Globe International Carriers Ltd Management Discussions

OVERVIEW AND INDUSTRY STRUCTURE AND DEVELOPMENTS:

Globe International Carriers Limited is a leading logistics company across the India. Your company offers various services to clients such as transportation, logistics, we provide integrated end-to-end solutions tailored to our Customers supply chain management needs with a special commitment to industry specific requirements. Customs consultancy, successfully operates in many cities. We serve to a wide range of industries, including metals, textiles, apparels, furniture, appliances, pharmaceutical products, rubber, plastics, wood, food products, glass, telecom products, automotive parts and machinery, etc. Our financial stability, logistics network, cutting-edge IT systems, in-house expertise and excellent customer service is proof of our dedication to be the market leader. These attributes have helped us to be at the forefront in the industry. We believe that our management teams experience and their understanding of our business and industry will enable us to continue to take advantage of both current and future market opportunities. Our experience together with our consistent and successful track record of timely delivery and customer satisfaction provides us a competitive edge.

OPPORTUNITIES AND THREATS RISKS AND CONCERNS

The Company faces the following Risks and Concerns;

Economic Risk

The logistics industry has experienced business fluctuations due to, fuel prices, price increase by carriers, interest rate fluctuations, and other economic factors beyond our control. Carriers can be expected to charge higher prices to cover higher operating expenses and our gross profits and income from operations may decrease if we are unable to pass through to our customers the full amount of higher transportation costs. If economic recession or a downturn in our customers business cycles occurs then it may cause to a reduction in the volume of freight shipped by those customers, our operating results could also be adversely affected.

Competition Risk

Like in most other industries, opportunity brings with itself competition. Sometimes it leads to price cutting as well. We face different levels of competition in each sent, from domestic as well as multinational companies. However, Globe International Carriers Limited has established strong brand goodwill in the market and a strong foothold in the entire logistics value spectrum. We are working on a blueprint to consolidate our position as the market leader and enter newer segments and offer our customers "tailor made" logistics services. We have built a strong relationship with most of the leading carriers/liners and as a result are able to obtain competitive commercial terms and operational advantages.

Execution Risk

Planning is worthless unless proper execution is not up to the mark. It is not possible to control external risk however with proper planning and execution we can minimize the risk or nullify the same. Your Company has been in the developing mode in the last few years and several more beneficiary projects are in the pipeline for coming years. Any delay in implementation of plan can impact revenue and profit for that period. Our implementation schedules are in line with the plans. Back up or Emergency and Contingency plans are in place to prevent or minimize business interruptions. Therefore, we do not expect this risk to affect us materially in the future. With superior methodologies and improved processes and systems, the Company is well positioned to lead a high growth path.

OUTLOOK

Globe International Carriers Limited, is on track to achieve its expansion objectives. There is a tremendous demand for Logistics in India. Hence Globe International Carriers Limited immediate focus will be to bridge this gap by ramping up capacities across the country. This would apply to the transportation division.

OPPORTUNITIES

Following are the prospective opportunities The Indian logistics industry is characterized by its high degree of fragmentation. Countrys diverse geographical and socio-economic features, huge retail network and infrastructure limitations enable most of the logistics service providers in the country to provide the entire gamut of logistics services. The primary reason for the growth in the Indian logistics industry can be attributed to increasing trade, reforms in government policy, increased government spending on infrastructure and rise in domestic consumption. It is expected that the demand for transport and logistics will continue to grow as the Indian economy is on a high growth trajectory, the domestic market is unsaturated and the country needs investment in transport infrastructure. Few of the opportunities are as follows: General economic and business conditions in the markets in which we operate and in the local, regional, National and International economies;

Changes in laws and regulations relating to the sectors/areas in which we operate; Increased competition in logistics industry;

Our ability to successfully implement our growth strategy and expansion plans;

Our ability to meet our capital expenditure requirements; Our ability to attract and retain qualified personnel;

Changes in political and social conditions in India, the monetary and interest rate policies of India and other countries;

The performance of the financial markets in India and globally.

EXPERIENCED AND MOTIVATED MANAGEMENT TEAM

Our Promoters are engaged in the business of Transport and Logistics which gives us the advantage of developing our presence, relationship with our customers, and cordial relationship with our drivers and other employees. We also have a dedicated and experienced management team who are in charge of operation, quality management and delivery to each of our customers and functions well as a team along with the expertise and vision to expand our business.

We believe that our management teams experience and their understanding of our business and industry will enable us to continue to take advantage of both current and future market opportunities. Our experience together with our consistent and successful track record of timely delivery and customer satisfaction provides us a competitive edge. For details regarding the education and experience of our promoters please refer to title "Core Team" forming part of this Annual Report.

ESTABLISHED MARKETING SETUP

Marketing is an important function of our organization. We provide our service throughout India, based on strength of relationship with our customers who have been associated with our Company for a long period. Our promoters along with the marketing team plays an important role for timely and quality delivery of services. To retain our customers, our marketing team regularly interact with them and focus on gaining an insight into the services and other additional needs of such customers.

QUALITY OF SERVICES

We adhere to quality standards as per industry standards; hence we get repetitive work order from our customers, as we believe we are capable of meeting their quality standards at competitive costs, which enables us to maintain our brand image in the market.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has a proper adequate internal control system and code of conduct to ensure that all the assets are safe guarded and protected against the loss from unauthorized use or disposition and that transactions are authorized, recorded and reported correctly. The internal control is supplemented by an extensive internal audit, periodical review by the management and documented policies, guidelines and procedures. The internal control is designed to ensure that the financial and other records are reliable for preparing financial statements and other data and for maintaining accountability of assets.

SENT WISE PERFORMANCE

It has been explained in the notes to account of the financial statement.

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE.

It has been explained in the directors report.

DEVELOPMENT IN HUMAN RESOURCES

Your company has laid emphasis on improving the skills of its human resources towards achieving better performance & improving quality. Your Company has always emphasized on the principle that Human Resources are the best assets for an organization. Thus, we keep on investing in them through modern trainings and seminars.

CAUTIONARY STATEMENTS

All statements made in Management and Discussion Analysis has been made in good faith. Many unforeseen factors may come into play and affect the actual results, which may be different from what the management envisages in terms of performance and outlook. Factors such as economic conditions affecting demand/supply and priced conditions in domestic markets in which the Company operates, and changes in government regulations, tax laws, other statutes and other incidental factors, may affect the final results and performance of the Company.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The information under section 134(3) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 for the year ended March 31^st, 2024, is given below and forms part of the Directors Report.

(A) Conservation of Energy

(i) The steps are taken or impact on the conservation of energy NIL

(ii) The steps were taken by the Company for utilizing an alternate source of energy- NIL (iii) The capital investment in energy conservation equipments NIL

(B) Technology Absorption

(i) The efforts made toward technology absorption NIL

(ii) The benefits derived like product improvement, cost reduction, product development or import substitution NIL

(iii) In the case of imported technology (imported during the last three years reckoned from the beginning of the financial year) NIL (iv) The expenditure incurred in Research and Development NIL

(C) Foreign exchange earnings and Outgo Particulars (i) The Foreign Exchange earned in terms of actual inflows during the year: NIL (ii) The Foreign Exchange outgo during the year in terms of actual outflows: NIL

Form AOC-1 (Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries/associate companies/ joint ventures:

Part "A" Subsidiaries: (Information in respect of each subsidiary to be presented with amounts in Rs. Lacs)

Sl.	Particulars	Details
No.
1.	Name of the subsidiary	Intraglobe	Green	Energy	Private	Limited
		[Formerly	Known	as	Intraglobe Transport
		Solutions Private Limited]
2.	Reporting period for the subsidiary concerned, if different	2024-25
	from the holding companys reporting period
3.	Reporting currency and Exchange rate as on the last	INR
	date of the relevant financial year in the case of foreign
	subsidiaries
4.	Share capital	1.0
5.	Reserves and surplus	(4.34)
6.	Total assets	244.80
7.	Total Liabilities	244.80
8.	Investments	0.05
9.	Turnover	11.80
10.	Profit or (loss) before taxation	(11.0)
11.	Provision for taxation	0.04
12.	Profit after taxation	(11.05)
13.	Proposed Dividend	NA
14.	Extent of shareholding (in percentage)	100%

Part "B": Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

Name of Associates or Joint Ventures	Name 1	Name 2	Name 3
1. Latest audited Balance Sheet Date	N/A	N/A	N/A
2. Date on which the Associate or Joint Venture was
associated or acquired
3. Shares of Associate or Joint Ventures held by the
company on the year end
No.
Amount of Investment in Associates or Joint Venture
Extent of Holding (in percentage)
4. Description of how there is significant influence
5. Reason why the associate/joint venture is not
consolidated
6. Net worth attributable to shareholding as per latest
audited Balance Sheet
7. Profit or Loss for the year
i. Considered in Consolidation
ii. Not Considered in Consolidation

1. Names of associates or joint ventures which are yet to commence operations.

2. Names of associates or joint ventures which have been liquidated or sold during the year.

Note: This Form is to be certified in the same manner in which the Balance Sheet is to be certified".

Form No. AOC-2(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto.

(A) Details of contracts or arrangements or transactions not at arms length basis:

Your company has not entered into any contract, arrangement, or transaction with its related parties, which is not at arms length during the financial year 2024-25.

(B) Details of contracts or arrangement or transactions at arms length basis:

List of related parties and relationship-

Name of Related Parties	Description of Relationship
	Managing Director, KMP
Mr. Subhash Agrawal
	Whole time Director, KMP
Mrs. Surekha Agarwal
	Chief Financial Officer, KMP
Mrs. Saloni Agarwal
	Non-Executive Director
Mr. Shubham Agrawal
	Immediate Relative
Mr. Shivam Agrawal
	Company Secretary, KMP
Mrs. Annu Sharma Khandelwal
	Significantly Influenced Entity
Govind Kripa Enclave LLP
	Significantly Influenced Entity
Govind Kripa Build Home Private Limited
	Significantly Influenced Entity
GRC Logistic LLP
	Subsidiary Company
Intraglobe Transport Solutions Private Limited
	Relative of Director
Globe Carriers
	Relative of Director
Globe Transport & Logistics

Details of transaction relating to person referred to above-

Name of Related Party	Remuneration			Rent paid on		Rendering	of		Service
	Paid/Payable			property given		services			Given
				on lease
	18.00 (18.00)			4.27(4.38)		2.55(2.39)			-
Mr. Subhash Agrawal
	6.00 (6.00)			-		-			-
Mrs. Surekha Agarwal
	7.20(0.51)			-		-			-
Mrs. Saloni Agarwal
	7.20			-		-			-
Mr. Shubham Agrawal
	-			0.15		-			-
Mr. Shivam Agrawal
	5.21(4.79 )			-		-			-
Mrs. Annu Sharma Khandelwal
		-	-		(248.49)			-
Intraglobe Transport Solutions Private
Limited
		-	-		194.39			-
Govind Kripa Enclave LLP
GRC Logistic LLP		-	-		-			-
Globe Carriers		-	-		1294.48(612.14)			-
Globe Transport & Logistics		-	-		(33.11)			-

[Details pertaining to remuneration as required under section 197 of the Companies act, 2013 read with rule 5(1) of the Companies (Appointment and remuneration of managerial personnel) Rules, 2014]

1. The ratio of the remuneration of each Executive Director to the median remuneration of the Employees of the Company for the financial year 2024-25, the percentage increase in remuneration of Executive Directors, Chief Financial Officer and Company Secretary during the financial year 2024-25.

Sl.	Name of Director/ KMP	Designation	The ratio of	Percentage
No.			remuneration of each	increase/dec
			Director to the median	rease in
			remuneration of	remuneratio
			employees	n
1.	Mr. Subhash Agrawal	Managing Director	4.44	NIL
2.	Mrs. Surekha Agarwal	Whole-Time Director	1.48	NIL
3.	Mrs. Saloni Agrawal	Chief Financial Officer	NA	NIL
4.	Mrs. Annu Sharma Khandelwal	Company Secretary	NA	NIL

Note:

(a) The Non-Executive Directors of the Company are entitled to sitting fees and commission as per statutory provisions and within the limits approved by the shareholders. The details of the remuneration of Non-Executive Directors are provided in the Corporate Governance Report. The ratio of remuneration and percentage increase for Non-Executive Directors is therefore not considered for the above purpose.

(b) The median remuneration of employees of the company was Rs. 4,04,635/-

1. In the financial year, there was increase of 19.43% in the median remuneration of the employees.

2. The Company has 47 permanent Employees on the rolls of Company as of 31st March, 2025.

3. The key parameters for any variable component of remuneration:

Variable compensation is an integral part of our total remuneration package for all employees including Managing Directors/ Whole-time Directors. Variable Pay is directly linked to business performance. At the start of the year, the Management sets business and financial targets for the Company. These are drawn from the organizational strategic plan and are then reviewed for consistency and stretch.

4. It is hereby affirmed that the remuneration paid during the year is as per the remuneration policy of the Company.

Information pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014)

a. Details of Top 10 employees in terms of remuneration drawn as on 31^st March, 2025 are as follows:

Employee Name		Mr. Subash	Mrs. Annu	Mrs. Surekha		Mr. Awadhesh		Mr. Indra Nath
		Agrawal	Sharma	Agrawal		Pandey		Pathak
			Khandelwal
Designation		Chairman cum	Company SecretaryWhole Time			Regional Manager		Cash Manager
		Managing		Director
		Director
Remuneration received		18,00,000	5,28,000	6,00,000		13,80,000		6,60,000
Nature of employment		Permanent	Permanent	Permanent		Permanent		Permanent
Qualification &		B.Eng. (Civil	Company	Bachelor of Arts		Graduation in		Graduate in
Experience		Engineering)	Secretary,	from Rajasthan		Humanities with		Commerce with
		from MNIT		University
	Rajasthan),37		L.L.B. & B.Com, 8				expertise in Sales ,	Expertise in
	Years		Years				25Years	Finance, 35 Years
Date of	30.03.2010		15.12.2022		30.03.2010		30.03.2010	07.04.1994
Commencement of
employment
Age	59 Years		32 Years		59 Years		66 Years	65 Years
Last employment held	Self employed		M/s Agribiotech		None		Self employed	M/s ARC Logistics
before joining the			Industries Limited
Company
% of Equity Shares held 42.22			NIL		6.02		NIL	NIL
Whether any such	Father of CFO & NA				Wife of Managing		NA	NA
employee is a relative	Non-executive				Director of the
of any director or	director and				Company
manager of the	husband of
company and if so,	whole time
name of such director	director.
or
manager

In Continuation…

Employee Name	Mrs. Usha	Mr. Hemant	Mr. Dwarika	Mr. Jaswant Verma Ms. Priya Soni
	Srivastava	Singh Rathore	Agarwal
Designation	Credit Control	Accounts	Billing Manager	Banking & OperationAssistant Accounts
	Manager	Manager			Manager
Remuneration	6,60,000	7,20,000	5,40,000	6,00,000	3,72,000
received
Nature of	Permanent	Permanent	Permanent	Permanent	Permanent
employment
Qualification &	MBA in Finance	Masters in	Graduate in	Graduate in BA.LLB	Masters in
Experience	with Expertise in	Commerce with	Commerce, 27 years	With Expertise in	commerce
	Credit	Expertise in		Operation,
	Management, 21	Accounts, 17
	Years	years
Date of	12.07.2004	25.07.2016	09.11.2010	04.12.2013	15.04.2022
Commencement of
employment
Age	54 Years	35 Years	47 years	46 years	25 years
Last employment	None	M/s Agrawal	M/s Sunehra	Associate Road	Jalan Nitin &
held before joining		Packers and	Rajasthan	Carriers Ltd.	Associates
the Company		Movers
% of Equity Shares	NIL	NIL	NIL	NIL	NIL
held
Whether any such	NA	NA	NA	NA	NA
employee is a
relative of any
director or manager
of the company and
if so, name of such
director or
manager

b) (i) No employee of the Company was falling under criteria prescribed in Rule 5(2)(i) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

(ii) No employee of the Company was falling under criteria prescribed in Rule 5(2) (ii) & 5(2) (iii) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

NOMINATION AND REMUNERATION POLICY

This Nomination and Remuneration Policy is being formulated in compliance with Section 178 of the Companies Act, 2013 read along with the applicable rules thereto. This policy on nomination and remuneration of Directors, Key Managerial Personnel and Senior Management has been formulated by the Nomination and Remuneration Committee (NRC or the Committee) and has been approved by the Board of Directors.

1. DEFINITIONS

"Remuneration" means any money or its equivalent given or passed to any person for services rendered by him and includes perquisites as defined under the Income-tax Act, 1961;

"Key Managerial Personnel" means: i) Managing Director, or Chief Executive Officer or Manager and in their absence, a Whole-time Director; ii) Chief Financial Officer; iii) Company Secretary; and iv) Whole time director v) Such other officer, not more than one level below the Directors who is in whole-time employment, designated as key managerial personnel by the Board; and vi) Such other officer as may be prescribed.

"Senior Managerial Personnel" mean the personnel of the company who are members of its core management team excluding Board of Directors. Normally, this would comprise all members of management, of rank equivalent to General Manager and above, including all functional heads.

2. APPLICABILITY

The policy is applicable to:

1. Directors (Executive and Non Executive)

2. Key Managerial Personnel

3. Senior Management Personnel & Other Employees

This Remuneration Policy shall also apply to all future / continuing employment/ engagement(s) with the Company. In other respects, the Remuneration Policy shall be of guidance for the Board. Any departure from the policy shall be recorded and reasoned in the minutes of Committee and Board meeting

3. OBJECTIVE

The objective of the policy is to ensure that a) the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors,

Key Managerial Personnels and Senior Managerial Personnels 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.

4. ROLE OF THE COMMITTEE

The role of the NRC will be the following:

1. To Ensure that the Company has formal and transparent procedures for the selection and appointment of new directors to the board and succession plans;

2. To formulate the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees.

3. Identify persons who are qualified to become directors and who may be appointed in senior management in accordance with the criterion laid down, recommend to the Board their appointment and removal

4. Ensure that our Company has in place a programme for the effective induction of new directors;

5. To review, on an ongoing basis, the structure of the board, its committees and their inter relationship;

6. To recommend to the Board, the remuneration packages of our Companys Managing / Joint Managing / Deputy

Managing / Whole time / Executive Directors, including all elements of remuneration package (i.e. salary, benefits, bonuses, perquisites, commission, incentives, stock options, pension, retirement benefits, details of fixed component and performance linked incentives along with the performance criteria, service contracts, notice period, severance fees etc.);

7. To recommend to Board of Directors 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. To specify the manner for effective evaluation of performance of Board, its committees and individual directors to be carried out either by the Board, by the Nomination and Remuneration Committee or by an independent external agency and review its implementation and compliance; and

9. To Carry out any other function as is mandated by the Board from time to time and/or enforced by any statutory notification, amendment or modification, as may be applicable

10. APPOINTMENT AND REMOVAL OF DIRECTOR, KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT

a) The Committee shall identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as Director, KMP or at Senior Management level and recommend his / her appointment, as per Companys Policy. b) A person should possess adequate qualification, expertise and experience for the position he / she is considered for appointment. The Committee has authority to decide whether qualification, expertise and experience possessed by a person is sufficient / satisfactory for the position. c) The Company shall not appoint or continue the employment of any person as Whole-time Director who has attained the age of seventy years. Provided that the term of the person holding his position may be extended beyond the age of seventy years with the approval of shareholders by passing a special resolution.

5. TERM / TENURE a) Managing Director/Whole-time Director:

The Company shall appoint or re-appoint any person as its Executive Chairman, Managing Director or Executive Director for a term not exceeding five years at a time. No re-appointment shall be made earlier than one year before the expiry of term.

b) Independent Director:

An Independent Director shall hold office for a term up to five consecutive years on the Board of the Company and will be eligible for re-appointment on passing of a special resolution by the Company and disclosure of such appointment in the Boards report.

No Independent Director shall hold office for more than two consecutive terms of up to maximum of 5 years each, but such Independent Director shall be eligible for appointment after expiry of three years of ceasing to become an Independent Director.

Provided that an Independent Director shall not, during the said period of three years, be appointed in or be associated with the Company in any other capacity, either directly or indirectly. At the time of appointment of Independent Director it should be ensured that number of Boards on which such Independent Director serves is restricted to seven listed companies as an Independent Director and three listed companies as an Independent Director in case such person is serving as a Whole-time Director of a listed company or such other number as may be prescribed under the Companies Act, 2013 and Listing Agreement.

6. REMOVAL

The Committee may recommend with reasons recorded in writing, removal of a Director, KMP or Senior Management Personnel subject to the provisions and compliance of the Companies Act, 2013, rules and regulations and the policy of the Company.

7. RETIREMENT

The Director, KMP and Senior Management Personnel shall retire as per the applicable provisions of the Companies Act, 2013 and the prevailing policy of the Company. The Board will have the discretion to retain the Director, KMP, Senior Management Personnel in the same position/ remuneration or otherwise even after attaining the retirement age, for the benefit of the Company.

8. POLICY FOR REMUNERATION TO DIRECTORS/KMP/SENIOR MANAGEMENT PERSONNEL

a) Remuneration to Managing Director / Whole-time Directors: i) The Remuneration/ Commission etc. to be paid to Managing Director / Whole-time Directors, etc. shall be governed as per provisions of the Companies Act, 2013 and rules made there under or any other enactment for the time being in force and the approvals obtained from the Members of the Company. ii) The Nomination and Remuneration Committee shall make such recommendations to the Board of Directors, as it may consider appropriate with regard to remuneration to Managing Director / Whole- time Directors.

b) Remuneration to Non-Executive / Independent Directors

i) The Non-Executive / Independent Directors may receive sitting fees and such other remuneration as permissible under the provisions of Companies Act, 2013. The amount of sitting fees shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors. ii) All the remuneration of the Non-Executive / Independent Directors (excluding remuneration for attending meetings as prescribed under Section 197 (5) of the Companies Act, 2013) shall be subject to ceiling/ limits as provided under Companies Act, 2013 and rules made there under or any other enactment for the time being in force. The amount of such remuneration shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors or shareholders, as the case may be. iii) An Independent Director shall not be eligible to get Stock Options and also shall not be eligible to participate in any share based payment schemes of the Company. iv) Any remuneration paid to Non- Executive / Independent Directors for services rendered which are of professional in nature shall not be considered as part of the remuneration for the purposes of clause (b) above if the following conditions are satisfied: v) The Services are rendered by such Director in his capacity as the professional; and vi) In the opinion of the Committee, the director possesses the requisite qualification for the practice of that profession.

c) Remuneration to Key Managerial Personnel and Senior Management

i) The remuneration to Key Managerial Personnel and Senior Management may consist of fixed pay and incentive pay, in compliance with the provisions of the Companies Act, 2013and in accordance with the

Companys Policy. ii) The Fixed pay shall include monthly remuneration and may include employers contribution to Provident

Fund, contribution to pension fund, pension schemes, etc. as decided from to time. iii) The Incentive pay shall be decided based on the balance between performance of the Company and performance of the Key Managerial Personnel and Senior Management, to be decided annually or at such intervals as may be considered appropriate.

9. IMPLEMENTATION

a) The Committee may issue guidelines, procedures, formats, reporting mechanism and manuals in supplement and for better implementation of this policy as considered appropriate.

b) The Committee may Delegate any of its powers to one or more of its members.

10. REMUNERATION OF OTHER EMPLOYEES

Apart from Directors, KMPs and Senior Management, the remuneration for rest of the employees is determined on the basis of the role and position of the individual employee, including professional experience, responsibility, job complexity and local market conditions.

The remuneration of other employees mainly comprises basic salary and in addition to basic salary, they are also provided allowances, perquisites etc. as per the Companys policy and statutory requirements, where applicable.

11. AMENDMENT

The Board of Directors on its own and/or as per the recommendations of Nomination and Remuneration Committee can amend this Policy, as and when it deemed fit.

In case of any amendment(s), clarification(s), circular(s) etc. issued by the relevant authorities, not being consistent with the provisions laid down under this policy, then such amendment(s), clarification(s), circular(s) etc. shall prevail upon the provisions hereunder and this policy shall stand amended accordingly from the effective date as laid down under such amendment(s), clarification(s), circular(s) etc.

CERTIFICATION FROM THE MANAGING DIRECTOR AND THE CFO

In terms of regulation 34(3) of SEBI (LODR) Regulation, 2015, we hereby certify as under:

We, the undersigned, in our respective capacities as Managing Director and Chief Financial Officer of Globe International Carriers Limited ("the Company") to the best of our knowledge and belief certify that:

a) We have reviewed financial statements and cash flow statements for the year ended 31^st March, 2025 and that to the best of our knowledge and belief, we state that: (i) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

(ii) these statements together present a true and fair view of the Companys affairs and are in compliance with existing accounting standards, applicable laws and regulations. b) There are, to the best of our knowledge and belief, no transactions are entered into by the Company during the year, which are fraudulent, illegal or violates of the Code of Conduct of the Company.

c) We accept responsibility for establishing and maintaining internal controls over financial reporting and that we have evaluated the effectiveness of internal control systems pertaining to financial reporting of the Company. We have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

d) We do further certify that there has been:

(i) No Significant changes in internal control over financial reporting during the year;

(ii) No Significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements; and

(iii) No Instances of significant fraud of which we have become aware and the involvement therein, of the management or an employee having a significant role in the Companys internal control system over financial reporting.