Globtier Infotech Ltd Directors Report

To,

The Members,

GLOBTIER INFOTECH LIMITED

(Formerly known as Globtier Infotech Private Limited)

Your Directors are pleased to present the 13^th Board Report of the Company on the business and operations of the Company together with the audited financial statements for the financial year ended March 31, 2025.

FINANCIAL PERFORMANCE OF THE COMPANY

The financial performance of company details are below:

Particulars	Standalone		Consolidated
	For the Year Ended		For the Year Ended
	March 31, 2025	March 31, 2024	March 31, 2025	March 31,2024
Revenue from Operations	94,22,686.09	88,17,594.84	94,38,959.04	88,17,594.84
Other Income	42,591.53	8,926.70	42,053.17	8,926.70
Total Income (A)	94,65,277.62	88,26,521.54	94,81,012.22	88,26,521.54
Employee benefit expenses	44,13,380.06	49,66,222.99	44,37,859.13	49,66,222.99
Finance costs	1,88,241.20	1,61,766.58	1,89,104.98	1,61,766.58
Depreciation and amortization	2,97,540.90	85,355.11	2,97,540.90	85,355.11
Other Expense	37,99,435.72	31,57,137.58	38,16,770.43	31,57,137.58
Total Expenses (B)	86,98,597.88	83,70,482.27	87,41,275.45	83,70,482.27
Profit/ (Loss) Before Tax [C = (A-B)J	7,66,679.74	4,56,039.27	7,39,736.77	4,56,039.27
Current Tax	2,38,647.83	1,37,260.06	2,38,647.83	1,37,260.06
Tax for Prior Period	(30,529.73)	254.89	(30,529.73)	254.89
Deferred Tax	(45,059.72)	21,924.89	(45,755.80)	21,924.89
Profit/ (Loss) for the year [C-D]	6,03,621.36	2,96,599.44	5,77,374.47	2,96,599.44

PERFORMANCE REVIEW

During the year under review, the Company achieved a total income of Rs. 94,65,277.62 hundreds on a standalone basis and Rs. 94,81,012.22 hundreds on a consolidated basis, as compared to the previous years total income of Rs. 88,26,521.54 hundreds (standalone and consolidated). After accounting for expenses, the Company earned a net profit of Rs. 6,03,621.36 hundreds on a standalone basis and Rs. 5,77,374.47 hundreds on a consolidated basis, compared to the previous years net profit of Rs. 2,96,599.44 hundreds (standalone and consolidated). The Directors are making continuous efforts to enhance profitability through increased business activities in the coming years.

BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR/ STATF. OF COMPANYS AFFAIR

Review of operations was conducted during the financial year which was found satisfactory by the management of the company. The Board discussed the matter and framed new strategies to expand the business of the company in the near future.

CHANGE IN NATURE OF BUSINESS IF ANY

During the year, the Company has altered its Main Object Clause of the Memorandum of Association to accurately match the business activities of the Company. The alteration was approved by shareholders through a special resolution on September 30, 2024, and confirmed by the Registrar of Companies on November 11,2024.

DIVIDEND

In view of conserving resources for current business exigencies and future growth, the profits of the company have been ploughed back into the business. Hence, the Directors have not recommended any dividend for the period under review.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

The Company was not required to transfer any funds to the investor education and protection fund as per the provisions of Section 125 of the Act during the financial year under review.

TRANSFER TO RESERVES

The Board proposes to transfer Rs. 6,03,621.36 hundreds to the general reserve during the financial year under review.

ANNUAL RETURN

As per the requirement of Section 92(3) of the Companies Act, 2013, the annual return of the Company is placed on the website of the Company at www.globtierinfotech.com.

MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATES AND THE DATE OF THE REPORT

IPO FILING AND APPROVAL UPDATE

During the financial year under review, the Company took a significant step towards raising capital by initiating the process of an Initial Public Offering (IPO). The Company filed the Draft Prospectus with the BSE Limited (“BSE”) for their review and approval. Subsequently, the Company received several queries and clarifications from the BSE, all of which have been addressed comprehensively and in a timely manner. Following this, the Company was pleased to receive the in-principle approval from the BSE on May 16, 2025, marking a key milestone in the IPO process. The Company is novwdiJjgently

preparing the Prospectus, which will provide detailed information to potential investors and serve as the basis for the public issue. This strategic initiative is expected to strengthen the Companys financial position and support its future growth plans.

INFORMATION ABOUT SUBSIDIARY/ JOINT VENTURE / ASSOCIATE COMPANY

During the year under review, the Company acquired more than 51% equity shares of Botgo 1 echnologies Private Limited and the Company invested a sum of $990 (equivalent to Rs. 85,001/-) ?in Globtier USA, LLC, thereby making the subsidiaries of the Company . This strategic acquisition is expected to strengthen the Companys presence in IT market segment and create synergies in operations, technology, and growth opportunities.

PERFORMANCE AND FINANCIAL HIGHLIGHTS OF SUBSIDIARY COMPANIES AND THEIR CONTRIBUTION TO OVERALL PERFORMANCE OF THE COMPANY

As on the date of Board Report, the Company has 2 (Two) Subsidairies. The companies that were considered in the Consolidated Financial Statements (CFS) for the year ended March 31, 2025 is included in the notes to the CFS. The CFS, prepared in accordance with Section 129(3) of the Act, and the applicable Accounting Standards, forms part of the Annual Report. Additionally, a separate statement containing the salient features of the financial statements of the subsidiary, in prescribed Form AOC-1, is also included in Annexure-I. This statement provides details of the performance and financial position of subsidiary. The audited financial statements, together with related information and other reports of the subsidiary companies are available on the Companys website at www.globtierinfotech.com. The summary of performance of the Companys subsidiary is provided as below:

BOTGO Technologies Private Limited

BOTGO Technologies Private Limited is subsidiary of the Company and is engaged in the business of develop, implement, export, import, purchase, sell or lease and otherwise deal in software and otherwise as dealers and representatives for all types of software and firmware.

The turnover of the Company for the year ended March 31,2025 is Rs. 25.04 lakhs

Globtier USA, LLC

The Company made an investment of $990 (equivalent to Rs. 85,001/-) in Globtier USA, LLC, thereby making it a subsidiary of the Company. Globtier USA LLC is engaged in business of Software Development and Information Technology business.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND

COMPANYS OPERATIONS IN FUTURE

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

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

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

The management regularly monitors and controls to address safeguarding of its assets, prevention and detection of fraud and errors, controls to monitor accuracy and completeness of accounting records and other relevant records including timely preparation of reliable financial information.

BUY BACK OF SECURITIES

The Company has not buy back any securities during the year under review.

TRANSFER OF SECURITIES TAKE PLACE DURING THE YEAR During the year under review, there is no transfer of shares took place.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the financial year 2024-25 the Board of Director of the Company was duly constituted.

Rajiv Shukla (DIN: 02653008)	Chairman & Managing Director
Rekha Shukla (DIN: 02656755)	Executive Director
Shardul Sangal (DIN: 10771098)	Non-Executive Director
Rahul Shukla (DIN: 08578849)	Non-Executive Director
Manoj Kumar Jain (DIN: 07944446)	Non-Executive & Independent Director
Rajesh Srivastava (DIN: 03248594)	Non-Executive and Independent Director
Vani Agarwal (M. No. A51509)	Company Secretary
Sandeep Gupta (F-15256)	Chief Financial Officer

Rekha Shukla (DIN: 02656755), Executive Director of the Board, retires by rotation at the forthcoming Annual General Meeting (“AGM”) and being eligible, offers herself for re-appointment. Her brief profile is annexed to the Notice of AGM.

However, during the financial year, following change was made:

Appointment of Manoj Kumar Jain as Non-Executive & Independent Director of the Company

During the year, Manoj Kumar Jain (DIN: 07944446) was appointed as a Director (Non- Executive & Non-Independent) at the Extra-Ordinary General Meeting held on July 09, 2024. Subsequently, he was regularized as a Director (Non-Executive & Independent Director) at the Annual General Meeting held on September 30, 2024.

Change in Designation of Rekha Shukla as Executive Director of the Company

During the year, the designation of Rekha Shukla (DIN: 02656755) was changed from Director to Whole-Time Director, effective July 22,2024, on terms approved by the Board in accordance with the

Companies Act, 2013. Further, she was redesignated from Whole-Time Director to Executive Director with effect from November 04, 2024. It was approved at the EGM held on November 04, 2024.

Change in Designation of Rajiv Shukla as Managing Director of the Company

During the year, the designation of Rajiv Shukla (DIN: 02653008) was changed from Director to Managing Director, effective July 22, 2024, on terms approved by the Board in accordance with the Companies Act, 2013.

Appointment of Whole Time Company Secretary of the Company

During the year, the Board appointed Vani Agarwal (1CSI Membership No. A51509) as Whole Time Company Secretary and Compliance Officer with effective from September 02, 2024.

Appointment of Shardul Sangal as Non-Executive & Independent Director of the Company

During the year, Shardul Sangal (DIN: 10771098) was appointed as an Additional Director (Non- Executive, Non-Independent) at the Board Meeting held on September 02,2024. Subsequently, he was regularized as a Director (Non-Executive, Non-Independent Director) at the Annual General Meeting held on September 30, 2024.

Appointment of. Rajesb Srivastava as Non-Executive & Independent Director of the Company

During the year, Rajesh Srivastava (DIN: 03248594) was appointed as an Additional Director (Non- Executive & Independent) at the Board Meeting held on September 02, 2024. Subsequently, he was regularized as a Director (Non-Executive & Independent Director) at the Annual General Meeting held on September 30, 2024.

Appointment of Rahul Shukla as Non-Executive and Non-Independent Director of the Company

During the year, Rahul Shukla (DIN: 08578849) was appointed as an Additional Director (Non- Executive, Non-Independent) at the Board Meeting held on October 14, 2024. Subsequently, he was regularized as a Director (Non-Executive, Non-Independent Director) at the Extraordinary General Meeting held on November 04, 2024.

Appointment of Chief Financial Officer of the Company

During the year, the Board appointed Sandeep Gupta (ICMAI Membership No.: F-15256) as Chief Financial Officer (CFO) effective November 20, 2024, on the terms and conditions approved by the Board. The Board authorized any Director to complete necessary filings and formalities with the Registrar of Companies.

However, no resignation of any director took place during the financial year.

MANAGERIAL REMUNERATION

The remuneration of Mr. Rajiv Shukla, Managing Director of the Company, has been fixed at Rs. 52 lakhs per annum, as approved by the members in the Extraordinary General Meeting (EGM) held on August 2, 2024.

Further, the remuneration of Mrs. Rekha Shukla, Executive Director of the Company, has been fixed at Rs. 52 lakhs per annum, as approved by the members in the EGM held on November 4, 2024.

MEETINGS OF THE BOARD OF DIRECTORS HELD DURING THE FINANCIAL YEAR

During the period under review, the Board of Directors of the Company met 12 (Twelve) times. The intervening gap between the two consecutive meetings was within the period prescribed under the Companies Act, 2013 (herein after also referred to as "the Act") and Secretarial Standard 1 on Board meetings issued by the Institute of Company Secretaries of India. The details of Board meeting held are mentioned below:

S.no	Date of Board Meeting
1.	June 01, 2024
2.	June 12, 2024
3.	July 22, 2024
4.	September 02, 2024
5.	October 14,2024
6.	October 17, 2024
7.	November 20, 2024
8.	December 10, 2024
9.	December 21, 2024
10.	January 7, 2025
11.	February 21,2025
12.	March 28, 2025

BOARD COMMITTEES

During the financial year under review, the Board had constituted the three Committees namely, the Audit Committee, the Nomination and Remuneration Committee, the Stakeholder Relationship Committee.

All recommendations made by such Committees were noted by the Board. There was no instance of disagreement between the Board and the recommendations of the concerned Committees.

DISCLOSURE OF COMPOSITION OF COMMITTEES

AUDIT COMMITTEE

The composition of the Audit Committee:-

Name	Nature of Directorship	Status
Rajesh Srivastava	Independent Director	Chairperson
Manoj Kumar Jain	Independent Director	Member
Rahul Shukla	Non-Executive Director	Member

During the period under review, the Audit Committee of the Company met four (4) times in compliance with the provisions of Section 177 of the Companies Act, 2013, read with Rules 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2014, which are applicable to the Company.

S. No.	Date of Audit Committee Meeting
01	November 20,2024
02	December 21,2024
03	January 06, 2025
04	February 17, 2025

NOMINATION & REMUNERATION COMMITTEE

The composition of the Nomination & Remuneration Committee:-

ALIGN=LEFT>Rajesh Srivastava

Name	Nature of Directorship	Status
Independent Director	Chairperson
Manoj Kumar Jain	Independent Director	Member
Shardul Sangal	Non-Executive Director	Member

During the period under review, the Nomination & Remuneration Committee of the Company met one (1) time in compliance with the provisions of Section 178 of the Companies Act, 2013, read with Rules Companies (Meetings of the Board and its Powers) Rules, 2014, which are applicable to the Company.

Date of Nomination & Remuneration Committee Meeting

January 09, 2025

STAKEHOLDER RELATIONSHIP COMMITTEE

The composition of the Stakeholder Relationship Committee:-

Name	Nature of Directorship	Status
Shardul Sangal	Non-Executive Director	Chairperson
Rajesh Srivastava	Independent Director	Member
Rekha Shukla	Executive Director	Member

During the period under review, the Stakeholder Relationship Committee of the Company met one (1) time in compliance with the provisions of Section 178 of the Companies Act, 2013, read with Rules Companies (Meetings of the Board and its Powers) Rules, 2014, which are applicable to the Company.

Date of Stakeholder Relationship Committee Meeting

October 26,2024

RISK MANAGEMENT POLICY:

The Company has adopted a Risk Management Policy aligned with current best practices to identify, assess, and mitigate risks associated with its operations. This framework ensures effective risk management to protect stakeholder interests and support business objectives. As of the date of this report, the Board confirms that the Company does not face any operational, economic, inflationary, or other risks that may threaten its existence. The risk elements are continuously reviewed and addressed under this policy to navigate emerging challenges in a dynamic business environment.

WHISTLE BLOWER POLICY / VIGIL MECHANISM

The Company has formed and adopted a whistle blower policy/vigil mechanism which provides a platform for reporting concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct. Directors and Employees of the Company may report non-compliance, if any, to the Chairman of Audit Committee.Members can also access the details of Whistle Blower Policy/Vigil Mechanism on the website of the Company i.e., www.globtierinfotech.com.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

During the financial year 2024-25, the Company was required to spend Rs. 8,20,000/- (Rupees Eight Lakh Twenty Thousand only) towards CSR activities, as per the provisions of Section 135 of the Companies Act, 2013 and the Rules made thereunder. ensured compliance with the applicable provisions under the Companies Act, 2013. While no CSR expenditure was incurred during the financial year due to the Companys ongoing efforts to identify high-impact and strategically aligned initiatives, the full prescribed CSR amount has been transferred to a fund specified under Schedule VII in a timely manner, reflecting the Companys dedication to social responsibility and statutory compliance.

COMPANYS POLICY RELATING TO DIRECTORS APPOINTMENT. PAYMENT OF REMUNERATION ETC.

The Nomination & Remuneration Policy adopted by the Board and also constitute the Normination and Remuneration Committee (NRC) which enumerates the criteria for assessment and appointment/re- appointment of Directors, KMP and SMP on the basis of their qualifications, knowledge, skill, independence, professional and functional expertise among other parameters with no bias on the grounds of ethnicity, nationality, gender or race or any other such discriminatory factor.

The Policy also sets out the guiding principles for the compensation to be paid to the Directors, KMP and SMP; and undertakes effective implementation of Board familiarisation, diversity, evaluation and succession planning for cohesive leadership management. Company ensures compliance with the Policy in true letter and spirit.

The complete Policy is reproduced in full on our website at www.globtierinfotech.com DECLARATION FROM INDEPENDENT DIRECTORS

The Non-Executive & Independent Directors have individually declared to the Board that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 at the time of their respective appointment and there is no change in the circumstances as on the date of this report which may affect their status as an Independent Director.

In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board. Further, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, Independent Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

COMPLIANCE OF SECRETARIAL STANDARDS

During the year under review, the Company is in compliance with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

REPORTING OF FRAUDS BY AUDITORS

There are no frauds reported by the Auditors during the year in terms of the provisions of Section 143(12) of the Companies Act, 2013.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013 the

Board of Directors confirms that:

a. In the preparation of the annual accounts for the year ended March 31, 2025 the applicable accounting standards had been followed and there are no material departures from the same;

b. Accounting policies have been selected and applied consistently and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company for the year ended March 31, 2025 and of the profit and loss of the Company for that period.

c. Proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 have been taken for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. The annual accounts for the for the year ended March 31, 2025 have been prepared on a going concern basis and;

e. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

AUDITORS

Statutory Auditors

Sri Prakash & Co., Chartered Accountants (Unit No. 3, G19 Basement, Lajpat Nagar-III, New Delhi - 110024), were appointed as Statutory Auditors of the Company at the 12^th Annual General Meeting (AGM) until the conclusion of the 17^th Annual General Meeting.

Cost Auditor

The Company is not required to maintain cost records in terms of requirement of Section 148 of the Act and rules framed thereunder, hence such accounts and records are not required to be maintained by the Company.

Secretarial Auditor

During the year under review, the provisions of Section 204 of Companies Act, 2013 regarding mandatory secretarial audit are not applicable to the company.

Internal Auditors

During the year under review, the Company was not required to appoint Internal Auditor in terms of the requirements of Section 138 of the Act and rules framed thereunder.

BOARDS EXPLANATIONS AND COMMENTS ON QUALIFICATION. RESERVATION & ADVERSE REMARKS OR DISCLAIMER MADE BY STATUTORY AUDITORS

There is no qualification, reservation or adverse remark or disclaimer made by the Statutory Auditors in their report and the said Auditors Report & notes to fmanical statements are self explanatory, and needs no further explanation.

PARTICULARS OF INTER CORPORATE LOANS, GUARANTEES & INVESTMENTS

Pursuant to the provisions of Section 186 of the Companies Act, 2013, the particulars of loans, guarantees, and investments have been disclosed in the financial statements, wherever applicable.

During the financial year, the Company granted a loan of Rs. 42,00,000/- (Rupees Forty-Two Lakhs Only) to Botgo Technologies Private Limited, incompliance with the applicable provisions of the Companies Act, 2013. Necessary approvaKn^^f^%g loans up to a limit o?^^^^Q0,000/- (

Ruopees Five Crores Only) were duly obtained at the Board Meeting held on November 20, 2025, in accordance with Section 179(3)(f), and at the Extraordinary General Meeting (EGM) held on November 25, 2025, in accordance with Section 185 of the Companies Act, 2013.

PARTICULARS OF CONTRACT OR ARRANGEMENTS WITH RELATED PARTIES AS PER SECTION 188 OF THE COMPANIES ACT, 2013

Related Party Transaction(s) entered into by the Company during the reporting period were on an arms length basis and in the ordinary course of business. Further, the disclosure of particulars in Form No. AOC-2 is annexed hereto as Annexure-II.

PARTICULARS OF EMPLOYEES AND REMUNERATION

The statement containing particulars of employees as required under Section 197(12) of the Companies Act, 2013 read with sub rule (2) and (3) of Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is not applicable on Company.

DISQUALIFICATIONS OF DIRECTORS UNDER SECTION 164

There is no such Director in the company who is disqualified under Section 164.

PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

Information relating to Conservation of Energy, Technology Absorption, Research and Development, Exports, Foreign Exchange Earnings and Outgo and other information forming part of this Report under the provisions mentioned under the Companies Act, 2013 and the Rules made thereunder is as follows:

A. Conservation of energy:

(i) The steps taken or impact on conservation of energy:

Conservation of energy is of utmost significance to the company. Every effort is made to ensure optimum use of energy by using energy-efficient computers, processes and other office equipment and construction machinery. Constant efforts are made through regular/preventive maintenance and upkeep of existing electrical equipment to minimize breakdowns and loss of energy.

(ii) The steps taken by the company for utilizing alternate sources of energy: Nil

(iii) The capital investment on energy conservation equipment: Nil

B. Technology absorption:

(i) The efforts made towards technology absorption:-Nil

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

(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year):-N/A

(a) The details of technology imported: N/A

(b) The year of import: N/A

(c) Whether the technology been fully absorbed:-N/A

(d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof: N/A

(iv) The expenditure incurred on Research and Development: Nif

C. Foreign Exchange

Sale of Services -Income in Foreign Currency	Rs. 1,31,02,269/-
Software development and consultancy expenses-Imports	Rs. 1,08,99,284/-

DEPOSITS

During the year under review, Your Company neither accepted any deposits nor there were any amounts outstanding at the beginning of the year which were classified as ‘Deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 Covered under Chapter V of the Companies act, 2013.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL1 ACT, 2013

In order to prevent sexual harassment of women at workplace, The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified on December 09, 2013. Under the said Act every company is required to set up an Internal Complaints Committee to look into complaints relating to sexual harassment at work place of any women employee.

The Company affirms its commitment to providing a safe and respectful workplace environment in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the financial year under review, there were no complaints filed or reported under this Act.

Accordingly, the details of complaints received, disposed of, and pending are as follows:

• Number of complaints received during the year: 0

• Number of complaints disposed of during the year: 0

• Number of complaints pending at the end of the year exceeding ninety days: 0

The Company continues to uphold a zero-tolerance policy towards any form of sexual harassment and regularly conducts awareness programs and training sessions to reinforce this commitment.

SHARE CAPITAL

(^a) Sweat Equity

The Company has not issued any Sweat Equity Shares during the year under review.

(b) Employees Stock Option Plan

During the year, the Company has not granted any stock options.

(c) Issue of Equity Shares with Differential Rights

The Company has not issued any Equity shares with differential rights during the period under review.

? Increase in Authorised Share Capital

The Authorized Share Capital of R.s. 5,00,00,000/- (Rupees Five Crore only) consisting of

50.00. 000 (Fifty Lakh) Equity shares of face value of Rs. 10/- each was increased to Rs.

16.00. 00.000/- (Rupees Sixteen Crore Sixty Lakh only) consisting of 1,60,00,000 (One Crore Sixty Lakh) Equity shares of face value of Rs. 10/- each by passing a resolution at the meeting of the members of the company held on July 09, 2024.

(e) Increase in Issued, Subscribed & Fully Paid-up share Capital

During the financial year, on November 20,2024 the Company allotted 75,40,000 Equity Shares as Bonus Shares of face value of Rs. 10/- each in the ration of 2 Equity Shares for every 1 Equity Share held by the existing shareholders.

DEMATERIALISATION OF EQUITY SHARES AND ISIN ASSIGNMENT

During the year, the Company successfully obtained its International Securities Identification Number (ISIN) and completed the process of dematerialization of its equity shares. All shareholders have converted their physical shares into electronic form (demat), enhancing the ease of trading and transferability of shares. This step aligns with the Companys commitment to adopting modern and efficient practices for shareholder convenience and compliance with regulatory requirements.

The International Securities Identification Number (ISIN) for Equity Shares of the Company is INE12P601017. As on March 31, 2025, 100% of securities are in dematerialized form.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR.

The Company does not have any pending application or proceeding under the Insolvency and Bankruptcy Code, 2016 for the financial year 2024-25.

COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT UNDER SUBSECTION m OF SECTION 148 OF THE COMPANIES ACT, 2013.

The provision of Cost records as per Section 148 doesnt applicable on the Company.

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.

During the financial year 2024-25 there has been no one - time settlement for loan taken from banks or finncial institutions.

INSURANCE

All tangible assets of the Company - including buildings, plant and machinery, equipment have been adequately insured against a range of potential risks such as fire, theft, natural calamities and other unforeseen events. The Company engages with insurance providers to ensure that the insurance policies in place are both adequate and cost-effective. ... _

MATERNITY BENEFITS PROVIDED UNDER THE MATERNITY BENEFIT ACT, 1961

The Company hereby confirms that it has complied with the provisions of the Maternity Benefit Act, 1961 during the financial year under review. Adequate measures have been taken to ensure that all eligible women employees are granted maternity benefits as prescribed under the Act, including leave entitlements, medical benefits, and protection against dismissal during maternity leave.

The Company remains committed to supporting the health and well-being of women employees and upholding their rights in accordance with applicable laws and regulations.

ACKNOWLEDGEMENT

Your directors wish to place on record their appreciation for the co-operation and support extended by the shareholders, various authorities, banks, dealers and vendors.

The Directors also acknowledge with gratitude the dedicated efforts and valuable contribution made by all the employees of the Company.

For and on behalf of Board Globtier Infotech Limited

(Formerly known as Globtier Infotech Private Limited)

(Rajiv Shukla)	(Rekha Shukla)
Managing Director v	Director
DIN:02653008	DIN:02656755
Flat No. 220, Manhatan-10,	Flat No. 220, Manhatan-10,
Mahagun Modeme, Sector-78,	Mahagun Modeme, Sector-78, Noida,
Noida Gautam Buddha Nagar,	Noida Gautam Buddha Nagar,
Uttar Pradesh, 201301	Uttar Pradesh, 201301
Date: July 12, 2025
Place: Noida