Net Pix Shorts Digital Media Ltd Directors Report

Dear Members,

Your directors take pleasure in presenting their 6^thAnnual Report on the Business and Operations of the Company and the Accounts for the Financial Year ended 31^st March, 2025 (period under review).

1. FINANCIAL PERFORMANCE OF THE COMPANY:

The summary of the financial performance for the financial year ended March 31, 2025 and the previous financial year ended March 31, 2025 is given below:

Particulars	31st March, 2025	31st March, 2024
Total Income	47.31	52.49
Less: Expenditure	54.40	47.31
Profit (Loss) Before Tax	(7.09)	5.18
Prior year adjustments	0.02	0.00
Provision for Current Tax	0.00	0.00
Provision for Deferred Tax	(3.34)	1.27
Net Loss / Profit after Tax	(3.77)	3.91
Earnings Per Share (FV of Rs. 10/- per share)
1. Basic	(0.12)	0.12
2. Diluted	(0.12)	0.12

2. REVIEW OF OPERATIONS:

The Company has incurred loss of Rs. 3.77 Lakhs only after providing for tax as compare to the profit of Rs. 3.91 Lakhs in the previous year.

3. CASH FLOW AND STANDALONE FINANCIAL STATEMENTS:

As required under regulation 34 of the SEBI (LODR) Regulations, 2015, a Cash Flow Statement forms part of Annual Report.

4. TRANSFER TO RESERVES IN TERMS OF SECTION 134 3) (D) OF THE COMPANIES ACT, 2013:

The Board has decided not to transfer any amount to the Reserves for the year under review.

5. DIVIDEND:

The Board of Directors do not recommend any dividend for the year under review due to retain the profit for business Growth. Further Board of Directors will also ensure you for more better performance and good result in the near future of the Company.

6. SHARE CAPITAL:

The authorized share capital of the company is Rs. 3,35,00,000/- divided into 33,50,000 equity shares of Rs. 10/-. The Paid-up capital of the Company is Rs. 3,20,00,600/- divided into 32,00,060 Equity shares of Rs. 10/-

7. MANAGEMENTS DISCUSSION AND ANALYSIS REPORT:

Managements Discussion and Analysis Report for the year under review, in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "Listing Regulations") is attached as Annexure – II.

8. CHANGE IN NATURE OF BUSINESS, IF ANY:

There has been no change in nature of business of the Company during the F.Yunder review.

9. DISCLOSURES BY DIRECTORS:

The Board of Directors have submitted notice of interest in Form MBP 1 under Section 184(1) as well as intimation by directors in Form DIR 8 under Section 164(2) and declarations as to compliance with the Code of Conduct of the Company.

10. SUBSIDIARY/ JOINT VENTURE/ ASSOCIATE COMPANY:

The Company does nothave any Subsidiary, Joint ventureor an Associate Company.

11. MATERIAL CHANGES AND COMMITMENTS:

There have been no material changes and commitments, which affect the financial position of the Company which have occurred between the end of the F.Y and the date of this Report.

12. CHANGE IN SHARE CAPITAL:

There is no change in Share Capital foryear ended March 31, 2025.

13. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Details of allDirectors/KMP has been mentioned below:

Sr. No.		Date of Appointment		Name of Director		Changes
1		04/09/2025		Danish Zakaria Aghadi* (DIN-05017846)		Managing Director
2		20/06/2019		Nazish Imran Furniturewala (DIN-08294240)		Chief Financial Officer & Director
3		04/09/2025		Sony Adhya Pandey* (DIN-08608227)		Non-Executive Independent Director
4		27/08/2020		Rahul Kishor Dayama* (DIN- 07906447)		Non-Executive Independent Director
5.		14/11/2024		Vijay Anant Chavan $ (DIN- 10806293)		Additional Non-Executive Independent Director
6	20/01/2023		Mr. Pradeep Pandey		Non-Executive Independent Director
			(DIN- 09244493)

* Rahul Kishor Dayama has resigned from the post of Non-Executive Independent Director w.e.f. 13^th November, 2024.

* Danish Zakaria Aghadi has been re-appointed as Managing Director of Company w.e.f. 04^th September, 2025.

* Sony Adhya Pandey has been re-appointed as Non-Executive Independent Director of Company w.e.f. 04^th September, 2025. $ Vijay Anant Chavan has appointed as Additional Non-ExecutiveIndependent Director w.e.f. 14 ^th November, 2024.

(b) Committees of Board of Directors:

Sr. No.	Committee	Director Name
1	Audit Committee	Mr. Vijay Anant Chavan - Non-Executive Independent
		Director- Chairman
		Ms. Sony Pandey- Non-Executive Independent Director
		– Member
		Mr. Danish Zakaria Aghadi - Managing Director –
		Member
2	Nomination & Remuneration	Mr. Vijay Anant Chavan - Non-Executive Independent
	Committee	Director – Chairman
		Ms. Sony Pandey - Non-Executive Independent Director
		-Member
		Ms. Nazish Furniturewala - Executive Director
		– Member
3	Stakeholder Relationship Committee	Ms. Sony Pandey-
		Non-Executive Independent Director - Chairman
		Ms. Nazish Furniturewala - Executive Director – Member
		Mr. Danish Zakaria Aghadi - Managing Director - Member

Rahul Kishor Dayama has resigned from the post of Non-Executive Independent Director w.e.f. 13^thNovember, 2024 .

Vijay Anant Chavan has appointed as Additional Non-Executive Independent Director w.e.f. 14^th November, 2024.

Danish Zakaria Aghadi has been re-appointed as Managing Director of Company w.e.f. 04^th September, 2025.

* Sony Adhya Pandey has been re-appointed as Non-Executive Independent Director of Company w.e.f. 04^th September, 2025.

The Company Secretary ofour Company acts as the Secretary to the Committee.

(c) Retirement by Rotation of the Directors:

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Nazish Imran Furniturewala, Director of the Company, retires by rotation and offers herself for re-appointment .

The brief resume of Nazish Imran Furniturewala, the nature of his expertise in specific functional areas, names of the companies in which he has held directorships, his shareholding etc. are furnished in the Annexure -A to the notice of the ensuing AGM.

(d) Independent Directors

Our Company has received annual declarations from all the Independent Directors of the Company confirming that they meet with the criteria of Independence provided in Section 149(6) of the Companies Act, 2013 and Regulations 16(1)(b) & 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and there has been no change in the circumstances, which may affect their status as Independent Director during the year.

The Independent Directors, 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 Chairman 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 theirduties.

14. BOARD MEETINGS:

The Company held Four meetings of its Board of Directors during the year. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 (the "Act"). Required quorum was present throughout each meeting as per the requirement of the said Act.

15. COMMITTEES OF THE BOARD:

The Company has three committees viz; Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee which has been established as a part of the better Corporate Governance practices and is in compliance with the requirements of the relevant provisions of applicable laws and statutes.

I. Audit Committee:

The Audit Committee of the Company is constituted under the provisions of section 177 of the Companies Act, 2013. Composition of the Committee:

Sr. No.	Name	Designation
1.	Vijay Anant Chavan	Chairman
2.	Sony Adhya Pandey	Member
3.	Danish Zakaria Aghadi	Member

All the recommendation made by the Audit Committee in the financial year 2024-25 was approved by the Board. Meeting of Audit Committee and Relevant Quorum:

The Audit Committee shall meet at least four times in a year and not more than one hundred and twenty days shall elapse between two meetings. The quorum for Audit Committee meeting shall either be two members or one third of the members of the Audit Committee, whichever is greater, with at least two Independent Directors.

The Chairman of the Committee must attend the Annual General Meetings of the Company to provide clarifications on matters relating to the audit.

During the year under review, the Company held 4 (Four) Audit Committee meetings. The Company Secretary acts as the secretary to the Committee.

II. Nomination & Remuneration Committee:

The Nomination & Remuneration Committee of the Company is constituted under the provisions of section 177 of the Companies Act, 2013. Composition of the Committee:

Sr.	Name	Designation
No.
1.	Mr. Vijay Anant Chavan	Chairman
2.	Ms. Sony Adhya Pandey	Member
3.	Ms. Nazish Furniturewala	Member

Meeting of Nomination and Remuneration Committee and Relevant Quorum:

The quorum necessary for a meeting of the Nomination and Remuneration Committee shall be two members or one third of the members, whichever is greater. The Committee is required to meet at least once a year. During the year under review, the Company held 1 (One) Nomination and Remuneration Committee meetings. The Company Secretary acts as the secretary to the Committee.

III. Stakeholder Relationship Committee

The Stakeholder Relationship Committee of the Company is constituted under the provisions of section 177 of the Companies Act, 2013. Composition of the Committee:

Sr.	Name	Designation
No.
1.	Ms. Sony Adhya Pandey	Chairman
2.	Ms. Nazish Furniturewala	Member
3.	Mr. Danish Zakaria Aghadi	Member

Meeting of Stakeholders Relationship Committee and Relevant Quorum:

The Stakeholders Relationship Committee shall meet once in a year. The quorum for a meeting of theStakeholders Relationship Committee shall be two members present.

Dring the year under review, the Company held 1 (one) Stakeholders Relationship Committee meeting. The Company Secretary acts as the secretary to the Committee.

16. BOARD EVALUATION:

The Board of Directors carried out an annual evaluation of the Board itself, its committees and individual Directors. The entire Board carried out performance evaluation of each Independent Director excluding the Independent Director being evaluated. The Nomination Remuneration Committee also carried out evaluation of every directors performance.

The evaluation was done after taking into consideration inputs received from the Directors, setting out parameters of evaluation. Evaluation parameters of the Board and Committees were mainly based on Disclosure of Information, Key functions of the Board and Committees, Responsibilities of the Board and Committees, etc. Evaluation parameters of Individual Directors including the Chairman of the Board and Independent Directors were based on Knowledge to Perform the Role, Time and Level of Participation, Performance of Duties and Level of Oversight and Professional Conduct etc.

Independent Directors in their separate meeting evaluated the performance of Non-Independent Directors, Chairman of the Board and the Board as a whole.

17. CORPORATE SOCIAL RESPONSIBILITY:

The Company does not fall under the criteria laid under the provisions of Section 135 of the Act and rules framed there under. Therefore, the provisions of Corporate Social Responsibility are not applicable to the Company.

18. AUDITORS:

i. Statutory Auditors:

Pursuant to provisions of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014 and as per recommendation of Audit Committee and approval of the Board of Director in their meetings, M/s. B. L. Dasharda & Associates, Chartered Accountants (Firm Registration No. 112615W) has been appointed as Statutory Auditor of Company for the period of 5 years i.e. from F.Y. 2020-21 to 2024-25.

Further the board of directors in the Board Meeting held on September 04, 2025 has approved the reappointment of M/s. B. L. Dasharda & Associates, Chartered Accountants (Firm Registration No. 112615W) as Statutory Auditor of Company for the period of 5 years i.e. from financial year 2025-26 to 2029-30, subject to approval of shareholders in ensuing General Meeting.

Furtherthere is no qualifications, reservations or adverse remarks made by the Statutory Auditor of Company in their Audit Report for the year under review.

ii. Secretarial Auditors:

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 Pimple & Associates, a firm of Company Secretaries in Practice (CP No. 21773), to undertake the Secretarial Audit of the Company for the F.Y. 2024-25. The Secretarial Audit Report for F.Y. 2024-25 is annexed herewith as "Annexure III. iii. Cost Auditor:

Your Company is principally engaged into to carry on in India or elsewhere the business to produce,promote, project, participate, prepare, develop, shoot, expose, edit, exhibit, make, remake, mix, remix, display. Therefore, Section 148 of the Companies Act, 2013 is not applicable to the Company.

iv. Internal Auditor:

The Board of Directors, based on the recommendation of the Audit Committee and pursuant to the provisions of section 138 of the Act read with the Companies (Accounts) Rules, 2014, has appointed M/s SM Bhat & Associates, Chartered Accountants (FRN: 131347W) as the Internal Auditors of your Company for the financial year 2024-2025. The Internal Auditor conducts the internal audit of the functions and operations of the Company and reports to the Audit Committee and Board from time to time.

19. AUDITORS REPORT:

The Auditors Report and Secretarial Auditors Report does not contain any qualifications, reservations or adverse remarks. Report of the Secretarial Auditor is given as an Annexure which forms part of this report.

20. VIGIL MECHANISM:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for Directors and Employees to report genuine concerns has been established.

21. INTERNAL AUDIT & CONTROLS:

Pursuant to provisions of Section 138 read with read with rules made there under, the Board has appointed M/s. SM Bhat & Associates, as an Internal Auditors of the Company to check the internal controls and functioning of the activities and recommend ways of improvement. The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. The Internal Audit is carried out quarterly basis; the report is placed in the Audit Committee Meeting and the Board Meeting for their consideration and direction.

During the year under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls.

22. RISK ASSESSMENT AND MANAGEMENT:

Your Company has been on a continuous basis reviewing and streamlining its various operational and business risks involved in its business as part of its risk management policy. Your Company also takes all efforts to train its employees from time to time to handle and minimize these risks.

23. LISTING WITH STOCK EXCHANGES:

Net Pix Shorts Digital Media Limited is listed on the SME Platform of the BSE Limited. It has paid the Annual Listing Fees for the year 2024-25 to BSE Limited.

24. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company is fully compliant with the applicable Secretarial Standards (SS) viz. SS-1 & SS-2 on Meetings of the Board of Directors and General Meetings respectively.

25. POLICIES AND DISCLOSURE REQUIREMENTS:

In terms of provisions of the Companies Act, 2013 the Company has adopted following policies which are available on its website www.netpixshorts.com

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND

FOREIGN EXCHANGE EARNINGS AND OUTGO:

i. Conservation of Energy

a) The steps taken or impact on conservation of energy - The Operations of the Company are not energy intensive. However, adequate measures have been initiated for conservation of energy.

b) The steps taken by the Company for utilizing alternate source of energy - Company shall consider on adoption of alternate source of energy as and when necessities.

c) The Capital Investment on energy conversation equipment - No Capital Investment yet.

ii. Technology absorption

a) The efforts made towards technology absorption. - Minimum technology required for Business is absorbed.

b) The benefits derived likeproduct improvement, costreduction, product development or import substitution -Not Applicable.

c) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) -Not Applicable. a. the details of technology imported; b. the yearof import; c. whether the technology been fully absorbed; d. if not fully absorbed, areas where absorption has not taken place, and the reasons thereof

iii. The expenditure incurred on Research and Development - NotApplicable.

iv. Details of foreign Exchange Earnings and Outgo.

Sr. No.		Particulars		Current Year 2024-25	Previous Year 2023-24
1		Earning in Foreign Exchange:
		Hosting Charges received in (in lakhs)		0.09	0.17
2		Expenditure in Foreign Currency:
(a)		CIF value of Imports		-	-
(b)	OtherExpenditure		-			-

27. PARTICULARS OF LOANS, INVESTMENTS AND GUARANTEES:

Particulars of loans given, investments made, guarantees given and securities provided are provided in the financial statements.

28. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED

PARTIES:

All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and on an arms length basis. Thus, Disclosure in form AOC-2. Further, during the year, the Company had entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions. All related party transactions are placed before the Audit Committee and Board for approval. The details of the related party transactions as required under Accounting Standard (AS) - 18 are set out in Note to the financial statements forming part of this Annual Report.

29. PREVENTION OF INSIDER TRADING:

In compliance with the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended, the Company has formulated and adopted the revised "Code of Conduct for Prevention of Insider Trading" ("the Insider Trading Code"). The object of the Insider Trading Code is to set framework, rules, and procedures which all concerned persons should follow, while trading in listed or proposed to be listed securities of the Company.

30. DEPOSITS:

Your Company did accept / hold any deposits from public / shareholders / (Inter Corporate Deposits) during the year under review.

31. RELATED PARTY TRANSACTIONS:

All transactions entered into with related parties as defined under the Act during the F.Y. 2024-25 were in the ordinary course of business and on an arms length pricing basis and do not attract the provisions of Section 188 of the Act. There were no materially significant transactions with the related parties during the F.Y which were in conflict with the interest of the Company.

The particulars of the contracts or arrangements entered by the Company with related parties as referred to in Section 134(3)(h) read with section 188(1) of the Act and rules framed thereunder, in the Form No. AOC-2 are annexed and marked as Annexure – I.

32. FRAUD REPORTING:

There have been no frauds reported by the Auditors of the Company to the Audit Committee or the Board of Directors under sub-section (12) of section 143 of the Companies Act, 2013 during the financial year.

33. SIGNIFICANT AND MATERIAL ORDERS:

There are no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and Companys operations in future.

34. OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF

WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

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 and an Internal Complaints Committee has been set up to redress complaints received regarding Sexual Harassment at workplace, with a mechanism of lodging & redress the complaints. All employees (permanent, contractual, temporary, trainees, etc.) are covered under this policy.

Your Directors further state that pursuant to the requirements of Section 22 of Sexual Harassment of Women at Work place (Prevention, Prohibition & Redressal) Act, 2013 read with Rules there under, the Company has not received any complaint of sexual harassment during the year under review.

35. HUMAN RESOURCES:

Your Company has established an organization structure that is agile and focused on delivering business results. With regular communication and sustained efforts, it is ensuring that employees are aligned on common objectives and have the right information on business evolution.

36. STATEMENT PURSUANT TO SECTION 197(12) OF THE COMPANIES

ACT, 2013 READ WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014:

Disclosures pertaining to remuneration and other details 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 provided in this Report as Annexure IV whichforms part of this Report.

37. CORPORATE GOVERNANCE:

In terms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 exempts companies which have listed their specified securities on SME Exchange from compliance with corporate governance provisions. Since the equity share capital of your Company is listed exclusively on the SME Platform of BSE, the Company is exempted from compliance with

Corporate Governance requirements, and accordingly the reporting requirements like Corporate Governance Report, Business Responsibility Report etc. are not applicable to the Company.

38. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability, confirm that:

In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures.

i. They have 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 of the Company for that period. ii. 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 assets of the Company and for preventing and detecting fraud and other irregularities.

iii. They haveprepared the annualaccounts on a going concernbasis.

iv. They have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively.

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

Based on the framework of internal financial controls and compliance systems established and maintained bythe Company, work performed by the internal, statutory, and secretarial auditors and external consultants andthe reviews performed by management and therelevant board committees, including the audit committee, the board is of the opinion that the Companys internal financial controls were adequate and effective during the financial year 2024-25.

39. GREEN INITIATIVE:

In compliance with Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Notice of the AGM along with the Annual Report 2024-25 is being sent only through electronic mode to those Members whose email addresses are registered with the Company/ Depositories. Members may note that the Notice and Annual Report 2024-25 will also be available on the Companys website https://netpixshorts.com/

40. CAUTIONARY STATEMENTS:

Statements in this Annual Report, particularly those which relate to Management Discussion and Analysis as explained in the Corporate Governance Report, describing the Companys objectives, projections, estimates and expectations may constitute ‘forward looking statements within the meaningof applicable laws and regulations. Actual results might differ materially from those either expressed or implied in the statement depending on the circumstances.

41. ACKNOWLEDGEMENTS:

Your directors would like to express deep sense of appreciation for the assistance and co-operation received from the Financial Institutions, Banks, Government Authorities and Shareholders and for the devoted service by the Executives, staff, and workers of the Company. The Directors express their gratitude towards each one of them.

On Behalfof The Board of Directors
For NET PIX SHORTS DIGITAL MEDIA LIMITED
Sd/-	Sd/-
DANISH ZAKARIA AGHADI	NAZISH IMRAN FURNITUREWALA
MANAGING DIRECTOR	DIRECTOR
DIN- 05017846	DIN- 08294240
Place: Mumbai
Date: 04/09/2025