Ishwarshakti Holdings & Traders Ltd Directors Report

b. HIGHLIGHTS OF COMPANYS PERFORMANCE:

Your Company has reported total income of Rs. 1,64,70,560 for the year ended March 31, 2025 as compared to Rs. 2,03,79,400 for the year ended March 31, 2024. The Company has loss before tax of Rs. 16,35,620 for the year ended March 31, 2025 as compared profit before tax of Rs. 36,54,850 for the year ended March 31, 2024.

The Board of Directors of your company, after considering holistically the relevant circumstances and on account of accumulated losses and in order to conserve the resources, the Company has decided that it would be prudent not to recommend any dividend for the financial year ended March 31, 2025.

Due to accumulated losses, your Company do not propose to transfer any amount to General Reserves for the year ended March 31, 2025. Details of reserve and surplus are provided in Note No. 17 of the Financial Statement.

The Company is engaged in the investment business. During the year under review, there were no changes in nature of the business of your Company.

There have been no such material changes and commitments, affecting the financial position of the Company which has occurred between the end of financial year to which the Financial Statements relates and the date of this Report except the following.

Ms. Chandni Lohar has been appointed as Company Secretary & Compliance Officer of the Company w.e.f May 02, 2025.

During the year under review, your Company has increased its Authorised Share Capital from Rs. 2,00,00,000 to Rs. 5,00,00,000. The Company has also allotted 12,00,000 preference shares of Rs. 10 each aggregating to Rs. 1,20,00,000 on private placement basis.

Your Company has no subsidiaries, joint ventures or associate companies. During the year under review, no company ceased as subsidiary, joint venture or associate of the Company. Hence the details of this clause are not applicable to the Company.

Pursuant to Sections 124 and 125 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”), there is no unpaid or unclaimed Share Application Money / dividends which are required to be transferred by the Company to the IEPF.

Pursuant to section 92(3) and section 134(3)(9) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, extract of the Annual Return of the Company for the Financial Year March 31, 2025 is available on the website of the Company under the Investor Communications section of the Companys website.

10.BOARD OF DIRECTORS:

The Board of the Company is comprised of eminent persons with proven competence and integrity. Besides the experience, strong financial acumen, strategic astuteness and leadership qualities, they have a significant degree of commitment towards the Company and devote adequate time to the meetings and preparation. The Directors on the Board have a proven track record in the field of finance, taxation, accounting and management. The Directors of the Company have been appointed keeping in mind the Companys size, complexity and business.

In the opinion of the Board, all the directors, as well as the directors re-appointed during the year possess the requisite qualifications, experience and expertise and hold high standards of integrity.

During the year under review, the Board comprised of below mentioned 7 (Seven) Directors:

Director retiring by rotation

During the year under review, in terms of Section 152 of the Act, Mrs. Geeta Seksaria (DIN: 06960055), Managing Director of the Company is liable to retire by rotation and being eligible has offered herself for re-appointment in ensuing Annual General Meeting. The Board recommends her re-appointment for the consideration of the members of the Company at the ensuing Annual General Meeting. A brief profile along with the resolution seeking members approval for her appointment forms part of the notice convening the ensuing Annual General Meeting.

11.KEY MANAGERIALPERSONNEL:

During the year under review, the following were the Key Managerial Personal (“KMP”) of the Company pursuant to the provisions of Sections 2(51) and 203 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

*Mr. Sameer Khedekar has resigned as Company Secretary & Compliance Officer w.e.f February 14, 2025. Ms. Chandni Lohar has been appointed as Company Secretary & Compliance Officer w.e.f May 2, 2025

12.MEETINGS OF THE BOARD OF DIRECTORS:

As per section 173 of the Companies Act 2013, the Board is required to hold a minimum number of four meetings during the year. During the financial year 2024-25, the Board met Six (6) times viz. May 30, 2024, August 6, 2024, August 30, 2024, November 12, 2024, December 24, 2024 and January 30, 2025. The intervening gap between the Board Meetings was within the limits prescribed under the Act and the Rules made there under and as per Secretarial Standards on Board Meeting and SEBI (LODR) Regulations, 2015.

Number of Board Meetings attended by Directors is as under:

13.DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Act, the Directors hereby confirm that:

a) in the preparation of the annual accounts for the year ended March 31, 2025, the applicable accounting standards have been followed and there are no material departures; b) they have selected such accounting policies and applied them consistently and made judgements 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 and of the profit of the Company for that period;

c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the asset of the Company and for preventing and detecting fraud and other irregularities;

d) they have prepared the annual accounts on a going concern basis;

e) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively;

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

14.AUDIT COMMITTEE:

During the year under review, the Audit Committee comprised of Three Directors of whom Two Directors, including the Chairman are Independent. All the Members of the Committee possess strong accounting and financial management knowledge.

During the period under review, Audit Committee met Four (4) times viz. May 30, 2024, August 6, 2024, November 12, 2024 and January 30, 2025.

The composition of Audit Committee and number of meeting attended by Directors are as under:

The role of the Audit Committee is in accordance with the provisions of regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter called as SEBI (LODR), Regulations, 2015) and the terms of reference specified under Section 177 of the Act.

The terms of reference for the Audit Committee include:

Examination of Financial Statement and Statutory Auditors report thereon and discussion of any related issues with the Internal & Statutory Auditors and the management of the Company. Review of Financial Statement before their submission to the Board, including Directors Responsibility Statement, changes in accounting policies and practices, statutory compliances and qualification in draft audit report. Approval or any subsequent modification of transactions of the Company with related parties.

Scrutiny of inter-corporate loans and investments.

Valuation of undertakings or assets of the Company, wherever it is necessary. Valuation of internal financial controls. Valuation of risk management system. Monitoring end use of funds raised through public offers and related matters.

Establishing a vigil mechanism for Directors and employees to report genuine concerns and to make provision for direct access to the Chairperson of the Committee in appropriate or exceptional cases and review its findings. Review of Companys financial reporting processes and the disclosure of financial information to ensure that the Financial Statement is correct, sufficient and credible. Look into reasons for substantial defaults in payments to stakeholders. Approval of appointment of CFO or any other person heading Finance function after assessing the qualifications, experience, background etc. of the candidate. Recommendation for appointment, remuneration and terms of appointment of the Statutory Auditors of the Company. Review and monitor the Auditors independence and performance, effectiveness of audit process and adequacy of internal control systems. Call for comments of the Statutory Auditors about internal control system, the scope of audit, including the observations of the Statutory Auditors. Reviewing the adequacy of the Internal Audit function including the structure of the Internal Audit department, Staffing and Seniority of the official heading the department, reporting structure coverage and frequency of Internal Audit. Discussion with statutory auditors before the audit commences, about nature and scope of audit as well as post audit discussion to ascertain any area of concern. Reviewing findings of any internal investigation into matters where there is suspected fraud or irregularity or failure of internal control systems of a material nature and reporting the matter to the Board. The Chairman of the Committee to attend the General Meeting to respond to the queries of shareholders.

Recommendation of Audit Committee

During the period under review, there were no instances of non-acceptance of any recommendation of the Audit Committee of the Company by the Board of Directors.

15.NOMINATION AND REMUNERATION COMMITTEE:

The purpose of the Nomination and Remuneration Committee is to assist the Board in ensuring that the Board and Committee retain an appropriate structure, size and balance of skills to support the strategic objectives and values of the Company. The NRC assists the Board in meeting its responsibilities regarding the determination, implementation and oversight of senior management remuneration arrangements to enable the recruitment, motivation and retention of senior management.

During the period under review, Nomination and Remuneration Committee met One (1) time viz. November 12, 2024.

The composition of Nomination and Remuneration Committee and number of meeting attended by Directors are as under:

The terms of reference for the Nomination and Remuneration Committee Include:

To formulate a Nomination and Remuneration Policy on:

- determining qualifications, positive attributes and independence of a director.

- guiding remuneration of Directors, Key Managerial Personnel (“KMP”) and other employees and Board diversity. Recommend Nomination and Remuneration Policy to the Board. Identify candidates who are qualified to become Directors. Identify persons who are qualified to become Senior Management (Senior Management of the Company means employees of the Company who are Divisional Heads and Corporate Functional Heads). Recommend to the Board the appointment and removal of Directors and Senior Management. Lay down the process for evaluation of the performance of every Director on the Board. The Chairman of the Committee to attend the General Meeting to respond to the queries of shareholders

16.CORPORATE SOCIAL RESPONSIBILTY

The provisions of section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) rules, 2014 are not applicable to your Company and hence your Company is not required to adopt the CSR policy or constitute CSR Committee during the year under review.

17.VIGIL MECHANISM & WHISTLE BLOWER POLICY:

In pursuant to the provisions of Section 177(9) & (10) of the Act, 2013 read with Rule 7 of Companies (Meetings of Board and its Powers) Rules, 2014 and the Listing Regulations, the Company has formed a Whistle Blower Policy and has established the necessary Vigil Mechanism for directors and employees to report instances of illegal activities, unethical behavior, actual or suspected, fraud or violation of the Companys Code of Conduct or Ethics Policy. It also provides for adequate safeguards against victimization of person who use this mechanism and direct access to the Chairperson. Further, the mechanism adopted by the Company encourages the Whistle Blower to report genuine concerns or grievances to the Audit Committee, and provides for adequate safeguards against victimization of Whistle Blower, who avail of such mechanism and also provides for direct access to the Chairman of the Audit Committee, in appropriate or exceptional cases. The Audit Committee oversees the functioning of the same. Further, no personnel have been denied access to the Audit Committee during the Financial Year under review. There was no instance of such reporting during the financial year ended March 31, 2025. The Vigil Mechanism Policy is available on the website of the Company.

18.PERFORMANCE EVALUATION OF THE BOARD, THE COMMITTEES AND THE INDIVIDUAL DIRECTORS:

Although not applicable, the Board of Directors has carried out an annual evaluation of its own performance, Board, Committees and Individual Directors pursuant to the provisions of the Act and the Corporate Governance requirements as prescribed by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 (“SEBI Listing Regulations”).

The performance of the Board was evaluated by the Board after seeking inputs from all the Directors on the basis of the criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning, etc.

The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members on the basis of the criteria such as the composition of Committees, attendance, prior study of materials given, participation at the meetings, level and effectiveness of Committee meetings, etc.

The Board and the Nomination and Remuneration Committee (“NRC”) reviewed the performance of the Individual Directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of Independent Directors, performance of non-independent directors, performance of the Board as a whole and performance of the Chairman was evaluated, taking into account the views of Executive Directors and Non-executive Directors. The same was discussed in the board meeting that followed the meeting of the Independent Directors, at which the performance of the Board, its Committees and individual Directors was also discussed. Performance evaluation of independent directors was done by the entire board, excluding the Independent Director being evaluated

19.CORPORATE GOVERNANCE:

In terms of regulation 15(2) of Chapter- IV of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulation 2015, Regulations 17 to 27 and clause (b) to (i) and (t) of sub regulation 46 and para C, D and E of Schedule V do not apply to our Company, being the Paid up Share Capital of the Company was below Rs. 10 Crores and that Net Worth of the Company was below Rs. 25 Crores as on Financial Year 2024-25.

Report on Corporate Governance and other related applicable details are therefore not furnished in view of its non-applicability, as aforesaid.

20.RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year, were on arms length basis and in the ordinary course of Companys business and is in compliance with the applicable provisions of the Companies Act, 2013 (“the Act”) and SEBI Listing Regulations, details of which are set out in the Notes to Financial Statements forming part of this Annual Report.

The company has not entered into any transaction which has any potential conflict with the interest of the company at large.

All Related Party Transactions are placed before the Audit Committee for prior approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are repetitive in nature or when the need for them cannot be foreseen in advance. In line with the requirements of the Act and the Listing Regulations, the Company has also formulated a Policy on dealing with Related Party Transactions (‘RPTs) and the same is available on the website of the Company.

The Company has not entered into any contract, arrangement or transaction with any related party which could be considered as material and exceeding the prescribed ceiling, as defined under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, requiring the prior approval of the Members.

Related party transactions under Accounting Standard AS 18 are disclosed in the notes to the financial statements. Details of transactions with related parties as required under Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 are provided in ‘Annexure A in Form AOC-2 and forms part of this Report.

21.CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND

OUTGO:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as ‘Annexure B and forms part of this Report.

22.INDEPENDENT DIRECTORS MEETING:

The Independent Directors met on January 30, 2025 without the attendance of Non-Independent Directors and members of the Management. The Independent Directors reviewed the performance of Non-Independent Directors and the Board as a whole; the performance of the Chairperson of the Company, taking into account the views of Executive Directors and Non-Executive Directors and assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

23.FAMILIARIZATION PROGRAM FOR THE INDEPENDENT DIRECTORS:

In compliance with the requirements of SEBI Regulations, 2015, the Company has put in place a familiarization program for the Independent Directors to familiarize them with their roles, rights and responsibilities as Directors, the working of the Company, nature of the industry in which the Company operates, business model etc.

24.DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received declarations of Independence as stipulated under Section 149(7) of the Companies Act, 2013 from Independent Directors confirming that he is not disqualified from appointing / continuing as Independent Director as laid down in section 149(6) of the Companies Act, 2013 and

Regulation 16(1)(b) of SEBI LODR Regulations. The Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV to the Companies Act, 2013.

The Independent Directors of the Company have registered themselves with the data bank maintained by Indian Institute of Corporate Affairs (IICA). The Company has received necessary declarations from all Independent Directors of the Company confirming that they meet the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 as well as under Regulation 25 and 16(1)(b) of SEBI (LODR) Regulations.

There has been no change in the circumstances which may affect their status as independent director during the year.

Terms and conditions for appointment of Independent Directors is available on the website of the Company

25.PUBLIC DEPOSITS:

During the year under review, your Company has neither accepted nor renewed any deposit from public within the meaning of Section 73 and 74 of the Companies Act 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

26.PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE

COMPANIES ACT, 2013:

The particulars of Loans, guarantees or investment made under the provisions of section 186 of the Companies Act, 2013 are given in the notes forming part of the financial statements provided in the Annual Report.

27.AUDITORS AND THEIR REPORT:

Statutory Auditor:

M/s. B L Dasharda & Associates, Chartered Accountants (Firm Registration No. 112615W), have been appointed as the Statutory Auditors of the Company for the first term of 5 consecutive years to hold office commencing from the conclusion of the 37^th AGM till the conclusion of the 42^nd AGM to be held in the year 2025.

M/s. B L Dasharda & Associates are due to retire at the ensuing 42^nd Annual General Meeting of the Company. M/s. B L Dasharda & Associates have confirmed that they are eligible to be re-appointed in accordance with the provisions of the Act and Rules made thereunder. The Board of Directors, upon the recommendation of the Audit Committee, propose the reappointment of M/s. B L Dasharda & Associates for a second term of five (5) consecutive years, to the shareholders for their approval. Resolution seeking your approval forms part of the Notice convening the Annual General Meeting. Further, as required under the relevant regulation of SEBI Listing Regulations the M/s. B L Dasharda & Associates had also confirmed that they had subjected themselves to the peer review process of the Institute of Chartered Accountants of India (ICAI) and they hold a valid certificate issued by the Peer Review Board of ICAI.

Unmodified Statutory Auditor Reports:

The Statutory Auditors Reports on the Annual Audited Financial Statements for the financial year 2024-25 forms part of the Annual Report and are unmodified i.e. they do not contain any qualification, reservation, or adverse remark.

Secretarial Auditors:

In terms of Section 204 of the Act read with the Companies (Appointment and remuneration of Managerial Personnel) Rules 2014, the Board appointed M/s. Milan Mehta & Associates, Practicing Company Secretaries (CP: 4826), Mumbai for conducting the Secretarial Audit for the financial year ended March 31, 2025.

Pursuant to the provisions of Regulation 24A of SEBI Listing Regulations and Section 204 of the Act read with the Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee and the Board of Directors of the company, in their respective meeting dated May 15, 2025, have approved and recommended for approval of the Members, the appointment of M/s. Aabid & Co., Company Secretaries (COP No. 6625 and Membership No. F6579) as the Secretarial Auditor of the Company for a term of five consecutive years from FY 2025-26 to FY 2029-30.

A detailed proposal for appointment of Secretarial Auditor forms part of the Notice convening this AGM.

The Secretarial Audit report for the financial year ended March 31, 2025 in Form MR-3 is attached as ‘Annexure D and forms an integral part of this report. The report of the Secretarial Auditor does not contain any qualifications, reservations or adverse remarks, therefore, no details are required to be disclosed.

Internal Auditors:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and rules made thereunder, on recommendation of Audit Committee, the Board in the Board meeting held on May 15, 2025 has appointed M/s. M.R.V. & Associates, Chartered Accountants as Internal Auditor of the Company for the year 2025-26.

28.REPORTING OF FRAUDS BY AUDITORS:

During the financial year under review, neither the Statutory Auditor nor the Secretarial Auditor or any other auditor, have reported to the Audit Committee or the Board of Directors of the Company, any instances of fraud committed against the Company by its officers or employees under Section 143(12) of the Act.

29.PARTICULARS AS PER SECTION 197 OF THE COMPANIES ACT, 2013:

Statement containing particulars of employees 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 not given, as none of the employees of the Company is covered under the provisions of the said section.

A statement showing the names of the top ten employees in terms of remuneration drawn and names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are provided in ‘Annexure C forms part of this Report in the same Annexure.

30.LISTING:

The equity shares of the Company are listed on BSE Limited and National Stock Exchange of India Limited as on March 31, 2025. The Company has paid the Listing fees to the Stock Exchanges for the financial year 2024-25.

31.OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

In order to prevent sexual harassment of women at work place a new act The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 has been notified on 9^th December, 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.

Regarding the Sexual Harassment of Women at the work place (Prevention, Prohibition & Redressal) Act, 2013, the Company is committed to provide a safe and conducive work environment to its employees. During the year under review, no case of sexual harassment was reported. The Company is having below 10 (Ten) employees including temporary employees, hence there is no need to constitute Internal Compliance Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, but the company is dedicated to provide healthy workplace environment and has the system internally to oversee these kind of matters if any arises.

During the year under review, no complaint pertaining to sexual harassment at work place has been received by the Company.

32.COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder is not applicable to your Company as the Company is having below 10 (Ten) employees including temporary employees. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

33.GENDER-WISE COMPOSITION OF EMPLOYEES

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on the March 31, 2025.

Male Employees: 2 Female Employees: 2 Transgender Employees: 0

This disclosure reinforces the Companys efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.

34.DETAILS OF EMPLOYEE STOCK OPTIONS:

The Company does not have any Employee Stock Option Scheme/ Plan.

35.COMPLIANCE WITH SECRETARIAL STANDARDS:

The Directors state that the applicable mandatory Secretarial Standards (“SS”), i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors and ‘General Meetings, respectively, have been duly complied by the Company.

36.PROVISION OF VOTING BY ELECTRONIC MEANS THROUGH REMOTE E-VOTING FOR AGM:

Your Company is providing E-voting facility as required under Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Amendment Rules, 2015. Your company has made necessary arrangements to provide facility of remote e-voting. The details regarding e-voting facility is being given with the notice of the Meeting.

37.REGISTRAR AND SHARE TRANSFER AGENT:

The Company has appointed M/s. Bigshare Services Pvt. Ltd., 1^st Floor, Bharat Tin Works Building, Opp. Vasant Oasis Apartments (next to Keys Hotel), Marol Maroshi Road, Andheri East, Mumbai - 400059 as its Registrar & Share Transfer Agent for handling transfer of shares and other work related to share registry.

38.COST RECORDS AS SPECIFIED BY THE CENTRAL GOVERNMENT:

Maintenance of cost records as specified by the Central Government under subsection (1) of section 148 of the Companies Act, 2013, is not applicable to the Company and also accounts and records are not need to be maintained.

39.DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY REGULATORS/COURTS/ TRIBUNAL

IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:

The details of significant material order passed by National Company Law Tribunals which may impact the going concern status of the Company and its future operations is as mentioned below:

The National Company Law Tribunals (NCLT) has passed order dated April 04, 2024 for compromise and arrangement with Creditors and Members under section 230(8) of the Companies Act, 2013 (Composite scheme of Arrangement under section 230-232 of the Companies Act, 2013) between your Company and Seksaria Finance Limited.

40.MANAGEMENT DISCUSSION AND ANALYSIS:

Your company plans to increase its business during the next financial year which will help to improve your company profitability during the year.

41.DETAILS OF APPLICATIONS MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND

BANKRUPTCY CODE, 2016 (IBC) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR:

During the year under review, the Company has not made or received any application under IBC and there is no proceeding pending under the said code at the end of the financial year.

42.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 year under review, the Company has not entered into any one-time settlement and therefore, no disclosure in this regard is required.

43.RISK MANAGEMENT POLICY AND INTERNAL FINANCIAL CONTROLS:

Business Risk Evaluation and its management is an ongoing process within the organization. The Company has a healthy risk management framework to identify, monitor and minimize risks as also identify business opportunities.

The Company has in place adequate system of internal control with reference to financial transactions commensurate with its size and scale of operations, procedures and policies, ensuring efficient and orderly conduct of its business, including adherence to the Companys Policy safeguarding of it assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.

44.ACKNOWLEDGEMENT:

Your Directors place on record their appreciation to all the employees of the Company for the support and co-operation received during the year. The Directors would also like to thank the shareholders, investors, bankers, statutory authorities and all organizations connected with its business.