Mafia Trends Director Discussions


To,

The Members,

Mafia Trends Limited,

Ahemdabad

Your directors have pleasure in presenting the 7th Annual Report of the Company together with the Audited Statements of Accounts for the year ended March 31, 2023.

1. FINANCIAL RESULTS:

The Companys financial performance for the year under review along with previous years figures is given hereunder

(Rounded off in Lakhs.)

PARTICULARS

FOR THE YEAR ENDED ON 31.03.2023 FOR THE YEAR ENDED ON 31.03.2022

Net Income from Business Operations

768.34 715.28

Other Income

2.32 0

Total Income

770.66 715.28

Total Expenses except depreciation and tax

737.90 609.20

Profit / (loss) before depreciation & tax

32.76 106.08

Less Depreciation

0.94 0.50

Profit before Tax

31.82 105.58

Prior Period Items

0 0.43

Profit before Tax

31.82 106.01

Less Tax Expenses:

11.26 31.70

Net Profit after Tax

20.56 74.31

2. STATE OF AFFAIRS:

The Company is engaged in the business of marketing and selling of Mens fashion which includes Apparels such as Jeans, T-shirts, Shirts, Chinos, Formal trousers and Formal shirts. There has been no change in the business of the Company during the financial year ended 31st March, 2023.

The highlights of the Companys performance are as under:

i. Revenue from operations for the year ended on 31st March 2023 and 31st March, 2022 is Rs. 768.34 Lakhs and Rs. 715.28 Lakhs respectively.

ii. Other incomes for the year ended for the year ended on 31st March 2023 and 31st March, 2022 is Rs. 2.32 Lakhs and Nil respectively.

iii. Net profit for the year ended for the year ended on 31st March 2023 and 31st March, 2022 is Rs. 20.56 Lakhs and Rs. 74.31 Lakhs respectively.

3. SHARE CAPITAL:

As on 31st March, 2023, the paid-up Equity Share capital of the Company is Rs 4,43,35,500/-

(Rupees Four Crore Forty-Three Lakhs Thirty-Five Thousand and Five Hundred) divided into 44,33,550 (Forty-Four Lakhs Thirty-Three Thousand Five Hundred and Fifty) equity shares each having face value of Rs. 10/- (Ten). During the year. the company has issued 12,84,000 equity shares via Initial Public Offer.

4. DIVIDEND:

The Board of Directors do not recommend any dividend and the entire amount of profits is transferred to the Reserves of the company.

5. RESERVES:

The Company transfers the entire profits of Rs. 20.56/- Lakhs to the Reserves of the Company.

6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND:

During the year, no amount of unclaimed dividend has been transferred to IEPF.

7. DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATE COMPANIES:

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

8. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which these financial statements relate on the date of this report except:

a) There were changes in Board of Directors and Key Managerial Personnel of the Company as mentioned below:

Name of the Person

Date of Change Effective Designation before change Effective Designation after change Nature of Change

Amit Rameshbhai Uttamchandani

17 th August, 2023 NA Additional

Independent

Director

Appointment

Parimal Suryakant Patwa

17th August, 2023 NA Additional

Independent

Director

Appointment

Nehal Hareshbhai Kothari

17th August, 2023 NA Company Secretary and Compliance Officer Appointment

Shashank Poddar

07th June, 2023 Company Secretary and Compliance officer NA Resignation

Pankaj Baid

10th May, 2023 Independent

Director

NA Resignation

Rajendra Singh Rajpurohit

08th May, 2023 NA CFO Appointment

Harsh Singrodia

08th May, 2023 Independent NA Resignation
Director

Nikundra Harjibhai Desai

28th April, 2023 CFO NA Resignation

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

The information pertaining to conservation of energy, technology absorption, Foreign exchange Earnings and outgo as required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are annexed as Annexure "A".

10. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY:

The Company has developed and implemented a risk management policy which identifies major risks which may threaten the existence of the Company. The same has also been adopted by your Board and is also subject to its review from time to time. Risk mitigation process and measures have been also formulated and clearly spelled out in the said policy. The Risk Management Policy has been uploaded on the website of the Company at http://www.mafiastores.com/

11. CORPORATE SOCIAL RESPONSIBILITY (CSR):

The provisions of section 135 of the companies act, 2013 are not applicable to the company considering the net worth, turnover and net profit of the company.

12. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

There were no guarantees provided or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review. However certain loans were provided by the company during the year under review.

13. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has adequate system of internal control to safeguard and protect from loss, unauthorized use or disposition of its assets. All the transactions are properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting financial statements.

The internal auditor of the company M/s Umiya Consultancy, checks and verifies the internal control and monitors them in accordance with policy adopted by the company. The Company continues to ensure proper and adequate systems and procedures commensurate with its size and nature of its business.

14. STATUTORY AUDITORS:

The Auditor, M/s. Piyush Kothari & Associates., Chartered Accountants, (FRN: 140711W) is appointed as Statutory Auditor of the Company to hold office from the conclusion of the 4th Annual General Meeting of the company till the conclusion of 9th AGM of the company i.e., for a term of five years.

Further the observations of the Statutory Auditors, when read together with the relevant notes to the accounts and accounting policies are self-explanatory and do not call for any further comment.

15. STATUTORY AUDITORS REPORT & OBSERVATIONS:

The report of the Statutory Auditors of the Company is annexed herewith.

The auditors have not reported any frauds under sub section 12 of section 143 other than those which are reportable to the Central Government.

There are no qualifications, reservations or adverse remarks made by the Statutory Auditor.

16. AUDIT COMMITTEE AND VIGIL MECHANISM:

The Audit Committee as on 31.03.2023 comprises of:

Mr. Pankaj Baid

: Chairperson

Mr. Harsh Singrodia

: Member

Ms. Divya Thakor

: Member

During the year (8) Eight Audit Committee Meetings were held. In pursuance of the provisions of section 177(9) & (10) of the Companies Act, 2013 and Regulation 18 of SEBI(LODR) Regulations, 2015, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at http://www.mafiastores.com/

The functioning of the Whistle Blower mechanism is reviewed by the Audit Committee on regular basis.

17. ANNUAL RETURN:

The Annual Return pursuant to the provisions of Section 92 has been placed at website of the Company at http://www.mafiastores.com/

18. SECRETARIAL AUDITOR:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Aanal Mehta & Associates, Practicing Company Secretaries, Ahmedabad to undertake the Secretarial Audit of the Company.

19. SECRETARIAL AUDIT REPORT & OBSERVATIONS:

The Secretarial Audit Report of Secretarial Auditor is annexed herewith as Annexure "B".

There are no qualifications, reservations or adverse remarks made by the Secretarial Auditor except:

1) The company has made delay in recording entries in the SDD Software during the year under the review.

Explanation: The Company will take care not to repeat such non-compliances.

2) The company has filed the certificate under Regulation 7(3) of SEBI (LODR) Regulations, 2015 for the year ended 31st March, 2023 to the stock exchange beyond the prescribed time limit.

Explanation: The Company will take care not to repeat such non-compliances.

20. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW:

11 (Eleven) Board Meetings were held during the financial year ended 31stMarch, 2023 on the following dates:

Sr. No.

Date of meeting Total Directors Directors Present

1.

05-04-2022 4 4

2.

09-05-2022 5 5

3.

11-05-2022 5 5

4.

12-05-2022 5 5

5.

27-06-2022 5 5

6.

30-07-2022 5 5

7.

04-08-2022 5 5

8.

02-09-2022 5 5

9.

14-11-2022 5 5

10.

01-01-2023 5 5

11.

31-03-2023 5 5

21. DIRECTOR RESPOSNSIBILITY STATEMENT:

Your directors wish to inform that the Audited Accounts containing financial statements for the financial year 2022-23 are in full conformity with the requirements of the Companies Act, 2013. They believe that the financial statement reflects fairly, the form and substance of transactions carried out during the year and reasonably present the Companys financial condition and results of operations.

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submits its responsibility statement:

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 laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

22. DEPOSITS:

The company has not invited, accepted or renewed any deposit within the meaning of Chapter V other than exempted deposit as prescribed under the provisions of the Company Act, 2013 and the rules framed thereunder, as amended from time to time. Hence there are no particulars to report about the deposit falling under Rule 8(5)(v) and (vi) of the Companies (Accounts) Rules, 2014.

23. DIRECTORS / KEY MANAGERIAL PERSONNEL:

a. RETIREMENT BY ROTATION:

In accordance with the provisions of the Companies Act, 2013 and in terms of the Memorandum and Articles of Association of the Company, Mr. Mahendra Singh (DIN: 07684132), Whole-time Director shall retire by rotation in the ensuing Annual General Meeting and being eligible for reappointment has offered his candidature for director.

b. CHANGES IN BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL:

Following changes were occurred during the year in the composition of board of directors and Key Managerial Personnel:

Sr Name of Director& KMP

Designation on effective date Effective date of change Nature of change

1 Divya Savjibhai Thakor

Non-Executive

Director

05/04/2022 Appointment

2 Abita Kanwar

Non-Executive

Director

04/04/2022 Resignation

3 Nikundra Harjibhai Desai

Chief Financial Officer 05/04/2023 Appointment

c. BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, had adopted a formal mechanism for evaluating its own performance and as well as that of its committee and individual Directors, including the chairperson of the Board. The Exercise was carried out through a structured evaluation process covering the various aspects of the Boards functioning such as composition of board & committees, experience & competencies, performance of specific duties & obligations, governance issues etc.

The evaluation of the independent Directors was carried out by Board, except the independent Director being evaluated and the chairperson and the non-independent Directors were carried out by the independent Directors.

d. REMUNERATION POLICY:

The Board has on the recommendation of the Nomination & Remuneration Committee, formulated criteria for determining, qualifications, positive attributes and independence of a director and also a policy for remuneration of directors, key managerial personnel and senior management. The policy is available at the website of company at http://www.mafiastores.com/

e. DECLARATION BY INDEPENDENT DIRECTORS:

The Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 so as to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules.

24. PARTICULARS OF CONTRACTS WITH RELATED PARTIES:

All related party transactions that were entered into during the financial year ended 31st March, 2023 were on an arms length basis and were in the ordinary course of business. The details of the related party transactions as per The Companies Act, 2013 are disclosed under Annexure- "C" which is annexed to this Boards Report. There are no materially significant related party transactions during the year under review made by the Company with Promoters, Directors, or other designated persons which may have a potential conflict with the interest of the Company at large.

Further, the related party transactions other than those considered in The Companies Act, 2013 are disclosed in the Audited Financial Statements.

25. CORPORATE GOVERNANCE:

Provisions relating to Corporate Governance Report under Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable to SME listed Company pursuant to Regulation 15 under Chapter IV of SEBI (LODR) Regulations, 2015 hence the same has not been annexed to the Boards Report.

26. MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and Analysis Report is appended as Annexure "D" to this Report.

27. PARTICULARS OF EMPLOYEES:

Disclosure under the provisions of Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

a) The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year.

1 Mr. Rajendra Singh Rajpurohit

6.79:1

2 Mr. Mahendra Singh

7.41:1

3 Mr. Pankaj Baid

0.37:1

4 Mr. Harsh Singrodia

0.22:1

b) The percentage increase in the remuneration of each director, Chief Executive Officer, Chief Financial Officer and Company Secretary, if any in the financial year.

Sr. Name

Designation % Increase

1 Mr. Rajendra Singh Rajpurohit

Director & CFO Nil

2 Mr. Mahendra Singh

Managing Director Nil

3 Mr. Pankaj Baid

Independent Director Nil

4 Mr. Harsh Singrodia

Independent Director Nil

5 Ms. Abita Kanwar

Independent Director Nil

6. Mr. Nikundra Harjibhai Desai

CFO Nil

7. Shashank Poddar

CS Nil

c) The percentage increase in the median remuneration of employees in the financial year.

- Median Remuneration of employees is reduced by 3.85 % during the F.Y. 2022-23.

d) The number of permanent employees on the rolls of the Company as on 31.03.2023.

- 23 (Twenty-Three)

e) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration.

- No increments were there.

f) Affirmation that the remuneration is as per the remuneration policy of the company.

- The Companys remuneration policy is driven by the success of the Company during the year under review. The Company affirms that the remuneration is as per remuneration policy of the Company.

g) The names of the top ten employees in terms of remuneration drawn:

Mr. Mahendra Singh

Mr. Rajendra Singh Rajpurohit Mr. Jeetu

Mr. Ravi Rajpurohit Mr. Sudharshan Mr. Harish Mr. Chintu Mr. Ashok Mr. Jogendra Mr. Chandan

h) The name of every employee, who:

1. ) Employed throughout the financial year, was in receipt of remuneration for that year which, in the aggregate, was not less than One Crore and Two Lakh Rupees: 0

2. ) Employed for a part of the financial year, was in receipt of remuneration for any part of that year, at a rate which, in the aggregate, was not less than Eight Lakh and Fifty Thousand Rupees per month: 0

3. ) Employed throughout the financial year or part thereof, was in receipt of remuneration in that year which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the managing director or whole-time director or manager and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the company: 0

28. COST AUDITORS:

The section 148 read with Companies (Audit & Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013 are not applicable to the Company Hence, the Board of Directors of your company had not appointed Cost Auditor for obtaining Cost Compliance Report of the company for the financial year 2022-23.

29. DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT:

a. aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year: Nil

b. number of shareholders who approached listed entity for transfer of shares from suspense account during the year: Nil

c. number of shareholders to whom share were transferred from suspense account during the year: Nil

d. aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year: Nil

e. voting rights on shares which remain frozen till the rightful owner of such shares claims the shares: Nil

30. COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS:

The Company has complied with the provisions of Secretarial Standards (I & II) issued by the Institute of Company Secretaries of India and approved by the Central Government under section 118(10) of the Companies Act, 2013.

31. PREVENTION OF INSIDER TRADING:

Your company has adopted the "Code of Conduct on Prohibition of insider trading "and "Code of Conduct for Directors and Senior Management Personnel" for regulating the dissemination of Unpublished Price Sensitive Information and trading in security by insiders.

32. INDUSTRIAL RELATIONS (HUMAN RESOURCES):

During the period under review, the personal and industrial relations with the employees remained cordial in all respects. The management has always carried out systematic appraisal of performance and imparted training at periodic intervals. The Company recognizes talent and has judiciously followed the principle of rewarding performance.

33. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

The Company is committed to provide a safe and conducive work environment to its employees during the year under review. The company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of women at the workplace (Prevention, Prohibition & Redressal) Act, 2013.

Your directors further state that during the year under review, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

34. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:

There were no applications which are made by or against the company under The Insolvency and Bankruptcy Code, 2016 during the year.

35. 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 Companies activities during the year under review. Your directors also acknowledge gratefully the shareholders for their support and confidence reposed on your Company.

Date: September 05, 2023

Place: Ahmedabad FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/- Sd/-

Rajendra Rajpurohit Mahendra Singh

Managing Director & CFO Wholetime Director DIN:07684092 DIN:07684132

"Annexure A"

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION,

FOREIGN EXCHANGE EARNINGS AND OUTGO

(Particulars pursuant to the Companies (Accounts) Rules, 2014)

CONSERVATION OF ENERGY

¦ We continue to strengthen our energy conservation efforts. Interalia the following steps have been taken to reduce energy consumption:

• Use of energy efficient devices/motors for running of machineries.

• Standardization of utility pipelines leading to optimum utilization.

¦ The process is ongoing and the Engineering team is working on various measures to conserve this scarce resource.

RESEARCH & DEVELOPMENT

¦ The Company continued its efforts in the area of improvement of quality/process cycle/ product design.

¦ We continue to focus on product and process improvement and collaborate with product vendors to co-create business solutions on customer specific themes.

TECHNOLOGY ABSORPTION

¦ Continuous efforts are made with an Objective to achieve productivity, reduction in production cost, reduction in down time for maintenance and curtailment of maintenance cost.

¦ Various Efforts are made towards technology absorption, adaptation and innovation.

FOREIGN EXCHANGE EARNING AND OUTGO

¦ Not applicable as no foreign currency transaction is occurred during the year under review.

Date: September 05, 2023

Place: Ahmedabad FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Sd/-

Rajendra Rajpurohit Managing Director & CFO DIN:07684092

Sd/-

Mahendra Singh Wholetime Director DIN:07684132

Annexure-B

SECRETARIAL AUDIT REPORT FOR THE FINANICAL YEAR ENDED ON 31st MARCH, 2023 [Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

To,

The Members,

Mafia Trends Limited

1,Prabhu Kutir Complex,

Sandesh Press Road, Vastrapur Ahmedabad 380015 Gujarat

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Mafia Trends Limited (CIN: U51909GJ2017PLC095649) (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by the company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, We hereby report that in our opinion, the company has, during the audit period covering the financial year ended on 31st March, 2023 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on 31st March, 2023 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI Act):

a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;

b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; (During the year under the review, the company has issued 12,84,000 via Initial Public Offer)

d) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; (Not Applicable to the Company during the Audit Period)

e) The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; (Not Applicable to the Company during the Audit Period)

f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client;

g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021; (Not Applicable to the Company during the Audit Period); and

h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018; (Not Applicable to the Company during the Audit Period)

(v) We have relied on the representation made by the Company, its Officers and on the reports given by designated professionals for systems and processes formed by the Company to monitor and ensure compliances under other applicable Acts, Laws and Regulations to the Company.

(vi) As declared by the Management, at present there is no law which is specifically applicable to the Company.

We have also examined compliance with the applicable clauses of the following:

(i) Secretarial Standards issued by The Institute of Company Secretaries of India.

(ii) The Listing Agreements entered into by the Company with Stock Exchanges read with Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above except:

1) The company has filed the certificate under Regulation 7(3) of The SEBI (LODR) Regulations, 2015 for the year ended 31st March, 2023 to the stock exchange beyond the prescribed time limit.

2) The company has made delay in recording entries in the SDD Software during the year under the review.

We further report that:

Board of Directors of the Company is duly constituted with proper balance of Executive Directors, NonExecutive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

All decisions in the Board are carried through, while the dissenting members views, if any, are captured and recorded as part of the minutes.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the Audit period the Company has no specific events/actions having a major bearing on the Companies Affairs in pursuant of the above referred Laws, Rules, Regulations, Guidelines, Standards etc.

Place: Ahmedabad Date: September 05, 2023

For, Aanal Mehta & Associates

Company Secretaries

Sd/-

Aanal Mehta

Proprietor

ACS No.: 61893

C.P. No.: 23096

Peer Review No.: 2664/2022

UDIN: A061893E000947371

To,

The Members,

Mafia Trends Limited

1,Prabhu Kutir Complex,

Sandesh Press Road, Vastrapur Ahmedabad 380015 Gujarat

Our report of even date is to be read along with this letter.

1) Maintenance of secretarial record is the responsibility of the management of the company. Our responsibility is to express an opinion on these secretarial records based on our audit.

2) We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3) We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.

4) Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happenings of events etc.

5) The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.

6) The secretarial Audit report is neither an assurance as to the future viability of the company nor of the efficiency or effectiveness with which the management has conducted the affairs of the company.

Place: Ahmedabad For, Aanal Mehta & Associates

Date: September 05, 2023 Company Secretaries

Sd/-

Aanal Mehta

Proprietor

ACS No.: 61893

C.P. No.: 23096

Peer Review No.: 2664/2022

UDIN: A061893E000947371

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

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)

1. Details of contracts or arrangements or transactions not at arms length basis

Name(s) of the related party and nature of relationship

Nature of contracts/arrangements/transactions Duration of the

contracts/arrangements/transactions

Salient terms of the contracts or arrangements or transactions including the value, if any Justification for entering into such contracts or arrangements or transactions date(s) of approval by the Board Amount paid as advances, if any: Date on which the special resolution was passed in general meeting

Not Applicable

2. Details of material contracts or arrangement or transactions at arms length basis

Name(s) of the related party

Nature of Relationship Nature of contracts/arrangements/transactions Duration of the contracts/arrangements/transactions Salient terms of the contracts or arrangements or transactions including the value, if any Justification for entering into such contracts or arrangements or transactions date(s) of approval by the Board Amount paid as advances, if any:

Harvey London

Proprietorship Concern of Relative of Director Purchase N.A. 65.56 day to day Business 05.04.2022 No

Date: 05/09/2023 FOR AND ON BEHALF OF THE BOARD OF DIRECTORS

Place: Ahmedabad MAFIA TRENDS LIMITED

Sd/- Sd/-

RAJENDRA SINGH RAJPUROHIT MAHENDRA SINGH

MANAGING DIRECTOR & CFO WHOLETIME DIRECTOR

DIN:07684092 DIN: 07684132