Market Creators Ltd Directors Report

To, The Members

Market Creators Limited

Your Directors are pleased to present their 33^rd Boards Report together with the Audited Financial Statements for the financial year ended on 31^st March, 2025.

FINANCIAL SUMMARY:

(Rs. in Lakhs except Earning per Share)

Particulars	Current Year	Previous Year
	(2024-25)	(2023-24)
Revenue from Operation	708.72	665.83
Other Income	148.73	131.56
Total Revenue	857.45	797.38
Less: Expenses excluding Depreciation	827.54	790.19
Profit before Depreciation and Tax	833.72	7.19
Less: Depreciation	6.18	6.05
Profit before Tax	23.72	1.14
Less: Provision for Taxation (Including Deferred Tax)	0.67	1.17
Less: Prior period adjustments	3.62	3.20
Profit after Tax and Exceptional items	19.44	(3.23)
Earnings per Share (Rs.)	0.19	(0.03)

PERFORMANCE OF THE COMPANY

Companys revenue from operations for the financial year amounted to Rs. 708.72 lakhs as against previous years revenue from operations of Rs. 665.83 lakhs. The Profit before exceptional items and tax is Rs. 23.72 lakhsas against Rs. 1.14 Lakhs of last Year. Profit for the year is Rs. 19.44 Lakhs as against (Rs. 3.23) Lakhs of last year.

DIVIDEND

The Board of Directors has not recommended any dividend on the Equity Shares of the Company during the year under review.

SHARE CAPITAL

There was no change under the Share Capital during the year under review as the Company has not issued any shares including Equity Shares, Shares with Differential Voting Rights, Stock Options, Sweat Equity, etc. The Company has not bought back any equity shares during the year 2024-25.

NATURE OF BUSINESS

There was no change in the nature of business during the Financial Year under review.

DEPOSITS

During the FY 2024-25, The Company has not accepted deposits from public within the meaning of Section 73 of the Companies Act, 2013 also no unsecured loan accepted from its directors and relative of directors under sub rule 1 clause (C) sub clause (Viii) of rule 2 of Companies (Acceptance of Deposits) Rules 2014.

BOARD EVALUATION

Annual performance evaluation of the Board of Directors, its committees and all the Directors individually were done in accordance with the performance evaluation framework adopted by the Company and a structured questionnaire was prepared after taking into consideration the various aspects of the Boards functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, obligations and governance. The performance evaluation framework sets out the performance parameters as well as the process of the performance evaluation. Pursuant to the provisions of the Companies Act, 2013, a separate Meeting of Independent Directors was held during the year to review

(i) performance of the Non-Independent Directors and the Board of Directors as a whole

(ii) performance of the Board Committees

(iii) performance of the Chairperson of the Company, taking into account the views of Executive Directors and Non-Executive Directors

(iv) assess the quality, quantity and timeliness of flow of information between the Management and the Board of Directors that is necessary for the Board of Directors to effectively and reasonably perform its duties. The Board of Directors expressed satisfaction with the evaluation process.

DIRECTORS RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of its knowledge and ability would like to state that:

1) In the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

2) They had selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true & 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 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 & other irregularities;

(d) They had prepared the Annual Accounts on a going concern basis;

(e) They had laid down Internal Financial Controls to be followed by the Company and such internal financial controls are adequate and are operating effectively;

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

INTERNAL FINANCIAL CONTROLS

The Companies Act, 2013 re-emphasizes the need for an effective Internal Financial Control system in the Company. The system should be designed and operated effectively. Rule 8(5) (viii) of Companies (Accounts) Rules, 2014 requires the information regarding adequacy of Internal Financial Controls with reference to the financial statements to be disclosed in the Boards report. To ensure effective Internal Financial Controls the Company has laid down the following measures:

1. The internal financial control systems are commensurate with the size and nature of its operations.

2. All legal and statutory compliances are ensured on a monthly basis. Non-compliance, if any, is seriously taken by the management and corrective actions are taken immediately. Any amendment is regularly updated by internal as well as external agencies in the system.

3. Approval of all transactions is ensured through a preapproved Delegation of Authority Schedule which is reviewed periodically by the management.

4. The Company follows a robust internal audit process. Transaction audits are conducted regularly to ensure accuracy of financial reporting, safeguard and protection of all the assets. Fixed Asset verification of assets is done on an annual basis. The audit reports for the above audits are compiled and submitted to Board of Directors for review and necessary action.

INFORMATION ABOUT SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANY

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

REPORTING OF FRAUDS BY AUDITORS

During the year under review, neither the statutory auditors nor the secretarial auditor has reported to the Audit Committee, under Section 143 (12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Boards report.

APPOINTMENT OF INDEPENDENT DIRECTORS IN THE BOARD AND DECLARATION UNDER SECTION 149(6) GIVEN BY INDEPENDENT DIRECTORS

The Board of Directors of the Company hereby confirms that all the Independent directors duly appointed by the Company.

All the Independent Directors of the Company have given their declarations stating that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and in the opinion of the Board, the Independent directors meet the said criteria.

The Board is of the opinion that all Independent Directors of the Company possess requisite qualifications, experience, expertise and they hold highest standards of integrity.

During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board /Committee of the Company.

ANNUAL RETURN

As required under Section 92(3) of the Companies Act, 2013, the Company has placed a copy of the annual return on its website and the same is available in the Investors Section on www.sharemart.co.in.

DETAILS OF DIRECTORS APPOINTED/RESIGNED DURING THE YEAR

During the period under review, Mr. Nishant Bipin Ramani and Ms. Kinnari Amal Patel has been appointed as Non-Executive Independent Director of the Company w.e.f. September 3, 2024. Mr. Kirit Dhirajlal Vadalia has been appointed as Non-Executive Independent Director of the Company w.e.f. December 13, 2024.

NUMBER OF MEETINGS OF THE BOARD

The details of Board Meetings convened during the year along with other details of Board Meetings held are given in Corporate Governance Report, which forms the integral part of this Annual Report. The maximum interval between any two meetings did not exceed 120 days, as prescribed in the Companies Act, 2013.

COMMITTEES OF THE BOARD

As on 31^st March, 2025, the Board had three committees viz. the Audit Committee, the Nomination and Remuneration Committee and the Stakeholder Relationship Committee. A majority of the committees consist entirely of independent directors. During the year, all recommendations made by the committees were approved by the Board.

A detailed note on composition of Board and its committees is provided in the Corporate Governance Report.

CORPORATE GOVERNANCE

Corporate Governance refers to a set of systems, procedures and practices which ensures that the company is managed in the best interest of all stakeholders i.e. shareholders, employees, customers and society on general.

Fundamentals of corporate governance include transparency, accountability and independence. Your directors strive to maintain high standards of Corporate Governance in all its interactions with its stakeholders. The Company has complied with the Corporate Governance norms as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The report on Corporate Governance for the year ended 31^st March, 2025, in terms of Regulation 34(3) read with Section C of Schedule V to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Annual Report and annexed as “Annexure I”. The requisite certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance forms part of this Annual Report.

NUMBER OF MEETINGS OF THE BOARD

The Board met Ten (10) times during the Financial Year. The meeting details are provided in the Corporate Governance Report that forms part of this Annual Report. The maximum interval between any two meetings did not exceed 120 days, as prescribed by the Companies Act, 2013.

STATUTORY AUDITORS

The Shareholders at their 33^rd Annual General Meeting (AGM) held on 29^th September, 2025 had approved the appointment of M/s. Shah & Talati, Chartered Accountants, (Firm Registration No. 120183W), Statutory Auditors to hold office for the period of five years from the conclusion of 28^th AGM till the conclusion of 33^rd Annual General Meeting.

M/s. MRNP & Co LLP, Chartered Accountants, Vadodara who are the statutory auditors of the Company, holding office, in accordance with the provisions of the Act up to this Annual General Meeting and from whom necessary consent has been obtained under section 141 of the Companies Act, 2013 are eligible for appointment as required under the provisions of Section 139 of the Companies Act, 2013 and the directors recommend their appointment at the ensuing Annual General Meeting for a period of five years up to the AGM to be held in the year 2030 and at a remuneration as may be decided by the Board. The Company has received the necessary eligibility certificate from the Auditors.

SECRETARIAL AUDITOR

In accordance with 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 Mrs. Heena Patel, Practicing Company Secretary, Vadodara, to conduct the Secretarial Audit of the Company for the year ended March 31, 2025. The Secretarial Auditor has submitted her report which is appended to this Report as Annexure III. Observation mentioned in the report are self-explanatory.

The Auditors certificate confirming compliance with conditions of corporate governance as stipulated under Listing Regulations, for FY:2024-25 is enclosed to the Directors Report.

INTERNAL AUDITOR

The Board of Directors appointed M/s Sahaj & Associates, Chartered Accountant (FRN: 127954W) as the Internal Auditors of the Company for F.Y 2024-25 onwards. The reports of the Internal Auditors are being reviewed by the audit committee from time to time.

COST RECORDS

Pursuant to Section 148 of the Companies Act, 2013 read with The Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit records maintenance is not applicable on the company.

EXPLANATIONS OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There were no qualifications, reservations or adverse remarks made by the Statutory Auditor, there were qualifications, reservations or adverse remarks made by the Secretarial Auditor in her report.

Observations of the Auditors are self-explanatory and do not call for further information.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Act are given in the notes to Financial Statements forming part of the Annual Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188 OF THE COMPAIES ACT, 2013

All the Related Party Transactions that were entered during the financial year 2024-25 were on arms length basis and in the ordinary course of business of the Company. Thus, disclosure in form AOC-2 is not required. Further, there were no materially significant related party transactions entered by the Company during the year with the Promoters, Directors and Key Managerial Personnel which may have a potential conflict with the interest of the Company. The disclosure with related parties is set out in the notes to accounts forming part of the Annual Report. The Company has also adopted a related party transactions policy which is available on the website of the Company.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

During the Financial Year under review, there were no other material changes occurred or material commitments which affected the financial position of the Company except if any separately stated in this Boards Report and except as stated below:

(I). Postal Ballot:

During the year under review, the Board of Directors sought approval of the Shareholders of the Company through Postal Ballot process vide Postal Ballot notice dated 1^st February, 2025 for the Special Business as set out herein below: - Appointment of Mr. Kirit Dhirajlal Vadalia (DIN: 01961973) as a Non-Executive Independent Director. The resolution was passed with requisite majority of the Shareholders on 11th March, 2025 being the e-Voting end date.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURT

There were no material and significant orders passed by the Regulators or Court or Tribunals which can have an impact on the going concern status and its future operations.

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

A. CONSERVATION OF ENERGY: i. the steps taken or impact on conservation of energy: Nil ii. the steps taken by the company for utilizing alternate sources of energy: None iii. the capital investment on energy conservation equipment: Nil

B. TECHNOLOGY ABSORPTION: i. the efforts made towards technology absorption: None ii. the benefits derived like product improvement, cost reduction, product development or import substitution: None iii. in case of imported technology (imported during the last three years reckoned from the beginning of the financial year) a) the details of technology imported: None 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 there ason thereof: N.A. iv. the expenditure incurred on Research and Development: Nil

FOREIGN EXCHANGE EARNINGS AND OUTGO

Foreign Exchange Earning: NIL Foreign Exchange Outgo: NIL

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

The provisions of SEBI Regulations for formation of Risk Management Committee are not applicable to the Company. However, as per section 134 (3) (n) of Companies Act 2013, the company regularly maintains a proper check in normal course of its business regarding risk management.

Your Company has a well-defined risk management framework in place. The risk management framework works at various levels across the Company. These levels form the strategic defense cover of the Companys risk management. The Company has a robust organizational structure for managing and reporting on risks.

The Risk Management process has been established across the Company and is designed to identify, assess and frame a response to threats that affect the achievement of its objectives. Further, it is embedded across all the major functions and revolves around the goals and objectives of the Company.

Currently, the company does not identify any element of risk which may threaten the existence of the company.

FORMAL ANNUAL EVALUATION

Nomination and Remuneration Committee annually evaluates the performance of individual Directors, Committees, and of the Board as a whole in accordance with the formal system adopted by it. Further, the Board also regularly in their meetings held for various purposes evaluates the performance of all the Directors, committees and the Board as a whole.

The Board considers the recommendation made by Nomination and Remuneration Committee in regard to the evaluation of board members and also tries to discharge its duties more effectively. Each Board members contribution, their participation was evaluated and the domain knowledge they bring. They also evaluated the manner in which the information flows between the Board and the Management and the manner in which the board papers and other documents are prepared and furnished.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Since the Companys net worth does not exceed Rs. 500 crores or Companys turnover does not exceed Rs. 1,000 crores or the Companys net profit does not exceed Rs. 5 crore for any financial year, the provisions of section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility activities are not applicable to the Company.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177(9) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company has established vigil mechanism/Whistle Blower Policy for Directors and employees of the Company to report genuine concerns regarding unethical behaviour, actual or suspected fraud or violation of the Companys code of conduct and ethics Policy. The said mechanism also provides for direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases.

The Board of Directors of the Company frequently reviews the vigil mechanism/whistle blower policy in order to ensure adequate safeguards to employees and Directors against victimization. The said policy is also available on the website of the Company at https://www.sharemart.co.in .

OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

Your Company is committed to provide a healthy environment to all employees that enable them to work without the fear of prejudice and gender bias. Your Company has in place a Prevention of Sexual Harassment (POSH)

Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Your Company through this policy has constituted Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and your Company has complied with its provisions.

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (‘Act) and Rules made thereunder, Company has assigned the responsibilities to Internal Committee.

The details of Complaint pertaining to sexual harassment are provided as under:

Number of complaints of sexual harassment received in the year	NIL
Number of complaints disposed off during the year	NIL
Number of cases pending for more than ninety days	NIL

During the year under review, your Company has not received any complaint pertaining to sexual harassment

INSOLVENCY AND BANKRUPTCY CODE:

During the Financial year ended on March 31, 2025, there is no application made or any proceeding pending under the Insolvency and Bankruptcy code, 2016.

DISCLOSURE IN RESPECT OF SCHEME FORMULATED UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

The Company has not formulated any scheme in terms of Section 67(3) of the Companies Act, 2013.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is presented in a separate section and forming part of this Annual Report annexed as “Annexure II”.

COMPLIANCE WITH THE PROVISIONS OF SECRETARIAL STANDARD:

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively. The Company confirms Compliance with the applicable requirements of Secretarial Standards 1 and 2.

SHARE TRANSFER SYSTEM:

The Companys investor services are handled by MUFG Intime India Private Limited (Formally known as LinkIntime India Private Limited) who is the Companys RTA. Pursuant to SEBI press release dated December 3, 2018, except in case of transmission or transposition of securities, requests for effecting transfer of securities after April 1, 2019, shall not be processed by the Company unless these curities are held in the dematerialized form with a depository.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY

Internal Financial Controls are an integral part of the management process addressing financial and financial reporting risks. The internal financial controls have been embedded in the business processes. Such internal financial controls encompass policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of business, including adherence to its policies, safeguarding of its assets, prevention and detection of frauds and errors, the accuracy and completeness of accounting records and the timely preparation of reliable financial information. Appropriate review and control mechanism are built in place to ensure that such control systems are adequate and are operating effectively.

The board of directors have instituted / put in place a framework of internal financial controls and compliance systems, which is reviewed by the management and the relevant board committees, including the audit committee and independently reviewed by the internal, statutory and secretarial auditors.

SECRETARIAL STANDARDS

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

THE 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.

Not applicable to our Company.

COMPLIANCE CERTIFICATE

The CEO and CFO have certified to the Board with regard to the Financial Statements and other matters as required under Regulation 17(8) read with Part B of Schedule II to the SEBI Listing Regulations.

PARTICULARS OF EMPLOYEES

The information required 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 is given as below:

The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary during the financial year 2024-2025, ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year 2024-2025 and the comparison of remuneration of each Key Managerial Personnel (KMP) against the performance of the Company are as under:

Name of Director/ KMP and Designation	% increase/decrease (-) in Remuneration in the Financial Year 2024-2025	Ratio of remuneration of each Director / to median remuneration of employees
1. Mr. Kalpesh Jayantilal Shah Whole Time Director And CEO	0%	2:1
2. Mr. Jayantilal Harkisondas Shah Chief Financial Officer and Director	0%	2:1
3 Mrs. Neela Jayantilal Shah Director	0%	1:1
4 Mr. Rashmikant Gajendraprasad Acharya Whole-time Director	0%	1:1
5. Ms. Shivangi Johari, (w.e.f 31st July 2024) Company Secretary	0%	1:1

Note: Independent Directors are paid only sitting fees and hence not included in the above table. ii) The median remuneration of employees of the Company during the financial year was Rs. 400956/-.

iii) In the financial year, there was no change in the median remuneration of employees;

iv) There were 34 permanent employees on the rolls of Company as on March 31, 2025.

v) There was no change in Average percentage in the salaries of employees other than the managerial personnel in the last financial year i.e. 2023-2024 and 2024-25

vi) Remuneration paid is as per the Remuneration Policy for Directors, Key Managerial Personnel and other Employees.

None of the Directors of the Company are in receipt of any commission from the Company.

Name of Employee	Salary in Rs. (per month)	Designation	Age	Qualification	Experience (in years)	Date of joining	Last Employment
1 Kamlesh A.Bhagat	53,511	Head Accounts	50	MCOM	23	20/05/2002	Jhaveri Securities Pvt. Ltd
2 Prashant B. Kulkarni	52,336	RMS	62	MCOM	6	01/08/2019	Aditya Birla Capital Limited
3 Vaishali K. Shah	48,561	Executive Officer	53	Engineer	7 Month	01/09/2024	--
4 Deepika Raj Acharya	45,338	Executive Officer	41	GRADUATE	5	01/10/2021	--
5 Ankitkumar Rathod	44,000	IT Head	31	BCA	3	01/09/2022	Shree Accutate Infotech
6 Dilip H. Awatramani	42,886	HEAD-A/c Opening	44	BCOM	21	06/01/2004	--
7 Jagadish H Bhagat	42,075	Accounts Assistant	40	INTER CA	9	22/07/2016	Panache Greentech Solutions Pvt Ltd
8 Bina Rahul More	39,983	Assistant Backoffice	48	BSC	17	05/01/2008	--
9 N Jagan	33,920	Assitant Manager	46	Diploma in computer electronics	16	09/09/2009	Belair Enterprise
10 Hitesh R. Rana	33,818	Dealer & RMs	50	BCOM	6	01/08/2019	Naresh Panday Stock Broker

FAMILIARIZATION POLICY

The Company has an orientation process/familiarization programme for its independent directors with emphasis on: Roles, Rights and Responsibilities - Board dynamics & functions Strategy, Operations and functions of the Company

As a process when a new independent director is appointed, a familiarization programme is conducted by the senior management team and also whenever a new member is appointed to a Board Committee, information relevant to the functioning of the Committee and the role and responsibility of Committee members is informed.

The Independent Directors have attended such orientation process/ familiarization programme. The Board and Committee meetings of the Company are held at least on a quarterly basis and members of the Board meet key functional/business heads separately to get themselves more familiarized with the business/operations and challenges faced by the industry on an ongoing basis.

The details of training and familiarization program conducted during the year are provided on the website of the Company at www.sharemart.co.in.

COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:

The Company affirms that it is in full compliance with the provisions of the Maternity Benefit Act, 1961, as amended from time to time. The Company is committed to fostering a supportive and inclusive work environment, and ensures that all relevant policies and practices are regularly reviewed and aligned with the applicable statutory requirements.

THE 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:

Not Applicable

CODE OF CONDUCT

The Board of Directors has laid down the code of conduct for all Board Members and members of the senior Management of the Company.The members of the board and senior management personnel have affirmed the compliance with the Code applicable to them during the year ended 31^st March, 2025. The Annual Report contains declaration to this effect signed by Mr. Kalpesh Shah, Director and Chief Executive Officer of the Company.

ACKNOWLEDGMENTS

The Board expresses its sincere gratitude for the continued support and guidance received by the Company from the Securities and Exchange Board of India, the Stock Exchanges and other government and regulatory agencies. The Board would like to acknowledge the continued support of its bankers, registrars, vendors, clients and investors. The Directors also wish to place on record their gratitude and appreciation of the employees hard work, dedication, teamwork and professionalism which has made the phenomenal growth possible year after year.

For and on behalf of the Board

For Market Creators Limited

Dr. Jayantilal H. Shah

Chairman

DIN: 00051917

Date: 01.09.2025

Place: Vadodara