Peoples Investment Ltd Directors Report

Dear Members,

Your Directors are pleased to present the Forty Ninth Annual Report together with the Audited Financial Statements of the Company for the financial year ended March 31, 2025. The Management Discussion and Analysis Report forms part of this Annual Report.

1. Financial Performance

(Rs. Rs in 000)

Particulars	Year ended 31.3.2025	Year ended 31.3.2024
Total revenue during the year	500.00	600.00
Depreciation	-	-
Profit / (loss) before tax	(212.43)	(17.75)
Tax	-	-
Net Profit / (loss) after tax	(212.43)	(17.75)
(Deficit) of retained earnings brought forward	(3195.53)	(3,177.78)
(Deficit) of retained earnings as per Balance Sheet	(3407.96)	(3,195.53)

During the financial year 2024-25, the total revenue of your Company was Rs. 5,00,000/- as compared with Rs.6,00,000/- in the previous financial year. During the year under review, the loss after tax was Rs. 2,12,430/- as compared with loss after tax of Rs. 17,750/- in the previous financial year.

There are no material changes or commitments affecting the financial position of the Company which have occurred between the end of the financial year and the date of this Report. There has been no change in the nature of the business during the year under review.

2. Dividend

In view of accumulated losses, the Board has not recommended any dividend for the financial year 2024-25.

3. Reserves

Your company has not transferred any amount to the reserves of the Company.

4. Share Capital

The paid-up Equity Share Capital of the Company as on March 31, 2025, is Rs. 20.00 lakhs. During the year under review, the Company has not issued shares with differential voting rights nor has granted any stock options or sweat equity. As on March 31, 2025, none of the Directors of the Company hold instruments convertible into equity shares of the Company.

5. Management Discussion and Analysis Report

Industry Structure and Developments:

The year was marked by sound fundamentals, with inflation trending towards RBIs target level of 4.6%, forex reserves experienced a decline before rebounding and interest rates held at the same level with an accommodative stance to spur growth. The Indian economy had a strong GDP growth which was driven by capital formation and investment for the most part and to a lower extent by private and public consumption. GDP for the country is projected to grow at 6.3% during FY 2025-26 supported by resilient domestic activity, robust investment and government consumption. Indian economy remained resilient with robust 6.5% growth rate of GDP in FY 2024-25.

While there was no change in stance of the monetary policy, the market reading of the monetary policy statements indicated that the interest rate had peaked. Overall, the country is attracting many global majors for strategic investments owing to the presence of a vast range of industries and investment avenues.

Opportunity and Threats:

The annual rate of inflation based on all India Wholesale Price Index (WPI) number is 2.05% (provisional) for the month of March, 2025 (over March, 2024). Positive rate of inflation in March, 2025 is primarily due to increase in prices of manufacture of food products, other manufacturing, food articles, electricity and manufacture of textiles etc. Meanwhile, The Monetary Policy Committee (MPC) of the Reserve Bank of India (RBI) in April 2026 after a detailed assessment decided to bring down the repo rate to 6 % and the liquidity adjustment facility (LAF) has been adjusted to 5.75%.¹

The rise of AI poses a substantial challenge globally, especially in service sectors where employment is a concern. A recent IMF paper highlights that almost 40 percent of global employment is exposed to AI, showcasing both its complementary benefits and potential risks of displacement. Geoeconomic fragmentation and the slowdown of hyper-globalization are leading to increased friend shoring and onshoring activities, impacting global trade and economic growth.

Segment-wise or product-wise performance:

The Company is solely engaged in financial consultancy services, which is the only reporting segment. The total revenue from financial advisory services stood at Rs. 5,00,000/- as compared with Rs. 6,00 ,000/- in the previous financial year.

Outlook:

2 Rising employment and substantially increasing private consumption, supported by rising consumer sentiment, will support GDP growth in the coming months. Future capital spending of the government in the economy is expected to be supported by factors such as tax buoyancy, the streamlined tax system with low rates, a thorough assessment and rationalisation of the tariff structure, and the digitization of tax filing. In the medium run, increased capital spending on infrastructure and asset-building projects is set to increase growth multipliers. The contact-based services sector has largely demonstrated promise to boost growth by unleashing the pent-up demand. The sectors success is being captured by a number of HFIs (High-Frequency Indicators) that are performing well, indicating the beginnings of a comeback.

Risk and concerns:

The geopolitical crises, supply chain reorientations, global inflation, and tight monetary policy conditions seems to outweigh on the positives of the economy. Inflation may peak along with the moderation of the global economy and stability in crude oil and industrial raw material prices. A tighter monetary policy will also help bring down demand and, therefore, cap the price rise.

Reserve Bank of India (RBI) has shouldered a major responsibility of cushioning the economy from rising prices and maintaining liquidity. Yet, navigating inflation and preserving financial stability, while boosting growth drivers, have been a tightrope walk for policymakers and for the economy as a whole.

Internal Control Systems and their adequacy:

The Company has an effective internal control and risk-mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The present internal control systems are adequate and commensurate with the nature and size of the Company.

Material developments in Human Resources/Industrial Relations front, including number of peoples employed:

There is no major development in human resources/industrial relations front. At present the Company has only one employee.

Details of significant changes in key financial ratios:

Ratio	FY 2025	FY 2024	Change in %	Reason for change
Debtors Turnover	-	-	-	-
Inventory Turnover	-	-	-	-
Interest Coverage Ratio	-	-	-	-
Current Ratio	5.13	9.22	44.36%	Decrease in current assets
Debt Equity Ratio	-	-	-	-
Operating Profit Margin	-	-	-	-
Net Profit Margin (%)	(-)42.49	(-)2.96	20.59%	Decrease in profit for the year
Return on Net Worth (%)	(-)106.82	(-) 4.36	2350%	Decrease in profit for the year

Details of any change in Current Ratio as compared to the immediately previous financial year along with a detailed explanation thereof: The Current Ratio has reduced from 9.22 to 5.13 mainly due to decrease in current assets such as bank balances and also decrease in current liabilities such as trade payables.

6. Finance and Accounts

During the year under review, the Company did not raise any finance.

The Financial Statements for the year ended on March 31, 2025 have been prepared in accordance with the Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 (hereinafter referred to as "the Act") read with the Companies (Accounts) Rules, 2014 as amended from time to time. There are no material departures from the prescribed norms stipulated by the Accounting Standards in preparation of the Annual Accounts The estimates and judgments relating to the Financial Statements are made on a prudent basis, so as to reflect in a true and fair manner, the form and substance of transactions and reasonably present the Companys state of affairs, profits and cash flows for the year ended March 31, 2025.

7. Subsidiaries / Joint Ventures / Associate Companies

The Company does not have subsidiary, joint venture and associate company and therefore furnishing of information on performance and financial position of subsidiary, joint venture and associate company is not applicable to the Company.

8. Corporate Governance Report

In terms of the Regulation 15(2) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliance with the corporate governance provisions is not mandatory to the Company; therefore, the Corporate Governance Report for the year ended March 31, 2025 is not given.

9. Web-link of the Annual Return

The Annual Return in form MGT-7 for the financial year ended March 31, 2025, as required under section 92(3) of the Companies Act, 2013, has been placed on the website of the Company www.pplsinvestments.com.

10. Directors and Key Managerial Personnel I. Directors

In accordance with the provisions of Section 152 of the Companies Act, 2013, Shri. Jitender Agarwal, Director, retires by rotation at the forthcoming AGM and, being eligible, offers himself for re-appointment. The Board recommends his re-appointment for the consideration of the Members of the Company at the forthcoming AGM. During the year under review Shri Narayanan Ramalingam, passed away due to illness, and ceased to be the director of the Company w.e.f. October 04, 2024. Mr. Ashok Khedekar resigned as an Independent Director of the Company with effect from April 15, 2025 due to other professional engagements and commitments.

Mr. B. Padmanabhan was appointment as an independent director of the Company, not liable to retire by rotation, for a term of 5 years effective from December 3, 2024. Mr. Atul Dharap was appointed as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 years effective from May 20, 2025.

All Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. In terms of Regulation 25(8) of the Listing Regulations, Independent Directors have confirmed that they are not aware of any circumstances or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties.

Further, in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by the Indian Institute of Corporate Affairs. The Independent Directors who were required to clear the online proficiency self-assessment test have passed the test.

In the opinion of the Board, the Independent Directors possess the requisite integrity, experience, expertise, proficiency and qualifications.

II. Key Managerial Personnel

As on March 31, 2025, the following are the Key Managerial Personnel of the Company:

1. Shri Suryakant Laxman Khare: Chief Financial Officer and Company Secretary

2. Shri Venkatesh Ramaswami: Manager

III. Procedure for Nomination and Appointment of Directors

The Nomination and Remuneration Committee is entrusted with the responsibility for developing competency requirement of the Board. The Nomination and Remuneration Committee makes recommendations to the Board in relation to appointment of new Director.

IV. Criteria for Determining Qualification, Positive Attributes and Independence of a Director

The Nomination and Remuneration Committee has formulated the criteria for determining qualifications, positive attributes and independence of Directors in terms of Section 178(3) of the Companies Act, 2013. The same is given in Annexure A and forms an integral part of this Report.

11. Board Meetings

The Board of Directors as on March 31, 2025 consists of Shri S. L. Pokharna, Non-Executive Director, Shri Padmanabhan Balasubramaniam, Independent Director, Shri Jitender Agarwal, Non-Executive Director, Smt. Suma G. Nair, Non-Executive Woman Director and Shri Ashok Khedekar, Independent Director.

During the financial year 2024-25, the Board met five times. The Meetings were held on 16.05.2024, 12.08.2024, 11.11.2024, 03.12.2024 and 31.01.2025. Attendance of Directors at the Board Meetings was as under:

Name of the Director(s)	No. of Board Meetings attended
1. Shri S. L. Pokharna	5 of 5
2. Shri R. Narayanan	2 of 5
3. Shri Padmanabhan Balasubramaniam	2 of 5
4. Shri Jitender Agarwal	5 of 5
5. Smt. Suma G. Nair	5 of 5
6. Shri Ashok Khedekar	5 of 5

* Shri Padmanabhan Balasubramaniam (DIN: 01987724) was appointed as an Independent Director w.e.f. 03.12.2024, Shri Ashok Khedekar (DIN: 05197693) Independent Director, tendered his resignation w.e.f 15.04.2025 due to professional commitments, Shri R. Narayanan, ceased to be an Independent Director, on account of death due to illness, w.e.f. 04.10.2024, and Shri Atul Dharap (DIN: 06699876) was appointed as an Independent Director w.e.f. 20.05.2025.

12. Committees of the Board

I. Audit Committee

The composition of Audit Committee as at March 31, 2025 is as under:

i. Shri Ashok Khedekar	: Independent Director, Chairman
ii. Shri Padmanabhan Balasubramaniam	: Independent Director, Member
iii. Smt. Suma G. Nair	: Non-Executive Director, Member

During the financial year 2024-25, the Audit Committee met five times. The Meetings were held on 16.05.2024, 12.08.2024, 11.11.2024, 03.12.2024 and 31.01.2025. Attendance of Members of Audit Committee was as under:

Name of the Member(s)	No. of Meetings attended
1. Shri Padmanabhan Balasubramaniam	1 of 5
2. Shri. R. Narayanan	2 of 5
3. Smt. Suma G. Nair	5 of 5
4. Shri Ashok Khedekar	5 of 5

* Shri Padmanabhan Balasubramaniam (DIN: 01987724) was inducted as a member w.e.f. 03.12.2024, Shri Ashok Khedekar (DIN: 05197693) member, tendered his resignation w.e.f 15.04.2025 due to professional commitments, Shri R. Narayanan, ceased to be a member, on account of death due to illness, w.e.f. 04.10.2024, and Shri Atul Dharap (DIN: 06699876) was inducted as a member w.e.f. 20.05.2025.

Nomination and Remuneration Committee

The composition of Nomination and Remuneration Committee as at March 31, 2025 is as under:

i. Shri Padmanabhan Balasubramaniam	: Independent Director, Chairman
ii. Shri Ashok Khedekar	: Independent Director, Member
iii. Shri S.L. Pokharna	: Non-Executive Director, Member

In the financial year 2024-25, the Nomination and Remuneration Committee met twice on May 16, 2024 and December 3, 2024. Attendance of Members of Nomination and Remuneration Committee was as under:

Name of the Member(s)	No. of Meetings attended
1. Shri. Padmanabhan Balasubramaniam	0 of 2
2. Shri. S. L. Pokharna	2 of 2
3. Shri Ashok Khedekar	2 of 2

* Shri Padmanabhan Balasubramaniam (DIN: 01987724) was inducted as a member w.e.f. 03.12.2024, Shri Ashok Khedekar (DIN: 05197693) member, tendered his resignation w.e.f 15.04.2025 due to professional commitments, Shri R. Narayanan, ceased to be a member, on account of death due to illness, w.e.f. 04.10.2024, and Shri Atul Dharap (DIN: 06699876) was inducted as a member w.e.f. 20.05.2025.

II. Stakeholders Relationship Committee

The composition of Stakeholders Relationship Committee as on March 31, 2025 is as under:

i. Smt. Suma G. Nair	: Non-Executive Director, Chairman
ii. Shri Ashok Khedekar	: Independent Director, Member
iii. Shri Padmanabhan Balasubramaniam	: Independent Director, Member

In the financial year 2024-25, the Stakeholder Relationship Committee met on January 31, 2025 . Attendance of Members of the Committee was as under:

Name of the Member(s)	No. of Meetings attended
1. Smt. Suma Nair	2 of 2
2. Shri Ashok Khedekar	2 of 2
3. Shri. Padmanabhan Balasubramaniam	2of 2

* Shri Padmanabhan Balasubramaniam (DIN: 01987724) was inducted as a member w.e.f. 03.12.2024, Shri Ashok Khedekar (DIN: 05197693) member, tendered his resignation w.e.f 15.04.2025 due to professional commitments, Shri R. Narayanan, ceased to be a member, on account of death due to illness, w.e.f. 04.10.2024, and Shri Atul Dharap (DIN: 06699876) was inducted as a member w.e.f. 20.05.2025.

Committee of Directors

The composition of Committee of Directors as at March 31, 2025 is as under:
i. Smt. Suma G. Nair	: Non-Executive Director, Chairman
ii. Shri S.L. Pokharna	: Non-Executive Director, Member

No meetings of Committee of Directors were held during the year.

13. Compliance with Secretarial Standards

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

14. Performance Evaluation

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out annual evaluation of its own performance and the performance of the Board Committees and individual Directors. The performance evaluation was carried out after seeking inputs from all the Directors and Committee Members on the basis of criteria adopted in this regard. The Board expressed their satisfaction with the evaluation process.

The Independent Directors of the Company have held one meeting during the year on March 24, 2025, without the presence of Non-Independent Directors and members of the management to review the performance of Non-Independent Directors and the Board of Directors as a whole; review the performance of the Chairman of the Meetings of the Company and to assess the quality, quantity and timeliness of flow of information between the management and the Board of Directors.

15. Particulars of Loans, Guarantees or Investments

The Company has not given any loan or guarantee or made investment falling within Section 186 of the Companies Act, 2013.

16. Vigil Mechanism / Whistle Blower Policy

The Company has a whistle blower policy to report genuine concerns and / or grievances. The Whistle Blower policy has been posted on the website of the Company (www.pplsinvestments.com). The Company affirms that no personnel has been denied access to the Audit Committee.

17. Nomination and Remuneration Policy

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and other Employees of the Company. This policy also lays down criteria for selection and appointment of Board Members. The detail of the policy is given in Annexure B annexed hereto and forms an integral part of this Annual Report. The Nomination and Remuneration Policy has been posted on the website of the Company (www.pplsinvestments.com).

18. Related Party Transactions

There is no transaction entered into with Related Parties for the year under review. Hence, the provisions of Section 188 of the Companies Act, 2013 are not attracted.

19. Significant and Material Orders Passed by the Regulator or Courts

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

20. Material Change and Commitments

Pursuant to the provisions of Section 134(3)(i) of the Companies Act, 2013, there were no material changes and commitments which affects the financial position of the Company for the year under review.

21. Auditors

I) Statutory Auditors

On the recommendation of Audit Committee and subject to the approval of Members, M/s Khandhar Mehta & Shah, Chartered Accountants (registration number 125512W) were appointed as the Statutory Auditors of the Company at the 47th AGM held on September 22, 2023 for a period of 5 (five) years, to hold office from the conclusion of 47th AGM until the conclusion of the 52nd AGM of the Company, on such remuneration plus applicable taxes, out-of-pocket expenses, as may be mutually agreed upon by the Board of the Directors and the Statutory Auditors on the recommendations of the Audit Committee.

The Statutory Auditors Report forms part of the Annual Report. The Statutory Auditors report does not contain any qualification, reservation or adverse remark for the year under review.

II) Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and rules made thereunder, the Company has appointed M/s Kaushik Joshi & Co., a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report for the year ended March 31, 2025 is included as Annexure C and forms an integral part of this Report.

Pursuant to SEBI Listing Regulations, the Board of Directors at their meeting held on May 20, 2025, subject to approval of the shareholders at the ensuing Annual General Meeting, have appointed M/s Kaushik Joshi & Co., as the Secretarial Auditor for a term of five (5) years commencing from FY 2025-26 at a remuneration to be mutually decided by any one of the Directors of the Company in consultation with Secretarial Auditors.

22. Auditors Report

a) There is no audit qualification or reservation, or adverse remark or disclaimer made by the Statutory Auditor in the Auditors Report to the financial statements for the year under review. b) There is no qualification in the secretarial audit report for the year under review.

23. Maintenance of Cost Records

As per the provisions of the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, the Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013.

24. Internal Control Systems

Your Company has an effective internal control and risk-mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The internal audit is entrusted to M/s. K. D. Rambhiya & Co., Chartered Accountants, Mumbai. The Board is of the opinion that the present internal control systems are adequate and commensurate with the nature and size of the Company.

25. Risk Management

The Company has adequate risk management measures which are implemented, developed, assessed, reviewed and strengthened from time to time. During the year under review, there were no risks which in the opinion of the Board threaten the existence of the Company.

26. Reporting of Frauds

There was no instance of fraud during the year under review which required the Statutory Auditors to report to the Audit Committee and/or Board under Section 143(12) of the Companies Act, 2013 and Rules framed thereunder.

27. Corporate Social Responsibility (CSR)

The provisions of Section 134(3)(o) of the Companies. Act, 2013 and Rule 9 of the Companies (Accounts) Rules, 2014 on corporate social responsibility are not applicable to the Company.

28. 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 Deposit) Rules, 2014.

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

Since the Company has no manufacturing facility, information pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, on conservation of energy and technology absorption is not furnished. Foreign exchange earnings during the year were Nil and foreign exchange outgo during the year was Nil.

30. Managerial Remuneration and Particulars of Employees

The Directors of the Company are not in receipt of any remuneration and there is only one employee in the Company. The particulars pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in Annexure D annexed hereto and forms an integral part of this Annual Report.

31. Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

During the year under review, no complaints were reported under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

32. Directors Responsibility Statement

To the best of knowledge and belief and according to the information and explanations obtained, your Directors make the following statement in terms of Section 134(3)(c) of the Companies Act, 2013:

(i) that in the preparation of the Annual Accounts for the year ended March 31, 2025, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any; (ii) that 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 loss of the Company for the year ended on that date; (iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; (iv) that the annual accounts had been prepared on a going concern basis; (v) that 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; and (vi) that 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.

33. OTHER DISCLOSURES

(i) No application has been made under the Insolvency and Bankruptcy Code. The requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year is not applicable. (ii) The requirement to disclose the details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable. (iii) The Company is in compliance with the provisions of Maternity Benefit Act, 1961 during the year under review.

34. Acknowledgements

Your Directors would like to express their sincere appreciation of the co-operation and assistance received from the shareholders, bankers and regulatory bodies during the year under review.

	For and on behalf of the Board
	Jitender Agarwal	S.L. Pokharna
Date : May 20, 2025	Director	Director
Place : Mumbai	DIN: 06373239	DIN: 01289850