orders were passed by the Regulators or Courts or
Tribunals which
impact the going concern status and Companys operations in future.
e. There were no instance of non-exercising of voting rights in respect of shares
purchased directly
by the employees under a scheme pursuant to section 67(3) of the Act read with Rule 16(4)
of
Companies (Share Capital and Debenture) Rules, 2014 and hence no information has been
furnished.
41. GREEN INITIATIVE
In compliance with Regulation 36 of SEBI (Listing Obligations and Disclosure
Requirements)
Regulations, 2015 Notice of the AGM along with the Annual Report 2025-26 is being sent
only
through electronic mode to those Members whose email addresses are registered with the
Company/
Depositories. Members may note that the Notice and Annual Report 2025-26 will also be
available on
the Companys website www.tradeuno.com.
42. STATEMENT PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013 READ
WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act
read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel)
Rules, 2014 is provided in this Report as Annexure- V which forms part of this
Report.
43. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
During the financial year, the company has complied with the provisions of the Sexual
Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The details of
complaints
received, disposed of, and pending under the Act are as follows:
- Number of complaints received during the year: NIL
- Number of complaints disposed of during the year: NIL
- Number of cases pending for more than 90 days: NIL
44. MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT
ACT, 1961
The Company confirms that it has followed the Maternity Benefit Act, 1961. All eligible
women
employees received the required benefits, including paid leave, continued salary and
service, and
post- maternity support like nursing breaks and flexible work options.
45. ACKNOWLEDGEMENTS
Our directors would like to express their sincere appreciation of the co-operation and
assistance
received from Shareholders, Bankers, regulatory bodies, and other business constituents
during the
year under review.
Our directors also wish to place on record their deep sense of appreciation for the
commitment
displayed by all executives, officers, and staff, resulting in successful performance of
the Company
during the year. Our directors look forward to the continued support of all stakeholders
in the future.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.