LGT Business Connextions Ltd Directors Report

To

The Members

Your directors have pleasure in submitting the Eighth Annual Report of the Company together with Audited Statement of Accounts for the year ended 31st March 2024.

1. FINANCIAL RESULTS

During the year under review, the performance of your company was as under:

Rupees in Lakhs

Particulars	Financial Year Ended 31st March 2024	Financial Year Ended 31st March 2023
Revenue from Operations	8935.73	6099.37
Other Income	17.33	17.97
Total Income	89.53	61.17
Total Expenditure	84.60	57.15
Net Profit before Tax	4.92	4.02
Tax	1.29	1.04
Net Profit After Tax	363.16	2.97

Your directors are happy to inform that during the financial year, your Company has achieved a revenue of Rs. 8935.73 Lakhs from its operations, registering an increase of around 46% over last financial year. Your directors are further happy to inform that your Company has booked a net profit of Rs. 363.16 which is an increase of over 22% over last financial year and the Company has performed substantially well.

2. CONVERSION INTO PUBLIC COMPANY

Your company is proposing to go for capital raising from the market and may opt for listing at the stock exchanges. With that view, your directors are proposing to convert the Company into a public limited company by deleting the word private from the name. The number^ shareholders has already been increased beyond statutory minimum of seven and number directors have also been increased to statutory minimum of three. The Company Mai, proposing change and adopt a new Articles of Association. All these matters are proposed to be considered at the ensuing Annual General Meeting of the Company.

3. DIVIDEND AND RESERVES

Your directors are not proposing any dividend for the financial year. Further, no amount is proposed to be transferred to general reserve.

4. SHARE CAPITAL

As on 31st March 2024, the authorized share capital of the company was Rs. 1,00,000/- divided into 10,000 Equity Shares of Rs. 10/- each and paid-up share capital of the company is Rs. 1,00,000/- divided into 10,000 Equity Shares of Rs. 10/- each. Further, during the financial year 2023-24, there were no changes in the capital structure of the company.

The authorized capital of the Company stood increased to Rs. 15,00,00,000/- (Rupees Fifteen Crore Only) divided into 1,50,00,000 (One Crore Fifty Lakh Only) Equity Shares of Rs. 10/- (Rupees Ten only) based on approval of the members at their meeting dated 22nd August 2024.

5. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

There was no unpaid/ unclaimed dividend or shares associated with them and hence the provisions of Section 125 of the Companies Act, 2013 do not apply to the Company.

6. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

Your directors are happy to inform that long term strategy formed by your management has been rewarding the Companys yearly growth. The management of the company is confident that the Company would yield progressive returns during the upcoming financial years.

7. EXTRACT OF ANNUAL RETURN

The Company have commercial website for business purposes but does not maintain any website. The extracts of annual return pursuant to the provisions of Section 92 read with Rule 12 of the Companies (Management and administration) Rules, 2014 is attached in to extent same can be filled up with this report.

8. CHANGE IN THE NAME AND NATURE OF BUSINESS:

The name of the Company has not changed from its incorporation. Further, there is no change in the nature of the business of the Company during the period under review.

The Company is proposing to convert itself to the public limited company and consequent to such approval name of the Company would change with deletion of word Private. On approval of the conversion the name would stand changed to "LGT BUSINESS CONNEXTIONS LIMITED".

9. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statement relate to and till the date of this report.

10. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The Company is not an industrial enterprise and hence the consumption of energy is very nominal in its operations and its technology absorption requirement are nominal and hence no reporting is being provided in relation to them as per Section 134(3) (m) of the Companies Act, 2013.

During the financial Year 2023-24, the company has foreign exchange inflow of Rs. 4,35,64,869.23 and foreign exchange outflow of Rs. 16,20,17,491.

11. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The provisions of the corporate social responsibility as prescribed under Section 135 is not applicable to the Company.

12. LOANS, GUARANTEES OR INVESTMENTS

The Company has not made any loan or provided guarantees or made investments during the financial year, which requires reporting as per provision of Section 186 of the Companies Act, 2013.

13. CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

No new contract has been entered with the related parties during the financial year 2023-24. All the contract or arrangements of the Company with related parties are on arms length basis and are in ordinary course of business and outside the provisions of sub-section (1) of section 188 of the Companies Act, 2013. Details of the RPT under arms length basis and in ordinary course of business is provided in part 2 of Form No. AOC 2, which has been annexed as Annexure - I. Further, details of the related party transaction are provided in Note 27 of the Audited Financial Statement and would be deemed to be part of Board Report.

14. QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS BY THE AUDITORS

There are no qualifications, reservations or adverse remarks made by the Statutory Auditors in their report apart from observation under paragraph 2(h)(vi) of their report that the Company has not maintained audit trial throughout the financial year 2023-24 in the accounting software and hence the reporting on tampering of audit trial cannot be made. Board has taken note of the amendment bought in from the financial year 2023-24, however, due to absence of the appropriate compatible software, it could not implement the same. Board will implement the same asap. The provisions relating to Secretarial Audit Report is not applicable to the Company.

15. DIRECTORS REMUNERATION

Mr. Wilfred Selvaraj, Managing Director of the company was paid a remuneration of Rs. 88,70,000/- during the financial year.

16. BOARD MEETINGS AND GENERAL MEETINGS

The Board of Directors met ten (10) time during the financial year under review. Board Meetings were held on 10th May 2023, 18th May 2023, 4th August 2023, 30th August 2023, 4th September 2023, 26th October 2023, 25th November 2023, 11th December 2023, 8th January 2024 and 20th January 2024. Company had only two directors and both directors attended all the meeting of Board.

The Company held its last Annual General Meeting on 30th September 2023. Company proposes to hold its Annual General Meeting on 27th September 2024.

17. SECRETARIAL STANDARD

The company has duly complied with the Secretarial Standards issued by the Institute of Company Secretaries of India on Board Meetings and General Meetings.

18. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint venture or Associate Company.

19. DEPOSITS

The Company has neither accepted nor renewed any deposits during the year under review.

20. DIRECTORS & KEY MANAGERIAL PERSONEEL

During the financial year under review, no change took place in the composition of board of directors. Presently Board consists of two directors, namely, Mr. Wilfred Selvaraj, Managing Director and Ms. Wilfred Padma, Director.

Mr. Ashley Wilfred is proposed to appointed as Non-Executive Director of the Company w.e.f 27th September 2024. The same is subject to approval of the members at the ensuing Annual General Meeting.

The provision regarding Key Managerial Personnel is not applicable to your Company.

21. STATUTORY AUDITORS

Your directors mentioned that M/S S.R. & M.R. Associates, Chartered Accountants, Chennai bearing Firm Reg. No. 008094S is proposed to be appointed as Statutory Auditors of the company for the financial year 2024-25 and to hold the office till the conclusion of next Annual General Meeting of financial year 2025 at a fee as may be decided/ agreed between Auditors and the Board/ Management. The Board has approved the appointment and same is subject to approval of members at the Annual General Meeting.

The appointment is being made due to casual vacancy created owing to the resignation of M/S NRG Associates, Chartered Accountants, who were appointed as Statutory Auditors the financial year 2023-24 to 2027-28.

22. REPORTING OF FRAUDS

The Auditors Report do not contain any qualification or observations. During the year under review, the Statutory Auditors has not reported any instances of frauds committed in the Company by its officers.

23. COST RECORDS AND COST AUDIT

The provisions of Section 148 Companies Act, 2013, in relation to maintenance of cost records is not applicable to the Company and hence provision relating to cost audit is also not applicable to the Company

24. RISK MANAGEMENT POLICY

The Company keeps the Board informed periodically of the significant risks associated with the business of the company and the various risk identification and mitigation processes put in place by the management.

25. AUDIT COMMITTEE AND VIGIL MECHANISM

The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies (Meetings of the Board and its Powers) Rules, 2013 is not applicable to the Company. Hence, constitution of Audit Committee and vigil mechanism is not applicable to the Company.

26. SHARES RELATED DISCLOSURES

During the year, none of the following activity has been carried by the Company:

a. Buy back of securities;

b. Sweat equity issue;

c. Bonus shares issue; and

d. Employees stock option plans.

27. SIGNIFICANT AND MATERIAL ORDERS

During the year under review, there were no significant and/ or material orders passed regulators or courts or tribunals impacting the going concern status and operations in future.

28. PREVENTION OF SEXUAL HARASSMENT

The Company is committed to provide a safe and conducive work environment to its employees. During the year under review, there were no cases were reported pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

29. BOARD EVALUATION

The requirement of the Board evaluation is not applicable to the Company.

30. PARTICULARS OF EMPLOYEE

The requirement of the reporting of the remuneration pursuant to the provisions is not applicable to the Company and no such case of remuneration is required to be reported.

31. INTERNAL FINANCIAL CONTROL

The Company has internal financial control commiserating with the size, scale and complexity of its operations. The Company has taken adequate measure to ensure compliance with same.

32. DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby confirms that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis; and

(e) the directors had devised proper systems to ensure compliance with the provision applicable laws and that such systems were adequate and operating effectively/

33. ACKNOWLEDGEMENTS

Your directors place on records their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companys activities during the year under review. Your directors also acknowledge gratefully the shareholders for their support and confidence reposed on your Company.

	By Order of the Board
	For LGT Business Connextions Private Limited
	Wilfred Selvaraj	Wilfred Padma
Date: 26th September 2024	DIN:07562331	DIN:07562343
Place: Chennai	Managing Director	Director