One Global Service Provider Ltd Directors Report

To,

The Members

One Global Service Provider Limited

Your Directors have pleasure in presenting the 33^rd Annual Report on the Companys business and operations, together with the Audited Financial Statements for the Financial Year ended 31^st March, 2025 and other accompanying reports, notes and certificates.

FINANCIAL HIGHLIGHTS

The Financial highlights of the Company for the year ended March 31, 2025 are as follows:

		Figures (in Lakhs)
Particulars	Year Ended March 31, 2025*	Year Ended March 31, 2024
Gross Sales	14704.17	6301.11
Other Operating Income	80.00	-
Total Revenue	14784.17	6301.11
Less: Total expenses	12338.18	5351.14
Profit/(Loss) before Exceptional and	2445.98	949.97
Extraordinary items and Tax
Exceptional Items	(33.21)	-
Extraordinary Items	-	-
Profit/(Loss) before Tax	2479.19	949.97
Tax Expenses (Deferred Tax)	632.52	239.09
Profit/ (Loss) for the year	1846.66	710.88

*Honble National Company Law Tribunal, Bench at Mumbai has passed order dated 25th March, 2025 approving Scheme of Amalgamation of Plus Care Internationals Private Limited (Transferor) with One Global Service Provider Limited (Transferee). The appointed date for the Amalgamation is January 19, 2023. The financials for the year ended at March 31, 2025 are merged giving effect to the Amalgamation.

The total revenue for the financial year under review is Rs. 14704.17 as compared to revenue of Rs. 6301.11 in previous year. The Company has reported Profit of Rs. 1846.66 (In lakhs) during the year as compared to profit of Rs. 710.88 (In lakhs) in the previous year.

DIVIDEND & APPROPRIATIONS

The Company had paid a final dividend of Rs. 1/- per equity share on 71,04,707 equity shares of face value of Rs. 10/- each fully paid up for F.Y. 2023-24. With this, the total dividend for the Financial Year 2023-24 was Rs. 71,04,707.

The Board of Directors has not recommended any dividend for the financial year 2024-25.

TRANSFER TO RESERVES

There has been no transfers to the General Reserve of the Company for the year under review.

SHARE CAPITAL

Authorized Capital:

The Authorized Share capital of the Company as on March 31, 2025 is INR 25,05,00,000*.

* Honble National Company Law Tribunal, Bench at Mumbai has passed order dated 25th March,

2025 approving Scheme of Amalgamation of Plus Care Internationals Private Limited (Transferor) with One Global Service Provider Limited (Transferee). Due the effect of amalgamation the Authorised Capital of the Company has increased from INR 25,00,00,000 to INR 25,05,00,000.

Issued, Subscribed and Paid-up Capital:

The Issued, Subscribed and Paid-up Capital of the Company is INR 19,54,30,030#.

#On account of amalgamation, The Transferee Company (One Global Service Provider Limited) has issued 1202 Equity Shares to the shareholders of Transferor Company (Plus Care Internationals Private Limited) against 1 Equity Shares held by them in the Transferor Company (Plus Care Intenationals Private Limited). So the Company has issued total 1,24,38,296 shares [1202*10,348 (existing shares of the transferor company)] of Rs. 10/- each so the Issued, Subscribed and Paid-up Capital of the Company has increased from Rs. 7,10,47,070/- to Rs. 19,54,30,030/-.

DETAILS OF SUBSIDIARY/ JOINT VENTURES/ASSOCIATE COMPANIES
Sr.	Name of	Subsidiary / Joint Venture /	Date of becoming of Subsidiary /
No	Company	Associate Company	Joint Venture / Associate Company
-	-	-	-

Statement Containing Salient Features of Financial Statements of Associate Company:

Your Company is not having any Associate Company and hence the statement containing the salient feature of the financial statement of a companys associate Company under the first proviso to subsection (3) of section 129 in the prescribed Form AOC-1 does not form part of Directors Report.

Details of New Subsidiary/ Joint Ventures/Associate Companies:

There are no new Subsidiary/Joint Ventures/Associate Companies of the Company during the year under review.

Details of the Company who ceased to be its Subsidiary/ Joint Ventures/ Associate Companies:

Sr.	Name of	Subsidiary / Joint Venture /	Date of cessation of Subsidiary /
No.	Company	Associate Company	Joint Venture / Associate Company
-	-	-	-

BOARD OF DIRECTORS, MEETINGS AND ITS COMMITTEES:

Change in Directors and Key Managerial Personnel:

During the period under review there is no change in the Composition of Board of Directors and Key Managerial Personnel of the Company:

In terms of Section 152 and other applicable provisions, if any, of the Companies Act, 2013 (the Act‘),

Mr. Sanjay Lalbhadur Upadhaya (DIN: 07497306) retires by rotation at this Annual General Meeting and being eligible, offers themselves for re-appointment.

Meeting of Shareholders of the company

Meeting	Date & Time
32nd Annual General Meeting	Monday, September 30, 2024 at 2:00 P.M
Extra- Ordinary General Meeting#	Thursday, May 9th 2025 at 1:00 P.M.

# EGM conducted for considered and approve Scheme of Amalgamation of Plus Care Internationals Private Limited (transferor Company) amalgamating with One Global Service Provider Limited and their respective shareholders.

Meetings of the Board of Directors:

During the year under review, 6 (Six) Meeting of the Board of Directors were held on 15^th April, 2024, 30^th May, 2024, 14^th August, 2024, 7^th September, 2024, 13^th November, 2024 and 11^th February, 2025, in accordance with the provisions of the Companies Act, 2013 and rules made there under and the applicable secretarial standards.

The details of attendance of each Director at above Meetings are provided as below:

Sr. No. Name of the Director	No. of Board Meetings entitled to attend as a Director	No. of Board Meetings attended
1. Sanjay Lalbhadur Upadhyay	6	6
2. Avni Chouhan	6	6
3. Hemang Shah	6	6
4. Pooja Khakhi	6	6

Committees of Board:

The provisions of the Companies Act, 2013 and the Securities Exchange Board of India (Listing Obligations and Disclosures Requirements), Regulation, 2015 have prescribed and mandated

Forming of Committees of the Board for efficient working and effective delegation of work and to ensure transparency in the practices of the Company. Accordingly, the Committees formed by the Board are as follows:

I. Audit Committee:

Pursuant to Section 177 of the Companies Act, the Board has formed an Audit Committee. The details of which is disclosed herewith.

The Audit Committee of your Company was formed with the purpose of ensuring Transparency, Efficiency & Accountability in the transactions of the Company. Further to recommend Appointment & Remuneration of the Statutory Auditors of the Company, examining the Financial Statements, approving Related Party transactions, carrying out valuation of various Undertakings/Assets of the Company etc.

During the year, the Audit Committee Constituted of the following persons:

Sr. No.	Name of the Member	Designation
1.	Avni Chouhan	Member
2.	Hemang Harshadbhai Shah	Member
3.	Sanjay Upadhaya	Member

The Audit Committee has met Four times during the Financial Year 2024-25 on 30^th May, 2024, 14^th August, 2024, 13^th November, 2024, 11^th February, 2025.

II. Nomination and Remuneration Committee:

The Company pursuant to Section 178(1) of the Companies Act, 2013 has formed the Nomination and Remuneration Committee. The details of which is disclosed herewith. The policy is available on the following web-link of the Company: http://www.1gsp.in

The Committee is, inter-alia has been formed to identify persons who are qualified to become Directors of the Company and who may be appointed in the Senior Management along with the evaluation of Directors performance, formulating criteria for determining positive attributes and independence of a Director and recommending policy relating to the remuneration of the Directors, Key Managerial Personnel and other employees and granting of Employee Stock Options to eligible employees.

During the year, the Committee Constituted of the following persons:

Sr.
No.	Name of the Member	Designation
1.	Pooja Hemang Khakhi	Member
2.	Hemang Harshadbhai Shah	Member
3.	Avni Chouhan	Member

The Nomination and Remuneration Committee has met twice during the Financial Year 2024-25 on 14^th August, 2024 and on 13^th November, 2024.

III. Stakeholders Relationship Committee/ Shareholders Grievance Committee:

The Board has in accordance with the provisions of Section 178(5) of the Companies Act, 2013 constituted Stakeholder Relationship Committee. The details of which is disclosed herewith.

The Stakeholders Relationship Committee has been formed to resolve the grievances of various stakeholders of the Company. Its scope of work includes overseeing the performance of the RTA and take note of the complaints received, issuing of duplicate share certificates in case of loss/ theft or torn certificate, redressal of issues related to non-receipt of dividend/Annual report, etc.

The Committee, inter alia, started overseeing and reviewing all matters connected with the shares and looks into shareholders complaints.

During the year, the Committee Constituted of the following persons:

Sr.
No.	Name of the Member	Designation
1.	Avni Chouhan	Member
2.	Sanjay Upadhaya	Member
3.	Hemang Harshad bhai shah	Member

The Stakeholders Relationship Committee has met one time during the Financial Year 2024-25 on 14^th August, 2024.

IV. Risk Management Committee:

According to the Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements), 2015, a Risk Management Committee is to be formed by the top 1000 listed Companies based on market capitalization. However, One Global Service Provider Limited does not fall under the threshold. But the Board has opted voluntarily to form the Committee in order to cover the short-comings and secure the position of the Company. The details of the Committee are disclosed herewith.

With a view to control various risks associated with, market fluctuations, change in government policies etc., a policy to identify, prevent and hedge uncertain risks & losses have been formulated; effective means of identifying, measuring and monitoring credit exposures incurred by the Company were also formulated. The Risk Management Committee was formed to formulate & supervise the implementation of this policy, to develop effective surveillance techniques, monitor the external Business environment etc.

Risk Management Policy:

The Company has a robust Policy to identify, evaluate business risks and opportunities. This strategy seeks to create transparency, minimize adverse impact on the business objectives and enhance the

Companys competitive advantage and helps in identifying risks trend, exposure and potential impact analysis at a Company level as also separately for different business segments.

The committee constituted of the following members as on 31^st March, 2025.

Sr.
No.	Name of the Member	Designation
1.	Sanjay Lalbahadur Upadhyay	Member
2.	Hemang Harshadbhaishah	Member
3.	Pooja Hemang Khakhi	Member

The Risk Management Committee has met twice during the Financial Year 2024-25 on 14^th August, 2024 and 11^th February, 2025.

Meeting of Creditors of the company

Meeting	Date & Time
Unsecured Creditors Meeting	May 9th, 2024 at 3:00 P M

#Meeting of Unsecured Creditors was conducted to considered and approve Scheme of Amalgamation of Plus Care Internationals Private Limited (transferor Company) amalgamating with One Global Service Provider Limited.

Independent Directors Declaration:

The Independent Directors have given declarations that they meet the criteria of independence as per the provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015.

Avni Chouhan, Hemang Harshadbhai Shah and Pooja Hemang Khakhi are the independent directors of the company.

During the year from 01.04.2024 to 31.03.2025 the Separate Meeting of Independent Directors met as on 11^th February, 2025.

The Board of Director declares that the Independent Directors in the opinion of the Board are:

a) Persons of integrity and they possess relevant expertise and experience; b) Not a promoter of the Company or its holding, subsidiary or associate company; c) Have/had no pecuniary relationship with the company, its holding, subsidiary or associate company or promoter or directors of the said companies during the two immediately preceding financial year or during the current financial year; d) None of their relatives have or had pecuniary relationship or transactions with the company, its holding, subsidiary or associate company or promoter or directors of the said companies amounting to two percent or more of its gross turnover or total income or fifty lakh rupees whichever is lower during the two immediately preceding financial years or during the current financial year. e) who, neither himself nor any of his relatives (i) holds or has held the position of a key managerial personnel or is or has been employee of the company or its holding, subsidiary or associate company in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed; (ii) is or has been an employee or proprietor or a partner, in any of the three financial years immediately preceding the financial year in which he is proposed to be appointed, of (A) a firm of auditors or company secretaries in practice or cost auditors of the company or its holding, subsidiary or associate company; or (B) Any legal or a consulting firm that has or had any transaction with the company, its holding, subsidiary or associate company amounting to ten per cent. or more of the gross turnover of such firm; (iii) Holds together with his relatives two percent or more of the total voting power of the company; or is a Chief Executive or director, by whatever name called, of any non-profit organization that receives twenty-five percent or more of its receipts from the Company, any of its promoters, directors or its holding, subsidiary or associate company or that holds two per cent. or more of the total voting power of the company; or possess such other qualifications as prescribed in Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

Evaluation by Independent Director:

In a separate meeting of Independent Directors held on 11^th February, 2025 performance of non- independent directors, performance of the Board as a whole and performance of the Chairman was evaluated.

Familiarization Program for Independent Directors

The Company has a detailed familiarization Program for Independent Directors to familiarize them with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company etc.

All the Independent Directors of the Company are made aware of their roles and responsibilities at the time of their appointment through a formal letter of appointment, which also stipulates various terms and conditions of their engagement.

Executive Directors and Senior Management provide an overview of the operations and familiarize the new Non-Executive Directors on matters related to the Companys values and commitments.

They are also introduced to the organization structure, constitution of various committees, board procedures, risk management strategies, etc.

All the details shall be accessible to all the Directors which, inter alia, contains the following information:

Roles, responsibilities and liabilities of Independent Directors under the Companies Act, 2013 and the Listing Regulations;

Annual Reports;

Code of Conduct for Directors;

Terms and conditions of appointment of Independent Director;

Pursuant to Regulation 25(7) of the Listing Regulations, the Company imparted various familiarization programmes for its directors including periodic review of Investments of the Company, Regulatory updates, Industry Outlook, Business Strategy at the Board Meetings and changes with respect to the Companies Act, Taxation and other matters, Listing Regulations, Framework for Related Party Transactions, etc.at the Audit Committee Meetings. The details as required under Regulations 46 and 62(1A) of the Listing Regulations are available on the website of your Company at

https://www.1gsp.in/assets/PDF/Policies/Policy%20for%20Familiarisation%20Program.pdf.

The Vigil Mechanism/ Whistle Blower Policy:

Your Company believes in promoting a fair, transparent, ethical and professional work environment. The Board of Directors of the Company has established a Whistle Blower Policy & Vigil Mechanism in accordance with the provisions of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015 for reporting the genuine concerns or grievances or concerns of actual or suspected, fraud or violation of the Companys code of conduct. The said Mechanism is established for directors and employees to report their concerns. The policy provides the procedure and other details required to be known for the purpose of reporting such grievances or concerns.

The policy is available on the following web-link of the Company: https://www.1gsp.in/assets/PDF/Whistle%20Blower%20Policy.pdf

CORPORATE GOVERNANCE REPORT

Pursuant to Schedule V to the Listing Regulations, the Report on Corporate Governance furnished in "Annexure-VII" form part of the Annual Report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO [SECTION 134 (3) (m) OF THE COMPANIES ACT, 2013:

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo etc. are furnished in "Annexure - II", which forms part of this Report.

CORPORATE SOCIAL RESPONSIBILITY REPORT

The Companys CSR initiatives and activities are aligned to the requirements of Section 135 of the Act.

A brief outline of the CSR policy and the initiatives undertaken by the Company on CSR activities during the year under review are set out in "Annexure - I" of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. This Policy is available on the Companys website at https://www.1gsp.in/info/Policies.aspx.

For other details regarding the CSR Committee, please refer to the Corporate Governance Report, which forms part of this report.

WEB ADDRESS OF ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the draft Annual Return as on 31st March, 2025 is available on the Companys website http://www.1gsp.in

CODE OF CONDUCT:

The Board of Directors has laid down a Code of Conduct applicable to the Board of Directors and Senior Management. All the Board Members and Senior Management personnel have affirmed compliance with the code of conduct.

ENVIRONMENT AND SAFETY:

The Company is conscious of the importance of environmentally clean and safe operations. The Companys policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances of environmental regulations and preservation of natural resources.

OTHER STATUTORY DISCLOSURES

Disclosure of Remuneration paid to Director and Key Managerial Personnel and Employees:

The details with regard to payment of remuneration to Director and Key Managerial Personnel pursuant to Section 197(12) of Companies Act, 2013 is provided in separate annexure to the Report as "Annexure-III", which forms part of this Report.

Remuneration to Employees:

None of the employee has received remuneration exceeding the limit as stated in rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Particulars of contracts or arrangements with related parties:

All Transactions/Contracts/Arrangements entered into by the Company with Related Party (ies) as provided under the provisions of Section 2(76) of the Companies Act, 2013, during the Financial Year under review were in ordinary course of business and on an Arms Length Basis.

Further, none of these Contracts / Arrangements / Transactions with Related Parties could be considered material in nature as per the thresholds given in Rule 15(3) of the Companies (Meetings of Board and its Powers) Rules, 2014 and hence no disclosure is required to be given in this regard. The details are disclosed in Form AOC-2 which is annexed as "Annexure-IV", which forms part of this Report.

Particulars of Loan, Guarantee and Investments under Section 186 of the Act:

Pursuant to the provisions of Section 186 of the Companies Act, 2013, read with The Companies (Meetings of Board and its Powers) Rules, 2014 as amended from time to time (including any amendment thereto or re-enactment thereof for the time being in force), Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of Financial Statements provided in this Annual Report.

Deposits:

The Company has not accepted any deposits from the public within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

Board Diversity

The Company recognizes and embraces the importance of a diverse board in its success. The Company believes that a truly diverse board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and geographical background, age, ethnicity, race and gender, which will help the Company to retain its competitive advantage.

Insurance:

The assets of your Company are adequately insured. Your Company has also taken out suitable cover for Public Liability.

Disclosures as per the 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 Policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made there under for prevention and Redressal of complaints of sexual harassment at workplace. The objective of this policy is to lay clear guidelines and provide right direction in case of any reported incidence of sexual harassment across the Companys offices and take appropriate decision in resolving such issues.

During the financial year 2024-25, the Company has not received any compliant on sexual harassment.

The policy is available on the following web-link of the Company: http://www.1gsp.in

Disclosure under Maternity Benefit Act, 1961:

The Company is in compliance of the provision of Maternity Benefit Act, 1961 to the extent applicable

Material changes and commitments affecting the financial position of the Company:

The company had filed application for scheme of amalgamation of Plus Care Internationals Private Limited (Transferor) with One Global Service Provider Limited (Transferee) to Honble National Company Law Tribunal, Bench at Mumbai and received order for calling a shareholder and unsecured creditor meeting on 13^th March, 2024 and certified true copy received on 18^th March, 2024.

The Company has convened a meeting of Shareholder and Unsecured Creditors Meeting on 09^th May, 2025 as per direction of Honble National Company Law Tribunal, Bench at Mumbai.

Further the company has received order da*ted 25^th March, 2025 by Honble National Company Law Tribunal, Bench at Mumbai for approval of the Scheme of Amalgamation as stated above.

Significant and material orders passed by the regulators or Courts or Tribunals impacting the going concern status and Companys Operations in Future:

Honble National Company Law Tribunal, Bench at Mumbai has passed order dated 25^th March, 2025 in Petition C.P. (CAA) 150 (MB) 2024 in C.A. (CAA) 11 (MB) 2024 approving Scheme of Amalgamation of Plus Care Internationals Private Limited (Transferor) with One Global Service Provider Limited (Transferee).

The company has complied all the direction given by of Honble National Company Law Tribunal, Bench at Mumbai.

No other significant and material order was passed by regulators or courts or tribunals impacting the going concern status and companys operations in future.

Change in the Nature of Business

There is no change in Business during the year.

Internal Financial Control Systems and their adequacy

Internal Financial Controls are an integrated part of the risk management process, addressing financial and financial reporting risks. The internal financial controls have been documented, digitized and embedded in the business processes.

Assurance on the effectiveness of internal financial controls is obtained through management reviews, control self- assessment, continuous monitoring by functional experts as well as testing of the internal financial control systems by the internal auditors during the course of their audits.

We believe that these systems provide reasonable assurance that our internal financial controls are designed effectively and are operating as intended.

Disclosure Under Section 43(A)(II) of the Companies Act, 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43 (a) (ii) of the Act read with Rule 4 (4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

Disclosure Under Section 54(1)(D) of the Companies Act, 2013

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54 (1) (d) of the Act read with Rule 8 (13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

Disclosure Under Section 62(1)(B) of the Companies Act, 2013

The Company has not issued any equity shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62 (1) (b) of the Act read with Rule 12 (9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

Disclosure under Section 67(3) of the Companies Act, 2013

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

Management Discussion and Analysis:

The Management Discussion and Analysis Report on the operations of the Company as required pursuant to Part B of Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed hereto and marked as "Annexure V" and forms part of this Report.

Secretarial Standards of ICSI

Your Company is in compliance with the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS - 2) issued by The Institute of Company Secretaries of India and approved by the Central Government.

AUDITORS

Statutory Auditors:

The company regularised S D P M & Co., Chartered Accountants as Statutory Auditor of company in 29^th Annual General Meeting held on 30^th September, 2021. The Auditors report given by M/s. S D P M & Co., Chartered Accountants, Statutory Auditors, on the Financial Statements of your Company, for the year ended March 31, 2025, forms part of the Annual Report. There is no qualification, reservation or adverse remark or any disclaimer in their Report.

Auditors Observations and Directors Comments:

The auditors report does not contain any qualifications, reservation or adverse remarks.

Details in Respect of frauds reported by the Auditors under Section 143(12) of Companies Act, 2013:

There are no frauds reported by the Auditor which are required to be disclosed under Section 143(12) of Companies Act, 2013.

Secretarial Auditor:

The Company has appointed M/s. M K Samdani & Co., Company Secretaries as a Secretarial Auditor of the Company, according to the provision of Section 204 of the Companies Act, 2013 read with Companies Rules for the purpose of conducting Secretarial Audit of Company for the financial year 2024-25. The Report of the Secretarial Audit is annexed herewith as "Annexure VI".

The Secretarial Auditor Report have following Qualification :

Secretarial Auditor Observation	Management Comment
The Chief Financial Officer of the Company has resigned from his post w.e.f. March 16, 2024.	Your Company is continuously looking for the suitable candidate for the position of Chief
Thereafter as per Regulation 26A(2) of SEBI LODR, the Company is required to fill the vacancy in the office of Chief Financial Officer within stipulated time. However, the Company failed to appoint Chief Financial Officer within the stipulated time as per Regulation 26A(2) of SEBI LODR.	Financial Officer (CFO), and soon we will appoint the CFO and will ensure compliance with the SEBI(LODR) Regulation, 2015

Internal Audit and Internal Control Systems:

The Company has an internal control system, commensurate with the size, scale and complexity of its operations. This ensures that all transactions are authorized, recorded and reported correctly, and assets are safeguarded and protected against loss from unauthorized use or disposition. The Company has adequate internal controls for its business processes across departments to ensure efficient operations, compliance with internal policies, applicable laws and regulations, protection of resources and assets and appropriate reporting of financial transactions.

The Company has Internal Audit function which is empowered to examine the adequacy and compliance with policies, plans and statutory requirements.

It comprises of experienced professionals who conduct regular audits across the Companys operations. The Company has also appointed Mr. Rushil Soni proprietor of M/s Rushil Soni & Co., Chartered Accountants as Internal Auditors, who reviews the various functions of the Company thoroughly and report to the Audit Committee. During the year under review, the Risk Management Committee of the Company had reviewed the new requirement of Internal Control over Financial

Reporting ("ICOFR") and finalized the detailed analysis of key processes, and these were presented for review by the Statutory Auditors. The control mechanism and the process of testing of controls were discussed with the Statutory Auditors.

The Statutory Auditors have submitted their report on the Internal Financial Controls which forms an integral part of this Report.

The adequacy of the same has been reported by the Statutory Auditors of your Company in their report as required under the Companies (Auditors Report) Order, 2003.

Cost Auditor:

The company have appoint M/s J. H. Survase & Co., Cost Accountants, as the Cost Auditor of the company, as the appointment of the Cost Auditor is required in Transferor Company (Plus Care Internationals Private Limited) and M/s J. H. Survase & Co., Cost Accountants was appointed by the Transferor Company (Plus Care Internationals Private Limited) and after the merger of Plus Care Internationals Private Limited with One Global Service Provider Limited, the Transferee company continued with the appointment of M/s J. H. Survase & Co., Cost Accountants, as the Cost Auditor of the company.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading pursuant to new SEBI (Prohibition & Insider Trading) Regulation 2015 in place of SEBI (Prohibition & Insider Trading) Regulation 1992 with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Company‘s shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the ‘Trading Window is closed. The Board is responsible for implementation of the

Code. All Directors and the designated employees have confirmed compliance with the Code.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134 (5) of the Companies Act, 2013, your Directors, to the best of their knowledge and belief and according to information and explanation obtained by them, confirm that:

(a) In the preparation of the annual accounts for the year ended on 31st March 202, the applicable accounting standards had been followed along with proper explanation relating to material departures; (b) The Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the company for that period; (c) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; (d) The Directors had prepared the annual accounts on a going concern basis; and (e) The Directors had laid down Internal Financial Controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

DETAILS OF APPLICATION PENDING FILED OR PENDING AGAINST INSOLVENCY AND BANKRUPTCY CODE:

No Application against the Company has been filed or is pending under the Insolvency and Bankruptcy code, 2016; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy code, 2016 during the year alongwith their status as at the end of the financial year is not applicable.

THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

No such instance of One-time settlement or valuation was done while taking or discharging loan from the Banks/Financial Institutions occurred during the year.

ACKNOWLEDGEMENT:

The Board of Directors are grateful for the co-operation and support from the Bankers, clients and other business partners. The Board takes this opportunity to express their sincere appreciation for the excellent patronage, total commitment, dedicated efforts of the executives and employees of the Company at all levels.

Your Directors would like to express their gratitude to the Members and are deeply grateful to them for reposing their confidence and faith in the Company.

The Directors wish to place on record their sincere appreciation of the valuable services rendered by the employees to the Company.

APPRECIATION

The Directors wish to convey their appreciation to all of the Companys employees for their enormous personal efforts as well as their collective contribution to the Companys performance. The Directors would also like to thank the shareholders, customers, dealers, suppliers, bankers, Government and all the other business associates for the continuous support given by them to the Company and their confidence in its management.