Nihar Info Global Ltd Directors Report

To

The Members,

Nihar Info Global Limited.

Your directors are pleased to present the 31^st Annual Report on the operational and business performance of the Company together with the Audited Financial Statements (Standalone and Consolidated) for the Financial Year ended March 31, 2025.

1. Financial Summary:

The summarized financial performances for the Financial Year ended March 31, 2025, are as under:

(Rs. In Lakhs)

Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Gross Revenue	483.03	318.14	772	321
Profit before interest, depreciation & taxes	(348.03)	(361)	(336)	(357)
Interest	15.62	16.93	16	17
Depreciation & Amortization	0.59	0.87	1	1
Profit /Loss After Tax	(364.32)	(378.87)	(357)	(376)

Standalone Revenue has increased by 51.82% and Consolidated Revenue has been increased by 140.41%

2. Performance of the Company:

i. There is a combined increase in turnover of 140.41%

ii. The loss in current year is on accounts of written off of Nihar e-centre which is a dead asset and further advance of Rs. 82,35,000 (Rupees Eighty Two Lakhs Thirty Five Thousand) which is given to M/s. Siri Cybertech cannot be recovered inspite of our best efforts, as that company is struck off and the same is considered to be written off.

The write off amount of Rs.3,29,56,340 (Rupees Three crores Twenty Nine Lakhs, Fifty Six Thousand Three Hundred and Forty) in last year and Rs. 3,28,06,323 (Rupees Three crores Twenty Eight Lakhs Six Thousand Three Hundred and Twenty Three) in current year and total of Rs. 6,57,62,663 (Rupees Six crores Fifty Seven Lakhs Sixty Two Thousand Six Hundred and Sixty Three) has made the present Balance Sheet vibrant and ready for take off for the growth in the years to come.

3. Dividend:

To strengthen the financial position of the Company and to augment working capital, your directors do not declare any dividend for the financial year ended 31st March, 2025.

4. Portfolio:

Nihar Info Global Limited is one of the few Listed E-Commerce Companies in India. The Company has diversified into e-Commerce in the year 2016 and has made a significant impact in the e-Commerce space. The Company is one of the Premium Sellers in Amazon.in and Flipkart.com. The Warehouse cum Fulfillment Center is certified by both Flipkart and Amazon and is part of the Amazon Seller Flex Model and the Flipkart Express whereby all the products sold by the company are enabled with a PRIME tag and Flipkart Assured Tag.

D2C: The Company has launched its own private label products under the Registered Trademark brand “ONVO” in various market places like Amazon.in and Flipkart.com. The D2C eCommerce Portal www.onvo.in is a Lifestyle Brand focussing on Travel, Storage & Organizers. The products include various Travel Accessories and Storage and Organizers for Home and Personal Use.

B2B: Nihar Info Global Limited deals with various Corporate and Government Organizations. The Company is expanding its B2B Offerings and is keeping a consistent effort to acquire New Customers and increase its B2B Sales.

The focus of the B2B Division is basically on the following:

1. Audio Visual Systems / Video Conferencing Solutions

2. IT Hardware

3. Software Applications and Manpower Services

4. Bulk Orders/Bulk Supplies

5. Corporate Gifting

6. GEM and Govt. Orders

Life 108 Healthcare Private Limited: This Subsidiary Company deals in the trading of various products related to Healthcare and Lifestyle related products. Life108 Healthcare Private Limited is recognized under Startup India and is also registered under MSME.

Life 108 Healthcare Private Limited has also acquired Drug License to sell various Healthcare Devices, Surgical Products, Generic Drugs, Prescribed Medicines and OTC products. Life 108 Healthcare is registered with various leading Pharmaceutical Distributors in Hyderabad. Life 108 Healthcare Private Limited has partnered with various brands like Eureka Forbes, BPL Medical, Smith+Nephew, Philips Avent etc.

Life 108 Life 108 Healthcare Private Limited will soon launch various Healthcare Products under its own Brand. The Company also is in the process of launching its own ePharmacy Portal very soon.

BeastBells Media Pvt Ltd: The Subsidiary Company offers a comprehensive range of visual effects services. BeastBells VFX and Animation Studios is a dynamic company dedicated to delivering cutting-edge Visual effects, Animation, and Multimedia services.

Beastbells Media Private Limited recently organized a grand event on 05-05-2025 in Shilp Kala Vedika, Hyderabad for conducting the “DARSAKA RATHNA DNR FILM AWARDS” of which Sri Komati Reddy Venkat Reddy, Honourable Minister for R&B and Cinematography was the Chief Guest.

5. Disclosure Pursuant to Clause 5A of the Listing Agreement:

As per Clause 5A of the Listing Agreement inserted as per SEBI notification no: SEBI/CFD/DIL/LA/1/2009/24/04 dated April 24, 2009, the details in respect of the shares, which were issued pursuant to Composite Scheme of Amalgamation and Arrangement and lying in the suspense account till 31^st March, 2025 is as under.

Description	Number of Shareholders	Number of Equity Shares
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year	120	37,108
Number of shareholders who approached issuer for transfer of shares from suspense account duxring the year
Number of shareholders to whom shares were transferred from suspense account during the year
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year	120	37,108

The voting rights on the shares outstanding in the suspense account on 31^st March, 2025 shall remain frozen till the rightful owner of such shares claims the shares. In compliance with the said requirements the shares are transferred into one folio in the name of Unclaimed Suspense Account.

6. Board Meetings:

The Board of directors met 5 (Five) times on 30.05.2024; 14.08.2024; 31.08.2024; 14.11.2024 and 13.02.2025 during the financial year. The necessary quorum was present for all the meetings. The maximum interval between any two meetings did not exceed 120 days.

Details of attendance of directors at the Board Meetings during the year are provided below:

Name of the Director	Designation	No. of Board Meetings			% of attendance
		Held	Entitled	Attended
Divyesh Nihar Boda	Managing Director	5	5	5	100
Satya Naga Suryanarayana Boda	Director	5	5	5	100
Ajit kumar nagrani	Director	5	5	1	20
Vijaya lakshmi boda	Director	5	5	5	100
Juvviguntla Sundarasekhar	Director	5	5	4	80
Jagadeeswara Reddi Rao	Director	5	5	5	100

7. Committee Meetings:

I. Audit Committee:

Composition:

• Mr. Jagadeeswara Reddi Rao - Chairman (Independent Director)

• Mr. Juvviguntla Sundara Sekhar - Member (Independent Director)

• Mr. Satya Naga Suryanarayana Boda ? Member

Meetings: The Audit Committee met 5 (Five) times on 30.05.2024; 14.08.2024; 31.08.2024; 14.11.2024 and 13.02.2025 during the financial year

Details of attendance of members at the Audit Committee Meetings during the year are provided below:

Member Name	No. of Audit Committee Meetings			% of attendance
	Held	Entitled	Attended
Satya Naga Suryanarayana Boda	5	5	5	100
Juvviguntla Sundarasekhar	5	5	4	80
Jagadeeswara Reddi Rao	5	5	5	100

II. Nomination and Remuneration Committee:

Composition:

• Mr. Juvviguntla Sundara Sekhar - Chairman (Independent Director)

• Mr. Jagadeeswara Reddi Rao - Member (Independent Director)

• Mr. Ajit Kumar Nagrani ? Member

Meetings: The Nomination and Remuneration Committee met 5 (Five) times on 30.05.2024; 14.08.2024; 31.08.2024; 14.11.2024 and 13.02.2025 during the financial year

Details of attendance of members at the Nomination and Remuneration Committee Meetings during the year are provided below:

Member Name	No. of Nomination and Remuneration Committee Meetings			% of attendance
	Held	Entitled	Attended
Ajit Kumar Nagrani	5	5	3	60
Juvviguntla Sundarasekhar	5	5	4	80
Jagadeeswara Reddi Rao	5	5	5	100

III. Stakeholder Relationship Committee:

Composition:

• Mr. Jagadeeswara Reddi Rao - Chairman (Independent Director)

• Mr. Juvviguntla Sundara Sekhar - Member (Independent Director)

• Mr. Satya Naga Suryanarayana Boda ? Member

Meetings: The Stakeholder Relationship Committee met 5 (Five) times on 30.05.2024; 14.08.2024; 31.08.2024; 14.11.2024 and 13.02.2025 during the financial year

Details of attendance of members at the Nomination and Remuneration Committee Meetings during the year are provided below:

Member Name	No. of Stakeholder Relationship Committee Meetings			% of attendance
	Held	Entitled	Attended
Satya Naga Suryanarayana Boda	5	5	5	100
Juvviguntla Sundarasekhar	5	5	4	80
Jagadeeswara Reddi Rao	5	5	5	100

8. Financial Statements:

The Annual Report 2024-25 containing complete Audited Standalone and Consolidated Balance Sheet, Statement of Profit & Loss, Cash Flow Statement and notes thereto are prepared as per the requirements of Schedule III to the Companies Act, 2013, Directors Report (including Management Discussion and Analysis, Corporate Governance Report and all the Annexures) are being sent via email to all shareholders whos email addresses are registered with the Company.

The Annual Report 2024-25 is also kept open for inspection of the members at the registered office of the Company. The requests for copies of the Annual Report can be mailed bsnsuryanarayana@gmail.com or niharinfo1995@gmail.com up to the date of Annual General Meeting. The same is also available on the Companys website www.nihar.info

Consolidated Financial Statements:

The Consolidated Financial Statements of the Company prepared in accordance with Section 129(3) of the Companies Act, 2013 and applicable Accounting Standards form part of this Annual Report.

Subsidiaries Performance:

• Life 108 Healthcare Private Limited:

Life 108 Healthcare Private Limited has shown a very good growth and was able to achieve a Turnover of Rs. 3.47 Crores for the FY 24-25 as against a Turnover of Rs. 1 Crore in the FY-23-24. The Subsidiary Company was able to show a growth of more than 300% and will continue to improve its performance consistently for the current year. This has also helped in the increase in the Consolidated Turnover and was able to contribute to the Parent Companys Turnover and Profits.

• BeastBells Media Private Limited:

BeastBells Media Private Limited has shown a very good growth and was able to achieve a Turnover of Rs. 11.27 Lakhs for the FY 24-25 as against a Turnover of Rs. 5.22 Lakhs in the FY-23-24. The Subsidiary Company was able to show a growth of more than 200% and will continue to improve its performance consistently for the current year. This has also helped in the increase in the Consolidated Turnover and was able to contribute to the Parent Companys Turnover and Profits.

Impact on Consolidated Results:

The consolidation has resulted in positive impact on revenue, profitability, and financial position.

9. Share Capital:

The Authorized Share Capital of the Company as on 31^st March, 2025 was Rs.14,00,00,000 divided into 1,40,00,000 equity shares of Rs.10 each. The Paid-up Share Capital as on 31st March, 2024 was Rs 10,40,77,480/- divided into 1,04,07,748 Equity Shares of Rs 10/- each. During the financial year 2023?24, the Company had proposed to issue up to 5,00,000 (Five Lakhs) equity shares on a preferential basis to non-promoters, and up to 29,90,000 (Twenty-Nine Lakhs Ninety Thousand) convertible equity share warrants to both promoters and non-promoters of the Company.

In connection with the said proposed preferential issue, an In-Principle approval application was duly made to BSE Limited in accordance with the provisions of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and other applicable laws. However, the proposed preferential allotment was not implemented and has since been dropped. No shares or warrants were allotted pursuant to the said proposal, and no changes were made to the shareholding structure of the Company in this regard.

During the year under review, there was no increase in the paid-up share capital of the Company. However, the Board of Directors has proposed

1. To increase the Authorized Share Capital of the Company from the existing Rs.14,00,00,000 (Rupees Fourteen Crores) divided into 1,40,00,000 (One Crore Forty Lakhs) equity shares of Rs.10 (Rupees Ten) each to Rs.23,00,00,000 (Rupees Twenty-Three Crores) divided into 2,30,00,000 (Two Crore Thirty Lakhs) equity shares of Rs.10 (Rupees Ten) each, subject to the approval of the shareholders at the ensuing General Meeting. The necessary resolution for approval of the members is being placed at the meeting.

2. To issue equity shares of Rs.10 (Rupee Ten) face value (or) Face Value + Premium as decided by the board each to the existing shareholders of the Company by way of a Rights Issue, in the ratio of 1 (One) equity share of Rs.10 each for every 1 (One) equity share held, on a record date to be determined by the Board, for a total issue size not exceeding Rs. 10,40,77,480/- (Rupees Ten Crores Forty Lakhs Seventy Seven Thousand Four Hundred and Eighty).

Terms of Payment for Rights Issue:

The issue price of Rs.10 per equity share shall be payable in the following manner:

• Rs.2.50 per share on Application

• Rs.2.50 per share on Allotment

• Rs.2.50 per share on First Call

• Rs.2.50 per share on Second and Final Call

Note: The above Four (4) trances prices may go up proportionately if issued at premium. The said Rights Issue will be made in accordance with the provisions of Section 62(1)(a) of the Companies Act, 2013, and other applicable provisions, including rules and SEBI Regulations, as applicable.

Other Conditions:

i. Rights shares will be issued at Par/ Premium as decided by the Board subsequently and the board is empowered in this regard.

ii. Issue price of Rs.10 or Face Value + Premium as decided by the board can be called from the applicants in Four (4) trances.

iii. We understand that as per SEBI and BSE guidance, as our issue size is below 50 crores, there is no mandatory requirement to appoint Merchant Bankers. However, the board at later date can appoint Merchant Bankers for Right issue, if they deem fit to appoint Merchant Bankers.

10. Justification for the Proposed Rights Issue & Consolidated Business Plan

i. Background

M/s. Nihar Info Global Ltd, a 30-year-old BSE-listed technology company, has a diversified portfolio spanning e-commerce, healthcare, and media.

The Company has established itself as a seller on Amazon and Flipkart, offering a wide product range including home and kitchen items, electronics, and lifestyle goods. It was an early innovator in the Indian e-commerce space with the launch of www.goldensilver.in nearly a decade ago, a lifestyle and gifting portal, which is now being relaunched in an upgraded, mobile-friendly format. Building on its marketplace experience, the Company is also set to launch www.onvo.in, a Direct- to-Consumer (D2C) e-commerce portal for home and kitchen products, along with its own private label brands, strengthening margins and brand equity.

ii. Current Operations & Expansion Plans

At present, Nihar Info Global Ltd operates from Amazon and Flipkart warehouses in Hyderabad. In FY 2024?25, the Company has registered additional places of business in Tamil Nadu and Maharashtra to expand its fulfilment network. This will improve operational efficiency, reduce logistics costs, and enable faster deliveries to key southern and western markets.

iii. Proposed Rights Issue

The Board has approved a Rights Issue of Rs.10 crore on the present paid-up capital of Rs.10 crore, in the ratio of 1:1, at a price of Rs.10 face value (or) Face Value + Premium as decided by the board per share

Proposed Utilisation of Proceeds:

Purpose	Amount
Expansion into Tamil Nadu & Maharashtra fulfilment centres and some more states	4,40,77,480
Investment into Life108 Healthcare Pvt Ltd (subsidiary)	3,00,00,000
Investment into Beastbells Media Pvt Ltd (subsidiary)	3,00,00,000
Total	10,40,77,480

4. Subsidiary Growth Plans & Justification for Investment

A. Life108 Healthcare Pvt Ltd

• A 4-year-old subsidiary engaged in e-commerce sales of medicines and medical devices on Amazon and Flipkart.

• Plans to launch a D2C e-pharmacy portal similar to leading online pharmacy platforms, enabling direct order fulfilment for medicines, OTC products, and wellness items.

• Will introduce private label healthcare supplements in categories such as immunity boosters, nutraceuticals, and wellness powders to capture higher margins and build brand loyalty.

• With healthcare e-commerce witnessing strong growth due to rising digital adoption and increased awareness of preventive health, this initiative will position Life108 as a competitive player in the sector.

Use of Rs.3 crore investment:

• Portal design and backend systems with Al-powered prescription verification.

• Licensing, compliance, and warehousing for medicines and medical devices.

• Marketing and brand-building campaigns to acquire a strong repeat-customer base.

Turnover Justification:

The Company plans to achieve a Turnover of more than Rs. 20 crores for FY 25-26 and would achieve by the following means.

The Company plans to achieve a Turnover of Rs. 12 crores from the Existing Channel and a Turnover of Rs. 8 crores from the New Business Opportunities.

I. Existing Business:

Life 108 Healthcare Private Limited is already partnered with Eureka Forbes Limited, BPL Medical Systems for Selling of Various Healthcare Products. The Company is also partnered with Various Leading Stockists and Distributors for selling of Medicines, Baby Care Products, Skin Care Products as given below.

S. No	Supplier Name	Product Category
1	ALLIANCE MEDICAL SYSTEMS	Philips Avent Baby Care Products Philips Respronics Medical Devices
2	VASU AGENCIES DRUGS PRIVATE LIMITED	All Pharma Brands OTC and Prescribed Medicines
3	ROSARY LIFE SCIENCES	Smith+Nephew Woundcare Management Products
4	SAI PHARMA DISTRIBUTORS	All Pharma Brands OTC and Prescribed Medicines
5	MARUTHI AGENCIES	All Pharma Brands OTC and Prescribed Medicines
6	VENKATA SAI AGENCIES DRUGS PRIVATE LIMITED	All Pharma Brands OTC and Prescribed Medicines
7	VASU PHARMA DRUGS PRIVATE LIMITED	All Pharma Brands OTC and Prescribed Medicines
8	V KAN PHARMA SOLUTIONS PRIVATE LIMITED	All Pharma Brands OTC and Prescribed Medicines
9	PRIYANKA PHARMA	All Pharma Brands OTC and Prescribed Medicines
10	SUMAN AGENCIES HYDERABAD PRIVATE LIMITED	All Pharma Brands OTC and Prescribed Medicines
11	SAKTI ENTERPRISES	Borosil & Panasonic Products

• Sales through Amazon and Flipkart:

The Company being a reputed and a leading seller in Amazon and Flipkart has been selling for more than 3 years related to Medical Devices, Medicines, OTC products, Healthcare Products, Baby Care Products etc. The Company has been keeping stocks in its own Fulfillment Center and in the Amazon and Flipkart Fulfillment Center.

• Offline Sales / Bulk Sales:

The Company has been selling its products through its offline marketing to Direct Customers, Retail / Pharmacy / Surgical Outlets and to B2B / Bulk Customers.

II. Business Expansion:

• Sales through ePharmacy Portal:

The Company is in the process of developing and launching its own ePharmacy Portal to sell all types of OTC and Prescribed Medicines in its own eCommerce Portal. The ePharmacy Portal will integrate with various Logistic Providers and Payment Gateway Providers to fulfill the online orders. The Company will soon launch Phase 1 of its eCommerce Portal by Early October, 2025.

• Launch of our Private Labels:

The Company is planning to launch its own Private Labels Products under the Health Snacks / Grocery Category and the Health Supplements / Nutraceutical categories.

The Company is in the process of speaking to various Contract Manufactures who specialize in the respective product Manufacturing. The Company is now finalizing the Formulations, Evaluating samples, Negotiating the MOQs, Working on Design of Product Packaging with various Manufacturers. Once these are finalized the Company will enter into Agreements with the Respective Manufacturers and will start ordering the First Batch of Products.

The Company has a pipeline to launch more than 25 SKUs under its own Private Label. Based on the availability of Capital the Company will plan to launch the products in a phased manner. We have enclosed the presentation of our Brand Stratergy.

• Sales through Offline Channels:

The Company also plans to tap the Modern Trade Outlets for its Private Label products once it is able to build its presence in the Online Space and prove its credentials.

The Company Plans to sell these products through its network of Corporate Gifting Companies to sell in bulk quantities for the Employee Gifting and Festive Gifting.

ePharmacy Portal:

Life 108 Healthcare Private Limited will soon launch an online ePharmacy Portal to sell all types of Medical Devices, Baby Care Products, Nutraceuticals, Supplements, OTC and Prescribed Medicines.

The Customer can shop based on various Health Concerns like Diabetes, Heart Care, Stomach Care, Liver Care, Kidney Care, Derma Care, Bone, Joint & Muscle Care, Respiratory Care and Eye Care, Cough and Cold, Sleep Ads, Wound Care etc.

Prescribed Medicines: Here the Customers can select the Medicines to purchase and add them to Cart for purchase, on check out a prescription from a Licensed Doctor has to be uploaded, incase of non availability of the Prescription the order will be kept on hold till the Prescription is generated from our Registered Doctor at Life 108 Healthcare Private Limited.

The ePharmacy Portal will have more than 50,000 SKUs from more than 200 Pharmaceutical Brands.

In the Initial phase, Orders from the Hyderabad and Telangana region will be accepted and in the Next phase, the other states will be added.

Life 108 Healthcare Private Limited has already partnered with leading Stockists & Distributors of all these Pharmaceutical Products.

Competition Portals:

https://www.clinikally.com/

https://www.apollopharmacy.in/

https://www.1mg.com/

B. Beastbells Media Pvt Ltd

• A 4-year-old media subsidiary engaged in event management, content creation, and brand promotions.

• Successfully organised the Dasakaratna DNR Film Awards on 5 May 2024 at Shilpa Kala Vedika, Hyderabad ? a grand event attended by top Tollywood personalities and the Honble Minister of Cinematography, Telangana. The event received wide media coverage and industry appreciation.

• Plans to enter the podcast segment, leveraging the growing popularity of audio content. The flagship project will be a podcast series on Corporate Social Responsibility (CSR), covering the present scenario, future trends, and promoting the “Vocal for Local” mission.

• The podcast will be multilingual, AI-enabled for content creation and audience targeting, and designed to appeal to both corporate and public audiences.

Use of Rs.3 crore investment:

• Podcast studio setup and equipment.

• Content production in multiple languages with AI translation and editing tools.

• Digital marketing and distribution across major platforms.

• Business development to attract sponsorships, collaborations, and corporate tie-ups.

1. The Macro-Economic and Political Context

• "Atmanirbhar Bharat" and "Vocal for Local": These arent just slogans; they are the core of Indias current economic policy. The government is actively pushing for self-reliance and supporting domestic industries. Our podcast, by focusing on how Corporate Social Responsibility (CSR) funds can be channeled to bolster local communities, small businesses, and artisans, directly serves this national objective. We would be providing a platform to showcase success stories and best practices that exemplify this ethos. This gives our podcast a powerful and relevant narrative.

• Trade Tariffs: The recent tariffs imposed by the USA on Indian exports are a significant economic headwind. This makes the "Atmanirbhar Bharat" and "Vocal for Local" campaigns even more critical. By promoting domestic consumption and a robust internal economy through strategic CSR, our podcast would be offering a tangible solution to a real-world problem. It would be a source of valuable information for companies looking to mitigate the effects of global trade disruptions by strengthening their local supply chains and markets.

2. The Gaps in CSR Implementation

We have astutely identified the weaknesses in the current CSR ecosystem, which provides a clear market for our podcast.

• Lack of Awareness and Utilization: Many companies, especially those newly brought under the CSR mandate, struggle with where and how to spend their funds effectively. Our podcast can serve as a guide and a resource. By featuring interviews with CSR managers, government officials, and NGO leaders, we can demystify the process and provide actionable advice.

• CSR Misconceptions: There is a persistent perception that CSR is a mere tick-box exercise or a potential source of fund misuse. Our proposal to use an AI tool to bring transparency is revolutionary. The podcast would be the ideal platform to introduce and demonstrate this tool, showcasing how technology can be used to ensure accountability and measure real impact. This would build significant trust and credibility for both the companies you feature and Beastbells Media itself.

3. Beastbells Medias Strategic Advantage

• Reputation and Reach: Beastbells Media has already demonstrated its ability to organize a prestigious event like the Dasakaratna DNR film awards. This means we have a network and a reputation for bringing together influential people. We can leverage this to attract top-tier guests for our podcast, including corporate leaders, policymakers, and celebrated film personalities who are also involved in social causes.

• Media Expertise: We are a media company. Podcasting is a natural extension of our business. Its a cost-effective way to create regular, high-quality content that builds an engaged audience over time. A monthly podcast is a manageable commitment that can grow into a powerful brand asset.

4. The Impact of Proposed AI Tool

The idea of a development and implementation of an AI tool to erase misconceptions about CSR fund misuse is a game-changer. This would not only serve as a feature for podcast but could potentially become a new revenue stream for Beastbells Media.

• Transparency and Trust: The tool would provide a layer of accountability that is currently missing. It could track the flow of funds, measure the on-the-ground impact, and provide auditable reports. This would be a massive value-add for companies, helping them demonstrate their commitment to ethical practices.

• Podcast as a Showcase: The podcast would be the perfect medium to show the AI tool in action. We could dedicate episodes to a specific CSR project, showing the initial investment, the tracking process via the AI tool, and the final, verified outcome. This would be a compelling and powerful way to build a loyal audience.

5. Strategic Justification for the Rights Issue

A. Strengthening Core E-commerce Operations

•Expanding into Tamil Nadu, Maharashtra and other states will increase customer reach, reduce delivery times, and improve seller ratings on marketplaces.

B. Launching New Proprietary Platforms

• ONVO (D2C) for home and kitchen products and relaunch of Goldensilver.in or similar portal for lifestyle products will give Nihar Info Global Ltd direct access to customers, independent of marketplaces.

C. Healthcare Sector Entry via Life108

•Digital healthcare is among the fastest-growing segments in India; launching a dedicated e- pharmacy portal and private label healthcare supplements will create recurring revenue streams.

D. Media Sector Diversification via Beastbells

•Podcasts are becoming a mainstream content format in India. The planned CSR-focused, multilingual, AI-powered podcast will tap into a niche market with strong sponsorship and branding potential.

E. Shareholder Value Creation

• Offering shares at par ensures fairness and accessibility to all shareholders.

•The proposed investments aim at scalable business models with both domestic and global growth potential.

6. Expected Outcomes

• Geographic Expansion: Presence in three strategic states for e-commerce fulfilment.

•Brand Development: Proprietary labels and platforms in both e-commerce and healthcare. •Revenue Diversification: Entry into high-growth segments ? digital healthcare and podcasts. •Profitability: Higher margins through private labels and owned digital assets.

•Market Positioning: Recognition as a multi-sector growth company with strong technology integration.

ONVO:

We would like to inform you that the company Nihar Info Global Limited has successfully received Trademark registration of its private label “ONVO” under the Trademark Classes 18 and 21.

ONVO is a D2C eCommerce brand of Nihar Info Global Limited and it is a Lifestyle brand related to Travel and Home Accessories and has products related to Travel Accessories, Home Storage and Organizers. The Company has launched the D2C brand ONVO with more than 50 SKUs and has been selling on Flipkart.com and Amazon.in.

Below is the ONVO Brand logo applied for Trademark Registration.

Our Homes, Wardrobes, Shelves, Drawers, Kitchen, Fridge, Vehicles and Bags are most of the times a Cluttered mess of items and we tend to always search and spend a lot of time for the required item in the Big Mess.

We at ONVO have brought together a curated Collection of all types of Storage Organizers and Space Savers which will solve your Messy Problems and will save your Time and Patience.

These Storage Organizers and Space Savers will give you the Comfy Life & will create a Stylish Statement for your

Lifestyle.

Experience a Luxury Life and Create a LifeStyle Statement with the ONVO Storage Organizers and Space Savers.

11. Change in the nature of business:

There are no such changes occurred in the nature of business during the financial year under review.

12. Transfer to Reserves:

The Board of Directors do not propose to carry any amount to reserves.

13. Particulars of Remuneration of Directors / KMP / Employees:

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached to this Report as Annexure I.

14. Secretarial Auditors:

As per the provisions of Section 204 of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company appointed M/s Surya Gupta & Associates (CP No. 10828), Company Secretaries, Delhi, to undertake the Secretarial Audit of the Company for the Financial Year 2024-25 The Certificate on Corporate Governance and the Secretarial Audit Report are annexed herewith as Annexure IV and Annexure Vrespectively which form part of this report.

15. Deposits:

The Company has not accepted any deposits from the public and as such, no amount on account of principal or interest on deposits from the public was outstanding as on the date of the balance sheet.

16. Internal Control System & its adequacy:

The Board of Directors has established a system for ensuring that Directors, Operating Officers and employees perform their duties in accordance with laws, regulations and the Articles of Association, as well as a system for ensuring the appropriate business operations within the Company which is reviewed by the Board regularly.

There is also a system for the storage and management of information with regard to the execution of duties by Directors and Operating Officers of the Company such as minutes books, statutory registers and other files both physical and soft copies which are stored and maintained safely with confidentiality under the supervision of the Chairman of the Company.

The Board of Directors had established a set of rules for managing risk of loss with respect to the Company which are reviewed and followed diligently.

There exists a system for ensuring the duties of Directors of the Company are efficiently performed and the evaluation of the performance of the Board of Directors are conducted regularly.

The audit committee assists the Board of Directors in monitoring the integrity of the financial statements and the reservations, if any, expressed by the statutory auditors, financial, internal and secretarial auditors. Based on their inputs the Board is of the opinion that the companys internal controls are adequate and effective.

17. Board Performance Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit Committee and Nomination & Remuneration Committee.

Evaluation Process:

• The performance evaluation was carried out through structured questionnaires

• Evaluation criteria included strategic planning, risk management, compliance, board composition, and effectiveness of committee functioning

• The Independent Directors in their separate meeting evaluated the performance of Non Independent Directors and the Board as a whole

18. 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:

a) In preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanations and disclosures relating to material departures.

b) The Directors 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 to the state of affairs of the Company at the end of the financial year 2024-25 and of the profit of the Company for the period.

c) The directors 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.

d) The annual accounts have been prepared on a going concern basis.

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.

19. Details of change in Directors and Key Managerial Personnel:

During the year under review, the following changes occurred in the Board composition:

Changes in Directors:

During the financial year 2024-25, no changes occurred in the Board composition.

Key Managerial Personnel:

The following persons were the Key Managerial Personnel of the Company as on March 31, 2025:

• Managing Director: DIVYESH NIHAR BODA - DIN: 02796318

• Chief Financial Officer: PUJITHA GUDIPUDI

• Company Secretary: UMA SINGH - Membership No: A67187

Changes in KMP:

The following changes took place in during the Financial Year 2024-25:

Name	Designation	Type of Change	Effective Date	Remarks
Yerragudi Gangadhar Reddy	Chief Financial Officer	Resignation	10/06/2024	Personal Reasons
Divya Rasakachula	Chief Financial Officer	Appointment	10/06/2024	New Appointment
Divya Rasakachula	Chief Financial Officer	Resignation	14/08/2024	Personal Reasons
Gudipudi Pujitha	Chief Financial Officer	Appointment	14/08/2024	New Appointment

Directors seeking appointment/re-appointment:

Appointments:

During the year under review, there were no appointments Re-appointment:

"In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. BSN Suryanarayana (DIN: 01499145), Director of the Company, who retires by rotation at the ensuing Annual General Meeting and being eligible, seeks re-appointment."

Particulars of Remuneration of Directors / KMP / Employees:

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached to this Report as Annexure I.

20. Declaration by Independent Directors:

The Company has received necessary declarations from each independent director that they meet the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

21. Compliance Certificate by CFO:

The Compliance certificate under Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed herewith as Annexure VI and forms a part of this report.

22. Statutory Auditors:

M/s NSVR & Associates LLP, Chartered Accountants, were appointed at the 28^th Annual General Meeting to hold office till the conclusion of the 33^rd Annual General Meeting.

23. Policy on Directors Appointment and Remuneration:

The Companys policy on directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director framed by the Nomination and Remuneration Committee is reviewed regularly at its meetings and is available at the companys website-www.nihar.info

24. Disclosure under Employees Stock Option Scheme (ESOS)

Pursuant to the provisions of Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 read with Section 62(1)(b) of the Companies Act, 2013 and rules made thereunder, the details of the Employee Stock Option Scheme of the Company issued are as under:

No. of shares reserved under Nihar Stock Option Plan 2015	30,00,000
Issue on 14/02/2018	5,00,000
Issue on 13/08/2018	4,65,000
Issue on 17/01/2019	3,00,000
	12,65,000
Balance shares	17,35,000

25. Related Party Transactions:

The related party transactions entered into by the Company are reviewed by the Audit Committee at their meetings and reported to the Board of Directors. The statements containing the transactions / contracts entered into by the Company during the year under review is annexed herewith as Annexure VIIin Form AOC-2 and forms part of this report.

26. Particulars of Loans, Guarantees or Investments:

The particulars of loans, guarantees and investments as per Section 186 of the Companies Act, 2013 have been disclosed in the financial statements. The Company has invested its funds in Two (2) of its subsidiary Companies i.e., M/s. Life 108 Healthcare Private Limited, A Healthcare Startup Company and M/s. BeastBells Media Private Limited, A Media Startup Company.

27. Vigil Mechanism / Whistle Blower Policy:

The Company has established a vigil mechanism for directors and employees to report genuine concerns or grievances relating to:

• Unethical behavior

• Actual or suspected fraud

• Violation of the Companys Code of Conduct or ethics policy

Reporting:

During the year under review, no complaints were received under the vigil mechanism.

28. Risk Assessment and Management:

The Audit Committee and Board periodically review the risks and suggest steps to be taken to manage/mitigate the same through a properly defined framework. The development and implementation of risk management policy have been covered in the Management Discussion and Analysis, which forms part of this report. During the year, a risk analysis and assessment was conducted and no major risks were noticed, which may threaten the existence of the Company.

29. Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Sexual Harassment Policy in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules thereunder.

Internal Complaints Committee:

The Company has constituted an Internal Complaints Committee (ICC) to redress complaints received regarding sexual harassment.

Disclosure for the year 2024-25:

• Number of complaints filed during the financial year: 0

• Number of complaints disposed of during the financial year: 0

• Number of complaints pending as on end of the financial year: 0

30. Details in respect of frauds reported by auditors under Section 143 (12) of Companies Act, 2013:

During the year under review, there were no frauds reported by the Statutory Auditors and Secretarial Auditors neither to the Audit Committee nor the Board of Directors under Section 143 (12) of the Companies Act, 2013.

31. Auditors Qualifications and Management Response:

The Statutory Auditors of the Company, M/s. NSVR & Associates LLP, Chartered Accountants (Firm Registration No. 008801S/S200060) have qualified their report for the financial year ended 31^st March, 2025, with regard to the following matters:

Sl. No.	Auditors Qualification / Observation	Managements Response / Action Taken
1	Income Tax Act, 1961 Order u/s. Section 201(1A) and Section 234E of Income tax Act, 1961 for F.Y. 2008-09 to F.Y. 2022-23. For nonPayment of Interest on TDS, an amount of Rs. 9,55,360/-	The amount of Rs. 9,55,360/- is related to late filing of TDS returns and interest on delayed payment of TDS. Currently, the matter is under review and necessary representations have been made before the concerned authorities.
2	Goods and Service Tax Act 2017 i. Order u/s 73 of the GST Act, 2017 for FY 2017-18 - FY 2019-20.	1) The Company had filed an appeal before the Appellate Authority in Form APL-01 (Ref: AD360424021175F) on 29th April, 2024 against Order-in-Original No. 284/2023- GST and corresponding DRC-07 Ref. No. ZD360124002661Y, demanding a tax amount of Rs.1,66,12,117. Subsequently, vide Order in Appeal No. HYD-GST- MD-AP2-817-2024-25 dated 16th June, 2025, the majority of demand was modified, and a revised tax demand of Rs.50,89,133 was confirmed. As on 30.08.2025 The Company is contesting the above demand and is in the process of filing a second appeal before the Appellate Tribunal. However, due to non-constitution of the GST Appellate Tribunal as on 30th August, 2025, based on professional advice, the Company is preparing to file a writ petition before the jurisdictional High Court/District
	ii. Order u/s 73 of the GST Act, 2017 for FY 2020-21	Court, which is ready for submission. 2) Another appeal has been filed before the Appellate Authority in Form APL-01 (Ref: AD360724006657W) on 16th July, 2024 against demand reference 3CEEYP0103S032400259- GST. The Company has deposited 10% of the disputed demand by utilising available ITC as pre-deposit, demanding a tax amount of Rs. 11,39,864/- Subsequently, vide Order in Appeal No. HYD- GST-MD-AP2-816-2024-25 dated 16th June, 2025, same above demand was confirmed. As on 30.08.2025 The Company is contesting the above demand and is in the process of filing a second appeal before the Appellate Tribunal. However, due to non-constitution of the GST Appellate Tribunal as on 30th August, 2025, based on professional advice, the Company is preparing to file a writ petition before the jurisdictional High Court/District Court, which is ready for submission.
3	Provident Fund (PF) Order u/s 7Q of EPF Act, 1952 for FY 2017-18 onwards	1) A pending demand has been raised by the Provident Fund Department vide Ref. No. AP/HYD/00443490000/15/04/2025/501/38, dated 15th April, 2025 of Rs.6,77,715/-The Company is examining the matter and appropriate representations has made. 2) Again received RRC No.: APKKP/HYD/44349/70103/38/2025/348 on 21/07/2025, requesting the department to allowing us to pay demand amount in Installments, it is under discussion. As on 30.08.2025: - The Company is contesting the above demands and, based on the advice of legal and tax experts, does not expect any material adverse impact on its financial position.

32. Compliance with Secretarial Standards:

The Company has 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.

33. Nature of Business:

There is no change in the nature of business of the Company.

34. Corporate Social Responsibility:

As the Company does not fall under the threshold limits under Section 135 of the Companies Act, 2013, corporate social responsibility is not applicable to the Company.

35. Investor Education and Protection Fund (IEPF):

Unclaimed Dividends:

Since the Company has not declared any dividend, no amounts are required to be transferred to the Investor Education and Protection Fund

Unclaimed Shares:

No shares were transferred to IEPF during the year

36. Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo:

• Conservation of Energy: The operations of the Company are not energy intensive and every effort has been made to ensure the optimal use of energy, avoid waste and conserve energy by using energy efficient computers and equipment with latest technologies.

• Research and Development: No amount was spent in research and development during the year.

• Technology Absorption: Your Company is constantly upgrading its technological excellence with emerging technologies.

• Exports and Outgo: The foreign income through software development services is Nil.

37. Details of Subsidiary / Associate Company:

The Company has acquired M/s. Life 108 Healthcare Private Limited, a Healthcare Startup Company and M/s. BeastBells Media Private Limited, A Media Startup Company, pursuant to such acquisition Life 108 Healthcare Private Limited has become subsidiary of the Company w.e.f 9^th January 2024 and BeastBells Media Private Limited has become subsidiary of the Company w.e.f. 15^th June, 2024. M/s. Nihar Stocks Limited is an associate company within the meaning of Section 2(6) of the Companies Act, 2013 (“Act”) and its summarized performance and financial position is given in Form AOC-1 pursuant to first proviso to Sub-section (3) of Section 129 of the Companies act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014) and is attached to this Report as Annexure VIII.

38. Annual Return:

The annual return for the F.Y. 2024-25 shall be available at the website of the Company - www.nihar.info

39. Management Discussion and Analysis Report:

The Management Discussion and Analysis Report under Regulation 34 read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is herewith attached as Annexure //which forms part of this report.

40. Corporate Governance Report:

The Corporate Governance Report under Regulation 34 read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is herewith attached as Annexure ///which forms part of this report.

41. Material changes and commitments, if any, affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report:

There are no material changes and commitments affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

42. Material Orders by Regulators or Courts or Tribunals:

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

43. Acknowledgements:

The Directors thank the Companys employees, customers, vendors, investors and academic partners for their continuous support.

By Order of the Board of Directors	-sd-	-sd-
Place: Secunderabad	Boda Divyesh Nihar	Vijaya Lakshmi Boda
Date: 30/08/2025	Managing Director	Director
	DIN: 02796318	DIN: 02402230