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Oneindig Technologies Ltd Directors Report

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The Members

M/s Oncindig Technologies Limited (Formerly known as Oneindig Technologies Private Limited)

We have pleasure in presenting before you the 9 th Ninth Annual Report together with audited statement of accounts of your company for the financial year ended on 31 st March 2025.

1. OVERVIEW

Established in November, 2016, with mainly focus in Renewable Energy Sector, your company started its operations from National Capital Region - Delhi and completed various Solar Power Plant projects across India with a solar plants installed in Delhi, Haryana, Gujarat, Uttar Pradesh, Bihar, Rajasthan, Maharashtra, Madhya Pradesh, West Bengal, Uttarakhand, Karnataka, Andra Pradesh, Arunachal Pradesh, Punjab and the Union Territories of Jammu and Kashmir, & Ladakh.

The Company has shown a phenomenal four hundred times growth on all parameters since its inception. This speaks volumes about the commitment of Companys management and its employees towards national objective of solar empowerment. The Company has also honed its competency in executing various State and Central Government RE schemes.

2. FINANICAL HIGHLIGHTS

During the year under review, the Company registered net profit of Rs 416.61 lakhs for the year ended March 31, 2025, on a standalone basis. A summary of the financial performance of the Company on a standalone basis for the financial year ended March 31, 2025, is given below:

(Amount in Rs Lakhs)

Particulars 2024-2025 Current year 2023-2024 Previous Year
Revenue from operations 4,601.42 4,364.12
Other Income 12.44 5.59
Total Revenue 4,613.86 4,369.71
Profit/(Loss) before prior period items & tax 556.66 410.24
Profit/(loss) before Tax 556.66 410.24
Less: Taxes 140.70 106.88
Deferred tax charge (credit) (0.65) 1.84
Profit/(loss) after tax 416.61 295.05

The Standalone Financial Statements of the Company for the financial year ended March 31, 2025 have been prepared in accordance with the Indian Accounting Standard (Ind AS) as notified by the Ministry of Corporate Affairs and as amended from time to time.

3. PERFORMANCE OF THE COMPANY

During the year under review, on standalone basis, the total Income from the operation increased by 5.59%. The same was Rs. 4,613.86/- for the current FY 2024-25 as compared to Rs. 4,369.71/- for the previous FY 2023-24. Total Net Profit increased by 41.20%, the same was Rs. 416.61/- for the current FY 2024-25 as compared to Rs.295.05/- for the previous FY 2023-24.

The Company has achieved remarkable success recently when competing in tenders. Your Company is one of the empanelled vendors for the PM-KUSUM B Scheme both in the state of Haryana through HAREDA and the UT of Jammu and Kashmir through JAKEDA. We have received multiple orders for installation and implementation of Solar Water Pumping systems. In the financial year 2023-24 the Company has achieved the work orders of 23.00 Crores for 871 number of pumps across these two states and successfully installed 381 number of pumps. To execute the said work orders, the Company has also partnered with multiple OEMs (Original Equipment Manufacturers) to develop a new, more reliable Motor- Pump-Controller system in the name of "Oneindig" such that we may capture the market through our quality of products.

your Company has installed more than 100, 3KW plants in the U.T. of Jammu under P.M. Har Ghar Muff Bijli Yojana.

The Company has also won the tender for 8MW of solar plant in the Jodhpur region of the Rajasthan state on a RESCO model. This projects lays the foundation for the Companys entry as a solar developer in the state of Rajasthan.

Your Company is empanelled with IPGCL, GEDA, UPNEDA, HAREDA. PGVCL, Solar Energy Corporation of India Limited, CREST, IOCL and recently emplaned with RECPDCL for projects upto 2 MW. Companys past experience and completion of the Governments and local bodys work orders creates a significant opportunity for itself to be one of the toughest competitor in the space of the Renewable Energy, especially Solar Energy.

The Company has also recently been awarded the SECI 15MW Ground mounted project EPC project in the UT of Ladakh. This is the biggest single project in being undertaken by LPDD directly.

Further, the Company has participated in many exhibitions such as Krishi Darshan in Hisar, Harvana to further snread awareness for its Solar Pumns.

4. FUTURE OUTLOOK

The Company is aiming high to surpass the targets set in the current financial year and is positioned to attain turnover upwards of Rs. 200 Cr. by 2027.

The Company presently has three major Projects in hand:

1. Solar Pumps of 1HP to 15HP in the State of Haryana and J&K- The Company has been empanelled by both HAREDA and JAKEDA to work under the PM-KUSUM B scheme in the state of Haryana and UT of J&K respectively. It has since installed over 610 pumps in Haryana and 273 in Jammu and Kashmir. Presently, cumulatively 700 pumps are being installed in Haryana and in J&K. The Company is aiming to get the further allotments of over 1000 pumps in these regions by December 2025, estimated value of the said project is in excess of Rs 75 Crores. Further, The Company intends to expand its business to other states of india.

2. The Company has received LOA for a 4MW +4M W = 8MW RESCO mode project, for which PPA has also been signed and work is in progress in the Jodhpur District from Jodhpur Vidyut Vitran Nigam Limited. The Company has finalized the land and location for the implementation of the said project.

The Company has since started working on its 15MW Solar Ground Mounted Project in Leh, Ladakh. The highest solar power plant in India. The project is in the design and engineering stage, and once approvals for the same from PMC and Owner is received, team will be mobilized immediately. The Company prides itself in completing projects before time, for this we are given 3 years and we are on pace to complete in 1.5.

3. The Company has been selected as LI bidders for an order of 13MW floating solar power plant project in the state of Telangana from SCCL. This plant is to be put up on the cooling reservoirs of the operating Singareni Thermal power plant, this further multiplies the benefit of going solar. The Company aims to complete this plant in 6 months.

4. While considering its market in PM Surya Ghar Muft Bijli Yojna , the Company shall now add Haryana to its field for the scheme.

India is playing its role to setup more than 500 GW Renewable Energy and of that more than 280 GW from the solar power capacity by 2030 (up from 49.34 GW as on 31 Dec 2021). To meet this end, the government has launched various schemes, of which, the Pradhan Mantri - Kisan Urja Suraksha Evam Utthaan Mahabhiyan (PM Kusum) scheme is particularly beneficial to the Company.

A flagship scheme initiated by the Government of India to promote the use of renewable energy in the agricultural sector, to add around 34,800 MW by March 2026.Installing solar water pumping systems to replace traditional diesel or electric pump sets used by farmers for irrigation. This helps in reducing the dependency on fossil fuels and mitigates greenhouse gas emissions. The scheme also encourages the installation of grid-connected solar power plants on barren lands, fallow lands, or unused lands owned by farmers. These solar power plants allow farmers to generate additional income by selling surplus electricity to the grid. In addition, under this scheme, farmers can receive support for the solarization of their existing pump sets. This involves retrofitting existing pumps with solar panels to reduce their dependence on conventional electricity or diesel. The objectives of the scheme are divided in components and are threefold:

COMPONENT A: Addition of 10,000 MW solar power capacity with the installation of small plants of up to 2 MW capacity each.

COMPONENT B: Installation of 20 lakh solar-powered agricultural pumps (standalone off-grid) 1. Replacement of existing diesel pumps Replacement demand is -320 lakh pumps with ~220 lakh electric pump and ~100 lakhs diesel pumps Initial plan to replace 20 lakh pumps of the total 100 lakh diesel pumps (Achieved ~15% of target). 2. Farmers applied for electricity connection, but the request is still pending with the department for various reasons. 3. Farmers want to terminate their electricity connections after getting it replaced with solar power. Point 1 & 2 constitute ~90% demand from component - B.

COMPONENT C: Solarisation of 15 lakh existing Grid connected agriculture pumps (on-grid).

We believe there will be rapid increase in the solar EPC bid pipeline both by public as well as private sector players. Our execution track record and strong stakeholder relationships make us well positioned to benefit from this positive industry outlook.

The continuous support from the Central and various State Governments for the Solar Energy Sector, the increase in allocation of various subsidies by the Central and State Governments poised the significant growth for the Company. Your Company is rightly placed with its prior mix experience working with both the Private and Government Sector and also having a significant early mover advantage to capitalize on in the near future.

5. CONVERSION INTO PUBLIC COMPANY

The Company received approval of Central Government through the ROC, CPC on 29 th June, 2024 for change of the name of the Company from Oneindig Technologies Private Limited to Oneindig Technologies Limited. The Company is now a Public Limited Company and it has accordingly changed its Memorandum and Articles of Association to this effect.

6. DIVIDEND

During the year under review, the Board has not declared any interim dividend. Further, the Board do not recommend declaration of any dividend for the financial year ended March 31, 2025, to conserve the profits for the future working capital requirements of the business of the Company. Further, the Company does not have any amounts of dividend due or outstanding or lying unpaid as on the date of the Balance Sheet, which is required to be transferred/credited to Investor Education and Protection Fund under the provisions of the Companies Act, 2013 (the Act).

7. RESERVES

The Company has not transferred any amount to general reserves.

8. CHANGE IN THE NATURE OF BUSINESS, IF ANY

There has been no change in the business of the Company during the financial year ended 31 st March, 2025.

9. REGISTRAR AND SHARE TRANSFER AGENT

During the year under review, Maashitla Securities Private Limited has been appointed as the Registrar and Transfer Agent of the Company. Members are requested to get their shares de-materialized if not done till now.

10. ANNUAL RETURN

Pursuant to the provisions of Section 92(3), read with Section 134(3)(a) of the Act, a copy of the Annual Return, in the prescribed form, as on March 31, 2025, which will be filed with Registrar of Companies, Ministry of Corporate Affairs, is available on the Companys website at https://www.oneindig.tech

11. 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 were no material changes and commitments affecting the financial position of the Company which occurred between the end of the financial year to which the financial statements relate and the date of this Report.

12. DETAILS OF SUBSIDIARY/ JOINT VENTURES/ ASSOCIATE COMPANIES The details of subsidiary companies of the Company are given below:

(i) Oneindig Jodhpur Solar Private Limited

The Company has formed its subsidiary company named Oneindig Jodhpur Solar Private Limited on 10 th May, 2024 in the NCT of Delhi to execute the 8 MW PPA project at Jodhpur.

S.no. Name of Shareholder No. of Share hold % of holding
1. Oneindig Technologies Limited 5100.00 51.00%
2. Manoj Agrawal 4900.00 49.00%

(ii) Ziya Solar Energies Three Private limited*

S.no. Name of Shareholders No. of Share hold % of holding
1. Promoters (Sanjay Goyal) 2400 24%
2. Parween Singla 1500 15%
3. Tarik Garg 1000 10%
4. Oneindig Technologies Limited 5100 51%
Total 10,000 100.00

(iii) Ziva Solar Energies Four Private limited*

S.no. Name of Shareholders No. of Share hold % of holding
1. Promoters (Sanjay Goyal) 2400 24%
2. Parween Singla 1500 15%
3. Tarik Garg 1000 10%
4. Oneindig Technologies Limited 5100 51%
Total 10,000 100.00

*The Company had acquired 51% equity shares of Ziya Solar Energies Three Private Limited and Ziya Solar Energies Four Private Limited by way of subscription of securities in these body corporates in order to make its subsidiaries w.e.f 05 th November, 2024.

The Company does not have any associates or joint venture companies.

Pursuant to Section 129(3) of the Companies Act, 2013 ("the Act") read with Rule 5(1) of the Companies (Accounts) Rules, 2014, the statement containing the salient feature of the financial statement of a Companys subsidiary is given in the Form AOC-1.

The total revenue from the operation of Ziya Solar Energies Three Private limited (Subsidiary) during the year under review is Nil and the Net Loss is Nil As Ziya Solar Energies Three Private limited is newly incorporated company.

The total revenue from the operation of Ziya Solar Energies Four Private limited (Subsidiary) during the year under review is Nil and the Net Loss is Nil As Ziya Solar Energies Four Private limited is newly incorporated company.

The total revenue from the operation of Oneindig Jodhpur Solar Private Limited (Subsidiary) during the year under review is Nil and the Net Loss is as Oneindig Jodhpur Solar Private Limited is newly incorporated company.

As already written above all the three subsidiary companies are newly incorporated companies so the information may be treated as nil.

13. INTERNAL FINANCIAL CONTROL

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operation was observed.

14. DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

Your Company is planning to come out with an IPO in near future. For this purpose, the Company is required to comply with applicable provisions of SEBI Regulation, 2015. The Board of Directors are duly constituted with the following directors as stated below in tabular form. Further, the Company has a professional Board with Executive Directors & Non- Executive Directors including Independent Directors who bring the right mix of knowledge, skills, and expertise and help the Company in implementing the best Corporate Governance practices.

S.no Name of Directors DIN number Date of appointment Date of change in designation/resignation Designation
1 Manoj Agrawal 0282047 02/11/2016 28/07/2024 Managing Director
2 Seema Agrawal 07434796 18/09/2023 02/05/2024 Whole Time Director
3 Vishal Vasantrao Kokadwar 07962440 15/03/2024 31/07/2024 Non- Executive Director
4 Pankaj Sharma 03107884 04/04/2025 28/05/2025 Non- Executive Director
5 Sanjeev kumar Sapra 10842495 04/04/2025 28/05/2025 Independent Director
6 Ajay Kumar Aggarwal* 00632288 04/04/2025 28/05/2025 Independent Director
7 Rahul Jhuthawat 07653746 Independent Director
7 Shubham Agarwal NA 01/07/2024 NA Chief Financial Officer
8 Sumit Das NA 16/09/2024 NA Company Secretary
04/04/2024 NA Compliance Officer
9 Subodh Kumar NA 01/07/2024 15/09/2024 Resigned Company Secretary

* Mr. Ajay Kumar Aggarwal resigned as Independent Director as well as members/chairman of various committees w.e.f. 19/07/2025.

The provisions of Section 203 of the Companies Act, 2013 pertaining to appointment of Key Managerial Personnel are applicable to the Company.

15. MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors of the company duly met eleven (11) times during the financial year 2024-2025 in respect of which proper notices were given and the proceedings were properly recorded, signed and maintained in the minutes book kept by the Company for the purpose. The intervening period between the Board Meetings were well within the maximum time between the two meetings prescribed under section 173 of the Companies Act, 2013.

The details of the meetings held during the year are as under:

S.no. Name of Directors Category No. of meeting held No. of meeting attended Last AGM attendance
1. Manoj Agrawal Director 11 11 Present
2. Seema Agrawal Whole Time Director 11 11 Present
3. Vishal Vasantrao Kokadwar Non Executive Director 11 11 Present

16. CONSITUTION OF COMMITTEES

a. Audit Committee

The Company has a duly constituted Audit Committee in terms of the provisions of Section 177 of the Companies Act, 2013 read with the Rules framed thereunder and Regulation 18 of the Listing Regulations. The terms of reference of the Audit Committee has been approved by the Board of Directors.

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Composition of the Audit Committee:

The Audit Committee comprises two (2) Non-Executive Independent Directors namely Sanjeev kumar Sapra (Chairman), Rahul Jhuthawat (member) and one (1) Mr. Manoj Agrawal, Managing Director as members.

S.no Name of Directors Category Designation
1. Sanjeev Kumar Sapra Independent Director Chairman
2. Rahul Jhuthawat* Independent Director Member
3. Manoj Agrawal Managing Director Member

* Mr. Ajay Kumar Aggarwal resigned as independent director as well as members/chairman of various committees w.e.f 19/07/2025.

b. Nomination and Remuneration Committee

A Nomination and Remuneration Committee has been constituted under section 178 of the Companies Act 2013 read with the Rules framed thereunder and Regulation 19 of the Listing Regulations for formulization of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration for the directors, key managerial personnel and other employees

Composition of the Nomination Remuneration Committee:

The Nomination and Remuneration Committee comprises two (2) Non-Executive Independent Directors namely Rahul Jhuthawat -- (Chairman), Sanjeev Kumar Sapra(Member) and one (1) Mr. Pankaj Sharma Non-Promoter Non-Executive Director as members.

S.no Name of Directors Category Designation
1. Pankaj Sharma Non-Promoter Non- Executive Director Chairman
2. Rahul Jhuthawat* Independent Director Member
3. Sanjeev Kumar Sapra Independent Director Member

*Mr. Ajay Kumar Aggarwal resigned as independent director as well as members/chairman of various committees w.e.f 19/07/2025.

c. Stakeholders Relationship Committee

The Stakeholder Relationship Committee, inter alia, oversees and reviews all matters connected with the investor services in connection with applications received and shares allotted in the Initial Public Offer, status of refund account, conversion of partly paid shares into fully paid shares, re-materialization and dematerialization of shares and transfer of shares of the Company.

The Committee oversees performance of the Registrar and Transfer Agents of the Company and recommends measures for overall improvement in the quality of investor services. Composition of the Stakeholder Relationship Committee.

The Stakeholder Relationship Committee,, comprises two (2) Non-Executive Independent Directors namely Rahul Jhuthawat (Chairman), Sanjeev Kumar Sapra(member) and one (1) Mr. Manoj Agrawal, Managing Director as members.

S.no Name of Directors Category Designation
1. Sanjeev Kumar Sapra Independent Director Chairman
2. Manoj Agrawal Promoter -Managing Director Member
3. Rahul Jhuthawat* Independent Director Member

d. Corporate Social Responsibilities Committee

S.no Name of Directors Category Designation
1. Sanjeev Kumar Sapra Independent Director Chairman
2. Rahul Jhuthawat* Independent Director Member
3. Manoj Agrawal Managing Director Member

*Mr. Ajay Kumar Aggarwal resigned as independent director as well as members/chairman of various committees w.e.f 19/07/2025.

17. MEETINGS OF THE MEMBERS

The Last i.e. the 08 lh Annual General Meeting of the Company for the financial year 2023- 2024 was held on 31/07/2024 at the Registered Office of the Company.

18. STATUTORY AUDITORS

M/s GAMS & Co., Chartered Accountants, New Delhi was appointed as the Statutory Auditors in the 7 th Annual General Meeting of the Company for a term of five years i.e. till the conclusion of the 12 th Annual General Meeting. However, due to pre-occupation in other assignments, they were not in the position to devote time to the affairs of the Company. Accordingly, they submitted resignation as the Statutory Auditor of the Company with effect from 07/03/2025.

the Board of Directors appointed M/s Raj Gupta and Co. Chartered Accountants FRN- 000203N in the meeting held on 04 th April, 2025 who shall hold office upto the conclusion of next annual general meeting. Their appointment was approved by the shareholders at Extra Ordinary General Meeting held on 28/05/2025.

As per section 139(2) of the Act, Raj Gupta and Co. Chartered Accountants, (firm registration number FRN-000203N) are to be appointed as Statutory Auditors by the members of the Company at the forthcoming Annual General Meeting (AGM) for a term of 5 (five) consecutive years, to hold office from the conclusion of the 9 th AGM till the conclusion of the 14 th AGM to be held in the calendar year 2030. Further, the Board has recommended their appointment for a term of 5 (five) consecutive years from the conclusion of the 9 th AGM till the conclusion of the 14 th AGM 2030 to be held in the calendar year 2030, to the members. Accordingly, a resolution seeking approval of the members is included in the Notice convening the AGM.

19. SECRETARIAL AUDITORS

The Company do not require to appoint Secretarial Auditor Pursuant to the provisions of Section 204 of the Companies Act, 2013.

20. AUDITORS REPORT

The Statutory Auditor has made the following qualification, reservation or adverse remarks in their report.

S.no Auditor\u2019s observations Management representation
1. The Company has been generally regular in depositing undisputed statutory dues including provident fund, employees state insurance, income- tax, sales tax, duty of customs, duty of excise, value added tax, goods and service tax and other statutory dues with the appropriate authorities. Further, there were no outstanding dues as of March 31, 2025 except as While the said amount was paid within 6 months, the delay was due to the fact that the Company had received exemption under section 80-IAC and was in consultation with Income Tax Expert for availing the same or moving to new tax regime. Subsequently the Company decided to
Statue Name Nature of Dues Amount (Rs. In Lakhs) Period to which the amount relates Due Date Date of Payment
Income Tax Act. 1961 Regular Assessment Tax 84.00 FY 2023-24 31 October. 2024 03 April. 2025

continue in new regime and pay the tax accordingly.

22. FRAUDS REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT U/S 143(12)

There were no frauds reported by the auditors under section 143(12) of Companies Act, 2013 during their course of audit for the financial year 2024-2025.

23. COST AUDITOR

The Company does not fall within the purv iew of section 148 of the Companies Act, 2013 and hence, it is not required to appoint a cost auditor for the financial year 2024-2025.

24. INTERNAL AUDITOR

The Company is not required to appoint Internal Auditor as it does not fall within purview of section 13 8( 1) of Companies Act, 2013 and Rule 13 of Companies (Accounts) Rules, 2014 and it is not applicable to your Company.

26. SHARE CAPITAL

1) INCREASE IN SHARE CAPITAL

the Company had increased its authorised shares capital from Rs 8.00 Crore to 15.00 Crore in the Annual General Meeting held on 31 st July, 2024.

The Company has allotted 4,88,000 (Four Lakh Eighty Eight Thousand) equity shares of the face value of Rs. 10/- (Rupees Ten) each on preferential basis at a price of Rs. 62/- (Rupees Sixty-Two) (including a premium of Rs. 52 (Rupees Fifty Two) per Equity Share aggregating to Rupees 3,02,56,000 (Rupees Three Crore Two Lac Fifty Six Thousand only) held on 02 nd May, 202 being approved by the shareholders held on 01 sl April,2024.

2) BUY BACK OF SECURITIES

The Company has not bought back any of its securities during the year under review.

3) SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

4) BONUS SHARES

The Company had allotted bonus shares 30,16,560 (Thirty Lakh Sixteen Thousand Five Hundred Sixty only) Equity shares of INR 10/- each as bonus shares of an aggregate nominal value of INR 3,01,65,600/- (Three Crore One Lakh Sixty Five Thousand Six Hundred Only) being approved by the shareholders meeting held on 05° September, 2024.

5) EMPLOYEES STOCK OPTION PLAN

The Company has not framed any Stock Option Scheme for the employees.

27. CORPORATE SOCIAL RESPONSIBILITY POLICY

During the year under review, the provisions of Section 135 of the Companies Act, 2013 is not applicable to the Company. But the Company has adopted policy on CSR voluntarily.

28. VIGIL MECHANISM

The provisions regarding vigil mechanism as provided in Section 177(9) of the Companies Act, 2013 read with rules framed thereunder are not applicable on the Company.

29. CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION, FOREIGN EXCHANGE EARNING & OUT GO

The information on conservation of energy, technology absorption, as required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies Rule are either nil or not applicable.

Foreign exchange earnings: Nil Foreign exchange outgo : Nil

30. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

The Company has complied with the provisions of section 186 of the Companies Act, 2013 during the year under review with respect to loans, guarantees, security granted and investment made by it.

31. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Transaction with related parties were conducted in a transparent manner in the best interest of the Company and Stakeholders. All the transactions entered into with the related parties during the year under review were in the ordinary course of business and on an arms length basis.

The details of Related Party Transactions are available in the Standalone Financial Statements for the year under review.

Hence, details of such contracts or arrangements with its related parties referred to in Section 188(1) of the Act are not disclosed in Form AOC-2 of Companies Act, 2013 and rules framed thereunder. All such related party transactions were placed before the Audit Committee for approval.

32. DETAILS OF MEASURES FOR THE WELL-BEING OF EMPLOYEES

32.a PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

In line with the act the company has established an internal committee to address complaints and ensure compliance. The Internal Committee meets regularly to stay informed about the policy and to promote awareness of POSH provisions.Therefore, the details of summary of compliant during the reporting period as under

S.no Particulars Status
1 No. of complaints of sexual harassment received in the year Nil
2 No. of complaints disposed-off during the year Nil
3 No. of cases pending for more than 90 days Nil

32. b COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT 1961

The board has confirmed that the company is in full compliance with the provisions of the Maternity Benefit Act, 1961, as amended from time to time.

33. DEPOSIT FROM PUBLIC

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

34. DETAILS OF MONEY ACCEPTED FROM DIRECTOR

During the period under review, the Company has not accepted money in the form of unsecured loan from the director or relative of the director of the Company.

35. SIGNIFICANT ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL

There are no significant material orders passed by the Regulators / Courts /Tribunals which would impact the going concern status of the Company and its future operations.

36. FRAUDS REPORTED BY AUDITORS UNDER SECTION 143(12), OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

The Statutory Auditors have not reported any incident of fraud to the Board of Directors of the Company.

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37. INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIAL STATEMENTS

The Board has adopted the procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting record, and the timely preparation of reliable financial disclosures.

38. RISK MANAGEMENT POLICY OF THE COMPANY

The Company has an elaborate Risk Management procedure, which is based on three pillars: Business Risk Assessment, Operational Controls Assessment and Policy Compliance processes. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis.

The Companys internal control systems are commensurate with the nature of its business and the size and complexity of operations.

40. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS

During the Financial year under review, there were no one time settlement of Loans taken from Banks and Financial institutions.

42. GENERAL

The Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions related to these items during the period under review:

a. No changes were made in the nature of business of the Company.

b. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Companys operations in future.

c. 1 The Independent Directors have submitted their declaration of independence, stating that:

c.l .a They continue to fulfill the criteria of independence provided in Section 149 (6) of the Act along with Rules framed thereunder and Regulation 16(1 )(b) of SEBI LODR REG ; and

c.l.b There has been no change in the circumstances affecting his/ their status as Independent Directors of the Company.

c.l.c In terms of Section 150 of the Act and Rules framed thereunder, the Independent Directors have also confirmed their registration (including renewal of applicable tenure) and compliance of the online proficiency self- assessment test (unless exempted) with the Indian Institute of Corporate Affairs (IICA).

c. l .d The Board opined and confirm, in terms of Rule 8 of the Companies (Accounts) Rules, 2014 that the Independent Directors are persons of high repute, integrity and possess the relevant expertise and experience in their respective fields.

d. The statutory auditor of the Company have not reported any fraud as specified under Section 143(12) of the Act.

e. Neither any application was made, nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 against the Company.

f. There were no instances of one-time settlement with any Bank or Financial Institutions, g No revision has been made in the financial statement or the Board Report in the preceding financial year

43. DIRECTORS RESPONSIBILITY STATEMENT

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

a. in the preparation of the annual accounts, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed along with proper explanation relating to material departures;

b. the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31,2025 and of the profit of the Company for that period;

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

d. the Directors had prepared the annual accounts on a going concern basis;

e. 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.

44. SECRETARIAL STANDARDS

The Company has complied with all the applicable provisions of the Secretarial Standard - 1 on Meeting of the Board of Directors and Secretarial Standard - 2 on General Meetings as approved by the Central Government and issued by the Institute of Company Secretaries of India (ICSI) under the provisions of Section 118(10) of the Companies Act, 2013.

45. COMPANYS POLICY RELATING TO APPOINTMENT, PAYMENT OF REMUNERATION TO DIRECTORS, AND DISCHARGE OF THEIR DUTIES

As per the provisions of Section 178(3) of the Act, having constituted the Nomination & Remuneration Committee of the Company then with the recommendation of it, the Board of Directors had approved a Policy which lays down a framework in relation to appointment and remuneration of Directors, Key Managerial Personnel and the other employees and their remuneration.

The Policy broadly lays down the guiding principles, philosophy, and the basis for payment of remuneration to Directors, Key Managerial Personnel, and other employees. The policy also provides the criteria for determining qualifications, positive attributes, and Independence of the Director and criteria for appointment of Key Managerial Personnel / Senior Management while

making the selection of the candidates. Pursuant to Section 134(3) of the Act, the Nomination and Remuneration Policy of the Company is available on the website of the Company at www.oneindig.tech.

47. FAMILIARISATION PROGRAM FOR INDEPENDENT DIRECTORS:

The Independent Directors are regularly informed during meetings of the Board and Committees on the business strategy, business activities, manufacturing operations, updates on the solar industries and regulatory updates. The Directors when they are appointed are given a detailed orientation on the Company, industry, strategy, policies and Code of Conduct, regulatory matters, business, financial matters, human resource matters.

50. APPOINTMENT OF DESIGNED PERSON (MANAGEMENT AND ADMINISTRATION RULES 2014- RULE 9 OF THE COMPANIES ACT, 2013

In accordance with Rule 9 of the Appointment of Designated Person (Management and Administration) Rules 2014, it is essential for the company to designate a responsible individual for ensuring compliance with statutory obligations.

The company has proposed and appointed a Designated person in a Board meeting and the same has been reported in Annual Return of the Company.

51. OBTAINING ISIN BY NON-SMALL COMPANIES - COMPANIES (PROSPECTUS AND ALLOTMENT OF SECURITIES) SECOND AMENDMENT RULES, 2023 OF THE COMPANIES ACT 2013.

Recent amendments under the Companies (Prospectus and Allotment of Securities) Second Amendment Rules, 2023, stipulate that non-small companies must obtain an International Securities Identification Number (ISIN INE0UR501013) for their securities to facilitate smoother trading and enhance marketability.

The company has appointed an RTA and submitted all required documents to the RTA to obtain the ISIN in month of March and April 2024 to comply with this rule.

52. ACKNOWLEDGEMENT

Your directors wish to thank and place on record their appreciation for the co-operation and support extended to the company by the Government, bankers, suppliers, customers, all categories of employees and other stakeholders whose continued support has been a source of strength to the company, ^ T s

Date-30.08.2025 Place- New Delhi
Whole Time Director\u2014 -Managing Directory\u2014-zZ
DIN-07434796 DIN-00282047
Address- C- 48, 3 rd Floor Address-C- 48,3 rd Floor
DDA Sheds DDA Sheds
Okhla Industrial Area Okhla Industrial Area
Phase-1, New Delhi- Phase-1, New Delhi-
110020 110020

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